9911796707
TMI Blog2019 (6) TMI 1489X X X X Extracts X X X X X X X X Extracts X X X X ..... O'), without applying his mind and without recording his satisfaction, thereby making the entire process of referring the matter to the TPO as invalid; 1.2 The learned CIT(A) erred in confirming the action of AO of not stating reasons to show that any of the conditions mentioned in clauses (a) to (d) of Section 92C(3) of the Act were satisfied before making an adjustment to the total income of the Appellant; 1.3 The learned CIT(A) erred in confirming the action of AO of not demonstrating the motive of the Appellant to shift profits outside of India by manipulating the prices charged in its international transactions, either at the stage of invoking or initiating the assessment or at the stage of framing the assessment; 2. Adjustment of INR 52,13,311 in respect of international transaction of provision of Business Support Services ('BSS') to AEs 2.1 The learned CIT(A) erred in determining the ALP in respect of BSS provided to AEs at INR 9,01,18,079 instead of INR 8,49,04,768 determined by the Appellant, thereby confirming the addition of INR 52,13,311 made by the AO 2.2 The learned CIT(A) erred in rejecting TVS-E Service tec Ltd from the final set of comparable ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ning on functional and technical aspects and end user training. The assessee had entered into various international transactions with its AE for providing Information technology services and business support services. In respect of IT services, the assessee has added a markup of 10% on total cost and compared price charged to AE by adopting Transactional Net Margin (TNM) method as the most appropriate method to benchmark the aforesaid transaction. Further, the assessee has used ratio of operating margin to operate cost as the profit level indicator for testing the Arm's Length Price. The assessee has selected six comparables with mean a margin of 5.19% and compared with margin charged to its AEs and said that its transaction with AE is at Arm's Length Price. In respect of providing business support services, the nature of services rendered by the assessee includes providing support in form of evaluation and recommendation for finalization of contracts for procurement of goods and services for execution of the project and providing back office support in matters of relating to accounting, taxation, insurance, HR & Administration. The assessee has added markup of 7% to the co ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e of international transactions arrived at an adjustment of Rs. 1,05,26,570/- in respect of ITES services. The relevant findings of TPO are as under:- "4. Information Technology Enabled Support (ITES) Services It was submitted that during the financial year (FY) 2010-11, two Indian companies namely Reliance Info Solutions Private Limited ('RISPL') and Reliance Global Management Service Limited ('RGMSL') got amalgamated with the assessee. as per the Scheme of Amalgamation, sanctioned by the Hon'ble High Court of Bombay, vide its order, dated 25th March 2011, the appointed date of the scheme being April 1, 2010. During FY 2010-11, RISPL (amalgamated with the assessee) had provided Information Technology Enabled Support CITES') services to the aforesaid AF's. The scope of work for ITKS Services rendered by the assessee to AE's included the following ♦ IT infrastructure implementation and support services, ♦ Internet data center services, ♦ Managing software, computer systems and programs, ♦ internet and intranet application services/facilities, ♦ Database and system networking, ♦ Project management, ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... on Operating Margin PBIT Op margin as % of Op Cost 1 A B C D E F G = F/EMWT 1 Allsec Technologies Ltd March 11 0.142 0.149 -0.007 (4.69) 2 Caliber Point Business Solutions Ltd Dec 2010 79.244 72.019 7.225 10.03 3 Cameo Corporate Services Ltd March 11 83.41 74.86 8.55 11.43 4 Godrej Infotech Limited March 11 March 11 43.12 42.67 0.45 1.04 5 Jindal Intercom Limited 39.04 34.52 4.51 13.07 6 Sparsh BPO Services Ltd March 11 226.80 226.22 0.58 0.26 Average 5.19 Accordingly, it was submitted that with respect to ITES services provided to AE's, the arithmetic mean of operating margins of comparables in the final sample, works out to 5.19 % on operating cost as against assessee's margin of 10% on operating cost of 494.32 cr. Without prejudice to the above, the assesses submitted that on an overall basis at the entity level, the assesses had earned an operating margin of 2.22% on its operating costs including depreciation (i.e. Rs. 10.96 cr/Rs. 494.32 cr). In light of the aforesaid, it was submitted that the aforesaid margin analysis (i.e. of both internal and external operat ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... e considered as comparable on the ground