Retro bonus agreement. What is a retro bonus

The simplest tax option for providing a discount has always been the transfer of the premium by the seller to the buyer to the current account. The Ministry of Finance explained that the premiums paid to the buyer in cash do not affect the VAT tax base for either the buyer or the seller - this is the non-operating income of one and the non-operating expense of the other.
However, recently, the option of paying retrobonuses (premiums) to the buyer has raised a number of questions from the business community, an already forgotten discussion on the issue has flared up with renewed vigor, and all this is a consequence of an incorrect interpretation of the Resolution of the Presidium of the Supreme Arbitration Court of the Russian Federation dated December 22, 2009 N 11175 / 09 in the case "Dirol Cadbury". What is the essence of the explanations of the Presidium of the Supreme Arbitration Court? What tax consequences in terms of VAT will follow the incorrect interpretation of its Decree N 11175/09? How did the Tax Service and the Ministry of Finance comment on the Decree of the Presidium of the Supreme Arbitration Court?

The Presidium of the Supreme Arbitration Court: the supplier can recalculate VAT, taking into account rebate bonuses to the buyer

Consider the circumstances of the case that led the court to such conclusions.
In 2004 - 2005 The company sold its goods through a network of distributors. When concluding distribution agreements, it was envisaged that distributors distribute and sell goods to third parties, while in order to motivate the latter to increase the volume of purchased goods, share the product market, develop product distribution, and strengthen payment discipline, the company, in agreement with the distributor, establishes a system of discounts with product prices (system of bonus discounts). Discounts were provided to distributors based on performance as a percentage of the volume of goods sold for a certain period, in particular, for the fulfillment of the sales plan, the timeliness of payment, the achievement of goals (for special efforts to promote the goods on the market).
The Company adjusted the amount of revenue by issuing invoices on the basis of acts on the results of work with a "minus" sign for previous shipments, while in these invoices the values ​​of the column "Price per unit of production, quantity (volume) of supplied (shipped) goods" did not change ". At the same time, the taxpayer reduced the sales proceeds in the discount period, that is, did not correct the data of the previous period.
As a result of the audit, the tax authority came to the conclusion that the real economic meaning of bonus discounts is not to change the price of goods, but to pay buyers premiums of a certain variety. This means that the taxpayer incorrectly underestimated the tax base for VAT in the considered tax periods.
Three judicial instances - the first, appeal and cassation - sided with the tax authorities. The arbitrators came to the conclusion that retrospective (bonus) discounts provided to distributors are discounts that do not change the price of goods, since such discounts were determined by the company as a percentage of the total cost of all goods sold for the previous period, and the initial price of the goods and the price formed taking into account the discounts provided to the buyer.
However, the Presidium of the Supreme Arbitration Court canceled all judicial acts in this episode. According to him, the courts did not take into account the following.
In accordance with paragraphs. 1 p. 1 art. 146 of the Tax Code of the Russian Federation, the sale of goods (works, services) in the territory of the Russian Federation is recognized as an object of value added tax. By virtue of paragraph 1 of Art. 39 of the Tax Code of the Russian Federation by the sale of goods, works, services by an organization or individual entrepreneur the transfer on a reimbursable basis (including the exchange of goods, works, services) of the right of ownership of goods, the results of work performed by one person for another person, the provision of services for a fee by one person to another person, and in cases provided for by the Tax Code, the transfer of the right ownership of goods, the results of work performed by one person for another person, the provision of services by one person to another person free of charge. When determining the tax base, revenue from the sale of goods (works, services), transfer of property rights is determined on the basis of all income of the taxpayer associated with settlements for payment for these goods (works, services), property rights received by him in cash and (or) in kind (Clause 2, Article 153 of the Tax Code of the Russian Federation). According to paragraph 4 of Art. 166 of the Tax Code of the Russian Federation, the total amount of VAT payable to the budget is calculated at the end of each tax period, taking into account changes that increase or decrease the tax base in the corresponding tax period.
From these provisions, the Presidium of the Supreme Arbitration Court concluded: regardless of how the parties to the distribution agreement determined the incentive system: by providing a discount that determines the amount of a possible reduction in the base price of the goods specified in the contract, or by providing a bonus - additional remuneration, the premium provided by the seller to the buyer for fulfilling the terms of the transaction, as well as regardless of the procedure for granting discounts and bonuses (transfer to the current account, set off as an advance or reduction of debt), when determining the taxable base, the amount of revenue is subject to determination taking into account discounts, and, if necessary, - adjustment for the tax period in which the sale of goods (works, services) is reflected.
The supreme arbitrators also noted that this conclusion is also confirmed by the provisions of paragraph 1 of Art. 154 of the Tax Code of the Russian Federation, which establishes that the tax base for the sale by the taxpayer of goods (works, services) is determined as the cost of these goods (works, services), calculated on the basis of prices determined in accordance with Art. 40 of the Tax Code of the Russian Federation.
As a result, based on these arguments, the arbitrators pointed out: the discounts provided by the company to distributors were inextricably linked with the sale of goods, that is, the company lawfully reduced the sale price of the goods, adjusting the corresponding taxable base when calculating VAT, in connection with which the additional charge of VAT by the inspectorate (almost 48 million rubles), the accrual of penalties and tax sanctions for this episode is illegal. By Decree N 11175/09, the Presidium of the Supreme Arbitration Court overturned the decisions of the lower courts in the part in which they recognized that Dirol Cadbury had underestimated the VAT tax base by the amounts of bonuses and discounts provided to its dealers, and invalidated the decision tax office on the additional accrual of VAT to the company for 2004 - 2005, the accrual of appropriate penalties and a fine for this episode.

Tax consequences of the "retrobonus - form of discount" position for the supplier and the buyer

