Posted in AML chile Financial Services

EL BANCO CENTRAL DE CHILE PUBLICA SU NUEVA NORMATIVA SOBRE EMISIÓN Y OPERACIÓN DE TARJETAS DE PAGO CON PROVISIÓN DE FONDOS

Below is an update from Chile on the new provisions concerning fund processing.

La Ley N° 20.950, que autoriza la emisión de tarjetas de pago con provisión de fondos (prepago) por entidades no bancarias, encomendó al Banco Central de Chile, el adelante el “BCCh” el establecimiento de normas aplicables a las empresas que emitan y operen estas tarjetas.

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Posted in AML Argentina Financial Services FX KYC Regulatory

ARGENTINA: Financial Information Unit’s New AML Regulations for Financial Institutions

Guest post by Hernán D. Camarero, Partner in Richards, Cardinal, Tützer, Zabala & Zaefferer, an independent law firm

Argentina’s Financial Information Unit (FIU) – the authority that enforces the law on prevention of money-laundering activities and terrorism financing Nr. 25,246, as amended (the AML Act)[1] – has issued Resolution Nr. 30-E/2017 for financial institutions (FIs) and foreign exchange entities as obliged subjects –FIU’s reporting agents – under the AML Act.[2] Res. 30 replaces and abrogates former FIU Resolution Nr. 121/11. It represents another important move by Argentina in its further integration into the international financial and banking systems. Continue Reading

Posted in ANVISA Brazil Regulatory

ANVISA Simplifies Licensing Procedures for Life Sciences Companies

ANVISA – Brazil’s National Health Surveillance Agency – has taken a significant step in strengthening its regulatory framework.

In promulgating RDC No. 153/2017, it is reducing the amount of regulatory red tape in the licensing of companies subject to health surveillance.

The strategic goal of this ANVISA resolution is to rationalize, simplify and harmonize procedures and requirements related to health surveillance licensing. RDC No. 153/2017 brings an interesting legislative approach to the technical regulation of the subject matter by establishing degrees of risk in business development in the life sciences and health sectors in Brazil. This further strengthens standardized procedures for licensing-related safety. Continue Reading

Posted in Tax uruguay

Uruguay: Preferential Tax Scheme for International Trading Companies

Guest post by Guzmán Ramirez and Jonás Bergstein, from Bergstein Abogados, an independent law firm in Uruguay.

Uruguay is positioning itself as a jurisdiction for multinationals considering an alternative legal platform to conduct operations abroad.

The tradition of stability and democracy which characterizes the country, and Uruguay’s achievement of all relevant OECD standards − Uruguay is a member of the OECD Fiscal Affairs Committee − are the foundation for this development.

Among its business-centric policies is a special tax platform allowing companies to conduct international trading operations outside of Uruguay: specifically, the purchase and sale of merchandise and services abroad, without any physical transit of the goods or services through Uruguay.

In 1997, Uruguay’s Tax Office put into effect a special regime for international trading activities − defined as acquisition of goods from a foreign supplier for resale and delivery to another foreign acquirer, with no transit of such goods through Uruguayan territory (Tax Office Resolution No. 51/1997 dated 19 March 1997)-.

Uruguayan companies which conduct such international trading benefit from the option of assessing corporate income tax (Impuesto a las Rentas de las Actividades Económicas — IRAE) at a reduced tax base of 3 percent of the balance between the acquisition price minus the sale price.

This reduced taxable base is subject to IRAE at the rate of 25 percent, which makes an effective tax rate of 0.75 percent over the above balance.

Such tax base (the 3 percent of the balance between the acquisition price and the sale price) is deemed to be “net income,” which means that the company cannot deduct expenses.

An example may illustrate the structure. If the Uruguayan company acquires any goods from a foreign supplier at US$100, and sells the same to a foreign acquirer at US$1,000, then the taxable amount would be calculated at 3 percent of US$900 − i.e., US$27. Because the corporate income tax rate is 25 percent, the amount payable as corporate income tax would be US$6.75.

