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Roadmap out of lockdown fuels record jump in consumer confidence

The first three months of 2021 saw a record quarterly rise in consumer confidence, rising six percentage points in the first quarter, to -11%, according to the latest Deloitte Consumer Tracker. Every measure of confidence saw both year-on-year and quarter-on-quarter growth, as consumers journey out of lockdown with a spring in their step.

Deloitte’s analysis is based on responses from more than 3000 United Kingdom consumers between 19th and 22nd March 2021, as the United Kingdom’s phased lockdown easing remained on track.

After entering the year under the tightest of lockdown restrictions, the reopening of schools helped boost sentiment around children’s education and welfare to -11%, up six percentage points on the previous quarter. Coupled with the continued speed of the United Kingdom’s vaccination programme, sentiment around health and wellbeing improved eight percentage points, to -26%, the highest level since the start of the COVID-19 pandemic.

With restaurants and physical non-essential retail remaining closed in Q1 2021, consumers’ pockets improved this quarter. Household disposable income saw a seven percentage point boost to -10%; marking a 17 percentage point improvement compared to the same period last year. Further, consumers’ confidence in their level of debt has tipped over to the black, at 1%, for the first time in ten years.

Ian Stewart, chief economist at Deloitte, commented: “The United Kingdom is primed for a sharp snap back in consumer activity. High levels of saving, the successful vaccination rollout and the easing of the lockdown set the stage for a surge in spending over the coming months.”

Economic recovery

The start of the pandemic in Q1 2020 saw economic sentiment plunge to an historic low. However, armed with a clear map out of lockdown, extended furlough support through to the autumn, and the vaccination programme continuing, consumer sentiment on the state of the economy grew to -61%, a quarterly rise of 12 percentage points.

With CFOs also hiring at their highest levels for nearly six years, consumers are optimistic about both their job security, and opportunities and career progression; each up by six and seven percentage points, respectively.

Stewart continued: “The eventual peak in unemployment looks set to be far lower than had been feared, and far lower than following any downturn in the last 30 years. With employers anticipating a return to the office by Q3 2021 life should start returning to something which, though far from normal, is closer to it. The risk to this upbeat outlook is the emergence of new, vaccine resistant variants and a third wave of cases. With global case rates rising we’re not completely out of the woods.”

Consumers signal a Q2 spending spree

In an encouraging sign that consumers are preparing for further lockdown easing, discretionary spending grew this quarter, albeit by one percentage point. While net spending in most of the discretionary categories remain below where it was a year ago, there was strong quarterly growth in demand for holidays and categories related to socialising, such as going out and eating out.

With late June earmarked for the last of social distancing measures to lift, consumers expect to increase their spending across almost every essential and discretionary category. Net discretionary spending is anticipated to become positive for the first time, meaning the number of consumers expecting to spend more exceed those anticipating to spend less.

Reflecting consumer eagerness to spend, ‘going to a shop’ topped the list of leisure activities consumers are most likely to do after lockdown, with 63% saying they’d plan to return within a month of measures lifting.

Ben Perkins, head of consumer research at Deloitte, commented: “Although April 12th marked what many hope will be the permanent reopening of non-essential retail stores, mass remote working will continue to impact footfall on the High Street. Shopping behaviours have changed significantly during the pandemic, with some consumers discovering the convenience of online retail for the first time. It’s likely that many of these changes will continue beyond the end of the pandemic. Whether shopping online or in-store, though, if consumers remain confident about their income, then an increase in consumer spending could become the driving force for growth as the economy reopens.”

Consumers head out, but remain hesitant about large events

With the exception of spending on in-home entertainment – up one percentage point in Q1 2021 – overall leisure spending this quarter remains well below year-on-year comparables. However, with lockdown restrictions beginning to ease, consumers are gearing up for a long-awaited return to hospitality and holidays.

Whilst limited to takeaway options over this period, eating out saw the biggest quarterly rise in net spending, up ten percentage points, to -43%, followed by drinking in pubs and bars; up nine percentage points compared to the last quarter.

Simon Oaten, partner for hospitality and leisure at Deloitte, said: “Consumers embraced a brief cold snap this quarter, by heading to parks for picnics and takeaway coffees, for a chance to socialise with other households. With more restrictions lifting, albeit still limited to outdoor settings, warmer weather and pent-up demand could bode well for the leisure sector as it opens up further.”

Consumers are also looking to get away, with spend on holidays up seven percentage points this quarter, to -31%.

