Nwanda Internal News
(May 2018)

DAYS

Awesome Awards were awarded to: 

  • Vicky du Plessis for resolving the Van Heerden and Perkins cases successfully with SARS.
  • Natasha Bothma for always working hard and meeting the deadline for the Fast Motion audit.
  • Lebohang Lemaoana for going above and beyond to ensure that deadlines were met and taking initiative to complete more than just her allocated sections (Vitam International and Jumla Medical Supplies).
  • Jessica Southgate for passing the HDip Tax final exam with a distinction.

New staff member:

A warm welcome to Irene Buckle who will be assisting Cindy.

Farewell to staff member:

We bid farewell to Miguel Jorge, Andy Manika, and Cristen St John, we wish them the best of luck in their future endeavours.

Sports & Social Club:

The next Table Tennis Tournament will be held on Friday 29 June after work.

We will also be holding a social event that day to celebrate getting through the May-June exams and hope to see all of you there.

“Casual Day” donations:

We donated R907.00 of the money collected to –

Pets

 

 

 

 

PETS is PRO-LIFE, PRO-ACTIVE Animal rescue organisation. This means that we physically visit townships daily to help and assist. We do not wait for people to seek help for their animals, we physically go and offer this to them.

“Rescuing one dog may not change the world. But for that dog, their world is changed forever”

Buying out shareholders

We are often approached by clients to advise on the most tax efficient manner in which a shareholder can sell an investment in a private company. Typically, the parties involve a majority shareholder of a company that is interested in buying out the minority shareholders in the company and which will ensure that that majority shareholder becomes the single remaining shareholder of that company.

In essence, two options are available through which a shareholder may dispose of a share in a company to achieve the above goal: it could either sell its shares to the purchasing shareholder, or it could sell the shares owned back to the company (i.e. a so-called “share buyback”). These two different options have varying tax consequences, and taxpayers should take care that these (often material) transactions are structured in the most tax appropriate manner possible.

Where a share is sold to another shareholder, the selling shareholder will simply pay a capital gains tax related cost. For companies, such capital gains tax related cost will effectively be 22.4% of the gains realised, whereas the rate for trusts is 36% (if gains are not distributed to beneficiaries), or up to 18% if the seller is an individual.

Where shares are however sold back to the company whose shares are being traded, that share buyback constitutes a dividend for tax purposes (to the extent that contributed tax capital is not used to fund that repurchase). Capital gains tax is therefore no longer relevant, but rather the dividends tax. Dividends would typically attract dividends tax (levied at 20%), rather than capital gains taxes.

It may therefore be beneficial for an existing shareholder (that is itself a company) to opt for its shares to be sold back to the company whose shares are held (and which shares are therefore effectively cancelled), rather than to sell these to the remaining shareholders and pay capital gains tax. This is because if the shares are sold to the remaining shareholders, a 22.4% capital gains tax related cost arises. However, where the shares are bought back, the “dividend” received by the company will be exempt from dividends tax and therefore no dividends tax should arise, since SA resident companies are exempt from the dividends tax altogether. A company selling its shares back to the entity in which it held the shares may therefore dispose of its investment without paying any tax whatsoever: no capital gains are realised since the shareholder receives a “dividend” for tax purposes, and the dividend itself is also exempt from dividends tax.

Share buybacks have become a hot topic recently and National Treasury has now moved to introduce certain specific anti-avoidance measures and reporting requirements that apply in certain circumstances. Still, there are perfectly legitimate ways in which to structure many corporate restructures where a buyout of shareholders takes place, and taxpayers will be well-advised to seek professional advice to ensure that such transactions are structured in as tax effective manner as possible.

This article is a general information sheet and should not be used or relied upon as professional advice. No liability can be accepted for any errors or omissions nor for any loss or damage arising from reliance upon any information herein. Always contact your financial adviser for specific and detailed advice. Errors and omissions excepted (E&OE)

How the VAT increase affects your business

Consumers and suppliers have by now had an opportunity to familiarise themselves with the increased Value-Added Tax (VAT) rate of 15% since 1 April 2018. There are however many technical considerations related to the increase that remain unclear. One such an uncertainty is with regards to deposits paid prior to the effective date of the increase, while goods and services are only rendered thereafter.

VAT vendors often require that consumers pay a deposit to secure the future delivery of goods or services (for example, an advance payment for the manufacture of goods, bookings in advance for holidays or accommodation etc.). The deposit paid by the consumer is then off-set against the full purchase price once they eventually receive the goods or services. The question arises what VAT rate the consumer will finally be subject to, where they paid a deposit before 1 April 2018, but the actual delivery of goods or services only takes place thereafter.