Decree N 11175/09, according to some lawyers of trading companies, makes adjustments to the activities of both suppliers and buyers. The supplier has the right to reduce the taxable base for VAT by the amount of rebates, and if so, they believe, the buyer will have to pay VAT to the budget from the bonus received, because he declares the deduction in the same amount based on the original invoice (buyers do not touch the deductions, since "negative "the invoice does not allow them to do this, and the correction of primary documents is an undesirable option for buyers, as it will lead to the need to file an updated tax return, pay arrears and penalties).
Since the beginning of 2010, some large retailers have already reacted to the clarifications of the Presidium of the Supreme Arbitration Court by offering suppliers to increase their rebates by the amount of VAT (18%). Naturally, this initiative caused a flurry of protests from suppliers.
This is not at all surprising, because even if the suppliers actually correct the accrued VAT in the rebate period on the basis of a "negative" invoice, they will have to transfer the same amount of VAT to the buyer along with the premium. It turns out that, subject to quarterly payment of VAT, the supplier, in addition to the premium, provides a short-term, but completely free "credit" to the buyer in the form of VAT on the premium. The majority of suppliers are already working with retail chains on the verge of profitability, and a premature outflow of money is simply unacceptable for them. There is another reason for the dissatisfaction of sellers. The fact is that a supplier that reduces the VAT tax base on the basis of a "negative" invoice may be subject to claims during the audit. Inspectors may consider that a company is unduly reducing the VAT base by issuing "negative" invoices. The Ministry of Finance speaks out against invoices "with a minus". Officials substantiate their position by the fact that Ch. 21 of the Tax Code of the Russian Federation does not provide for the issuance of "negative" invoices (Letter dated May 29, 2007 N 03-07-09 / 09). True, it is possible to defend the legitimacy of reducing the tax base on such invoices in judicial order. Judges do not consider invoices "with a minus" illegal, because neither Ch. 21 of the Tax Code of the Russian Federation, nor other regulations do not prohibit the taxpayer from issuing them (Resolutions of the FAS SZO dated 10.02.2010 N A44-2914 / 2009, FAS MO dated 11.09.2008 N KA-A41 / 8495-08-P).
If the supplier does not take the risk of adjusting his tax base for VAT on a "negative" invoice, but at the same time follows the buyer's lead and agrees to transfer VAT to him along with the premium, he will not receive a deduction for this VAT. The reason is simple: when receiving a volume (as well as assortment or any other) bonus, the buyer does not sell goods, works, services and, accordingly, is not entitled to issue an invoice to the supplier for the amount of the rebate, and this contradicts the meaning of the bonus itself. Even if such an illegal invoice were issued, the supplier would not be entitled to a deduction on it. It is also unrealistic to receive a VAT deduction from the premium on the basis of your own "negative" invoice: firstly, a deduction for a "negative" invoice is not provided, and secondly, the invoice must be issued by the seller of goods, not the supplier.
It is easy to see that the root of the problems faced by the buyer and supplier, who adhere to the position "any bonus or premium changes the price of the goods and entails the need to adjust the tax base," lies primarily in the impossibility under the current legislation of obtaining a VAT deduction on the basis of a "negative" account - invoices. In the Letter of the department dated 03.11.2009 N 03-07-09 / 55 it is said: the provisions of Art. 169 of the Tax Code of the Russian Federation, the indication of negative indicators in invoices is not provided. In this regard, invoices issued by sellers with negative indicators cannot be the basis for accepting the sums of value added tax presented to the buyer by the seller for deduction or reimbursement. Consequently, the buyer will have to part with the VAT deduction on the rebate issued by the "negative" invoice, unless there are appropriate legislative changes.

Note. The main directions of tax policy Russian Federation for 2010 and for the planning period of 2011 and 2012, in terms of value added tax, it is envisaged to resolve the issue of the possibility of issuing invoices with negative indicators (credit accounts) in order to regulate the procedure for applying tax deductions. After such changes are made to the Tax Code, the relevant adjustments will be made to the Rules for maintaining registers of received and issued invoices, purchase books and sales books, approved by Decree of the Government of the Russian Federation of December 2, 2000 N 914 (hereinafter referred to as the Rules). This is reported in the Letter of the Ministry of Finance of Russia dated 02.06.2009 N 03-07-09 / 28.
On the this moment It is known that in connection with the numerous requests of taxpayers, caused by the adoption of Decree N 11175/09, work to address this issue has intensified.

Officials: only discounts that change the price of goods, but not premiums and bonuses, correct the VAT tax base

Numerous issues of taxpayers in connection with the adoption of Decree N 11175/09 are actively covered by the Ministry of Finance and the Federal Tax Service.
And earlier, financiers have repeatedly given explanations (see, for example, Letter dated 07.26.2007 N 03-07-15 / 112) that the VAT tax base is adjusted only if the original price at which goods are shipped changes. If the price of the goods does not change and the supplier's gratitude is issued as a premium, then, in the opinion of the Ministry of Finance, these amounts should not be recognized as payments related to settlements for the supplied goods. The payment of sellers of goods to their buyers for these actions is not related to the emergence of obligations for buyers to transfer property (property rights) to sellers of goods, perform work or provide services under the supply contract. Operations for which bonuses and remuneration are paid are carried out as part of the activities of the buyer of goods in the region. retail and are not related to the activities of the seller of goods. In this regard, the amounts of premiums and remuneration received by the buyer of goods from the seller and not related to payment for goods are not subject to the requirements of paragraphs. 2 p. 1 art. 162 of the Tax Code of the Russian Federation (that is, the indicated amounts are not subject to VAT as amounts related to payment for goods).

Commenting on Decree N 11175/09, financiers notice (Letters dated 05.05.2010 N 03-07-14/31, dated 04/29/2010 N 03-07-11/158, dated 03/30/2010 N 03-07-04/02) : in the said Resolution it is noted that the discounts provided by the company to distributors were inextricably linked with the sale of goods, that is, the company lawfully reduced the sale price of the goods, adjusting the corresponding tax base when calculating value added tax, in connection with which the additional charge of value added tax by the inspectorate , the accrual of penalties and tax sanctions for this episode should be recognized as illegal. According to paragraph 1 of Art. 16 Arbitration Procedure Code of the Russian Federation judicial acts that have entered into force arbitration court are binding on the authorities state power, bodies local government, other bodies, organizations, officials and citizens and are subject to execution throughout the territory of the Russian Federation. At the same time, the party that took part in the consideration of the case (in this case, Dirol Cadbury LLC) must comply with the above Resolution of the Supreme Arbitration Court. As regards other taxpayers who pay bonuses (remunerations) to buyers of goods, as well as provide buyers with discounts from the price of goods sold, the execution of the above Decree can be carried out by these taxpayers voluntarily or upon adoption of an arbitration court decision in respect of these persons in a specific case. In addition, financiers note that, in accordance with the position of the Ministry of Finance, set out in Letter No. 03-07-15/112 of July 26, 2007, the taxpayer adjusts the VAT tax base in the relevant tax period, if the provision of discounts (premiums) has led to change in the selling price: this position does not contradict Decree N 11175/09 and therefore has not changed.
The tax service also did not stand aside: its Letter dated 04/01/2010 N 3-0-06 / 63 describes in detail the algorithm of the seller's actions when granting discounts and paying bonuses to buyers.
The initial situation for which clarifications are provided is as follows: a company sells most of its products through wholesale buyers. Some supply contracts provide for premiums (discounts, bonus payments) for reaching the level of sales, in particular, the amount of the discount is set as a percentage of the amount of turnover. The contract does not provide that the buyer is obliged to perform any actions in the interests of the seller, except for those specified in the supply contract. When granting a discount, the original price of the goods established in the contract is not adjusted.
In response to a query, the Federal Tax Service noted that the tax consequences of the discounts have been the subject of consideration in arbitration courts more than once. Thus, Decree N 11175/09 states that the discounts provided, which are inextricably linked with the sale of goods, legitimately reduce the price of products sold.
Thus, taking into account judicial practice in such cases, one must proceed from the following: if the contract of sale or supply contains provisions on discounts (bonuses), this does not mean that there are any other legal relations between the parties, except those specified by the contract. Bonuses (premiums, rewards) should be considered as forms of discounts that will have tax consequences corresponding to the tax regime.
The Letter of the Ministry of Finance of Russia dated December 19, 2006 N 07-05-06 / 302 states that if the contract provides for discounts that change the price of the goods, this does not entail the obligation to correct primary documents. Such a change is made in accordance with the rules of business turnover: credit notes, advice notes, etc. Given the above, the Federal Tax Service proposes to determine the VAT regime for such transactions as follows.
The tax base for VAT is set taking into account the discount. If the discount is granted after shipment, the base must be adjusted for the period in which the shipment of the goods is reflected. This conclusion is confirmed by the said Resolution of the Presidium of the Supreme Arbitration Court. The Federal Tax Service offers the following procedure for issuing discounts and bonuses. When selling goods, the seller must issue an invoice no later than five days from the date of shipment; it must specify the selling price:
- taking into account the discount or bonus, if they are provided on the date of shipment;
- excluding discount or bonus, if they are provided after the date of shipment.
If the price of the goods is indicated without a discount in the invoice drawn up at the time of shipment, then when it is presented, drawn up with the relevant primary documents, the invoice must be adjusted accordingly, including a change in the price of the goods. Corrections are made in the manner prescribed by clause 29 of the Rules.
In addition, the seller must:
- make changes to the sales book in the manner prescribed by clause 16 of the Rules;
- submit an updated declaration for the period for which changes were made to the sales book.
The buyer must register the corrected invoice in the purchase book. He has the right to present VAT amounts for deduction in the period in which he receives an adjusted invoice. If the buyer, prior to making corrections to the invoice, has already registered it in the purchase book and accepted VAT for deduction, then he should make changes to the purchase book in the manner prescribed by clause 7 of the Rules. In addition, you will need to submit an updated declaration for the period for which changes were made to the purchase book.

key conclusion. FTS: premiums paid to the buyer in cash and not related to the provision of services by him in favor of the seller or a change in the price of the contract do not change the sales proceeds and are not subject to VAT.