Oaten continued: “Whilst international travel for leisure remains restricted for now, consumers are still keen for some time off. Many will have accumulated vouchers from cancelled trips in 2020 and will be looking to rebook whilst they remain valid. For others, ‘staycationing’ offers another chance this summer to explore new areas around the United Kingdom.”

Whilst consumers seek to socialise again, they remain more hesitant, at least in the short term, on attending large events and festivals. Just 7% said they’d go to a live event within a month of being permitted to, with 25% preferring to wait six months or more.

Oaten concluded: “Leisure consumers remain cautious on large events, and the reopening of these might not immediately see pre-pandemic crowd sizes. The continued vaccination programme could be key to boosting consumer confidence to return to large events.

“Likewise, just 15% of consumers said they’d return to gyms within a month of reopening.

“The prospect of sharing gym equipment or working out in an indoor setting may be behind the caution consumers are displaying with regard to returning to gyms. Equally, after a year of exploring at-home fitness options, it could be we’re also seeing the start of more permanent shifts in consumer behaviours.”

Transfer pricing considerations in your post M&A integration

By Samuel Kisuu, Director at Africa Law Partners.

At the core of any M&A transaction is the fundamental scaling and growth of the integrated business unit at a macro level or tapping into and accessing the potential of the economies of scale of the target entity at a micro level.

As such, parties to the M&A transaction often spend a bulk of the transaction phase considering and negotiating the post-transaction integration of the transacting entities with respect to matters around optimising human resource, fine-tuning management and management functions, shareholder rights (typically when there is an acquisition of minority control), exploitation of intangibles (such as intellectual property and goodwill) and a business growth strategy.

It is common that the acquiring parties to M&A transactions in Sub-Saharan Africa be entities controlled and managed from different jurisdictions. M&A transactions in Sub-Saharan Africa generally involve off-shore domiciled private equity funds or multinational entities as the acquirers and a local entity as the target. The outcome of these transactions bring the integrated unit or group within the purview of transfer pricing.

Transfer Pricing Basics

The concept of transfer pricing under Kenyan law is provided for under:

  1. the Income Tax Act (Cap 470) (the Income Tax Act);
  2. the Income Tax (Transfer Pricing) Rules, 2006; and
  3. the respective double tax treaties that Kenya is a party to.

In addition to these laws, the OECD Transfer Pricing Guidelines for Multinational Enterprises and Tax Administrations (the OECD Guidelines) provide persuasive guidance on the application of transfer pricing principles in:

  1. the preparation of transfer pricing policies for taxpayers;
  2. which jurisdiction taxing rights lie; and
  3. dispute resolution between taxpayers and tax authorities.

At its most basic, transfer pricing may be defined as the concept whereby a fair price (the transfer price) is determined for transactions amongst related entities of different tax residency. From a taxation context, the transfer price will affect the accounting profits of the respective entities and subsequently the taxable profits of each single entity. Section 18 (3) of the Income Tax Act provides the basis for transfer pricing as follows:

“Where a non-resident person carries on business with a related resident person or through its permanent establishment and the course of that business is such that it produces to the resident person or through its permanent establishment either no profits or less than the ordinary profits which might be expected to accrue from that business if there had been no such relationship, then the gains or profits of that resident person or through its permanent establishment or from that business shall be deemed to be the amount that might have been expected to accrue if the course of that business had been conducted by independent persons dealing at arm’s length.”

For ease of explanation:

The transfer price set for the transfer of products from Entity 1 to Entity 2 will not affect the group’s overall/combined profit but will affect the taxable profit of Entity 1. Therefore, where Entity 1 is located in a relatively higher tax jurisdiction, there is incentive within the group to reduce the transfer price in order to decrease Entity 1’s taxable profit in that high tax jurisdiction.

M&A Context

Following an M&A transaction the following factors (list not being exhaustive) tend to materialise within the integrated entities:

  1. The adoption of minority rights by the acquirer. This typically occurs where an acquirer acquires a significant minority of the target entity and obtains control in the target business and is a common acquisition strategy adopted in private equity transactions.
  2. The integration of intangibles such as intellectual property rights and goodwill. Intellectual property rights of the integrated group may be farmed out from one jurisdiction to another or assigned over various jurisdictions.
  3. The post-transaction financing of the integrated group taking the form of shareholder loans spread across multiple jurisdictions.
  4. The integration of a new management group or the involvement of the acquiring entity’s management group in the affairs of the target entities and the centralisation of certain functions such as procurement.

