Lawyer blog - Law firm Finance Business Service: offshore registration, tax planning, legal services

Realities of M&A transactions in the Netherlands

Published: 05.10.2017 |

First of all, it is important to clarify what the M&A deals are. So, M&A deals ("Mergers & Acquisitions", mergers and acquisitions) constitute a set of activities aimed at merging two or more companies into one corporation with a single governing body, which is accompanied by the transfer of control of business management from one company to another other. M&A deals are a special kind of investment, based on the principles of voluntary consent of all participants of the process and mutual benefit. Such a phenomenon as mergers and acquisitions occurred due to the application of the world experience of the corporate management in the field of company restructuring. The M&A market in the Netherlands is currently very active. This is due to a combination of indicators such as access to cheap loans, positive economic data and constant competition for quality assets. After the parliamentary elections in the Netherlands in early 2017, several parties are attempting to form a coalition government. Once it has been formed, new legislative initiatives are expected. In the third quarter of 2017, the Dutch economy grew by approximately 3.5% and, according to official sources, it will continue...

Disclosure of beneficial owners as obligatory requirement becomes norm

Published: 05.10.2017 | blog

Tags:

#Confidentiality #Corporate law #De-offshorization #Legislation #Trusts

In recent years, the world community has realized the importance of the corporate transparency. The Panama Papers, high scandals with corruption and tax evasion have caused a radical shift in the attitude towards anonymous companies. The creation of the registers of beneficial owners (hereinafter referred to as "the UBO registers") is considered as the main instrument for increasing transparency. This idea underlies the EU legislation, FATF recommendations, G20 initiatives, the OECD project to combat on Base Erosion and Profit Shifting. For the EU Member States, the obligation to establish the UBO registers, stipulated by the fourth Anti-Money Laundering Directive (AMLD IV), entered into force on June 26, 2017. However, there are still many questions about how the UBO registers will work in practice. The European states independently define in the national legislation such terms as "legal entity", "legal structure" and "UBO". The concern about data confidentiality is also increasingly growing in Europe, as the countries are discussing who should be allowed access to the registers and for what purpose. Will they provide information only to law enforcement and regulatory...

New requirements for opening a bank account in Malta

Published: 03.10.2017 |

Malta is rapidly becoming an international banking center, and today it has offices of more than 25 international banks. Among them are HSBC, BNP Paribas Fortis, Deutsche Bank, as well as the world-famous Mediterranean Bank, Bank of Valleta and APS Bank Ltd. The Maltese banks remain well-capitalized and have high liquidity which makes them attractive both for the deposits of individuals and legal entities, and for current banking operations. Until recently, opening a bank account in Malta was a simple and quick procedure for the customers from around the world, provided they met the requirements of the bank. However, in connection with the implementation of the new European legislation which entered into force in 2014, the European Central Bank assumed the authority to regulate the banking system of Malta at the highest level, significantly tightening the regulatory requirements for the prevention of money laundering and financing of terrorism (Directive (EU) 2015/849). Consequently, the local banks had to reconsider their requirements for the KYC procedure ("know your customer") and compliance. Now, not everyone can open a corporate bank account in Malta. Our specialists have...

New european legislation on regulation of financial services markets will soon come into effect

Published: 29.09.2017 |

Tags:

#Investments #Legislation #Reforms

On January 3, 2018, a new MiFIDII will come into force, significantly changing the existing requirements on regulating the financial markets in the EU. We will consider in today's blog what exactly is MiFIDII and how the regulation of the European financial markets will change. The MiFIDII (Markets in Financial Instruments Directive) is the common name for a complex network of legislation, which includes two Directives and three EU Regulations, supported by a number of technical standards and guidelines of the European Securities and Markets Authority (ESMA). The measures provided for in the Regulations are directly applied in the EU member states. For the implementation of other standards and harmonization of the national legislation, the updated requirements are established by the competent authorities in each Member State. The current MiFID was adopted in 2004 and it operates with small updates of the end of 2007. Thus, the MiFID not only preceded the financial crisis, but it also did not consider many business models and technologies, which today became a common phenomenon. Consequently, there was an extreme need for such an update. When developing the new provisions, the EU...

Application of blockchain technology in field of insurance

Published: 28.09.2017 |

Tags:

#Bitcoin #Investments

The technology of the distributed registry gives the potential to the companies in different spheres of activity to enable them to work more efficiently, create new business models and launch innovative products. But, naturally, the reasonable question arises: will the technology "Internet finance" be able to justify the arisen agiotage? The Distributed ledger technology (hereinafter referred to as DLT), also known as Blockchain, refers to the innovations that can offer a tremendous potential to the large companies for more efficient operation and better customer service but it is not sufficiently developed yet for such applications. The Distributed registries are common databases that contain digital lists of the transaction records. Their unique feature is that the identical copies of the registry are "distributed" between several hosting and information storage servers (hosts) that check transactions written in the form of "packages" by means of the agreed process. After checking, the "packages" are blocked with a cryptographic "hash" or an alphanumeric string of the fixed size, which allows the hosts to check incoming data but does not allow data recovery. Conceptually, the...