In a situation where premiums and remunerations are paid to the buyer in cash (both by transfer to the account, and by offset as an advance payment or debt reduction) and these remunerations are not related to the provision of services by the buyer in favor of the seller or a change in the price of the contract, the seller must determine the proceeds from the sale excluding such premiums and bonuses. Accordingly, the tax base for VAT is determined by the seller without taking into account such premiums and remuneration. The indicated amounts are not recognized in this case as payments related to settlements for the delivered goods, and are not subject to VAT from the buyer.

In our opinion, until changes are made to the legislation that would allow declaring a VAT deduction on the basis of a "negative" invoice, it is unprofitable to follow the position of "retrobonus - a form of discount". Moreover, either the buyer is in a disadvantageous position if he receives a "negative" invoice from the supplier for the amount of the bonus, for which he will not be able to claim a VAT deduction, but will be forced to pay this tax to the budget (otherwise he may be charged additional VAT on the received bonuses ), or the supplier, if, having reduced the accrued VAT, at the same time transfers the difference (VAT from the retrobonus) to the buyer and thereby, firstly, causes an additional premature outflow of funds, and secondly, attracts unnecessary attention of the tax authorities in connection with the adjustment of the tax base on the basis of a "negative" invoice they do not recognize.
If the buyer insists on transferring VAT to him along with bonuses (as practice has shown, such requirements are not uncommon and are sometimes presented in an ultimatum form), the seller can give the following counterarguments.
Firstly, Decree N 11175/09 deals with tax legal relations relating to 2004-2005. At that time, the Tax Code did not allow the taxpayer to include the discount (premium) provided to the buyer in non-operating expenses. Federal Law No. 58-FZ of 06.06.2005 supplemented the list of non-operating expenses with paragraphs. 19.1 p. 1 art. 265 of the Tax Code of the Russian Federation (expenses in the form of a discount (premium) provided (paid) by the seller to the buyer as a result of the fulfillment of certain conditions of the contract, in particular the volume of purchases, are taken into account as non-operating expenses when forming the tax base for income tax by the seller organization). Now suppliers take into account premiums and bonuses paid to buyers on the basis of paragraphs. 19.1 p. 1 art. 265 of the Tax Code of the Russian Federation, and the legitimacy of this is confirmed by numerous clarifications from the Ministry of Finance. The foregoing means that the supplier has no reason to adjust the sales proceeds when paying a bonus to the buyer. And even if they were, anyway, he would only have the right, but certainly not the obligation to reduce the tax base for VAT in the period the bonus was provided to the buyer. The buyer has a mirror situation - the premium (bonus) is non-operating income for him, and this income does not meet the criteria of Art. 146 of the Tax Code of the Russian Federation on the object of VAT.

Secondly, the conclusions drawn in Decree no. 11175/09 cannot be assessed in isolation from the actual circumstances of the case. In the said judicial act, a specific situation is considered in which a particular supplier organized own system incentives for distributors for the fulfillment of contractual conditions for the purchase and sale of goods. Discounts provided by the supplier to distributors were inextricably linked with the sale of goods, that is, the supplier legitimately reduced the sale price of the goods by adjusting the corresponding taxable base when calculating VAT. By providing a discount, the supplier reduced the cost of the goods sold. This was the system of incentives for distributors for the fulfillment of contractual conditions for the purchase and sale of goods. Once again, we will emphasize: the parties clearly defined what they mean by a discount, and established: it adjusts the price of the goods.
Thirdly, there is not a word in Decree N 11175/09 that the premium paid to the buyer by the supplier (without reducing the cost of the goods) for the achievement of contractual conditions entails the accrual of VAT by the buyer on the amount of such a premium. It only contains a statement of fact: regardless of how the parties to the agreement determined the incentive system (discounts, premiums), and the procedure for calculating the tax base, the amount of the supplier's revenue is subject to determination taking into account discounts, and, if necessary, adjustment for that tax period, which reflects the sale of goods (works, services). In other words, there is not a word in the said judicial act that the premium received by the buyer is subject to VAT. And even more so - not a word about the fact that the supplier can deduct the VAT charged on the premium.
Fourthly, regarding the procedure for taxing VAT on a monetary premium (bonus) based on the results of sales, the regulatory authorities with reference to paragraphs. 1 p. 1 art. 146, paras. 2 p. 1 art. 162 of the Tax Code of the Russian Federation have always been expressed definitely: premiums are not subject to VAT either from the seller or the buyer, unless their payment is related to the provision of certain services by the buyer. As a rule, the courts agree with this position. You will have to pay VAT on the premium only if its payment is due to the provision of certain services by the buyer to the seller (for example, to conduct a promotion). In this case, the buyer must issue an invoice for the amount of the premium, according to which the supplier will be able to receive a tax deduction, subject to the conditions established by Art. Art. 171, 172 of the Tax Code of the Russian Federation.

Finally, both the Ministry of Finance and the Federal Tax Service explain that retrobonuses and bonuses do not affect the VAT tax base, and the taxpayer’s compliance with the written explanations of officials is the basis for refusing to hold him accountable for a tax offense (Articles 109, 111 of the Tax Code of the Russian Federation) and accruing penalties to him (Article 75 of the Tax Code of the Russian Federation).
Thus, Decree N 11175/09 did not introduce, in our opinion, any new rules in the procedure for calculating VAT.

The form of the document "Supply agreement with the condition of payment of retrobonuses" refers to the heading "Agreement for the supply of goods, products". Save a link to the document in in social networks or download it to your computer.

deliveries subject to the payment of rebate bonuses

d. [place of conclusion of the contract] [day, month, year]

[Full name of organization] represented by [F. I. O., position], acting on the basis of the [Charter, regulation, power of attorney], hereinafter referred to as the Supplier, on the one hand, and [full name of the organization] represented by [F. I. O., position], acting on the basis of the [Charter, regulation, power of attorney], hereinafter referred to as the Buyer, on the other hand, and collectively referred to as the Parties, have concluded this agreement as follows:

1. The Subject of the Agreement

1.1. The Supplier undertakes to transfer the Goods to the Buyer within the terms stipulated by this agreement, and the Buyer undertakes to accept and pay for them.

1.2. The range and quantity of the Goods is determined in the specification, which is agreed upon by the Parties and is an annex and an integral part of this agreement.