This regime is optional. The Uruguayan company may choose to pay corporate income tax under any other reasonable criterion to determine the Uruguayan-sourced income (for companies, Uruguay still adheres to the source principle: only Uruguayan-sourced income is taxed). The criterion to be proposed must be duly grounded and sustained, and it can be eventually challenged by the Tax Office. This is the reason that most taxpayers prefer to opt for the regime established under the aforementioned resolution.

Only companies organized under Uruguayan laws may benefit from this preferential tax scheme. Notably, the Uruguayan corporate system itself allows flexibility: (a) a single shareholder is allowed (whether resident or non-resident); (b) one director is sufficient (whether resident or non-resident); (c) transfer of the stock is effected by means of the physical delivery of the stock certificate; (d) re-domiciliation is admitted (inbound and outbound); (e) shelf companies are available; and (f) shareholders may be represented at meetings by proxy.

Dividends remitted abroad − which in Uruguay are subject to a 7 percent withholding − would be taxed only on 3 percent of the total dividends distributed. This is so because remittance of dividends abroad is only taxed where the dividends are distributed by a company whose income is subject to corporate income tax. Where most of the income remains untaxed, the distribution of dividends would be taxed only on a pro-rated basis: only 3 percent of the dividends distributed would be subject to the 7 percent withholding.

 

 

Posted in AML Argentina Foreign Exchange FX KYC

ARGENTINA: NEW FOREIGN EXCHANGE REGULATIONS IN EFFECT JULY 1ST, 2017

Guest Post by Richards, Cardinal, Tutzer, Zabala & Zaefferer s.c. Abogados, an independent law firm in Argentina, www.rctzz.com.ar for further information at camarero@rctzz.com.ar

In furtherance of the federal government’s quest to increase the flexibility of the foreign exchange regulations (FX Regs), to facilitate FX transactions and to promote the transparency of the local single and free foreign exchange market (the FX Market), the Central Bank of Argentina (CBA) has issued Communication A 6244 (5/19/17).

Com. 6244 abrogates all regulations:

(i) on foreign exchange transactions

(ii) on financial institutions’ (FIs) foreign exchange general positions

(iii) related to Executive Order Nr. 616/05 and

(iv) on remittances of exports’ proceeds into the FX Market and its oversight by FIs through the Exports’ Collections Tracking System (SECOEXPO), effective as from July 1, 2017.[1]

Com. 6244 keeps the validity of the reporting regimes related to such matters and also includes an annex with a set of new FX Regs that will become valid and binding as of July 1. It is worth noting that not all Com. 6244 provisions are crystal clear in some of the aspects they cover; therefore, this rule has raised some questions and doubts within the financial and banking community that may be resolved once the law is up and running.

Com. 6244’s annex lists the topics addressed by the new regulation, as follows: (i) general rules; (ii) other rules; (iii) operational guidelines for entities licensed to operate in FX (especially with regards to KYC and AML controls, clients’ identity in FX transactions); (iv) a glossary of FX and foreign trade frequently used terms; (v) rules on exports of Argentine goods; (vi) tracking of collections of proceeds of goods’ exports; and (vii) tracking of advances and other financings of goods’ exports.

In this article, we briefly review the most significant changes introduced by Com. 6244.

General rules

  • Freedom to transact in FX: Com. 6244 reaffirms that all physical and juristic persons as well as universalities (estates and trusts) may freely operate in the FX Market at the FX rates freely agreed by the relevant counterparties. FIs may freely fix the level and use of their general foreign exchange position. All FX transactions, swaps and arbitrages pursuant to FX Regs should be executed through an FI or FX-licensed entities.
  •  Obligation remains to transfer proceeds of goods’ exports (inclusive of ancillary services included in FOB and CIF values) into the FX Market: in fact, this is not new. The term to do so is 10 years from the goods’ loading date (cumplido de embarque). [2]

