Articles, Corporate Restructuring, Transactions

Special provisions relating to Conversion of an Indian Branch of a Foreign Bank into Subsidiary

Chapter XII-BB – Sec 115JG
1) Conversion of an Indian branch of foreign company into subsidiary Indian company
– Where a foreign company is engaged in the business of banking in India through its branch situate in India and
– such branch is converted into a subsidiary company thereof, being an Indian company in accordance with the scheme framed by the Reserve Bank of India, then,
– notwithstanding anything contained in the Act and subject to the conditions as may be notified by the Central Government in this behalf,—
(i) the capital gains arising from such conversion shall not be chargeable to tax
(ii) the provisions of this Act relating to treatment of unabsorbed depreciation, set off or carry forward and set off of losses, tax credit in respect of tax paid on deemed income relating to certain companies and the computation of income in the case of the foreign company and Indian subsidiary company shall apply with such exceptions, modifications and adaptations as may be specified in that notification.
2) Withdrawal of benefits:
In case of failure to comply with any of the conditions specified in the scheme or in the notification issued u/ss (1), all the provisions of this Act shall apply to the foreign company and the said Indian subsidiary company without any benefit, exemption or relief u/ss (1)

3) Rectification:
Where, in a previous year, any benefit, exemption or relief has been claimed and granted to the foreign company or the Indian subsidiary in accordance with the provisions of ss(1) and, subsequently, there is failure to comply with any of the conditions specified in the notification then:
– such benefit, exemption or relief shall be deemed to have been wrongly allowed
– the Assessing Officer may, re-compute the total income of the assessee for the said previous year and make the necessary amendment as if the exceptions, modifications and adaptations referred to in ss(1) did not apply; and
– the provisions of Sec 154 shall, so far as may be, apply thereto and the period of four years specified in Sec 154(7) shall be from the end of the previous year in which the failure to comply with the condition referred to in ss (1) takes place

4) Every notification issued under this section shall be laid before each House of Parliament.

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