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Special Purpose Entities and Pass-Through

Special Purpose Entities and Pass-Through

In this chapter are three statistical procedures which aim to establish FDI figures that are more in tune with real economic phenomena. SPE Method, Pass-Through Method and Round Tripping Method

CSO statistical publication, , 11am

Financial Globalisation and FDI Statistics

In the modern global economy, substantial flows of cash are transferred daily between many different countries, a lot of which have different taxation systems and accounting practices. This reality necessitates a separation of funds going into economies, from funds that are intended as actual investment, and those which are simply passing through. For a globalised economy, like Ireland, these complex capital flows can sometimes lead to difficultly in the interpretation of macroeconomic statistics.

Therefore, it is becoming increasingly important to adopt new methods in FDI statistics to reduce globalisation effects. In line with operational guidance from the IMF and Eurostat, as well as through the implementation of international best practices (the Finnish pass-through methodology), the following three statistical procedures aim to establish FDI figures that are more in tune with real economic phenomena.

SPE Method

A Special Purpose Entity (SPE) is a company set up for reasons that are beyond the production of goods and services. Often SPEs are established for financing purposes or to hold certain assets or liabilities. The present IMF guidance defines them as businesses which: have no more than five employees, have very little production within their resident economy, have a foreign ultimate controlling parent, and have a high ratio of foreign assets relative to domestic assets. A question for many countries such as Ireland, the Netherlands and Luxembourg (countries which exhibit a large disparity in FDI figures with their European counterparts), is to what extent these types of firms may influence investment figures, making them more difficult to interpret.

“The use of SPE structures has rocketed in a context of multifaceted and flexible multinational enterprise (MNE) structures, which have become increasingly global and seek to obtain benefits from different legal and tax regimes” (IMF SPE Task Force, 2018). Considering these factors, the EU and the OECD is encouraging member states to report more information on SPEs.

Figure 3.1 shows that SPEs account for the majority of FDI for some countries such as Hungary and Luxembourg. For most EU countries however, the percentage of SPE-based FDI is far lower. Some countries such as France and Germany report that none of their FDI can be attributed to SPEs. 4% of Ireland’s FDI in 2022 can be attributed to SPEs based on the IMF definition.

% of FDI Attributed to SPEs
Hungary85.1029371165441
Luxembourg59.8089101418557
Belgium7.36091064107671
Spain6.69522124716335
Iceland6.66129313349562
Estonia6.59477644359392
Ireland4.25981481183262
Sweden3.88279482394324
Denmark2.35845850608306
Austria2.18412453547252
France0
Germany0
SlovakRepublic0
Slovenia0

Source publication: Foreign Direct Investment Annual 2022

Get the data: OECD Statistics

As seen in Figure 3.2, SPEs operating in Ireland contribute a relatively small amount of FDI when compared to the rest of the international businesses established here. Overall SPE presence in FDI figures increased significantly in 2015 coinciding with the onshoring of many intellectual assets which were funded with FDI liabilities. The figure maintains a relative consistency following this, except for the approximately €30 billion decrease in 2018 which corresponds, largely, to a reduction in FDI equity liabilities for several firms which have been classified as SPEs.

The consistency of SPE figures over the period 2015 to 2017 relates to minimal changes in several large FDI positions held by a select group of firms. This is consistent with the idea that many of these types of firms are established with a view to holding specific financial assets over a length of time.

These figures have increased markedly from the reporting on SPEs from previous editions of this publication. The reason for this has been further clarification and guidance from the IMF, and international statistical agencies more broadly, on the classification of these firms.

SPE FDITotal Inward FDI
2013-6.628300.733
201410.484354.045
201591.167817.58
201691.151797.521
201791.641882.171
201859.55675456938.95682628
201921.8745736311109.9
202045.0245400121152.1444
202142.3753013661257.4212
202254.8248860561283.6637

Source publication: Foreign Direct Investment Annual 2022

Figure 3.3 shows FDI attributed to SPEs as a percentage of total Irish inward FDI. Following the dissolution of various debt liabilities in 2013 and 2014, the effects of these firms on the overall FDI inward data increased significantly. There was a decline in 2019 caused by a change in methodology in calculating FDI for SPEs, after which the figures levelled off at approximately 4% of total Irish inward FDI.

