Tag: Customer lists

TPG2022 Chapter VI Annex I example 20

TPG2022 Chapter VI Annex I example 20

69. Ilcha is organised in country A. The Ilcha group of companies has for many years manufactured and sold Product Q in countries B and C through a wholly owned subsidiary, Company S1, which is organised in country B. Ilcha owns patents related to the design of Product Q and has developed a unique trademark and other marketing intangibles. The patents and trademarks are registered by Ilcha in countries B and C. 70. For sound business reasons, Ilcha determines that the group’s business in countries B and C would be enhanced if those businesses were operated through separate subsidiaries in each country. Ilcha therefore organises in country C a wholly owned subsidiary, Company S2. With regard to the business in country C: Company S1 transfers to Company S2 the tangible manufacturing and marketing assets previously used by Company S1 in country C. Ilcha and Company S1 agree to terminate the agreement granting Company S1 the following rights with relation to ... Read more
France vs Piaggio, July 2020, Administrative Court of Appeal, Case No. 19VE03376-19VE03377

France vs Piaggio, July 2020, Administrative Court of Appeal, Case No. 19VE03376-19VE03377

Following a restructuring of the Italien Piaggio group, SAS Piaggio France by a contract dated January 2 2007, was changed from an exclusive distributor of vehicles of the “Piaggio” brand in France to a commercial agent for its Italian parent company. The tax authorities held that this change resulted in a transfer without payment for the customers and applied the provisions of article 57 of the general tax code (the arm’s length principle). A tax assessment was issued whereby the taxable income of SAS Piaggio France was added a profit of 7.969.529 euros on the grounds that the change in the contractual relations between the parties had resultet in a transfer of customers for which an independent party would have been paid. In a judgement of October 2019, Conseil dÉtat, helt in favor of the tax authorities and added an additional profit of 7.969.529 to the taxable income of Piaggio France for the transfer of customers to the Italian parent ... Read more
France vs. Piaggio, October 2019, Conseil dÉtat, Case No. 418817

France vs. Piaggio, October 2019, Conseil dÉtat, Case No. 418817

Following a restructuring of the Italien Piaggio group, SAS Piaggio France by a contract dated January 2 2007, was changed from an exclusive distributor of vehicles of the “Piaggio” brand in France to a commercial agent for its Italian parent company. The tax authorities held that this change had resulted in a transfer without payment for the customers and applied the provisions of article 57 of the general tax code (the arm’s length principle). A tax assessment was issued whereby the taxable income of SAS Piaggio France was added a profit of 7.969.529 euros on the grounds that the change in the contractual relations between the parties had resultet in a transfer of customers for which an independent party would have been paid. The Judgement of the Court The court helt in favor of the tax authorities and added an additional profit of 7.969.529 to the taxable income of the SaS Piaggio France for the transfer of customers to the ... Read more
TPG2017 Chapter VI Annex example 20

TPG2017 Chapter VI Annex example 20

69. Ilcha is organised in country A. The Ilcha group of companies has for many years manufactured and sold Product Q in countries B and C through a wholly owned subsidiary, Company S1, which is organised in country B. Ilcha owns patents related to the design of Product Q and has developed a unique trademark and other marketing intangibles. The patents and trademarks are registered by Ilcha in countries B and C. 70. For sound business reasons, Ilcha determines that the group’s business in countries B and C would be enhanced if those businesses were operated through separate subsidiaries in each country. Ilcha therefore organises in country C a wholly owned subsidiary, Company S2. With regard to the business in country C: Company S1 transfers to Company S2 the tangible manufacturing and marketing assets previously used by Company S1 in country C. Ilcha and Company S1 agree to terminate the agreement granting Company S1 the following rights with relation to ... Read more
France vs. Ballantine's Mumm Distribution, Dec 2012, CAA no 10PA00748

France vs. Ballantine’s Mumm Distribution, Dec 2012, CAA no 10PA00748

Ballantine’s Mumm Distribution (later – Société de participations et d’études des boissons sans alcool or SOPEBSA), is a French wholesaler of beverages, and was, until 1999, a fully fledged distributor on the French market of the products from the English company Allied Domecq Spirits and Wine Limited (ADSW). Both companies are owned by the Allied Domecq PLC group. By a commission contract entered into 12 April 1999, Ballantine’s Mumm Distribution continued to market the products of Allied Domecq Spirits and Wines Limited in France but now as a commission agent. Following an audit for FY 1997 to 2000, the tax administration considered that Ballantine’s Mumm Distribution had, for the financial year ending in 2000, on the one hand, unduly borne an expense relating to a goods insurance contract, and on the other hand, transferred its clientele to Allied Domecq Spirits and Wine Limited without consideration. The tax authorities considered that these transactions were part of an abnormal management constituting a ... Read more
Norway vs. Cytec, September 2007, High Court, Case no 2007/1440

Norway vs. Cytec, September 2007, High Court, Case no 2007/1440

This case is about business restructuring and transfer of intangibles – customer list, technology, trademarks and goodwill. Cytec Norge was originally a full-fledged manufacturer that was changed into a toll manufacturer. The customer portfolio, technology, trademarks and goodwill were transferred to the related entity, Cytec Netherlands, free of charge. The court found that Cytec Norge AS had held intangibles of considerable value prior to the business restructuring in 1999, and that the Norwegian entity should have received an arm’s-length remuneration for the transfer of these rights to the related Dutch entity. The court ruled that the Norwegian tax authorities’ calculation of such remuneration and the increased income was correct. An appeal to the Supreme Court was dismissed in 2008. Click here for translation Norway Cytec-dom ... Read more