APAC Tax Matters

Welcome to the thirteenth edition of

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The Vodafone case dominates our roundup on Indiawhere we report on a decision by the High Court thatgains similar to those arising in the Vodafone casewere protected from tax in India due to the terms ofa tax treaty and that the retrospective amendmentsmade to the Indian Tax Law pursuant to Vodafoneshould not impact the allocation of taxing rightsunder a treaty. Also with reference to Vodafone, wereport on the Indian Union Cabinet’s approval that anon-binding conciliation process be initiated toresolve the Vodafone dispute.

From New Zealand we report on key changes to thecountry’s thin capitalization rules and unresolvedtechnical issues in respect of the same, whilst fromAustralia we have news of a reduction in the mainthin capitalization safe harbour ratio. Our coverageof Australia also includes concerns expressed overthe long awaited amendment to Australia’s generalanti-avoidance rule and the increased reliance to beplaced on taxpayers being able to establish that atransaction has not been entered into with thedominant purpose of obtaining a tax benefit. Weround off our update from Australia with a report onthe potential implications for taxpayers on theAustralian Taxation Office’s requirement to makepublic details of the gross income and taxes paid bycompanies with annual income of AUD100 million ormore and the introduction of a self-assessmentregime which will effectively require public officersto sign-off on the appropriateness of their transferpricing arrangements.

We also cover transfer pricing in our Philippinesupdate where we report on regulations issued toenable the Commissioner of Inland Revenue to applythe arm’s length principal.

From both the Philippines and Hong Kong, we coverdevelopments in each jurisdiction as regards the hottopic of exchange of information, on a stand-alonebasis with respect to Hong Kong, and in tax treatiesconcluded by the Philippines.

As regards to new tax incentives, we report oninitiatives announced in Singapore’s 2013 Budget toattract multinationals, Taiwan’s plan to establish“free economic pilot zones”, Thailand’s proposal toimprove incentives for regional operatingheadquarter companies, Malaysia’s LabuanInternational Commodity Trading Company program,and Japan’s measures to boost domestic capitalinvestment and expand tax credits for expenditureon research and development.

Our update from Korea concerns the introduction ofspecific criteria to determine whether a foreignorganization can be regarded as a foreigncorporation and details of Korea’s new withholdingtax regime together with the forms that must besubmitted to withholding agents in order for aforeign investor to benefit from a reduced rate ofwithholding under a treaty.

China provides the indirect tax news for thisedition where we report on the nationwide launchof the Value-Added Tax Pilot Arrangements for thetransportation industry and certain modernservice industries.

We hope our readers find this edition to be aninformative head’s up on what is new throughoutAsia-Pacific. Further detailed information andguidance on all the items in this edition can beobtained by contacting the relevant EY offices ineach jurisdiction.

APAC Tax Matters,your update on tax events throughout the Asia-Pacific region.

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Hong Kong• New law enacted to enable Hong

Kong to enter into standalone taxinformation exchange agreements

10

India• High Court (HC) rules on taxation

of indirect transfer under India-France DTAA and Special LeavePetition (SLP) filed beforeSupreme Court (SC) against theHC’s ruling

• Indian Union Cabinet approvesnon-binding “conciliation”processwith Vodafone

• Delhi Tribunal rules on thecharacterization and taxability ofsubscription fees paid foraccessing information on awebsite

14

Korea• Amendments to the new Korean

withholding tax regime andenforcement decrees of Korean TaxLaws for 2013

• The new Korean withholding tax regime• Amendments to enforcement decrees

of Korean Tax Laws for 2013

In this issue

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China• Notice regarding the launch of the

Value-Added Tax (VAT) PilotArrangements for thetransportation industry and certainmodern service industries on anationwide basis (Caishui [2013]No. 37)

19New Zealand• Update on New Zealand’s approach to

taxing multinationals• Update on proposed changes to thin

capitalization rules

21Philippines• Transfer Pricing Regulations• Exchange of Information Guidelines• Application of preferential tax

treaty rates

23Singapore• Key tax initiatives• Rights-based approach for

characterising software payments andpayments for the use of or the right touse information and digitised goods

28Thailand• Proposed relaxing of conditions and

better incentives for RegionalOperating Headquarters (ROH) inThailand

• Update: Effective datefor Thailand’s revised investmentpromotion policy

30Your guide to EY Thoughtleadership

27Taiwan• The Controlled foreign company (CFC)

and place of effective management(PEM) proposals yet to be enacted

• The Free Economic Pilot Zones(FEPZs) Plan

29Vietnam• New Circular on retail activities for foreign

invested enterprises

04

Australia• Financing tasks for multinational

businesses — impact of 2013Australian Budget

• Australia’s General Anti AvoidanceRule (GAAR) amended

• ATO reporting of companies’ taxes— tax transparency an issue formanagement and boards

• New transfer pricing rules tocombat profit shifting

• Tax consolidation changes forinbound investors

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Malaysia• Revised guidelines issued on

establishing a Labuan InternationalCommodity Trading Company (LICTC)under the Global Incentives forTrading (GIFT) programme

• IRB issues guidelines on taxation ofe-commerce

• Update on Malaysia’s Double TaxAgreement (DTA) with India

• Labuan Business Activity Tax (Exemption)Order 2013 [P.U. (A) 99]

• Update on Malaysia’s DTA with Hong Kong

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Japan• 2013 Japan tax reform

and update

Financing tasks formultinational businesses— impact of 2013Australian BudgetAs a result of the measures containedin the 2013 Australian FederalBudget (“the 2013 Budget”) affectingfinancing and the structuring ofcross-border business, multinationalbusinesses with Australian operations(both Australian owned and foreignowned) face a large analysis andrefinancing task, the impact of whichmay be felt immediately.

The measures impact tax deductionsincurred by multinational groups inAustralia for funding activities dueto changes in the relevant thincapitalization rules. The key changeis the reduction of the main safeharbour ratio essentially from 3:1 to1.5:1 (debt to equity).

The intended start date is forincome years starting on or after1 July 2014. However, the impact isimmediate as regards new financingor refinancing strategies.

Investors with high debt levels butstrong underlying cash flow continueto have access to the arm’s lengthdebt test as an alternative to the safeharbour amount. The Board ofTaxation has, however, been asked toreview and prepare a report byDecember 2014 on the operationand integrity of the arm’s lengthdebt test.

Given the measures in the 2013Budget, companies may wish toreview whether they can use thealternate arm’s length debt test if thesafe harbour is no longer sufficient.Companies may also wish to considerrestructuring existing debtarrangements, adopting instrumentswith different risk profiles, and thepossible impact and interaction ofdeleveraging with transfer pricingapproaches and outcomes.

On a positive note, from 1 July 2014,the thin capitalization rules will notapply where debt deductions are AUD2 million or less per annum. Inboundinvestors with smaller Australianoperations will no doubt welcome thisincrease from the previous deductionthreshold of AUD 250,000.

Australia’s GeneralAnti Avoidance Rule(GAAR) amendedThe amendments to Australia’sgeneral anti avoidance tax rule,known as Part IVA, have beenenacted and now have the force oflaw. Part IVA requires identificationof a tax benefit from a scheme. Theamendments are intended to preventcourts deciding that a taxpayerwould, but for the relevant scheme,have done nothing such that Part IVAwould not apply in thosecircumstances.

The amendments, which apply totransactions that commenced to becarried out on or after 16 November2012, seek to:

• Confirm that the starting point forevaluating whether Part IVAapplies to a scheme is to considerwhether any person participatedin the scheme for the sole ordominant purpose of securing atax benefit.

• Establish two different testsfor determining whether a taxbenefit exists: one for schemesinvolving tax consequences that“would have” resulted if thescheme had not occurred and thesecond for schemes involving taxconsequences that “mightreasonably be expected to have”resulted if the scheme hadnot occurred.

• Financing tasks formultinational businesses andthe impact of the 2013Australian Budget

• New transfer pricingrules to combat profitshifting enacted

• Australia’s General AntiAvoidance Rule (GAAR)amended

• Reporting by AustralianTaxation Office (ATO) ofcompanies’ taxes raises taxtransparency issues formanagement and boards

• Tax consolidation changesfor inbound investors

At a glance

Australia

4APAC Tax Matters

5APAC Tax Matters

There is no guidance in the Bill as towhen a scheme falls within the“would have” or “might” categories.This issue needs to be resolved.Further, from a practical perspective,it is unclear how the dominantpurpose test can be applied withoutfirst determining the tax benefit,given that the dominant purposetest is applied by reference to whatoccurred and the tax benefitin question.

From a practical perspective,taxpayers will need to rely moreheavily on establishing that theyhave not entered into transactionswith a dominant purpose of obtaininga tax benefit. Furthermore, theamendments potentially broaden thedefinition of what may be regardedas being a tax benefit. The relevantanalysis will therefore need to beundertaken more frequently and inrelation to transactions which wouldgenerally be considered as “normalcommercial activities.”

ATO reporting ofcompanies’ taxes — taxtransparency an issue formanagement and boardsIn February 2013, the AssistantTreasurer first outlined a proposalthat large businesses andmultinational companies shouldreport the taxes they pay inAustralia. The rationale given forsuch reporting was to “encourageenterprises to pay their fair shareof tax and discourage aggressive taxminimisation practices”, and “allowthe public to better understand thebusiness tax system and engage indebates about tax policy”. Concernswere raised during the very shortconsultation phase but thegovernment introduced a tax Bill withthe proposals largely unaltered. ThisBill has now been enacted and hasthe force of law.

