Wydad Athletic Club v. Stade Brestois 29

At a glance

Parties

Wydad Athletic Club (Morocco) v. Stade Brestois 29 (France)

Case no.

CAS 2023/A/9884

Forum and rules

Court of Arbitration for Sport, appeal procedure under the Code of Sports-related Arbitration; seat in Switzerland

Treaty

None. Transfer contract of 28 June 2022, governed by French law (Art. 12); FIFA Statutes Art. 57

Tribunal

Olivier Carrard (President), Karim Adyel, François Klein

Sector

Football transfer

Outcome

Appeal dismissed (6 June 2024). The FIFA Players' Status Chamber decision of 15 June 2023 was confirmed in full.

Amount

Wydad was ordered to repay EUR 300,000, with 5% annual interest from 27 August 2022, as VAT it had wrongly charged on a EUR 2,700,000 transfer fee.

The dispute

On 28 June 2022 Wydad Athletic Club, a Moroccan club, agreed to transfer the international player A. outright to Stade Brestois 29, a French club, for a fixed fee of EUR 2,700,000 "Hors Taxes" (excluding taxes). Wydad then invoiced EUR 3,240,000, which included 20% VAT, and Brest paid a total of EUR 3,000,000. Brest said no VAT was due and claimed back the EUR 300,000 it had overpaid. On 15 June 2023 the FIFA Players' Status Chamber ordered Wydad to repay that sum with interest. Wydad appealed to CAS. It argued that Moroccan tax law made it liable for VAT on the transfer, that the sports-company exemption did not cover transfers, and that Brest had paid knowingly and for a valid reason. Brest relied on French law, on the territoriality of VAT, and on the Moroccan VAT exemption for sports companies.

Key holdings

1. CAS has jurisdiction under Article R47 of the CAS Code and Article 57(1) of the FIFA Statutes. The appeal was filed within the 21-day time limit and is admissible. ¶¶ 44–54
2. The Panel applies FIFA regulations and French law, which the parties chose, with Swiss law as a supplement. Wydad's argument that it never agreed to French law because Brest drafted the contract fails under pacta sunt servanda; nothing shows that Wydad was misled. ¶¶ 60–62
3. "Hors Taxes" means that VAT, if due in Morocco, is payable on top of the price. Whether it is due depends on Moroccan tax law, because a contract cannot create exceptions to a State's tax law. ¶¶ 64–70
4. No VAT was due in Morocco, for two reasons. Under Article 88 of the Moroccan General Tax Code, the service sold is located in France, where the player will be used. Under Articles 91-IV-3° and 125-VIII, all activities and operations of a sports company, transfers included, are exempt from 1 January 2020 to 31 December 2024. Wydad also never produced any evidence that VAT was or should have been paid in Morocco. ¶¶ 71–82
5. Wydad knowingly received EUR 300,000 that was not owed and must return it under Articles 1302 and 1302-1 of the French Civil Code. Swiss law (Articles 62 and 67 of the Code of Obligations) leads to the same result: the claim was made within the limitation period. Article 75 of the Moroccan Code of Obligations and Contracts would also lead to the same result. ¶¶ 83–90
6. The appeal is dismissed and the FIFA decision is confirmed in full: EUR 300,000 with 5% annual interest from 27 August 2022. The paragraphs of the operative part on costs are redacted in the published version. ¶¶ 91–93; operative part

Procedural history

1. 28 June 2022Transfer contract concluded for a fee of EUR 2,700,000 excluding taxes.
2. 12 August 2022Wydad issues an invoice for EUR 3,240,000, including 20% VAT.
3. 19 August 2022The parties sign an amendment changing the payment schedule.
4. 9 February 2023Brest files a claim with the FIFA Football Tribunal for repayment of EUR 300,000.
5. 15 June 2023The FIFA Players' Status Chamber partly upholds the claim and orders Wydad to repay EUR 300,000 with 5% interest. The reasoned decision is notified on 20 July 2023.
6. 9 August 2023Wydad files its statement of appeal with CAS.
7. 15 December 2023The parties are informed of the Panel's composition.
8. 7 February 2024Hearing held by videoconference.
9. 6 June 2024Award: appeal dismissed and the FIFA decision confirmed.

Tribunal, counsel and experts

Decided by

• Olivier Carrard President, CAS Panel
• Karim Adyel Co-arbitrator, CAS Panel — appointed by the claimant
• François Klein Co-arbitrator, CAS Panel — appointed by the respondent

For the claimant

Ali Abbes

For the respondent

Nicolas Bône · Jérome Truchot

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Keywords

• football transfer
• VAT
• value added tax
• Hors Taxes
• unjust enrichment
• restitution of undue payment
• Moroccan General Tax Code
• territoriality of VAT
• sports company VAT exemption
• French Civil Code Article 1302
• Swiss Code of Obligations Article 62
• FIFA Players' Status Chamber
• pacta sunt servanda
• choice of law
• Wydad
• Stade Brestois

Summary generated with AI from the published documents — refer to the award for the authoritative text.