FT : Uber is a test case for taxing digital platforms

Uber is a test case for taxing digital platforms
Online marketplaces are using VAT advantage to crush bricks and mortar competitors

Ride-hailing app Uber revealed last week that it is talking to HM Revenue & Customs over a potentially nasty UK tax issue.

As accounts for its London subsidiary, filed last week, highlighted, the group “is involved in an ongoing dialog [sic] with HMRC, which is seeking to classify the Uber Group as a transportation provider”.

The liability stems from a 2018 landmark ruling that established Uber drivers were “workers” and not self-employed. If Uber fails to convince the UK Supreme Court to overturn the decision, the company could owe 20 per cent value added tax on all bookings.

The company said in its filing that the tax would be applied both “retroactively and prospectively”. Hence, presumably, “the dialogue” with HMRC — even though officially HMRC is not encouraged to cut retrospective sweetheart deals with corporations.

The tax and legal campaigner Jolyon Maugham has long argued that the ambiguity over the company’s employer status has led to unpaid VAT worth as much as £1.1bn. His non-profit, the Good Law Project, launched a judicial review proceeding against HMRC this May seeking to force the tax authority to evaluate whether more could be done to stem the losses.

But the Uber disclosure indicates HMRC is finally taking action. This is definitely a step forward. But it is now vitally important that the tax authority does not offer to negotiate a settlement. That would signal it is acceptable for companies to use uncertainties about legal status to gain big advantages against VAT-paying competitors. It would also reinforce the notion that there is one rule for disrupter corporations and another for everyone else.

Uber declined to comment on any discussions with HMRC but said it will always fulfil its tax obligations in any country in which it operates.

However, Uber is not the only digital platform provider to have found ways to avoid paying taxes through clever structuring. Up to now, public attention has focused on the use of offshore domiciles by companies such as Apple and Google to cut corporation tax. But that overlooks the role VAT avoidance has played in empowering platforms to destroy the high street.

Richard Allen, head of the campaign group Retailers Against VAT Abuse Schemes, has long argued that VAT avoidance is one of the most important factors giving online marketplaces such as Amazon and eBay an edge over more traditional bricks and mortar suppliers.

As with Uber, legal status comes into it. Marketplaces are generally not considered to be direct suppliers of goods. Instead, they are treated as facilitators of transactions between consumers and suppliers. That pushes responsibility for paying VAT on to contractors or merchants, who have much lower revenues and often don’t hit the minimum threshold for paying VAT.

Even when they do, suppliers are often based offshore or in territories where it is hard to pursue legal cases. So tax authorities end up relying on the voluntary payment of sales tax or VAT.

Many online market place suppliers further benefit from exemptions for imports of low-value goods. A rule aimed at reducing the administrative workload for customs agents has ended up facilitating a high volume tax-exempt trade that competes with onshore companies.

An OECD report highlighted how the practices put “unfair competitive pressure on domestic businesses that are increasingly incapable of competing against the continuously rising volumes of [VAT or goods and services tax]-free online sales of goods”. This, in turn, hurts domestic employment and direct tax revenue, it noted.

The problem for the tax authorities, though, remains the complexity and cost of tracking VAT abuses across many countries. Additional checks and searches could also put a damper on global commercial activity. That’s why the easiest way to re-establish a level playing field is to make platforms legally responsible for VAT, either directly, or by holding them accountable through loss of licenses if their suppliers are caught underpaying. This is why the Uber case is worth watching.

>>> US Gapping down

Gapping down
In reaction to disappointing earnings/guidance
:

  • GS -1.2%, OMC -0.9%

Select metals/mining stocks trading lower:

  • RIO -1.2%, FCX -1.2%, BBL -1.1%, BHP -0.6%

Other news:

  • QIWI -3.5% (announces resignation of CFO Vladislav Poshmorga)
  • RWT -0.8% (to acquire CoreVest American Finance Lender LLC for consideration of approx. $490 mln)

Analyst comments:

  • TEX -4.5% (downgraded to Sell from Neutral at Citigroup)
  • BLMN -1.9% (downgraded to Hold from Buy at Deutsche Bank)

>>> US Gapping up

Gapping up
In reaction to strong earnings/guidance
:

  • APHA +21.6%, SOL +6.2%, JPM +2.1%, UNH +1.9%, JNJ +1.9%, WIT +1.1%, BLK +0.8%

Other news:

  • RETA +43.6% (announces that the registrational Part 2 portion of the MOXIe Phase 2 trial of omaveloxolone in patients with Friedreich's ataxia met its primary endpoint), GLUU +9.3% (to join S&P SmallCap 600)
  • AMBA +5.5% (comments on Entity List Rule, does not see significant impact on current financial results and confirms guidance)
  • CGC +2.7% (sold its 42,087,639 shares in Australian cannabis company AusCann via an off market block trade at $0.15 per share for gross proceeds of $6.3 million)
  • STT +1% (ahead of earnings Oct 18 before the open)
  • ABT +0.9% (authorizes repurchase of up to $3 bln of Abbott common shares)
  • WFC +0.9% (in sympathy with JPM and ahead of earnings this morning)

