TaxTMI 
TaxTMI 
TaxTMI 
Appendix IV- Undertaking under sub-rule (1) of rule 11UE of the Income-tax Rules, 1962
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....umber / Tax Deduction Account Number (see Note 2)……………………………………………….. and being duly authorised and competent to represent the declarant in this regard pursuant to Board Resolution and legal authorisation (see Note 3), as the case may be ,hereby declare as follows: (a) That specified orders have been passed or made in respect of income accruing or arising through or from the transfer of an asset or a capital asset situate in India in consequence of the transfer of a share or interest in a company or entity registered or incorporated outside India made before the 28th day of May, 2012 and particulars of such specified orders are provided in Part A of the Annexure. (b) The declarant has (strike off the options that are not applicable), (i) not filed any appeal or application or petition or proceeding before any Income-tax authority or Authority for Advance Rulings constituted under section 245-O of the Act or the Board for Advance Rulings constituted under section 245-OB or Income-tax Settlement Commission constituted under section 245B or the Interim Board....
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....ion 245-OB or Income-tax Settlement Commission constituted under section 245B or the Interim Board for Settlement constituted under section 245AA or any tribunal or court against the relevant orders and one or more of such appeals or applications or petitions or proceeding are pending as on the date of this undertaking and hereby undertakes to irrevocably withdraw, terminate and discontinue any and all such appeals or applications or petitions or proceeding that are pending as on the date of signing this undertaking, on a with prejudice basis, in accordance with clause (e) below. The declarant further undertakes that it shall not file any such appeal, application, petition or proceeding in future against the relevant order or orders. Particulars of such pending appeals or applications or petitions or proceeding filed by the declarant and their status as on the date of this undertaking, are provided in Part D of the Annexure; (c) The declarant has (strike off the options that are not applicable), (i) not initiated any proceeding for arbitration, conciliation or mediation, and no notice has been given thereof under any law for the time being in force or under any agreement entered ....
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....eement entered into by India with any other country or territory outside India, whether for protection of investment or otherwise against the relevant order or orders and one or more of such proceeding or notices are pending on the date of undertaking and hereby undertakes to irrevocably withdraw, terminate and discontinue any and all such proceeding or notices for arbitration, conciliation or mediation that are pending as on the date of signing this undertaking, on a with prejudice basis, in accordance with clause (e) below. Particulars of such pending proceeding and notices filed by the declarant are provided in Part F of the Annexure. The declarant hereby further undertakes that it shall not initiate any such arbitration, conciliation or mediation in future arising out of or in connection with the relevant order or orders; (v) received or got any awards, orders, judgements or any other reliefs issued in favour of the declarant, arising out of or in any way relating to the imposition of tax, interest and penalty based on the relevant order or orders, under any agreement entered into by India with any other country or territory outside India, whether for protection of investment ....
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....iated and withdrawn or discontinued by the declarant, are provided in Part H of the Annexure; (iii) initiated proceeding to enforce or pursue attachments in connection with any awards, orders, judgements or any other relief that may have been ordered, issued or passed by any tribunal or court or other judicial, quasi-judicial or administrative authority in relation to the said arbitration, conciliation or mediation proceeding in favour of the declarant, as referred to in clause (c) of this undertaking against the Republic of India and any Indian affiliate. All such proceeding filed by the declarant have been disposed of and no further proceeding has been filed by the declarant and evidence is herewith furnished and hereby undertakes that it shall not reopen any such proceeding in future or file or initiate fresh proceeding to enforce or pursue attachments. Particulars of such proceeding, initiated and disposed of, are provided in Part H of the Annexure; (iv) initiated proceeding to enforce or pursue attachments in connection with any awards, orders, judgements, or any other relief that may have been ordered, issued or passed by any tribunal or court or other judicial, quasi-judic....
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....ed in the above clauses and any other fresh proceeding relating to the relevant order or orders. In so acting, declarant shall act in accordance with this undertaking and in full cooperation with the Republic of India; (ii) to irrevocably terminate, release, discharge, and forever irrevocably waive any right, whether direct or indirect, and any claims, demands, liens, actions, suits, causes of action, obligations, controversies, debts, costs, attorneys' fees, court's fees, expenses, damages, judgments, orders, declaratory reliefs and liabilities of whatever kind or nature at law, in equity, or otherwise, whether now known or unknown previously (or in future discovered), suspected or unsuspected, and whether or not concealed or hidden, which have existed or may have existed, or do exist or which hereafter can, shall or may exist , in relation to any award, order, judgment, or any other relief as referred in clause (b), (c) and (d) of this undertaking, against the Republic of India and all Indian affiliates, ordered, issued or passed in connection with the relevant order or orders, whether it is in proceeding initiated by the declarant or by Republic of India and any Indian Affiliat....
