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Tax Policy
1.- OBJECTIVE
1.1.- CONTEXT
This Tax Policy is based on the fundamental principle of tax compliance, by which the Global Exchange Group (the Group or Global Exchange) duly meets its tax obligations, fostering in turn a relationship based on transparency, good faith, loyalty and mutual trust with the tax authorities.
This must be in line with the strong commitment of the Group’s Management and, in particular, of the Board of Directors of the Group’s Parent, Eurocon, S.A., to promoting a solid culture of compliance, ethics and integrity in all the Global Exchange Group’s activities, according to the first of the Group’s Corporate Principles, namely, strict compliance with Ethics, Legality and Transparency.
For the purposes of this Policy, the GLOBAL EXCHANGE GROUP or the Group is understood as that comprising EURODIVISAS, S.A. (the Company), as parent group, and its subsidiaries and affiliates.
1.1.- OBJECTIVE
The objective of this Tax Policy is to establish the fundamental guidelines for the decisions and actions of the Group and its members tax matters in a comprehensive manner and in accordance with the regulations applicable in the different territories and countries in which it operates.
2.- SCOPE
This Tax Policy applies to Eurodivisas S.A. Employees and to all Global Exchange subsidiaries, regardless of their geographical location or hierarchical position. It is mandatory. This Policy is particularly relevant for the following bodies of Eurodivisas S.A: Board of Directors, Ethics and Compliance Committee, members of the Administration and Finance area and the equivalent bodies in the investees.
It is also applicable and mandatory for suppliers and other third parties that provide services or that in any way relate to the Global Exchange Group.
In the case of subsidiaries, whose management is directly or indirectly controlled by Eurodivisas, S.A., the Company is responsible for ensuring that this Tax Policy is known to them, conveying its mandatory nature to the country manager.
In cases of investee companies over which the Company has no control, it tries to ensure, through its voting rights, that this Tax Policy is known or that at least an equivalent policy is available.
In the case of joint ventures and other equivalent partnerships, this Policy applies when they are managed by the Company.
3.- DESCRIPTION
3.1.- OVERVIEW
Eurodivisas, S.A. has a Tax Compliance Management System, integrated into the Compliance System, following the guidelines established in the UNE 19602 Standard. In accordance with the Group’s centralised management model, the Company promotes the implementation of comparable systems in each subsidiary.
This Policy should be interpreted in the context of the policies and procedures comprising the Eurodivisas, S.A. Compliance System, which are published on the Intranet.
3.2.- PRINCIPLES OF ACTION IN TAX MATTERS
The Global Exchange Group’s principles for action in tax matters are the following:
1.- The Global Exchange Tax Policy is based on compliance with tax regulations by the Group and, therefore, by all individuals involved not only in tax processes, but also in carrying out tax transactions. This compliance involves meeting, in accordance with current law and in due time and form, all taxes and tax obligations that are enforceable under the tax regulations applicable in each country.
2.- The management of tax matters will be based on a reasonable interpretation of tax regulations, taking into account both their wording and their spirit and purpose.
3.- Practices aimed at preventing and reducing significant tax risks will be encouraged, ensuring that the taxation of the profits generated is appropriately related to the structure and location of the activities, human and material resources and the location of business risks.
4.- Any business decision that may have a tax impact should be made with full knowledge of this and reported to the Board of Directors of Eurodivisas, S.A. in the case of transactions subject to its approval.
5.- The relevant tax implications of any corporate transaction, including both reorganisation and investment or divestment structuring, must be reported to the same management bodies or levels in charge of approving it.
6.- Tax planning practises that reduce tax costs and that seek a tax advantage not for business reasons must be avoided.
7.- Eurodivisas, S.A. will not incorporate or acquire companies from non-cooperating jurisdictions unless this is for business reasons and those companies have sufficient human and material resources to consider that they have economic substance.
8.- Eurodivisas, S.A. will not incorporate corporate structures for concealing purposes or to reduce the Group’s transparency, i.e., to avoid or hinder knowledge of ownership of assets or liabilities or the performance of transactions.
9.- A co-operative relationship with tax authorities must be sought, based on mutual trust, transparency and good faith.
10.- A transfer pricing policy applies to all transactions between parties and related entities.
11.- When particularly complex situations arise, the opinion of one or several reputable advisors will be sought and, where applicable, it will be confirmed that the tax treatment is appropriate with the relevant tax authorities.
12.- A co-operative relationship with the various tax authorities based on transparency and mutual trust will be promoted.
4.- IMPLEMENTATION GUIDELINES
1.- The Company will implement the control mechanisms and seek the resources necessary to effectively comply with tax regulations and the Tax Policy approved by the Board of Directors, ensuring that all individuals involved in tax matters have sufficient and proportionate technical training to their degree of responsibility, and the means necessary to perform their role.
2.- The Ethics and Compliance Committee (ECC), as a collective body of an internal and permanent nature, with authority and autonomous powers of initiative and control, reporting to the Board of Directors, is responsible for the functions of the tax compliance body. In this regard, it will ensure adequate compliance with this Tax Policy by establishing the necessary internal control mechanisms and rules, continuously promoting and monitoring the implementation and effectiveness of the Tax Compliance Management System, reporting to senior executives and the Board.
5.- REPORTING AND DISCIPLINARY SYST
5.1.- ETHICAL CHANNEL
In accordance with the Eurodivisas, S.A. Ethical Channel Regulations, any director, executive, employee or supplier may make reports confidentially and anonymously to the ECC, pertaining to irregular conduct that may involve any act contrary to the Global Exchange Group’s Code of Ethics.
For these purposes, Eurodivisas, S.A. has a confidential communication channel for receiving reports with the aim of taking appropriate measures to protect the Group’s interests and effective compliance with the rule or provision breached.
The Ethical Channel is available to all members of the organisation and to Eurodivisas, S.A. Stakeholders, who can report breaches of this Tax Compliance Policy and the other tax policies and processes as well as those relating to the Compliance System through it.
The Ethical Channel can be accessed via the following URL: https://eurodivisas.globalsuitesolutions.com/ethicalchannel
5.2.- CONSEQUENCES OF BREACH
All members of the organisation are responsible for understanding, observing and applying this Tax Policy and other related documents that are part of the Tax Compliance Management System.
Therefore, any action contrary to the Group’s Code of Ethics and the other documents in the Tax Compliance Management System, including this Policy, that result in a tax breach, may be sanctioned in accordance with the Group’s Disciplinary Code.
6.- DISSEMINATION AND COMMUNICATION.
The Company’s Board of Directors and ECC are responsible for ensuring the effective dissemination of this Policy and making it known to employees, shareholders, and any stakeholders, as well as any changes to it.
This Policy is available and accessible to all stakeholders.