The answer to this question is found in the time of supply rules contained in section 9 of the Value-Added Tax Act.[1] In terms thereof, the “time of supply” of goods and services is at the time an invoice is issued by a supplier, or the time any payment of consideration is received by the supplier, whichever is the earlier. Two important concepts stem from this rule.

Firstly, an “invoice” needs to be issued by a supplier. In terms of section 1 of the VAT Act, an “invoice” is a document notifying someone of an obligation to make payment. It is therefore not necessary that a “tax invoice” – which has very specific requirements – needs to be issued. If consumers received only a “booking confirmation”, “acknowledgment of receipt” or similar document prior to 1 April 2018 that did not demand payment (such as tax invoice or pro-forma invoice), the time of supply was not triggered, and consumers will be subject to the 15% VAT rate once the goods or services are finally delivered after 1 April 2018.

Secondly, any deposit that was paid by the consumer, would have had to be applied as “consideration” for the supply of the goods or services to constitute “payment”. In this regard, consumers are largely dependent on how VAT vendors account for deposits in their financial systems. If deposits are accounted for separately (which is often the case with refundable deposits or where there are conditions attached to the supply) and only recognised as a supply when goods or services are received by the consumer, the deposit (although a transfer of money has occurred), would not constitute “payment”. For example, the time of supply may only be triggered once a guest has completed their stay at a guest house after 1 April 2018, resulting in VAT being levied at 15%.

The take away from the time of supply rules is therefore that payment of a deposit prior to 1 April 2018 does not necessarily result in a supply at 14% VAT and the rate to be applied is dependent on the specific facts of each case. Both consumers and VAT vendors should also take note that there are a number of rate specific rules that apply during the transition phase, and are encouraged to seek advice from a tax professional when they are in doubt about the rate to be applied.

[1] 89 of 1991 (the “VAT-Act”)

This article is a general information sheet and should not be used or relied upon as professional advice. No liability can be accepted for any errors or omissions nor for any loss or damage arising from reliance upon any information herein. Always contact your financial adviser for specific and detailed advice. Errors and omissions excepted (E&OE)

IFRS 15 – Revenue from contracts with customers

IFRS 15 recently became effective for financial periods beginning on or after 1 January 2018. IFRS 15 is only applicable to entities that have implemented International Financial Reporting Standards as their financial reporting framework. The new standard does not currently affect entities utilising the International Financial Reporting Standards for Small and Medium-Sized Entities as financial reporting framework.

The change from the previous standards regulating the recognition of revenue was initiated as it was found that the previous main revenue recognition standards namely, IAS 18 Revenue and IAS 11 Construction Contracts, were difficult to understand and apply. Furthermore, IAS 18 provided limited guidance on important topics such as revenue recognition for multiple-element arrangements.

The IASB and FASB initiated a joint project to clarify the principles for recognising revenue and to develop a common revenue standard that would:

  • Remove inconsistencies and weaknesses in existing revenue requirements;
  • Provide a more robust framework for addressing revenue issues;
  • Improve comparability of revenue recognition practices across entities, industries, jurisdictions and capital markets;
  • Provide more useful information to users of financial statements through improved disclosure requirements; and
  • Simplify the preparation of financial statements by reducing the number of requirements to which an entity must refer.

IFRS 15 utilises a five-step model framework to ensure that an entity will recognise revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The five-step model consist out of the following individual steps:

  • Identifying the contract;
  • Identifying performance obligations;
  • Determination of the transaction price;
  • Allocation of the transaction price to performance obligations; and
  • Recognition of revenue when or as the entity satisfies a performance obligation.

We believe that the vast majority of entities utilising International Financial Reporting Standards as their financial reporting framework would have successfully planned for the adoption of the new standard as it is already effective. Management should currently be monitoring new systems implemented to facilitate the change from the previous standard. This will ensure proper implementation of controls and compliance to the new standard. We further recommend that management continuously monitor the impact on the revenue figure and compare the expected effect on KPI’s and ratios to the actual current results.

We firmly believe that proper planning prevents poor performance. We thus encourage management considering a switch to International Financial Reporting Standards from International Financial Reporting Standards for Small and Medium-Sized Entities to investigate the effect that IFRS 15 will have on the revenue figure.

We will gladly assist in any IFRS 15 implementation queries you might have.