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....serted or unasserted) in relation to any facts, events, or omissions occurring from the beginning of time to the date of this undertaking and thereafter in future in relation to taxation of said income or relevant order or orders, or any related award, judgment or court order, which may otherwise be available to the declarant under any law for the time being in force, in equity, under any statute or under any agreement entered into by Republic of India with any country or territory outside Republic of India, whether for protection of investment or otherwise , whether it is in proceeding initiated by the declarant or by Republic of India and any Indian affiliate. For the avoidance of doubt, the declarant's above waiver includes an irrevocable waiver of any claim against India and any Indian Affiliate to costs incurred or interest accrued in relation to the relevant order or orders, or any related ongoing or completed litigation, arbitration, conciliation or mediation. Moreover, for the avoidance of any doubt, the declarant hereby undertakes (for itself and on behalf of all related parties) to forgo any reliance on any right under any award, judgment, or court order pertaining to the....
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....d claim by any person. If the declarant fails to obtain any release from such person, the declarant warrants that it will indemnify the Republic of India or any Indian affiliates from any defense costs, court costs, and damages. An indemnity bond to the effect of clause (i) and (j) is annexed to the undertaking. (k) The declarant further undertakes to refrain from facilitating, procuring, encouraging or otherwise assisting any person (including but not limited to any related party or interested party) from bringing any proceeding or claims of any kind referred to in the above clauses, or any proceeding or claim of any kind related to any relevant order or orders referred to above (whether in respect of tax, interest or penalty). The declarant shall notify by a public notice or press release, at any time before furnishing intimation in Form No. 3 where this Form is required to be furnished under rule 11UF and before furnishing this undertaking in other cases, that by signing this undertaking any claims arising out of or relating to the relevant order or orders or any related award, judgment or court order, no longer subsist. Such public notice or press release shall include, among ....
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....authorisations under applicable law. (n) The declarant confirms that by submitting the present undertaking, it fulfills the conditions specified in the Explanation below the sixth proviso to Explanation 5 to clause (i) of sub-section (1) of section 9. (o) The details of the bank account in which the refund may be credited are provided in Part J of the Annexure. (p) The details of all the interested parties are provided in Part K and Part L of the Annexure. The undertaking in Part M of the Annexure by each of such persons is attached with this undertaking. The declarant represents and warrants that: (i) all such undertakings have been executed and delivered by the person who has full legal power and authority to execute and deliver such undertakings; (ii) the execution, delivery and performance of this undertaking has been duly authorised by all necessary corporate action; and (iii) this undertaking constitutes the legal, valid and binding obligation of the declarant, enforceable against such person in accordance with its terms. Such separate, related undertakings may take the same form as this undertaking. (q) The declarant is or is not covered under sub-rule (6) of rule 11U....
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....ellip;.. Date: …………….. Signature ……………………………….. Annexure Part A- Particulars of the relevant order or orders: Sr. No. Assess-ment Year or Finan-cial year Income- tax Autho-rity passing the order Details of the order under conside-ration Taxes or penalty deter-mined Interest Total demand Relief, provided in any appeal procee-ding, if any Demand recov-ered from the decla-rant Pending demand or refund due as on date Details of the attach-ments made by any Income-tax Authority Section and sub- section of the Income- tax Act, 1961 Date of order (1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11) (12) Part B- Particulars of the relevant order or orders covered by sub-clause (i) of clauses(b), (c) and (d) of the undertaking: Sl. No. Sl. No. in Part A where the relevant order is mentioned No appeal or application or petition or proceeding before any Income-tax authority or Authority for Advance Rulings constituted under section 245-O of the Act or the Board for Advance Rulings under section 245- OB or Income-tax Settlement Commission constitute....
