2013 (10) TMI 511 - AT - Income Tax

Computation of short term capital gains - Valuation u/s 50B - Slump sale - Reduction of secured loans from total assets - Held that - The Assessing Officer has taken the consideration value of Rs.25 crores by making an adjustment of current liabilities and current assets. The sale consideration has been specifically mentioned in the business acquisition agreement vide article 8.1. at page 61 of paper book which is at Rs.21,90,18,640/-. The Ld CIT(A) has taken this value as sale consideration and we are of the opinion that this is the correct value which should be considered for the purpose of calculation of capital gain. The Ld CIT(A) has not reduced the amount of secured loans from the amounts of total assets to arrive at the net worth of undertaking which is not a correct position as per provisions of section 50B of the Act - Section 50B is a special provision which is applicable in the case involving slump sale and which prescribes a particular method to calculate the capital gain earned by the assessee. Section also prescribes the method of calculating net worth of the undertaking - Following decision of Gopee Nath Paul And Sons And Another Versus Deputy Commissioner Of Income-Tax 2005 (3) TMI 73 - CALCUTTA High Court - Decided in favour of Revenue.

Issues Involved:
1. Relief of Rs.12,42,42,474/- in short term capital gains on account of slump sale.
2. Calculation of net worth and short term capital gain.
3. Right to amend, modify, alter, add, or forego any ground(s) of appeal.

Detailed Analysis:

Issue 1: Relief of Rs.12,42,42,474/- in Short Term Capital Gains on Account of Slump Sale
The revenue's appeal challenges the relief of Rs.12,42,42,474/- granted by the CIT(A) in the short term capital gains computed on account of slump sale. The Assessing Officer (AO) had initially computed the short term capital gain at Rs.20,50,98,284/- instead of Rs.1,85,75,528/- declared by the assessee. The CIT(A) recalculated the capital gain to Rs.8,08,55,510/- by considering the net worth of the undertaking as Rs.13,81,63,094/-, which led to the relief of Rs.12,42,42,474/-. The revenue disputes this computation, arguing that the net worth was incorrectly calculated by the Chartered Accountant and should have been Rs.4,40,01,716/-.

Issue 2: Calculation of Net Worth and Short Term Capital Gain
The primary contention revolves around the correct calculation of the net worth of the undertaking. The AO observed a calculation mistake in Form No. 3CEA, where the Chartered Accountant added instead of subtracting certain items. The AO recalculated the short term capital gain at Rs.20,50,98,284/- by considering the net worth as Rs.4,40,01,716/-. The CIT(A), however, accepted the assessee's submission that the loans outstanding against fixed assets were not taken over by the purchaser and thus should not be deducted from the WDV of fixed assets. This led to the recalculated short term capital gain of Rs.8,08,55,510/-.

The Tribunal examined the provisions of Section 50B, which prescribes the method for calculating the net worth of an undertaking. The Tribunal found that the CIT(A) did not reduce the amount of secured loans from the total assets, which was contrary to the provisions of Section 50B. The correct method, as per Section 50B, involves reducing the value of liabilities from the aggregate value of total assets. The Tribunal recalculated the net worth as Rs.1,39,20,320/- and, after deducting this from the sale consideration of Rs.21,90,18,604/-, arrived at a capital gain of Rs.20,50,98,284/-, consistent with the AO's calculation.

Issue 3: Right to Amend, Modify, Alter, Add, or Forego Any Ground(s) of Appeal
This issue was a procedural ground raised by the appellant, seeking the right to amend, modify, alter, add, or forego any ground(s) of appeal at any time before or during the hearing of the appeal. The Tribunal did not specifically address this procedural right in the judgment, focusing instead on the substantive issues related to the calculation of net worth and capital gains.

Conclusion:
The Tribunal allowed the revenue's appeal, setting aside the order of the CIT(A). The Tribunal upheld the AO's calculation of the short term capital gain at Rs.20,50,98,284/-, rejecting the CIT(A)'s recalculation that granted relief to the assessee. The Tribunal emphasized the correct application of Section 50B in calculating the net worth and capital gains, highlighting the importance of reducing the value of liabilities from the total assets as per the statutory provisions. The order was pronounced in the open court on 14.6.2013.

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