Returns, Information and Clearances. All material returns, computations, notices, accounts, statements, assessments, registrations and information which are or have been required to be made or given by each Group Company for any Taxation purpose: (i) have been made or given within the requisite periods to a material extent and on a proper basis and are up-to-date and in all material respects correct; and (ii) none of them is, or so far as the Seller is aware is likely to be, the subject of any material dispute with or investigation by any Tax Authority.
Returns, Information and Clearances. 10.1.1 All returns, computations and notices which are or have been required to be made or given by the Company for any Taxation purpose (a) have been made or given within the requisite periods and on a proper basis and are up-to-date and (b) none of them is, or is likely to be, the subject of any dispute with any Tax Authority.
10.1.2 All information required to be provided to the applicable Tax Authority has been provided within the requisite period and is accurate.
10.1.3 There is no liability (whether accrued, contingent or future) to any Taxation in respect of which a claim could be made in respect of the Company (other than as specifically provided in the Company’s accounts) and there are no circumstances likely to give rise to such a liability and in particular (but without limitation) there exists no grounds for any claim for any Taxation against the Company under the provisions of any Law relating to Taxation or whereby the Company may be held liable for any Taxation chargeable against any other person.
Returns, Information and Clearances. All returns, computations, notices and information which are or have been required to be made or given by a Group Company for any Taxation purpose (i) have been made or given within the requisite periods and on a proper basis and are up to date and correct and (ii) none of them is the subject of any dispute with or investigation by any Tax Authority.
Returns, Information and Clearances. 8.1.1 All returns, computations, notices and information which are or have been required to be made or given by each Group Company for any Taxation purpose (i) have been made or given within the requisite periods and on a proper basis and are up-to-date and correct and (ii) none of them is, or, so far as the Warrantors are aware, is likely to be, the subject of any dispute with the Inland Revenue or other Taxation authorities.
8.1.2 Each Group Company is in possession of sufficient information to enable it to compute its liability to Taxation insofar as it depends on any Transaction occurring on or before Completion.
Returns, Information and Clearances. 9.1.1 All returns, computations, notices, accounts or other information which are or have been required to be made, given or submitted by the Company to any Tax Authorities for any Taxation purpose:
(a) have been made or given within the requisite periods or within permitted extensions of such periods and on a proper basis and are complete, up-to-date and correct; and
(b) none of them is, or are likely to be, the subject of any dispute with the relevant Tax Authorities.
9.1.2 The Company has maintained and is in possession of all records required for Tax purposes and all such records remain true, complete and accurate. In particular, without limitation, the Company is in possession of sufficient information to enable it to compute its liability to Taxation insofar as it depends on any transaction occurring on or before the Completion or its entitlement to any deduction, relief or repayment of Tax and any claims and elections it has made relating to Tax.
9.1.3 All claims, elections and disclaimers assumed for the purposes of the Audited Accounts and Management Accounts or the returns have within the relevant time limits been correctly made and submitted to the Tax Authority, and remain valid in all respects.
9.1.4 No Transaction has been effected in respect of which any consent or clearance from the relevant Tax Authorities was required or was or could have been sought:
(a) without such consent or clearance having been validly obtained before the Transaction was effected;
(b) otherwise than in accordance with the terms of and so as to satisfy any conditions attached to such consent or clearance; and
(c) otherwise than at a time when and in circumstances in which such consent or clearance was valid and effective.
9.1.5 All particulars furnished to the relevant Tax Authorities, in connection with the application for any consent or clearance by the Company fully and accurately disclosed all facts and circumstances material to the decision of the relevant Tax Authorities.
9.1.6 There are no circumstances that have arisen since any application for any such consent or clearance was made which might reasonably be expected to cause such consent or clearance to be or become invalid or to be withdrawn by the relevant Tax Authorities.
9.1.7 The Company does not have any agreement or arrangement with a Tax Authority whereby it is assessed to or accounts for Tax other than in accordance with the strict terms of relevant legislation or published practice of the relevant ...
