C O N F E R E N C E

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P I C T U R E T O B E P L A C E D H E R E

4 S E P T E M B E R 2 0 1 4

Tax Conference

S P O N S O R E D B Y

CPD HRS6.5

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From the Chair

C O N T E N T S

3 The programme 5 Speakers 8 Information and registration

I invite you to join us at the 2014 NZLS CLE Tax Conference on 4 September 2014 at the Auckland Business School. As with previous NZLS CLE tax conferences our intention is to present you with detailed technical papers, interesting and entertaining presentations and value for money.

Our topics have again been selected having regard to the diversity of attendees at our previous tax conferences.

Our presenters this year include highly regarded senior barristers, tax policymakers, specialist tax partners from law and accounting firms and younger practitioners promoting their expertise in selected topics.

Avoidance law, heavily influenced by the most recent Court decision, sets boundaries within which tax advisers must limit their creativity. The taxpayer appeal from the Court of Appeal’s Alesco decision did not proceed as the dispute was settled, to the dismay of many advisers. We will be privileged to hear from Lindsay McKay what the taxpayer’s arguments might have been had that decision been appealed to the Supreme Court.

Global initiatives aimed at preventing the erosion of a country’s tax base and profit shifting between countries continue at pace. The OECD has announced that all 34 of its member countries, as well as 13 non-OECD countries, have endorsed the Declaration on Automatic Exchange of Information in Tax Matters. This is described as “another major step towards ensuring that tax cheats have nowhere left to hide” (OECD Secretary General Angel Gurria). Some countries are taking the opportunities presented by these initiatives to introduce reforms to block loopholes in their domestic tax rules, New Zealand included. We will hear about the practical implications imposed on us from New Zealand’s adoption of the procedures required by the US Foreign Account Tax Compliance Act and also New Zealand’s response to the OECD promulgations.

Land related tax issues are updated, as are current issues with employee share schemes. We will receive a detailed analysis of the tax problems flowing from distressed companies, including implications for the directors of such companies and issues regarding the priority of tax payments as ranked against other creditors. Recent developments in the tax residence rules for individuals and companies will also be described. The trusts topic this year considers the reaction to the use of trusts to reduce child support obligations, the current position regarding the residential care subsidy when assets are held in trust and beneficiary income issues.

We are confident that the standard of the presenters and papers will again exceed your expectations and be as well received as the 2013 Tax Conference.

Joanne HodgeBell GullyAuckland

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Programme

THURSDAY 4 SEPTEMBER

8 . 1 5 – 9 . 0 0 R E G I S T R AT I O N - T E A A N D C O F F E E W I L L B E AVA I L A B L E

9 . 0 0 – 9 . 1 0 O P E N I N G – Chair: Joanne Hodge

9 . 1 0 – 1 0 . 0 0 P L E N A RY – Land related tax issues – Barney Cumberland and Rachel Piper

There have been a number of tax changes in recent years relating to land. This session will discuss:• Recent developments regarding the time of acquisition of land• Building structure vs plant/fit-out distinction• Lease related payments, including inducements, surrender payments and payments for lease

assignments• GST zero rating of land – practical problems • Treatment of expenditure on earthquake strengthening and leaky building repairs.

1 0 . 0 0 – 1 0 . 5 0 P L E N A RY – Insolvency and distressed companies – Shaun Connolly and Richard Scoular

This session will deal with various tax issues that arise when a taxpayer faces financial hardship, including:• Consequences of restructuring or liquidating insolvent or distressed companies • Scope of the s HD 15 liability of shareholders and directors upon a restructuring or insolvency • Priority of unpaid PAYE and related issues • Position of receivers when tax outcomes are uncertain (including the impact of Stiassny)• Potential tax liabilities for professional trustees• Clawing back loss offsets when the liability for deductible expenditure has not been satisfied.