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....ing under sub-clause (iv) of clause (b) of the undertaking: Sr. No. Sl. No. in Part A where the relevant order is mentioned Nature of appeals or applications or petitions or proceeding Income-tax authority or Authority for Advance Rulings constituted under section 245-O of the Act or the Board for Advance Rulings under section 245-OB or Income-tax Settlement Commission constituted under section 245B or the Interim Board for Settlement constituted under section 245AA or any tribunal or court before whom such appeals or applications or petitions or proceeding has been filed Date of filing the appeals or applications or petitions or proceeding (1) (2) (3) (4) (5) Part E - Particulars of the proceeding for arbitration, conciliation or mediation, or notices under sub-clause (ii) and (iii) of clause (c) of the undertaking: Sr. No. Sl. No in Part A where the relevant order is mentioned Nature of proceeding for arbitration, conciliation or mediation, or notices thereof with case number or Notice given Particulars (including the name of the country) where such proceeding for arbitration, conciliation or mediation are pending or notices thereof have been issued Date of ini....
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...., order or judge-ment or any other relief are taking place Date of filing procee-ding to enforce any award, order or judge-ment or any other relief Nature of such award, order or judge-ment or any other relief (Attach copy thereof) Status of the procee-ding to enforce such award, order or judge-ment or any other relief Date of disposing of or withd-rawal of procee-ding to enforce such award, order or judgement or any other relief (Please attach a copy of evidence of such disposing of/ withd-rawal, including order of the Court or other judicial authority)) (1) (2) (3) (4) (5) (6) (7) (8) Part I - Particulars of the proceeding to enforce any award, order or judgement or any other relief under sub-clause (iv) of clause (d) of the undertaking: Sr. No. Sl. No in Part A where the relevant order is mentioned Nature of proceeding to enforce such award, order or judgement or any other relief Particulars (including the name of the country) where such proceeding to enforce any award, order or judgement or any other relief are taking place Date of filing proceeding to enforce any award, order or judgement or any other relief Nature of such award, order or judgement or any ....
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....lip;.. and being duly authorised and competent to represent the interested party in this regard pursuant to Board Resolution and legal authorisation (see Note 3), as the case may be , hereby declare as follows: (a) The particulars of specified orders that have been passed or made in respect of income accruing or arising through or from the transfer of an asset or a capital asset situate in India in consequence of the transfer of a share or interest in a company or entity registered or incorporated outside Republic of India made before the 28th day of May, 2012 in the case of declarant and the nature of interest of the interested party in such specified orders are provided in Part MA of the Annexure. (b) The interested party has (strike off options that are not applicable), (i) not filed any appeal or application or petition or proceeding before any Income-tax authority or Authority for Advance Rulings constituted under section 245-O of the Act or the Board for Advance Rulings under section 245-OB or Income-tax Settlement Commission constituted under section 245B or the Interim Board for Settlement constituted under section 245AA or any tribunal or court against the relevant orde....
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....r Advance Rulings under section 245-OB or Income-tax Settlement Commission constituted under section 245B or the Interim Board for Settlement constituted under section 245AA or any tribunal or court against the relevant order or orders and one or more of such appeals or applications or petitions or proceeding are pending as on the date of this undertaking and hereby undertakes to irrevocably withdraw, terminate and discontinue any and all such appeals or applications or petitions or proceeding that are pending as on the date of signing this undertaking, on a with prejudice basis, in accordance with clause (e) below. The interested party further undertakes that it shall not file any such appeal, application, petition or proceeding in future against the relevant order or orders. Particulars of such pending appeals or applications or petitions or proceeding filed by the interested party and their status as on the date of this undertaking, are provided in Part D of the Annexure. Particulars of any appeals or applications or petitions or proceeding as described in this clause (b) which are not covered by the sub-clauses (i) and (ii) are also provided in Part MD of the Annexure; (c) The....
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....onciliation or mediation and notices given thereof, initiated and disposed of, are provided in Part ME of the Annexure; (iv) has initiated proceeding for arbitration, conciliation or mediation, or notices thereof has been given, under any law for the time being in force or under any agreement entered into by Republic of India with any other country or territory outside Republic of India, whether for protection of investment or otherwise against the relevant order or orders and one or more of such proceeding or notices are pending on the date of undertaking and hereby undertakes to irrevocably withdraw, terminate and discontinue any and all such proceeding or notices for arbitration, conciliation or mediation that are pending as on the date of signing this undertaking, on a with prejudice basis, in accordance with clause (e). Particulars of such pending proceeding and notices filed by the interested party are provided in Part F of the Annexure. The interested party hereby further undertakes that it shall not initiate any such arbitration, conciliation or mediation in future arising out of or in connection with the relevant order or orders. Particulars of any proceeding for arbitrat....
