INTERNATIONAL PRACTICE
- Australian case De Beers consolidated Gold Mines (AC 455). I
- The company is registered in South Africa the shareholders‟ meetings were all in South Africa and Board meetings held in South Africa and the UK
- The directors meetings held in the UK were found to be those where the real control was exercised and accordingly the company was held tax resident of the UK
- The Canadian Courts– general criteria to determine POEM
- Place of incorporation
- Place of residence of the directors
- Place of conduct of business
- Place where financial dealing has occurred
Here are some observations by various countries on the OECD report on the Principle of effective management
- France – It holds the view that the place where the most important functions are performed is also the place where the central management and control is done from.
- Japan & Korea – The view is in the traditional sense, using the term “Head Office or Main Office”.
- United Kingdom – It holds the view and goes by incorporation, and substance on the term centrally managed and controlled.
- Professor Klaus Vogel – what is decisive is not the place where the management directions takes effect but rather the place where they are given.
- Factors in determining Place of Effective Management (POEM)would be:
- Where the top management is situated.
- Where the business operations are actually conducted.
- Legal factors such as incorporation, registered office, and the minutes book, are maintained.
- Where the controlling shareholders reside.
- Where the directors reside.