1 0 . 5 0 – 1 1 . 1 0 M O R N I N G T E A

1 1 . 1 0 – 1 1 . 5 5 P L E N A RY – Employee share schemes – Graham Murray and Greg Neill

The session will provide an overview of typical employee share scheme structures in New Zealand and the key provisions in the Income Tax Act 2007 governing their tax treatment. Areas of continuing uncertainty in the tax treatment of such schemes will be highlighted, as well as developing issues arising from the IRD’s recent review of certain employee share scheme arrangements.

1 1 . 5 5 – 1 2 . 3 0 P L E N A RY – Tax residence developments – James Coleman and Rachel Roff

Rachel and James will look at the developments in the area of corporate and individual residence in New Zealand in light of the recent case law and IRD publications. This session will also cover the issue of dual residence in double tax agreements.

1 2 . 3 0 – 1 . 2 0 L U N C H

1 . 2 0 – 2 . 0 5 P L E N A RY – NZ domestic trusts - tax issues through the eyes of trust lawyers – Keith Turner and Simon Weil

How trusts are used for asset protection and retirement planning, including:• Family and commercial benefits – but are there any incidental tax advantages?• Gifting to trusts and the residential care subsidy – what is the latest position?• Trusts and child support obligations – can you mix oil with water?• Current tax trust landscape – an overview of current tax treatment in respect of trusts• “What is a Settlor” for “Working For Families” purposes• Distributions of beneficiary income – is there more to it than meets the eye?

An interesting cross section of the cover picture should be placed here

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THURSDAY 4 SEPTEMBER

2 . 0 5 – 2 . 5 0 P L E N A RY – The Foreign Account Tax Compliance Act (FATCA) – Vivian Cheng and Neil Russ

• What is FATCA, what it is trying to do, and how will it work in practice? • The legal framework, including the interaction between US Treasury Regulations and New

Zealand’s intergovernmental agreement• Update on where New Zealand is at with enabling legislation and IRD guidance• Impact on financial institutions and solicitors – who is caught, what they have to do, current issues

and challenges• Implications for finance and other transactional documents.

2 . 5 0 – 3 . 1 0 A F T E R N O O N T E A

3 . 1 0 – 4 . 0 0 P L E N A RY – Base Erosion and Profit Shifting (BEPS) – Emma Grigg, Robin Oliver and John Payne

The OECD backed by the G20 has launched a programme of international tax reforms:• What is involved with BEPS and what is the OECD proposing?• What is the problem this is trying to deal with?• What are the possible implications for New Zealand?• Key areas of concerns for the New Zealand business sector• The next steps in the OECD process• Predictions as to what will actually happen and how this will affect New Zealand.

4 . 0 0 – 4 . 5 0 P L E N A RY – Why the Supreme Court would (very possibly) have allowed Alesco New Zealand Limited’s appeal – Lindsay McKay

4 . 5 0 – 5 . 0 0 W R A P U P – Chair: Joanne Hodge

5 . 0 0 – 6 . 0 0 C C H D R I N K S A N D N I B B L E S

L E A R N I N G O B J E C T I V E S

You will:• Receive detailed analysis on topical tax developments.• Have problematic tax issues explained.• Be updated on recent case law and possible legislative changes.

Chair

Joanne Hodge, Partner, Bell Gully, Auckland

In 2013 Joanne returned to Bell Gully as a tax partner in the Auckland office after a five year absence including two years in Sydney with her family. She has had almost 30 years of specialist tax experience and advises on all aspects of corporate taxation for public and private companies and financial institutions. Joanne advises on investment in New Zealand for non-residents, trans-Tasman tax issues, corporate reorganisations and joint ventures involving either New Zealand or foreign participants in the acquisition of assets.

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Speakers

Vivian Cheng, Senior Associate, Chapman Tripp, Wellington

Vivian is an experienced tax practitioner, with particular expertise in corporate restructuring, mergers and acquisitions, financing transactions, cross border taxation and FATCA. She has been extensively involved in the implementation of FATCA in New Zealand from the outset. Vivian has advised many New Zealand financial institutions on their FATCA obligations and has also provided technical support in the negotiation of New Zealand’s IGA and in relation to domestic enabling legislation.