Inter-company agreements from the legal and commercial foundations of these post-transaction matters and relationships. Consequently, there is the natural possibility of complex financial flows between these group entities which would affect the tax base in each respective jurisdiction. A post-transaction transfer pricing analysis allows for the optimisation of the group’s tax strategy to achieve the most efficient and fair tax structure and is achievable by taking the following steps:

  1. Preparation of the inter-company agreements: being the core document establishing the legal and commercial relationship between related entities, it is vital that these agreements clearly define the roles of each party and delineate the respective group transactions.
  2. Internal restructuring: this involves the reallocation of group entity roles, the movement of real and intellectual property ownership and reorganisation of senior management.
  3. Reallocation of commercial risk: this involves the identification of economically significant risks (strategic, marketplace operational, financial and transactional risks) and the contractual or transactional reallocation of these risks to group entities that are able to absorb the risk for the benefit of the integrated group.

Together, these steps would provide for a conclusive functional analysis (the foundation of a transfer pricing policy) of the group and subsequently provide an opportunity to adopt the most appropriate transfer pricing methods with a view towards tax optimisation of the entire group.

Whereas this write-up provides a brief overview of the salient issues to consider in your post M&A transfer pricing considerations, parties to M&A transactions ought to keep these factors as talking points at the negotiation stage of the M&A transaction on a specific and case-by-case basis.

Should you require any more information or assistance kindly contact Samuel Kisuu or your relationship partner at Africa Law Partners

This alert is for general use only and should not be relied upon without seeking specific legal or tax advice on any matter.

Opening the Floodgates to Islamic Finance in Kenya

By Walid Khan, Head of Real Estate and General Finance at Africa Law Partners.

In recent years, Islamic Finance has grown rapidly across the world. By conservative estimates, Islamic finance is estimated to have over $2.88 trillion of assets globally. It is offered in over 80 countries and is estimated to grow at around 10-15% a year. Despite a significant slowdown in 2020 due to the Covid-19 Pandemic, the market is expected to grow to $3.69 trillion by 2024.

Islamic finance also commonly referred to as Sharia-compliant finance, involves the delivery of financial services in conformity with the principles of sharia law. The fundamental principles that govern Islamic finance include the prohibition against riba (interest), gharar and maisir (contractual uncertainty and gambling), and haram industries (prohibited industries such as those related to pork products, pornography, or alcoholic beverages). Other central principles to Islamic finance include compliance with the Shariah (Islamic law), segregation of Islamic and conventional funds, accounting standards, and awareness campaigns.

Islamic finance deals with most financial services, including banking, insurance and capital markets. While it has been used to finance huge infrastructure projects, it has also been used to fund small and medium-sized enterprises thus having a positive impact on smaller businesses. In view of the massively important role played by small businesses to developing nations, Islamic finance has a far-reaching impact on the economy. Other advantages of Islamic finance include:

   1. Financial inclusion

World Bank defines financial inclusion as ‘Financial inclusion means that individuals and businesses have access to useful and affordable financial products and services that meet their needs – transactions, payments, savings, credit and insurance – delivered in a responsible and sustainable way.’ (Worldbank.org, 2017)

The conventional banking system is based on paying/receiving an interest which is strictly prohibited by Shariah Law. As such, Muslims refrain from conventional banking. This has resulted in many Muslims remaining unbanked and unable to access financial products and services. Islamic finance permits Muslims to participate and benefit in the financial system.

Despite being based on Shariah, Islamic finance is not restricted to Muslims only and is available to non-Muslims. In fact, there have been innumerable occasions where an Islamic finance product has been attractive to potential investors, even when they are not motivated by religious reasons.

   2. Financial Justice

Financial justice is a fundamental requirement in determining whether a product is shariah-compliant. Islamic finance requires that risk is shared between the bank and the customer. A lender must therefore carry a proportional share of the loss of a project if it expects to receive profits from the project. This brings about equitable distribution of income and wealth.

   3. Discourages speculation

Due to the fact that speculation is prohibited, investments are approached with a slower, insightful decision-making process with thorough audits, analyses and due diligence. This has resulted in reduction of risk and greater investment ability. This was evident during the global financial crisis when Islamic finance products proved less volatile.