 Other rules

  • Freedom to operate in the FX Market without mandatory business hours: current business hours for entities licensed to operate in the FX Market are 10 am to 3 pm. From July 1, 2017, these entities may transact in foreign exchange with extended business hours, previously reported to the CBA by the relevant FX-licensed entities.
  •  Compliance with reporting regimes: the corresponding subjects should continue to comply with the foreign liabilities reporting regime (CBA Com. “A” 3602, as amended) and/or the direct investments regime (CBA Communications “A” 4237 and ancillary).
  •  Automatic credit of foreign transfers of funds: Com. 6244 introduces the possibility of automatic credit of fund transfers coming from abroad in the beneficiary’s local account – when the transfer includes the local account information – without the client’s participation, unless otherwise instructed by the client.
  •  Paperless FX transactions: CBA is taking another huge leap towards doing away with tons of paperwork that clients had to file with the banks every time they wanted to access the FX Market, except for FX transactions related to goods’ exports and reporting regimes, as indicated above. FX transaction slips and affidavits will be no longer be necessary; this will be a relief for many businesses and especially for those licensed to operate in the FX Market. Electronic and digital signatures are allowed, subject to specific requirements.

Operational guidelines for entities licensed to operate in FX

  • Global FX transactions daily records: The entities authorized to operate in FX transactions may carry a global ledger for certain kind of FX transactions insofar as much all conditions required for each case are met. These transactions are (i) collections and payments in consideration of retirement and pensions; (ii) clients’ personal transfers (residents and foreigners human and juristic persons); and (iii) transactions of payments’ processing companies.

Glossary

Uniform terms used in FX transactions: the glossary includes such terms as resident, economic group, cash transactions (operaciones al contado), time transactions (operaciones a término) and other FX-related terms.

Rules related to Argentine goods’ exports

  • Comprehensive set of rules: Com. 6244 unifies these rules in a single comprehensive chapter, ordering them in a clearer way, in benefit of exporters, financial institutions and even foreign lenders – trade finance – demanding the match (hedge) of the collections of exports’ proceeds by the resident exporter with their loans and facilities’ schedule of principal and interests’ payments. Current rules on this topic are included in several communications that since 2001 have been issued by the CBA and that constitute a very complex and specific regulatory regime.
  •  Exports’ proceeds may not come from foreign importers: Upon or prior to the expiry of the 10-year term to transfer the exports’ proceeds into the FX Market, the local exporter may opt to transfer its own funds deposited abroad and not necessarily those effectively paid by the foreign importer. This allows the local exporter to freely use the proceeds collected within such term, easing the burden of being bound to seek interim financing until the expiry of the term to remit the proceeds into Argentina.
  •  Exports’ proceeds may not be credited in the exporter’s local bank account: this was a former requirement that shall no longer apply from July 1, 2017.
  •  Increases threshold for exports without consideration: Certain goods’ exports may not include a monetary consideration (e.g. inter alia goods without commercial value, samples not for commercial use, gratuitous goods) or which net consideration is lower than the amount stated in the export deed. In these cases, in order to show the CBA that there was no duty to remit a collection from abroad into the FX Market or that any shortfall thereof is justified (e.g. banking transactional expenses), exporters should meet certain requirements. One of these requirements is that the FOB or CIF value of the export deed does not exceed US$25,000, a new threshold amount.

Tracking of advances and other financings of goods’ exports

  • General amendments to the SECOEXPO: the tracking system’s rules were generally reviewed and modified to adapt them to the new regulations.

Since the FX control still applies in Argentina – i.e. although the system was substantially amended and simplified it was not abrogated – any infringement to FX Regs shall still be punished under the foreign exchange criminal regime. Likewise, standard anti-money laundering and know-your-customer statutory controls by FIs and FX-licensed entities remain in place and should be complied with.