that these are more in (he nature of support services and hence this company was considered as a comparable. The fact that this is already considered as a comparable for BS services cannot be a ground for rejecting the same from BS services. In light of the above, we wish to submit that this company is a comparable company and hence (lie same should be accepted in the final set of comparable." Godrej Infotech Limited - The assessee contended (hat " Godrej Infotech Limited are services and consulting company. Its products include ERP. Microsoft Dynamics, SAP. It provides various services like IT consulting, ERP implementation, software, product sales, maintenance & support which includes consultancy and software maintenance services to its clients.. Since, the said company is engaged in the business of providing IT products and services, mainly ERP Consultancy and software services and solutions, it has been proposed to be excluded from the final set of comparables. On perusal of the scope of work fin- ITES services provided by the ASSESSEE to its AE's it can be observed that the; assessee is engaged in the business of providing I ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the perusal of the annual report it is seen that the company has incurred losses in FYs. 2007-08, 2008-09 and 2009-10 of Rs. 11.06 crore, Rs. 7.02 crore and Rs. 6.81 crore. Though it might be functionally comparable but a continuous toss for the past three years indicates aberration in the operations of this company. Loss cannot be the steady state of any business. Therefore, it cannot be used as a comparable company to benchmark the assessee's transaction. Thus, this company is rejected. (II) Cameo Corporation Services Ltd - this company operates in three segments namely (a) services to banks, insurance companies and corporate where it provides custodian services for cheques and documents, (b) services to telecom companies, and (c) medical transcription services However, from the accounts it is seen that segmental accounts have not been reported which makes it difficult to determine the profitability in respect of ITeS. Therefore, this company is rejected, (iii) Godrej Infotech Limited: From the assessee's description given above of this company, it is clear that this company deals in software products and does not provide ITeS. Therefore, this company is rejected as ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ; service industry where not much of infrastructure is needed to set up business, The fixed costs in the software/ITES industry are insignificant compared to the manufacturing industry. The major costs in the software and ITES industry which includes the assessee are variable costs such as salary, travelling expenses, communication expenses etc. This fact can be verified from the assessee's own case. Margins in any industry vary with change in turnover only when the fixed costs involved are significant. In the absence of any significant fixed costs, the margins in the software/ITES industry are not linked to the turnover of the company. This can be seen from the fact that many small companies have much higher margins than the big companies. In view of this, the assessee's contention is rejected (vii) During the course of hearing the assessee was requested to explain why the comparable M/s. Caliber Point Business Solutions Ltd (y.e. 31st Dec 2010) should not be rejected on account of the fact that the year ending of the comparable is different from that of the assessee (y.e 31st March 2011). The assessee explained that as per the provisions of Rule 10B(4) of the Income-t ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... under: Details of Operating Margins earned by Comparable Companies - ITES Support services Pro Fit level Indicator ['PLI = PBI'/Operating cost including dep}] (Amount in cr Rs) I Sr Company Name Year Service a Income Operating Cost including Dep Operating Margin PBIT Op margin as % of Op Cost A B C D E F G-F/E100 1 Accentia Technologies March11 108.313 86.822 21.490 24.75 2 Eclerx Services March 11 341.71 202.01 139.70 69.15 3 Infosys BPO Ltd. March 11 1,129.11 952.88 176.24 18.50 4 Jindal Intellicom Limited March 11 39.04 34.52 4.51 13.07 5 Sparsh BPO Services Ltd. March 11 226.80 226.22 0.58 0.26 Average 25.15 Accordingly, the arm's length price for ITES services rendered by the assessee to its AE's is determined as under; a. Value of international transaction is Rs. 7,64,30,544/- b. ALP of the International transaction (at 25.15% markup on cost of Rs. 6,94,82,313) is Rs. 8,69,57,1147- c. 105% of the International transaction value Rs. 8,02,52,0717- d. 95 ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ; M/s. GRL 74 31.07.2010 9,000 9,80,928 194 31.12.2010 12,600 Total 18,69,600 8,49,04,768 As against the realized amount of Rs. 8,49,04,7687- the total cost for the BS rendered to the AE was Rs. 793,50,250. The