While Islamic finance has been vibrant in Muslim-majority countries particularly in South-East Asia and the Middle-East, it has, in recent times, gained traction throughout the rest of the world particularly in the United Kingdom since the UK Government took a keen interest in the industry. Noting the benefits of Islamic finance, the UK Government developed a work programme to make the UK’s financial services regulations compatible with Islamic Finance. One such way was to accommodate Islamic finance products in existing legislation and regulations governing conventional financial instruments and putting Islamic products on the same tax footing as their conventional counterparts.

The latest Islamic Finance Country Index (2019) ranks the UK 17th of 48 countries in terms of its overall Islamic finance offering. This puts it in first place in Europe and in first place among non-Muslim-majority nations. Many firms, Islamic and non-Islamic, see London as an important Islamic finance global centre to such a great degree that products developed in London are being marketed in Muslim majority countries in the Middle East.

Kenya’s Islamic finance industry is regarded as somewhat developed with immense potential for growth. Kenya has made some legislative amendments and new regulatory frameworks that have brought about the development of Takaful Retirement Benefits Schemes, shariah-compliant finance products and taxation exemption for Islamic finance products. However, it seems that Kenya needs to do more to further stimulate the market. Per the Islamic Finance Country Index 2019 rankings, Kenya ranks 24th of the 48 countries. This is a drop from the 2018’s rankings which had Kenya at 21st. This appears to be a noteworthy setback as Kenya, East Africa’s largest economy, would want to position itself as the region’s Islamic banking hub to profit from its apparent benefits and provide its 5.2 million Muslims with better access to Islamic finance services.

Further, in order to meet the Big 4 Agenda and Vision 2030, Kenya should hasten structural, legal and regulatory reforms to further enable Islamic finance services and also begin issuing sukuks at the earliest possible time. Sukuk also referred to an Islamic bond, is an instrument for raising capital and is tradeable on the securities exchange. Sukuk may be used to finance projects around Vision 2030 and the Big 4 Agenda, such as infrastructure and health projects.

Enabling an Islamic finance environment will enable Kenya consolidate its status as the leading trade hub in the region and the gateway to East Africa. Kenya has already made significant strides at enhancing the ease of doing business in the country. The World Bank’s Ease of Doing Business Index 2020 ranked Kenya at number 56. This is an improvement from 2019, 2018, 2017 and 2016 where Kenya was ranked 61st, 80th, 91st and 108th respectively. Mauritius (13), Rwanda (38th) and Morocco (53rd) are the only African countries ranked ahead of Kenya.

There is need to open the floodgates to Islamic finance in Kenya. Industry stakeholders and regulators ought to collaborate to demystify Islamic finance by way of regular training and workshops on Islamic finance concepts. Kenya also requires supportive Government policies to create a fiscal and regulatory framework to broaden the market for Islamic finance products.

Africa Law Partners is well placed to advise on Islamic finance matters. For any assistance, please contact Walid Khan.

Deloitte to launch northern hub for creative agency 368 in Leeds

Deloitte is today announcing the launch of a northern hub for its creative agency 368 in Leeds.

First launched in London in 2018, 368 is Deloitte’s in-house creative agency made up of strategists, creatives, filmmakers, developers and event specialists.

The agency was created to rival traditional agencies in its blend of creativity and infallible knowledge of Deloitte’s brand, clients and business. It plays a central role in supporting Deloitte’s position as the world’s strongest and most valuable commercial services brand, devising a range of diverse campaigns for instance addressing the climate crisis and the need for digital inclusion and re-skilling.

Applications are now open for more than 20 newly created roles in 368’s Leeds hub including in planning, copywriting, design, social media and project management teams. 368 will launch in Leeds in June, looking to scale to c. 50 people by the end of 2021.

Annabel Rake, partner and chief marketing officer at Deloitte, said: “I’m based in Leeds, and know first-hand that it’s a dynamic and influential destination for creativity. Offering a community of diverse, creative talent, Leeds is now the workshop chosen by many to create distinct and unique marketing campaigns. 368’s new northern base in Leeds will provide a vibrant backdrop to support our ambition to launch award-winning campaigns, created by some of the brightest and most ambitious creative talent in the industry.”

Stuart Cottee, Deloitte’s Yorkshire and North East practice senior partner, added: “A number of leading businesses, and now Government with the United Kingdom’s first infrastructure bank, have chosen to open their doors in Leeds in recent years, attracting a range of experienced and new creative talent to lay-down roots in the region. Having 368’s creative and digital prowess on our doorstep is yet another string to the bow of the burgeoning creative community that we have here in Yorkshire. Seeing businesses and sectors like this grow and flourish in the North is a key facet of levelling-up, and we are pleased to be part of the growing momentum for greater investment across the nations and regions.”