1.3. The recipient of the Goods is [buyer/other person].

2. Quality, product labeling

2.1. The quality of the Goods supplied must comply with [name of GOST, OST, specifications, technical samples, descriptions], approved by [name of the body that approved the TU, TO, date of approval].

2.2. The Goods must be labeled and contain information in accordance with the requirements of the current legislation of the Russian Federation, as well as be accompanied by documents stipulated by the legislation of the Russian Federation for the sale of the Goods, including those confirming the quality of the Goods.

2.3. The Supplier guarantees that the delivered Goods comply with the requirements established by this agreement and its annexes, which are its integral part, during the expiration date (sales period), warranty period. The warranty period is calculated from the moment of sale (sale) of the Goods by the Buyer to the consumer.

2.4. In case of any changes in the documentation confirming the quality and labeling of the Goods, including when changing or adding a barcode, the Supplier undertakes to inform the Buyer of such changes no later than [value] days before the delivery of the Goods by providing the relevant documents.

3. Periods and order of delivery of goods

3.1. The goods are delivered during the term of this contract in separate lots.

3.2. Frequency of delivery - [fill in as needed].

3.3. Delivery schedule of the Goods: [ten-day, daily, hourly, etc.].

3.4. Early delivery of the Goods may be made with the consent of the Buyer. Goods delivered ahead of schedule and accepted by the recipient are counted towards the quantity of the Goods to be delivered in the next period.

3.5. Delivery of the Goods is carried out by shipment (transfer) to the recipient specified in this agreement.

3.6. Delivery of the Goods is carried out by the Supplier by shipping them to [specify the mode of transport].

4. Rights and obligations of the parties

4.1. The supplier is obliged:

4.1.1. Deliver to the Buyer the Goods of proper quality, in proper packaging on the terms of this agreement.

4.1.2. Ensure the participation of your representative in the acceptance of the Goods.

4.1.3. Simultaneously with the delivery of the Goods, transfer the necessary documentation to the Buyer.

4.1.4. Transfer the Goods to the Buyer free from the rights of third parties.

4.1.5. If there are defects in the Goods, eliminate them within [value] from the moment of acceptance of the Goods, drawing up the act and transferring the act to the Supplier.

4.1.6. In the event of warranty cases, eliminate defects in accordance with the terms of this agreement.

4.1.7. Notify the Buyer of all circumstances that make it difficult or impossible to fulfill its obligations under this agreement within [value] from the moment of their occurrence.

4.1.8. Perform other duties stipulated by this agreement.

4.2. The supplier has the right:

4.2.1. Require timely acceptance of the delivered Goods and signing of documents in a timely manner.

4.2.2. Demand payment of penalties in accordance with the terms of this agreement.

4.3. The buyer is obliged:

4.3.1. Ensure timely acceptance of delivered Goods.

4.3.2. Make payment for the Goods in the manner and within the time limits stipulated by this Agreement.

4.3.3. Upon acceptance of the Goods, sign the accompanying documents and hand over one copy to the Supplier's representative.

4.3.4. Notify the Supplier of the suspension, reduction or termination of financing of the contract in order to agree on new terms and other conditions for the delivery of the Goods.

4.3.5. Perform other duties stipulated by this agreement.

4.4. The recipient has the right:

4.4.1. Require the transfer of the Goods in accordance with the terms of this agreement and supporting documents within the stipulated time.

4.4.2. In order to check the conformity of the quality of the supplied Goods with the requirements, established by the agreement, involve independent experts.

4.4.3. Immediately notify the Supplier in writing of any identified deficiencies upon acceptance of the Goods or upon the occurrence of warranty cases.

4.4.4. Demand payment of penalties in accordance with the terms of this agreement.

4.4.5. Completely or partially refuse the Goods, the delivery of which is provided for by this agreement, subject to compensation to the Supplier for losses caused by such refusal.

4.4.6. Request from the Supplier any documentation and information related to the subject of the contract.

5. Transfer of risks associated with the goods

5.1. The Supplier bears all risk, loss or damage to the Goods until it has been delivered to the Recipient.

5.2. The Recipient bears all risk, loss or damage to the Goods from the moment it is received.

6. Price and payment procedure

6.1. The Buyer pays for the Goods supplied to him by the Supplier at the prices specified in the specification.

6.2. Payment is made by bank transfer for each consignment of the Goods separately within [value] days from the date of receipt of the invoice.

6.3. In the event that the delivery of the Goods will be carried out in separate parts included in the kit, its payment will be made after the shipment of the last part included in the kit.

6.4. When the volume of purchases of the Goods agreed with the Supplier is fulfilled and there are no violations provided for in this agreement, the Buyer has the right to receive a rebate bonus - a monetary incentive for reaching a certain volume of purchases of the Goods, transferred to the Buyer's settlement account. The Retrobonus is [value] % of the amount of the purchased Goods for [month/quarter/half-year/year].

Payment of rebate bonuses is made on the basis of the calculation and invoice within [value] days from the date of receipt of the invoice. The calculation is considered accepted by the Supplier, provided there are no objections.

7. Liability of the parties

7.1. In the event of a significant violation of the requirements for the quality of the Goods, the Supplier is obliged, at the option of the Buyer, to return to him the amount paid for the Goods or to replace the Goods of inadequate quality with the Goods corresponding to the contract.

7.2. For underdelivery or delay in delivery of the Goods, the Supplier shall pay the Buyer a penalty in the amount of [value]% of the cost of the entire consignment of the Goods for each day of delay until the actual fulfillment of the obligation.

7.3. For late payment of the Goods transferred in accordance with this Agreement, the Buyer shall pay the Supplier a penalty in the amount of [value]% of the amount of the debt for each day of delay.

8. Actions of this agreement

8.1. This Agreement shall enter into force from [day, month, year] to [day, month, year]. The Agreement may be extended by agreement of the Parties.

8.2. All documents, specifications, annexes and additions adopted in pursuance of this agreement are valid and are an integral part of this agreement when signed by the Parties.

9. The procedure for changing and terminating this agreement

9.1. All changes and additions to this agreement are valid only in cases of registration in writing and signing by both Parties.

The Party sends the draft amendments to this agreement in the form of an additional agreement to the agreement, the other Party is obliged to consider the submitted draft amendments and, within [value] days from the date of receipt, sends a signed copy of the additional agreement or a reasoned refusal to make the submitted changes.

9.2. This agreement shall terminate at the end of its term, and may also be terminated ahead of schedule:

By written agreement of the parties;

Unilaterally in case of refusal of one of the Parties from this agreement in cases where the possibility of such refusal is provided for by law or this agreement;

In other cases provided by law or agreement of the Parties.

9.3. In the event that one of the Parties objects to the early termination of this agreement, the termination of the agreement is carried out in a judicial proceeding in compliance with the rules on jurisdiction established by clause 10.1 of this agreement.

10. Special conditions. Force Majeure

10.1. Disputes arising between the Parties during the conclusion, execution, termination of the contract shall be subject to amicable settlement by the Parties. If no agreement is reached, either Party may apply to arbitration.

10.2. On issues not regulated by this agreement, the Parties are guided by the current legislation.

10.3. The parties are released from liability for partial or complete failure to fulfill obligations under this agreement if force majeure circumstances (fire, flood, earthquake, significant change in legislation) have occurred and if these circumstances directly affected the execution of this agreement.

10.4. The Party in whose territory the force majeure circumstances occurred is obliged, within [value] days from the date of termination of the disaster circumstances, to notify the other Party of the nature of the force majeure, the degree of destruction and their impact on the execution of this agreement in writing.

