Business Transfer Agreement For Slump Sale

If a contract is not to be regarded as an immediate transfer of the sale of ownership, that instrument must be described as an agreement and not as a transfer. An agreement to sell a company with its assets, including the good, would not be a transfer, but simply a contract of sale, although the parties intend to apply it from the date of the agreement after the conclusion of the transaction, and although, in order to carry out the proposed sale, no act of actual transfer was made a posteriori in respect of good goods or movable property (a certificate of sale is used only in B. Fixed assets). In examining the business transfer agreement, the Autorit√© found for a preliminary ruling that – 9. Assets for which deduction is permitted in accordance with Section 35 D and where such assets are transferred, the value shall be considered “NIL”. “promotion” means a carriage for sale and any instrument that transfers ownership, whether mobile or immobile, under half assistance and which is not expressly provided for elsewhere in Schedule. “Corporate restructuring is a long and complex process, whether financially, technologically or organizationally through merger, merger, agreement, compromise, division, acquisition, acquisition, strategic alliance or Slump Sale, etc. Section 2 (42C) of the Income Tax Act 1961 recognises “Slump-Sale” as a transfer of a “business”, i.e. a part or entity or a division of an undertaking constituting an activity as a whole.

In other words, Slump Sale means the transfer of the entire business for a single lump sum counterparty, with no value of individual assets and liabilities. As part of the slump sale, the company is sold on a “going concern” basis, i.e. a transfer of all assets/liabilities, contracts, employees, etc., which allows the company to carry out its activities as before the sale. Similarly, Article 5(g) of the KS Law imposes stamp duty to be paid for an agreement for the sale of movable property. In the event that the holding of movable property is delivered or agreed without the performance of an act of transfer, the stamp duty provided for in this contract is 3% (3%) of the consideration or market value of the property, whichever is greater. In the event that ownership of the property is not delivered, the stamp duty obligation is limited to the INR twenty thousand. Apart from these provisions, a residual clause provided for in Article 5(j) of the KS Act provides that any agreement which is not expressly provided for in Article 5 is correctly stamped for two hundred INR. Therefore, the stamp duty to be paid on a BTA performed in the State of Karnataka depends on the structure of the BTA, whether the deed of transfer is proposed by the parties in respect of movable property that is part of the commercial enterprise and whether a commercial enterprise allegedly transferred as part of a BTA can be assimilated to movable assets or immovable property. The KS Act departs from both the BS Act and the IS Act, as specific provisions concerning the transfer of movable and immovable property apply in accordance with Article 5 of the KS Act.

Article 5(e) of the KS Act imposes stamp duty on an agreement for the sale of immovable property for which partial enforcement is foreseen. Where ownership of the property is delivered or agreed upon prior to the performance of the carriage, the prescribed stamp duty shall be the same as the obligation imposed in respect of an act of transfer provided for in Article 20. Like the BS Act, the KS Act provides for the taking into account of stamp duty on the tax paid on the act of transport. In the event that ownership of the property is not delivered, the liability of a stamp duty for such agreements is limited to INR 20 thousand. However, an agreement that limits the intention to sell a business with its assets for sale does not constitute a transfer, it is simply a contract of sale. . . .