CA K Sanjay BhargavChartered Accountant
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When a captive creates a taxable presence for its parent

CA K Sanjay Bhargav, Chartered Accountant, Bengaluru

Membership No. 250054 · DISA (ICAI)

Published

Short answer: every other question a GCC faces adjusts its own markup. This one makes the parent taxable in India, on profits attributable to India. And every test is applied to what actually happens, not to what the intercompany agreement says.

Why this is the bigger number

A transfer pricing adjustment moves a markup by a few points on a cost base. It is unwelcome and it is bounded.

A permanent establishment finding is a different category of problem:

  • the parent becomes taxable in India, not just the captive;
  • the measure is profits attributable to the Indian operation, tested against the parent's India-linked revenues rather than the captive's costs;
  • it brings filing and compliance obligations for the parent; and
  • it generally surfaces for several years at once, because the facts that create it are rarely confined to one.

That asymmetry is why the PE question deserves attention out of proportion to how often it is raised.

The three routes in

RouteBroadlyWhat is examined
Fixed placeA place of business in India at the parent's disposalOffice space, desks, cabins consistently available to parent personnel; who controls the space
ServiceParent's personnel rendering services in India beyond a threshold periodDuration and pattern of visits, what the visitors actually do, for whom
Dependent agentSomeone in India habitually concluding or securing contracts for the parentWho signs, who negotiates, whose approval closes a deal

The applicable treaty matters — thresholds and definitions differ between them — so the parent's jurisdiction is part of the analysis rather than a detail.

Conduct beats recitals, every time

The most common reassurance a group gives itself is that the agreement describes the captive as an independent service provider bearing its own risks.

That recital does no work on its own. Each test asks a factual question:

  • Is space actually at the parent's disposal?
  • Do its people actually render services here, and for how long?
  • Does someone here actually conclude or negotiate contracts that bind it?

Worse, an agreement that describes an arrangement the facts contradict is weaker than no agreement, because the contradiction is itself evidence. A services agreement reciting arm's length independence, alongside appraisals running to the parent and commercial terms being settled in Bengaluru, does not present as two consistent things.

The arm's length defence, and its limit

There is a well-known argument that where the Indian entity is remunerated at arm's length for the functions it performs, little or no further profit is attributable to any permanent establishment — because the return for the Indian activity has already been taxed in the captive's hands.

It is a real argument and it has succeeded. It also has a precise limit, which is frequently missed:

It works only where the transfer pricing analysis actually captures everything the Indian operation does.

If functions are being performed for the parent that the markup was never priced for — business development, decision-making, customer-facing work that nobody put in the cost base — then the premise of the defence fails, and it fails exactly where the exposure is largest. The defence is only as good as the functional analysis behind it, which makes the transfer pricing documentation a PE document as well as a TP one.

What to look at, in order

  1. Contract authority. Who signs, who negotiates, whose email finalises commercial terms. This is the most establishable of the three routes and the hardest to explain away, so it is where to start.
  2. The functional analysis. Does it describe what the Indian team actually does today, or what it did when the entity was set up?
  3. Visit patterns. Regular structured presence of parent personnel, and what they do while here.
  4. Space. Whether anything is consistently at the parent's disposal.
  5. Reporting lines, which bear on this and on the secondment question — and the two should not be answered inconsistently, because control is central to both.

Point 5 is where groups most often trip themselves up. Arguing that the parent controls seconded staff, in order to explain a payroll arrangement, sits awkwardly beside arguing that the parent has no presence in India. Both answers may be individually arguable; together they are a problem.

For the whole picture, see GCC and captive unit taxation.

This is a working reference, not the statute, and outcomes here are fact-specific and treaty-specific. For anything you are relying on, confirm the position directly.

Frequently asked questions

Why does a permanent establishment matter more than a transfer pricing adjustment?

Because it changes whose tax it is and how much is at stake. A transfer pricing adjustment moves the captive's markup by a few percentage points on its cost base. A permanent establishment finding makes the parent itself taxable in India on the profits attributable to that establishment, which is measured against the parent's revenues from India rather than against the captive's costs. It also brings filing obligations for the parent and, usually, several years of exposure at once.

Our agreement says the captive is an independent service provider. Is that enough?

No. Every test in this area is applied to conduct rather than to recitals. Whether premises are at the parent's disposal, whether its personnel render services here, and whether someone habitually concludes contracts on its behalf are all questions about what actually happens. An agreement that describes an arrangement the facts contradict is worse than no agreement, because the contradiction is itself the finding.

Our parent's staff visit regularly. Does that create exposure?

It can, through more than one route. Repeated or extended presence of parent personnel rendering services in India can create a service permanent establishment where a threshold period is crossed, and space consistently made available to them can support a fixed place finding. What matters is the pattern rather than any single visit: regular, structured presence for the parent's own business is a different fact from occasional oversight of a subsidiary.

Does paying the captive an arm's length markup protect the parent?

It helps and it does not settle the matter. There is authority for the proposition that where the Indian entity is remunerated at arm's length for the functions it performs, little or no further profit is attributable to a permanent establishment. But that argument works only where the transfer pricing analysis genuinely captures everything the Indian operation does — if functions are being performed for the parent that the markup was never priced for, the premise fails.

What is the single most useful thing to fix?

Contract authority. A fixed place or service permanent establishment argument is fact-heavy and contestable, but someone in India habitually concluding or negotiating contracts binding the parent is comparatively easy to establish and hard to explain away. Who signs, who negotiates, and whose email finalises commercial terms are worth knowing and, where necessary, changing.

Concerned about your parent's exposure in India?

Send the intercompany agreement, the reporting lines and the pattern of visits by parent personnel. Where the arrangement sits against the PE tests is set out in writing, along with what would need to change to move it.

Related service: GCC & Captive Units