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Danish Companies in International structures

St. Petersburg September 2010

Jan Breum EriksenDirector

Group Head Quarters

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Partnerships K/S

General Partner

Limited Partner

Limited Partner

Limited Partner

Danish Partnership K/S

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Taxation of K/S

Transparent entity if:

• More than 50% of the partners are located in the EU or in Jurisdictions where Denmark has a DTT or EIT with AND

• The partner is located in a jurisdiction which recognise partnerships as transparent

All other cases it is non- transparent and will be taxed in Denmark at 25%

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Registered vs Non-registration

• K/S Registered with DCCA if the General partner is a company with capital

• If the general partner is a company without capital or a physical person the company will be de-registered with DCCA

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Deregistered K/S

• A company having been automatically de-registered does, however, still exist

• If the company is de-registered it gives the client total anonymity

• But is it workable?????

The choice is up to the client!

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Simple Structure

Cyprus Isle of Man

SMBA

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Danish SMBAs

• No Danish tax is payable if not managed from Denmark

• Limited reporting requirements• Shareholder loans are permitted• No capital is required• No shareholders on public file• No audit requirement• Limited liability

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SMBA (Continued)

• No Corporate Directors • No Audit requirement

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Reporting Requirements

NO filing of accounts at the DCCA if 2 out of the 3 criteria below are fulfilled:

• Less than 10 Employees• Turnover is less than DKK14 million

(USD2.2m)• Balance not exceeding DKK7million • (USD 1.1m)

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SMBA vs ApS (Limited)

• Main difference: The SMBA must not distribute profits to shareholders in proportion to the shareholders capital contribution

• Solution: Each shareholder receives 50% of the profits no matter what capital he has contributed with

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BUT

Filing of Tax returns are Compulsory

Also if the income is not taxable

SovereignGroup.comHybrid SMBA

Cyprus Isle of Man

SMBAGuarantor member

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XYZ SMBA

Trading Trust SMBA

XYZ SMBA

Isle of Man Trust

ABC gmbh

BCD sarl

CDE Ltd

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CONTACT

DK@Sovereigngroup.com