10.5. If the other Party makes a claim in this regard, then the Party affected by force majeure shall be released from liability on the basis of a certificate issued by the Chamber of Commerce.

11. Other terms

11.1. This agreement is drawn up in Russian in 2 original copies, one for each of the Parties.

11.2. After signing this agreement, all preliminary negotiations on it, correspondence, preliminary agreements and protocols of intent on issues one way or another related to this agreement become null and void.

11.3. The Parties undertake, when executing this agreement, not to reduce cooperation to compliance only with the requirements contained in this agreement, maintain business contacts and take all necessary measures to ensure the efficiency and development of their commercial relations.

12. Details and signatures of the parties

Supplier Buyer

[fill in] [fill in]

In a dynamic market relations motivation and encouragement play important role in successful development business. An effective, and at the same time quite simple tool to stimulate sales growth and increase customer loyalty is a retro bonus, or a retrospective discount, often used in the Western world, and gradually taking root in Russia.

About what a retro discount is, the principles of its calculation and accrual, as well as the features of reporting on this remuneration - in this article.

What is a retro bonus in trading

In simple terms, a retro bonus is a sales promotional reward paid by suppliers to buyers when certain conditions are met. In trade, such a premium will be paid, for example, by a manufacturer to a dealer or distributor upon reaching a predetermined volume of purchases or sales.

The difference between a retro bonus and a premium

Despite the fact that the retro bonus is an independent lever of influence on sales promotion and is practiced quite often, the legislation does not consider it as a separate tool. The Tax Code of the Russian Federation identifies such a bonus as a premium that the seller pays to the buyer in monetary terms as an incentive for the fulfillment of certain clauses of the contract, for example, for the purchase of a certain volume of goods.

At the same time, the specified premium can also be in fact a discount and represent a reduction in the contractual cost of products, or a reduction in the amount of delivery arrears.

Conditions for the provision of retro bonuses

The conditions for paying a retrospective discount due to a distributor may be different, but they are always clearly specified in advance, at the stage of agreeing on a supply contract.

• The most frequent option - the buyer receives a bonus based on the results of the sales plan. This may be the sale of goods for a contractual amount or the purchase of an agreed volume of products. In any case, using this method of bonuses, the supplier can increase sales of certain goods that need additional stimulation of demand.
• Compliance with the terms of the contract . If there were no violations of the key terms of the contract for the entire period of its validity, the seller can count on encouragement. This includes, among other things, the clear fulfillment of financial obligations under the contract.
• Work is carried out promptly . Some suppliers apply this incentive method for operational work dealer, - fast shipment, delivery of the order on time, all this can be a reason for encouragement.

It should also be taken into account that certain restrictions are imposed on the payment of a retro bonus for the category of food products: by the decision of the Government of the Russian Federation of July 2016 No. approved that the amount of remuneration cannot exceed 5% of the price of the purchased products, and in the case of the purchase certain types socially significant food products and is completely prohibited.

There are no restrictions on the amount of remuneration for the purchase of a non-food assortment at the federal level yet, so the percentage of the bonus can be any given that such a motivational policy is sufficiently justified for the supplier company.

Classification of retro bonuses

The retrospective bonus has several payment options, information on which of them is applicable to a particular situation is indicated in the text of the contract or the corresponding additional agreement signed in without fail by both sides.

Bonus goods

The simplest and most common type of retro bonuses in trading is the free delivery of products. However, this type of relationship between the seller and the buyer is fraught with the emergence of additional tax liabilities, for VAT for the first and for gross income for the second.

To avoid possible difficulties, important:

• sign a legally competent contract for the provision of a retro discount;
• have documentary evidence of the transaction of sale and purchase of the agreed volume of products;

In terms of money

The price of the goods under the contract already includes a retro-discount, which is due for payment upon reaching the established purchase volume. In this case, the contract must be spelled out:

• specific deadlines within which the purchase must be made in full;
• the amount of the purchase or the volume of products that must be purchased to receive the incentive;
• percent monetary compensation from the full value of the goods under the contract;
• the period in which the retro bonus will be credited.

The contract is signed by both parties, which means that all the mentioned conditions are agreed upon.

As an option

The option implies the right, but not the obligation of the buyer to purchase goods at a bonus price for a certain time period.

The contract must specify the conditions for obtaining the option: the timing of the special price, as well as the form of remuneration.

How and in what form are retro bonuses accrued?

The moment of accrual

• At the entrance - the bonus is paid when purchasing goods from the manufacturer.
• In stock – remuneration is accrued upon storage of already purchased products. It is usually explained by an attempt to insure the distributor against a decrease in the price of goods (it occurs when working with highly technical and quickly losing relevance nomenclature). The latter, in turn, receives a discount on the purchase of a new range of goods.
• At the exit, the premium is payable upon the sale of the goods to the buyer. So the supplier encourages not so much the purchase to fill the warehouse, but the promotion of the sale by the distributor to the consumer.

Delivery method

Most often, a retro bonus is issued by a credit note, especially when settling with buyers from other countries. In accounting, a credit note is repaid by offsetting the debt. But there are also payments in cash - this method is similar to the usual payment for goods.

How to calculate the retro bonus

The calculation of retrospective remuneration usually occurs according to the following formula:

Retro bonus = Reward amount for the purchase of the agreed volume of goods + compensation for related services.

The following services may be eligible for reimbursement when calculating the retrospective discount:

• Logistics.
• Services for the collection and packaging of products.
• Marketing and promotion services.

The calculation does not take into account the VAT presented to the retailer, as well as the cost of the excise tax, if the products are excisable.

An example of calculating retro bonuses

Bonus calculation system with examples:

• On agreed terms, the buyer purchases crystal vases from the supplier total cost 10 million rubles. Marketing policy The manufacturer approved a retro bonus in the amount of 10 percent of the contract value, so the maximum reward amount is 1 million rubles. 200,000 rubles were spent on packaging services, another 300,000 were spent on logistics services. The costs of the services rendered are compensated in full, plus another 500,000 - a bonus for the volume purchased.
• Enterprise A sells chocolates of manufacturer B. The price of the contract for receiving a retrospective discount is 1,000,000 rubles. The maximum bonus for food products is 5%, i.e. 50,000 rubles under this agreement. A spent 30,000 rubles on promotion services, these costs will be paid by the manufacturer, and 20,000 relies on the buyer as a bonus part for the sale of the agreed volume of products.

What are additional retro bonuses and why are they needed

Despite the fact that the retro bonus is documented in the form of a legally binding contract that clearly states the value of the goods, in reality it happens that the price of products already shipped and received by the buyer may be subject to downward revision. So, for example, if the purchase contract was signed in one tax period, and the shipment was made in the next tax period, the supplier has the right to make a post-discount on the price of the goods.

The accounting department posts this retro discount using a negative invoice. The use of such a document is legal and lawful from the point of view of the law since October 2011. This discount is issued not so difficult:

• The supplier issues a corrective invoice.
• The seller notifies the buyer of the fact of the price reduction, this is done in connection with the need to document the consent of the recipient with the change in the price of the goods.
• By performing the above actions, the supplier has the right to issue a retro discount as a special type of retro bonus.

Legal registration

The payment of a retro bonus is a type of special contractual obligation that arises between two parties in the field of trading. To avoid misunderstandings and delays, as well as to minimize the risk of problems with the tax authorities, it is important to formalize these relationships correctly.

