GROUPS OF COMPANIES Sample Clauses

GROUPS OF COMPANIES. The Company is not and never has been a member of a group of companies for any Taxation purpose whatsoever.

GROUPS OF COMPANIES. Where a company that forms part of a group of companies becomes a Member, this does not entitle any parent or subsidiary of the company to automatically become a Member. Each company within such a group shall be required to establish a separate membership. For the avoidance of doubt, where a Member is part of a group of companies the Member shall not be entitled (subject to any conditions or restrictions on numbers of individuals Advance Cairns may impose regarding access to confidential information) to share information provided by Advance Cairns, including confidential information, with other companies in the group unless the company(s) receiving such information is a Member of Advance Cairns, or unless permission is expressly granted by Advance Cairns for such information to be distributed without restriction.

GROUPS OF COMPANIES. 9.1 The Company and any Subsidiary together comprise a group for the purposes of Part 5 of CTA 2010 and, so far as the Warrantors are aware, there are no circumstances or arrangements as a result of which any Subsidiary or the Company will cease to form part of such group. 9.2 Neither the Company nor any Subsidiary has entered into, or agreed to enter into, an election pursuant to sections 171A or 179A of TCGA 1992, paragraph 16 of Schedule 26 to the Finance Xxx 0000, or section 792 of CTA 2009 (or paragraph 66 of Schedule 29 to the Finance Act 2002). 9.3 Neither the execution nor completion of this agreement, nor any other event since the Accounts Date, will result in any chargeable asset being deemed to have been disposed of and re-acquired by the Company or any Subsidiary for Taxation purposes or to the clawback of any relief previously given. 9.4 Neither the Company nor any Subsidiary has ever been party to any arrangements pursuant to sections 59F-G of TMA 1970 (group payment arrangements).

GROUPS OF COMPANIES. 8.1 The Company has not entered into, or agreed to enter into, an election pursuant to section 171A of TCGA 1992, paragraph 16 of Schedule 26 to the Finance Act 2008, or section 792 of CTA 2009. 8.2 Neither the execution nor completion of this Agreement, nor any other event since the Accounts Date, will result in any chargeable asset being deemed to have been disposed of and re-acquired by the Company for Tax purposes or will result in the clawback or disallowance of any relief or allowance previously given. 8.3 The Company has not ever been party to any arrangements pursuant to sections 59F of TMA 1970 (group payment arrangements).

GROUPS OF COMPANIES. 3.1 The execution or completion of this Agreement or any other Event since the Last Accounting Date will not result in any asset or liability being deemed to have been disposed of and reacquired by the Company for Tax purposes pursuant to s178 or 179 TCGA or paragraphs 58 to 61 inclusive of schedule 29 to FA 2002 or paragraph 12A of schedule 9 to FA 1996 . 3.2 The Disclosure Letter sets out full details of all surrenders of Group Relief and any Group Reallocation made for the six years preceding the Last Accounting Date and the Company is not liable to make any payment in relation to Group Relief or any Group Reallocation.

GROUPS OF COMPANIES. 7.1 Neither the Company nor any Subsidiary has entered into, or agreed to enter into, an election pursuant to section 171A of TCGA 1992, section 792 of the Corporation Tax Xxx 0000 (paragraph 66 of Schedule 29 to the Finance Xxx 0000 for accounting periods ended before 1 April 2009) or paragraph 16 of Schedule 27 to the Finance Xxx 0000. 7.2 Neither the execution nor completion of this agreement, nor any other event since the Locked Box Date, will result in any chargeable asset being deemed to have been disposed of and re-acquired by the Company or any Subsidiary for Taxation purposes under section 179 of TCGA 1992, sections 780 and 785 of the Corporation Tax Xxx 0000 , sections 345 and 346 of the Corporation Xxx 0000 , sections 630-632 of the Corporation Tax Act 2009 , or as a result of any other Event (as defined in the Tax Covenant) since the Locked Box Date.

