Welcme t the ideas bm 7 December 2015 The gvernment unveils new $1.1 billin innvatin plan The gvernment has annunced a fur-year $1.1 billin innvatin package designed t drive an ideas bm in Australia. Acknwledging innvatin is at the heart f a strng ecnmy, the Natinal Innvatin and Science Agenda has put frward a package f initiatives in fur key areas: Taking the leap - the gvernment is supprting entrepreneurs by pening up new surces f finance, embracing risk taking n innvative ideas, and making mre f their public research; Wrking tgether - the gvernment is increasing cllabratin between industry and researchers t find slutins t real wrld prblems and t create jbs and grwth; Best and brightest - the gvernment is develping and attracting wrld-class talent fr the jbs f the future; and Leading by example - the gvernment will seek t lead by example by embracing innvatin and agility in the way they cnduct business. The measures in the Natinal Innvatin and Science Agenda aim t put Australia n the right track t becming a leading innvatr; pen t adapting and evlving t imprve the wellbeing and quality f life fr all Australians. These measures build upn existing initiatives targeted at innvatin and entrepreneurial activity, including the Entrepreneurs Prgramme, the Small Business and Jbs Package, Industry Grwth Centres, the R&D Tax Incentive, Cperative Research Centres and many mre. The fcus f this Alert is n the tax changes impacting n business, while making brad reference t ther elements f the innvatin plan. 1. TAKING THE LEAP T ften businesses cannt access finance, r fear f failure gets in the way f translating their great ideas t cmmercial realities. The gvernment will seek t change Australia s fear f failure culture and help businesses find capital which is critical fr the digital ecnmy. Increasing access t cmpany lsses The gvernment plans t put in place upcming refrms that will help businesses take sensible risks and ultimately encurage investment and grwth in Australia s innvative businesses. 1
T help businesses innvate and grw withut fear f lsing ut, the gvernment is planning t be mre flexible in relatin t access t cmpany lsses: The current same business test will be relaxed t allw businesses t access prir year lsses when they make minr changes t their peratins. This will encurage entrepreneurship by allwing lssmaking cmpanies t seek ut new pprtunities t return t prfitability; As part f these refrms the same business test will be replaced by a new and mre flexible predminantly similar business test ; and Under the predminantly similar business test cmpanies will be able t enter int new business activities and transactins withut facing a tax penalty. The predminantly similar business test will apply t lsses made in the current and future incme years; current tests will cntinue t apply t existing lsses. Intangible asset depreciatin Innvative cmpanies are mre likely t have many intangible r knwledge-based assets (such as patents, trademarks, cpyrights and business mdels). Unlike tangible assets, hwever, acquired intangible assets with a statutry effective life cannt be self-assessed t bring their tax life in line with their ecnmic life. This can reduce the depreciatin benefit and increase the cst f investment in these assets; discuraging investrs. Changing the tax treatment fr acquired intangible assets will remve this deterrent and help innvative cmpanies t market their intellectual prperty and ther intangible assets. This initiative prvides businesses with: A new ptin t self-assess the tax effective life f acquired intangible assets. This will better align the tax effective life with the true life f the assets, meaning the same tax treatment will be available fr acquired intangible assets as is available fr ther types f assets; and The ptin t cntinue using the existing statutry effective life f the asset. Faster depreciatin will decrease the csts f investment in these assets, allwing cmpanies t better explit and cmmercialise them. The changes will apply t assets acquired frm 1 July 2016. Changes t Venture Capital Limited Partnerships Venture Capital Limited Partnerships (VCLPs) are wrld-class investment vehicles that prvide tax exemptins fr thse investing in innvative cmpanies at the early and grwth stages f a start-up. At these stages f develpment, mst cmpanies have received ne r mre runds f initial funding but dn t yet have the scale r track-recrd needed