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\ 5
Legislation
\ Risk Factors
DESCRIPTION OF THE RISK
POTENTIAL IMPACT
MITIGATINF FACTORS AND MEASURES
Non-compliance with the
Sicafi/Bevak regime
1. Loss of approval as Sicafi/Bevak and the
associated fiscal transparency regime
(exemption from income tax at Sicafi/Bevak
level/taxation at shareholder level).
2. Compulsory early repayment of certain loans.
Professionalism of the teams ensuring strict compliance with
the obligations.
Non-compliance with the SIIC
or the FBI regime
Loss of the fiscal transparency regime.
Professionalism of the teams ensuring strict compliance with
the obligations.
Unfavourable changes to the Sicafi/
Bevak, SIIC or FBI regime
Decrease in the results or the net asset value.
Regular contact with the public authorities. Participation in
associations and federations representing the sector.
Changes to the town-planning
or environmental legislation
1. Decrease in the fair value of the property.
2. Increase in the costs to be incurred to be able
to operate a property.
3. Unfavourable effect on the ability of the Group
to operate a property.
Active energy and environmental performance policy for
offices, anticipating the legislation where possible.
Changes to the social security
system for healthcare real estate:
reduction in the social security
subsidies to the operators, not
offset by an increase in the prices
paid by the residents or by a private
insurance intervention
Impact on the solvency of the healthcare real
estate operators.
Annual solvency analysis of the operators on the basis of
regular financial reporting.
Monitoring of the regulatory trends.
Legal proceedings and arbitration
against the company
Negative impact on the result for the period and
possibly on the company’s image and share price.
Control of all in-house elements that could negatively influence
the poor execution of a contractual obligation.
Professionalism of the teams ensuring strict compliance with
the obligations.
Hidden liabilities resulting
from mergers, demergers and
contributions
Negative impact on the net asset value.
Reduced results.
Due diligence: technical, administrative, legal, accounting and
taxation audits when acquiring real estate companies and
assets.
Declarations and guarantees required from sellers.
The exit tax is calculated by taking
into account the provisions of
the circular CI.RH.423/567.729 of
23.12.2004, which interpretation or
pratical application can be modified
at any time. The “real value” of a
property as stated in the circular is
calculated after deduction of the
registration rights or of the VAT. This
“real value” varies from (and can
therefore be lower than) the fair value
of the property as stated in the IFRS
balance sheet of the Sicafi/Bevak.
Increase of the basis upon which the exit tax is
calculated.
The Group considers to be respecting in all regards the
administrative circular concerning the calculation of the exit
tax for which it is liable.
Interests on loans/rental
income received which
exceed the threshold
established by the Royal
Decree on Sicafis/Bevaks
Non-compliance with the regulation.
Continuous update of a five-year financial plan.
Application of the AIFM
directive on Sicafis/Bevaks
Reintroduction of the depositary function and
negative impact on administrative expenses.
Application of the EMIR regulation with negative
impact on the debt level and the financial charges.
Indirect impact on the debt ratio.
Professionalism of the teams ensuring strict compliance with
the obligations.
Regular contact with the public authorities to measure any
impact of this new legislation.
Participation in associations and federations that represent
the sector.
LEGISLATION
Cofinimmo benefits from a favourable tax regime (Sicafi/Bevak in Belgium,
SIIC in France, FBI in the Netherlands) which exempts it from corporate
tax in return for an obligation to distribute 80%
1
(Belgium), 95% (France)
2
or 100% (Netherlands) of its profits (see pages 202-203). Apart from
the obligations relating to company law, the company is also required
to comply with the legislation on listed companies and on collective
investment undertakings. It is also subject to the town-planning and
environmental protection legislation.
1
Sicafis/Bevaks communicate a dividend policy corresponding to an amount per share. This amount per share can be higher than or equal to 80% of the net income as required by the
Royal Decree of 07.12.2010.
2
Obligation to distribute 95% of the gains resulting from the letting of property assets as from 2014.