Under the Act, the ATO is nowrequired to report details of thegross income, taxable income and taxpayable thereon of companies andcorporate tax entities with annualincome of AUD100 million or more.The ATO’s public reporting of taxes

paid commences from the 2013–14year of income. As a result, theperiod to be reported for companieswith 31 December balance dates hasalready commenced. The ATO is toissue a public report after thelodgement season. The first publicreport is expected in late 2015.

Multinational groups may considerproactive tax disclosures to protecttheir reputation. This includes theirtax policies, demonstratingcompliance with tax reporting andtax payment obligations and otherdisclosures ahead of these ATOpublic reporting requirements. Inparticular, companies withinmultinational groups should considerwhether they are sufficientlyinformed and ready to explain theorganisation’s tax profile internallyand externally in order to protect thegroup’s brand and reputation.

New transfer pricing rulesto combat profit shiftingThe new transfer pricing rules havebeen enacted and now have the forceof law. This signals an important newchapter for multinational companieswith related party dealings inAustralia. The rules apply to incomeyears commencing on or after1 July 2013.

The new law introduces a self-assessment regime, effectivelyrequiring public officers to sign-offon the appropriateness of theirtransfer pricing. The penalty regimeis linked to documentation. Althoughthe preparation of transfer pricingdocumentation is not compulsory,failure to prepare documentationmay result in an entity being unableto establish a reasonably arguableposition and may lead to largerpenalties in the event of anATO audit.

Other key changes relate to theextensive reconstruction provisionswhich require taxpayers to go beyondthe transactions themselves inassessing their transfer pricing andprovide the ATO with extensivepowers to substitute transactions forthose the ATO believes better reflectarm’s length behaviour. The law

contains provisions that effectivelyrequire a double test, wheretaxpayers have to assess the overallcommerciality of their arrangementsin addition to the pricing of individualtransactions.

The new transfer pricing rules aredesigned to bring the Australiandomestic regime in line withinternational practice through a linkwith the OECD Guidelines. However,there are several areas where thenew rules diverge from the OECDguidelines, established internationalpractices and the historicallyaccepted practice of the ATO.

Businesses should expect the ATO tobe aggressive in their application ofthe new transfer pricing rules.

Tax consolidation changesfor inbound investorsFlowing from two Board of TaxationReports, the 2013 Budget madenumerous changes affecting taxconsolidated groups and multipleentry consolidated (MEC) groups. Anumber of these have an effect onforeign inbound investors.

Also from 14 May 2013, changes tothe Capital Gains Tax (CGT) rules forforeign residents include removingthe ability to use transactionsbetween members of a consolidatedgroup to create and duplicate assetsfor the purpose of determiningtaxable Australian property.

A new review was announced tofocus on other ‘systemic advantages’obtained by MEC groups, and willconsider MEC restructuring thatimpact CGT outcomes forforeign residents.

With the above in mind, groupsshould review immediate changesto transfer-down restructures whichfeature recent acquisition carve-outsand, if planning or implementingany new mergers and acquisition(M&A) or restructure transactions,consider other consolidation“integrity changes”.

• Launch of the Value-AddedTax (VAT) Pilot Arrangementsfor the transportation industryand certain modernservice industries

At a glance

Notice regarding the launch of the Value-Added Tax (VAT)Pilot Arrangements for the transportation industry andcertain modern service industries on a nationwide basis(Caishui [2013] No. 37)The Ministry of Finance (MOF) and the State Administration of Taxation (SAT)jointly released Caishui [2013] No. 37 (“Circular 37”) on 24 May 2013 toannounce the launch of VAT pilot arrangements for the transportation industryand certain modern service industries (hereinafter referred to as “VAT PilotArrangements”) on a nationwide basis from 1 August 2013. Circular 37reorganizes, adjusts and refines existing tax policies related to VAT PilotArrangements.

Key provisions of Circular 37 are as follows:

China

6APAC Tax Matters

Items Provisions in Circular 37

Scope ofVATtaxableservices

• Services related to production, distribution and broadcasting of radio, filmand television programs are included in the scope of certain modernservice industries under VAT Pilot Arrangements.

• Circular 37 re-categorizes advertising design services into the scope ofdesign services that fall within the scope of advertising services underCaishui [2011] No. 111 (“Circular 111”, i.e., notice regarding the VATPilot Arrangement in Shanghai).

• Advertising agency services are included in the scope ofadvertising services.

Credit ofinput VAT

Input VAT incurred for motorcycles, automobiles and yachts that are subjectto Consumption Tax (CT) and used by original general VAT taxpayers, areallowed to be used to credit against output VAT.

SimplifiedVATcalculationmethod

General VAT taxpayers may choose to be subject to VAT by a simplifiedcalculation method for income derived from public transportation services.Further to services related to long distance passenger transportation,shuttles, subway and urban light rails, scope of the public transportationservices would be expanded to cover services related to passenger ferry,public passenger transportation and taxi.

Transitionaltreatments

The following transitional treatments are abolished:• VAT on a netting basis applicable to transportation, storage, advertising

agency and international freight forwarding services that were previouslysubject to Business Tax (BT) on a netting basis;

• Input VAT credit calculated according to freight notes (excluding railwayfreight notes);

• Entities or individuals from a country/region, that has not signed anAgreement for the Avoidance of Double Taxation related to internationaltransportation income, shall be subject to VAT at 3% for internationaltransportation services provided to domestic entities or individuals (thatmeet relevant requirements) on a withholding and provisional basis.

Taxreduction/exemption

• For VAT taxable services that are applicable for both zero VAT rate andVAT exemption policies, zero VAT rate shall take priority.

• The following services are newly-included in the applicable scope of VATexemption, unless zero VAT rate applies according to rules stipulated bythe MOF and the SAT:

• Offshore services related to the distribution and broadcasting of radio,film and television programs;

• Cross-border transportation services between Mainland China andTaiwan/Hong Kong/Macao and transportation services in Taiwan/HongKong/Macao by VAT pilot taxpayers who have not obtained relevanttransportation licenses to enjoy the zero VAT rate treatment;

• Services provided to overseas entities related to the production of radio,film and television programs, time charter, voyage charter and wet lease.

The new VAT pilot policiesannounced in Circular 37 principallyintroduce the changes noted belowand evidence the efforts of thegovernment to standardize andupgrade the tax system and reducethe burden of taxpayers:

• Clarify the definition of smallscale taxpayers, i.e., non-enterprises units that do notfrequently provide VAT taxableservices can choose to pay VATas small-scale taxpayers.

• Scope of VAT taxable serviceshas been expanded to coverservices related to theproduction, distribution andbroadcasting of radio, film andtelevision programs.

• Scope of special VAT invoices forinput VAT credit purposes shouldinclude special cargo businessVAT invoices and unified invoicesfor sales of motor vehicles.

• Reduce VAT burden of VAT pilottaxpayers by allowing the creditof input VAT incurred formotorcycles, automobiles andyachts that are subject to CTand used by original generalVAT taxpayers.

• Enhance preferential tax policiesby giving priority to a zero VATrate when VAT taxable servicesare eligible for both the zero VATrate and VAT exemption policies.

The below link provides the fullcontent of Circular 37:

http://szs.mof.gov.cn/zhengwuxinxi/zhengcefabu/201305/t20130527_890805.html

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New law enacted to enableHong Kong to enter intostandalone tax informationexchange agreements

Background

Under the latest internationalstandard on tax transparency, ajurisdiction should be prepared toexchange information in respect oftaxpayers on a reciprocal basispursuant to a comprehensiveavoidance of double taxationagreement (CDTA) or a standalonetax information exchange agreement(TIEA). Furthermore, a jurisdiction’spreference for a CDTA over a TIEAcannot constitute a reason for notentering into a TIEA if the otherjurisdiction requests a TIEA.

Hong Kong however, cannot enterinto TIEAs without amending its taxlaw. This is because under theprevious provisions of the InlandRevenue Ordinance (IRO), the InlandRevenue Department (IRD) of HongKong was only permitted to exchangeinformation in respect of a taxpayerwith a tax authority in a jurisdictionwhich had concluded a CDTA withHong Kong.

Against this background, the InlandRevenue (Amendment) (No.2)Ordinance 2013 (the new law) wasenacted into law on 19 July 2013.The major provisions of the new laware to allow Hong Kong to enter intostandalone TIEAs.

The provisions of the new law

The new law amends certainprovisions in the IRO and the InlandRevenue (Disclosure of Information)Rules to:

• allow the Hong Kong governmentto enter into an arrangement withthe government of a territoryoutside Hong Kong for exchangingof information in relation to anytax imposed by the laws of HongKong or the overseas territory(i.e., a TIEA). As a result, if a TIEAis entered into between Hong

Kong and another jurisdiction, theIRD can now obtain informationfrom taxpayers for the purposesof supplying the same to therequesting authority of therelevant TIEA jurisdiction;

• extend the IRD’s informationgathering powers to includeinformation not only in thepossession of a taxpayer, butalso information in the controlof a taxpayer. This amendmentwill enable Hong Kong to complywith the standard term of a TIEAthat the scope of informationexchanged covers bothinformation in the possession of ataxpayer or in their control.However, what constitutesinformation in the “control” of ataxpayer is not defined in thenew law.

• relax certain restrictions oninformation that can beexchanged. Under the new law,information that relates to aperiod before a relevantarrangement (i.e., a CDTA orTIEA) has come into operation cannonetheless be exchanged undercertain conditions. The applicableconditions are that theinformation is relevant for thecarrying out of the relevantarrangement, or relevant for taxassessments in respect of anyperiod that starts after therelevant arrangement has comeinto operation.

