Author: Wang Quan, litigation lawyer, Gui Yiwei, litigation lawyer|Note: Yes【Tax Law Writing】Press
After the launch of the third phase of the Golden Tax system (2018), the country's supervision of e-commerce tends to be stricter, especially in 2021, and a large-scale tax inspection and cleanup has been carried out on many Internet celebrity live broadcasts. Compared with traditional enterprises, the biggest feature of e-commerce enterprises is that they leave traces of transactions and digitize, which just fits the regulatory logic of "tax governance by numbers". For e-commerce companies, tax compliance is the most urgent, and simple and crude tax evasion ideas should be abandoned. In view of the environment in which e-commerce enterprises operate, we have sorted out conventional tax planning methods for the reference and application of relevant enterprises.
[Lawyer's point of view].
1. Small-scale e-commerce can be considered for planning from the selection of business entities.
For small-scale e-commerce, we don't have to think too much about tax planning, nor do we have to achieve perfect internal compliance construction like large-scale enterprises. After all, the current tax policy is lenient for small-scale enterprises, and small-scale enterprises do not have enough profits to support and hedge compliance costs. When considering the tax planning of small-scale enterprises, we can plan from the perspective of the selection of business entities. According to the law, the forms of business entities that e-commerce companies can choose include individual industrial and commercial households, individual independent or partnership enterprises, and limited liability companies.
Regarding the tax burden rate of different business entities, we discussed in the previous article "Comparison of Tax Burden under Different Enterprise Organizational Forms?" is shared, which is summarized as follows:
As can be seen from the figure above, although the limited liability company that meets the conditions of small and low-profit enterprises has a tax burden rate of only 25%~4.17% range, however, shareholders of limited liability companies still need to pay 20% dividend income tax when distributing dividends, and small-scale e-commerce companies may face a higher overall tax burden when choosing the corresponding operation of the company's main body.
When the scale of e-commerce is small, the overall tax burden of individual industrial and commercial households is low, mainly because the state gives them a profit of less than 1 million yuan, and the individual income tax is reduced by half.
In the absence of an approved collection method, the overall tax burden of an individual or partnership is higher than that of an individual industrial and commercial household, but lower than that of a limited liability company. However, if the e-commerce enterprise is jointly operated by several investors, the tax burden rate will be lower if the partnership model is chosen. At this time, the profits of the partnership need to be apportioned among the investors according to the proportion of dividends, and the amount after apportionment shall be calculated and taxed according to the individual income tax deduction policy. (For the above calculation methods, we do not consider the annual fixed deduction standard of 60,000 yuan, child support, mortgage interest deduction, parental support, social security provident fund and other individual income tax deduction standards.) If considered, the tax rate is lower. ）
We all know that in the current environment or the general trend in the future, the state is restricting the scope of application of the approved expropriation, and the probability and difficulty of an independent enterprise or partnership enterprise to be identified as the approved expropriation method are relatively small. However, due to the non-enterprise nature of individual industrial and commercial households, the state's requirements and degree of compliance for their accounting and compliance are not high, and the probability of being identified as an approved collection method is relatively high. We can take this factor into account when choosing which business entity. In addition, it is also necessary to consider the requirements of the e-commerce platform for the organizational form of the relevant business entity.
2. The e-commerce enterprises operated by the company can be planned by using the shareholders' capital contribution method and dividend policy.
1. Learn to use non-monetary forms of capital contribution and take advantage of preferential tax deferred policiesWe also mentioned in the previous article "A Complete Analysis of the Tax-related Issues of Equity of Natural Person Shareholders" that individuals who invest in shares with technological achievements can enjoy preferential tax deferred policies; Individuals who invest in non-monetary assets other than technological achievements can enjoy the preferential policy of paying taxes in 5 years. If the company obtains non-monetary assets, they shall be recorded in the accounts according to the appraised value, and the relevant depreciation and amortization expenses can be deducted before tax at the enterprise income tax level.
2. Learn to take advantage of the preferential policy of dividend tax exemption between resident enterprisesFor companies with minority shareholders, their demands for dividends on the company's annual profits are relatively high. But the demands of major shareholders are very low, or even none. If both major shareholders and minority shareholders choose to hold shares as natural persons, then the company must pay 20% dividend income tax when distributing dividends, and there will be a cash outflow loss for major shareholders. In this case, we can adopt an equity structure in which the majority shareholder holds the shares in the holding company and the minority shareholders hold the shares in natural persons. When the company pays dividends to the outside world, the minority shareholders pay 20% tax, and the holding company enjoys the tax exemption policy due to the dividends between resident enterprises. In this way, the majority shareholder saves a tax fee, and the majority shareholder can use the income from the dividend to invest in other businesses.
