2025 (4) TMI 1469 - AT - Income Tax

Incorrect computation of Transfer Pricing Adjustment - HELD THAT - We note that as per the final Assessment Order ALP was determined at INR.438, 44, 64, 758/- as against the actual sales of INR.426, 48, 22, 811/-. As the difference between the aforesaid two amounts which comes to INR.11, 96, 41, 940/- should have been added as APL Adjustment Whereas transfer pricing addition has been made. Therefore we find merit in the contention of the Assessee that the actual transfer pricing adjustment challenged by way of Ground. TPO had selected final list of comparables consisting of four comparables - MPS Limited as functionally dissimilarities and in absence of segmental data MPS cannot be taken as a comparable. Therefore respectfully following the decision of the Tribunal in the case of the Appellant for the AY 2017-2018 we direct the AO/TPO to exclude MPS Limited from the list of comparables. Inclusion/exclusion of R. Systems International Limited - We direct the Assessing Officer/TPO to include R. Systems in the list of comparable after examining the functional comparability keeping in view that TNMM has been adopted as the most appropriate method. Short grant of credit for Dividend Distribution Tax (DDT) - On perusal of the said application we find that the Appellant has filed before the AO copy of challans for deposit of DDT. Accordingly the AO is directed to grant credit of DDT after verification of the aforesaid challans as per law and re-compute consequential interest under Section 115P of Act if any and thus dispose off the aforesaid rectification application.

Summary

The core legal questions considered by the Appellate Tribunal in this appeal relate primarily to the validity and correctness of transfer pricing adjustments made under the Income Tax Act, 1961, specifically concerning international transactions involving the provision of IT-enabled services. Additional issues pertain to the timeliness of assessment proceedings, the selection and rejection of comparable companies for transfer pricing benchmarking, the computation of transfer pricing adjustments, and related corporate tax matters including Dividend Distribution Tax (DDT) credits and interest calculations under various sections of the Act.

Regarding the timeliness of the assessment proceedings, the appellant contended that the final assessment order was passed beyond the statutory time limit prescribed under Section 153 of the Act, rendering the proceedings time-barred and invalid. This raised the question of whether the assessment order dated 29/07/2024 for AY 2020-21 was legally sustainable given the limitation period ending 30/09/2023.

The principal issue concerning transfer pricing involved whether the Assessing Officer (AO) and Transfer Pricing Officer (TPO) had erred in making a reference to the TPO without complying with Section 92CA, and whether the transfer pricing adjustment of approximately INR 19.96 crores was justified. Within this overarching issue, several sub-issues emerged: the appropriateness of rejecting the appellant's selected comparable companies based on turnover filters, export earnings filters, financial year differences, and availability of segmental financial data; the introduction of additional comparables by the TPO, notably MPS Limited; the correctness of margin calculations for comparables; and the denial of working capital and risk adjustments. The appellant also challenged the quantum of the transfer pricing adjustment, asserting that the correct adjustment should be approximately INR 11.96 crores rather than INR 19.96 crores.

Corporate tax grounds raised included the short grant of DDT credit, incorrect levy of consequential interest under Section 115P, and improper adjustment of disputed DDT demand against refunds. Lastly, the appellant challenged the correctness of interest levied under Sections 234A and 234B of the Act.

On the issue of timeliness (Ground No. 2), the appellant initially relied on judicial precedent to assert that the assessment was barred by limitation. However, during proceedings, the appellant withdrew this ground to avoid prolonging the appellate process. Consequently, the Tribunal dismissed this ground as withdrawn without further adjudication.

The Tribunal addressed the transfer pricing adjustment challenge in detail. It was observed that while the final assessment order recorded an adjustment of INR 19.96 crores, the actual difference between the arm's length price (ALP) determined and the appellant's declared income was INR 11.96 crores. The Tribunal found merit in the appellant's contention that the transfer pricing adjustment had been incorrectly computed and should be reduced accordingly.

Regarding the inclusion and exclusion of comparables, the Tribunal examined the functional comparability and filters applied by the TPO. The TPO had excluded MPS Limited on grounds of functional dissimilarity, relying on a prior Tribunal decision for AY 2017-18, which detailed that MPS Limited's business included multiple lines such as content creation, platform development, and R&D activities, whereas the appellant was a low-end back-office support service provider. The Tribunal concurred with this reasoning, noting no material change in the functional profile of either party for the relevant AY 2020-21. Therefore, MPS Limited was directed to be excluded from the list of comparables.

Conversely, the Tribunal considered the inclusion of R. Systems International Limited, which was rejected by the TPO due to differing financial year-ends. The appellant had used quarterly audited financials to extrapolate annual results. The Tribunal relied on judicial precedent holding that comparables cannot be rejected solely for differing accounting years if reasonable extrapolation is possible. The Tribunal directed the AO/TPO to re-examine R. Systems for inclusion, subject to functional comparability and other filters.

Other grounds relating to the rejection of comparables based on turnover filters, export earnings filters, and segmental financial data were disposed of as either rendered infructuous or allowed in line with the directions to reconsider comparables. The Tribunal also noted that certain grounds concerning working capital and risk adjustments were dismissed as infructuous but granted liberty to the appellant to raise these before the TPO in further proceedings.

On corporate tax grounds, specifically the short grant of DDT credit and consequential interest under Section 115P, the Tribunal found in favour of the appellant. The appellant had filed a rectification application supported by challans evidencing DDT payments. The Tribunal directed the AO to verify the documents, grant the appropriate credit, recompute interest if applicable, and dispose of the rectification application accordingly.

With respect to the interest levied under Sections 234A and 234B, the Tribunal observed discrepancies in the computation of interest amounts. As these were consequential to the reassessment of income, the Tribunal directed the AO to recompute the interest as per law, treating this ground as allowed for statistical purposes.

The Tribunal's final determination was to partly allow the appeal. It set aside the transfer pricing adjustment and directed recomputation of ALP and related adjustments after excluding MPS Limited and including R. Systems International Limited, subject to verification of functional comparability and other filters. The Tribunal also directed the AO to grant the correct DDT credit and recompute consequential interest, as well as to recalculate interest under Sections 234A and 234B.

Significant holdings include the following verbatim extract regarding the exclusion of MPS Limited as a comparable:

"Accordingly, we are also of the view that this company cannot be taken as a comparable company for the assessee herein. Accordingly, we direct exclusion of this company."

And on the acceptance of R. Systems International Limited as a comparable despite differing financial years:

"If from the available data on record, the results for financial year can reasonably be extrapolated then the comparable cannot be excluded solely on the ground that the comparables have different financial year endings."

Core principles established include that functional comparability is paramount in selecting comparables for transfer pricing benchmarking, and procedural compliance with statutory provisions governing transfer pricing references is essential. Further, the Tribunal reaffirmed that the limitation period under Section 153 must be respected, though the appellant withdrew this ground. The approach to DDT credit and interest computations must be consistent with documentary evidence and legal provisions.

In conclusion, the Tribunal remanded the matter to the AO/TPO for fresh determination of transfer pricing adjustments in accordance with the directions on comparables, allowed rectification of DDT credit and interest recalculations, and dismissed or withdrew certain grounds as appropriate, thereby partially allowing the appeal.