t g public r attract buy-in frm institutinal investrs. Refrming VCLPs will make them mre internatinally cmpetitive and will attract greater levels f venture capital investment. Under the new arrangements: Partners in a new Early Stage Venture Capital Limited Partnership (ESVCLP) will receive a 10 per cent nn-refundable tax ffset n capital invested in start-up cmpanies; The maximum fund size fr new ESVCLPs will be increased frm $100 millin t $200 millin; and ESVCLPs will n lnger need t divest frm a cmpany when its value exceeds $250 millin. Changes t bth the VCLP and ESVCLP will relax eligibility and investment requirements t allw managers t undertake a brader range f investment activities and greater diversity f investrs. 2
The new arrangements will take effect frm 1 July 2016 as sn as the enabling legislatin may be passed int law. Refrms t Emplyee Share Schemes Emplyee Share Schemes (ESS) give emplyees shares r rights t acquire shares in the cmpany as part f their remuneratin. As this invests the emplyee s interests in the success f the cmpany, it nt nly attracts the best and brightest but means that start-ups can prvide the prmise f a greater remuneratin dwn the track. The new refrms will: Limit the requirement fr disclsure dcuments given t emplyees under an ESS t be made available t the public. This will allw therwise nn-disclsing cmpanies t ffer shares t their emplyees withut having t reveal cmmercially sensitive infrmatin t cmpetitrs; and Make ESS mre user-friendly fr innvative cmpanies, allwing them t attract mtivated staff withut a substantial initial utlay. New ESS legislatin is expected t be intrduced in the first half f 2016. Certain imprvements in the ESS rules, particularly in respect f rights and the intrductin f small start-up cncessins have already been perative frm 1 July 2015 - refer t ur ESS tax alert here. Tax incentives fr investrs The perid between the initial funding and when a start-up begins generating revenue can be a challenging time. The gvernment is making sme changes t the tax system t incentivise investrs t direct their funds twards high-grwth, innvative start-ups. The measures include cncessinal tax treatments fr investrs wh supprt innvative start-ups, including: A 20 per cent nn-refundable tax ffset based n the amunt f their investment capped at $200,000 per investr, per year; and A 10 year capital gains tax exemptin fr investments held fr three years. The measures will target cmpanies: That have incrprated during the last three incme years; Are nt listed n any stck exchange; and Have expenditure less than $1 millin and incme less than $200,000 in the previus incme year. The scheme is based n the successful UK Seed Enterprise Investment Scheme which raised ver AUD$500 millin in start-up investment fr almst 2,900 cmpanies in its first tw years. The scheme is expected t begin during 2016 as sn as the enabling legislatin may be passed int law. Nn-tax prpsals in Taking the leap Inslvency laws refrm The gvernment will be striving t seek a better balance between encuraging entrepreneurship and prtecting creditrs by: reducing the current default bankruptcy perid frm three years t ne year; intrducing a safe harbur t prtect directrs frm persnal liability fr inslvent trading if they appint a restructuring adviser t develp a turnarund plan fr the cmpany; and 3
making ips fact clauses, which allw cntracts t be terminated slely due t an inslvency event and ften lead t a cmpany s liquidatin, unenfrceable if a cmpany is undertaking a restructure. A prpsal paper will be released in 2016. Legislatin is expected t pass in mid-2017. Other prpsals Other prpsals included are: Access t crwd-surced equity funding; The gvernment will intrduce laws t prvide access t crwd-surced equity funding in Australia t prvide a diverse range f funding ptins fr businesses and will remve the cmpetitive disadvantage cmpared t their internatinal cunterparts. This will be available t available t Australian public cmpanies with a turnver and grss assets f less than $5 millin and individuals seeking t invest using the crwd-surced equity funding platfrm will be limited t a maximum amunt f $10,000 per cmpany, per year. Bimedical Translatin Fund; The gvernment will establish a new $250 millin fund the Bimedical Translatin Fund which will invest in prmising bimedical innvatin and cmmercialisatin. CSIRO Innvatin Fund; and The new CSIRO Innvatin Fund will supprt the early stage cmmercialisatin f innvatins frm CSIRO, universities and ther publicly funded research bdies. Incubatr Supprt Prgramme. T supprt existing incubatrs and t encurage develpment f new nes, particularly in regins and sectrs f high innvatin ptential, the gvernment will be adding a new cmpnent t the Entrepreneurs Prgramme an $8 millin Incubatr Supprt Prgramme. 