1977 (4) TMI 151 - SC - VAT and Sales Tax

Whether at the time when the appellant was consuming the high speed diesel oil and petrol for its own purposes, was it doing so as owner of these articles or merely as an agent of the Caltex Company? Held that - Appeal allowed. Carefully perusuing the order of the Commissioner and find that the Commissioner has taken an erroneous view of the law and has drawn legally wrong inferences from the various stipulations contained in the agreement. The Commissioner has also not given effect to well-established legal principles in interpreting the agreement. Thus unable to maintain the order of the Commissioner which suffers from manifest errors of law apparent on the face of the record. We, therefore, allow these appeals, set aside the order of the Commissioner dated May 5, 1970, and hold that the use of the Hispeedol and petrol by the appellant for its own purposes is not exigible to sales tax and the proceedings for imposing sales tax on the appellant are hereby quashed. The appellant will be entitled to its costs throughout.

Issues Involved:
1. Constitutionality of the Madhya Pradesh Sales of Motor Spirit and Lubricants Taxation Act, 1957.
2. Whether the consumption of petrol by the appellant for its own purposes constitutes a "sale" under the Act.
3. Nature of the agreement between the appellant and Caltex (India) Limited-whether it was a contract of sale or agency.

Issue-wise Detailed Analysis:

1. Constitutionality of the Madhya Pradesh Sales of Motor Spirit and Lubricants Taxation Act, 1957:
The appellant challenged the constitutionality of the Act and the assessments made under it by filing a petition under Article 226 in the High Court of Madhya Pradesh. The High Court dismissed the petition on January 25, 1961. The appellant then approached the Supreme Court through a special leave petition and a petition under Article 32. The Supreme Court held that the High Court erred in assuming jurisdiction over disputed questions and should have directed the appellant to move the appellate authority under the Act. The petition under Article 32 was allowed, and part of the definition of "sale" in Section 2(1) of the Act was declared ultra vires. However, this aspect was not central to the present case.

2. Whether the consumption of petrol by the appellant for its own purposes constitutes a "sale" under the Act:
The core issue was whether the appellant's consumption of high-speed diesel oil and petrol for its own purposes constituted a "sale" and was thus exigible to sales tax. The definition of "sale" under the Madhya Pradesh Sales of Motor Spirit and Lubricants Taxation Act, 1957, includes the transfer of motor spirit for valuable consideration and explicitly deems the consumption of motor spirit by a dealer himself as a "sale." However, this explanation had been held ultra vires by the Supreme Court in a previous case. Therefore, the essence of a "sale" was considered to be the transfer of title to the property on delivery of goods for a price paid or promised.

3. Nature of the agreement between the appellant and Caltex (India) Limited-whether it was a contract of sale or agency:
The determination of whether the agreement was a contract of sale or agency was crucial. The agreement's terms and the parties' intentions were scrutinized. The Court noted that the mere use of terms like "agent" or "agency" is not conclusive. The true relationship must be inferred from the contract's substance, not its form.

Key Findings:
- Transfer of Title: The Court found that the agreement between the appellant and Caltex (India) Limited was a contract of sale. The appellant purchased petrol and Hispeedol from Caltex on an outright sale basis, paying the price upon delivery.
- Ownership and Consumption: Once the appellant took delivery of the goods, it became the owner and was free to use the goods as it wished. The appellant issued cash memos and credit vouchers in its own name, indicating ownership.
- Indemnity for Losses: The appellant bore losses due to leakage, driage, and evaporation, which would not have been the case if it were merely an agent. An agent would be indemnified by the principal for such losses.
- Contract Terms: Several clauses in the agreement, such as the requirement for the appellant to deliver products to consumers at the company's request and the exclusion of agency status, supported the conclusion that the agreement was a contract of sale.

Conclusion:
The Supreme Court concluded that the appellant was the owner of the goods after taking delivery and that its consumption of the goods for its own purposes did not constitute a "sale" under the Act. Consequently, the appellant was not liable to pay sales tax on the petrol and Hispeedol consumed for its purposes. The Court allowed the appeals, set aside the Commissioner's order, and quashed the sales tax proceedings against the appellant. The appellant was entitled to costs throughout.

Appeals allowed.

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