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was made which might reasonably be expected to cause such consent or clearance to be or become invalid or to be withdrawn by the relevant Tax Authorities. 9.1.7 The Company does not have any agreement or arrangement with a Tax Authority whereby it is assessed to or accounts for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 Tax Authority. 9.1.8 The Company has been resident for tax purposes in Malaysia and nowhere else at all times since its incorporation and will be so resident at the Completion Date. 9.1.9 The Company is not carrying on and has never carried on any trade or otherwise been liable to Tax other than in the jurisdiction of its incorporation, and is not acting and has never acted as the branch, agent, factor, or tax representative of any person resident outside the jurisdiction of its incorporation for Tax purposes and no such person carries on any trade or business through the Company. 9.1.10 Without prejudice to any other provision of this Agreement, there is no liability to Taxation in respect of, as a result of or in consequence of any Claim for Taxation which has been made or may hereafter be made: (a) in respect of or arising from any transaction effected or deemed to have been effected on or before the Completion; or (b) by reference to any income, profits or gains earned, accrued or received on or before the Completion, except: (a) to the extent that provision or reserve specifically in respect thereof was made in the Audited Accounts, as the case may be; (b) in respect of Taxation attributable to transactions arising out of the ordinary course of the normal trading of the Company since the Accounts Date, as the case may be; and (c) to the extent that such Claim arises as a result only of any provision or reserve in respect thereof being insufficient by reason of any increase in rates of Taxation made after the date hereof with retrospective effect, and there are no circumstances likely to give rise to such a liability. For the purposes of this Paragraph, “Claim” means any notice, demand, assessment, letter or other document issued or action taken by any Tax Authority or other statutory or Governmental Authority, body or official in countries where the business of the Company is conducted whereby the Company is or may be placed or sought to be under a liability to make a payment or deprived of any relief, allowance, credit or repayment otherwise available.
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Returns, Information and Clearances. 9.1.1 All 5.1.1 There is no liability on the Company to Taxation in respect of which a Taxation Claim could be made and there are no circumstances likely to give rise to such a liability.
5.1.2 The Company has duly made all returns and given or delivered all notices, accounts and information which on or before the date of this Agreement and on Completion Date ought to have been made, given or delivered for the purposes of Taxation and all such returns, computations, notices, accounts or and information (and all other information which are or have been required to be made, given or submitted by the Company supplied to any Tax Authorities Authority or other fiscal authority concerned for any Taxation such 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 truedate, complete and accurate. In particularcorrect and made on a proper basis and none of such returns, without limitationnotices, accounts or information is disputed in any respect by the Company fiscal authority concerned and there is no fact known to the Vendor after making due and careful enquiries which might be the occasion of any such dispute or of any claim for Taxation in possession respect of sufficient information any financial period down to enable it to compute its liability to Taxation insofar as it depends on any transaction occurring on or before and including the Completion or its entitlement to any deduction, relief or repayment of Tax and any claims and elections it has made relating to TaxAccounts Date not provided for in the relevant Audited Accounts.
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 5.1.3 No Transaction transaction has been effected by the Company in respect of which any consent or clearance from the relevant Tax Authorities or other governmental authorities was required or was or could have been sought:
sought (ai) without such consent or clearance having been validly obtained before the Transaction transaction was effected;
effected and (bii) otherwise than in accordance with the terms of and so as to satisfy any conditions attached to such consent or clearance; and
, and (ciii) otherwise than at a time when and in circumstances in which such consent or clearance was valid and effective.
9.1.5 5.1.4 All particulars furnished to the relevant Tax AuthoritiesAuthorities or other governmental authorities, in connection with the application for any consent or clearance by the Company was made fully and accurately disclosed all facts and circumstances material to the decision of the relevant such Tax AuthoritiesAuthorities or such other authorities.
9.1.6 5.1.5 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 AuthoritiesInland Revenue Authority of Singapore or the governmental authority concerned.
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 Tax Authority.
9.1.8 5.1.6 The Company has been resident for tax purposes not taken any action which has had, or will have, the result of altering, prejudicing or in Malaysia and nowhere else at all times since its incorporation and will be so resident at any way disturbing any arrangement or agreement which it has previously had with the Completion DateInland Revenue Authority of Singapore.
9.1.9 5.1.7 The Company is has not carrying on and has never carried on been the subject of an investigation, discovery or access order by or involving any trade or otherwise been liable to Tax other than in the jurisdiction of its incorporation, and is not acting and has never acted as the branch, agent, factor, or tax representative of any person resident outside the jurisdiction of its incorporation for Tax purposes and no such person carries on any trade or business through the Company.
9.1.10 Without prejudice to any other provision of this Agreement, there is no liability to Taxation in respect of, as a result of or in consequence of any Claim for Taxation which has been made or may hereafter be made:
(a) in respect of or arising from any transaction effected or deemed to have been effected on or before the Completion; or
(b) by reference to any income, profits or gains earned, accrued or received on or before the Completion, except:
(a) to the extent that provision or reserve specifically in respect thereof was made in the Audited Accounts, as the case may be;
(b) in respect of Taxation attributable to transactions arising out of the ordinary course of the normal trading of the Company since the Accounts Date, as the case may be; and
(c) to the extent that such Claim arises as a result only of any provision or reserve in respect thereof being insufficient by reason of any increase in rates of Taxation made after the date hereof with retrospective effect, Authority and there are no circumstances existing which make it likely to give rise to such a liability. For the purposes of this Paragraphthat an investigation, “Claim” means any notice, demand, assessment, letter discovery or other document issued or action taken by any Tax Authority or other statutory or Governmental Authority, body or official in countries where the business of the order will be made.
5.1.8 The Company is conducted whereby the Company is not and has not at any time enjoyed any tax incentives or may be placed or sought to be under a liability to make a payment or deprived of any relief, allowance, credit or repayment otherwise availabletax holidays.
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