WEBINAR: NAVIGATING THE WAREHOUSING OF TAX DEBTS DURING COVID-19
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TODAY’S PRESENTATION Speakers • Adrian Cummins, CEO, Restaurants Association of Ireland • Anne O’Dwyer, Managing Director, Global Restructuring and Debt Advisory, Duff & Phelps • Olga Miller, Tax Director, Warren & Partners • Anthony O’Callaghan, Senior Tax Manager, Warren & Partners Agenda 1. Introduction 2. Overview of warehousing tax liabilities 3. Cashflow implications 4. Q&A 1
DUFF & PHELPS Duff & Phelps is the global advisor that protects, restores and maximises value for clients in the areas of valuation, corporate finance, disputes and investigations, cyber security, claims administration and regulatory issues. We work with clients across diverse sectors on matters of good governance and transparency. With Kroll, the leading global provider of risk solutions, and Prime Clerk, the leader in complex business services and claims administration, our firm has nearly 4,000 professionals in 25 countries around the world. MORE THAN 13,500 ~4,000 19,000 CLIENTS INCLUDING NEARLY 47% OF THE S&P 500 TOTAL PROFESSIONALS ENGAGEMENTS 60% OF THE Fortune 100 GLOBALLY PERFORMED IN 2019 70% OF THE TOP 25 PE FUNDS REAL ESTATE ADVISORY GROUP CLIENTS INCLUDE Largest 750+ PE FIRMS HEDGE FUNDS VALUATION PRACTICE IN EUROPE AND THE WORLD PUBLIC COMPANIES PROFESSIONALS PRIVATE COMPANIES GOVERNMENT ENTITIES 2
NAVIGATING THE WAREHOUSING OF TAX DEBTS DURING COVID-19 RESTAURANTS ASSOCIATION OF IRELAND 3 February 2021
WARREN & PARTNERS ONE OF IRELAND'S LEADING BOUTIQUE TAX AND BUSINESS ADVISORY FIRMS olgamiller@warrenp.ie + 353 6607 333 + 353 87 6551 350 Olga is Tax Director with Warren & Partners. She is an AITI Chartered Tax Adviser and has over 20 years of taxation experience. She advises mainly high net worth individuals, Partnerships and family owned businesses on a wide range of topics including income and capital gains tax planning, together with related issues such as Revenue audits and business structuring. She also specialises in global mobility and advises employees and employers on a wide range of associated topics. 4
WARREN & PARTNERS ONE OF IRELAND'S LEADING BOUTIQUE TAX AND BUSINESS ADVISORY FIRMS anthonyocallaghan@warrenp.ie + 353 663 1619 Anthony is Senior Tax Manager with Warren & Partners. He is an AITI Chartered Tax Adviser with almost 20 years of taxation experience. He advises mainly high net worth individuals, Partnerships, family owned businesses and family offices on a wide range of topics including income and capital transaction planning, together with related issues such as VAT, Revenue audits and business structuring. He has a particular interest in assisting clients with estate planning and the passing of family wealth to the next generation. 5
ABOUT US Warren & Partners are one of the longest established specialist tax advisory firms in Ireland. Their Dublin-based team of chartered tax advisors have been delivering tax and business consultancy services for over 25 years. An Experienced Team of Chartered Tax Advisors Warren & Partners is not a training firm and hires only qualified professionals who have the expertise and knowledge to deal with the vast array of tax, commercial and legal issues that may affect their clients. This means that clients always have access to a team that are highly-skilled and best equipped to meet their requirements. A Unique Relationship with Warren Private Warren & Partners’ sister company, Warren Private, provides complementary real estate investment, management, banking and restructuring services to clients. The combined services of Warren & Partners and Warren Private make it a unique offering in the Irish market. 6
KEY POINTS • As at January 2021, there were approximately 70,000 businesses availing of debt warehousing covering €1.9 billion in tax debt. • The Debt Warehousing Scheme (“the scheme”) allows businesses to defer PAYE (Employer) and VAT debts relating to the C-19 crisis. However, even if tax can’t be paid, all tax returns must be filed on time. • PAYE (Employer) liabilities include Income Tax, Universal Social Charge, employees and employers PRSI and Local Property Tax due to be remitted by employers under the PAYE system. • Self-Employed (assessed) individual's can warehouse Income Tax amounts. • Temporary Wage Subsidy Scheme (“TWSS”) overpayments are now also covered by the scheme. • The scheme includes no provision for tax debt write off. • Revenue Information is regularly updated – the current Booklet is dated 19 January 2021 “Warehousing of Tax Debts Associated with COVID-19” . 7
