CL-2018-000297, CL-2018-000404, CL-2018-000590, - [2025] EWHC 2364 (Comm)

Fecha: 02-Oct-2025

Primary Liability

Primary Liability

240.

SKAT submitted that Mr Klar could have a primary liability for deceit in relation to the Klar Model tax refund claims, on the basis either that he procured or induced the deception of SKAT, or on the basis that he was the true principal of the Tax Agent (which was always Goal for Klar Model trades); but the latter was said to arise only for the tax refund claims submitted on behalf of Europa and Khajuraho.

241.

SKAT’s submission on the first possibility (procuring and/or inducing deception) relied upon five aspects of Mr Klar’s role in relation to the Klar Model business, namely that:

(i)

he was the mastermind behind the business who designed, implemented and funded it (to the extent any funding was needed, that is to say set-up and maintenance costs for Salgado);

(ii)

he controlled Salgado, the custodian, produced the Salgado DCAs, and sent them to Goal for transmission to SKAT with tax refund claims;

(iii)

he owned and controlled Europa and Khajuraho, conducted their trading, and was the individual by whom they authorised the submission of their tax refund claims to SKAT;

(iv)

he recruited Blue Ocean and Cole to join the Klar Scheme and had input into almost every aspect of their trading and the submission of tax refund claims on their behalf; and

(v)

he directed Goal to submit the tax refund claims that were made to SKAT on behalf of all four Klar Model equity buyers.

242.

The real issue, however, was not what Mr Klar did, or its centrality to the making of the Klar Model tax refund claims, which was evident and needed no lengthy submission. The issue was Mr Klar’s purpose and intention in doing what he centrally did in that regard. If Mr Klar’s intent was to cause SKAT to be misled by one or more of the misrepresentations it alleged, Mr Klar realising at the time that it or they would be made to SKAT by Goal through the tax refund claims, then I would have been prepared to find primary liability on the basis of the doctrine of instrumentality to which I referred in paragraph 13 above. My finding though is that Mr Klar had no such intention to deceive SKAT.

243.

In the case of the Klar Model, I was not satisfied that it is appropriate to characterise Mr Klar, or Salgado, as a ‘true principal’ of Goal. In relation to the tax refund claims submitted on behalf of Mr Klar’s tax-favoured equity buyers, Europa and Khajuraho, the same qualification arises as with Sanjay Shah in relation to SCP (paragraph 119 above). Subject to that qualification, I would have considered that Mr Klar in any event had no primary liability for deceit.