3. In terms of business operation, we can consider adjusting the business model for planning.
The so-called business model refers to the cooperative relationship and mode between enterprises and enterprises, between departments, between enterprises and customers, and between enterprises and channels. When choosing a business model, enterprises are often based on cost, efficiency, and competitiveness considerations. In certain cases, the choice of business model can also achieve tax savings. Here are a few examples of what we have encountered in practice:
1. Taking ** company as an example, the conventional practice is to buy goods and then sell them. However, many upstream manufacturers, which have their own tax requirements or are small-scale enterprises, are unwilling to issue invoices or can only issue ordinary invoices with 3 points. In this case, the ** company will not be able to get the invoice to offset the cost, or will not be able to get the special ticket to deduct the input. At this time, you can use the entrusted processing mode of A to supply materials, that is: the company purchases raw materials from other manufacturers, entrusts upstream manufacturers to process and produce, and upstream manufacturers charge processing fees. In this way, the first company can obtain special tickets for raw materials issued by other manufacturers; Upstream manufacturers only issue invoices for processing fees, and do not need to issue invoices for high raw material costs, resulting in inability to meet the tax burden ratio requirements required by the tax bureau.
In addition, the company can take the opportunity to adjust the business model of external profits, adjust the business ideas of pure business, specialize in product research and development, market expansion, brand operation, use their own design ideas, do brand output, and entrust manufacturers to process and produce. **After a company changes its wholesale and retail business model, it can enjoy an additional deduction policy for its R&D expenses.
2. When a company is involved in a huge amount of dealer and consumer data, it can consider setting up dealer associations, consumer members and other business models to collect membership fees, issue coupons, hold member activities, and enjoy membership rights. Enterprises can issue 6-point invoices for the membership fees collected according to the sales of other equity intangible assets, which is a saving of 7 points in taxes compared with 13 points for product sales. In addition, the membership business model can improve customer stickiness and enhance the value of private domain traffic, which is also a manifestation of the company's emphasis on customer resources and management of customer resources. However, membership fees must be charged strictly separate from the product. If after the enterprise collects the membership fee, the member can obtain various services or goods without paying during the membership period, or sells goods or provides services at a lower price than the non-member**, then the membership fee shall be recognized in installments throughout the benefit period, and the income shall not be recognized according to the sale of other equity assets and intangible assets.
3. When the enterprise develops to a stable, systematic, mature and replicable stage of its products, brands, products and services, it can consider adopting the franchise model to spin off the business of materials, brand licensing, software services, etc., and the relevant business entities will sell and provide services to the outside world, and the income generated will be invoiced at the % rate. At the same time, different business entities, business scales, and different types of enterprises may enjoy preferential tax rates, cost deductions and other preferential policies.
4. The choice of private customization mode: taking DIY cake as an example, usually the enterprise sells cakes, which is handled according to the sale of goods and pays 13% value-added tax. However, if DIY cake companies change their sales model and provide consumers with cake making skills training services, they can achieve the tax-saving effect of paying VAT at 6 points. In addition, general taxpayers who provide non-academic education services (skills training services belong to education service business) can choose to apply the simplified tax calculation method to calculate VAT at the rate of 3%.
4. Medium and large-scale e-commerce enterprises can consider the spin-off of their business and value chain for planning, and at the same time flexibly use the business entity and multi-identity business model.
The business and value chain spin-off model here is what we often hear about as the "amoeba business model". Friends who pay attention to this *** should know that in the previous article "The Impact of Digital Tax Governance on Corporate Legal and Tax Compliance and Responses?" Among the common "fake tax planning" methods mentioned in the "below)" mentioned by enterprises, the "amoeba" tax financing model is included. In this article, we mainly regard the "amoeba" model that has been forcibly copied in practice as a "fake tax chip". However, if an enterprise's business and value chain splitting meets the three requirements of legality, authenticity and reasonableness, we believe that it should not be regarded as a "fake tax plan". In practice, enterprises that have reached a certain stage of development do have a realistic need to change their organizational structure, business structure, and equity structure. Taking a company with multiple value chains and business chains such as R&D activities, production activities, multi-product business operations, and sales activities as an example, enterprises may consider splitting their R&D functions, production functions, sales functions, and different product businesses into different business entities, and setting up group holding companies on top of each business entity.
The advantages of this are: (1) a clear shareholding structure; (2) Facilitate performance appraisal management for different functions and different businesses; (3) Isolate the legal risks of the core business; (4) Avoid the VAT rate of 13% on the sale of goods under the mixed operation, and achieve the tax saving effect of 6% low tax rate on the sale of services for enterprises with service value functions; (5) The spin-off of operating income will enable individual non-core business enterprises to meet the standards of small and low-profit enterprises or small-scale enterprises, and achieve low-tax rate operation; (6) Rational use of the multiple identities of general taxpayers, small-scale taxpayers, branches and subsidiaries to achieve tax-saving effects in input tax deduction, preferential value-added tax rate, cost collection, risk isolation, profit sharing, etc.
The above are the tax planning methods that may be used by e-commerce enterprises according to different development stages and business models, which can give enterprises a certain reference and thinking. However, when selecting and implementing specific tax planning models, enterprises must combine their own characteristics and follow the principles of the "three sexes" mentioned in different articles, namely: legality, authenticity and rationality. In short, enterprises cannot "raise taxes" for the sake of simple "tax evasion". Otherwise, in the regulatory era of "tax governance by numbers", the data trace characteristics of e-commerce will eventually bring tax audit risks to enterprises.