ODEON Cinemas Group Limited – UK Tax Strategy – Year ending 31 December 2018

Approved on 17 December2018 by the board of directors of ODEON Cinemas Group Limited on behalf of the company and its UK subsidiaries, in accordance with paragraph 19(2) Schedule 19 Finance Act 2016. This strategy reflects the UK tax strategy in place for the year to 31 December 2018. ODEON Cinemas Group Limited is the parent company of the ODEON Cinemas Group (“ODEON”).

About us

ODEON prides itself on being the destination of choice for film lovers, with an ongoing commitment to investing in cutting edge technology and comfort which create the ultimate cinema experience – from luxury seats to immersive IMAX and ISENSE screens with premium sight and sound, and impeccable guest service.

ODEON is Europe's largest cinema operator, which hosts over 100m guests each year in more than 360 cinemas across 14 European countries. In 2016, ODEON was acquired by AMC Entertainment Holdings, Inc (“AMC”), creating the largest movie exhibition group in the world.

Scope

This document sets out the strategic tax objectives of the companies within the ODEON sub group in the UK (“ODEON UK”), part of the AMC group of companies and ultimately owned by Dalian Hexing Investment Co Ltd, resident in the People’s Republic of China. The UK sub group has investments in a number of European jurisdictions which align to, but are not specifically covered by, this tax strategy. Please refer to the appendix for a list of companies covered at the time of publication.

In this tax strategy, references to ‘ODEON UK’ are references to all of the entities named in the appendix. 

The UK tax strategy is set by the respective boards of directors for each of the entities in consultation with the UK and global tax teams and global leadership. The board of ODEON Cinemas Group Limited is ultimately responsible for the formulation and compliance with this tax strategy in the UK.

Risk Management and Governance in relation to tax


Tax policy forms an integral part of ODEON UK’s compliance and corporate governance. ODEON UK operates a system of robust internal controls, including those in respect of UK tax, in line with the requirements of the relevant legislation. Risks are continually monitored within the business and escalated to directors as necessary. The ultimate responsibility for decision making sits with the board of ODEON Cinemas Group Limited.

Management is responsible for tax matters within established corporate guidelines and policies. Day to day management of the UK tax affairs is delegated to appropriate personnel including the International Tax Manager, located in the UK, and the UK Finance Director. 

There are organisational processes in place to ensure the responsibility to comply with this tax strategy is discharged. 

All tax submissions are reviewed by appropriate personnel (as detailed above) and approved by senior finance personnel before filing with HMRC.

ODEON UK strives to continually improve processes and controls as opportunities arise.

Attitude to tax planning

In line with its corporate values,ODEON strives to act in a manner that upholds its reputation as a responsible corporate citizen. 

ODEON endeavors: to ensure the integrity of all reported tax numbers; to comply with all of its tax obligations under all relevant laws and regulations, including paying the correct amount of tax for the jurisdictions operated in; and to comply with all of its regulatory and non-regulatory obligations. The Group’s tax strategy uses treaty agreements and other mechanisms to effectively and efficiently manage our international taxes.

ODEON UK’s tax strategy is to manage its tax liability in an efficient and effective manner which aligns with the overall business strategy. In line with AMC, its parent company, ODEON’s philosophy is to provide clarity and transparency with tax authorities to reduce uncertainty. 

Working in partnership, the directors and relevant employees ensure ODEON UK’s tax strategy is considered in all investments and significant business decisions. Management work closely with professional, external advisors when dealing with an area of complexity or a new issue to ensure adherence to tax legislation at all times.

Level of acceptable tax risk

ODEON continues to maintain a conservative approach to taxes and tax planning, following all relevant UK and international tax laws. All investment decisions and transactions undertaken by ODEON UK are driven by commercial purposes and need, and tax strategies reflect this commercial rationale. ODEON does not undertake transactions for the sole purpose of realising tax savings. Tax positions are always operationally compatible and supported by tax advisors.

The International Tax Manager, alongside the global tax team, aims to be involved in all stages of material and tax sensitive transactions from scoping through to post implementation reviews. It is vital that all areas of the businesses feel supported from a tax point of view to enable ODEON UK to achieve its commercial objectives. This includes both managing tax risk and making good investment decisions as appropriate with knowledge of all tax costs.

Relationship with HMRC

ODEON’s overriding principle is to maintain an open, collaborative and honest relationship in its dealings with all tax authorities in jurisdictions in which it operates. 

ODEON UK has a strong, ongoing relationship with HMRC, maintaining a dialogue through regular meetings and communications in respect of developments in ODEON UK’s overall business, investments and tax strategy. This allows ODEON UK to be transparent with HMRC on current, future and past tax risks across all relevant taxes and duties. Where a tax issue arises, we seek to achieve early agreement with HMRC on our tax position.

ODEON UK acknowledges the responsibility associated with the operation of a large group of companies within the United Kingdom; and understands the need to ensure that its tax affairs are correct, appropriate and transparent.

Appendix-entities covered by this UK tax strategyfrom 1 January 2018 to the time of publication.

Odeon Cinemas Group Limited

Odeon & UCI Cinemas Holdings Limited

Odeon and UCI Cinemas Digital Limited

United Cinemas International Acquisitions Limited

Odeon Cinemas Holdings Limited

Digital Cinema Media Limited

ABC Cinemas Limited

Bookit Limited

Odeon Cinemas Limited

Odeon Cinemas (RL) Limited

Odeon and Sky Filmworks Limited

United Cinemas International (UK) Limited

Odeon & UCI Digital Operations Limited

AMC Theatres of UK Limited

Curzon Cinema (Loughborough) Limited

Odeon & UCI Finco Limited

Odeon & UCI Bond Midco Limited

Lucius Investments Limited

Lucius Holdings Limited

Odeon Weston-Super-Mare Limited

Odeon & UCI Cinemas Group Limited