GROUPS OF COMPANIES. 8.1 Neither the Company nor any Subsidiary has entered or agreed to enter into an election pursuant to section 171A of TCGA 1992 or paragraph 66 of Schedule 29 to the Finance Xxx 0000. 8.2 The execution or completion of this agreement or any other event since the Accounts Date will not result in any chargeable asset being deemed to have been disposed of and re-acquired by the Company or any Subsidiary for Taxation purposes pursuant to section 179 of TCGA 1992, paragraphs 58 or 60 of Schedule 29 to the Finance Xxx 0000 or as a result of any other Event (as defined in the Tax Covenant) since the Accounts Date. 8.3 Neither the Company nor any Subsidiary has ever been party to any arrangements pursuant to section 36 of the Finance Xxx 0000 (group payment arrangements). 8.4 Neither the Company nor any Subsidiary has been, and is not, required by Schedule 28AA of ICTA 1988 to compute its profits or losses as if an arm’s length provision had been made instead of any actual provision.

GROUPS OF COMPANIES. The Company and any Subsidiary together comprise a group for the purposes of Chapter IV of Part X of ICTA 1988 and, so far as the Seller is aware, there are no circumstances or arrangements as a result of which any Subsidiary or the Company will cease to form part of such group. Neither the Company nor any Subsidiary has entered into, or agreed to enter into, an election pursuant to section 171A of TCGA 1992 or paragraph 66 of Schedule 29 to the Finance Xxx 0000. Neither the execution nor completion of this Agreement, will result in any chargeable asset being deemed to have been disposed of and re-acquired by the Company or any Subsidiary for Taxation purposes under section 179 of TCGA 1992, paragraphs 58 or 60 of Schedule 29 to the Finance Xxx 0000, paragraph 12A of Schedule 9 to the Finance Xxx 0000, paragraph 30A of Schedule 29 to the Finance Xxx 0000, or as a result of any other Event (as defined in the Tax Deed). Neither the Company nor any Subsidiary has ever been party to any arrangements pursuant to section 36 of the Finance Xxx 0000 (group payment arrangements).

GROUPS OF COMPANIES. (i) No U.K. Company is or has ever been treated for the purposes of Value Added Tax Act 1994 (groups of companies) as a member of a group. (ii) SCHEDULE 3.18(e)(ii) to the Disclosure Memorandum sets forth full details of all surrenders, claims and agreements for surrenders or claims (other than that contemplated by the Tax Deed) for (A) any amounts by way of group relief under the provisions of Sections 402 to 413 ICTA (group relief), and (B) any amounts of advance corporation tax under the provisions of Section 240 ICTA (surplus ACT), in each case where any payment for group relief (within the meaning of Section 402(6) ICTA) or for surrender of amounts of advance corporation tax (within the meaning of Section 240(8) ICTA) remains outstanding or could be reduced or increased or the claim or surrender has yet to be agreed by the Inland Revenue for a specific amount. (iii) All dividends and other payments referred to in Section 247 ICTA (group income) which have been paid by any U.K. Company have been paid under an election made under that Section and all such elections are now and will up to Closing remain valid and in force. No U.K. Company has since September 30, 1996 made and no U.K. Company will up to Closing make or receive any payment of any dividend in respect of which a notice under Section 247(3) ICTA has effect. (iv) Since September 30, 1996 no U.K. Company has ceased to be a member of a group of companies such that Section 178 or Section 179 Taxation of Chargeable Gains Act 1992 (company ceasing to be member of group) has effect in relation to any asset or property of such U.K. Company. Neither Section 178 nor Section 179 Taxation of Chargeable Gains Act 0000 xxxl have effect in relation to any asset or property of any U.K. Company as a result of this Agreement. (v) None of the assets of any U.K. Company have been acquired from another company which, at the time of acquisition, was a member of the same group as defined in Section 170 Taxation of Chargeable Gains Act 0000 (xxoups of companies - interpretation). (vi) No tax-free benefit has ever been conferred either upon any U.K. Company or upon any Person connected with any U.K. Company within the meaning of Section 30 Taxation of Chargeable Gains Act 0000 (xxx-free benefits). No scheme or arrangement has been effected under which such a tax-free benefit could be so conferred. (vii) None of any U.K. Company's assets and no relevant asset has been materially reduced in value within the meaning of ...

GROUPS OF COMPANIES. 1.5.1 Save as expressly set out in the Disclosure Letter, there are no claims to or surrenders of group relief (within the meaning of Part 5 CTA 2010) by or to the Target which have yet to be finally agreed or determined, and no payments for group relief (within the meaning of Part 5 CTA 2010) by or to the Target which remain outstanding or could be reduced or increased. 1.5.2 The Target is not, and has not within the last six years been, party to any such arrangement as is mentioned in section 36 Finance Axx 0000 (group payment arrangements).