Operate a store, counter, or food stall in a department store  

1. Invoice method

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Distinct differences exist between the "counter" and "cooperative store" models in terms of sales and invoicing practices. It's crucial for businesses to understand their operational model and issue appropriate invoices accordingly to avoid legal repercussions.

1. Counter Model (e.g., department store counters):

   • Merchants must seek prior approval from the National Taxation Bureau.

   • Payments are centralized through the department store, and invoices are issued to consumers in the department store's name.

   • The department store provides the counter operator with a sales list detailing sales date, product details, quantities, specifications, unit prices, taxes, total amounts, and settlement dates. Upon receiving this list, the counter operator issues unified invoices, providing the receipt copy to the department store for accounting. The invoice amount represents the actual revenue after deducting the department store's commission.

2. Cooperative Store Model:

   • This model involves merchants selling goods through cooperative agreements, leasing space from partners, and managing sales and payments independently. They pay a predetermined commission to the cooperative store.

   • Merchants issue unified invoices to consumers under their own name.

   • Cooperative stores issue unified invoices to merchants based on the commissions received.

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Businesses should adhere to relevant regulations according to their operational model to ensure correct invoice issuance and avoid legal infractions.

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According to the Fair Trade Commission's guidelines and the Ministry of Finance's interpretation, consumers obtaining invoices from department store counters indicate adherence to the counter sales model, without tax evasion. However, operating as a "cooperative store" necessitates prior business registration; otherwise, it is considered illegal.

National Taxation Bureau Announcement:

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The National Taxation Bureau recently discovered a case where Business A provided premises to Company B to operate a gas station under a cooperative sales agreement. Although B independently collected payments and paid royalties to A, invoices were issued to consumers by A, similar to the department store counter model, resulting in suspicions of tax evasion by B and subsequent penalties.

While B operated the gas station under a cooperative agreement, leasing premises from A, paying royalties monthly, and managing operations independently, it was considered a "cooperative store" model. In such cases, B should issue unified invoices directly to gas consumers.

However, A mistakenly applied the "counter" sales model, issuing invoices in its name for gas sales to consumers, while B issued monthly total sales invoices to A, obtaining royalty invoices. While A didn't evade taxes, B faced penalties for failure to register for tax purposes and issue required invoices.

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The Fair Trade Commission's handling principles for transactions between department stores and counter vendors

 

1. The purpose of these handling principles is to promote clear and comprehensive disclosure of important transaction information between department stores and counter vendors, ensure fair and reasonable transaction behavior, maintain transaction order, and ensure freedom and fair competition.

2. Definitions:

The definitions of terms used in these handling principles are as follows:

(a) Department Store: Refers to establishments with a sales floor area of 3,000 square meters or more, comprising many counters and self-operated counters, selling a variety of goods. They conduct sales and checkout operations by department and are managed and operated by a single organization. Shopping center formats meeting the aforementioned definition also fall under the category of department stores.

(b) Counter Vendor: Refers to businesses under the management and supervision of department stores. They dispatch sales personnel, pay salaries themselves, sell products at counters (stores) in department stores, and have a certain percentage of their sales revenue deducted by the department store.

3. Restrictive Competition Practices:

Department stores are prohibited from engaging in the following practices by abusing their dominant positions:

(a) For the purpose of harming specific businesses, inducing counter vendors to terminate transactions with said businesses. For example, making representations to affiliated counter vendors that if they cooperate with competitors' counters, they will face delisting, thereby inducing counter vendors to discontinue transactions with those competitors.

(b) Using unfair restrictions on the business activities of counter vendors as conditions for transactions. For example, unjustly limiting the operating areas of counter vendors.

4. Manifestly Unfair Practices:

Department stores engage in manifestly unfair practices if they:

(a) Make adjustments or changes to counter locations or areas without prior agreement with counter vendors and without fully disclosing relevant information in writing.

(b) Organize various promotional activities and require sponsorship from counter vendors without disclosing the standards for collecting sponsorship fees and detailed sharing information.

(c) Set commission standards with counter vendors.

(d) Require counter vendors to share transaction fees agreed upon with credit card issuers, specifying the amount of transaction fees counter vendors must share.

(e) When subcontracting construction for counter setup and facilities, fail to agree with counter vendors in advance and fully disclose relevant information in writing.

5. Legal Effects:

Violation of the provisions of Article 3, Paragraph 1, which poses a risk of restricting competition, constitutes a violation of Article 20, Paragraph 1, of the Fair Trade Act.

Violation of the provisions of Article 3, Paragraph 2, which poses a risk of restricting competition, constitutes a violation of Article 20, Paragraph 5, of the Fair Trade Act.

Violation of the provisions of Article 4, which significantly affects transaction order, constitutes a violation of Article 25 of the Fair Trade Act.

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公平交易委員會對於百貨公司與專櫃廠商間交易行為案件之處理原則

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一、（目的）

為促進百貨公司與專櫃廠商間重要交易資訊揭露之明確充分，及交易行為之公平合理，以維護交易秩序，確保自由與公平競爭，特訂定本處理原則。

二、（名詞定義）

本處理原則之名詞定義如下：

(一)百貨公司：係指賣場面積達三千平方公尺以上，由許多專櫃、自營櫃共同組成，銷售多種類商品，且以分部門方式銷售並辦理結帳作業，由一機構負責經營管理之事業。購物中心經營型態符合前述定義者，亦屬本款所稱百貨公司。

(二)專櫃廠商：指受百貨公司之管理與監督，自行派遣銷售人員並給付薪資，在百貨公司設櫃（店）販賣商品，並由百貨公司抽取一定比例營業額之事業。

三、（限制競爭行為）

百貨公司不得濫用優勢地位為下列行為：

(一)以損害特定事業為目的，促使專櫃廠商，對該特定事業斷絕交易之行為，例如對所屬專櫃廠商表示，倘至競爭對手設櫃將受到撤櫃之處罰，促使專櫃廠商為免遭撤櫃，而斷絕與該競爭對手交易。

(二)以不正當限制專櫃廠商之事業活動為條件，而與其交易之行為，例如不正當限制專櫃廠商之營業區域。

四、（顯失公平行為）

百貨公司就下列事項，未事先與專櫃廠商協議，且以書面充分揭露相關資訊，構成顯失公平行為：

(一)需要調整或變更專櫃之位置、面積時，該調整或變更之依據及相關標準。

(二)舉辦各項促銷活動，需要專櫃廠商贊助時，該贊助費用之收取標準及分擔明細資料。

(三)與專櫃廠商間之抽成標準。

(四)需要專櫃廠商分擔與信用卡發卡機構議定之手續費時，專櫃廠商須分擔之手續費數額。

(五)設櫃之裝潢、設施由百貨公司發包施工時，發包施工單位及裝潢設施費用收取標準。

五、（法律效果）

百貨公司違反第三點第一款規定，且有限制競爭之虞者，構成公平交易法第二十條第一款之違反。

百貨公司違反第三點第二款規定，且有限制競爭之虞者，構成公平交易法第二十條第五款之違反。

百貨公司違反第四點規定，且足以影響交易秩序者，構成公平交易法第二十五條之違反。

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