Percentage of FDI Attributed to SPE Firms
2013-2.20394835285785
20142.96120549647644
201511.1508353922552
201611.4292915170886
201710.3881220307627
20186.34286400536162
20191.97085986404181
20203.90789036617285
20213.37001645637914
20224.2709695737287

Source publication: Foreign Direct Investment Annual 2022

As illustrated in Figure 3.4, the 25 firms that receive the most amount of FDI in Ireland are responsible for the majority (approximately 67% in 2022) of Ireland’s FDI inward positions. In relation to the other stratified compilations of firms, the SPEs have a relatively low amount of FDI that is attributed to them.

Top 2526-5051-7576-100101+SPEs
201357.803320630681320.064404790591811.54437777733037.70938180881432.87851499258228-2.20394835285785
201460.561459884297517.738727097547510.14146407065167.151633466973994.406715480529542.96120549647644
201571.94929405570111.8394673037865.489367993124473.722988698594776.9988819487937811.1508353922552
201675.91902989724811.91512553207595.952320146550084.002396238362152.2111281857638711.4292915170886
201777.784099063930310.75331411788645.650382419936383.459933408200152.3522709900468410.3881220307627
201868.635015627948514.22567554373847.324554000295514.435342894517465.379411933500156.34286400536162
201968.819701260400515.24437914308947.535554585660363.838380774801354.561984236048391.97085986404181
202067.52463668317816.58900890125287.764805134565183.861430088413714.260119192590293.90789036617285
202164.939916.8978.99874.07815.08633.37001645637914
202266.81801612497216.68939009710868.181130687385864.020030898338424.291432192195054.2709695737287

Pass-Through Method

The second method used to mitigate globalisation effects from FDI statistics involves estimating pass-through, which can be defined as foreign multinationals investing in their Irish affiliates which then subsequently invest in another economy. It has been shown globally that there exists a strong correlation between inward and outward FDI flows (Blanchard & Acalin, 2016). This suggests that FDI statistics are being inflated as investments flow through their economies instead of entering them. The result of this is that a highly globalised economy’s inward and outward FDI figures may be inflated.

Currently, there is no benchmark definition of pass-through FDI since it can come in different forms and largely depends on the level of operational activity within MNEs in an economy. For instance, although the SPE method can explain the large majority of FDI for Luxembourg and the Netherlands, it fails to explain a similar portion of Ireland’s FDI figures. This is because MNE activity in Ireland is different to that of Luxembourg or the Netherlands. Many multinationals here are non-financial enterprises, often with large employment i.e., firms that fall outside the definition of an SPE. Therefore, pass-through activity in these regular operational enterprises may not be captured using the SPE method.

The method used in this report to estimate pass-through FDI occurring in Ireland involves comparing a firm’s FDI assets and liabilities. The lower of these is then chosen and used as the estimate of pass-through FDI for that enterprise. The results are then aggregated to give an overall estimate of pass-through FDI in Ireland. The premise for this method is that it captures non-conventional FDI activity among all firms, not just SPEs. The method is formally shown at the end of this chapter and is based on pass-through analysis first introduced by Leino and Ali-Yrkko (2014).

Figure 3.5 shows this method applied to Irish FDI data. In 2022, pass-through FDI was estimated to be €892.6 billion. For a better conceptual understanding of this figure, it can be viewed in terms of a % of FDI liabilities where 48% of FDI liabilities in 2022 are estimated to be pass-through.

FDI AssetsFDI LiabilitiesPass-ThroughPass-Through as a % of FDI Liabilities
2012613.491591.626316.4837241653.4938836629898
2013711.919624.894364.7675700758.3727112230234
2014912.372756.712441.1011886858.2918189060039
20151325.7981307.848672.7709165951.4410632267664
20161413.8021398.684766.0218003954.7673241697195
20171363.3441422.683786.707477855.2974540217322
20181489.31590.2908.096255357.1057889133442
20191552.61672.9835.58865184149.9485116767888
20201469.474600609381591.44438284678723.41166359844545.4562956390851
20211840.225164451091782.433886245849.22659846680247.6442130628387
20221698.674431436691857.1579201654892.62131371517948.0638347457108

Source publication: Foreign Direct Investment Annual 2022

FDI is presented on an asset and liability basis in Figure 3.5, whereas in the SPE part of this publication it is presented on a directional basis. For a breakdown of the difference between these two presentations see this information note. The difference between FDI inward (directional) and FDI Liabilities (asset and liabilities) essentially comes down to the removal of reverse investment i.e., investment from the subsidiary or child firm back to the parent of the organisation.