• Law enacted to enable HongKong to enter intostandalone tax informationexchange agreements withother jurisdictions

At a glance

Hong Kong

8APAC Tax Matters

9APAC Tax Matters

Safeguarding the privacy andconfidentiality of information oftaxpayers under a TIEA

The government has committed thatthe safeguards in respect of theprivacy and confidentiality ofinformation of taxpayers under aTIEA should be the same as thoseafforded under a CDTA.

The passage of the new law willenable Hong Kong to comply with thelatest international standard on taxtransparency and maintain itsreputation as an internationalbusiness and financial center. Inparticular, the new law will enhancethe likelihood that Hong Kong willpass the Phase 2 peer reviewcurrently being conducted by theGlobal Forum1, the report in respectof which is due to be released inSeptember 2013. Upon passing thePhase 2 peer review, the risk ofHong Kong being labeled as anuncooperative jurisdictionshould decrease.

In addition, the relaxation of therestrictions on information that canbe exchanged under the CDTAframework may also help Hong Kongpersuade certain key jurisdictions tocommence negotiations with HongKong toward a CDTA, thus furtherexpanding Hong Kong’sCDTA network.

1. Hong Kong is one of the 120 members of the Global Forum on Transparency and Exchange of Information for Tax Purposes (the GlobalForum). The Global Forum is an international body tasked with ensuring the implementation of internationally agreed standards oftransparency and exchange of information as regards tax matters.

High Court (HC) rules ontaxation of indirecttransfer under India-France DTAA and SpecialLeave Petition (SLP) filedbefore Supreme Court (SC)against the HC’s rulingThe cross-border acquisition of Indiancompanies has been the focus of theTax Authority over the last few years.Pursuant to the Vodafone ruling, theITL was amended retrospectively totax the transfer of shares of a foreignentity whose value is derived, directlyor indirectly, substantially fromassets located in India. However, it isgenerally recognized that a numberof India’s DTAAs would protect suchgains from Indian tax. This principlewas upheld by the Andhra PradeshHC in the case of Merieux Alliance,France (MA) and Groupe IndustrielMarcel Dassault (GIMD)1. With the TaxAuthority filing a SLP before the SCchallenging the HC’s ruling, finality onthis matter is awaited.

Background and facts

MA and GIMD are companies residentin France. With a view to investing inIndia, MA entered into a sharepurchase agreement in 2006 withshareholders of an Indian company,Shantha Biotechnics (Shantha).Nearly 80% of Shantha’s shares werepurchased by ShanH, a Frenchwholly-owned subsidiary of MA. Overthe years, other investors like GIMDacquired shares in ShanH from MA.Thereafter, in 2009, MA and GIMDtransferred their shareholding inShanH to a French resident third-party buyer, Sanofi Pasteur Holding(Sanofi). Subsequently, MA and GIMDapproached the Authority forAdvance Rulings (AAR). The AAR, in aruling that was rendered, prior to thedecision of the SC in the case ofVodafone International Holdings BV(Vodafone), as well as prior to the

retrospective amendments to theIndian Tax Laws (ITL) on taxation ofindirect transfers of Indian assetsintroduced by the Finance Act, 2012,had held that the transfer of sharesof ShanH was a scheme for avoidanceof Indian tax and the capital gainsarising from the transaction wereliable for tax in India. In this regard,the AAR adopted a purposiveinterpretation of the India-FranceDTAA. Aggrieved by the AAR ruling,MA and GIMD filed a writ petitionbefore the HC. In February 2013,the HC gave its ruling in favor of MAand GIMD.

Aggrieved by the HC’s order, the TaxAuthority has now filed an SLP beforethe SC against the HC’s ruling.

Ruling of the HC and argumentsraised in the SLP by theTax Authority

The HC held that the corporate veil ofthe French holding company, ShanH,cannot be pierced as it was anindependent corporate entity withcommercial substance and businesspurpose and was not a device foravoiding tax in India. As MA and GIMDhad transferred shares of a Frenchresident company, taxation of capitalgains arising therefrom is allocatedexclusively to France under theFrance DTAA and, therefore, nottaxable in India. The HC also held thatthe retrospective amendments to theITL would not impact the allocation oftaxing rights under a DTAA.

• Rules on taxation of indirecttransfer under India-FranceDouble Taxation AvoidanceAgreement challenged

• Indian Union Cabinetapproves non-binding“conciliation” processwith Vodafone

• India publishes rules on thecharacterization andtaxability of subscription feespaid for accessinginformation on a website

At a glance

India

10APAC Tax Matters

1. TS-57-HC-2013 (AP)

In the SLP filed in the SC, thearguments raised by the TaxAuthority are:

i. The transfer of shares of ShanH(which in turn held shares in anIndian company, Shantha) was ascheme for avoidance of tax inIndia because ShanH did not havecommercial or economicsubstance and the real intent wasto acquire the shares and entirebusiness interest in theIndian company.

ii. The Andhra Pradesh HC erred innot appreciating the approach ofthe Bombay HC in the case ofAditya Birla Nuvo Ltd. and Otherswherein the subsidiary wasignored and the parent companywas treated as the “real owner”of the shares.

iii. India has the right to tax thecapital gains under the provisionsof the India-France DTAA.

iv. Conflict between the rulings in thecases of Azadi Bachao Andolan1

and Vodafone2 and that in thecase of McDowell3 onobservations on the issue of taxplanning versus tax avoidance.The decisions in Vodafone andAzadi Bachao Andolan must bereferred to an appropriate benchfor deciding on the correctness ofthe issue.

v. Because various observationsfrom the Vodafone ruling arecited as incorrect, the Vodafoneruling should be referred to alarger bench for reconsideration.

The SC has the discretion to admit ordismiss the SLP. The petition is yet tobe heard by the SC.

Indian Union Cabinetapproves non-binding“conciliation” processwith VodafoneAnother significant development is anon-binding conciliation process thatis proposed to be initiated to resolvethe USD2 billion tax dispute betweenVodafone International Holdings B.V.(Vodafone NL) and the Governmentof India (GoI)4. It has been recentlyreported in the media that the GoIhas approved such a proposal putforward by the Ministry ofFinance (MoF).

In a landmark judgement, the SCruled in the case of Vodafone NL thatthe transfer of shares of a companyincorporated in India or an interest inan entity registered outside Indiawould not be taxable in India, underthe ITL, even if the shares or interestderives, directly or indirectly, itsvalue, substantially from assetslocated in India. Subsequently, theGoI introduced an amendment, withretroactive effect from 1 April 1962,to clarify that such transfers wouldbe taxable (indirect transfer rule).

It was reported that the TaxAuthority, post introducing theretroactive amendment, issued anotice to Vodafone NL to pay anoutstanding tax demand along withinterest. It was also reported thatVodafone NL was looking for aconciliation process to resolve thetax dispute in an amicable manner.

Reports indicate that the non-bindingconciliation process contemplatedinvolves appointment of twoconciliators, one by GoI on behalf ofDepartment of Revenue (DoR) andthe other by Vodafone NL. Until theconciliation process concludes, theDoR is likely to advise the TaxAuthority to keep the demandin abeyance.

The outcome of the process will bebrought back to the Indian UnionCabinet for approval. If the outcomeis amenable to both the parties, thesame will be taken to the Parliamentfor taking it forward.

If the proposal is implemented, itwould be the first such process inIndia for resolving a tax disputebetween a taxpayer and the GoI.

11APAC Tax Matters

1. [263 ITR 706]

2. [341 ITR 1]

3. [154 ITR 148]

4. [341 ITR 1]

Delhi Tribunal rules on thecharacterization andtaxability of subscriptionfees paid for accessinginformation on a website

Background and facts

The Taxpayer, an Indian company inthe business of oil and gas industry,subscribed to the website of anothercompany (Company) to accessinformation on the industry indifferent countries. For the websiteaccess, the Taxpayer paidsubscription fee to the Companyunder a subscription licenseagreement (Agreement), as perwhich the Taxpayer was granted anexclusive, non-transferable license todownload the information containedon the website. The Taxpayerclaimed that the website containedonly general information and the fees

paid were not in the nature ofroyalty. The Indian Tax Authority (theTax Authority) contended that thepayments were taxable as royaltyunder the Indian Tax Laws (ITL) andthe Double Taxation AvoidanceAgreement (DTAA) between Indiaand the United Kingdom (UK).

Tribunal’s ruling

The information on the oil and gasindustry contained on the websitecannot be accessed by the public atlarge. It is restricted to theauthorized persons of the Taxpayerthrough usernames and passwords,which were considered to be tradesecrets and proprietary andconfidential information. It is not anyinformation which is publiclyavailable. It is a scientific work whichhas the character of intellectualproperty compiled on the website foruse by persons in the oil and gasindustry. The Agreement did not

grant any right of sub-licensing andthe information was not to be used,except as permitted. The informationmay be downloaded only topermitted computers and reproducedin permitted copies. Also aspecialized training is required foraccess/use.

The payment is in the nature oftechnical consultancy and theinformation obtained by theTaxpayer is also of a technicalnature. Therefore, the paymentsare covered within the definitionof royalty under the ITL and theIndia-UK DTAA.