2. WORKING TOGETHER The gvernment will be changing research funding incentives t supprt partnerships with industry, and will invest in critical, wrld-leading research infrastructure t ensure researchers have access t the very best. Prpsals in Wrking tgether are: Advancing quantum cmputing technlgy; The gvernment will be investing $26 millin ver five years t supprt the develpment f silicn quantum cmputing technlgy in Australia by the Centre fr Quantum Cmputatin and Cmmunicatins Technlgy (CQC2T), headquartered at the University f New Suth Wales. CQC2T is a glbal leader in silicn-based quantum cmputing research, and the investment in its wrk will help fund the develpment f a silicn quantum integrated circuit the first step in develping a practical quantum cmputing system. Cyber Security Grwth Centre; The gvernment will be prviding $30 millin thrugh t 2019-20 t establish a new industryled Cyber Security Grwth Centre t grw and strengthen Australia s cyber security industry. A Cyber Security Grwth Centre will ensure that Australia is a glbal industry leader, able t exprt prducts and services in the glbal marketplace while helping Australian businesses and gvernments t address the grwing threat f cyber-crime. 4
Glbal Innvatin Strategy; T help Australia cmpete n an internatinal level, the gvernment will be investing $36 millin ver five years in a Glbal Innvatin Strategy t imprve Australia s internatinal innvatin and science cllabratin. Innvatin Cnnectins; T cnnect mre small and medium businesses with researchers, the gvernment will be investing $18 millin in a cmpnent f the Entrepreneurs Prgramme, fr a new Innvatin Cnnectins prgramme. The Innvatin Cnnectins initiative will expand and refcus the existing Research Cnnectins prgramme t drive new industry-led cllabratins between researchers and small and medium enterprises. The partnerships will fster the develpment f new ideas with cmmercial ptential and will identify the knwledge gaps preventing business grwth. Innvatin in agriculture and reginal areas; The Glbal Innvatin Strategy will prvide seed funding fr cllabrative science wrkshps with reginal ecnmies n shared challenges, such as fd and bi security, and will supprt Australian business and research cnsrtia t wrk with their internatinal cunterparts. The Incubatr Supprt Prgramme will fcus n regins and sectrs with high innvatin ptential such as thse identified in a Science and Research Pririty. Sharpening incentives fr university engagement with research end users will ensure their effrts have tangible benefits fr the agricultural sectr. Further funding fr reginal universities will create mre pprtunities fr Australian regins. Linkage Prjects scheme; Under the current annual selectin fr Australian Research Cuncil (ARC) Linkage Prjects grants, the partners can wait up t nine mnths frm applicatin t annuncement f funding utcmes. Shifting t cntinuus runds will allw bth researchers and industry partners t take greater advantage f pprtunities fr cllabratin faster and will encurage mre partnerships between universities and business. Maintaining wrld class research infrastructure; The gvernment will prvide lng-term funding certainty fr cutting-edge, natinal research infrastructure t ensure research jbs stay in Australia and Australia retains its wrld class science and research capability. This will enable cntinued high-level capability in areas such as nanfabricatin, fd prductin, health, cyber security and sustainable cities. Measuring impact and engagement f university research; and In 2015-16 the gvernment invested apprximately $3.5 billin in university research. Assessing and reprting n hw gvernment investments in university research translate t tangible benefits fr Australia will help shw where cllabratin with industry and ther partners culd blster and mre quickly deliver these benefits. New research funding arrangements fr universities Fr the first time, the gvernment will be intrducing new research funding arrangements fr universities that give equal emphasis t success in industry and ther end-user engagement as it des t research quality. 5