Figure 3.6 shows pass-through relative to FDI Inward. When we analyse pass-through with respect to the directional presentation of FDI or FDI Inward, it’s percentage of the total drops to 30% in 2022. The reason for this is that there exists an overlap between the funds excluded though the filter of removing reverse investment and those removed from filtering out pass-through.

FDI Inward RemainderPass Through
2013225.57575951775.157240483
2014285.38796437468.657035626
2015554.439476133263.140523867
2016531.7612983265.7597017
2017583.18879253298.98220747
2018499.381244722439.575581558
2019785.309136991324.590863009
2020885.325028311266.819371689
2021931.026846782326.394353218
2022899.845618322383.818081678

Source publication: Foreign Direct Investment Annual 2022

Figure 3.7 shows Pass-through FDI by NACE classification. In 2022, manufacturing enterprises engaged in the most pass-through activity with €411 billion. Financial and insurance enterprises followed second with €195 billion. Manufacturing enterprises in 2022 were approximately €82 billion higher year on year, largely due to corporate restructuring.

Financial & Insurance ActivitiesManufacturingProfessional, Scientific, and TechnicalInformation & Communication
2012170.4134527557.31012589320.22785421913.00660908
2013168.0698545881.69163834531.00751072115.266523777
2014189.5008463585.8743143872.75537826720.29480039
2015219.37499985143.30393499175.0180088428.099924302
2016242.87614919147.22539151220.4165781134.539081337
2017170.71344879139.18967256177.27045003178.8172491
2018278.513505466226.783131875170.619673575135.995202161
2019172.263564512211.959679278230.6999172117.771002105
2020138.268273174239.177928376136.927755186143.02296154
2021194.60240761329.773692547116.63445395109.140127
2022194.979406657411.486526673133.60802825163.18714091

Source publication: Foreign Direct Investment Annual 2022

Figure 3.8 shows that firms with an ultimate controlling parent in the US have engaged in the most pass-through activity, totalling €594.3 billion in 2022. The estimated pass-through occurring in firms with an Irish ultimate controlling parent is mostly coming from redomiciled PLCs. These PLCs can have FDI liabilities coming from debt instruments such as loans and trade credits. Given that these firms have large outward FDI positions, the applied method will label their FDI liabilities as pass-through.

United States Ireland United KingdomFranceBermuda
2012231.1713248433.67893629616.9704692059.139569087.692366171
2013267.8515125436.58785131920.87522264710.3795397778.020658466
2014305.7453533475.2542369227.73055485811.50100903611.048864389
2015428.57303501170.8745445616.24997054911.23351484111.326261701
2016477.46004746215.3815405615.65535395912.8424830297.909829073
2017528.01591523177.0438779414.75238770212.4142882849.830451625
2018628.82277724347192.8509988859715.28905433411.54162117810.533744592
2019502.81484446662221.4291518527.9734740428.17590603713.20794186227
2020488.27221278136.217406166.97154622410.652255935.2202066401
2021583.525295436171.4708151677.01302494411.9200885134.292309313
2022594.294714202195.91538213310.14544218612.9576261915.408842133

New Pass-Through Method

This new method for estimating pass-through is proposed in the IMF Direct Investment Task Team guidance note ‘D.6 Ultimate Investing Economy/Ultimate Host Economy and Pass-through Funds’. This method involves calculating pass-through on a directional basis and at the level of the residency of the ultimate investor.

The above estimates for pass-through activity are derived using FDI asset/liability data. However, when seeking to analyse the effect that FDI has on the economy, it is more precise to look at FDI figures presented using the directional principle which involves a netting process to remove reverse investment.

Pass-through funds in an economy are carried out by foreign-owned parent firms; that is, by entities that are in the middle of the chain that are both direct investment enterprises and direct investors. A breakdown of the outward FDI positions based on the residency of the ultimate investor gives an indication of the amount of funds passing through the economy back to the investing countries.

Figure 3.9 shows that in 2022, pass-through FDI was estimated to be €356.5 billion. As a percent of inward FDI, 28% is estimated to be pass-through. This compares to the 48% of FDI liabilities that are estimated to be pass-through in Figure 3.5, where the asset/liability principle does not capture the effects of reverse investment.

