2017 (12) TMI 1648 - HC - Income Tax

Assessment in the name of the (by then) non-existent entity - distinguishing feature of this case is that after repeated remand, the AO completed the assessment after noticing that the matter had been centralized under Section 127 and further taken care to mention the name of the merged or amalgamated entity, i.e., Adhunik Technology Pvt. Ltd. - Held that - The rationale for holding that even Section 292B is in applicable in all these cases consistently was that once the corporate entity is merged with another, i.e., transferee corporation or entity, the assessment had to be completed in the latter s hands. In the present case, the revenue despite being intimated did not complete the assessment in a composite manner in the hands of the Adhunik Technology Pvt. Ltd. Clearly they were notified about the development as the assessee was duty bound to. Despite that, the Revenue persisted in completing a separate assessment order in respect of an entity which was not in existence.

Summary

Issues:
Revenue's appeal against ITAT decision nullifying assessments for AY 2012-13.

Analysis:
The case involved an appeal by the revenue against the decision of the Income Tax Appellate Tribunal (ITAT) upholding the appellate Commissioner's order nullifying the assessments made for the assessment year 2012-13. The original assessee, M/s Xenial Investments Pvt. Ltd., filed a return of income under Section 115JB of the Income-tax Act, 1961. The assessment was completed, but the matter was remitted twice. Upon indication of an entity change due to a merger and amalgamation approved by the Court, the Assessing Officer (AO) completed a separate assessment in the name of the non-existent entity, M/s Xenial Investments Pvt. Ltd., instead of the merged entity, Adhunik Technology Pvt. Ltd. The ITAT upheld the decision that the assessment was a nullity based on previous judgments.

The revenue contended that the assessment was completed after the matter was centralized under Section 127, mentioning the name of the merged entity, Adhunik Technology Pvt. Ltd. However, the Court held that the settled position from previous judgments like Spice Entertainment and CIT v. Vivid Marketing Services indicated that assessments must be completed in the hands of the transferee entity after a merger. Despite being informed of the merger, the Revenue proceeded with a separate assessment for the non-existent entity, disregarding the legal requirement to complete the assessment in the name of the merged entity.

The Court, based on the consistent legal principles and previous judgments, concluded that no question of law arose in this case. Therefore, the appeal by the revenue was dismissed, upholding the decision of the ITAT and the appellate Commissioner to nullify the assessments made for the assessment year 2012-13.