This document, which has been reviewed by the Company’s Board, sets out Cloudflare Limited’s approach to UK taxation, and has been published to comply with the duty under paragraph 22(2) Schedule 19 Finance Act 2016 for the financial year ended 31 December 2023.
Cloudflare Limited is part of the Cloudflare group, headed by Cloudflare Inc. The Cloudflare group is a global cloud services provider that delivers a broad range of services to businesses of all sizes and in all geographies - making them more secure, enhancing the performance of their business-critical applications, and eliminating the cost and complexity of managing individual network hardware.
The principal activity of Cloudflare Limited is that of a research and development support office whilst also offering sales and marketing support services. Cloudflare Limited is a limited risk support service provider, and its tax affairs are not complex.
The approach to UK tax is aligned with Cloudflare’s global tax policy to comply with the applicable tax laws, rules, regulations, and reporting requirements within the jurisdictions in which it operates, as supplemented with advice from external advisors. Cloudflare is committed to paying all taxes that are legally due and in line with the spirit of the tax legislation as enacted by the governing authorities within each jurisdiction in which it operates.
As a business listed on the New York Stock Exchange, Cloudflare is subject to section 404 of the Sarbanes-Oxley Act (“SOX”) which requires management to maintain effective Internal Controls over Financial Reporting. SOX compliance requires us to operate robust corporate governance and risk management procedures.
The Audit Committee of the Board of Directors of Cloudflare, Inc. is ultimately responsible for the group’s policies with respect to risk assessment and risk management pertaining to the financial, accounting and tax matters of the Company. Day to day management of Cloudflare’s tax policy is led by the Global Head of Tax and overseen by the Chief Financial Officer.
The global tax team monitors the activities of the Cloudflare Limited business, ensuring that appropriate care is applied in relation to all processes that could materially affect its compliance with its UK tax obligations. Risks to compliance with applicable UK tax laws, rules, regulations, and reporting requirements are identified through ongoing engagement with external advisors.
Cloudflare’s global tax function engages with internal and external stakeholders to identify any UK tax risks arising from significant transactions or business changes which impact Cloudflare Limited.
Furthermore, Cloudflare actively monitors changes in tax laws, regulations, rules, and reporting requirements as part of its routine procedures in financial and tax reporting.
All staff must comply with the Cloudflare Code of Business Conduct and Ethics which requires ethical conduct and compliance with applicable laws, rules and regulations including, without limitation, full, fair, accurate, timely and understandable disclosure in reports and documents filed with or submitted to any governmental body.
Cloudflare’s global tax function engages with internal and external stakeholders to facilitate strategic initiatives, growth, and development of its multinational enterprise. Cloudflare’s tax strategy and decisions are evaluated by internal tax professionals and are supplemented by the advice of outside advisors. The executive finance organization as a whole plays a role in all tax decisions and tax planning opportunities.
Cloudflare seeks to utilize legislative tax incentives, where supported by commercial activities, including UK R&D expenditure credits.
All intercompany transactions are conducted on an arm’s length basis, inline with OECD Transfer Pricing Guidelines.
Our approach to tax is principled. Being principled means thinking long term and doing the right thing even if it is not in our short-term interest.
Cloudflare’s approach to compliance is conservative and disciplined. Cloudflare is committed to paying all taxes that are legally due and in line with the spirit of the tax legislation, accurately filing its tax returns and remitting tax payments on a timely basis.
Transparency is one of our core values. We strive to communicate clearly and openly, including in correspondence with HMRC.
Cloudflare’s global tax function engages with HMRC as part of its routine tax compliance process and where deemed necessary to appropriately apply the tax statutes and regulations to Cloudflare Limited’s facts and circumstances. Additionally, it engages with HMRC in connection with any requests for additional information and audits over open return years as necessary.
Cloudflare will, without limitation, offer full, fair, accurate, timely and understandable disclosures to HMRC with the objective to foster a spirit of cooperation, transparency and respect and resolve any areas of uncertainty in a collaborative manner.
Cloudflare does not engage in public policy advocacy on tax issues.
If you have questions about these terms or anything else about Cloudflare, please don't hesitate to contact us:
+1 (650) 319-8930
Cloudflare, Inc.
101 Townsend St,
San Francisco, CA 94107
USA