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EU Council Swedish Presidency Amendment Annexes
Annex I
Indicative list of categories of entities and legal arrangements which are considered to be not subject to effective taxation, for the purposes of Article 2(3).
- Entities and legal arrangements whose place of establishment or place of effective management is in a country or jurisdiction outside the territorial scope of the Directive asdefined in Article 7 and which is different from those listed in Article 17(2):
| Countries and jurisdictions | Categories of entities and legal arrangements |
|---|
| Antigua and Barbuda | - International business company
| | Anjouan (Comores) | - Trust, governed by local or foreign law
- International business company
| | The Bahamas | - Trust, governed by local or foreign law
- Foundation
- International business company
| | Bahrain | - Financial trust, governed by local or foreign law
| | Barbados | - Trust, governed by local or foreign law
International business company - International Society with Restricted Liability
| Belize | - Trust, governed by local or foreign law
- International business company
| | Bermuda | - Trust, governed by local or foreign law
- Exempt company
| | Brunei | - Trust, governed by local or foreign law
- International business company
- International trust
- International Limited Partnership
| | Cook Islands | - Trust, governed by local or foreign law
- International trust
- International company
- International partnership
| | Costa Rica | - Trust, governed by local or foreign law
- Company
| | Djibouti | - Exempt company
- Trust, governed by foreign law
| | Dominica | - Trust, governed by local or foreign law
- International business company
| | Fiji | - Trust, governed by local or foreign law
| | French Polynesia | - Société (Company)
- Société de personnes (Partnership)
- Société en participation (Joint venture)
- Trust, governed by foreign law
| | Grenada | - International business company
- Trust, governed by local or foreign law
| | Guam | - Company
- Sole proprietorship
- Partnership
- Trust, governed by foreign law
| | Guatemala | - Trust, governed by local or foreign law
- Fundación (Foundation)
| | Hong Kong | - Trust, governed by local or foreign law
- Private Limited Company
| | Kiribati | - Trust, governed by local or foreign law
| | Labuan (Malaysia) | - Offshore company
- Malaysian offshore bank
- Offshore limited partnership
- Offshore trust
| | Lebanon | - Companies benefiting from the offshore company regime
- Trust, governed by foreign law
| | Liberia | - Non-resident company
- Trust, governed by local or foreign law
| | Macao | - Trust, governed by local or foreign law
- Fundação (Foundation)
| | Maldives | - Company
- Partnership
- Trust, governed by foreign law
| | Northern Marianas Islands | - Foreign sales corporation
- Offshore banking corporation
- Trust, governed by foreign law
| | Marshall Islands | - Trust, governed by local or foreign law
- International business company
| | Mauritius | - Trust, governed by local or foreign law
- Global business company cat. 1 and 2
| | Micronesia | - Company
- Partnership
- Trust, governed by foreign law
| | Nauru | - Trust
- Nominee company
- Company
- Partnership
- Sole proprietorship
- Foreign will
- Foreign estate
- Other form of business negotiated with the Government
| | New Caledonia | - Société (Company)
- Société civile (Civil company)
- Société de personnes (Partnership)
- Joint venture
- Estate of deceased person
- Trust, governed by foreign law
| | New Zealand | - Trust, governed by foreign law
| | Niue | - Trust, governed by local or foreign law
- International business company
| | Panama | - Fideicomiso (Trust, governed by local law)
- Trust governed by foreign law
- Fundación de interés privado (Foundation)
- International business company
| | Palau | - Company
- Partnership
- Sole proprietorship
- Representative office
- Credit union (financial cooperative)
- Cooperative
- Trust, governed by foreign law
| | Philippines | - Trust, governed by local or foreign law
| | Puerto Rico | - Estate Trust, governed by local or foreign law
- International banking entity