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2013 Japan tax reformand update

Tax incentives for domesticcapital investment

New tax incentives have beenintroduced to encourage domesticinvestment in manufacturingequipment. Taxpayers, who fulfill thefollowing requirements can choosebetween a special depreciationallowance of 30% of the acquisitioncost of investments in machinery andequipment or a national corporate taxcredit of 3% of the acquisition price(capped at 20% of the nationalcorporate tax due).

a) The current year (CY) totalinvestment in production assetsand equipment exceeds the CYtotal depreciation expenses

b) The CY capital expenditure forproduction assets and equipmenthas increased by 10% compared tothe previous year.

The above would be applicable tofiscal years (excluding the year offormation) beginning between1 April 2013 and 31 March 2015.

Expansion of research anddevelopment (R&D) tax credit

Under the 2013 tax reform, themaximum R&D credit will beincreased from 20% to 30% of acorporation’s tax liability.Furthermore, eligible expenses will beexpanded to include joint researchconducted between corporationsbased on certain contractualarrangements, such as cost sharingagreements.

The new rule will be applicable forfiscal years beginning 1 April 2013through 31 March 2015 as a two-year temporary measure.

• Tax incentives for domesticcapital investment

• Expansion of research anddevelopment tax credit

At a glance

Japan

13APAC Tax Matters

• Announcement ofamendments to new Koreanwithholding regime.Introduction of specificcriteria in determiningwhether a foreignorganization can beclassified as a foreigncorporation

• Interest expense on intracompany loan transactionsto be disallowed

• Approach to calculation offoreign source income forforeign tax credit limitsis clarified

• Capital gains accruing toforeign corporations to bereported in paymentstatement regardless ofprofit or loss

At a glance

Korea

14APAC Tax Matters

Amendments to the new Korean withholding tax regimeand enforcement decrees of Korean Tax Laws for 2013The Korean tax authority issued a tax ruling on the application of tax exemptionfor overseas investment vehicles under the new withholding tax regime whichhas been effective from July 2012.

Subsequent to the amendments to tax laws for 2013, relevant enforcementdecrees and enforcement rules have been amended.

The new Korean withholding tax regimeUnder the new Korean withholding tax regime effective from July 2012, abeneficial owner of Korean source income who would like to enjoy treaty benefitsshall submit the following required tax forms to a withholding tax agent. Awithholding tax agent shall apply a reduced tax rate only where it has receivedthe required tax forms before any income is paid. Otherwise, the higher domestictax rate shall be applied. The table below outlines the relevant tax forms.

Investor type Required tax forms

Foreign investorbeing a corporationor an individual

• Application for reduced tax rate

Foreign investorbeing an OverseasInvestment Vehicle(“OIV”)

• Report of Overseas Investment Vehicle(“OIV Report”)

• Attachments: List of investors (i.e., Schedule ofBeneficial Owners(“BOs”)) and OIV Report receivedfrom other OIV(*) (if any)

• (*) The OIV must collect Applications for reduced taxrate from its investors (being actual BOs)

Foreign investorbeing an OverseasPublic CollectiveInvestment Vehicle(“OPCIV”)

• OIV Report including information on

i. the number of BOs and

ii. the total investment amount of each country

• Attachments: Supporting document provingregistration with or approval by the relevantauthority as collective investment vehicle,prospectus and OIV report from other OIV (if any)

Foreign investorbeing a pension, anon-profit typedfund, etc.

• Application for reduced tax rate

• Attachment: Supporting document to prove that theapplicant is a pension or a non-profit typed fund, etc.

If a beneficial owner of Koreansource income is a corporation or anindividual, “Application for ReducedTax Rate” shall be submitted. In turn,if Korea-source income is paidthrough an Overseas InvestmentVehicle (“OIV”), the OIV shall submitthe “OIV Report” and attached“Schedule of Beneficial Owners(“BOs”)” to a withholding tax agentbefore the Korea-source income ispaid in order to apply reduced taxrate under the relevant tax treaty. IfKorea-source income is paid throughan Overseas Public CollectiveInvestment Vehicle (“OPCIV”), theOPCIV needs to submitdocumentation substantiatingregistration with or approval by arelevant authority as collectiveinvestment vehicle and OIV reportincluding a list of the totalinvestment amount and number ofbeneficial owners of each country toa withholding agent.

When the OPCIV prepares the OIVreport, the list of the totalinvestment amount and number ofbeneficial owners shall be preparedbased on the information of the dateof submission. However, if it isextremely difficult to classify it, OIVreport can be prepared based on theinformation of the last day of theprevious quarter or any date within1 month of the submission.

A pension or non-profit typed fundthat meets certain requirementsunder Korean tax laws shall beregarded as a beneficial owner and isallowed to submit “Application forReduced Tax Rate”.

Recent tax ruling on applicationof tax exemption to OIVsand OPCIVs

According to a recent tax ruling bythe National Tax Service, in order toapply for a tax exemption for aportion of Korean source incomeearned by BOs of an OIV, each BO ofthe OIV who would like to enjoy a taxexemption under a relevant treaty isrequired to submit “the Applicationfor tax-exemption under the taxtreaty” together with “Certificate ofTax Residence” (“CoTR”) to a

withholding agent. However, in casesof OPCIVs where tax exemptionunder a relevant treaty is applicableto one or more of its BOs, “theApplication for tax-exemption undertax treaty” can be submitted at anOPCIV level, not by each BO. ForOPCIVs, it is also permissible toattach the CoTR of the OPCIV.

Amendments toenforcement decrees ofKorean Tax Laws for 2013

Introduction of specific criteriain determining a foreigncorporation

Under the Corporate Income TaxLaws (“CITL”), a foreign corporationis defined as a corporation whosehead office or principle office isdomiciled in a foreign country.However, there had been no clearguidance on how to determinewhether a foreign organization is aforeign corporation under the CITL.The amended CITL has introducedspecific guidance such that a foreignorganization can be classified as aforeign corporation if one of thefollowing criteria is met:

i. the organization has a legalpersonality in accordance withrelevant laws under which it isestablished

ii. the organization is only composedof partners with limited liability

iii. the organization has rights andobligations by itself to the extentthat it can hold assets or file alawsuit independent of itsmembers, or

iv. the organization is identical orsimilar to a domestic organizationtreated as a corporation underKorean laws such as commerciallaws, etc.

Application of an arm’s lengthprinciple to cross-border intra-company transactions

Under the amended CITL, Koreansource income earned by a foreigncompany’s domestic place ofbusiness from its transactions withits head office or overseas branchesshall be clearly calculated basedupon an arm’s length principle underthe Law for Coordination ofInternational Tax Affairs. As such,expenses incurred from cross-borderintra-company transactions shall beonly deductible when actually settledby existing agreements within anarm’s length range.

However, the following expensesfrom intra-company transactionsshall not be deductible for corporatetax purposes:

i. Interest expenses arising fromloan transactions (excludinginterest expenses incurred by abranch of foreign bank); or

ii. Guarantee fees arising fromsecured transactions.

15APAC Tax Matters

Clarification on foreign sourceincome in calculating foreign taxcredit limits

Under the amended CITL, foreignsource income in calculating foreigntax credit limits shall be calculatedafter subtracting expenses directly orindirectly associated with suchforeign source income, where theexpenses are treated as deductibleexpenses for corporate income taxpurposes. Further, the decreasedamount of foreign tax credit causedby reduction in foreign tax creditlimits after subtracting thecorresponding expenses from theforeign source income shall not becarried forward.

Under the previous CITL, in caseswhere an overseas subsidiary of adomestic corporation receiveddividends from its overseassubsidiary (i.e., a subsidiary of asubsidiary of a domesticcorporation), 50% of the foreign taxcredit amount enjoyed by thesubsidiary of the domesticcorporation in respect of thecorporate income tax correspondingto the dividends received from itsoverseas subsidiary was applied as aforeign tax credit for the domesticcorporation. The amended CITL hasexpanded the scope such that 50% ofthe tax exemption enjoyed by asubsidiary of a domestic corporationin respect of corporate income taxcorresponding to the dividendsreceived from its overseas subsidiaryshall also be applied as a foreign taxcredit for a domestic corporation.

Expansion in scope ofKorean source income which issubject to submission of apayment statement

In general, a withholding agent shallsubmit a payment statement by theend of February on an annual basis.

Under the previous tax laws, therewas no requirement to submit apayment statement in respect ofKorean source income earned by aforeign corporation or non-residentof Korea where the withholding taxamount was below KRW 1,000.However, under the amended taxlaws, capital gains earned by aforeign corporation or non-residentof Korea that arise from the disposalof shares (including shares of acompany whose assets consistmainly (more than 50%) of realproperty located in Korea) shall bereported in a payment statementregardless that the withholding taxamount is less than KRW 1,000. Evenin cases where no withholding taxapplies because a capital loss arises,such transactions shall be included ina payment statement in order for theKorean tax authorities to assess theappropriateness of transactions froma tax perspective.

16APAC Tax Matters

Malaysia

17APAC Tax Matters

• Revised guidelines issued onestablishing a LabuanInternational CommodityTrading Company under theGlobal Incentives for Tradingprogramme

• IRB issues guidelines ontaxation of e-commerce

• Update on Malaysia’s DoubleTax Agreement with India

• Exemption order issued for aLabuan InternationalCommodity Trading Companyon income derived from thetrading of physical and relatedderivative instruments ofliquefied natural gas

• Update on Malaysia’s DTA withHong Kong

At a glance

Revised guidelines issuedon establishing a LabuanInternational CommodityTrading Company (LICTC)under the GlobalIncentives for Trading(GIFT) programmeGuidelines on the establishment of aLabuan International CommodityTrading Company (LICTC) under theGlobal Incentives for Trading (GIFT)programme dated 31 October 2011were revised on 15 January 2013and took effect from1 January 2013. The revisedguidelines incorporated the Budget2013’s proposal to extend the GIFTprogramme to other commoditiessuch as agricultural products andrefined new materials and chemicals,and that a LICTC set up purely as aliquefied natural gas trading companybe granted a 100% income taxexemption on chargeable profits forthe first 3 years of operation(provided the LICTC is licensed before31 December 2014). The guidelinesand applications forms are availableon the Labuan Financial ServicesAuthority’s (LFSA) website and anyqueries may also be directed tothe LFSA.