James Coleman, Barrister, Wellington

James specialises in all forms of tax litigation. He has had over 20 years tax litigation experience having appeared in over 140 reported tax cases in that time. James’s tax litigation includes appearances in the Supreme Court and Privy Council. James published the second edition of his 2013 text on Tax Avoidance Law in New Zealand.

Shaun Connelly, Partner, Russell McVeagh, Wellington

Shaun has worked for Russell McVeagh since 2002 and has been a partner since 2008. He advises on all areas of New Zealand tax law including tax efficient business and investment structures, the establishment of managed funds and retail investment products, complex financing arrangements, tax disputes and tax policy issues.

Barney Cumberland, Partner, Simpson Grierson, Auckland

Barney is a tax partner with a wide range of experience in all fields of New Zealand’s domestic and international tax law. He works closely with the firm’s corporate advisory and banking lawyers, regularly advising clients on tax and structuring issues associated with M&A activity and financing transactions. Barney also regularly assists the firm’s property and infrastructure clients with a wide array of income tax and GST issues.

Lindsay McKay, Barrister, Auckland

Lindsay appeared as counsel for Alesco New Zealand Limited in its challenge proceedings against the Commissioner of Inland Revenue.

Emma Grigg, Policy Director, Inland Revenue, Wellington

Emma has worked for Inland Revenue since 1995 and has been a Policy Director since 2013. She is a member of the OECD’s Working Party 6 – Taxation of Multinationals and is also a member of the Working Party 6 Bureau. Working Party 6 is focussed on the current work on Base Erosion and Profit Shifting and in particular on finding solutions in the transfer pricing area.

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Speakers

Greg Neill, Senior Associate, Russell McVeagh, Auckland

Greg is a Senior Associate in the tax group at Russell McVeagh in Auckland and advises on all aspects of New Zealand tax law. He specialises in mergers and acquisitions, corporate restructuring, financing and capital markets transactions and general corporate tax. Greg also has extensive experience in the context of tax investigations and disputes and in obtaining binding rulings for clients.

John Payne, Head of Tax, New Zealand Superannuation Fund, Auckland

John is Head of Tax at the Government’s $25b New Zealand Superannuation Fund and convenor of the tax thought leadership group, the Corporate Taxpayer Group. He is also a member of the Commissioner of Inland Revenue’s Business Transformation Reference Group. John has been at the New Zealand Superannuation Fund for five years. Prior to this he was Head of Tax and Treasurer at Carter Holt Harvey, Head of Tax at Vodafone New Zealand, Brierley Investments and Progressive Enterprises. John has also provided tax consultancy services to Fonterra and ASB and was a Senior Tax Manager at EY in Auckland. He is a member of the New Zealand Institute of Chartered Accountants, and has a B Com from Auckland University.

Rachel Piper, Partner, KPMG, Auckland

Rachel joined KPMG in 1997 and became a Partner in 2008. She has extensive experience advising on tax matters for a wide range of clients. Rachel has a particular focus on the property and financial services sectors and has assisted a number of New Zealand Stock Exchange listed clients with acquisitions and capital raising transactions.

Robin Oliver, Director, Olivershaw Ltd, Wellington

Robin is a Director and shareholder in Olivershaw Limited and on the Advisory Board of the New Zealand Tax Trading Company. He is a very experienced tax practitioner with a reputation for bringing different perspectives (private and public sector, practitioner and manager) and disciplines (legal, accounting and economics) to issues. Robin holds a Master of Arts degree with first class honours and a Bachelor of Laws degree from the University of Auckland. He has undertaken additional studies in economics, accounting and management. Robin was Deputy Commissioner of New Zealand’s Inland Revenue Department from 1995 to November 2011. As Deputy Commissioner, he was a member of the New Zealand Inland Revenue Executive Board and subsidiary bodies overseeing the strategic direction and management of the Department. For services in that role Robin was appointed a Member of the New Zealand Order of Merit in the 2009 Queens’s birthday Honours list. In 2009, he was appointed by the Secretary General of the United Nations to the UN Committee of Experts on International Tax Co-operation, a position held until 2013.