assessee had adopted Transactional Net Margin (TNM) Method as the most appropriate method to benchmark the aforesaid transaction. Further, the assessee has used the ratio of operating margin (operating profits after depreciation (i.e. PBIT) to operating costs including depreciation) as the best profit level indicator (PLI) for testing the assessee's transfer prices. A detailed search process was carried out the assessee on Prowess (Database for benchmarking BS services, Similarly, based on the filters applied by the assessee, a final set of 5 comparable was arrived for BS services whose margin's based on the PLI were worked out as under: Details of Operating Margins earned by Comparable Companies - Business support services Profit level Indicator ['PLI = PBIT/Operating cost including dep)] (Amount in Cr Rs) Sr Company Name Year Service Income Operating Cost ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... No. Company Assessee's contention TPO's comments 1 GMR Corporate Affairs Pvt, Ltd. The assessee has admitted that on facts this company cannot be taken as a comparable This company is rejected as comparable. 2 TV S-E Servicetec Ltd. The assessee contended that this company provides services similar to the assessee's On perusal of the annual report, it is seen that the company deals in repairing of electronic devices and other such activity. Thus, REJECTED 3. Apitco The assessee rejected this company on functionality On perusal of the annual report, it is seen that the company provides marketing support services. So ACCEPTED as comparable 4 ICRA Management consulting Services Ltd. (ICRAMCS) The assessee rejected this company on functionality On perusal of the annual report, it is seen that the company provides marketing support services. So ACCEPTED as comparable 5 India Cements Capital. Ltd. The assessee rejected this company on functionality On perusal of the annual report, it is seen .that the company provides marketing support services. So ACCEPTED as comparable Accordingly, in view of the aforesaid discussions, the margins of comparable comp ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tment suggested by the TPO vide its order u/s 92CA(3) of the Act, dated 31/12/2015 issued show-cause notice, dated 12/12/2015 and called upon the assessee to explain as to why transfer pricing adjustment suggested by the TPO should not be made to the total income. In response, the assessee vide its letter dated, 17/03/2015 stated that the company do not accept any of the transfer pricing adjustment made by the ld. Transfer Pricing Officer, therefore, the AO after considering relevant submissions of the assessee and also taken note of transfer pricing adjustment suggested by the TPO completed assessment u/s 143(3) r.w.s. 144(C)(3) of the Act, on 10/04/2015 and made additions of Rs. 1,05,26,570/- in respect of international transaction with AE for providing information technology enabled support services and a further sum of Rs. 59,94,192/- in respect of providing business support services. 8. During the course of assessment proceedings, the AO further noted that the assessee company had given its Polymer plant located at 5, TTC Industrial Area, Ghansoli, -Thane, to M/s Reliance Industries Ltd. as per the lease and license agreement, dated 31/12/2018. The AO further noted that the a ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... lessee, the risk' and rewards of the assets in question were completely transferred to the lessee and the assessee is therefore not entitled to claim any depreciation on the plant and machinery leased out. The AO further observed that a careful reading of AS-19 reveal that in a finance lease, the lease term-will be for the major part of the economic life of the asset even if title is not transferred and generally the leased asset is of a specialized nature such that only the lessee can use it without major modifications being made. Thus, as per the above, the lease term normally would be equal to the economic life of the asset even if title is not transferred. Therefore, he opined that the assessee is not entitled to claim depreciation on leased plant and machinery and accordingly by following the decision of Hon'ble Delhi High Court in the case of Industrial Finance Corpn. of India v. Dy. CIT [2005] 4 SOT 223. held that the assessee is not entitled for depreciation on asset leased, accordingly, disallowed depreciation claimed amounting to Rs. 29,53,62,534/-. 