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Finance and Accounting Shared Service Centres

Nowadays there is a trend where over 50% of companies globally create a shared service centre and consolidate their Finance and Accounting (F & A) function. There are obvious benefits of doing so – be it commercially or from an efficiency and productivity point of view. However, there are some major challenges too; let’s see what are those.

The advantages of having a shared service centre

There are many benefits of having a shared service centre (SSC) that attract various companies to consider creating one. It not only helps in standardizing the processes, but also leaves little room for errors. Having standard processes helps in creating and also updating the control environment, and it makes it simpler to design reliable input and output reports. What’s more? The end-to-end review work easily is streamlined and the various iterations are minimized.

Having a standardized global process in place also helps in comparing trends going on across various organisations. Also, when we consolidate all processes to single accountancy software, it gets easier to leverage the add-ons, for example more automations and even robotics. Then there are commercial advantages that are derived from centralizing, because one country’s operations do not need to resource their own services.

The roadblocks or challenges of creating a shared service centre

However, creating a shared service centre by centralizing has its own challenges. The biggest challenge is ensuring compliance with the local rules and regulations in each country where the business is operating. These variations of the local rules and guidelines take the cost to a higher level, because being compliant in-country certainly requires more processes to be added in order to develop and monitor, example data reconciliation and other tools for oversight and tracking. In addition, this increases complexities, which only a professional organization like IMC can help you deal with. You would also need expert assistance to take care of local taxes and the requirements of financial reporting.

Knowing the language of the land

Another major issue that crops up is knowing the local language. In various countries like France, Russia, Spain and Romania, where the reports, returns and all the accounting documents have to be mandatorily made and filed in the local language. It surely is tough to acquire language skills in a shared services centre of a certain location. To deal with this, you would need to depend on the local professionals.

However, it is not possible to hire representatives of each language globally in an SSC. In such a situation, IMC and its accounting services can help you take care of these requirements with its qualified and expert professionals in each field. All our offices are staffed with local language-speaking professionals who are equipped with the required skills, know-how and local contacts.

Knowledge of the local rules and regulations

The accounting and other tax rules vary from country to country. There could be some common points, but every country would have their unique rules and regulations and also different reporting requirements. Various countries have local GAAP, which is quite different from the commonly-applicable IFRS or US GAAP (France, Romania, Russia etc.). In such a case, IFRS or US GAAP accounts have to be converted into local GAAP and it is important to ensure that the local regulations for foreign currency revaluation, depreciation, or fixed asset capitalization are considered.

Though everyone seems to be aligning rules with regards to VAT and General Sales Tax, various corporate income taxes and other withholding taxes are actually based on each country’s precise rules and the requirements for expense deductibility. Even the sufficient supporting documentation varies in each country. Therefore, it’s not an easy task for an SSC to possess all the knowledge and be up-to-date about every jurisdiction globally.

It is also important to maintain contact with the local tax authorities to stay compliant. Hence before considering creating an SSC, it is wise to first begin the transition with a comparatively easy region in terms of rules and also seek professional advice to identify the particular output reports that need to be standardized, and which all country-specific variations are to be considered.

Structural Details of Foreign Direct Investment Law

A new Decree Law No. 19 of 2018 has been issued after the announcements made earlier this year on the loosening of domestic ownership restrictions. The new Decree-Law compliments the Federal Law No. (18) of 2017 and amends the Federal Law No. (2) of 2015 on Commercial Companies. The amendment provides that the law relating to the mandatory holding of 51% shareholding of LLCs by UAE national or entities might soon be lifted through the resolution of the UAE Cabinet for specific sectors.

The new law aims to attract more foreign investment and boost the economic growth of the country making the country the first pick among global investors. It aims to promote the country’s investment environment. The law further states that a “Foreign Direct Investment Committee” shall be formed through a resolution to overcome the technicalities of implementing the new Decree-Law. The committee will be headed by the Ministry of Economy and will be responsible for referring the sectors and activities to the UAE Cabinet that can avail the benefit of the scheme.