3. BEST AND BRIGHTEST The gvernment will seek t create an envirnment that attracts the wrld s best and brightest, while making sure Australians are equipped with the skills they need t thrive in a rapidly evlving wrkfrce. Supprting innvatin thrugh visas T attract the best and brightest entrepreneurial talent and skills t Australia, the visa system will be imprved. The gvernment will be enhancing the current visa system thrugh: A new prvisinal Entrepreneur Visa fr entrepreneurs with innvative ideas and financial backing, and a pathway t permanent residence; and Pathways t permanent residence fr pstgraduate research graduates with STEM qualificatin will be enhanced. The Entrepreneur Visa will be intrduced in Nvember 2016 and the enhanced permanent visa pathway fr STEM pstgraduate research graduates will be implemented in December 2016. Other prpsals in Best and brightest Other prpsals included are: Embracing the digital age; Leveraging ff the Australian Curriculum: Digital Technlgies, this initiative will ensure bth students and teachers have access t the tls they need t enhance their digital literacy t frm a wrkfrce skilled t meet Australia s innvatin agenda. Inspiring a natin f scientists; and The gvernment will supprt science, technlgy, engineering and mathematics (STEM) educatin and cmmunity engagement in rder t help children, families and the whle cmmunity engage in science, t understand the imprtance f science and the part they can play in Australia s future. Opprtunities fr wmen in STEM. The gvernment will help encurage greater gender equity in STEM rganisatins and STEMbased industries. 4. LEADING BY EXAMPLE The gvernment will seek t becme mre innvative in delivering services, sharing data and making it easier fr business t trade and wrk with gvernment. Prpsals included are: Business Research and Innvatin Initiative; The gvernment will be encuraging businesses t develp mre innvative slutins t imprtant gvernment plicy and service delivery prblems, with a pilt series f challenges called the Business Research and Innvatin Initiative. Entrepreneurs will receive funding t create new prducts and innvatins with exprt ptential, while retaining their intellectual prperty and the right t cmmercialise the ideas in Australia r verseas. Data sharing fr innvatin; The gvernment will be releasing mre nn-sensitive public data fr private sectr innvatin, and we ll use the data t imprve service delivery and t infrm and evaluate plicy. 6
Data61: Australia s digital and data innvatin grup; The gvernment will be pushing technical bundaries t develp and apply cutting-edge technlgy. An investment f $75 millin will be made in the Cmmnwealth Scientific and Industrial Organisatin s (CSIRO s) new research unit Data61, Australia s largest data innvatin grup. Digital Marketplace; and Based n a successful UK mdel, the Digital Marketplace will be an nline directry f digital and technlgical services prvided by small t medium businesses, fr gvernment agencies t seek prcurement. Innvatin and Science Australia. Innvatin and Science Australia (ISA) will replace and redefine the current functin f Innvatin Australia. It will be the new independent bdy respnsible fr advising gvernment n all science, research and innvatin matters. We can assist yu We can assist yu with the implicatins f the tax prpsals, ptential new fund-raising pprtunities and structuring issues as the details unfld. We als have a team dedicated t migratin which will be able t assist with the prpsed visa changes. Our cmmercial and intellectual prperty lawyers are able t help negtiate and dcument cmmercial cntracts, cllabrative arrangements and intellectual prperty prtectin and licensing. Rss Higgins Partner T +61 3 9321 7830 rhiggins@rigbycke.cm.au Rn Jrgensen Partner T +61 3 9321 7824 rjrgensen@rigbycke.cm.au Level 11, 360 Elizabeth Street Melburne Victria 3000 T +61 3 9321 7888 F +61 3 9321 7900 W www.rigbycke.cm.au 2015 Rigby Cke Lawyers Disclaimer This publicatin cntains cmments f a general nature nly and is prvided as an infrmatin service. It is nt intended t be relied upn as, nr is it a substitute fr specific prfessinal advice. N respnsibility can be accepted by Rigby Cke Lawyers r the authrs fr lss ccasined t any persn ding anything as a result f any material in this publicatin. Liability limited by a scheme apprved under Prfessinal Standards Legislatin. 7