10. Aggrieved by the assessment order, the assessee preferred appeal before the ld. CIT(A). Before the ld. CIT(A), ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... , Mumbai in the case of Maersk Global Service Centres (India) (P.) Ltd. v. Dy. CIT [2015] 56 taxmann.com 129/69 SOT 33 (URO) on the ground that when the company is functionally comparable to the assessee, it cannot be rejected merely for the reason that it has incurred losses during the year under consideration, more so when the assessee has brought out to the notice to the TPO that only because of losses, the company cannot be rejected. Similarly, the ld. CIT(A) has rejected E-clerx Services Ltd. selected by the TPO for determining the ALP on the ground the E-clerx Services Ltd. is a KPO company providing data analytics services and process solutions to verticals like financial services, sales and marketing divisions of largest fortune 500 scale companies. Thus, he has selected final set of five comparables with average margin of 8.34% and then held that the margin of 10% earned by the assessee on its international transactions is at ALP. Similarly, in respect of business support services, the ld. CIT(A) has rejected contention of the assessee and upheld the findings of the TPO in rejection of T V S-E Servicetc Ltd. and inclusion of Aptico Ltd. and ICRA Management Consulting Servi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... laws, where it was held that for the purpose of claiming depreciation assessee should be owner of the asset. In this case, the AO never disputed this fact that the assessee is owner of the asset. The AO has disallowed depreciation claimed on the basis of AS-19 issued by ICAI, as per which, in case of finance lease, the lessee is entitled to depreciation. The ld. AR further submitted that assessee has followed AS-19 for the purpose of preparation of financial statement, because it is required to follow accounting standard issued by ICAI, but when it comes to computation of income, the income shall be computed in accordance with provisions of the Act, accordingly, as per the section 32(1)(ii) r.w.s. 43(6)(c) of the Act, entitlement of the asset eligible for depreciation has to be examined in year one and not in subsequent year and since in AYs 2009-10, 2010-11 department has granted depreciation, same cannot be denied in AY 2011-12. The Ld. AR further referring to the lease and license agreement between the assessee and Reliance Industries Ltd., dated 31/12/2008, submitted that on perusal of the lease agreement and more particularly clauses 2, 3, 4, 5, 7, and 8, it cannot be said th ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... sed said asset for more than five years before the same was leased out to Reliance Industries Ltd. As per lease and licence agreement between assessee and Reliance Industries Ltd. more particularly clauses 2, 3, 4, 5 and 8, during the subsistence of the lease agreement, the ownership of the asset rest with the assessee. In the said agreement, it was clearly mentioned that the lessor is the owner of the plant and machinery which the lessee has agreed and acknowledged. It was further stated that ownership of the plant and machinery and equipment at all times remained with the assessee and the lessor only agree to transfer right to use the plant and machinery by way of lease to the assessee. A perusal of the lease agreement put on record clearly proves the ownership of the lessor and at the end of the lease period, as per clause-3 of the lease agreement, the machineries and equipment would be transferred by lessor to the lessee, therefore, till subsistence of lease period i.e. ten years, the lessor is undisputedly owner of the asset. 17. The ld AO has disallowed depreciation claim merely on the ground that as per AS-19 issued ICAI, in finance lease the risk and rewards incidental to ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... he assessee. 18. The fact with regard to claim of depreciation by the assessee for earlier two years is not disputed by the revenue. In fact, even after lease from 31/12/2008, the assessee continued to claim depreciation on leased asset for AYs 2009-10 and 2010-11 and same has been allowed in assessment under section 143(3) of the Act, for AY-2010-11. Although, the ld CIT(A) invoked revisional jurisdiction u/s 263 of the Act to , withdraw depreciation claimed on leased asset, the Tribunal has quashed 263 proceedings in ITA No.2748/Mum/2015, where it was observed that the ownership of the asset has not been passed on to the lessee during the period of lease. The Tribunal further observed that the assessee had also filed a copy of confirmation from the lessee wherein it has been stated that the lessee has not claimed depreciation on The leased plant and machinery and this fact has not been rebutted by the Revenue. We further note that having accepted claim of depreciation in earlier years, there is no reason for the Revenue to deviate from the issue for subsequent years, even though there is no change in facts for the subsequent years in case of depreciation on leased asset. Further ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... company was held to be owner of the asset and accordingly entitled to claim depreciation, the relevant findings of the Court are as under:- "19. We may now advert to the first