Retro bonus agreement

A retro discount is an additional measure of remuneration, therefore, in order to simplify the accounting for such transactions, it is more correct not to link these auxiliary payments to the main sales contract, but to draw up a separate contract.

The retro bonus agreement is a key document in which the obligations of the parties are agreed and the amount of the benefit received is fixed.

Important points when making a contract:

• The contract must be numbered and dated, its title must contain a description of the purpose of its signing.
• Mandatory mention of the cost of goods, methods of payment (cash or non-cash).
• It is necessary to specify the percentage of the retro bonus offered to the buyer, in what period the reward will be paid, etc.

Supplementary agreement

This is a document that essentially repeats the contract itself. An agreement, unlike a contract, can be either written or oral.

Often, the agreement supplements an already signed agreement, which specifies the amount of the bonus incentive and the main details regarding its receipt for a specific period of time, a calendar month, or another short-term billing period.

The additional agreement also specifies the form of payment, the percentage and the period for receiving bonus funds.

Accounting for remuneration in documents

When accounting for a retro bonus, you must clearly follow these steps:

1. Calculate the amount of remuneration - sometimes information about retro bonuses is finalized at the last moment.
2. Retro bonuses are calculated separately for each order item, and it should be taken into account that:

• sometimes a retrospective discount is not calculated for all items in an order;
• different types of products in the same order may require different incentive calculation approaches.

1. Mandatory control of the full shipment of goods under the retro bonus agreement is required.
2. In the event of a return of goods, make sure that the positions that carry the bonus do not become returnable.

Accounting retro bonuses

In accounting, there are two ways to reflect a retrospective discount:

1. Attributing it to the cost of goods is the advantage of this method in ensuring transparent accounting of purchases and sales and the possible flexible management of the selling price.
2. Attribute to the financial result - this option is practically much more common:

• characteristic of the FMCG sector with its large number of operations;
• financial transactions under the transaction may also take place at the end of the reporting period, which makes it impossible to adjust the cost of production;
• the absence of a specific regulation for accounting for remuneration forces the enterprise to keep a general record of bonuses. Accounting financial result can be carried out not for the whole company, but selectively for product lines, for a particular brand or brand, etc.

The supplier may reduce the revenue in the reporting period when the promotional discount is granted to the distributor. Since the total revenue is already reflected in the accounting for the previous reporting period, the result of this adjustment will be an overpayment of income tax. It is possible to resolve the issue in accordance with Article 54 of the Tax Code of the Russian Federation, which describes the possibility of accounting for a retrospective discount not as income from the previous reporting period, but as an expense part of the current one. This will allow leveling discrepancies between accounting and tax reporting.

To reflect the retro bonus in accounting, the debit of account 91 “Other income and expenses” and the credit of account 62 “Settlements with buyers and customers” are used.

With the receipt of a bonus reward, the income of the buyer increases, which leads to a revision of the income tax. To do this, the buyer should submit a declaration with clarifications for the previous reporting period. It is also possible to take into account the incentive amount in the income part of the current period in accordance with paragraph 1 of Art. 268 and paragraph 2 of Art. 272 of the Tax Code of the Russian Federation. However, the right to such accounting will have to be substantiated and proven in court (ruling of the Federal Arbitration Court of the North-Western District No. A05-3807 / 2012 of 04/02/2013), therefore, in most cases, the first mentioned method is preferable.

Tax accounting for retro bonuses

The taxation of retro discounts depends on several nuances:

1. Is VAT charged? The resulting discount is often subject to value added tax. If you initially increase the bonus amount by the standard rate of 18%, its size will be significant and unprofitable to return.
2. For which group of goods is the reward offered - food or non-food (VAT is subject to different ways). The price of food already includes VAT, so the full cost is used when taking into account the retro bonus.

VAT

VAT for a retrospective discount is regulated by clause 2.1 of Art. 154 of the Tax Code of the Russian Federation, according to which the payment of a premium for the purchase of a certain volume of goods does not reduce the cost of shipped goods for the seller to calculate the tax base, unless otherwise provided by the contract.

Corporate income tax

The amount of the transferred remuneration is accounted for by the manufacturer as non-sales expenses (Article 272 of the Tax Code of the Russian Federation).

The buyer takes into account the bonus amount as non-operating income (Article 250 of the Tax Code of the Russian Federation).

A retro bonus is a simple sales promotion tool that is increasingly being used by counterparties in trade relations in our country as well.

But for all the seeming simplicity, it is important to responsibly approach legal registration this bonus, as well as its subsequent accounting and tax accounting, so as not to incur sanctions for non-compliance with applicable laws.

In the development of any business, a motivating factor plays a huge role. Thus, product manufacturers have the opportunity to stimulate the intensity of sales of their goods in retail chains at the expense of some kind of remuneration to distributors and dealers. In international practice, this gesture is called a "rebate", in Russia it is a retro bonus (short for "retrospective bonus"). Why is it needed, what happens and what is required for its calculation, you will learn from our article.

Deciphering the concept

The concept of "retrospective" means "reference to the past." In trade, these are already sold or purchased goods. For their certain volume according to the drawn up contract, the supplier pays the retailer a retro bonus. Or the retailer pays a reward retail outlets for fast sale of goods or good performance. Such a bonus keeps the entire chain from the manufacturer to the end consumer motivated. The conditions for its provision may be as follows:

• . It could be goods sold for a specified amount or in a specified amount. Thanks to this bonus, the supplier can raise the level of sales of not the most popular items in the assortment or improve performance in a certain market segment.
• Quality fulfillment of the terms of the contract. In other words, subject to the discipline of payments, the distributor or retailer may receive an award.
• Good fruitful work. When goods are shipped quickly, retail chains receive their products on time, the distributor may receive an incentive from the supplier.

Retrospective bonuses are determined by the counterparty who submits his offer to the retailer. The condition is fixed in the contract. As a rule, the distributor uses the received award, among other things, to stimulate the next “implementers” along the chain. In turn, there are three types of bonuses:

• Cash amount. As a rule, this is a certain percentage of the value of the purchase and sale transaction. A consignment agreement is drawn up, in which absolutely everything is prescribed, including the moment the bonuses are deducted and the form of their payments.
• An option, or the ability to purchase goods at a reduced preferential price in a certain period.
• Bonus free product. This is one of the most common bonuses from a supplier, but it has a number of negative aspects related to accounting and workflow.

The supply of free goods as bonuses requires close attention to the design. Documents must be legally correct. It is especially worthwhile to approach the formation of the contract with particular care - it is better if it is drawn up separately from the main supply contract.

Any operations must be confirmed: both the payment of a retro bonus and the fulfillment of the volume specified by the condition (in rubles or natural units).

Retro bonus calculation

Even before the beginning of 2017, the maximum percentage of reward in the form of a retro bonus was 10%. In connection with the amendments to Art. 9 Federal Law No. 381-FZ, this figure was reduced to 5%. All contracts that did not meet the new requirements became invalid from January 1, 2017. You can calculate the retro bonus using the formula:

Retro bonus = reward for purchasing a certain amount of food + compensation for certain services.

The following services are included in the bonus amount: promotion, logistics, preparation, processing and packaging of goods. When calculating the bonus, VAT charged to the retailer is not included, and if the goods are excisable.

Here is an example of calculating a retro bonus.