SCHEME DETAILS – WHO QUALIFIES? Small and Medium Enterprises (SMEs) • SMEs dealt with by the Revenue’s Personal & Business Division can have VAT & PAYE (Employer) debts from C- 19 restricted trading periods warehoused. • For tax purposes, a SME is a business with a turnover of less than €3 million which is not dealt with by Revenue’s Large Corporates Division (LCD) or Medium Enterprise Division (MED). • SME’s automatically qualify for the scheme and they do not have to apply – Revenue automatically warehouse the debt. • The taxpayer should receive confirmation of which tax liabilities are covered by the scheme from Revenue via ROS or My Account (such letters were originally to issue by Revenue in mid October). 8
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SCHEME DETAILS – WHO QUALIFIES? Large Corporates Division (LCD) and Medium Enterprise Division (MED) • If you are dealt with by either the LCD or MED Revenue divisions, you have to apply for the debt to be warehoused. • These businesses must be unable to pay VAT, PAYE (Employer) and TWSS liabilities and should be able to demonstrate their financial difficulties to Revenue. • Revenue will be entitled to make enquiries to satisfy itself that the business is unable to pay or repay any liabilities. • There is a template to be completed – you then liaise with either your normal Revenue Branch or the Collector General’s Division. 11
SCHEME DETAILS – WHO QUALIFIES? Large Corporates Division and Medium Enterprise Division Tax payers COVID-19 Request to defer Tax payment CUSTOMER NAME: CUSTOMER NUMBER: DETAILS OF TAX DEBT BY TAXHEAD CONFIRM THAT ALL TAX RETURNS ARE UP TO DATE: OUTLINE THE BUSINESS CASE IN SUPPORT OF APPLICATION OUTLINE THE CURRENT FINANCIAL DIFFICULTIES BEING EXPERIENCED PROPOSED DURATION OF THE PAYMENT ARRANGEMENT 12
SCHEME DETAILS – 3 Periods: Period Interest Rate Period 1 • “Covid 19 Restricted Trading Period” by Reference to the Government 0% Roadmap for Reopening Society and Business (the “Roadmap”). • Restricted trading phase - the period during which the business was unable to trade or was trading at a significantly reduced level due to the C-19 restrictions. • The earliest Period 1 commences is 1 January 2020 for VAT (VAT period January/February) and 1 February 2020 for PAYE (Employer) • End date based on the end of the restricted trading phase + next full bi- monthly VAT period (for both PAYE and VAT liabilities). Period 2 • “Zero Interest Period” 0% • End of period 1 for 12 months. • May be extended by Ministerial Order but currently cannot be extended past December 2022. Period 3 • “Reduced Interest Period” 3% • Starts at end of period 2 & continues until debt is paid. • The business must enter into a Phased Pay Arrangement with the Collector General. 13
SCHEME DETAILS • The default position for period 1 is to assume that the business resumed trading in line with the Roadmap. If a business recommenced at a later date, it must have proof of this. • All the tax returns must be filed on time. If the taxpayer is unable to complete a return (e.g. book keeper is ill), the business should submit returns based on best estimates. The correct return should be filed before the end of Period 1. • After the restricted trading period has ceased, all taxes that fall due for current periods during the warehousing arrangement must be maintained for the duration of the warehousing period and for any subsequent arrangement period to guarantee the reduced interest rates (0% and 3% (on the warehoused debts only)). • If the business cannot pay current taxes, they should contact Revenue asap – failure to engage with Revenue could result in the business being removed from the scheme. 14