The trend towards full liberalization of FX controls in Argentina continues to move forward as one of the current Administration’s goals. However, Com. 6244 may require some further amendments by the regulator in order to avoid unclear provisions that may hinder the fulfillment of such ambitious target.

Simplifying FX controls restores foreign trade in Argentina to internationally-used and standard practices, with less intervention of the state in private transactions, allowing local importers and exporters to bargain with their counterparties’ the habitual commercial and business terms and conditions for trade-related operations.

The reduction of bureaucratic steps in the execution of FX transactions will be beneficial to FIs, which in the last 15 years have been overwhelmed by the quantity of information and documentation they were required to collect prior to giving access to the FX Market.

These regulatory changes will be very appreciated by international direct investors wishing to set their business operations in Argentina, either as a first-landing investment or by acquiring local ongoing business and assets.

**

Please do not hesitate to contact the author at Richards, Cardinal, Tutzer, Zabala & Zaefferer s.c. Abogados, an independent law firm in Argentina, www.rctzz.com.ar for further information at camarero@rctzz.com.ar.

 

Hernán D. Camarero, Partner in Richards, Cardinal, Tützer, Zabala & Zaefferer’s Corporate/M&A, FX Controls, Banking and Finance practices

**

 

[1]              For further information about the changes to and evolution of the foreign exchange controls introduced by President Mauricio Macri’s Administration, see Hernán D. Camarero, “Winds of change in Argentina: New reforms in foreign exchange controls,” International Financial Products & Services Committee Newsletter, American Bar Association, Section of International Law, Volume 5, Issue 1, March 2016; and “Untying the Gordian Knot: Progressive liberalization of foreign exchange controls in Argentina,” International Financial Products & Services Committee Newsletter, American Bar Association, Section of International Law,  Volume 5, Issue 4, , December 2016.

 

[2]              Resolution Nr 47 –E/2017, Secretariat of Trade, Jan 20 2017 sets a 3,650 calendar days-term to transfer the exports’ proceeds to the FX Market.

 

Posted in Elections Mexico Political Risk

Mexico State Election: Setting the Tone for July 2018 Presidential Election

This is a guest post from The Cohen Group

 

Alfredo del Mazo of the ruling Institutional Revolutionary Party (P.R.I.) is the presumptive winner of Sunday’s

election for governor of the State of Mexico, an important battleground state that will set the stage for the July

2018 Mexican presidential contest. The narrow win for the P.R.I. on President Enrique Peña Nieto’s home state

highlights the current weakness of the ruling party’s political machine, which won the state in 2011 with 60

percent of the vote. It also rescaled the overall popularity of populist presidential candidate Andres Manuel

Lopez Obrador (AMLO) who was able to pick the relatively unknown Delfina Gomez Alvarez as the candidate

for his National Regeneration Movement (MORENA) and almost win one of Mexico’s most coveted and

powerful elected offices. Going forward, how AMLO manages his party’s challenge of the election results

could impact his presidential ambitions. Continue Reading

Posted in Financial Services Incentives Puerto Rico Tax tax exemptions

Tax incentives in Puerto Rico: a quick introduction: Handbook

To promote, attract and develop key industries, sectors and activities, Puerto Rico offers a spectrum of economic incentives, among them low fixed income tax rates, partial and/or total tax exemptions, income tax credits and special deductions.

The manufacturing, tourism, construction, telecoms, export services, renewable energy, film, banking and financial services industries are among the sectors that may enjoy the benefits provided under Puerto Rico’s incentives laws.

DLA Piper’s new handbook Tax Incentives in Puerto Rico: A Quick Introduction aims to help businesses understand this broad array of incentives. In it, we provide an overview of ten of the most significant of these tax incentives – and, for each area, we take a quick look at the legislative groundwork, the process of applying for an incentive and the nature of the available incentives.