requirement i.e. the issue of ownership. No depreciation allowance is granted in respect of any capital expenditure which the assessee maybe obliged to incur on the property of others. Therefore, the entire case hinges on the question of ownership; if the assessee is the owner of the vehicles, then he will be entitled to the claim on depreciation, otherwise, not. 20. In Mysore Minerals Ltd. v. CIT [1999] 106 Taxman 166 (SC), this Court said thus: "...authorities shows that the very concept the depreciation suggests that the tax benefit on account of depreciation legitimately belongs to one who has invested in the capital asset is utilizing the capital asset and thereby losing gradually investment caused by wear and tear, and would need to replace the same by having lost its value fully over a period of time." 21. Black's Law Dictionary (6th Edn.) defines 'owner' as under: "Owner. The person in whom is vested the ownership, dominion, or title of property; proprietor. He who has dominion o ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... the conclusion of the lease period, the lessee was obliged to return the vehicle to the assessee; (iv) The assessee had the right of inspection of the vehicle at all times. For the sake of ready reference, the relevant clauses of the lease agreement are extracted hereunder:- "2. Lease Rent The lessee shall, during the period of lease punctually pay to the lessor free of any deduction whatsoever as rent for the assets the sum of moneys specified in the Schedule 'B' hereto. All rents shall be paid at the address of the Lessor shown above or as otherwise directed by the Lessor in writing. The rent shown in Schedule 'B' shall be paid month on 1st day of each month and the first rent shall be paid on execution thereof. 4. Ownership The assets shall at all times remain the sole and exclusive property of the lessor and the lessee shall have no right, title or interest to mortgage, hypothecate or sell the same as bailee 9. Inspection The Lessor shall have the right at all reasonable time to enter upon any premises where the assets is believed to be kept and inspect and/or test the equipment and/or observe its use. 18. Default If the lessee shall make def ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... he schedule. The ownership of the vehicles would vest with the appellant-company viz., ICDS as per clause (4) of the agreement of lease. As per clause (9) of the Lease agreement, M/s. ICDS is having right of inspection at any time it wants. As per clause (18) of the Lease agreement, in case of default of lease rent, in addition to expenses, interest etc. the appellant company is entitled to take possession of the vehicle that was leased out. Finally, as per clause (19), on the expiry of the lease tenure, the lessee should return the vehicle to the appellant company in working order. 21. It is true that a lease of goods or rental or hiring agreement is a contract under which one party for reward allows another the use of goods. A lease maybe for a specified period or in perpetuity. A lease differs from a hire purchase agreement in that lessee or hirer, is not given an option to purchase the goods. A hiring agreement or lease unlike a hire purchase agreement is a contract of bailment, plain and simple with no element of sale inherent. A bailment has been defined in S.148 of the Indian Contract Act as "the delivery of goods by one person to another for Same purpose, upon a contract ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... to the transaction, the claim of the revenue expenditure are on account of lease rental paid including depreciation on the asset treating the whole transaction as capital in nature could not disentitled the assessee's claim in computation of Income on the basis of true nature of the transactions. 21. Coming back to the case laws relied by the ld DR. The Ld DR has also relied upon the decision of the Hon'ble Delhi High Court in the case of Industrial Finance Corpn. of India (supra), we find that fact of the case relied upon by the ld AO supports the case of the assessee, where it was categorically held that in order to claim depreciation ownership of an asset must be with the person to who claim depreciation. The Hon'ble Court in that case, after considering the facts that the assessee is not owner of the asset held that ownership of asset must for claiming depreciation. In this case, on perusal of facts available on record, we find that the assessee continued to have ownership of the asset even after leave and license agreement with Reliance Industries Ltd and the assessee has claimed depreciation for earlier two years. In fact, it has been accepted by the Department ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... in of profitable comparable company. In any industry, there are some or many unprofitable companies that are equally comparable. This view also found support from the OECD guidelines. He further submitted that various Tribunal and Courts have consistently held that losses cannot be sole ground for rejecting of a comparable. 