SCHEME DETAILS • The reduced rates of interest only apply to warehoused debt. Otherwise normal interest rates apply (8% p.a. for direct taxes such as income tax and corporation tax and 10% for VAT and PAYE (employer). • Any additional liabilities which have been declared to Revenue, due to error or omission will not be entitled to debt warehousing – need to regularise matters. • Refunds/Repayments will automatically issue unless business requests the repayment to be offset against warehoused or other debts (may be attracting higher interest rates). • Revenue have stated that debt will not be subject to enforcement activity (at the end of Period 2) once there is engagement with Revenue. • Revenue have also stated that the timeframe to pay the warehoused debt will be flexible and determined by the ability of the business to pay both C-19 related debts as well as meeting its on-going tax liabilities. 15
TAX CLEARANCE • Where a business has C-19 related tax debts which are warehoused or non C-19 related liabilities which are included in a Phased Payment Arrangement, the business will qualify for Tax Clearance, despite outstanding debts. • This means that such businesses can qualify for: - EWSS - CRSS - Stay & Spend scheme as a service provider 16
LIABILITIES AVAILABLE FOR WAREHOUSING Month Business Liabilities to be warehoused Period 1 (COVID-19 Period 2 (Zero Interest Period 3 (Reduced Interest Resumes Trading (“COVID-19 liabilities”) restricted trading phase – Phase – 0% interest on Phase – 3% interest on 0% interest on COVID-19 COVID-19 liabilities) COVID-19 liabilities) liabilities) May 2020 VAT: January – August 2020 1 January 2020 1 September 2020 – 31 1 September 2021 until PAYE: February – August (VAT)/1 February 2020 August 2021 COVID-19 liabilities are paid in 2020 (PAYE) – 31 August 2020 full June 2020 VAT: January – August 2020 1 January 2020 1 September 2020 – 31 1 September 2021 until PAYE: February – August (VAT)/1 February 2020 August 2021 COVID-19 liabilities are paid in 2020 (PAYE) – 31 August 2020 full July 2020 VAT: January – October 2020 1 January 2020 1 November 2020 – 31 1 November 2021 until COVID- PAYE: February – October (VAT)/1 February 2020 October 2021 19 liabilities are paid in full 2020 (PAYE) – 31 October 2020 August 2020 VAT: January – October 2020 1 January 2020 1 November 2020 – 31 1 November 2021 until COVID- PAYE: February – October (VAT)/1 February 2020 October 2021 19 liabilities are paid in full 2020 (PAYE) – 31 October 2020 September 2020 VAT: January – December 1 January 2020 1 January 2021 – 31 1 January 2022 until COVID-19 2020 (VAT)/1 February 2020 December 2021 liabilities are paid in full PAYE: February – December (PAYE) – 31 December 2020 2020 17
LIABILITIES AVAILABLE FOR WAREHOUSING Month Business Liabilities to be warehoused Period 1 (COVID-19 Period 2 (Zero Interest Period 3 (Reduced Interest Resumes Trading (“COVID-19 liabilities”) restricted trading phase – Phase – 0% interest on Phase – 3% interest on 0% interest on COVID-19 COVID-19 liabilities) COVID-19 liabilities) liabilities) October 2020 VAT: January – December 1 January 2020 1 January 2021 – 31 1 January 2022 until COVID-19 2020 (VAT)/1 February 2020 December 2021 liabilities are paid in full PAYE: February – December (PAYE) – 31 December 2020 2020 November 2020 VAT: January 2020 – 1 January 2020 1 March 2021 – 28 February 1 March 2022 until COVID-19 February 2021 (VAT)/1 February 2020 2022 liabilities are paid in full PAYE: February 2020 – (PAYE) – 28 February 2021 February 2021 December 2020 VAT: January 2020 – 1 January 2020 1 March 2021 – 28 February 1 March 2022 until COVID-19 February 2021 (VAT)/1 February 2020 2022 liabilities are paid in full PAYE: February 2020 – (PAYE) – 28 February 2021 February 2021 18
LIABILITIES AVAILABLE FOR WAREHOUSING Month Business Liabilities to be warehoused Period 1 (COVID-19 Period 2 (Zero Interest Period 3 (Reduced Interest Resumes Trading (“COVID-19 liabilities”) restricted trading phase – Phase – 0% interest on Phase – 3% interest on 0% interest on COVID-19 COVID-19 liabilities) COVID-19 liabilities) liabilities) January 2021 VAT: January 2020 – April 1 January 2020 1 May 2021 – 30 April 2022 1 May 2022 until COVID-19 2021 (VAT)/1 February 2020 liabilities are paid in full PAYE: February 2020 – April (PAYE) – 30 April 2021 2021 February 2021 VAT: January 2020 – April 1 January 2020 1 May 2021 – 30 April 2022 1 May 2022 until COVID-19 2021 (VAT)/1 February 2020 liabilities are paid in full PAYE: February 2020 – April (PAYE) – 30 April 2021 2021 March 2021 VAT: January 2020 – June 1 January 2020 1 July 2021 – 30 June 2022 1 July 2022 until COVID-19 2021 (VAT)/1 February 2020 liabilities are paid in full PAYE: February 2020 – June (PAYE) – 30 June 2021 2021 19