IRB issues guidelines ontaxation of e-commerceOn 11 March 2013, the IRB madeavailable on its website “Guidelineson Taxation of Electronic Commerce”dated 1 January 2013. Theguidelines provide guidance on thecircumstances under which incomefrom electronic commerce (e-commerce) transactions would bedeemed derived from Malaysia. In theguidelines, e-commerce is defined tomean any commercial transactionconducted through electronicnetworks including the provision ofinformation, promotion, marketing,

supply order or delivery of goods orservices although payment anddelivery of such goods and servicesmay be conducted off-line. The IRBhighlighted the fact that there are nospecific provisions under the ITA toaddress e-commerce transactionsand so the general provisions of theITA apply. The guidelines consideredseveral basic models and providedguidance on whether or not theincome from e-commerce would besubject to Malaysian tax in thosesituations. The IRB also provided anattachment that summarizes thepositions taken by the IRB underthose various scenarios.

Update on Malaysia’sDouble Tax Agreement(DTA) with IndiaOn 26 December 2012, the Malaysia-India DTA that was signed on9 May 2012 entered into force. TheDTA takes effect in Malaysia from1 January 2013 and for India from1 April 2013. The new DTA, thatreplaces the older one, inter aliaintroduces the concept of a servicepermanent establishment with athreshold of 90 days within any12-month period, contains alimitation of benefit clause, and alsoincludes a corresponding transferpricing adjustment clause.

18APAC Tax Matters

Labuan Business ActivityTax (Exemption) Order2013 [P.U. (A) 99]Labuan Business Activity Tax(Exemption) Order 2013 [P.U. (A) 99]provides a 100% income taxexemption to a LICTC on incomederived from the trading of physicaland related derivative instruments ofliquefied natural gas in any currencyother than Ringgit for the first 3years of operation. A LICTC is definedto mean a Labuan company that isincorporated or registered under theLabuan Companies Act 1990,licensed under Section 92 of theLabuan Financial Services andSecurities Act 2012 and maintains aregistered office in Labuan but isallowed to establish its operationaloffice anywhere in Malaysia. TheOrder shall have effect fromYA 2013 onwards.

Update on Malaysia’s DTAwith Hong KongOn 29 December 2012, theMalaysia-Hong Kong double taxagreement (DTA) that was signed on25 April 2012 entered into force.The DTA took effect in Malaysia on1 January 2013 and for Hong Kongon 1 April 2013. The comprehensiveDTA allocates taxing rights betweenHong Kong and Malaysia, and willprovide investors with greatercertainty on their tax liabilities fromcross-border economic activities andboost closer economic and trade tiesbetween Hong Kong and Malaysia.

• Update on New Zealand’sapproach to taxingmultinationals

• Update on proposedchanges to thincapitalisation rules

At a glance

New Zealand

19APAC Tax Matters

Update on New Zealand’sapproach to taxingmultinationalsThe previous issue of APAC TaxMatters outlined the New ZealandGovernment’s thoughts on the issueof taxing large multinationalcompanies and the OECD baseerosion and profit shifting project(“BEPS”). In a further report releasedon 10 April 2013 (“the Report”), theNew Zealand Inland Revenue andTreasury Departments (“theDepartments”) have provided anupdate on the progress in this area.

To recap, the actions beingundertaken in New Zealand toaddress multinational tax concernsare three-fold:

1. Contributing to the OECDBEPS project;

2. Reviewing domestic law; and

3. Co-ordinating with Australia.

We address each in turn.

OECD BEPS project

The Departments advise that NewZealand contributed toward theaction plan delivered to the July2013 G20 Finance Ministers meetingand will be contributing to discussionsabout the implementation of the plan.

Reviewing domestic law

In relation to the current review ofNew Zealand’s domestic law, theDepartments advise that:

• They are consulting on a packageof proposals to increase theeffectiveness of the thincapitalization rules. These ruleswill be included in an August 2013tax bill;

• They have identified severalissues that can affect NewZealand’s ability to collectwithholding tax, particularly oninterest payments. These issuesare currently being researchedand a further report will be issuedonce options have beendeveloped; and

• The continuing involvement in theOECD BEPS project will assist inidentifying other areas whereNew Zealand could improve itsdomestic laws, with rulesaddressing arbitrage caused byhybrid mismatches cited asan example.

Co-ordinating with Australia

Unlike Australia, New Zealand has notformally considered the issue ofrequiring certain companies topublish tax information. However,this issue will be discussed withrelevant Ministers in the context ofthe Financial Reporting Bill which iscurrently being considered. TheFinancial Reporting Bill will requirecompanies with more than $30m ofrevenue or $60m of assets (in eachof the previous two years) to file theirfinancial statements with the NewZealand Companies Office which willpublish these statements onits website.

Update on proposedchanges to thincapitalization rulesFollowing on from an officials’ issuespaper of 14 January 2013, whichproposed changes to New Zealand’sthin capitalization rules, theGovernment has now agreed to twokey changes; extending the thincapitalization rules to groups of non-residents who “act together” andexcluding some shareholder debtfrom a company’s worldwide groupdebt ratio.

While the Government has agreedin principle to make these changes,the technical details have yet tobe settled (e.g. the definition of“acting together” has yet to beagreed upon).

The Departments released a note on6 June 2013 outlining their views onthese unresolved technical issues. Inrelation to “acting together”, thecurrent view is that a test based onthree alternatives will apply:

1. The first is a proportionalitybased test where non-residentswill be “acting together” if agroup of non-residents own 50%or more of an entity’s shares andthat group also (directly orindirectly) holds debt in the entityproportionate to their equity. Theview is that when debt is held inproportion to equity, the level ofdebt does not changeshareholders’ exposure to theequity risk of the company.

2. The second is where an entity hasfewer than 25 shareholders,there is a shareholders’agreement that sets out howthe entity should be funded and50% or more of the shares areowned by non-residents. This isdesigned to align with the stapledstock rules.

3. Lastly, where 50% or more of theentity’s shares are held by non-residents that are effectively co-ordinated by a person or a groupof people such as a private equitymanager(s). The purpose of this isto prevent structuring aroundsuch a person so as to circumventthe application of the thincapitalization rules.

It is also suggested that a separate“acting together” test would apply inthe case of trusts.

Feedback is sought on the abovematters.

20

Transfer PricingRegulationsThe Transfer Pricing Regulationswere issued to implement theauthority of the Commissioner ofInternal Revenue (CIR) under Section50 of the Tax Code to:

i. review controlled transactionsamong associated enterprises,

ii. allocate or distribute theirincome and deductions in orderto determine the appropriaterevenues and taxable incomeinvolved in controlledtransactions; and

iii. require the maintenance andsafekeeping of documents provingthat efforts were made todetermine the arm’s length priceor standard in transactions amongassociated enterprises. Theseregulations apply to cross-bordertransactions and domestictransactions.

The Bureau of Internal Revenue (BIR)adopts the use of the arm’s lengthprinciple as the most appropriatestandard to determine the transferpricing (TP) between related parties.The arm’s length principle requiresthat the transaction with a relatedparty be made under comparableconditions and circumstances as atransaction with anindependent party.

In applying the arm’s length principle,the following 3-step approach may beobserved:

i. Conduct a comparability analysis;

ii. Identify the tested party and theappropriate TP method;

iii. Determine the arm’slength results

The BIR does not require TPdocuments to be submitted when taxreturns are filed. However,documentation should be retainedand submitted to the BIR wheneverrequired. TP documents must becontemporaneous, i.e. thedocumentation should exist or bebrought into existence at the time theassociated enterprise develops orimplements any arrangement thatmay raise TP issues or review thesearrangements when preparingtax returns.

The provisions of the Tax Code andother applicable laws regarding theimposition of penalties and otherappropriate sanctions shall be appliedto any person who fails to complywith or violates the provisions andrequirements of the TP regulations.

• Transfer Pricing Regulationsintroduce guidelines inapplying the arm’s lengthprinciple for cross-borderand domestic transactionsbetween associatedenterprises

• Policies, guidelines andprocedures prescribed inprocessing specific requestsfor information pursuant tothe Exchange of Informationprovision in Philippinetax treaties

• Tax Treaty ReliefApplications to be filed ontime in respect of paymentsby domestic corporations toforeign corporations,otherwise the relevantpayments will be subject tothe regular income tax rates

At a glance

Philippines

21APAC Tax Matters

Exchange of InformationGuidelinesExchange of Information (EOI) coversany information that is necessary orforeseeably relevant to theadministration or enforcement of thedomestic laws of the contractingparties concerning taxes covered bythe terms of EOI arrangements, aswell as information for cases thatinvolve tax evasion and othercriminal offenses. The scope of EOI isnot limited to taxpayer-specificinformation, but also includesinformation related to taxadministration and complianceimprovement.