Under the contract, the distributor purchases goods from the supplier for 3 million rubles. In total, 100 thousand rubles were spent on logistics, promotion and work with products. The bonus in this case can be a maximum of 150 thousand rubles (5% of 3 million rubles). For example, 100 thousand rubles are compensated for services and 50 thousand rubles for the delivered goods (or 1.7%).

Accounting for remuneration in documents

The most important thing in using retro bonuses is their design. There are two methods of reflecting them in accounting: attribution to the cost of production and to the result. In the first case, a transparent scheme for the movement of goods is formed, and the promotion itself becomes a pricing regulator. In the second case, a large flow of financial transactions is systematized and eliminated, the price of goods is adjusted without affecting income, and the accrual system for the entire product range is put in order.

The contract for the payment of retro bonuses must comply with a number of rules:

• The main action (delivery) is written in the title, and in brackets is a postscript “with the condition of paying retro bonuses”.
• Both sides are called seller and buyer.
• All the conditions under which the retro bonus is accrued are prescribed in the chapter of the agreement “Financial conditions and settlement procedure”. There it is mandatory to indicate the cost of the goods, the right to receive a bonus with percentages and terms, payment terms.

In addition, a retro bonus can be singled out as an additional agreement to the contract, where the supplier intends to reward the buyer on a one-time basis. Or the agreement may be oral. At the same time, it is important to document all the operations performed, and formulate the bonus itself as “for services rendered”.

Ability to use retro bonuses as leverage own development opens up great prospects for suppliers and manufacturers. Motivation is a serious factor in the movement, and stimulating the desire to sell as much as possible and quickly works wonders in retail chains. However, you should be as careful as possible with internal documents and reports. Any ridiculous mistake, incorrect posting or unaccounted for ruble can lead to serious problems with the law.

The letter clarified the application of the Law on Trade in new edition.

Entry into force of the law

From Law No. 273-FZ, which amended the Law on Trade, subject to the provisions of Art. 422 of the Civil Code of the Russian Federation (agreement and law) it follows that the terms of contracts related to the implementation of the Law on Trade must be brought into line with the new requirements of the Law before January 1, 2017.

After this date, the terms of contracts that will be contrary to the Law on Trade (as amended by Law No. 273-FZ) will not be able to regulate the relationship of the parties to the contract.

The effect of the law on the circle of persons

Article 1 of the Law on Trade was supplemented with Part 6, stating that antimonopoly rules, requirements, prohibitions also apply to the actions and inaction of persons included in the same group of persons with an economic entity in accordance with the Law on Protection of Competition.

The concept of a group of persons and the signs by which persons are included in it are given in Art. 9 of said law.

The concept of "Trade network"

The new edition of the Law on Trade provides a new concept of a trading network.

It has been brought into line with the conceptual apparatus of the Law on Protection of Competition.

Trade network - a set of two or more retail facilities that belong to legal basis an economic entity or several economic entities included in the same group of persons in accordance with the Law on Protection of Competition, or a combination of two or more commercial entities that are used under a single commercial designation or other means of individualization.

Previously, the concept of a trading network assumed a set of two or more retail facilities that are under general management, or a combination of two or more retail facilities that are used under a single commercial designation or other means of individualization.

Services for the promotion of goods

The new edition of the Law on Trade defines the concept of services for the promotion of goods, which include services provided to suppliers of food products in retail chains, in order to promote food products, including by:

• advertising of food products;
• special display of goods;
• consumer demand research;
• preparation of reports containing information on such goods;
• implementation of other activities aimed at the promotion of food products.

Given the last paragraph, the list is open. Other similar services may include services that are similar in essence to services for the preparation of goods, processing, packaging of these goods, services for the promotion of goods.

Access to information about the conditions for selecting counterparties

In the new edition of Parts 1 and 2 of Art. 9 of the Law on Trade provides that the trading network must provide suppliers with information on the procedure for selecting counterparties and on essential conditions supply contracts only by posting it on your website on the Internet.

From these provisions, the alternative possibility of providing such information in the form of a response free of charge within 14 days from the date of receipt of the relevant request is excluded.

Total remuneration

Part 4 of Art. 9 of the Law on Trade provides that the total amount of remuneration paid to the trading network is not more than 5 percent of the price of purchased food products.

This rule contains two components:

• remuneration for the purchase of a certain amount of food products;
• payment for the provision of services for the promotion of goods, logistics services, services for the preparation, processing, packaging of these goods.

Therefore, the total amount of all payments - for remuneration for the purchase of a certain number of goods and for the provision of services for their promotion, etc. – should not exceed 5 percent of the price.

If each specific service is identical for all providers, that is, they have the same content and scope of actions, then the distribution network will incur equal costs. If in this case the network sets the price of the contract for the provision of services for the promotion of goods as a percentage of the turnover, this will lead to the establishment of different prices for the same service for different suppliers - the FAS RF will consider this as a violation of the Law on Trade.

LETTER FAS RF dated 05.09.2016 No. AK/60976/16
“Clarifications of the FAS Russia on some issues of application of the Federal Law of December 28, 2009 No. 381-FZ “On the Basics state regulation trading activities in the Russian Federation" as amended by Federal Law No. 273-FZ dated July 3, 2016"

The document is included in the ATP "Consultant Plus"

Retailers have decided not to wait for amendments to the Trade Law, which could seriously limit their ability to collect bonuses from suppliers. As an alternative, the Association of Retail Companies (AKORT) proposes to develop a mechanism for providing discounts for food supplies to retail chains. Now the Federal Antimonopoly Service (FAS) sometimes regards discounts as discrimination against other market participants or even collusion.
AKORT proposes to enshrine the use of discounts when concluding a supply contract in the Code of Good Practices. This initiative was discussed last week at a specially created working group under the FAS, one of the meeting participants told Kommersant. The FAS confirmed that the meeting was held on January 28.
In materials for the meeting working group(Kommersant has it) it is explained that the discount must be provided for directly in the contract, that is, it must be indicated before the first delivery and apply to the price of the entire batch. At the same time, it is noted that it should not be related to the fulfillment of the terms of the contract and cannot be the result of the provision of services, and it is necessary to fix its size and grounds for provision in the contract.
The amendments to the second reading of the draft law on changing the law "On Trade", which were prepared by the Ministry of Industry and Trade, also contain a provision that, by agreement of the parties, food supplies may include discounts. Their introduction in case of refusal of retrobonuses (remuneration for the volume of purchases) will allow redistributing the burden of value added tax (VAT) between the supplier and the retailer, but the amount of tax paid to the budget will not change, the authors of the initiative believe.
In May, the State Duma adopted in the first reading amendments to the law "On Trade", which provide for a reduction in the allowable amount of aggregate payments to networks from suppliers to 3% (now only a retrobonus is 10%) and a reduction in the payment terms for delivered products to 5-35 days, depending on shelf life of products (instead of today's 10-45 days).
Suppliers can still provide discounts to chains, however, market participants are faced with the fact that the territorial bodies of the Federal Antimonopoly Service sometimes perceive this as discrimination, since the discount is not provided to all retailers, explains Ilya Lomakin-Rumyantsev, head of AKORT. There were cases when the regional departments of the Federal Antimonopoly Service fined both the supplier and the network for providing and accepting discounts, regarding this as a collusion, says one of the market participants.
Replacing bonuses with discounts will make the supplier-trading network relationship system more transparent, as well as simplify the bureaucratic procedures accompanying deliveries, says Ekaterina Kumanina, director of external relations at Dixy Group. “By offering a volume discount, manufacturers will be able to manage their sales more effectively,” explains X5. Retail Group(networks Pyaterochka, Perekrestok, Karusel). The transition to the discount system will not require renegotiation of existing contracts, since the discount, like the price, is fixed in additional agreements to supply contracts, the retailer's representative adds.
However, one of the major manufacturers is sure that the chains are simply preparing for the entry into force of the new edition of the law "On Trade" and, in fact, want to return to bonus practices. Dmitry Leonov, deputy chairman of the board of Rusprodsoyuz, fears that if the price is “cleared” from the payments for real or pseudo-services to networks already included in it and consists of the cost and margin of the supplier, then the provision of unlimited additional discounts from such a price will make the supply of goods unprofitable - minus.

