Member Info for Gubby

Oops, sorry, it does say API4, but different from mine of 310.65

The thing you are using is not API4.

API4 now higher than Newcastle......

Hi again Fromage, .....all may not be lost and the process may be quicker...I 'think', if I continue to finish the CoR form(if I do indeed stay for the div), when I know how much the div amount will be, the UK gov will forward the CoR I presume to SARS. As everyone's 20% is automatically held back to begin with by Thungela, Thungela need to be ordered by SARS how much and who's extra 10% to release. If documentation is correctly presented before div pay date I presume the whole thing is instantaneous upon payment to me so I just have 10% held back and don't have to reclaim it in the future.
I'm not sure if all of this is a complete guess or I have picked up some actual facts, but my possible scenario is all completely dependant upon the CoR being the right document.

period in which to claim back overpayment of Witholding Tax due to documentation(beneficial ownership? CoR?), not being with the authorities before he div payment date....

Hi Fromage, I understand your point and you may well be wholly right as I do not hold the physical share certificates, but I am still the 'beneficial owner', of the shares as I would be the one receiving the dividend.

https://www.sars.gov.za/wp-content/uploads/Ops/Guides/LAPD-IT-G19-Comprehensive-Guide-to-Dividends-Tax.pdf

2.3.1 Definition – ‘beneficial owner’
‘ “[B]eneficial owner” means the person entitled to the benefit of the dividend attaching to a share;’
The registered owner of a share may not necessarily be the beneficial owner of that share. An approved nominee may, for example, be the registered owner of a share that is held for the benefit of another person.
The meaning of ‘beneficial owner’ was considered in Oakland Nominees (Pty) Ltd v Gelria
Mining & Investment Co (Pty) Ltd in which Holmes JA stated the following:
‘A nominee is an agent with limited authority: he holds shares in name only. He does this on behalf of his nominator or principal, from whom he takes his instructions; see Sammel and Others v. President Brand Gold Mining Co. Ltd., at p. 666. The principal, whose name does not appear on the register, is usually described as the 'beneficial owner'. This is not, juristically speaking, wholly accurate; but it is a convenient and well-understood label. Ownership of shares does not depend upon registration. On the other hand, the company recognises only its registered shareholders.’
The term ‘beneficial owner’ should, however, not be interpreted too widely or out of context. Not every person that benefits from the holding of shares by another will necessarily be the beneficial owner of a dividend. In Her Majesty the Queen v Prévost Car Inc.81 the taxpayer paid dividends to its Dutch shareholder, which then paid a similar amount of dividends to its corporate shareholders, residents of Sweden and of the United Kingdom. The court held that the Dutch shareholder, and not the corporate shareholders of the Dutch shareholder, was the beneficial owner of the dividend paid to the Dutch shareholder. The judge referred to the judgment in Prévost Car Inc. v Her Majesty the Queen in which it was held that the beneficial owner of dividends is the person who receives the dividends for his or her own use and enjoyment and assumes the risk and control of the dividend he or she received.
It was held in Velcro Canada Inc. v Her Majesty the Queen that –
• in looking at the beneficial ownership issue one must apply the test as set out in Prévost, and in doing so, one must look to the ordinary meaning of individual words, that is, ‘possession’, ‘use’, ‘risk’ and ‘control’;
• the person who is the beneficial owner is the person who enjoys and assumes all the attributes of ownership; and
• only if the interest in the item in question gives that party the right to control the item without question, will it meet the threshold set in Prévost.
mimbrit! if this document is correct it also suggests(Chapter 8), one has 3 year

Just to be on the safe side I've logged on to gov.uk and begun my CoR, just got up to the Div amount and stopped and signed out.

If we don't need it I just won't complete it, if we do need it, I can sign back in when we get the div details and finish it off.