Analyst comments:

  • BBBY +3.3% (upgraded to Overweight from Sector Weight at KeyBanc Capital Markets)
  • OLLI +2.1% (upgraded to Outperform from Sector Perform at RBC Capital Mkts)
  • LOW +1.9% (upgraded to Outperform from Sector Perform at RBC Capital Mkts) 
  • EHTH +1.8% (initiated with Outperform at Raymond James; tgt $90)
  • NVDA +1.8% (target raised to $250 at BofA/Merrill)
  • SFIX +1.7% (initiated with a Outperform at Robert W. Baird; tgt $28)
  • SQ +0.8% (initiated with a Buy at UBS; tgt $81)
  • PD +0.8% (initiated with Outperform at Robert W. Baird; tgt $31)

WSJ : She Fined Tech Giants Billions of Dollars. Now She Wants Sharper Tools.

She Fined Tech Giants Billions of Dollars. Now She Wants Sharper Tools.
Margrethe Vestager is pivoting away from blockbuster fines against Silicon Valley titans toward preventing market abuses in the first place

BRUSSELS—Margrethe Vestager made a name for herself as Europe’s top antitrust enforcer by slapping record fines on U.S. tech companies. Now she says those fines don’t work.

As she prepares to start an unprecedented second term as the European Union’s competition commissioner, this time with added powers as the EU’s digital-economy policy maker, Ms. Vestager is shifting her focus from fining giants to preventing market abuses.

Fines are “not doing the trick,” she told EU lawmakers recently, despite having hit Alphabet Inc.’s Google with penalties totaling $9.4 billion in recent years. “We have to consider remedies that are much more far-reaching.”

Ms. Vestager already has the power to break up companies as a last resort, a step some Democratic presidential candidates including Sen. Elizabeth Warren have advocated. Ms. Vestager said that isn’t her intent. “My obligation is to do the least-intrusive thing in order to make competition come back,” she said.

Instead, she pointed to national competition authorities in the U.K. and the Netherlands, which have the power to reorganize a marketplace before consumers or competitors suffer. She said the two countries have “tools that could be considered, to reorganize before harm is done.”

Ms. Vestager should get similar powers, Dutch Competition Authority Chairman Martijn Snoep told a recent conference in Brussels. “We don’t need tools to cure yesterday’s problems,” he said of the Netherlands. “Tools should be aimed at preventing [bad] behavior.”

The approach departs from traditional punitive remedies because it addresses market conditions without casting blame. Britain’s Competition and Markets Authority can order companies to divest parts of a business in order to improve competition, “but there’s no liability, no fines,” said Mike Walker, chief economic adviser at the CMA, at the same conference.

The CMA in July launched an inquiry into online platforms and their advertising businesses. A previous inquiry into the auditing sector led in April to the conclusion that audit firms Deloitte LLP, Ernst & Young LLP, KPMG LLP and PricewaterhouseCoopers LLP should separate their auditing and consulting businesses.

But while such powers exist in some EU countries, flexing muscle pre-emptively across the bloc wouldn’t be easy because EU law requires the competition commissioner demonstrate harm before imposing remedies. Acquiring U.K.-style powers would be a “major constitutional step that would take a long time,” said Matthew Levitt, a partner at law firm Baker Botts.

A tool Ms. Vestager has revived after nearly two decades is the option of ordering a company cease actions the commission alleges to be anticompetitive, even before a case is completed. Ms. Vestager in coming weeks is expected to decide whether to issue such an order against U.S. chip maker Broadcom Inc., something she threatened in June.

More such injunctions are likely in Ms. Vestager’s second term, a senior EU official said. These so-called interim measures can be challenged in court, though, which legal experts say could backfire on the commission.

“If the commission loses in court and the interim measures are removed, then the commission may be discouraged from pursuing the case on its merits,” said Thomas Vinje, a partner at law firm Clifford Chance. “And even if it does and succeeds, you still have a considerable delay” due to the legal challenge.

So far, Ms. Vestager last month suffered a legal setback in a court ruling siding with Starbucks Corp. over its payment of taxes in Europe. Google also in September scored a legal victory over French regulators in a European Court of Justice ruling that restricts the whole bloc’s privacy orders, limiting the “right to be forgotten.” Courts haven’t so far ruled on any of her Google antitrust cases.

The commission can also make use of more far-reaching remedies instead of big fines, for instance allowing consumers more choice on a platform. And, it can be stricter about the enforcement of those remedies—something it has done in the past, Mr. Vinje said.

In 2009, then-competition commissioner Mario Monti opened an investigation into Microsoft Corp. for allegedly abusing its market dominance in bundling its Internet Explorer browser with the Windows operating system. After hard bargaining, Microsoft agreed to give users the choice among a random selection of internet browsers.

“Ironically, this opened the way for Google’s Chrome,” on Microsoft’s operating system, said Mr. Vinje, who argued at the time against Microsoft and has since represented clients who filed complaints against Google.