Generally, the obligation to exchangeinformation is mandatory. However,Revenue Memorandum Order No.2-2013 (“Revenue Order 2-2013”)prescribes the following instanceswhen a request for information canbe declined:

i. information that the requestingparty would not be able to obtainunder similar circumstances;

ii. information relating to years notcovered by double taxationagreements or taxes not covered;

iii. information, the disclosure ofwhich would be contrary topublic policy;

iv. information relating to theadministration or enforcement ofa provision of the tax laws, whichdiscriminates against a national ofthe requested party (i.e., thePhilippines) as compared with anational of the applicant partyunder the same conditions;

v. information subject to privilegeprotected from disclosure underdomestic law.

Revenue Order 2-2013 furthernotes that:

i. EOI can only take place betweencompetent authorities or theirauthorized representatives.Bypassing the competentauthorities constitutes a breachof tax confidentiality.

ii. The period for processingrequests for information isgenerally 90 days from thereceipt of the request by the taxauthority. This period may beextended where difficulties inobtaining and providinginformation are encountered.

iii. All taxpayer information obtainedthrough EOI is confidential andmay only be disclosed inaccordance with Philippine law.This covers not only informationreceived in response to a request,but also information contained incompetent authority letters,including the letter requestinginformation.

Application of preferentialtax treaty ratesRecent rulings by the Bureau ofInternal Revenue affirmed theimportance of filing a tax treaty reliefapplication (TTRA) with the Bureauof Internal Revenue (BIR) —International Tax Affairs Division(ITAD) before the first taxable event.In the relevant rulings the late filingof the relevant TTRAs causedwithholding of 30% to be applied inrespect of dividends and royaltypayments that would otherwise haveenjoyed preferential withholdingrates under available treaties. Therulings affirmed the first taxableevent as being the date of remittanceof the amounts to the foreigncorporations.

22

Key tax initiativesA number of tax changes wereannounced in the 2013 BudgetStatement to make the fiscal systemmore progressive, help families andbusinesses cope with rising costs,and to support businesses as theSingapore Government intensifiesits efforts toward economicrestructuring and the upgradingof skills.

Some of the key tax initiatives thataffect businesses in Singapore areas follows:

Helping businesses cope withrising costs:

1. Corporate income tax (CIT)rebate:

A 30% CIT rebate capped atS$30,000 per year of assessment(YA), will be granted to companiesfor three years from YA 2013 toYA 2015.

2. Wage credit scheme (WCS):

The WCS is introduced to helpbusinesses cope with risingemployees’ wages in a tight labourmarket and to incentivizeemployers to share productivitygains with their employees. Underthe WCS, the SingaporeGovernment will co-fund 40% ofthe wage increases in any yearbetween 2013 and 2015 forSingaporean employees earningup to a gross monthly wage ofS$4,000. The wage credit will beautomatically paid out by theInland Revenue Authority ofSingapore (IRAS) to employersannually. The first payout will bein the second quarter of 2014 andthe last payout will be in 2016.The wage credit is taxable.

Enhancing the tax regime to helpbusinesses improve productivity

3. Enhancing the productivity andinnovation credit (PIC) scheme:

To help businesses, especiallysmall and medium enterprises(SMEs), the qualifying activitiesunder “acquisition of intellectualproperty (IP)” will be enhanced to

include IP in-licensing for theYA 2013 to YA 2015. Cost of IPacquisition and in-licensing of IPswill be eligible for allowance/deduction of 400% under the PICscheme, up to a combined cap ofS$400,000 per YA. Similarly, costof IP acquisition and in-licensingof IPs will qualify for a cashpayout under PIC, subjectto conditions.

4. Liberalizing the scope of PICautomation equipment:

The Singapore Government willmake it easier and allow moreequipment to qualify for PICbenefits, through the followingchanges with effect fromYA 2013:

a. for equipment that is not on theprescribed list of PIC automationequipment, the IRAS will assessand grant approval for PIC benefitsbased on certain liberalizedconditions, such as whether theequipment automates ormechanizes the work processesand enhances productivity ofthe business;

b. the term “automation equipment”is changed to “IT and automationequipment” as PIC alreadysupports acquisition or leasing ofIT-related software besidesautomation equipment; and

c. the prescribed list of PICautomation equipment will beupdated regularly to take intoaccount feedback from businesses.

5. PIC bonus:

To help businesses through thisperiod of restructuring,businesses that invest a minimumof S$5,000 per YA in PICqualifying expenditure will receivea dollar-for-dollar matching cashbonus over and above existing PICbenefits. The PIC bonus will be upto S$15,000 for YA 2013 to YA2015. The PIC bonus is taxable.

• Singapore budget update —key tax initiatives affectingbusinesses

• Rights-based approach forcharacterising softwarepayments and paymentsfor the use of or the rightto use information anddigitised goods

At a glance

Singapore

23APAC Tax Matters

Enhancing Singapore’sattractiveness as a globalfinancial centre

6. Extending and enhancing thefinancial sector incentive(FSI) scheme:

FSI scheme comprises 12separate awards that grantconcessionary tax rates of 5%,10% and 12% on income fromqualifying financial activities. Tocontinue the growth of financialsector activities in Singapore, theFSI scheme (excluding the FSI-Islamic finance (FSI-IF) award) willbe extended for five years to31 December 2018. The FSIscheme will be refined as follows:

a. the five separate sub-awardsunder the FSI-derivatives market(FSI-DM) award will be merged toform a single FSI-DM award;

b. the FSI-bond market award(FSI-BM) and FSI-equity market(FSI-EM) award will be merged toform a single FSI-Capital Markets(FSI-CM) award;

c. a withholding tax exemption willbe automatically granted to FSI-headquarter services (FSI-HQ)award recipients on interestpayments made during the periodof their FSI-HQ award forqualifying loans with effect from25 February 2013;

d. the range of incentivized activitiesand financial instruments will bebroadened for the FSI-standardtier (FSI-ST) award, FSI-CM awardand FSI-Credit FacilitiesSyndication (FSI-CFS) award; and

e. the FSI-IF award will be allowedto expire on 31 March 2013 andqualifying Islamic finance activitieswill be incentivized under theFSI-ST award.

Unless otherwise specified, theabove changes will take effectfrom 1 January 2014. Existingaward recipients can continuewith their awards till the end oftheir award tenures.

7. Extending and refining thequalifying debt securities (QDS)and QDS plus (QDS+)incentive schemes:

The QDS and QDS+ incentiveschemes grant concessionary taxrates or tax exemption to certaininvestors on qualifying incomederived from QDS. To furtherpromote Singapore’s debt market,these incentive schemes will beextended and refined as follows:

a. the QDB and QDS+ incentiveschemes will be extended for fiveyears to 31 December 2018;

b. the QDS scheme will apply to debtsecurities substantially arrangedby recipients of the FSI-CM awardand FSI-ST award with effect from1 January 2014;

c. for debt securities issued duringthe period from 1 January 2014to 31 December 2018, therequirement that the QDS has tobe substantially arranged byfinancial institutions in Singaporewill be rationalised to easecompliance for issuers; and

d. the QDS+ scheme will be refinedto allow debt securities withstandard early termination clausesto qualify for the QDS+ scheme,subject to conditions

8. Extending the tax incentivescheme for approved specialpurpose vehicle (ASPV) engagedin securitization transactions(ASPV scheme):

The ASPV scheme grants taxexemption on income derived byan ASPV from approved assetsecuritisation transactions, goodsand services tax (GST) recoveryon its business expenses at afixed rate of 76%, remission ofstamp duties on transfer of assetsto the ASPV for approved assetsecuritisation transactions andtax exemption on payments toqualifying non-residents on over-the-counter financial derivativesin connection with an assetsecuritisation transaction. Tocontinue developing thestructured debt market, the ASPVscheme will be extended for fiveyears to 31 December 2018. Allexisting conditions of the schemewill remain unchanged.

9. Enhancing the tax exemptionscheme for the underwritingof offshore specialisedinsurance risks:

Insurers and reinsurers on thisscheme can currently enjoy taxexemption up to 31 August 2016on qualifying income derived fromqualifying offshore specializedinsurance lines such as terrorismrisks, political risks, energy risks,aviation and aerospace risks, andagricultural risks. To encouragethe underwriting of severe andvolatile catastrophe risks fromSingapore, tax exemption will begranted with effect from 25February 2013 on qualifyingincome derived from offshorecatastrophe excess of lossreinsurance layers providingcoverage for more than one riskarising from a single event andagainst natural perils. All existingconditions of the scheme remainunchanged.

10.Extending and enhancing the taxincentive scheme for offshoreinsurance broking business:

To support Singapore’s positionas a major regional insuranceand reinsurance hub, the schemewill be extended for five years to31 March 2018. Insurancebroking activities will beincentivized if the risks beinginsured or reinsured are offshorerisks. Advisory services willcontinue to be incentivized forservices provided to clients thatare not based in Singapore. Toaccelerate the development ofthe specialty insurance cluster inSingapore, a new 5%-tier awardfor the offshore specialtyinsurance broking business will beintroduced. Insurance andreinsurance brokers that aregranted the new award can enjoya 5% concessionary tax rate onfees and commissions derivedfrom the provision of qualifyingspecialty insurance broking andadvisory services. These changeswill take effect from 1 April 2013.

24APAC Tax Matters

Enhancing Singapore’scompetitiveness as aninternational maritime centre

11.Extending the maximum tenureof the maritime sector incentive–approved international shippingenterprise (MSI-AIS) award:

To promote the growth ofSingapore’s maritime industry,the maximum tenure of the MSI-AIS award will be increased from30 years to 40 years. Companiescan be granted the MSI-AIS awardfor a 10-year period, with thepossibility of renewal up to amaximum tenure of 40 years,subject to conditions.

