2015 (10) TMI 2642 - HC - Income Tax

Validity of assessment u/s 153A in the case of Assessee stood dissolved on amalgamation - non existent company - Held that - In the present case, a search took place on 20th October, 2008 in the cases of Mr B. K. Dhingra, Smt. Poonam Dhingra and M/s Madhusudan Buildcon Pvt. Ltd. On the basis that in the course of search certain documents belonging to the Assessee company were found, notice was issued to the Assessee under Section 153C (1) on 10th September, 2010. Therefore, not only on the date on which notice was issued but even on the date of the search, the Assessee had ceased to exist in the eyes of law. In Pr. Commissioner of Income Tax (Central-II) v. Images Credit And Portfolio Pvt. Ltd. 2015 (9) TMI 234 - DELHI HIGH COURT invalidated the assessment proceedings against the Assessee in those cases which, on account of having merged with another entity with effect from a date anterior to the search, also no longer existed on the date of search, on the date of the issue of notice and consequent assessment order passed under Section 153 C of the Act. - Decided against revenue

Issues:
1. Condoning delay in re-filing appeals.
2. Framing of questions in appeals.
3. Validity of assessment order due to company merger.
4. Existence of Assessee during assessment proceedings.
5. Precedents invalidating assessment proceedings.
6. Decision on questions framed.
7. Dismissal of appeals and disposal of cross objections.

Analysis:

1. The High Court first addressed the issue of condoning the delay of 50 days in re-filing the appeals, stating that the delay was condoned for reasons provided in the applications, and subsequently disposed of the applications.

2. The Court highlighted the question framed in the appeals regarding the ITAT's order being considered perverse in light of the assessment order. However, the Court noted that the question was framed ex parte and, after considering the Assessee's applications and hearing both parties, a new question was framed for consideration regarding the legality of the assessment order due to the Assessee company's amalgamation with another entity.

3. The Court delved into the details of the Assessee's merger with another company, noting that the Assessee ceased to exist in the eyes of the law both at the time of the search and when the notice under Section 153C (1) was issued. This raised the question of the validity of the assessment order against a non-existent entity.

4. Citing similar cases arising from the same search, the Court referred to previous judgments invalidating assessment proceedings against entities that had merged with other companies before the search, emphasizing that such entities no longer existed during the assessment process.

5. Based on the above analysis, the Court answered the question framed in favor of the Assessee and against the Revenue, concluding that the assessment order was null and void due to the Assessee's dissolution through merger with another entity.

6. Consequently, the Court deemed it unnecessary to address the other question framed in the appeals and proceeded to dismiss the appeals while disposing of the pending cross objections in line with the decision reached regarding the validity of the assessment order.

This comprehensive analysis outlines the key legal issues addressed in the judgment, including the condonation of delay, framing of questions, the impact of company merger on assessment validity, and the subsequent dismissal of the appeals based on the Court's findings.

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