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....thority in relation to the said arbitration, conciliation or mediation proceeding in favour of the interested party, as referred to in clause (c) of this undertaking against the Republic of India and any Indian affiliate. The interested party has irrevocably and with prejudice withdrawn or discontinued any such proceeding and hereby undertakes that it shall not reopen any such proceeding in future or file fresh proceeding to enforce or pursue attachments. Particulars of such proceeding, initiated and withdrawn or discontinued by the interested party, are provided in Part MH of the Annexure; (iii) initiated proceeding to enforce or pursue attachments in connection with any awards, orders, judgements or any other relief that may have been ordered, issued or passed by any tribunal or court or other judicial, quasi-judicial or administrative authority in relation to the said arbitration, conciliation or mediation proceeding in favour of the interested party, as referred to in clause (c) of this undertaking against the Republic of India and any Indian affiliate. All such proceeding filed by the interested party have been disposed of and no further proceeding has been filed by the inter....
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....ments in accordance with clause (e) below; (e) The interested party hereby undertakes as follows: - (i) to irrevocably and with prejudice withdraw, discontinue, terminate and take all necessary steps to irrevocably and with prejudice close the pending proceeding referred in sub-clause (iv) of clause (b), sub-clause (iv) of clause (c), sub-clause (v) of clause (c) and sub-clause (iv) of clause (d) of this undertaking, as well as any other pending proceeding against Republic of India or Indian affiliates relating to the relevant order or orders and not referenced in clauses (b), (c) and (d) above, and not to pursue in any way and by any means in future the pending proceeding as referenced in clauses (b), (c), and (d) , and any other pending proceeding relating to the relevant order or orders not referred in the above clauses and any other fresh proceeding relating to the relevant order or orders. In so acting, interested party shall act in accordance with this undertaking and in full cooperation with the Republic of India; (ii) to irrevocably terminate, release, discharge, and forever irrevocably waive any right, whether direct or indirect, and any claims, demands, liens, actions,....
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.... in this undertaking are full and complete to the best of its knowledge. (g) The interested party hereby undertakes to irrevocably terminate, release, discharge, and forever irrevocably waive any right, whether direct or indirect, and any remedies, claims, demands, liens, actions, suits, causes of action, obligations, controversies, debts, costs, attorneys' fees, court's fees, expenses, damages, judgments, orders, compensation, and liabilities of whatever kind or nature at law, in equity, or otherwise, whether now known or unknown, suspected or unsuspected, and whether or not concealed or hidden, which have existed or may have existed, or do exist or which hereafter can, shall or may exist, based on pursuit of any remedy or any and all claims, demands, damages, judgments, awards, costs, expenses, compensation or liabilities of any kind (whether asserted or unasserted) in relation to any facts, events, or omissions occurring from the beginning of time to the date of this undertaking and thereafter in future in relation to taxation of said income or relevant order or orders, or any related award, judgment or court order, which may otherwise be available to the interested party under....
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....ny Indian affiliate. To avoid any doubt, the interested party's indemnity of releasees shall include any claim brought by any third party alleging that it has obtained the interested party's claims under an award, judgement or court order or the relevant order or orders. An indemnity bond to this effect is attached in Part N of the undertaking. (j) For the avoidance of any doubt, the interested party fully assumes the risk through the indemnity in clause (i) of any omission or mistake with respect to securing releasees against any related claim by any person. If the interested party fails to obtain any release from such person, the interested party warrants that it will indemnify the Republic of India or any Indian affiliates from any defense costs, court costs, and damages. An indemnity bond to the effect of clause (i) and (j) is annexed to the undertaking. (k) The interested party further undertakes to refrain from facilitating, procuring, encouraging or otherwise assisting any party (including but not limited to any related party) from bringing any proceeding or claims of any kind referred to in the above clauses, or any proceeding or claim of any kind related to any relevant ....