Features of taxation of operations with customer-owned raw materials from non-resident

Published: 26.09.2017 |

Tags:

#Tax disputes

To date, a fairly large number of taxpayers are carrying out their activities in the field of processing of customer-owned raw materials. The processing of customer-owned raw materials on the territory of Ukraine can be conditionally divided into two groups: the first - processing of raw materials received from a resident, the second - raw materials received from a non-resident, imported into the customs territory of Ukraine with subsequent export of the finished products (re-export). If it is quite clear with the first group, then regarding the processing of the raw materials imported by a non-resident and the procedure for the export of the finished products, certain questions arise. The specialists of Finance Business Service were considering the procedure for the processing of the customer-owned raw materials of the non-resident on the customs territory of Ukraine, as well as the features of the customs and currency regulation of this business transaction. Schematically, the processing of the customer-owned raw materials looks as follows: Most economic relations begin with the conclusion of an agreement. According to its legal nature, the agreement for the processing of...

Responsibility for late registration of tax return or mistakes made in it

Published: 19.09.2017 |

Tags:

#Tax disputes

We have repeatedly paid your attention to the changes in the Tax Code of Ukraine, introduced by the Law of Ukraine No. 1797-VIII of 21.21.2016, and the peculiarities of their influence regarding the taxpayers. Today, the Finance Business Service wants to draw attention to another important aspect that arose in connection with the adoption of the above-mentioned Law. Thus, by Law No. 1797-VIII of 21.12.2016, the Tax Code of Ukraine was supplemented by Article 120-1. The issues regulated by this article can be conditionally divided into two groups: 1) violation of the terms of registration of the tax invoice / adjustment calculations; 2) mistakes made in the tax invoice / adjustment calculation. The amount of the penalty for the violation of the deadlines for the registration of the tax invoices is determined as a percentage of the amount of the value-added tax specified in the tax invoice, and the amount of interest depends on the number of missed days from the deadline for the registration. This rule does not apply to the tax invoices made for the supply of goods / services for the transactions exempt from the taxation or those that are taxed at a zero rate. TIME OF...

Amendments to federal law on gambling are likely to be adopted at next parliamentary session of Australia

Published: 18.09.2017 |

Tags:

#Legislation #Offshores #Reforms

Recently in Australia, the reform of the regulatory environment concerning online gambling has been started. The proposed amendments to the basic federal law on gambling (Interactive Gambling Act - IGA) are at the final stage of consideration by the Australian parliament and are likely to be adopted at the next parliamentary session. The purpose of the bill on amending the IGA (hereinafter - the Bill) is the combat with illegal offshore gambling and provision of additional enforcement powers to the federal regulator - the Australian Communications and Media Authority (ACMA). 1. Requirement for licensing in Australia The draft law defines the concepts "regulated interactive gambling services" and "prohibited interactive gambling services". The main difference between these two categories of services is that it is not allowed to provide prohibited interactive gambling services to the individuals in Australia, while regulated online gambling services may be provided, but only by the operators licensed by the Australian regulator and authorized to provide data services in accordance with the terms of their license. Previously, the certain services classified according to the Bill were...

What is initial coin offering and how it works?

Published: 18.09.2017 |

Tags:

#Bitcoin #Investments

The developers, businesses and ordinary people are increasingly using the Initial Coin Offering, which is also called the ICO or the sale of tokens to raise capital. Such activities provide fair and legitimate opportunities to attract investment. Nevertheless, new technologies and financial products related to the ICO can be misused to attract investors with the promises of high profitability in the new investment space. Providing this material, we begin a series of articles on crypto-currencies in order to acquaint you with the current issues of regulating a new and actively developing sphere of investment. Virtual coins or tokens are created and distributed using the distributed registry technologies or distributed storage of reliable records (blockchain technology). Recently, the sale of virtual currency through the ICO is more and more popular. The buyers (investors) can use funds to purchase money (for example, US dollars) or virtual money to buy virtual coins or tokens. The creators (promoters) provide the buyers with the information that the capital raised from the sales will be used to finance the development of the digital platform, software or other projects of this...

Actions or decisions that are appealed under new order of administration of taxes

Published: 15.09.2017 |

As is known, from July 1, 2017, the system of "blocking" of tax invoices was started, which entailed considerable difficulties. The specialists of the Finance Business Service were considering what actions and decisions of the supervisory bodies the taxpayers faced, how and what can be disputed in connection with such introductions. First, we will determine what normative acts regulate these relations. First of all, it is: - The Tax Code of Ukraine (art. 56 and paragraph 201.16 art. 201) - Resolution of the Cabinet of Ministers of Ukraine No. 1246 of December 29, 2010 (as drafted in the Resolution of the Cabinet of Ministers of 26.04.2017 No. 341), which approved the Regulations on the procedure for maintaining the Unified Register of Tax Invoices; - Resolution of the Cabinet of Ministers of 29.03.2017 No. 190, which approved the Grounds for the taking the decision by the SFS Commission on the registration of a tax invoice / adjustment calculation in the Unified State Register of Tax Invoices or on refusal of such registration; - Order No. 566 of the Ministry of Finance of Ukraine of 13.06.2010, No. 566, registered in the Ministry of Justice of Ukraine under No. 752/30620 of...

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