Please assist with the tax implications and recommendations to this scope in relation to the Nigeria Tax laws

Transcribed Image Text:

Viathan seeks to engage with investors under a return-based financing structure without equity or debt infusion to expand its CNG business and capture market share. Under this structure, an investment SPV (NewCo. Lessor) will be incorporated. The investor then enters into a financing agreement with NewCo Lessor, to fund the acquisition of assets from the Original Equipment Manufacturer (OEM), in return for a defined stream of income over a defined term. NewCo Lessor will utilise the investment in purchasing gas skids, trucks (the "Assets) and will own them for a defined term. New.Co Lessor will then sub-lease the Asset to Viathan's investment vehicle which (V2) who utilizes the Asset in fulfilling various GSPA contracts. V2 pays lease rentals to NewCo Lessor for a defined term, within which the full value of the Asset will be paid. After that term and full payment, ownership of the Asset transfers to V2. During the contract term, a nominee will be appointed and assigned to NewCo to manage the investment. During the course of investment, there will be a security package that includes security documentation that ring fences the Asset, and enables the investor have recourse to the Asset and other proposed security measures. Scope Viathan has requested tax and regulatory advisory on the proposed investment structure in Nigeria. Specifically, ABC will provide advice/comments on the scope, tax and regulatory implications and recommendation in bullet point of: 1. Agreement with the already established - NewCo Lessor. 2. The financing arrangement/agreement and the proposed security package. 3. The asset purchase arrangement/agreement. 4. The lease to own lease agreement. 5. Asset transfer from NewCo Lessor to V2 after lease term. Viathan seeks to engage with investors under a return-based financing structure without equity or debt infusion to expand its CNG business and capture market share. Under this structure, an investment SPV (NewCo. Lessor) will be incorporated. The investor then enters into a financing agreement with NewCo Lessor, to fund the acquisition of assets from the Original Equipment Manufacturer (OEM), in return for a defined stream of income over a defined term. NewCo Lessor will utilise the investment in purchasing gas skids, trucks (the "Assets) and will own them for a defined term. New.Co Lessor will then sub-lease the Asset to Viathan's investment vehicle which (V2) who utilizes the Asset in fulfilling various GSPA contracts. V2 pays lease rentals to NewCo Lessor for a defined term, within which the full value of the Asset will be paid. After that term and full payment, ownership of the Asset transfers to V2. During the contract term, a nominee will be appointed and assigned to NewCo to manage the investment. During the course of investment, there will be a security package that includes security documentation that ring fences the Asset, and enables the investor have recourse to the Asset and other proposed security measures. Scope Viathan has requested tax and regulatory advisory on the proposed investment structure in Nigeria. Specifically, ABC will provide advice/comments on the scope, tax and regulatory implications and recommendation in bullet point of: 1. Agreement with the already established - NewCo Lessor. 2. The financing arrangement/agreement and the proposed security package. 3. The asset purchase arrangement/agreement. 4. The lease to own lease agreement. 5. Asset transfer from NewCo Lessor to V2 after lease term.

Answer rating: 100% (QA)

In the context of the proposed investment structure for Viathans CNG business expansion in Nigeria its essential to consider the tax implications and ... View the full answer