| | Saint Kitts and Nevis | - Trust, governed by local or foreign law
- Foundation
- Exempt company
- Exempt Limited Partnership
| | Saint Lucia | - Trust, governed by local or foreign law
- International business company
| | Saint Vincent and the Grenadine | - Trust, governed by local or foreign law
- International business company
| | Sao Tomé e Principe | - International business company
- Trust, governed by foreign law
| | Samoa | - Trust, governed by local or foreign law
- International trust
- International company
- Offshore bank
- Offshore insurance company
- International partnership
- Limited partnership
| | Seychelles | - Trust, governed by local or foreign law
- International business company
| | Singapore | - Trust, governed by local or foreign law
| | Solomon Islands Company | - Partnership
- Trust, governed by local or foreign law
| | South Africa | - Trust, governed by local or foreign law
| | Tonga | - Trust, governed by local or foreign law
| | Tuvalu | - Trust, governed by local or foreign law
- Provident fund
| | United Arab Emirates | - Trust, governed by local or foreign law
- Offshore company
| | USA | - State of Delaware - Limited Liability Company
- State of Wyoming - Limited Liability Company
| | US Virgin Islands | - Trust, governed by local or foreign law
- Exempt company
| | Uruguay | - Trust, governed by local or foreign law
- Sociedad Anónima Financiera de Inversión
| | Vanuatu | - Trust, governed by local or foreign law
- Exempt company
- International company
|
Annex I Cont.- Entities and legal arrangements whose place of establishment or place of effective management is in a country or jurisdiction listed in Article 17(2), to which Article 2(3) applies pending the adoption by the country or jurisdiction concerned of provisions equivalent to those of Article 4(2):
| Countries and jurisdictions | Categories of entities and legalarrangements |
|---|
| Andorra | - Trust, governed by foreign law
| | Anguilla | - Trust, governed by local or foreign law
- International business company
| | Aruba | - Stichting
- Particulier Fonds
| | British Virgin Islands | - Trust, governed by local or foreign law
- Company
| | Cayman Islands | - Trust, governed by local or foreign law
- Exempt company
| | Guernsey | - Trust, governed by local or foreign law
- Company
- Foundation
| | Isle of Man | - Trust, governed by local or foreign law
- Company
| | Jersey | - Trust, governed by local or foreign law
- Company
- Foundation
| | Liechtenstein | - Anstalt (Trust, governed by local or foreign law
- Stiftung (Foundation)
| | Monaco | - Trust, governed by foreign law
- Fondation (Foundation)
| | Montserrat | - Trust, governed by local or foreign law
- International business company
| | Netherlands Antilles | - Trust, governed by local or foreign law
- Stichting Particulier Fonds
| | San Marino | - Trust, governed by local or foreign law
- Fondazione (Foundation)
| | Switzerland | - Trust, governed by foreign law
- Foundation
| | Turks and Caicos | - Exempted company
- Limited partnership
- Trust, governed by local or foreign law
|
Annex III
| Countries | Categories of entities and legal arrangements | Comments |
|---|
| All EU Member States | European Economic Interest Grouping (EEIG) | |
| Austria | - Offene Gesellschaft (OG) (general partnership)
- Offene Handelsgesellschaft (OHG) (commercial partnership)
- Kommanditgesellschaft (KG) (limited partnership)
- Gesellschaft nach bürgerlichem Recht (civil law partnership)
- Trust or other similar legal arrangement, governed byforeign law
| |
| Belgium | - Société de droit commun / maatschap (Civil law or commercial company without any legal status)
- Société momentanée / tijdelijke handelsvennootschap
- Société interne / stille handelsvennootschap (Company without any legal status through which one or more persons has (have) an interest in operations that one or more other persons manage(s) on their behalf)
- Trust or other similar legal arrangement, governed by foreign law
| Included only if the upstream economic operator making the interest payment to it, or securing the payment for it, hasn’t established the identity and residence of all its beneficial owners, otherwise it falls in point (d) of Article 4(2).
