One hopes that this time around Walmart has done enough due diligence before committing to the deal. One hopes that someone has told Carl Douglas McMillon (Doug to friends) that when Flipkart-owned Myntra acquired fashion e-tailer Jabong from the troubled Rocket Internet, Jabong was facing a huge number of corporate governance issues. Hope Doug has made sure that there are no troublesome skeletons from the past that might come in the way of US laws that Walmart likes to be governed and guided by, because of Jabong’s past.
Also, Doug must surely have been apprised that earlier this year Flipkart lost an appeal against the income-tax department over the reclassification of marketing expenditure and discounts as capital expenditure, which would surely have involved substantial tax liabilities from the past. Just for Doug to know that this ruling was made in December last year, and the issue involved money spent by ecommerce companies on marketing through deep discounts. Flipkart (and Amazon too) have been classifying these discounts as marketing expenses and deducting them from revenue, leading to them posting losses and therefore not being liable to tax. The tax department, however, contended that this was not a cost but a capital expenditure, which meant that it should not have been deducted from the revenue.
Thankfully for Doug and for Walmart, last month the ITAT’s bench of NY Vasudevan and Jason P. Boaz, decreed in favour of Flipkart, saving it from a tax liability of Rs. 110 crore. This issue of deep discounts however may still need detailed briefing to Doug as the Confederation of All India Traders (CAIT), an umbrella association representing millions of India’s small traders, too has been demanding government scrutiny of Flipkart’s predatory pricing through deep discounts. So, Doug does need to know that while he is taking ownership of India’s largest e-tailer, there are issues from the past that may need for the euphoria to be tempered somewhat.