EXAMPLES – Period 1 End Date 20
EXAMPLES Example - VAT and PAYE (Employer) warehousing – multiple closures Sue is a sole trader and runs a bar/restaurant in Offaly. Sue submits bi-monthly VAT returns, and monthly PAYE (Employer). The bar closed on 15 March 2020 and re-opened under the Government Roadmap on 29 June. The business traded throughout July but was subject to localised lockdown on 7 August. The business resumed to trade again on 22 August when restrictions were lifted. However, national Level 3 restrictions were implemented at midnight on 6 October, and Sue had to once again close her business. Periods warehoused as of 29 June 2020 Originally the business re-opened on 29 June so PAYE (Employer) returns from February to June (end of VAT bi- monthly period) plus 2 months had been warehoused, along with VAT returns from Jan to June (end of bi- monthly period) plus an additional 2 months i.e., • PAYE (Employer): February, March, April, May, June, July and August 2020 • VAT: Jan/Feb, Mar/Apr, May/June, and Jul/Aug 2020 21
EXAMPLES Example , cont. What happened when restrictions were re-imposed locally in August 2020? However, when the local Level 3 restrictions forced the business to close again in August, her resumption date moved to the ending of localised restrictions which was also in August 2020. This allowed Sue to warehouse the additional returns; • PAYE (Employer): September and October 2020 • VAT: Sept/Oct 2020 What happened when restrictions were imposed for a third time in October? The raising of restriction levels to Level 5 has resulted in even further returns being available for warehousing. As Level 5 was due to end in December 2020, Sue can warehouse up to the end of the bi-monthly VAT period plus 2 months i.e., February 2021. Sue can therefore warehouse the additional returns: • PAYE (Employer): September, October, November and December 2020, January and February 2021 • VAT: Sept/Oct 2020, Nov/Dec 2020 and Jan/Feb 2021 22
EXAMPLES Example , cont. What happened when restrictions were imposed again in December? The ending of the national Level 5 restrictions will determine what further returns Sue will be able to warehouse. Where those restrictions end in January 2021, Sue will be able to warehouse additional returns due up to February 2021 plus 2 months which includes; • PAYE (Employer) Returns: September, October, November and December 2020, January, February, March and April 2021 • VAT Returns: Sept/Oct 2020, Nov/Dec 2020, Jan/Feb and Mar/Apr 2021 23
INCOME TAX DEBT WAREHOUSING • Applies to the following: • Balance of Income Tax 2019 • Preliminary Tax 2020 • Balance of Income Tax 2020 • Preliminary Tax 2021 • When filing their 2019 Income Tax Return, a declaration had to be made by the taxpayer that their total income for 2020 would be will less than 75% of their total income for 2019, as a result of C-19 restrictions. • It was not possible to avail of debt warehousing in respect of the 2019 income tax balance where the taxpayer has failed to meet preliminary tax requirements for 2019. • When the taxpayer files their 2020 Income Tax Return, if it transpires that the taxpayer did not suffer a 25% reduction in income, the debt will be removed from the debt warehousing scheme and full statutory interest will apply (from 1 November 2020). 24
INCOME TAX DEBT WAREHOUSING PERIODS Period Balance of 2019 income tax + Balance of 2020 income tax + Interest Preliminary Tax for 2020 Preliminary Tax for 2021 Rate Period 1 31 October 2020 31 October 2020 – 31 October 2021 0% Period 2 1 November 2020 – 31 October 2021 1 November 2021 – 31 October 2022 0% Period 3 1 November 2021 – Date debt is 1 November 2022 – Date debt is 3% discharged in full discharged in full 25
SECTION 997A, TCA 1997 • S997A – provides that a proprietary director (or a connected person) is not entitled to a credit for payroll taxes deducted from emoluments if the payroll taxes have not been paid by the employer company. • If the payroll taxes have been warehoused – then the payroll taxes are not regarded as paid. “Section 997A(3) TCA is not being disapplied, which means that if the tax on the director’s salary has not been paid under PAYE because it has been warehoused, the director cannot take credit for it. The tax is not considered to be remitted when warehoused for the purpose of section 997A (4) TCA.” 26