Agency director Nick Burbidge and 368 creative director David Harris will continue to lead the 368 team across London and Leeds. The agency’s film studio and experiential teams will continue to work from Deloitte’s London base, collaborating closely with the Leeds-based 368 team.

David Harris, creative director of 368, concludes: “Recent months have taught us how to work collaboratively and creatively with our teams, wherever we are based – however the connections we have with our communities continues to influence the work that we deliver. Leeds for many generations has been the home of inspirational innovators and creators who continue to drive the city’s evolution. Creating more of our work in this region will allow 368 to continue shaping compelling campaigns that capture the attention of our clients and communities across the United Kingdom.”

85% of consumer business leaders prioritising sustainable growth

Mike Manby, partner and consumer growth leader: “The rate of change and disruption is making companies rethink what it means to be a consumer business, not just in the short term but also over the next ten years. Whilst much of the past year has been about survival, consumer business leaders are turning their focus to profit and sustainable growth in the year ahead. This is despite the challenges of pressured profits and significant cost reduction programmes in place. Whilst these ambitions mean leaders face the perennial conundrum of how to do more with less, it also sets out a new blueprint for business.

“Whilst we have seen distress, many consumer businesses across the board have also shown immense resilience in response to the COVID-19 pandemic. One of the most notable has been the shift to online platforms, with innovative online experiences created for consumers to continuing engaging with their favourite brands. It’s encouraging to see so many consumer businesses seeing the switch to online as impetus for further innovation, and no longer a future risk.”

David Sharman, partner and value creation services lead at Deloitte: “With revenues and profits in decline, and uncertainty surrounding the economic recovery from COVID-19, business leaders must make difficult choices.

“Survival cannot become the default mindset for consumer businesses. Indeed, when we asked business leaders to identify their strategic priorities over the year ahead growth was their primary concern. At the same time, 81% have made reducing costs a priority, meaning that the pursuit of growth will need to be balanced by financial discipline, and clear targets around return on investment. Consumer businesses must find a way to do more with less, or at the very least with the same amount of investment to ensure that growth is profitable.”

Key findings:

  • CEO and CFOs of consumer businesses identify priorities for the next 12 months as profitable and sustainable growth (85%), developing existing products and services (70%), and introducing new products and services (52%).
  • Over the same period, however, profits are expected to fall as a result of both COVID-19 (41%), and Brexit (50%).
  • Cost reduction programmes are also anticipated to ramp up in 2021 due to the pandemic (73%), and ongoing impact of Brexit (44%).
  • In the short term, the highest risks to business growth are identified as COVID-19 (78%) and the state of the UK economy (59%). Over the next five years, this is superseded by competition from challenger brands and new entrants (57%) and disruptive business models (54%). However, the biggest threat to growth over the decade is identified as climate change (50%).
  • 65% of leaders do not see the switch to online as a risk in future, as their response to COVID-19 pandemic has strengthened the online presence of consumer businesses.

Deloitte chief economist comments on inflation figures from the ONS

Commenting on the latest inflation figures, published by the ONS today, Ian Stewart, chief economist at Deloitte, said:

“Inflation hit a low last year and, while still less than half its target rate, is likely to rise gradually over the next year as activity snaps back. Rising unemployment and slack in the economy will limit inflationary pressures and keep the Bank of England’s focus on activity.”

Ian Stewart is a Partner and Chief Economist at Deloitte where he advises Boards and companies on macroeconomics. Ian devised the Deloitte Survey of Chief Financial Officers and writes a popular weekly economics blog, the Monday Briefing. His previous roles include Chief Economist for Europe at Merrill Lynch, Head of Economics in the Conservative Research Department and Special Adviser to the Secretary of State for Work and Pensions. Ian was educated at the London School of Economics.

About Deloitte

In this press release references to “Deloitte” are references to one or more of Deloitte Touche Tohmatsu Limited (“DTTL”) a UK private company limited by guarantee, and its network of member firms, each of which is a legally separate and independent entity. Please see deloitte.com/about for a detailed description of the legal structure of DTTL and its member firms.

Deloitte LLP is a subsidiary of Deloitte NSE LLP, which is a member firm of DTTL, and is among the UK’s leading professional services firms.

The information contained in this press release is correct at the time of going to press.