Descend into the Asian Snake’s Lair: Occult Offshore Centers, Tax-Tunneling, and Consolidation Craftiness

 “Bamboo Innovators bend, not break, even in the most terrifying storm that would snap the mighty resisting oak tree. It survives, therefore it conquers.”
BAMBOO LETTER UPDATE | February 2, 2015
Bamboo Innovator Insight (Issue 68)

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Dear Friends,Descend into the Asian Snake’s Lair: Occult Offshore Centers, Tax-Tunneling, and Consolidation CraftinessLike the ancient legendary Painters descending into the clay pits to study the rudiments of colour, we need to hold our hands together – tightly! – as we descend into darkness, into the Asian Snake’s lair. We need to go deep into the underworld of accounting tunneling to study the occult offshore financial centers, the tax-tunneling mechanism and see up close the consolidation craftiness in accounting of the Asian Snake.This week, we get to observe accounting tunneling and income diversion using “spaceman”, which involves the creation of SPVs (special purpose vehicles), often in offshore financial centers. It is called “spaceman” because it comes from seemingly nowhere, does not perform any real activities, pays almost no taxes, and disappears (“flies into space”) in one-half to two years. This type of firm is also called a “dump”, “flash-light”, “bruise”, “hedgehog”, or “fly-by-night company”. Tax evasion and accounting tunneling using spaceman often involves a long chain of transactions, with each transaction appearing to be legitimate; however, the entire scheme is illegal.

Last week, we shared that In practice, the controlling owner and insiders net less than the full amount that they have tunneled and expropriated because of lawyer fees, tax consultants, payment for discrete financial services etc. We will unearth some shocking empirical findings that can possibly help investors to detect and avoid Asian accounting frauds ahead of the curve, in the form of abnormal levels of professional fee. These include Big 4 audit firms receiving more audit and non-audit fees when their clients transfer more money to fraudulent entities. However, it is difficult to distinguish if the excess fees are a form of price protection by the Big 4 auditors when they take on risky clients or represent payments for not constraining their clients’ fraudulent transfers. A one standard deviation increase in income diversion is said to correspond to 9.4% increase in audit fees at the Big 4 and a one standard deviation increase in income diversion corresponds to 24.1% increase in non-audit fees at the Big 4…

Still, this “professional fee” pales in comparison to that enjoyed by another important capital market participant in the Asian jungle. First understand this: How much money can be tunneled and diverted from such “spaceman” schemes? Typically 40%. Because the amount diverted and tunneled can be large and is usually paid in cash, spaceman schemes require the collaboration of bank officials. These bank officials often charge fees of as much as 5% for customers to withdraw cash and it is a lucrative business.

Over the weekends, shocking news broke out that China Minsheng Banking Corp (600016 CH, MV $49.6bn) chief Mao Xiaofeng had resigned and was taken away by the Communist Party’s Central Commission for Discipline Inspection in connection to the anti-corruption probe of Ling Jihua, former top aide to ex-president Hu  Jintao. The investigation into the youngest-ever Chinese listed-bank president has exposed the tip of the iceberg of rampant power-for-money deals between senior officials and financial leaders.

It is estimated by the International Consortium of Investigative Journalists (ICIJ) that between $1 trillion and $4 trillion in untraced assets have left China since 2000. Nearly 22,000 offshore clients with addresses in mainland China and Hong Kong appear in leaked files obtained by ICIJ. Among them are some of China’s most powerful men and women. The files come from two offshore firms — Singapore-based Portcullis TrustNet and BVI-based Commonwealth Trust Limited — that help clients create offshore companies, trusts and bank accounts. Confidential documents obtained through ICIJ’s “Offshore Leaks” investigation show that Big 4 firms had a close relationship with Portcullis TrustNet, a Singapore-based offshore services firm that sets up hard-to-trace offshore companies for clients around the world. PwC, for example, helped incorporate more than 400 offshore entities through TrustNet for clients from mainland China, Hong Kong and Taiwan, the records show.

We will examine the off balance-sheet entities and financing such as VIE (variable interest entity) and operating leases, and revisit the reverse mergers. We will also look into the consolidation craftiness in accounting in intercorporate investments with regards to affiliates and JVs in Chinese firms, Korean chaebols and Japanese keiretsu and appreciate the mechanics of equity method vs the proportional consolidation method.

As we descend this week into the dark Lair, our spines tingle – we know we are closer to the Asian Snake.

Warm regards,


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About bambooinnovator
Kee Koon Boon (“KB”) is the co-founder and director of HERO Investment Management which provides specialized fund management and investment advisory services to the ARCHEA Asia HERO Innovators Fund (, the only Asian SMID-cap tech-focused fund in the industry. KB is an internationally featured investor rooted in the principles of value investing for over a decade as a fund manager and analyst in the Asian capital markets who started his career at a boutique hedge fund in Singapore where he was with the firm since 2002 and was also part of the core investment committee in significantly outperforming the index in the 10-year-plus-old flagship Asian fund. He was also the portfolio manager for Asia-Pacific equities at Korea’s largest mutual fund company. Prior to setting up the H.E.R.O. Innovators Fund, KB was the Chief Investment Officer & CEO of a Singapore Registered Fund Management Company (RFMC) where he is responsible for listed Asian equity investments. KB had taught accounting at the Singapore Management University (SMU) as a faculty member and also pioneered the 15-week course on Accounting Fraud in Asia as an official module at SMU. KB remains grateful and honored to be invited by Singapore’s financial regulator Monetary Authority of Singapore (MAS) to present to their top management team about implementing a world’s first fact-based forward-looking fraud detection framework to bring about benefits for the capital markets in Singapore and for the public and investment community. KB also served the community in sharing his insights in writing articles about value investing and corporate governance in the media that include Business Times, Straits Times, Jakarta Post, Manual of Ideas, Investopedia, TedXWallStreet. He had also presented in top investment, banking and finance conferences in America, Italy, Sydney, Cape Town, HK, China. He has trained CEOs, entrepreneurs, CFOs, management executives in business strategy & business model innovation in Singapore, HK and China.

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