Royal Decree-Law 18/2017, of November 24th, amending the Commercial Code and the Corporation Law.
This Royal Decree-Law incorporates into the Spanish legislation Directive 2014/95/UE of the European Parliament and of the Council, of October 22nd 2014, regarding the disclosure of non financial information and information about diversity in certain big companies and in certain groups.
The non financial information is referred to environmental issues, current and expected effects of the company’s activities in the environment and, if applicable, health and security, the use of renewable and non-renewable energy, water consumption, atmospheric pollution, social matters regarding personnel, enforcing the International Labour Organisation agreements, working conditions, respect for staff’s right to be both informed and consulted, and also respect for union rights.
However, subsidiary companies belonging to a group shall be exempt of such obligation if both the mother company and its branches are included in the consolidated management report of one of the companies of the group. Therefore, it is our advise to unify criteria and reducing costs by disclosing the non financial information in the consolidated management report of the mother company.
SMEs are exempt of the obligations regulated in this law.
Statutory auditors and audit companies just have to verify that the statement of the non financial information has been provided. Therefore, auditor’s intervention will be limited to verifying that the aforementioned information has been provided in the pertinent statements or reports.
Law 9/2017, of November 8th, on Public Sector Contracts, transposing Directives 2014/23/UE and 2014/24/UE, both of them of February 26th, 2014.
In order to eliminate secondary procedures or instructions regarding contract awarding which could potentially favor corruption practices, all public entities without exception (including regional and similar bodies) must comply this new law.
This new law will come into force on March 9th, 2018.
Law 6/2017, of October 24th, of Urgent Amendment of Self-Employment.
This legal amendment aims to reduce the pressure on self-employed workers, subject to regulations that up to now did not take into account the difficulties of financing and managing this type of agents. It should be considered that self-employed workers usually incorporate small companies but, as a whole, they are the ones that hire the majority of the Spanish active population.
The following measure shall be highlighted: surcharges for late payments of Social Security contributions are reduced to 10%. A great advantage is that this reduction cannot be limited to self-employed workers and it is applicable for all companies.
For the self-employed who start their activity, social contributions are reduced to 50 euros per month during the first year. Before the amendment, this reduced rate was only applied for the first 6 months.
Expenses of lodging and subsistence are deductible provided they are paid using any electronic means of payment. The deductibility limit of these expenses is adjusted to the limit applicable to employees (26,67 euros per day if the expense is made in Spain or 48,08 euros if it is abroad, amounts that, in turn, are double if the stay is overnight).
Order HFP/1106/2017, of November 16th, approving model 190 for the declaration of the annual summary of withholdings and payments on account of the Personal Income Tax
In order to "standardize the deadlines of filing information reports and to improve the quality of fiscal data", the deadlines for filing models 171, 184, 345 and 347 are anticipated to the month of January of each year.
To facilitate the filing of these informative statements, the Tax Agency will make available to taxpayers, for the next campaign, online forms of models 347 and 184, which will greatly facilitate the completion of said models, because less technical and IT knowledge will be required than the knowledge required for current help programs used up to this moment.
Law 7/2017, of November 2nd, incorporating into the Spanish legal system Directive 2013/11/UE, of May 21st, 2013, regarding the alternative resolution of consumer litigation
The aforementioned Directive 2013/11/EU, which is of minimum harmonization, obliges Member States to guarantee consumers residing in the European Union the possibility of resolving their disputes with entrepreneurs established in any Member State through the intervention of resolution entities alternative that offer independent, impartial, transparent, effective, fast and fair procedures of extrajudicial resolution of consumer litigation.
Litigation between employers, direct negotiation between consumer and employer, alternative resolution procedures initiated or managed by the entrepreneurs themselves, as well as mediation procedures are outside the scope of this law.
For the financial sector the current systems are still in force, but the Government is urged to create a single entity for the resolution of consumer disputes in the financial sector. There are also specialties in the field of air transport.
The aforementioned law establishes for all businessmen the obligation to inform about the existence of accredited entities for alternative litigation resolution. This obligation of information, which is an important novelty, affects all businessmen, whether or not they are members of accredited alternative resolution entities, typifying their infringement as a punishable offense in terms of the protection of consumers and users.
The entrepreneur who enters into contracts of sale or of provision of online services, as well as e-commerce platforms or online markets, must include on their website a link that allows easy and identifiable access to the dispute resolution platform in line of the European Union referred to in Regulation (EU) No 524/2013 of the European Parliament and of the Council of 21 May 2013.
Modification of Regulation (EC) n. 1030/2002 of the Council establishing a uniform standard of residence permit for third-country nationals.
Regulation (EC) n. 1030/2002 of the Council, establishes a uniform model of residence permit for third-country nationals.
Given the serious problems of falsification and fraud registered, the current model of residence permit, which has been used for twenty years, is now considered to be unsafe. For this reason, it is necessary to adopt a new common design for residence permits for third-country nationals, which has more modern security features to make these permits more secure and prevent counterfeiting.
Third-country nationals holding a valid residence permit issued in the uniform format, issued by one of the Member States that fully apply the Schengen acquis, may move freely for a maximum period of 90 days within the Schengen area, provided that they meet the entry conditions required by Regulation (EU) 2016/399 of the European Parliament and of the Council (Schengen Borders Code).
EU legislation on entry and residence of third-country nationals establishes regimes to grant additional mobility rights, with specific conditions for entry and stay in the Member States bound by that acquis. Residence permits issued in accordance with such legislation use the uniform model established in Regulation (EC) No. 1030/2002. Therefore, for competent authorities to be able to identify third-country nationals who can benefit from these specific mobility rights, it is important that such residence permits clearly indicate the relevant category (such as' researcher ',' student "or" transferred by the company "), in accordance with the applicable legislation of the Union.
Judgment of the Court of Justice (Sixth Chamber) of September 7th, 2017
Dividends distributed by resident subsidiaries to their parent companies, non-residents and directly or indirectly owned by persons residing in third countries - Presumption of fraud, tax evasion and abuse -.
European regulations regarding the common tax regime for parent companies and its subsidiaries do not authorize the exemption of withholding tax at source of benefits distributed by resident subsidiaries to non-resident parent companies, when these parent companies are directly or indirectly controlled by one or more persons residing in third countries. It is conditioned to the proof that the participation chain does not have the main objective or one of its main objectives to benefit from the exemption.
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