Many of G. Elias & Co’s corporate, banking, securities and real estate transactions have been tax-driven, and we have done extensive contentious work for leading taxpayers. We have advised extensively on whether or not for tax reasons to organize or re-organize entities as statutory corporations or as regular limited liability companies, partnerships or trusts. Our tax practice ranges from advising leading foreign multinational enterprises, private equity and “special situations” investors on structuring both debt and equity investments in Nigerian companies to representing a number of the nation’s largest taxpayers and leading tax accountants in both informal administrative proceedings and in litigation in the courts at every level. We have also counselled several corporate taxpayers on informal attempts to resolve their differences with the tax authorities, usually in respect of withholding tax, pay-as-you-earn deductions and stamp duty.
Some of our key tax transactional experiences are as follows:
- Advised Shell Petroleum Development Company Ltd. on a “Reserves Additions Bonus” case before the Tax Appeal Commissioners, which was later settled.
- Advised Shell International Petroleum Maatschapische in an appeal to the Supreme Court bordering on withholding tax on payments to oil service companies.
- Advised Shell Nigeria Exploration and Production Company in a withholding tax case relating upstream petroleum contract and involving SAIPEM “engineering, procurement and construction” entities.
- Advised and won a seminal appellate case at the Court of Appeal on stamp duty liability on receipts issued for bank deposits. An appeal is currently pending at the Supreme Court of Nigeria.
- Advised and won a seminal appellate case on the extent of the taxing powers of local government authorities (Eti-Osa v. Jegede).
- Advised UAC Plc in a trial court intra-group VAT case which was eventually settled.
- Advised Dunn Loren Merrifield in a dispute over its income tax exposure for fees payable in respect of the Ebonyi State bond.
- Advised several vehicles controlled by a leading global financial institution in a series of tax audits and tax investigations in the course of the past decade.
- Advised First Bank of Nigeria on disputes with the Lagos State Inland Revenue Service over withholding taxes on interest payments.
- Advised one of the world’s dominant shipping lines on resolving a dispute with the tax authorities on the extent to which Nigerian income tax liability arises on voyages with a foreign element.
- Advising and representing Skye Bank Plc in disputes involving a series of excessive withholding tax (up US$100mm of economic impact) demands by several States’ (up to 17) Boards of Internal Revenue with threats to shut down the operations of the Bank and distrain assets. We have been able to resist an attempt to distrain for alleged non-payment of tax.
For more information on G. Elias’ tax expertise, please contact Gbolahan Elias and Stephen Arubike.