Hi fromage, yes I think you're right as it looks like Pan Africa is a UK company operating in Africa and so I believe DT17354 applies to PAF, but not to us. There are forms to reclaim tax via .gov. UK., but if we are to believe that what it states in the Prospectus applies to "all" shareholders and not just those trying to claim the lowest(5%),form of tax relief then we may need to get a CoR(Certificate of Residency), from UK Gov', or some other form of paperwork to give to TGA :

" In order to benefit from a lower withholding tax rate under the terms of the UK/South Africa Treaty, the UK resident Shareholder would be required to lodge the prescribed declaration and written undertaking with the Company prior to any distribution or such other date as the Company may announce."

Or will Thungela IR just send round a circular with a box to tick? Or will they do nothing?

Is Exxaro domiciled in SA and does anybody here receive a dividend from them?

....otherwise I can sense another email to IR on the horizon...and I really don't want to keep bothering them....

mmoney, Pan African is incorporated in the UK even though producing in Africa.

https://www.gov.uk/hmrc-internal-manuals/double-taxation-relief/dt17354

"DT17354 - Double Taxation Relief Manual: Guidance by country: South Africa: Dividends: shareholder’s tax
South African non-resident shareholders’ tax was charged on dividends paid by a company which is a resident of South Africa to persons not resident there and was normally deducted from the dividends. However if the paying company, although a resident of South Africa, was incorporated in the United Kingdom, it would not have the legal power, unless expressly authorised by its Articles of Association, to deduct the tax and should bear the tax itself.

In these circumstances, the non-resident shareholders’ tax paid by the company in respect of the dividends (whether or not the tax is actually withheld from the dividends) is accepted as qualifying for credit as a direct tax in computing the liability of the United Kingdom shareholder. The rate of South African tax to be applied to the dividend in determining the amount available for credit is stated on the dividend voucher or in a circular issued to shareholders by paying agents. If the information required is not shown on the dividend voucher the shareholder should produce the circular when making the claim to credit."

So does this actually apply to TGA as we are fully in SA apart from a dual listing?

Thanks for the info, looks like a D.I.Y.....one might even question the wording on the Prospectus...a friend on my WhattsApp group suggested this, but me being a TGA bull overlooked the possibility....

mimbit, has IR replied?

mmoney,

Many thanks, I looked at the PAF form earlier today, but didn't know whom they were.
Did PAF provide the form for you to fill in? Did you receive something through your broker?

...sooo...I'm still not completely clear. I had read somewhere today the SARS provide a framework or set of rules that companies adhere to and companies effectively provide a form for us to fill in...
..but saying that, I haven't seen mention of applying for the reduction anywhere else except for the Thungela Prospectus.

https://taxsummaries.pwc.com/south-africa/corporate/withholding-taxes

The site above states 10% and doesn't mention having to apply for it because of the DTA,.

https://www.gov.uk/hmrc-internal-manuals/double-taxation-relief/dt17353

"DT17353 - Double Taxation Relief Manual: Guidance by country: South Africa: Dividends
For amounts paid or credited on or after 1 April 2012, dividends are taxable in South Africa at a rate not exceeding 5% where the United Kingdom beneficial owner is a company which controls at least 10 per cent of the South African company paying the dividend (unless this company is a property investment company).

Where the dividend is a qualifying dividend paid by a property investment company, dividends are taxable in South Africa at a rate not exceeding 15%. For the purposes of the agreement, a property investment company in South Africa is a company that the competent authorities of the two countries agree corresponds to a real estate investment trust. Currently, there are no such investment companies in South Africa.

In all other cases, dividends paid by South African companies and beneficially owned by United Kingdom residents are taxable in South Africa at a rate not exceeding 10%."

The above quote is from gov.uk and states not exceeding 10% and doesn't mention having to apply for it....

I still maintain the Prospectus is misleading simply because of this;

"of 5%. If the" copied from the Prospectus, instead of this:

"of 5%, if the" my doctored version....

So I sent Mr Africa this because I just didn't know what was going off:

"Hello again, Mr Africa,

Thank you for your prompt response.

Unfortunately your answer has not cleared up the issue and I believe it important enough to bother you again.

This is "not", just a personal issue, but relevant to all share holders as it is misleading.