Ms. Vestager’s second term is slated to begin when a new team of commissioners is approved by the European Parliament. Originally scheduled for Nov. 1, the handover has been delayed as commission candidates for other positions face scrutiny, and is now likely to happen later in the year.

>>> US Early premarket gappers

Early premarket gappers

  • Gapping up:
    • RETA +34.2%, SOL +9.6%, GLUU +8.9%, SENS +7.2%, UNH +2.9%, EHTH +1.8%, ADVM +1.8%, SFIX +1.7%, STT +1.7%, WLL +1.2%, WFC +1.1%, SQ +1.1%, PD +0.8%,
  • Gapping down:
    • SEDG -3.1%, QIWI -2.2%, BLMN -1.9%, HSBC -1%, RWT -0.8%, RIO -0.8%, BBL -0.6%, BHP -0.6%, TEVA -0.6%, CAT -0.5%

FT : Neil Woodford: decline and fall

Neil Woodford: decline and fall
The cult of personality in the fund manager is over in retail investment

In March, Neil Woodford joked he could “be out of business in two-and-a-half years”. It looks like it could all happen a lot quicker than that.

His company has been fired as manager of the flagship Woodford Equity Income Fund. It faces the same fate at Woodford Patient Capital Trust, his other main vehicle. Mr Woodford, once the UK’s most formidable stock picker, looks finished as a force in retail funds.

The structure he devised has been his downfall. The EIF, characterised by this column as a “doom loop” before its suspension in March, piled risk upon risk. The open-ended fund, worth £10.2bn at peak, offered daily redemption and specialised in “conviction” stakes in blue chips and illiquid stocks.

When Mr Woodford’s muddled bets serially failed, retail investors lured by fund supermarket Hargreaves Lansdown stampeded for the exit. Short sellers, positioned like hungry bears on a salmon river, exploited the fire sales.

No other fund manager of Mr Woodford’s calibre can boast of being sacked with the backing, however indirectly, of Andrew Bailey, boss of the Financial Conduct Authority.

Link Services, the business with the previously low-profile role of authorised corporate director of the EIF, consulted closely with the FCA on its plan to ditch Woodford Investment Management. Neither of them, it appears, told Mr Woodford until the last moment.

The solution is a clean one. It removes the messy possibility of the fund reopening to redemptions in December and rapidly closing again. BlackRock and PJT Park Hill will sell off assets slowly enough to deter short sellers and bargain-hunting buyers of unquoted stocks. Then the pair will return net proceeds to investors, none of whom have first-mover advantage.

The move also spritzes some sanitiser over Link and the FCA, which have been heavily criticised for failures of oversight. The next step is for the FCA to ban fund supermarkets such as Hargreaves Lansdown from striking sweetheart deals with investment managers to push their products. Open-ended funds with illiquid assets should have redemption “gates” fitted as a standard and prominent feature.

Mr Woodford could easily reinvent himself, running family and client money privately. His cult of personality is over in retail investment. As an aside, assets have risen by a tenth this year at Schroders, a fund house where there is no “I” in “team”.

FT : Thomas Cook executives pin blame on government for its demise

Thomas Cook executives pin blame on government for its demise
Board members say UK’s failure to stand as security for rescue deal led to group’s collapse

Thomas Cook executives said that the failure of the UK government to stand as security for a rescue deal led to the travel company’s collapse in late September.

Group chairman Frank Meysman said on Tuesday that Thomas Cook’s lending banks and largest shareholder Fosun were in favour of agreeing a £900m recapitalisation of the company up until 4pm on the Sunday before it collapsed. But, he added, their support was conditional on additional security from the UK government, which it refused to give.

A committee led by Labour MP Rachel Reeves grilled five of Thomas Cook’s board members on the company’s debt levels, accounting practices and levels of executive pay.

Peter Fankhauser, chief executive of Thomas Cook, said that he “didn’t dare criticise the government” but that, on September 22, the day before the company collapsed, “we knew that we needed something that was strong because without it we knew we couldn’t take off again on Monday because the business was on its knees”.

He added that, had the recapitalisation plan been successful, Thomas Cook would have been one of the “best funded travel companies in Europe”.

The committee hearing started with questions on salaries and bonuses received by Thomas Cook executives. Board members received salaries totalling £20m in the five years before its collapse.

Mr Fankhauser defended his pay, saying that half of his £8m remuneration was given in shares, which he never sold and were now “nil and void”. He added that 30 per cent of a £750,000 bonus payment given in 2017 was awarded in shares.

He said that he had not received bonuses in 2018 and 2019 and did not receive a 2 per cent annual increase in pay this year.

When asked if he would consider returning some of his pay, Mr Fankhauser said: “I will consider what is right but I will not decide that today.”

According to Mr Fankhauser, the government did not step in to save Thomas Cook as it did not want to set a precedent.

Mr Meysman said he had tendered resignation to other boards that he sat on but that his offers had not been accepted.