Rights-based approach forcharacterising softwarepayments and paymentsfor the use of or the rightto use information anddigitised goodsThe Inland Revenue Authority ofSingapore (IRAS) has with effectfrom 28 February 2013 adopted therights-based approach tocharacterise the following paymentsfor tax purposes:

1. Payments for software; and

2. Payments for the use of or theright to use information anddigitised goods.

In this connection, the IRAS issued ane-Tax guide explaining the rights-based approach for characterisingpayments for software and paymentsfor the use of or the right to useinformation and digitised goods.

Background

Prior to 28 February 2013,withholding tax exemption1 wasgranted on the following:

1. Software payments2 by end-users of:

i. shrink-wrap software

ii. site-license

iii. downloadable software

iv. software bundled withcomputer hardware

2. Payments by end-users forinformation and digitised goods3

The above exemption had beenin place for the past decade and inview of rapidly changing technologyand business practices, the IRASdecided to review its prescriptivecharacterisation of the abovepayments. After consideringfeedback received and in line withinternational practices, the IRASdecided to adopt the rights-basedapproach with effect from28 February 2013 to replace thewithholding tax exemption regime onthe above payments.

Principles of the rights-basedapproach

The rights-based approachcharacterises a payment based onthe nature of the rights transferred inconsideration for the payment.Hence, a distinction is made betweenthe transfer of a “copyright right”and the transfer of a “copyrightedarticle” from the owner to the payer.

A transaction involves a copyrightright if the payer is allowed tocommercially exploit the copyright.

This means that the payer will beable to:

i. reproduce, modify or adapt anddistribute the software,information or digitised goods; or

ii. prepare derivative works basedon the copyrighted softwareprogram, information or digitisedgoods for distribution.

A copyrighted article is transferred ifthe rights are limited to thosenecessary to enable the payer tooperate the software or to use theinformation or digitised goods, forpersonal consumption or for usewithin his business operations.

In cases where a payer may obtainmultiple rights in one payment, thenin order to determine whether apayment is for the right to use acopyrighted article or a copyrightright, the primary purpose of thepayment will need to be examined.

25APAC Tax Matters

1. The law provides that specified payments such as royalties and any payments for the use of or the right to use scientific, technical,industrial or commercial knowledge or information are deemed to be derived from Singapore under certain specified circumstances, andare subject to withholding tax if they are paid to a non-resident person. The IRAS treats software payments as royalties for taxpurposes, and payments for the use of or right to use information and digitised goods as payments for the use of or the right to usescientific, technical, industrial or commercial knowledge or information. Accordingly, such payments are subject to withholding tax ifthey are made to a non-resident person.

2. To qualify for the withholding tax exemption, the payer must not be granted any right to exploit the copyright of the software or receiveany right to duplicate copies of the software or have any right to modify, reverse engineer, decompile or disassemble the software.

3. To qualify for the exemption prior to 28 February 2013, the end-user must not acquire the right to exploit the copyright of theinformation or digitised goods but only has the right to use the information or digitised goods for personal consumption.

Tax treatment of copyright rightand copyrighted article

A payment will be treated as aroyalty if it is made for the transferof partial rights in the copyright, suchas in the case of licensing thecopyright to be exploited by thepayer. Hence, the payment will besubject to withholding tax if it ismade to a non-resident person. Incontrast, a payment made for acomplete alienation of the copyrightin the software, information ordigitised goods or transfer ofcopyrighted articles, will not fallwithin the withholding tax provisions.Such transaction will not be taxablein the hands of the non-residentunless the payment constitutesincome derived from a trade,business, profession or vocationcarried on by the permanentestablishment of the non-residentperson in Singapore.

For example, if a payment is made bya payer to acquire a copy of a movieor film for his private viewing and heis not given the right to screen themovie publicly, or to re-distribute themovie, then it will be treated as apayment for a copyrighted article. If,on the other hand, the payer is acinema operator that acquires themovie for the purpose of screening toits customers, then the payment willbe a royalty for the use of thecopyright right in the movie and besubject to withholding tax if paid to anon-resident.

Administrative procedure

Taxpayers using the rights-basedapproach will not be required to seekprior approval from the IRAS. Theyonly need to determine the correcttax treatment by ascertaining thenature of the payments using therights-based approach and maintaindocuments to support their position.Examples of supporting documentsinclude licence agreements,intercompany agreements, andinvoices. Taxpayers who wish toobtain upfront certainty on thecharacter of a payment may applyfor an advance ruling in theusual manner.

A copy of the e-Tax guide may beobtained from the IRAS website:www.iras.gov.sg.

26APAC Tax Matters

The Controlled foreigncompany (CFC) and placeof effective management(PEM) proposals yet tobe enactedOn 1 April 2013, Taiwan’s LegislativeYuan passed the first review of theIncome Tax Act (“ITA”) amendmentsto introduce the anti-avoidance taxrules in respect of controlled foreigncompany (“CFC”) and the place ofeffective management (“PEM”) witheffect from 1 January 2015. The CFCand PEM bills are expected to beformally enacted in Q4 2013.

CFC rule

A Taiwanese company that isinvesting in overseas companies iscurrently taxed when earnings arerepatriated back to Taiwan asdividends. In order to preventTaiwanese entities from retainingprofits of subsidiaries overseas toavoid Taiwanese income taxes, theMinistry of Finance (MOF) hasproposed to implement the CFC ruleeffective in taxable years beginningin 2015.

Pursuant to the draft amendment toArticle 43-3 of the ITA, theTaiwanese parent company mustrecognize as taxable income theprofits of CFCs that fall under specificcriteria. However, when the earningsare actually distributed back to theTaiwanese parent company, suchearnings will not be taxed again in thehands of the Taiwanese parentcompany. Once the CFC rule isenacted, the MOF is authorized topromulgate the relevant details forthe tax rule.

PEM rule

According to the draft amendment toArticle 43-4 of the ITA, a foreigncompany with its place of effectivemanagement in Taiwan must bedeemed as tax resident in Taiwan andsubject to relevant income taxes inTaiwan, such as being taxed on itsworldwide income. Once the PEMrule is enacted, the MOF is authorizedto promulgate relevant details, suchas the criteria for a foreign companyto be treated as a Taiwanesetax resident.

The Free Economic PilotZones (FEPZs) PlanOn 27 March 2013, Taiwan’s Councilfor Economic Planning andDevelopment (the “EPD Council”) ofthe Executive Yuan released a planto establish free economic pilotzones (FEPZs). The plan is intendedto build a fully liberalized andinternationalized business andtrading environment for Taiwan bysignificantly deregulating the currentrestrictions on the flow of goods,talents and capital as well asdeveloping high-end industrialactivities such as smart logisticsservices, international medicalservices and value-addedagricultural services.

The plan includes some corporateincome tax incentives for entities setup in the FEPZs relating to:

• Repatriation of earnings to foreignshareholders;

• Acquisition of patents;

• Conducting research anddevelopment activities; and set-upof operating headquarters.

The FEPZ plan is expected to beimplemented through a phasedapproach:

1. Phase 1: the FEPZs will beimplemented by developing thecurrent free trade zones togetherwith the nearby science parks byrevising the related administrativeregulations. Meanwhile, thecompetent governmental agencieswill work on the enactment of theStatute of Free Economic PilotZones (the “FEPZ Statute”).

2. Phase 2: After enactment of theFEPZ Statute, a FEPZ may beestablished in other places whichare deemed suitable by thegovernment.

According to the plan, it is expectedthat the draft amendments torelevant administrative rulings andthe draft bill for the FEPZ Statute willbe submitted to the Executive Yuanfor review in Q3 2013.

• Amendments to anti-avoidance rules yet tobe enacted

• Plan to establish freeeconomic pilot zones

At a glance

Taiwan

27APAC Tax Matters

Proposed relaxing ofconditions and betterincentives for RegionalOperating Headquarters(ROH) in ThailandThere are currently two ROHschemes enforced in parallel to enticeinvestors to centralize their regionalfunctions in Thailand. The firstscheme provides tax incentives forunlimited periods while the incentivesunder the second scheme are grantedfor a limited time and require aregistration by 15 November 2015.

Given that the registration deadlinefor the second scheme is coming, theRevenue Department is nowconsidering launching a third scheme.In addition to matching the benefitson offer under the second scheme,the third scheme will offer furtherrelaxed conditions and greater taxbenefits. It is hoped that by so doing,Thailand can be more competitivewith other countries in the region.The revised proposals include, butare not limited to, better taxincentives, more relaxed conditionsand claw-back rules, clearerdefinitions and conditions, etc.

Presently, the Revenue Departmentis in the process of gatheringfeedback from stakeholders andconsidering the wish lists ofpractitioners. Further steps willinvolve a thorough consideration ofthe proposals, public hearings andthe application of the relevantlegislative processes prior to anofficial enactment of thethird scheme.

Update: Effective datefor Thailand’s revisedinvestmentpromotion policyThe new investment promotion policyoriginally proposed by the Board ofInvestment (BOI) to be effective bymid 2013 has now been delayed. Thenew effective date is expected to beat the beginning of 2015.