These companies (the name of which is given in French andDutch) do not have legal status, and from the point of view of taxation, a look-through approach is applicable. |
| Bulgaria | - Druzhestvo sas spetsialna investitsionna tsel (Special purpose investment company)
- Investitsionno druzhestvo (Investment company, not covered by Article 6)
- Trust or other similar legal arrangement, governed byforeign law
| Entity exempt from corporate income tax.
Unless the trustee can prove that the trust is actually subject to Bulgarian income taxation. |
| Czech Republic | - Veřejná obchodní společnost (ver. obch. spol. or V.O.S.) (Partnership)
- Sdruženi (Association)
- Komanditní společnost
- Trust or other similar legal arrangement, governed by foreign law
| |
| Cyprus | - Syneterismos (Partnership)
- Syndesmos or somatio (Association)
- Synergatikes (Cooperative)
- Trust or other similar legal arrangement, governed bylocal or foreign law
| Only transactions with members.
Trusts created under Cypriot jurisdiction are consideredtransparent entities under national law. |
| Denmark | - Interessentskab (General partnership)
- Kommanditselskab (Limited partnership)
- Kommanditaktieselskab(Partnerselskab)
- Partrederi
- Trust or other similar legal arrangement, governed byforeign law
| |
| Estonia | - Seltsing (Partnership)
- Trust or other similar legal arrangement, governed byforeign law
| |
| Finland | - avoin yhtiö / öppet bolag (Partnership)
- kommandiittiyhtiö / kommanditbolag (Limited partnership)
- Trust or other similar legal arrangement, governed by foreign law
| |
| France | - Société en participation (Joint venture company)
- Société ou association de fait (De facto company)
- Indivision (Joint ownership)
- Fiducie
- Trust or other similar legal arrangement, governed by foreign law
| |
| Germany | - Gesellschaft bürgerlichen Rechts (Civil law company)
- Kommanditgesellschaft
- KG, offene Handelsgesellschaft
- OHG (Commercial partnership)
- Trust or other similar legal arrangement, governed byforeign law
| |
| Greece | - Omorrythmos Eteria (OE) (General partnership)
- Eterorythmos Eteria (EE) (Limited partnership)
- Trust or other similar legal arrangement, governed by foreign law
| Partnerships are subject to corporate income tax. However,up to 50% of the profits of partnerships is taxed in the handsof the individual partners at their personal tax rate. |
| Hungary | - Trust or other similar legal arrangement, governed byforeign law
| Hungary recognises trusts as entities under national rules |
| Ireland | - Partnership and investment club
| Irish resident trustee is generally taxable on income arising to the trust. However, where the beneficiary or trustee is non-Irish resident, only Irish source income arising to such cases is taxable. |
| Italy | - All Civil law partnerships and assimilated entities
- Companies with a limited number of shareholders opting for fiscal transparency
- Trust or other similar legal arrangement, governed by foreign law
| The category of Civil law partnerships includes: società in accomandita semplice, società semplici, associazioni (associations) among artists or professional persons for the practice of their art or profession, without legal personality società in nome collettivo, società di fatto (irregular or de facto partnerships) and società di armamento.
The ‘tax transparency’ regime may be adopted by limited liability companies or cooperative societies whose members are individuals (article 116 of TUIR).
Unless the trustee can provide documentation proving that the trust is fiscally resident and subject to effective corporate taxation in Italy. |
| Latvia | - Pilnsabiedrība (General partnership)
- Komandītsabiedrība (Limited partnership)
- Biedrība un nodibinājums (Association and foundation)
- Lauksaimniecības kooperatīvs (Agriculture cooperative)
- Trust or other similar legal arrangement, governed by foreign law
| |
| Lithuania | - Trust or other similar legal arrangement, governed by foreign law
| |
| Luxembourg | - Trust or other similar legal arrangement, governed by foreign law
| |
| Malta | - Soëjetà in akomonditia (Partnership en commandite, the capital of which is not divided into shares
- Arrangement in participation (Association enparticipation)
- Soëjetà Kooperattiva (Cooperative society)
| Partnerships en commandite the capital of which is divided into shares are subject to general CIT. |
| Netherlands | - Vennootschap onder firma (General partnership)
- Commanditaire vennootschap (Closed limited partnership)
- Vereniging (Association)
- Stichting (Foundation)
- Trust or other similar legal arrangement, governed by foreign law
| General partnerships, closed partnerships and EEIGs aretransparent for tax purposes.