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Posted in Brazil Intellectual Property

INPI publishes Normative Instruction establishing new procedures for the registration of computer programs || INPI edita Instrução Normativa estabelecendo novos procedimentos para registro de programas de computador

See below for Portuguese

The National Industrial Property Institute (INPI) has published Normative Instruction (NI) No. 71/2017, establishing new procedures for the submission of computer program registrations.

The NI 71/2017 was created in order to serve as a transition between the current (physical) model and the new electronic system, which is expected to be implemented in the upcoming months, replacing the former paper deposit procedure. Continue Reading

Posted in bid contracts bidding Brazil Energy Oil and Gas privatization

New Rules for Bidding Rounds of Production Sharing Agreements – Regulation of Petrobras’ Priority Rights

Brazil’s Decree No. 9,041/2017, which is now in force, regulates Law No. 13,365/2016, which changed the current criteria for investments and operations in the Brazilian pre-salt areas.

Such alterations came at a critical moment and it is expected that they will help to attract foreign investments. The Brazilian government recently authorized and defined the areas which will be the subject of the next bidding rounds to be held by the National Agency of Oil, Natural Gas and Biofules (ANP), among them the pre-salt areas, to be offered during the Second and Third Bidding Rounds for the Production Sharing Regime, scheduled to occur in October 2017.

As a matter of introduction, in summary, before the alterations introduced by Law 13,365/2016, Petróleo Brasileiro S.A. – Petrobras, the Brazilian national oil company, would necessarily be the operator, holding a minimum stake of 30 percent in any consortium formed with oil companies that win the public bid proceedings for the pre-salt and strategic areas, upon the execution of production Sharing agreements, with the ANP.

With the aforementioned alterations, Petrobras no longer has the obligation to act as the operator. Accordingly, although Petrobras will always be granted a “right of first refusal” to hold a 30 percent stake and/or to be the operator in the pre-salt and strategic areas’ developments, it will no longer be obligated to do so.

In this regard, the Decree provides the rules and definitions that shall be applied for the execution of such preference by Petrobras, being:

(i) Petrobras shall manifest its interest in participate as the operator of the offered areas, within 30 days counted from the publication of the National Energy Policy Council’s (CNPE) resolution establishing the technical and economic parameters of the blocks offered under the production sharing regime. For the Second and Third Bidding Rounds for the Production Sharing Regime, said resolutions were published on May 04, 2017 and April 27, 2017, respectively.

(ii) The aforementioned manifestation shall include the blocks and the participation percentage intended by Petrobras, which cannot be lower than 30 percent.

(iii) The CNPE will then propose to the Brazilian President the blocks which shall be operated by Petrobras, indicating its participation in the consortium to be formed, which may range between 30 percent and the percentage indicated by the latter.

The Decree also provides that in case Petrobras exercises its preferential rights, after the conclusion of the bidding round’s judgment phase, it must join the winning consortium as the operator, in case said winning consortium offered to the Brazilian Union the minimum percentage of profit oil previously specified in the tender rules. On the other hand, Petrobras will have the option to join the winning consortium, in case such winning consortium offers to the Brazilian Union a percentage of profit oil superior to the one previously specified in the tender rules. In the latter case, the winning consortium must indicate for ANP’s approval the operator and the percentages of participation of each of its parties.

Finally, it should be noted that if Petrobras opts not to exercise its preferential rights, it may than participate in the bid round, but in equal conditions with the other participants, having the option to do so as a party of a consortium or alone.

In any event, considering the high potential of the areas to be offered during the next pre-salt bidding rounds, massive participation byf international oil companies is expected , either in a consortium operated by Petrobras or independently.

Decree No. 9,041/2017 was published and came into force on May 2.

 

Authors: David L. Meiler and Bárbara Bittencourt – Campos Mello Advogados

David Meiler

Partner 
T +55 21 3262 3006
david.meiler@cmalaw.com
Rio de Janeiro

 

Bárbara N.Bittencourt

Associate 
T +55 21 2217 2070 
barbara.bittencourt@cmalaw.com 
Rio de Janeiro

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