Graham Murray, Senior Associate, Bell Gully, Auckland

Graham has been a member of the Bell Gully tax division since 2005, and a Senior Associate since 2012. He advises on all aspects of corporate income tax, including the taxation of corporate restructuring and financing transactions, M&A transactions, cross-border arrangements and joint venture structures. Graham also has particular expertise in the taxation of financing and securitisation structures. He regularly advises on the tax aspects of employee remuneration arrangements (including tax exempt share schemes and share option schemes), advises new migrants and returning expatriates on New Zealand tax issues and various funds management clients on PIE tax matters.

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Rachel Roff, Crown Counsel, Crown Law, Wellington

Rachel has been a Crown Counsel in the Revenue Team since 2007. Before this she was a solicitor at Legal Technical Services in Wellington. Rachel has represented the Commissioner in the Court of Appeal, High Court, District Court, Family Court and Taxation Review Authority in cases concerning tax, child support, judicial review, company law and debt. She has been involved in a number of significant high profile tax cases, including the structured finance and OCN litigation.

Neil Russ, Partner, Buddle Findlay, Auckland

Neil is a partner in Buddle Findlay’s tax practice and has over 25 years’ experience as a tax and finance practitioner in England and New Zealand. He is an expert in all New Zealand taxes, and has extensive experience advising banks, New Zealand and foreign corporates, funds and other investors on cross-border and domestic transactions. Neil is the Convenor of the NZLS Tax Law Committee.

Speakers

Richard Scoular, Partner, PwC, Auckland

Richard is a partner at PwC and leads the firm’s Certainty and Controversy practice. He has advised on some of New Zealand’s largest corporate receiverships and has advised lenders and distressed borrowers and their directors on major corporate restructures.

Keith Turner, nsaTax, Auckland

Keith is a tax lawyer with 25 years’ experience of working in New Zealand and UK law firms, and New Zealand accounting firms. His areas of tax specialisation include land transactions, taxation of trusts, cross border structuring and inbound/outbound tax planning. Keith regularly presents on tax issues at NZICA and ADLS events.

Simon Weil, Partner, MorrisonKent, Auckland

Simon first started in the law in 1981 and has practised in the specialist trust law and asset-protection planning field internationally and in New Zealand for over 20 years. He has broad international practice experience in the property, company and commercial fields. Simon is a member of STEP and the Estate and Taxation Planning Council of New Zealand and has presented seminars and webinars for NZLS CLE.

CONFERENCE REGISTRATION:

AUCKLAND 4 SEPTEMBER 2014

Tax Conference

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DIETARY REQUIREMENTS

F E E ( I N C L G S T )

Registrations will not be actioned until payment is received.The registration fee includes extensive materials, morning and afternoon tea, lunch, and the CCH drinks and nibbles at the end of the day.

Please note: “NZLS members” includes NZLS Associate members

Earlybird rate By 5 August Or After 5 August NZLS member $725 $775

Non-member $785 $835

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S P O N S O R E D B Y

Online registration and payment can be made at www.lawyerseducation.co.nz

V E N U E

Thursday 4 September The University of Auckland Business School Owen G Glenn Building12 Grafton RoadAuckland

There is a Wilson’s carpark underneath the Business School with a charge of $5 per hour. Access is from 12 Grafton Road.

C C H D R I N K S A N D N I B B L E S

The CCH drinks and nibbles have become a highlight of this conference and provide a great opportunity at the end of a taxing day to unwind and relax.

M AT E R I A L S

A booklet of papers and other materials will be given out to participants when they register on the morning of the conference.

We thank our sponsor

CANCELLATION AND REFUND POLICY• If you cancel your registration 10 working days before the conference date a refund will be made, less an administration fee of $200 (incl GST). After this date there will be no individual refunds unless the conference is cancelled. • Registrations are transferable to another person up until five working days before the presentation. Please advise NZLS CLE Ltd in writing of the change. • NZLS CLE Ltd reserves the right to cancel or reschedule this conference if necessary.