Returns, Information and Clearances. 7.2.1 (i) All returns, computations, notices and information which are or have been required to be made or given by each Group Company for any Taxation purpose or have been made or given within the requisite periods and on a proper basis and are up-to-date and correct.
Returns, Information and Clearances. 13.1.1 Adequate provision or reserve (as appropriate) has been made in the Locked Box Accounts in accordance with HKFRS for any Tax (whether actual, deferred, contingent or disputed, and whether an asset or a liability) assessed or liable to be assessed on the Company or for which it is accountable at the Locked Box Date whether or not the Company has or may have any right or reimbursement against any other person. Adequate provision has been made for in the Locked Box Accounts in accordance with HKFRS for any Tax asset arising on or before the Locked Box Date.
13.1.2 In the three years prior to the date of this Agreement, all returns, computations, holdover application, notices and information which are or have been required to be made or given by the Company for any Taxation purpose (i) have been made or given within the requisite periods and on a proper basis and were up-to-date and correct, in each case in all material respects and (ii) so far as the Seller is aware, none of them is, or is likely to be, the subject of any material dispute with or investigation by any Tax Authority.
13.1.3 So far as the Seller is aware, in the three years prior to the date of this Agreement, the Company has not been party to any artificial or fictitious transaction for the purpose of the avoidance, evasion, intended avoidance or intended evasion, in each case, by any member of the Seller’s Group, of any liability to Taxation.
13.1.4 The Company has not, in the three years prior to the date of this Agreement, claimed any stamp duty exemption for any intra-group transfer of Hong Kong stocks or Hong Kong landed properties between the Company and any member of the Seller’s Group.
Returns, Information and Clearances. 2.1 All returns, computations, notices and information which are or have been required to be made or given by the Company for any Taxation purpose (i) have been made or given within the requisite periods (or not materially late) and so far as the Warrantors are aware, on a proper basis and are up-to-date and correct and (ii) so far as the Warrantors are aware, none of them is, the subject of any dispute with any Taxation Authority.
2.2 So far as the Warrantors are aware the Company is in possession of sufficient information to enable it to compute its liability to Taxation insofar as it depends on any transaction occurring on or before Completion.
2.3 All Taxation for which the Company is liable, the due date for payment of which is on or before Completion, has been or will be paid on or before Completion.
2.4 Full provision is made in the Accounts for all Taxation for which the Company was then, or might at any time thereafter become or have become, liable including (without limitation) all Taxation arising as a result of, in respect of, or by reference to:
(a) any income, profits or chargeable gains earned, accrued or received, or deemed for the purposes of any Taxation to be earned, accrued or received on or before, or in respect of any period ended on or before, the Accounts Date, and
(b) any distributions made, interest or charges on income paid on or before the Accounts Date.
2.5 The Company is not liable to pay any fine, interest or penalties to a Taxation Authority.
2.6 So far as the Warrantors are aware, the Company has maintained all records that it is required to maintain for Tax purposes.
2.7 The Company is not the subject of an enquiry or investigation by any Taxation Authority.
Returns, Information and Clearances. Other than as set out in the Data Room, all material registrations, returns, computations, notices and information which are or have been required to be made or given by the Group Companies for any Taxation purpose have been made or given within the requisite periods and on a proper basis and are up-to-date and correct in all material respects.
Returns, Information and Clearances. 12.2.1 All registrations, returns, computations, notices and information which are or have been required to be made or given by PLL and/or PLB for any Taxation purpose (i) have been made or given within the requisite periods and on a proper basis and are up-to-date and correct and (ii) none of them is, or is likely to be, the subject of any dispute with any Tax Authority.
12.2.2 Each of PLL and PLB has paid all Taxation which it has become liable to pay and is under no liability to pay any penalty or interest in connection with any claim for Taxation.
12.2.3 Each of PLL and PLB is in possession of sufficient information or has reasonable access to such information to enable it to compute its liability to Taxation insofar as it depends on any transaction occurring on or before Closing.
12.2.4 Up from Closing, WOB will be in possession of sufficient information or has reasonable access to such information to enable it to compute its liability to Taxation insofar as it depends on any transaction contemplated by this Agreement and occurred on or before Closing.
