Common use of Tax Residency Maintained Clause in Contracts

Tax Residency Maintained. Each Group Member has maintained sufficient commercial substance and has been properly managed in a manner that it is treated as a tax resident only in its respective country of incorporation. Each Group Member has maintained its central management and control, and in particular, the place where the directors meet to conduct the business is in its jurisdiction of incorporation. No Group Member incorporated outside the PRC has been managed or controlled from within the PRC, has maintained its books and records within the PRC, or otherwise has been managed in a manner that may cause any Governmental Authority in the PRC to challenge the tax residency of such Group Member or to disregard any entity under the PRC’s general anti-tax avoidance rules.

Appears in 4 contracts

Samples: Note Subscription Agreement (Cheng Zheng), Note Subscription Agreement (Cheng Zheng), Waiver and Consent (KKR & Co. L.P.)

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Tax Residency Maintained. Each Group Member has maintained sufficient commercial substance and has been properly managed in a manner that it is treated as a tax resident only in its respective country of incorporation. Each Group Member has maintained its central management and control, and in particular, the place where the directors meet to conduct the business is in its jurisdiction of incorporation. No Group Member incorporated outside the PRC has been managed or controlled from within the PRC, has maintained its books and records within the PRC, or otherwise has been managed in a manner that may cause any Governmental Authority in the PRC to challenge the tax residency of such Group Member or to disregard any entity under the PRC’s 's general anti-tax avoidance rules.

Appears in 2 contracts

Samples: Convertible Note Purchase Agreement (China Cord Blood Corp), Convertible Note Purchase Agreement (China Cord Blood Corp)

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