INCOME TAX DEBT WAREHOUSING Options • If company making payments against the warehoused debt – request it be offset against payroll taxes. • S1080B (Income Tax Warehousing) – may be possible, when filing the 2020 income tax return, to warehouse the balance of tax due (including tax due on emoluments) for 2020 balance of tax and 2021 PT. Watch: ➢ If companies are insolvent and are wound up (whether voluntarily or involuntarily), then the proprietary directed (or connected person) will have to pay the income tax/USC and PRSI on the emoluments if the payroll taxes have not been paid by the employer company. ➢ Payment of payroll taxes by employer company will be offset, in the first instance, against payroll taxes deducted from persons not caught by S997A. 27
INCOME TAX DEBT WAREHOUSING Example – Income Tax and Preliminary Tax warehousing John was due to file his Income Tax return for 2019 and Preliminary Tax 2020 on 31st October 2020. John’s agent normally pays and files John’s return on-line, and so John had an extension date for filing and paying his IT returns of 10th December 2020. The loss of income resulting from the closures in 2020 meant that he was unable to pay his liabilities. John paid 100% of his 2018 Income Tax liability in preliminary tax, however 2019 was a good year and so his balancing payment was quite large. John’s income for 2020 was about 60% of his 2019 income. John was required to declare that his income in 2020 was 25% less than the income earned in 2019, when submitting his 2019 Income Tax return and 2020 preliminary tax declaration. As John met his preliminary tax requirements for 2019, he was entitled to warehouse the balance of his 2019 Income Tax return and his preliminary tax due for 2020. Income Tax warehouse periods as of 10 December 2020 • IT Period 1: Initial warehouse period will end on the filing date 10/12/2020 • IT Period 2: 11/12/2020 to 10/12/2021 0% interest • IT Period 3: 11/12/2021 until warehoused debt is fully paid 3%. 28
INCOME TAX DEBT WAREHOUSING Example – Income Tax Warehousing - 2019 liability under-estimated When Angela completed her 2019 Income Tax return, she realised she had underestimated her liability for the year, and so had underpaid her 2019 preliminary tax in October 2019. Business has been badly affected by the restrictions in 2020, and costs increased significantly in trying to keep the business ‘COVID-19 compliant’. As a result, Angela found her income was over 25% down on 2019. Angela submits paper-based tax returns as she is not an e-enabled customer. When making her Income Tax 2019 return and preliminary tax declaration for 2020, Angela declared that her 2020 income reduced by more than 25% on 2019 income. As Angela did not meet her Preliminary tax requirements for 2019, she was unable to warehouse her outstanding balance on the 2019 Income Tax return. However, her preliminary tax for 2020 can be warehoused. As Angela submits paper-based returns, the relevant dates for warehousing of her Income Tax liabilities are: • IT Period 1: Initial warehouse period will end on the filing date - 31/10/2020 • IT Period 2: 01/11/2020 to 31/10/2021 0% interest • IT Period 3: 01/11/2021 until warehoused debt is fully paid 3%. 29
TWSS DEBT WAREHOUSING • Warehousing of excess TWSS payments received by employers. • Businesses will be notified of any outstanding TWSS liabilities due to overpayments by way of a Statement of Account (Employer) which will be sent to their ROS inbox. • Warehousing of the TWSS liabilities will mirror the VAT and PAYE (Employer) warehousing periods. • SME’s dealt with in Revenue’s Personal Division/Business Division automatically qualify for debt warehousing. LCD and MED clients have to apply to Revenue for the warehousing. • Tax clearance not affected by warehoused debt. 30
UPDATE JANUARY 2021 • Revenue have confirmed that the Debt Warehousing Scheme remains available to support businesses experiencing tax payment difficulties arising from the current Level 5 Restrictions (13 January 2021). 31