If discounts are divided into different categories (for example, by analogy with the bonuses that retailers received from suppliers before the adoption of the law "On Trade" - for the volume of purchases, when expanding the territory of supply, seasonal, promotional, category, etc.), that is, the risk of summing up various discount categories without limiting its final value, says Mr. Leonov. Soyuzmolok believes that suppliers and chains should first agree on a mechanism for providing discounts on goods and then send it to the Federal Antimonopoly Service.

What is a retro bonus?
The term "retro-bonus" (see "bonus" in the marketer's dictionary) is used mainly in Russia, while in the world practice the term "rebate" (rebate) is used for such payments.
There are 3 main options for paying out retro bonuses:
- cash payment - a refund of part of the purchase price;
— delivery of goods free of charge;
- option.
The most common and simplest in terms of trade management and accounting is the supply of bonus goods. However, please note that the supply of goods for free leads to VAT liability for the manufacturer and gross income for the recipient.
Bonuses are legally documented as remuneration based on the results of the provision of services, for example, marketing services for collecting information, distribution services marketing information, services for conducting promotional events, trade marketing, merchandising, i.e. on the fact of providing reports on the promotion and display of goods. I propose from the point of view of the need for simplification tax accounting, do not link the provision of retro bonuses with contracts for the sale of products.
This is also true for a retro-bonus paid to a retail operator, with which the manufacturer does not directly have an agreement on the supply of products (delivery is carried out through an intermediary - a distributor).
To avoid tax audits, difficulties in relationships, it is necessary:
- competently draw up a contract for the receipt of merchandising services;
— develop and approve a plan for conducting a marketing campaign, within the framework of which there will be payments of retro bonuses;
- provide for the presence of the contractor's marketing reports, behind which the amount of work performed is clearly visible, and not just "pro forma".
- in the formulation of the obligation to pay a bonus, it is better to use the concept of “payment for services rendered” than “payment of bonuses”.

Bonus - as a percentage of the sales volume
If the retro bonus is paid as a percentage of the volume of sales of goods, then such conditions for its accrual must be taken into account in the consignment agreement concluded between the manufacturer and the distributor (such agreements are very disliked by an accountant). It must be mentioned in the contract that the price of the goods to the distributor includes a retro bonus, which is payable if he reaches a certain volume of purchases. These retro bonuses are accumulated in the sales volume system for each distributor. It is necessary to provide in the contract the format of notification-approval by the parties of the moment the bonus accrual begins. Such a notice is signed by both parties as a fact of agreeing on the amount of the bonus and the terms of payment.

Option as a bonus
As a retro bonus, the supplier can provide the buyer with an option - a bonus right, but not the client's obligation, to make a purchase of goods over a certain period of time at a special bonus price.

Retro bonus price reduction
And if you still need to adjust the price of the previously shipped goods downward by the value of the retro bonus?

It looks like such a bonus as a discount to the price of goods, provided after the tax period, for the selected volume of goods or assortment.

How to get this discount?
A negative invoice is used to issue a retro discount. Now it has become even easier with this, the negative invoice has been legalized since October 01, 2011. Now, when the cost of goods received earlier changes, the seller will have to issue an adjustment invoice ( the federal law dated 07/19/2011 No. 245-FZ supplemented clause 3 of Art. 168 of the Tax Code of the Russian Federation). I note that in order to change the price in this way, a contract, agreement, other primary document confirming the consent (fact of notification) of the buyer to change the cost of shipped goods (work performed, services rendered) will be required.

Always yours, B&M Crew

Renaissance Credit, one of the leaders in consumer lending in Russia, launches the Renaissance Credit BonusBack loyalty program based on bonus system BonusBack developed by RapidSoft.

The Renaissance Credit BonusBack program enables bank cardholders to accumulate bonuses that can later be used when making purchases at points of sale of program partners.

From each transaction for payment for goods and services, the participant will be credited to the bonus account with 1% of the purchase price in the form of bonuses, and under the terms of special promotions held by the bank and program partners - up to 20%. Accumulated bonuses can later be exchanged for a discount, the amount of which is determined by the cardholder himself when paying for goods or services at partner points of sale.

“In our country the level financial literacy The population has increased markedly over the past few years. And today, when choosing a credit card, consumers are increasingly looking at additional options that make it a more profitable payment instrument compared to cash. Our loyalty program "Renaissance Credit BonusBack" allows customers to receive an attractive reward for using the card - a discount of up to 99% from program partners, for example, when buying electronics or when paying at fast food restaurants. We expect that this will encourage our cardholders to use them more often when making daily purchases, which will increase customer loyalty both to the card and to the bank as a whole,- commented Vladislav Verbin, Senior Vice President for Development of Credit Banking Products, Renaissance Credit. - Renaissance Credit BonusBack program - important project contributing to the development of the bank's card business and aimed at promoting non-cash payments among our customers."

RapidSoft, a great experience implementation of similar projects in banking, insurance, retail and other industries.

Renaissance Credit became one of the first banks to partner with the BonusBack bonus system, which means that its customers will be the first to appreciate the benefits of bonuses when making purchases with bank cards. It is important that we did not just automate the bank's loyalty program on a turnkey basis, but also provided a ready-made network for writing off bonuses. Already today, bank customers can spend bonuses and participate in promotions of BonusBack retail partners, the number of which is growing”,- said CEO by RapidSoft Roman Vasilyan.

More detailed information about bonus program loyalty "Renaissance Credit BonusBack", the list of cards participating in the program, the list of partners, description and conditions of promotions can be found on the official website: http://bonusback.rencredit.ru/

All news

Additional agreement to the supply agreement on the payment of a monetary premium to the buyer (sample filling)

ADDITIONAL AGREEMENT N 1 TO THE DELIVERY CONTRACT

In order to encourage the buyer to purchase products from a specific seller, by this agreement, the parties to the supply agreement N ____ dated ____________ 2007 agreed on the following:

when the buyer purchases the seller's products for an amount exceeding ___________________ rubles within one calendar month, the seller pays the buyer a cash bonus (bonus), which is ____% of the cost of the goods purchased for the specified period.

The monetary premium (bonus) is paid by transferring funds to the buyer's settlement account or by offsetting the counterclaims of the parties, or by other means provided for by applicable law, within ______ days from the end of the reporting month.

The discount provided for by this agreement is provided on the basis of an act for the provision of a premium (bonus) signed by both parties.

This supplementary agreement is made in two copies, one for each of the parties, and is an integral part of the supply contract No. ____ dated _____________ 2007. The supplementary agreement comes into force from the moment it is signed by both parties.

Supplier Buyer —————— ——————

Topics: Agreement | Civil law