Verenigingen (Associations) and stichtingen (foundations) are tax exempt unless they carry on a trade or business. |
Poland | - Spólka jawna (Sp. j.) (General partnership)
- Spólka komandytowa (Sp. k.) (Limited partnership)
- Spólka komandytowo-akcyjna (S.K.A.)(Limited joint-stock partnership)
- Spólka partnerska (Sp. p.) (Professional partnership)
- Spolka cywilna (s.c.) (civil law company)
- Trust or other similar legal arrangement, governed byforeign law
| |
| Portugal | - Civil law partnerships not incorporated in a commercial form
- Incorporated firms engaged in listed professional activities in which all partners are individuals qualified in the sameprofession
- Companies merely holding assets which are either controlled by a family group or fully owned by no more than five persons
- Companies merely holding assets which are either controlled by a family group or fully owned by no more than five persons
- Companies licensed to operate on the International Business Centre of Madeira eligible for exemption from IRC (article 33 of the EBF)
- Unincorporated associations
- Trust or other similar legal arrangement, governed byforeign law
| Civil law partnerships not incorporated in a commercial form, incorporated firms engaged in listed professional activities in which all partners are individuals qualified in the same profession
Article 33 of EBF, applicable to companies licensed until 31 December 2000, provides for an exemption from corporate income tax until 31 December 2011
The only trusts admitted under Portuguese law are those set upunder foreign law by legal persons in the International Business Centre of Madeira. |
| Romania | - Association (partnership)
- Cooperative (Cooperative)
- Trust or other similar legal arrangement, governed by foreign law
| |
| Slovenia | - Trust or other similar legal arrangement, governed by foreign law
| |
| Slovak Republic | - Verejná obchodná spoločnosť (General partnership)
- Komanditná spoločnosť (Limited partnership)
- Združenie (Association)
Trust or other similar legal arrangement, governed by foreign law
| |
| Spain | Entities subject to the system for taxing attribution of profits:
- Sociedad civil con o sin personalidad jurídica (Civil law partnership with or without legal personality)
- Herencias yacentes (Estate of a deceased person)
- Comunidad de bienes (Joint ownership)
- Other entities without legal personality that constitute aseparate economic unit or a separate group of assets
(Article 35(4) of the Ley General Tributaria) - Trust or other similar legal arrangement, governed byforeign law
| |
| Sweden | - handelsbolag (General partnership)
- kommanditbolag (Limited partnership)
- enkelt bolag (Simple partnership)
- Trust or other similar legal arrangement, governed by foreign law
| |
United Kingdom
Gibraltar | - General partnership
- Limited partnership
- Limited liability partnership
- Investment club (where members are entitled to a specific share of assets)
- Trust or other similar legal arrangement, governed by local or foreign law
| General partnerships, limited partnerships; limited liabilitypartnerships are transparent for tax purposes.
Trust income is exempt from tax under the Income Tax Rules1992 if:- the trust is created by or on behalf of a non-resident person; and
- the income
- is accrued or derived outsideGibraltar, or
- is received by a trust and if it had been received directly by the beneficiary, it would not be liable to tax under theIncome Tax Ordinance.
This does not apply if the trust is created before 1.7.1983 and the terms of the trust expressly exclude residents of Gibraltar as beneficiaries. | | The United Kingdom is the Member State responsible for the external relations of Gibraltar, under the terms of Article 355(3) of the Treaty on the Functioning of the European Union. |
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