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Dealmaking via Mauritius may be a road less taken
While the Supreme Court's ruling on Thursday upholding the Rs 14,500-crore ($1.7 billion) tax demand against Tiger Global has major financial implications for the US-based investment firm, a broader impact could be felt on a wide range of venture capital and private equity investors who for years have used Mauritius-registered entities to invest in Indian companies.
Investors, lawyers and chartered accountants said the impact for other funds may not be uniform but will depend on how their investment vehicles are structured and whether their transactions involve direct or indirect investments in Indian companies.
“Substance is now the decisive test and if the real decision-making or control lies outside of Mauritius, the benefits of the treaty can be denied,” said one investor. “The risk of being scrutinised is higher if the Mauritius vehicle exists only on paper, and decisions are taken in India, the US or Singapore”. “Apart from tax avoidance, firms also set up Mauritius or Cayman Island entities to pool global capital if they have limited partners from across jurisdictions like the US, Europe, Singapore and Middle East,” he added.
However, the funds that took advantage of the Double Tax Avoidance Agreement (DTAA) with Mauritius by setting up vehicles in the jurisdiction might come under scrutiny from the tax department, people said.
“For years, the gateway to Indian equities has been Mauritius, not Mumbai. Foreign Investors chose Mauritius as it allowed them to maintain dollar accounts and get the treaty benefits of a beneficial capital gains regime,” said Siddarth Pai, founding partner of 3one4 Capital.
“Funds based in Mauritius often faced extensive tax litigation on the substance of their operations in Mauritius and where the actual decisions were taken. This entailed that the partners and managers of the funds to be based in Mauritius, with investment and divestment decisions being taken there,” he said, adding that the biggest unknown for investors with Mauritius structures is whether previous exits will be freshly scrutinised.
A chief financial officer of a large venture capital firm, which used the Mauritius-structure, explained that when India's DTAA with the country was amended in 2017, “the intent was made clear by the government that tax on any deal must be paid in India.”
“We had several pre-2017 investments that we sold post-2017. However, we paid full tax in India,” he said on the condition of anonymity.
“VC firms investing through low tax jurisdictions will have to demonstrate “substance”, in other words a core financial or commercial purpose, for locating their offices in such low tax jurisdictions. Absent that, their transactions may be looked at in greater detail and subjected to tax in India,” said Pallav Narang, partner at chartered accountancy firm CNK & Associates.
Broader implications
Lawyers also flagged the Tiger Global verdict potentially setting a precedent for other situations where treaties have been utilised. Additionally the impact could be felt at foreign portfolio investors participating in the high-risk derivatives trading market, tax specialists felt.
“The ruling will be applied in other treaty situations as well, going beyond just cases of capital gains. The finding that the tax treaties are not intended to apply to indirect share transfers will also create ambiguity for investments from several other jurisdictions" said Abhishek Goenka, partner at Aeka Advisors, a firm specialising on tax issues and regulations.
Indirect transfers refer to dealings done in companies that are based outside India but derive a significant part of business from operations in India – as was the case with Flipkart. The Walmart-owned ecommerce company, while having its operations run from Bengaluru, had its parent entity situated in Singapore. During the 2018 transaction, Tiger Global's Mauritius vehicle sold shares in Flipkart's Singapore parent to a Walmart-affiliated entity that was also located outside India.
“The Supreme Court's reasoning follows a "threshold" logic: to claim any benefit under the India-Mauritius treaty, an entity must first prove it is a genuine “resident” with independent commercial substance. By characterising the Tiger Global Mauritius entities as "fronts" or "conduits" for their US-based parent, the court held they were effectively non-residents for treaty purposes,” said Ankit Jain, partner at New Delhi-based accounting firm Ved Jain & Associates.
Source: EconomicTimes
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