Worldwide Tax News
Ireland's Companies Act 2014 has Commenced
Ireland's Companies Registration Office (CRO) has announced that the Companies Act 2014 commenced on 1 June 2015, replacing the Companies Acts 1963-2013.
In general, the new Act restates the previous law, although several areas are streamlined in regard to governance, legal capacity and mergers. One of the main changes is the introduction of two new company forms: the Private Company Limited by Shares (LTD) and the Designated Activity Company (DAC). These two forms replace the Private Limited Company. The LTD is essentially a more simplified form, while the DAC is more similar to the Private Limited Company under the old law.
- An LTD may have a single director, while a DAC must have at least two;
- A DAC must have an annual general meeting if there are two or more members, while an LTD does not;
- An LTD has a single document constitution with no objects clause, while a DAC has a constitution including a memorandum and articles of association;
- An LTD has limited liability and has a share capital, while a DAC has limited liability and has a share capital or is a private company limited by guarantee with a share capital; and
- An LTD's name must end in “Limited” or “Teoranta”, while a DAC's name must end in “Designated Activity Company” or “Cuideachta Ghníomhaíochta Ainmnithe”
Now that the new Act has commenced, Private Limited Companies need to re-register as either an LTD or a DAC within an 18 month transition period ending 30 November 2016.
Companies may want to re-register as a DAC if they wish to have or retain specific objects for which the company was incorporated. The election to re-register as a DAC should be made with 18 months of the commencement of the ACT. If a company has published an offering document or obtained an admission to trading on a regulated market for its debentures, then it must re-register as a DAC.
Companies wishing to re-register as an LTD may do so within 18 months of the commencement of the Act. If a company fails to make an election, they will automatically be considered an LTD after the 18 month period. However, from the date of commencement of the Act until the end of the 18 month transition period, they will be treated as a DAC.
For more information on the new company forms and other aspects of the Companies Act 2014, please click the following links to the CRO website:
Puerto Rico's Replacement of SUT with VAT Signed into Law
On 29 May 2015, the Governor of Puerto Rico, Alejandro García Padilla, signed into law Act 72-2015 (Act 72), which provides for the implementation of a value added tax (VAT) at a rate of up to 10.5%. The Act as passed follows the rejection by parliament of a previous bill for the implementation of VAT at a higher rate in April.
As part of a transition period, the current Central Sales and Use Tax (SUT) will be increased from 6% to 10.5% from 1 July 2015, and a 4% SUT on business-to-business and professional services will be introduced from 1 October 2015. The Municipal SUT will continue to apply as it currently does at the rate of 1%, even after the VAT is implemented.
The new VAT will replace the Central SUT on 1 April 2016. The implementation, however, depends on the findings of the Consumption Tax Transformation Alternatives Commission. The Commission was created by the new law to confirm that the VAT is the only viable solution for the government of Puerto Rico to reach its revenue objectives while reducing the tax burden on individuals. The Commission's findings are to be submitted by 28 July 2015, and are reportedly unlikely to go against the implementation of the VAT.
Japan Considering Reduced Consumption Tax Rate
According to recent reports, Japan's ruling party is considering a reduced consumption tax rate for certain essentials, including foodstuffs. The reduced rate would be 5% to 8%, and would apply when the current standard rate of 8% is increased to 10% on 1 April 2017. The main purpose of a reduced rate is to lessen the likely negative economic impact the 2017 rate increase will have.
A zero-rate for foodstuffs had been considered following the increase of the standard rate from 5% to 8% on 1 April 2014 and the resulting economic slump, but never materialized.
Tax Treaty between Argentina and the U.A.E. to be Concluded
On 26 May 2015, officials from Argentina and the United Arab Emirates agreed that an income tax treaty between the two countries should be concluded in the near future. The treaty, which has been under negotiation since 2006, will be the first of its kind between the two countries, and must be finalized, signed and ratified before entering into force.
El Salvador Signs Mutual Assistance Convention
The OECD has announced that on 1 June 2015 El Salvador signed the OECD-Council of Europe Convention on Mutual Administrative Assistance in Tax Matters as amended by the 2010 protocol. The convention must now be ratified by El Salvador and the ratification instrument deposited before entering into force in the country.
El Salvador is the 86th signatory to the convention.
SSAs between South Korea and Sweden, Switzerland and Turkey have Entered into Force
The South Korean government has announced that the social security agreements with Sweden, Switzerland and Turkey entered into force on 1 June 2015. The agreements are the first of their kind between Korea and the respective countries.
Norway to Sign New Tax Treaty with Serbia
On 22 May 2015, the Norwegian government authorized the signing of a new income tax treaty with Serbia. Once in force and effective, the new treaty will replace the 1983 tax treaty between Norway and the former Yugoslavia, which currently applies in respect of Serbia. The treaty must be finalized, signed and ratified before entering into force.
Tax Treaty between Turkey and the Ivory Coast Initialed
The Turkish Revenue Administration has recently announced that an income tax treaty between Turkey and the Ivory Coast has been initialed following negotiations held 18-20 May 2015. The treaty is the first of its kind between the two countries, and must be signed and ratified before entering into force.
Additional details will be published once available.