Comprehensive Guide to Transactions Under Business Restructuring Relief

Business Restructuring Relief is conferred in Article 27 of the Corporate Tax Law and enables businesses to avert challenges concerning taxes during specific restructuring operations. This relief allows businesses to reconstruct and ensures they do not incur huge taxes upon restructuring. Therefore, for businesses to seamlessly avail restructuring relief and ensure corporate tax compliance, it is advisable to seek the expert services of reputable Tax Consultants.

Eligible for Restructuring for Tax Relief:

• Mergers and Acquisitions: -Acquisition is the acquisition of companies or assets or, in other words, the merger. According to the provisions of the UAE Corporate Tax Law, in such transactions, it is possible to obtain a tax loss, which in fact, means that the obligations to pay taxes are shifted in the future. The deferment assists in the smooth flow of cash depending on any firm’s needs and hence assists in stability financially. The first one is to provide conditions for growth and increased efficiency through the minimization of the direct tax pressure, which will make the process of integration and subsequent consolidation easier.
• Divisions and Demergers: - Being a type of restructuring, divisions, and demergers refer to the cases where a given company got divided into new companies. Many of the transfers of assets used in the formation of these new entities can be eligible to accommodate tax relief according to UAE’s laws. To this effect, this provision permits enterprises to change their structures to adapt to specific markets or business segments in a manner that does not attract immediate tax implications. The additional current taxation option helps the companies to fund the new entities' growth and activities, contributing to specialization and new ideas.
• Share Exchanges: -The restructuring also includes share exchanges where shares are exchanged between corporations; these shares are equally subject to tax relief under the law governing the formation of UAE corporate tax. It postpones the taxes that would usually be paid on account of the transaction and thereby encourages corporate restructuring. Therefore, share exchange tax relief draws efficiency to strategic realignments as well as mergers by allowing the firms to alter ownership structures without facing direct taxation immediately, thus enhancing the achievement of organizational ownership distribution and governance.
• Asset Transfers: -Intercompany transfers of capital assets may be effected without immediate tax consequences thereby enabling the relevant operations to obtain relief from taxation. It is most helpful in the coordination of the assignment of assets and organizational form between different entities in a group. In this way, profits that are earned on such transfers can be used for enhancement of efficiency, and effective utilization of resources using the tax shield without worrying much about tax costs of operations and assets that need to be acquired to support the operations. For the successful sphere of strategic management and the provision of the necessary amount of operational freedom, the absence of asset transfer relief is critical.

Conditions for Business Restructuring Relief: -

• Resident person and nonresident person with permanent establishment
• Non-Exempt Persons: - No involved Taxable Person should be an Exempt Person.
• Non-Qualifying Free Zone Persons: - None should be Qualifying Free Zone Persons.
• Same Financial Year: - Both parties must have the same financial year-end.
• Uniform Accounting Standards**: Both must use the same accounting standards.
• Genuine Commercial Purpose: - It will be committed that the restructuring should not be done with the main objective of tax advantage but out of commercial necessity.

Read More: Restructuring Relief for Business under Corporate Tax UAE

Additional Eligibility Criteria for Business Restructuring Relief

To qualify for business restructuring relief under the UAE Corporate Tax Law, businesses must meet specific criteria: To qualify for business restructuring relief under the UAE Corporate Tax Law, businesses must meet specific criteria:

• Continuity of Business Operations: - The daily business operations would have to go on after the restructuring has been accomplished.
• Adequate Documentation: - The companies are required to keep records that support all the restructuring activities that take place.
• Approval from Tax Authorities: However, some conditions, for instance, the concerns and interests of the FTA, may demand the subject’s prior approval before they can be eligible for the relief.

Read More: Corporate Tax Relief for Small Businesses in UAE

Business Restructuring Relief Upon Satisfying the Criteria: -

Relief Provided to Taxable Persons Taxable Persons meeting all conditions can claim the following reliefs: 

• Assets and Liabilities at Net Book Value: - No gain or loss is recorded, resulting in NIL taxable income.
• Value of Shares and Ownership Interest: - Value received should not exceed the net book value of transferred assets minus other considerations, resulting in NIL taxable income.
• Value of Shares and Ownership Interest: - Value received should not exceed the net book value of surrendered shares minus other considerations, ensuring NIL taxable income.
• Treatment of Unutilized Tax Losses: - Carry Forward by Transferee: Unutilized tax losses before the transfer can be carried forward, subject to conditions by the Minister.
• Independent Business: - For independent business parts, unutilized tax losses can be carried forward if associated with that part. Withdrawal of Relief from Taxation Relief can be withdrawn within two years if: - Transfer, Sale, or Disposal: Shares or ownership interests are transferred, sold, or disposed to someone outside the same Qualifying Group.

Other Implications of Business Restructuring Relief

The introduction of business restructuring relief under the UAE Corporate Tax Law has significant implications for companies: The introduction of business restructuring relief under the UAE Corporate Tax Law has significant implications for companies:

• Deferred Tax Liabilities: - Corporate taxes can be adjusted in a way that helps in handling cash flow during restructuring.
• Financial Stability: - Loan repayment periods are critical since they allow companies to avoid meeting tax bills and hold more cash, which can be used for development.
• Strategic Flexibility: The relief gives six strategic choices that enable the companies to rearrange and improve the features of their structures through the freedom of stock other than the constraint of the instant tax expenses.

Compliance Considerations for Altering Corporate Tax Period

Any change in the corporate tax period should be done progressively with possession of the current UAE Corporate Tax Law. Companies are subjected to certain requirements and need clearance from the FTA. These types of changes require adequate planning and documentation to manage correctly.

Impact on Tax Planning

It shows that there are major changes in the timing of corporate taxation as well as certain relief facilities for restructuring, which influence the strategy of tax planning. They enable efficient matching of tax periods with the financial reporting periods and therefore improve the efficiency and effectiveness of taxes.

Seek the Services of Top Tax Consultants in UAE: -

For businesses to avail restructuring relief for corporate tax purposes, and effectively ensure compliance, it is advisable to seek the expert services of reputable Corporate Tax Consultants, such as Farahat & Co. Thus, contact us today and we shall be glad to assist you. 

 

Frequently Asked Questions

What is the purpose of Business restructuring relief?

It is a relief given to the business in certain circumstances that is deemed helpful for businesses undergoing a major change in ownership, employees’ duties, or working conditions. Business restructuring relief enables firms to have options of computing the taxes payable on such assets or shares transfers or completely excluding them when restructuring their businesses.

What kinds of restructuring activities are allowed for tax relief under corporate tax law?

The activities that are considered to be qualifying activities are mergers acquisitions, divisions, demergers, share exchanges, and asset transfers within a group of companies but subject to the stipulated conditions and must be for commercial reasons.

What factors determine businesses qualify for restructuring relief? 

The conditions that have to be met include a clear business justification for the restructuring process refurbishment needs to be carried out for commercial reasons, the business is expected to continue operations after the restructuring process, there is sufficient documentation, and in some instances, the plans need to have been approved by the tax authorities.