In Thungela's Combined Pre-listing Statement And Prospectus within the paragraph about "Dividends tax", on page 134, it states:

"In the case of UK resident Shareholders, the convention between the UK and South Africa for the avoidance of double taxation and the prevention of fiscal evasion with respect to taxes on income and capital gains, concluded on 4 July 2002, as amended by a protocol signed on 8 November 2010 (the “UK/South Africa Treaty“) provides for lower withholding rates of 5%."

I believe this to be incorrect.

Please advise me,

Kind regards,"

Mr Africa's first response:

"Good day xxxx,

Thank you for your mail.

As you know, Thungela is currently in its closed period so we are not able to comment on the nature of potential returns to shareholders until our results announcement, but I am able to respond to your specific query below.

Importantly, I must stress that we are not able to provide tax advice and recommend that you engage you tax advisor on any matters relating to the treatment of withholdings tax, but it is our understanding that UK resident shareholders owning less than 10% of the capital of the company may benefit from a lower withholding tax rate (10%) under the terms of the UK/South Africa Treaty, provided that the shareholder lodges the prescribed declaration and written undertaking with the Company prior to any dividend distribution.

I trust that this addresses your query, but please let me know should you require further information.

Kind regards,"

This was the first I had heard of people having to effectively apply for the 10% and just completely muddied the waters for me-I was extremely reticent to just post it...

Hi Fromage,
....not sure if I'm right and if we even actually need to do it, but.....
" In order to benefit from a lower withholding tax rate under the terms of the UK/South Africa Treaty, the UK resident Shareholder would be required to lodge the prescribed declaration and written undertaking with the Company prior to any distribution or such other date as the Company may announce."
Some kind of proof of "beneficial ownership", of the shares, the above quote is from the TGA Prospectus, and actually refers to 5%....but we all make mistakes....and it also makes it look as though all shareholders can apply for the 5% WHT...

My first email to Mr Africa, it seems apt now:

"Hello Mr Africa,

I hope you are very well.

I may now come across as the World's largest pedant, but I would like you to clear something up for me please.

From my current understanding, as a UK resident and tax payer and "not", part of a company owning 10% or more of the capital of TGA, in fact owning much, much less than 1% of the company, the SA Withholding Tax on dividends received from TGA applied to myself is 10%. Please let me know if this is correct.

The reason I bring this up is page 134 of the Prospectus, relating to SA Withholding Tax on dividends...
Should this part of the paragraph read as two sentences rather than three? If it should read as two, it could make quite a difference in investors understanding of the tax liability.

"In the case of UK resident Shareholders, the convention between the UK and South Africa for the avoidance of double taxation and the prevention of fiscal evasion with respect to taxes on income and capital gains, concluded on 4 July 2002, as amended by a protocol signed on 8 November 2010 (the “UK/South Africa Treaty“) provides for lower withholding rates of 5%. If the Shareholder is a company which holds at least 10% of the capital of the Company or 10%, in other cases. In order to benefit from a lower withholding tax rate under the terms of the UK/South Africa Treaty, the UK resident Shareholder would be required to lodge the prescribed declaration and written undertaking with the Company prior to any distribution or such other date as the Company may announce."

I may just be misunderstanding,

Kind regards,"

....to ask them to change the results day to the correct one....tut, tut, but then....we all make mistakes....

Was there much coal on board?

Click on the actual "Investors", tab, not on the drop down "boxes".m Thought the info was new, apologies if not-hadn't checked as phone....tiresome.

Annual Results Announcement (22 March 2022)
Thungela will announce its annual results for the period ended 31 December 2021,
on Tuesday, 22 March 2022.

Following the release, July Ndlovu (CEO) and Deon Smith (CFO) will host an investor call at 12:00 SAST (10:00 GMT)
on Tuesday, 22 March.

Webcast link: https://78449.themediaframe.com/links/thungela220322_1000.html

Conference call pre-registration: https://services.choruscall.za.com/DiamondPassRegistration/register?confirmationNumber=1863703&linkSecurityString=3575b73cc

..... didn't say, but one might assume an email tomorrow from IR?