25. We have heard both parties, perused the material available on record and gone through orders of the authorities below. It is an admitted fact that the Allsec Techonlogy Ltd. has incurred losses for past three financial years. But, the Ld. CIT(A) has recorded categorical finding to the effect that the PBIT margins for the aforesaid years have turned negative on account of charges towards depreciation and amortization which is a normal cost which arises during the course of business operations and not on account of some extraordinary factors. The Ld. CIT(A) further stated that for the previous year ended 31st March, 2007, the company had positive PBIT of INR 280.72 million and has turned around in 2013 with PBIT of INR 136.8 millions. Therefore, we are of the considered view that once comparable is similar to the functions carried out by the assessee, then co ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ow. The ld. CIT(A) has recorded categorical fact to the effect that Eclerx Services Ltd. is a KPO company providing data analytics services and process solutions to verticals like financial services, sales and marketing divisions of largest fortune 500 scale companies. The ld. CIT(A) further noted KPO services rendered by the Eclerx services Ltd. cannot be functionally comparable to the low-end ITES services rendered by the assessee, more so that the turnover of the assessee in rendering these services is merely Rs. 7.6 crore. Further, out of a total revenue, 59% of the revenue of the comparable is from SEZ facilities. Since, SEZ units earned tax exemptions and benefits, their profit margins are higher as compared to operating margins of non-SEZ units. Therefore, the same cannot be compared to the profits earned by the assessee which is providing captive services to its AE. We further noted that the Eclerx Services Ltd. has been excluded on account of functionally not comparable to companies provided ITeS services to its AE. The Hon'ble Delhi High Court in the case of Rampgreen Solutions (P.) Ltd. v. CIT [2015] 60 taxmann.com 355/234 Taxman 573/377 ITR 533 (Delhi) had considere ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... n for finalization of contracts for procurement of goods and services for execution of the project and providing back office support in matters relating to accounting, taxation, insurance, HR & Administration. We further noted that TVSE Services Ltd. is providing warranty management services for leading IT brands, break fix services for credit cards terminals and e-auction services which is mainly an electronic sector. Therefore, we are of the considered view that the ld. CIT(A) was rightly in rejection of TVS-E Services Ltd. from the final set of comparables, because the same cannot be compared with functions carried out by the assessee to its AE, hence, we reject the ground taken by the assessee. 35. The next ground relates to inclusion of Aptico Ltd. and ICRA Management Consulting Services Ltd. as comparable for benchmarking margin earned from provision of business support services to its AE. 36. The Ld. AR tor the assessee, submitted that Apitco Ltd. is not functionally comparables for the reason that it is engaged in providing technical consultancy relating to asset reconstruction companies, management services, micro enterprises development and skill development etc. This i ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ables, hence, we direct the TPO to exclude Apitco Ltd. for the purpose of determination of ALP of transactions with AE. ICRA Management Consulting Services Ltd. 39. The ld. AR for the assessee submitted that ICRA Management Consulting Services Ltd. is not functionally comparable for the reason that it is a multi-line management and development consulting firm. It provides strategy, risk management, process improvement, public policy and transaction advisory services. It has also undertaken several complex and enduring consulting project, were the clients desiring to rebuilt their organizational capabilities, having the characteristics of institutional strengthening, improving risk management capabilities, enhancing the skill sets of human resources etc. The said company is a leader in the water sector in the area of policy advisory and PPP transaction. Further, this company has been excluded by ITAT Delhi Bench in the case of Microsoft Corpn. India (P.) Ltd. v. Dy. CIT [2015] 63 taxmann.com 178 40. The ld. DR, on the other hand, strongly supported the order of the TPO and CIT(A). 41. We have heard both parties, perused the material available on record and gone through orders of ..... X X X X Extracts X X X X X X X X Extracts X X X X
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