KEY POINTS: • Continue to file all Tax Returns in a timely manner. • At the end of Period 2, the taxpayer needs to engage with Revenue and agree a Phased Payment Arrangement. • Engagement with Revenue is key – if a taxpayer cannot meet their current tax liabilities, warehoused debts could be removed from the scheme where the taxpayer does not engage with Revenue. 32
NOTES • The above slides are based on current Irish tax law and Revenue Guidance (as at January 2021) and our interpretation of same. • These slides have been written in general terms and therefore should not be construed as tax advice. • We are happy to advise any RAI members that require professional support in engaging with Revenue regarding debt warehousing or phased payment arrangements. • Warren & Partners accept no duty of care or liability for any loss occasioned by any person acting or refraining from acting as a result of any material in these slides. 33
CASHFLOW MANAGEMENT Critical to have a clear understanding of essential cash requirements over minimum 3-6 month time horizon When availing of debt warehousing essential to plan ahead on funding of the repayment Cashflow management principals: - Accurate management information - Establish who needs to be paid and when - Determine critical cash pinch points 34
MANAGEMENT OF PAYMENTS TO REVENUE Making payments on account to Revenue - check which liabilities being allocated against regular review of ROS inbox to ensure all correspondence is captured Mindful of interest charges on pre COVID-19 Revenue liabilities 10% vs 3% Part payment against Warehoused amounts – consider allocating to PAYE in first instance Ongoing regular engagement with Revenue is essential 35
CASHFLOW PROJECTIONS PREPARATION Prepare updated rolling cashflows – recovery timelines and assumptions are constantly changing Implications when the government supports reduce down or fall away Assess funding options - Avail of lender moratoriums - Negotiate phased payment arrangements - Is new debt required to assist working capital Always remember - “CASH IS KING” 36
WHAT’S HAPPENING ON THE GROUND SBCI loans to assist in stabilizing and rebuilding Bank’s view on sector Repayment of Warehoused debt in projections for business management & for lending applications Transparency with stakeholders is key 37
If you have any queries on this presentation or wish to seek commercial advice please feel free to contact: ANNE O’DWYER OLGA MILLER Managing Director Director Global Restructuring and Debt Advisory, Duff & Phelps Tax, Warren & Partners T: +353 (0) 1 472 0700 T: +353 (0) 6607 333 E: anne.odwyer@duffandphelps.com E: olgamiller@warrenp.ie ANTHONY O’CALLAGHAN Senior Manager Tax, Warren & Partners T: +353 (0) 663 1619 E: anthonyocallaghan@warrenp.ie ABOUT DUFF & PHELPS Duff & Phelps is the global advisor that protects, restores and maximizes value for clients in the areas of valuation, corporate finance, disputes and investigations, cyber security, claims administration and regulatory issues. We work with clients across diverse sectors on matters of good governance and transparency. With Kroll, the leading global provider of risk solutions, and Prime Clerk, the leader in complex business services and claims administration, our firm has nearly 4,000 professionals in 25 countries around the world. For more information, visit www.duffandphelps.com. M&A advisory, capital raising and secondary market advisory services in the United States are provided by Duff & Phelps Securities, LLC. Member FINRA/SIPC. Pagemill Partners is a Division of Duff & Phelps Securities, LLC. M&A advisory and capital raising services in Canada are provided by Duff & Phelps Securities Canada Ltd., a registered Exempt Market Dealer. M&A advisory, capital raising and secondary market advisory services in the United Kingdom and across Europe are provided by Duff & Phelps Securities Ltd. (DPSL), which is authorized and regulated by the Financial Conduct Authority. In Germany M&A advisory and capital raising services are also provided by Duff & Phelps GmbH, which is a Tied Agent of DPSL. Valuation Advisory Services in India are provided by Duff & Phelps India Private Limited under a category 1 merchant banker license issued by the Securities and Exchange Board of India.
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