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....ny board resolution or similar authorisation under applicable law (see Note 3); (iii) this undertaking constitutes the legal, valid and binding obligation of the interested party, enforceable against the interested party in accordance with its terms; (iv) such authorisations described in the above sub-clauses (i), (ii) and (iii)are effective under applicable law, and to this end, letters from local counsel in the relevant jurisdictions are attached to this undertaking which confirm the legality of such authorisations under applicable law; and (n) This undertaking is governed by relevant Indian law and any dispute with respect to this undertaking shall be subject to Indian laws and be decided in accordance with the procedures specified in the Act under the exclusive jurisdiction of the relevant Income-tax authorities, tribunals or courts in India, as the case may be, which are empowered to decide disputes under the Act. I also confirm that, I am aware of all the consequences and implications of this undertaking. Place: …………….. Date: …………….. Signature …………………....
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....ulings constituted under section 245-O of the Act or the Board for Advance Rulings under section 245-OB or Income-tax Settlement Commission constituted under section 245B or the Interim Board for Settlement constituted under section 245AA or any tribunal or court has been filed(refer clause (b)(i) of the undertaking). No proceeding has been initiated for arbitration, conciliation or mediation, and no notice has been given thereof under any law for the time being in force or under any agreement entered into by India with any other country or territory outside India, whether for protection of investment or otherwise (refer clause (c)(i) of the undertaking). No proceeding initiated to enforce or pursue attachments in connection with any award, order or judgement, any other relief that may have been ordered or issued or passed by any tribunal or court or other judicial or administrative authority in relation to the said arbitration, conciliation or mediation proceeding in favour of the interested party against the Republic of India and Indian affiliates (refer clause (d)(i) of the undertaking) (1) (2) (3) (4) (5) Applicable or Not applicable Applicable or Not applicable App....
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....s (Including the name of the country) where such proceeding for arbitration, conciliation or mediation are pending or notices thereof have been issued Date of initiating the proceeding for arbitration, conciliation or mediation/ issue of notice Name of the agreement entered into by India under which the proceeding for arbitration, conciliation or mediation are pending Status of the proceeding for arbitration, conciliation or mediation Date of disposing of or withdrawal of such proceeding for arbitration, conciliation or mediation, or notices (Please attach evidence of such disposing of or withdrawal, including order of the Tribunal or court or other judicial or quasi-judicial or admini-strative authority) (1) (2) (3) (4) (5) (6) (7) (8) Part MF - Particulars of the proceeding for arbitration, conciliation or mediation, or notices under sub- clause (iv) of clause (c) of the undertaking: Sl. No. Sl. No. in Part MA where the relevant order is mentioned Nature of proceeding for arbitration, conciliation or mediation, or notices thereof with case number or Notice given Particulars (Including the name of the country) where such proceeding for arbitration, conciliation ....
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....nforce any award, order or judgement or any other relief Nature of such award, order or judgement or any other relief (Attach copy thereof) Status of the proceeding to enforce such award, order or judgement or any other relief (1) (2) (3) (4) (5) (6) (7) Part N INDEMNITY BOND This Indemnity Bond ('Bond') is made on this _____ day of _______, 2021 by _____(name in block letters) son/ daughter of ____________ designation and nationality ____________and related passport number __________ (hereinafter referred to as 'Signatory') having Permanent Account Number/Aadhaar Number/ Tax Deduction Account Number (See Note 1) __________ on behalf of __________(name of the declarant or interested party, as the case may be) having Permanent Account Number/ Aadhaar number/Tax Deduction Account Number ______________(See Note 2) and being duly authorised and competent to represent the declarant or interested party, as the case may be, in this regard pursuant to Board Resolution or legal authorisation (See Note 3), of the FIRST PART. And The Republic of India and any Indian affiliate (hereinafter collectively referred to as 'releasees') of the OTHER PART. WHEREAS: A. The Income-Tax R....
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....ndia or Indian affiliates in connection with the relevant order or orders, the declarant or interested party, as the case may be, shall indemnify, defend and hold harmless such releasees from and against any and all costs, expenses (including attorney fees and court fees), interest, damages, and liabilities of any nature arising out of or in any way relating to the assertion or, bringing, filing or maintaining of such claim. 2. The declarant or interested party, as the case may be, specifically represents that, to the best of its knowledge, after - (i) the execution of this undertaking; (ii) the execution of any separate related undertaking by any other party in connection with the relevant order or orders; and (iii) withdrawal of all pending proceeding as outlined in this undertaking, that no other claim regarding the said relevant order or orders referenced above, or any related award, judgment, or court order, or any aspect of the dispute underlying the award shall remain outstanding against the Republic of India or other releasee. Explanation I.-For the removal of any doubt, the declarant's or interested party's indemnity of releasees under this clause shall include any c....