Sale price of shares cannot be apportioned towards transfer of controlling interest, where there is no express written understanding

Background

• The taxpayer sold shares of Gujarat Ambuja Cements Ltd (“GACL”) under a share purchase agreement with Holcim Mauritius for a total consideration of Rs.105 per share.

• Further, as per Article 5 of the said agreement, the taxpayer was to receive Rs.1 5 per share towards non-compete undertaking which was included in the above sale consideration.

• The taxpayer also entered into a separate agreement for change in manage

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