The Cabinet will soon issue the list of sectors that can have increased foreign ownership. The Cabinet will also approve the different types of restrictions that can be applied to the various sectors where foreign ownership is 49% to 100%. In addition, the restriction can be on the office location, on the capital, and on the Emiratisation policies.

A negative list of the sectors that shall not be impacted by the Decree has already been made available. It includes sectors like insurance services, financing, banking, transport services including land and air, medical retail services and commercial agency services.

The Cabinet will also take into consideration the impact on the economy of the sectors that will have a positive effect from the scheme. The impact shall be seen on the innovation front, job opportunities created for UAE citizens and the profile of foreign investors in the country.

About Us

IMC Group is a global firm that serves entrepreneurial clients including SMEs, blue-chip companies, individual entrepreneurs, multinationals, etc. We assist not only in establishing a new business but also ensuring that firms run as per the different laws and regulation. We are a one stop solution for all the business needs. Just drop in an email and get in touch with us.

Tax Update Regarding Compensation Payment
Tax Update Regarding Compensation Payment

The Federal Tax Authority (FTA) has clarified about VAT applicable on payments considering the type of compensation, which can structurally look like payments made to pay off for some loss, to clear up a dispute, to pay for a penalty or fine or similar transactions. The FTA has announced some guidelines around this and also advises the tax-payers to themselves evaluate the form of every transaction and decide if it would come under the purview of UAE VAT Law and Executive Regulations.

This clarification also lays out two important criteria to establish if these transactions would be counted in the scope of UAE VAT or not:

  1. Evaluating the nature of the compensation
  2. Deciding if a payment is a consideration for a supply or not

The Highlights for VAT

1. Payment made for damages or loss compensation

There is an exception here; liquidated damages are not counted under the scope of UAE VAT Laws because the aim of these payments is not to pay for any goods or services but rather to pay a compensation for some loss of earnings if a contract has been breached mid-way. However, the payments made for cessation of rights for supply of services or goods are not included in this and, thus it comes under the scope of UAE VAT Law. For example, a hotel charging cancellation fees, if someone cancels their booking after the stipulated period.

2. Payments to settle disputes

Where a payment is awarded to a party with reference settlement of dispute, it is necessary to analyze the reason behind the payment in order to arrive at a correct VAT treatment.

If the purpose of the payment is to enforce a contractual term, the same shall be subject to VAT. For example: the dispute regarding the goods is settled by making a payment for these goods, the payment will be a consideration for the supply and therefore subject to VAT.

If the purpose of the payment is for granting a right, the same shall be treated as a consideration for the supply of a right and subject to VAT. For example: granting of a right to use intellectual property for a fee.

3. Payment for fines and penalties

If one is paying for fines or penalties, then it is not considered as a supply and lies out of the scope of UAE VAT Law. The aim of fines or penalties is to penalize the party who has done something wrong and the other party who is imposing the fine is not providing any supplies lieu of the payment.

4. Payment for any damaged or broken goods

The compensation made for delivery of any damaged, broken or lost goods is not considered as a payment for a supply and therefore, it lies out of the scope of UAE VAT Law. However, if there is transfer of title of goods, then it would be counted in scope of VAT.

The FTA clarifies that the tax registrant needs to be check and be sure of the contract and legal details to be able to establish the taxability of the particular transaction. At certain times, the titles or language used for explaining the transaction could be deceptive; in that case, the transaction substance will decide the liability of VAT. It is important to consider the type of the compensation and its implications before deciding the taxability or non-taxability.

Our team of experts at IMC is always happy to help you. Our professionals in this field can provide you the correct perspective and help you evaluate the tax implications for your business.

The MoU between DLD and DIFC:

The Dubai Land Department (DLD) and the Dubai International Financial Centre (DIFC) authority entered into a Memorandum Of Understanding (MOU) on 4th May 2017, to allow specific DIFC companies and other establishments to own land, real estate plots or properties outside of DIFC  but within the Emirate of Dubai.

