Compagnie Financiere Richemont S.A. (CFR), one of the world's leading luxury
goods groups, has announced that its shareholders have approved the group's
restructuring plans, a move designed to help the company avoid paying more tax
when Luxembourg's holding company rules are finally abolished in 2010.
Under the plan, announced by CFR on 8th August, the core luxury goods business
will be retained in Geneva, Switzerland, and a separate investment vehicle will
be set up and listed on the Luxembourg Stock Exchange. This restructuring will
result in the distribution of 90% of Richemont's interest in British American
Tobacco (BAT) to its shareholders.
"The necessary PC-holder and shareholder approvals having been obtained
at meetings held on 8 and 9 October respectively, Compagnie Financière
Richemont SA and Richemont SA (RSA) will proceed with the restructuring of their
businesses to create a focused luxury goods business and a separately-listed
investment vehicle, as previously announced," CFR explained in a statement
published on October 9.
The company has said that the planned changes to tax legislation in Luxembourg
would make the current group structure "significantly less attractive"
to unitholders from 31 December 2010 onwards, when the '1929' holding regime
is finally abolished.
The 1929 laws exempted qualifying companies from corporate income tax, withholding
tax on dividend payments and certain other Luxembourg taxes. However, the regime
fell foul of the European Union's state aid rules, which seek to banish tax
breaks or subsidies biased to single regions or industries, because they
granted "unjustified tax advantages" to providers of certain financial
services who set up holding structures in Luxembourg.
The government of Luxembourg reluctantly announced the termination of the legislation
on January 1, 2007. However, pre-existing publicly listed companies can continue
to benefit from the regime until December, 31 2010.
CFR said that the the Richemont units will be de-twinned on October 20, as
previously announced. As a result, the company will continue to be headquartered in Geneva,
Switzerland, and it is expected to remain in the blue-chip SMI index on the
Swiss Exchange. RSA will be converted into a Luxembourg-listed investment vehicle, to be renamed Reinet Investments SCA, which
will focus on long term capital growth.