This article is a general information sheet and should not be used or relied upon as professional advice. No liability can be accepted for any errors or omissions nor for any loss or damage arising from reliance upon any information herein. Always contact your financial adviser for specific and detailed advice. Errors and omissions excepted (E&OE)

Is it possible to backdate an agreement?

A popular question which comes up during a consultation with a client when the drafting of commercial documents is discussed is, “what is the effective date of the transaction?” It is common practice that the effective date be expressly defined in the agreement, this is to indicate when the agreement will come into force and effect. The effective date of a transaction is of great importance especially when there are certain conditions which must be adhered to prior and/or after the date on which the agreement was signed by the relevant parties.

In some instances, the effective date of an agreement will either be set on an earlier or later date than on which the agreement was signed by the parties. It is often found that the effective date of an agreement is earlier than the signature date, which can also be referred to as backdating of an agreement. Despite the fact the aforesaid is permissible, the effect of backdating any agreement must not be overlooked by parties. Backdating any agreement means that the agreement binds the parties retrospectively from the earlier date.

Due to the retrospective effect of the agreement, it is necessary that the parties ensure that no representations are made during negotiation stages and/or signature of the agreement which they know to be untrue and/or not possible to adhere to. In cases where a misrepresentation is made and lead to certain losses, it can result in one party instituting civil procedures against the other. Parties must declare all facts known to them which may affect the transaction between the signature and effective date to avoid situations where a party to the agreement suffer losses which could result to civil and/or criminal liability. Furthermore, should all obligations and terms of the agreement be of such nature that they have been executed timeously and the effective date is earlier than the signature date, same must be properly recorded in the agreement which will only be signed at a later stage.

Although it is possible to backdate an agreement, it is advisable to ensure that parties timeously approach professionals which specialise in the drafting and implementing of commercial documentation to properly record the agreement between the parties.

This article is a general information sheet and should not be used or relied upon as professional advice. No liability can be accepted for any errors or omissions nor for any loss or damage arising from reliance upon any information herein. Always contact your financial adviser for specific and detailed advice. Errors and omissions excepted (E&OE)

Employer Annual Reconciliation Due

Nwanda_PAYE-02

Employers should be aware that Employer Annual Reconciliation submission due date is fast approaching. If the relevant deadlines are missed, certain penalties will apply.

When should it be paid?

The Employer Annual Reconciliation starts on 1 April 2018 and employers have until 31 May 2018 to submit their Annual Reconciliation Declarations (EMP501) for the period 1 March 2017 to 28 February 2018 in respect of the Monthly Employer Declarations (EMP201) submitted, payments made, Employee Income Tax Certificates [IRP5/IT3(a)], and ETI, if applicable.

What do I need to do?

Employer Annual Reconciliation involves an employer submitting an accurate Employer Reconciliation Declaration (EMP501), Employee Tax Certificates [IRP5/IT3(a)s] to be issued and, if applicable, a Tax Certificate Cancellation Declaration (EMP601).

Every employer who is registered at SARS for Pay-As-You-Earn (PAYE), Unemployment Insurance Fund(UIF) or Skills Development Levy(SDL), should submit an EMP501. An employer is required to submit an accurate reconciliation declaration (EMP501) in respect of the monthly declarations (EMP201) that was submitted, payments made and the IRP5 / IT3(a) certificates for the following periods:

  • Annual period: this is for the period from 1 March 2017 to 28 February 2018
  • Interim period: this is for the period from 1 March 2018 to 31 August 2018

What is PAYE?

Employees Tax refers to the tax required to be deducted by an employer from an employee’s remuneration paid or payable. The process of deducting or withholding tax from remuneration as it is earned by an employee is commonly referred to as Pay-As-You-Earn, or PAYE.

What happens when you miss the deadline?

Employers who miss deadline submissions on any of the below are subject to a percentage-based penalty:

  1. Non-submission of an Employer Annual Reconciliation (EMP501) on or before the due date.
  2. Non-submission of employee IRP5 / IT3(a) certificates.
  3. Submission of incorrect or inaccurate data relating to the IRP5 / IT3(a) certificates.

This penalty will be charged for each month that the employer continues to fail to remedy the non-submission.

Avoid the confusion and late submission by contacting us for assistance.

This article is a general information sheet and should not be used or relied upon as professional advice. No liability can be accepted for any errors or omissions nor for any loss or damage arising from reliance upon any information herein. Always contact your financial adviser for specific and detailed advice. Errors and omissions excepted (E&OE)