Who is authorized to own real estate under this MOU?

  • Companies;
  • Partnerships;
  • Foundations;
  • Real Estate Investment Trust (RETI);
  • Special Purpose Vehicles owned by Real Estate Funds;
  • Real Estate Funds with a license to undertake commercial properties;
  • Special Purpose Vehicles, if not owned by Real Estate Funds cannot take advantage of this MOU.

What are the requirements and procedures under this MOU?

The MOU has prescribed a certain set of regulations to be followed by the DIFC establishments:

  • The DIFC establishment must first apply for No Objection Certificate (NOC) from DIFC Registrar of Companies (ROC).
  • The companies verification process is in into two categories:
    • For Private Limited Companies:
      The ROC shall issue the NOC after the verification of the submitted notarized and corporate document of the DIFC company. The verification shall continue up until the identification of the individual shareholders, the good standing and then it is allowed to own real estate.
    • For Public Limited Companies:
      If the company is listed or regulated, the ROC might not require the legalization and the notarization of the corporate document.
  • Once the NOC is issued, the registrar will set aside a separate register for the DIFC establishment which enables the ROC to track any future transfer or issue of shares which will reflect in the DLD’s records resulting in a fee payment.
  • The DIFC establishment shall then submit the NOC to the DLD along with the signed letter agreeing to inform the DLD about the outlook or issue of shares in owning the real estate and required fee payment thereon. This is Acknowledgement and Undertaking.
  • When all the required documents are submitted, and the necessary procedures are duly completed, the DIFC establishment will make a payment of 4% transfer/registration fees. The DLD will then register the real estate under the DIFC establishment name and will issue the Title deed.

Procedure for issuance or transfer of shares:

The DIFC establishment has to seek approval from the DLD through an NOC. The NOC submitted by the DIFC establishment with proper corporate documents necessary and a formal letter in English and Arabic to DLD requesting a DLD NOC. Upon verification of the documents submitted by the DIFC establishment through ROC with a payment of 4% fee on the value of the shares issued or transferred.

The DLD will then issue a DLD NOC to the ROC for registering the transaction in the DIFC establishment’s records. This payment of 4% fee is exempt from certain cases:

  • Example 1:

When the DIFC establishment or Real Estate Funds or Special Purpose Vehicle owned by Real Estate Fund issues new shares to existing shareholders, no DLD NOC or DLD fees are required, but the DIFC establishment has to inform the DLD through ROC.

If the above-said establishments are issuing new shares to new shareholders. A notification fee of AED 10,000 has to be paid to the ROC who will collect it on DLD’S behalf and inform DLD on the shares issued and the identity of the shareholders.

  • Example 2:

When the DIFC establishment transfer involves the same shareholder, the same percentage, then a special fee of 0.125% of the value of the real estate owned by the establishment shall apply. This is also known as the “gifting” procedure of the DLD.

  • Example 3:

There are no DLD fees or DLD NOC  applicable if there the issue or transfer of shares by REIT’s which are regulated by the Dubai Financial Services Authority or listed in the Nasdaq Dubai. REIT’s not listed in Nasdaq Dubai is liable to pay full DLD fees.

Noncompliance:

The transfer of shares indirectly to corporate shareholders in foreign jurisdiction also requires the payment of fees to DLD and must be reported to ROC. If the DIFC establishment fails to comply with the DLD and ROC requirements shall be penalized with a fine as well as the suspension of the commercial license.

Conclusion:

These procedural changes after the MOU will allow the foundations and trusts incorporated under DIFC to own the real estate in Dubai. This major reform will also open similar avenues in Abu Dhabi and it will also make the procedures less expensive for both the parties involved.

For enquiries regarding the same, write to our consultants at [email protected].  To know more about DIFC visit www.intuitconsultancy.com

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