OFFICE GROUP - Tax Strategy

Introduction

This document set outs the Truworths UK Holdco 1 Limited and its subsidiaries’ (the “Group”) approach to the management of its tax risk in accordance with Part 2 of Schedule 19 of the Finance Act 2016 and Senior Accounting Officer requirements. The document has been approved by the Audit Committee and the Board of Truworths UK Holdco 1 Limited. The document is reviewed periodically and any amendments will be approved by the Audit Committee, which reports to the Truworths UK Holdco 1 Board of Directors.

The Group operates in the retail footwear sector in the United Kingdom, Republic of Ireland and Germany, through its principal trading subsidiary Office Holdings Limited, which carries on business under the Office and Offspring brands.

Tax Framework

The Group’s policy regarding the management of its tax affairs is to:

• - ensure that the tax strategy is adopted and followed consistently by the Group;
• - comply with applicable laws and regulations in its countries of operation;
• - develop an international tax framework following all applicable laws and regulations;
• - ensure that tax returns are submitted and tax payments are made on time and disclosure that is compliant with the relevant legislation is made to the tax authorities;
• - apply diligence and care in all tax processes, and ensure that tax payments and returns are subject to an internal review process before payment and submission;
• - ensure that transactions, whose sole or main purpose is to gain a tax advantage, are not pursued;
• - ensure that tax planning (if any) is undertaken only in relation to commercial business activities actually conducted; and
• - maintain an open and regular relationship with the tax authorities.

Tax Risk Management

The Group has clear lines of responsibility and accountability in respect of its tax affairs. The Chief Financial Officer has overall accountability and responsibility for the management of the Group’s tax affairs, and is the designated Senior Accounting Officer under the Finance Act 2016 for this purpose.

The Group has adequate, professionally qualified and suitably experienced personnel, and where necessary has engaged external advisors to administer its tax affairs so as to minimise compliance risk across all forms of direct and indirect taxation to which the Group is subject.

Managing the Group’s tax portfolio is a complex process. Adequate controls in the form of second reviews of returns and computations, suitable understanding of relevant tax legislation, and the adoption of standard operating procedures relating to tax administration are in place to mitigate against this risk.

Any tax risks identified are assessed to arrive at a well-reasoned conclusion and where there is uncertainty on the application or interpretation of tax laws, external professional advice is taken to guide and support the Group’s decision making process.

The Audit Committee meets regularly and is informed of all the Group’s tax affairs and risks, and steps taken to manage or mitigate these, at each of its meetings (of which there are at least three per annum).

The Group’s tax policy is reviewed periodically by the Group’s Audit Committee and the Board.

The Group’s tax planning aims to support the commercial needs of the business by making use of appropriate tax reliefs, allowances and rebates whilst remaining compliant with applicable legislation. The Group’s policy is not to take an aggressive interpretation of tax legislation or use artificial tax avoidance schemes, nor to embark on any form of deliberate tax evasion.

The Group’s management team is actively engaged to ensure compliance with new Criminal Finances Act 2017 as regards Corporate Criminal Offences, which Act came into force in September 2017. The Group is committed to carry out all the necessary risk assessments to prevent any facilitation of tax evasion.

Relationship with Tax Authorities

The Group is committed to the principles of having an open and transparent relationship with the tax authorities in the countries where it operates. All dealings with tax authorities and other relevant fiscal authorities are conducted in a collaborative, courteous and timely manner. The aim is to engage on issues with tax authorities on a timely basis and ensure disputed matters are resolved early and in a reasonable manner where possible.

The Group is aware of the importance of migrating its tax reporting to a digital platform to ensure transparency with the tax authorities and is in the process of developing automated tax processes to achieve this objective.

London

June 2019