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

There was an element, here and elsewhere in the case, of bold assumption on SKAT’s part that, since (as is now clear) the equity buyers under the Solo Model never acquired any shares, there must have been a fraud. I do not say it was an unreasonable immediate instinct to think that the possibility that a fraud had been committed should be considered. It was HMRC’s instinct in tipping SKAT off, having identified (as it put it in its initial spontaneous disclosure letter to SKAT dated 29 July 2015) that, “The main issue with the whole system [i.e. the Solo Model] is that it is stockless and is a series of book-keeping entries, with no actual stock at all in the system”. It was also Arunvill’s first thought when Mr Bains explained the Solo Model to it in 2014 (see paragraph 254 below and paragraph 609 of the main body of this judgment). But immediate reactions of that sort do not amount to a sustainable case that any particular representation was in fact ever made to SKAT, let alone that Mr Shah (or any other given individual) realised as much.

SKAT did not rest on that primary submission. It also contended that the trial evidence established Mr Shah’s contemporaneous appreciation that the core representations would be and were being made to SKAT by the Tax Agents.