04 April 2024

New rules for distribution and marketing activities within multinational groups

by Febe Louage

The digitisation of the economy poses a number of challenges, including in the area of international taxation. Current international tax rules are based on older ways of doing business and are not suited to the modern global economy.

To address these issues, the OECD/G20 launched the BEPS 2.0 initiative. This initiative is based on two pillars. The first pillar seeks to achieve a fairer distribution of the taxation powers, while the second pillar aims to counter the 'race to the bottom' by introducing a minimum tax for multinational corporations.

In this article, we will take a closer look at the first pillar, in particular the report on Amount B published on 19 February 2024. This report introduces a simplified and streamlined method for determining the compensation for 'baseline' distribution and marketing activities between affiliated companies.


The new rules can apply to entities of multinational groups that carry out almost exclusively baseline distribution and marketing activities. As there is no turnover threshold, any company belonging to an international group and carrying out qualifying transactions may fall within the scope of Amount B.

Qualifying transactions include:

  • Marketing and distribution transactions where the distributor purchases goods from one or more affiliated companies for wholesale distribution to non-affiliated companies and;

  • Transactions of commission and sales agents that contribute to the wholesale distribution of one or more affiliated companies to non-affiliated companies.

In addition, the transactions must meet certain conditions (qualitative and quantitative criteria) and certain transactions are explicitly excluded from the scope (e.g. transactions involving intangible goods and services or raw materials).


Within the scope of Amount B, the pricing for the affiliated transactions is determined using the Transactional Net Margin Method (TNMM), with Return on Sales (RoS) used as the net profit indicator. Unless there is evidence that the Comparable Uncontrolled Price (CUP) method is more appropriate, which will rarely be the case as the distribution of commodities is outside the scope.

Following a global financial research, the OECD developed a pricing matrix in which RoS is determined based on the industry group, net operating asset intensity and operating expense intensity of the distribution company.

Entry into force

OECD countries have the option to apply or not apply the rules relating to Amount B. These rules apply to transactions in financial years beginning on or after 1 January 2025. There are two options available to countries:

  • Option 1: Companies may choose to apply the simplified and streamlined approach.

  • Option 2: Companies are required to use the simplified and streamlined approach if they meet certain criteria.

If you think your company may fall within the scope of Amount B, please do not hesitate to contact us.

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