FDI InwardFDI OutwardPass-ThroughPass-Through as a % of Inward FDI
2018938.95682628834.32879654269.7359002421928.7271888006652
20191109.9989.638873797238.442736675421.4832630575187
20201152.14441030.2053328.67925710096328.5276096556094
20211257.42121315.2124341.89181639293627.1899198449125
20221283.66371125.1802356.4869068633827.7710514727012

Source publication: Foreign Direct Investment Annual 2022

Figure 3.10 shows a country breakdown of the above pass-through figures. This estimation method shows that firms with an ultimate controlling parent in the US have engaged in the most pass-through activity, totalling €293.1 billion in 2022. The difference in the estimates for pass-through to firms with an ultimate controlling parent in the US in Figures 3.10 and 3.8 can be explained by the netting of reverse investment. Remaining countries are grouped together for confidentiality purposes.

United StatesOther
2018216.061871575153.67402866709
2019186.164688687552.2780479879
2020282.96970302851945.7095540724443
2021290.6110984270251.2807179659166
2022293.08919708964163.3977097737395

Round-Tripping Method

The above two statistical procedures aim to mitigate the effects that the complex financing and ownership structures of multinational enterprises have on the interpretation of FDI statistics. This third procedure seeks to do the same by of estimating the levels of round-tripping that exist within FDI in the Irish economy.

Round-tripping refers to domestic funds which leave an economy and return back as FDI. It is unlikely that round-tripping brings the additional benefits associated with truly foreign investment.

Statistics on round-tripping are useful for identifying if there is a problem with an economy’s investment policy regime. Round-tripping could also have other negative consequences on the investing economy, such as reducing tax revenues for or regulatory oversight by the investing economy (Borga, 2016). The below provides two estimates for round-tripping.

Figure 3.11 shows that firms with an ultimate controlling parent in Ireland totalled €56.2 billion in inward FDI in 2022. This accounts for 4% of total inward FDI for Ireland. This gives an estimate of the levels of round-tripping engaged in by Irish ultimately controlled firms.

InwardIrish UCP FDI Inward RemainderIrish UCP as a % of FDI Inward
2018938.9568262896.48319626492842.4736300150810.2755732281293
20191109.9122.94508883946986.9549111605411.0771320695072
20201152.144442.637671921109.506728083.70072292327247
20211257.421255.9071386161201.5140613844.446174330129
20221283.6637141602356.2487142221227.414999938234.381888620946

Source publication: Foreign Direct Investment Annual 2022

Figure 3.12 compares the levels of inward and outward FDI for firms with an ultimate controlling parent in Ireland. In percentage terms, inward FDI for these firms is 7% of outward FDI. This gives an alternative estimate of the levels of round-tripping engaged in by Irish ultimately controlled firms.

Irish Outward FDIIrish Inward FDIInward Irish FDI as a % of Outward Irish FDI
2018564.592896297996.4831962649217.0889851603822
2019751.1961371214122.9450888394616.3665762860001
2020701.52609386447742.637671926.07784547045472
2021973.32065636355.9071386165.74395891533914
2022768.69341730756.2487142227.31744450460611

Source publication: Foreign Direct Investment Annual 2022

A preliminary examination shows that the majority of Irish round tripping is due to redomiciled PLCs. So pre-existing investments in Ireland that were set up when these firms were foreign controlled have become classed as round tripping following the redomiciling. This will need further investigation.

 Pass-Through Estimation Method 

Pass-through formula

 where Ii,t denotes inward FDI position of an enterprise and 0i,t is the outward FDI position.

References

Blanchard, Olivier & Acalin, Julien (2016), “What does Measured FDI Actually Measure?”, Peterson Institute for International Economics.

Borga (2016), “Not all foreign direct investment is foreign: the extent of round-tripping”, FDI Perspectives.

D.6 Ultimate Investing Economy (UIE)/Ultimate Host Economy (UHE) and Pass-through Funds, Washington, D.C., 2020.

Final Report of the Task Force on Special Purpose Entities, Washington, D.C., 2018 (PDF).

Leino, Topias & Ali-Yrkko, Jyrki (2014), “How Well Does Foreign Direct Investment Measure Real Investment by Foreign-Owned Companies? – Firm-Level Analysis”, Bank of Finland Research Discussion Papers, vol. 12.

Statistics Netherlands, CBS (2018)