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The buyer must carry out full diligence to determine the extent of the commitments that may arise to the seller in the event of delay and misrepresentation after the transaction. The buyer must be vigilant during such an acquisition, whether in the event of a sale of assets or the sale of slump. 1. Slump Sale by BTA: a bulk sale is mainly influenced by the type of business transfer If the seller is to transfer 20% of the net assets of the company, he must obtain a special decision from his shareholders confirming such a transaction, as provided for in Section 180 of the Companies Act, 2013, which applies to both the sale of assets and the sale of assets. An asset sale is intended for the sale of a single asset of the target business and a slump sale is the sale of an entire business of the target business. Tata Chemical Limited acquired the cut silica business of Allied Silica Limited in exchange for INR 123 Cr, in order to strengthen its focus on the specialty chemicals sector through a drop in sales. The sale of slump may require more comprehensive analysis and due diligence in relation to the sale of assets, given that the sale of slump involves significant transactions between the parties, while the sale of assets is due to the choice of an asset between the parties. Since the transfer provided for in the agreement is the transfer of an undertaking as a whole, it cannot be explicitly assimilated to the transfer of movable or immovable property. The Daesh law and the state stamp laws do not contain specific provisions that impose a tax on a « transaction » transfer agreement as such.

Therefore, it is essential that any asset that is to be transferred to the buyer under a BTA be individually labelled as mobile or immobile for stamp duty purposes. . . .