Thailand

28APAC Tax Matters

• Proposal for relaxedconditions and improvedincentives for RegionalOperating Headquarters

• Delay in effective datefor new investmentpromotion policy

At a glance

• New circular on retailactivities for foreigninvested enterprises

At a glance

Vietnam

29APAC Tax Matters

New Circular on retailactivities for foreigninvested enterprisesOn 22 April 2013, the Ministry ofIndustry and Trade (“MOIT”) issuedCircular No. 08/2013/TT-BCT inrespect of the selling of goods andother related activities of foreigninvested enterprises in Vietnam(“Circular 08”), which replacesCircular 09/2007/TT-BTM dated17 July 2007 and Circular05/2008/TT-BCT dated14 April 2008 of the MOIT.

Key changes regarding retailactivities under Circular 08 whichwill come into force on7 June 2013, include:

• For the establishment of retailoutlets (beyond the first one),Circular 08 will assess theEconomic Needs Test (“ENT”)based on the district area, whichdiffers from the formerassessment of a provincial area.

• Circular 08 provides anexemption from the ENT(“ENT Exemption”) for retailoutlets that are less than 500 m²in size and located in facilitiesconstructed for the purpose ofactivities of selling goods (but theestablishment of such an outlet isstill subject to the approval of thelicensing authority).

• The authority to consider the ENTand the ENT Exemption is to bedelegated to the provincialpeople’s committees. Eachprovincial people’s committeeshall establish an ENT Council forassessing ENT and ENT Exemptionapplications. The procedures anddetailed quantitative criteria forconducting the ENT are notyet known.

• Circular 08 stipulates moredetailed procedures and that anapplication dossier will apply inrespect of a new or amendedInvestment Certificate, BusinessLicense, and Retail Outlet Licensefor activities of selling goods andother related activities, includingthe time frame for responding bythe licensing authorities.

Your guide to EYthought leadership

• 2013 Global Transfer PricingSurvey: Navigating the choppywaters of international tax

• Global Tax Policy andControversy Quarterly BriefingIssue 12

• Global Oil and Gas tax guide2013

• Rapid-Growth MarketsForecast: July 2013

• International Estate andInheritance Tax Guide 2013

• 2013 Transfer Pricing GlobalReference Guide

• Indirect Tax Briefing — Issue 7:May 2013

• 2013 Worldwide VAT, GST andSales Tax guide

• The Outlook for Global TaxPolicy in 2013

• Managing indirect taxes inrapid-growth markets

• Global Payroll: Myth or Reality?2012 Survey

At a glance

March 2013–August 2013

30APAC Tax Matters

2013 Global Transfer Pricing Survey: Navigating the choppywaters of international tax

Navigating the choppy waters of international tax sharesthe results of our 2013 Global Transfer Pricing Surveyand shows how companies are struggling to managehigher risks.

This year’s survey of transfer pricing tax professionals in26 countries confirms that controversy and double-taxation are on the rise. Our report explores howcompanies have been working hard to adapt by bettermanaging their cross-border activities.

A clear shift towards prioritizing risk management intransfer pricing can also be seen and we identify severalsources of risk that may be contributing to this new, morecautious posture.

Global Tax Policy and Controversy Quarterly Briefing Issue 12

The volume and complexity of tax change continues.Alongside key global developments, we also highlightcorporate simplification, indirect taxes and cooperativecompliance in this issue.

Global Oil and Gas tax guide 2013

Our annual guide provides information about oil and gastax regimes in 74 countries and a directory of our globaloil and gas tax contacts.

Our guide can help you implement local tax legislation,which varies greatly from general corporate tax regimes.

Development of unconventional oil and gas, shale oil andgas in particular, is economically possible under currentoil prices and many countries see it as a policy objectiveand are working on altering fiscal framework to provideincentives for such projects.

The impact of changes to the tax law may affect availablecash to establish reserves or to service debt which cannegatively affect the balance sheet, with the result thatcredit agreements and covenants may need to beexamined closely.

31APAC Tax Matters

Rapid-Growth Markets Forecast: July 2013

Our eighth quarterly Rapid-Growth Markets Forecast(RGMF) expects recovery in rapid-growth markets to slowto 4.6% growth in 2013 but achieve close to 6% growth in2015–16. In this issue, we also look at how investmentwill help to fuel the growth in entrepreneurship and newbusinesses and what a further slow-down in China wouldmean for Africa, Asia and the rest of the world.

International Estate and Inheritance Tax Guide 2013

This report is designed to enable internationallypositioned individuals to quickly identify the estate andinheritance tax rules, practices and approaches that havebeen adopted by 36 jurisdictions. Knowledge of thesevarious approaches can assist individuals with their estateand inheritance tax planning, investment planning and taxcompliance and reporting needs.

2013 Transfer Pricing Global Reference Guide

The EY Transfer pricing global reference guide allowsinternational tax executives to quickly find the transferpricing rules, practices and approaches adopted by morethan 70 countries and territories. The guide outlines basicinformation for the covered jurisdictions regarding their:

• Transfer pricing laws

• Relevant regulations and rulings

• OECD Guidelines treatment

• Priorities and methods

• Penalties

• Penalty relief

• Documentation requirements and deadlines

• State of limitations

• Return disclosures

• Audit risk

• APA opportunity

32APAC Tax Matters

Indirect Tax Briefing — Issue 7: May 2013

Across the globe, the shift from direct to indirect taxationcontinues. The key global indirect tax trends are outlinedin this publication, and a number of indirect trends areevidenced in the articles: increasing VAT and GST rates,reforms of indirect tax systems and the focus by taxadministrations on enforcements and compliance.

2013 Worldwide VAT, GST and Sales Tax guide

This guide summarizes the value-added tax, goods andservices tax and sales tax systems in 105 jurisdictionsand the European Union (EU).

The Outlook for Global Tax Policy in 2013

The Outlook for Global Tax Policy in 2013 examinescurrent tax legislation measures as well the potential taxpolicy outlook for 2013 and beyond in 57 countries. Thisreport takes a look at the significant tax changes thathave both been implemented and are being considered asgovernments continue to tackle the issues created by thecontinuing global financial challenges.

33APAC Tax Matters

Managing indirect taxes in rapid-growth markets

Since 2008, many developed economies have seen flat ornegative growth rates. Multinational businesses haveresponded by transforming their supply chains to reduceproduction costs and overheads and to pursue growth innew markets. The emerging markets are attracting inwardinvestment and creating a new generation of globaltraders. As a result, despite the global economicdownturn, overall levels of global trade remain high, andthe mix of countries involved is constantly evolving.

In this report, we look at the indirect tax issues thatmultinational companies face in doing business inemerging and fast-growing economies.

Global Payroll: Myth or Reality? 2012 Survey

This report provides insight on the global payrolllandscape and how it has continued to changedramatically over the last 10 years

For further information, please contact one of the following or your usual EY contact:

Jim HunterAsia-Pacific Tax Managing Partner+852 2849 9338jim.hunter@hk.ey.com

Graham FrankAsia-Pacific Deputy Leader+61 2 9248 4810graham.frank@au.ey.com

Sudhir KapadiaIndia Tax Leader+91 22 6192 0900sudhir.kapadia@in.ey.com

Kenji AminoJapan Tax Leader+81 3 3506 2164kenji.amino@jp.ey.com

Michael CarrAsia-Pacific Business Tax Services Leader+852 2629 3118michael.carr@hk.ey.com

Nick PondAsia-Pacific Human Capital Leader+61 2 8295 6490nick.pond@au.ey.com

Alice ChanAsia-Pacific International Tax Services Leader+852 2629 3882alice.chan@hk.ey.com

Robert SmithAsia-Pacific Indirect Tax Leader+86 21 2228 2328robert.smith@cn.ey.com

Rowan MacDonaldAsia-Pacific Financial Services Tax Leader+853 2629 3088rowan.macdonald@hk.ey.com

Walter TongGreater China Tax Leader+86 21 2228 6888walter.tong@cn.ey.com

Markets leaders

Adrian BallASEAN Tax Leader+65 6309 8787adrian.r.ball@sg.ey.com

Tracy HoHong Kong and Macau Tax Leader+ 852 2846 9065tracy.ho@hk.ey.com

Duminda HulangamuwaSri Lanka Tax Leader+94 11 246 3500duminda.hulangamuwa@lk.ey.com

Heidi LiuTaiwan Tax Leader+886 2 2720 4000 (Ext. 2705)heidi.liu@tw.ey.com

Eng Ping YeoMalaysia Tax Leader+ 603 7495 8214eng-ping.yeo@my.ey.com

Christopher ButlerVietnam and Cambodia Tax Leader+848 3824 5252christopher.butler@vn.ey.com

Emmanuel AlcantaraPhilippines and Guam Tax Leader+ 632 894 8143emmanuel.c.alcantara@ph.ey.com

Yupa WichitkraisornThailand Tax Leader+ 66 2264 0777 (Ext. 55003)yupa.wichitkraisorn@th.ey.com

Craig RobsonOceania Tax Leader+61 8 9429 2271craig.robson@au.ey.com

Dong Chul KimKorea Tax Leader+82 2 3770 0903dong-chui.kim@kr.ey.com

Santoso GoentoroIndonesia Tax Leader+62 21 5289 5584santoso.goentoro@id.ey.com

Geoff BlaikieNew Zealand Tax LeaderTel: +64 4 495 7399geoff.blaikie@nz.ey.com

Contacts

34APAC Tax Matters

Services leaders

David ChanAsia-Pacific Transaction Tax Leader+852 2629 3228david.chan@hk.ey.com

Chung-Sim Siew MoonSingapore Tax Leader+65 6309 8807siew-moon.sim@sg.ey.com

Jon DobellAsia-Pacific Global Compliance and Reporting+61 2 8295 6949jon.dobell@au.ey.com

EY | Assurance | Tax | Transactions | Advisory

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