2017 (10) TMI 643 - HC - VAT and Sales Tax

Levy of purchase tax - purchases made by the Branch Office effected within the State of U.P - separate legal entity of Branch Office and the Head Office - Held that - A Branch Office does not of its own have a separate and distinct legal existence. Be it a Head Office or a Branch Office, they are only arms of the one singular entity which is the concern. This issue need not detain the Court as it has been authoritatively ruled upon in English Electric Company. That there can possibly be no contract of sale between the offices of one entity/concern is a proposition which cannot be open to doubt or debate. Both the authorities below lost sight of the unambiguous and undisputed declaration made by the revisionist that all purchases which were being effected within the State of U.P. were exclusively for being transmitted outside the State where its Head Office was situate. There was thus, an unbroken and inextricable link between the purchases made in the State of U.P. and their consequential dispatch to the State of Jammu & Kashmir - no evidence was relied upon to establish a disconnect between the purchase of goods and their dispatch outside this State. This was therefore clearly a purchase in the course of inter-State trade and commerce referable to Section 3(a) of the 1956 Act. There is no material to establish that the purchase of goods and their dispatch to the State of Jammu & Kashmir were not part of the same transaction. The movement of the goods from this State to the State of Jammu & Kashmir was occasioned by and directly linked to the purchases effected by the revisionist within the State - revision allowed.

Summary

Issues Involved:
1. Tax liability of purchases made by the Branch Office in U.P. under the U.P. Trade Tax Act, 1948.
2. Determination of whether the transactions qualify as inter-State trade under Section 3(a) of the Central Sales Tax Act, 1956.
3. Validity of the best judgment assessment undertaken by the respondents.

Detailed Analysis:

1. Tax Liability of Purchases Made by the Branch Office in U.P. under the U.P. Trade Tax Act, 1948:
The primary issue was whether the purchases made by the Branch Office in U.P. were liable to tax under the U.P. Trade Tax Act, 1948. The Assessing Authority and the Tribunal held that the Branch Office and the Head Office should be viewed as separate entities, leading to the conclusion that the purchases were concluded within the State of U.P. and thus taxable. However, the Court rejected this view, citing that a Branch Office does not have a separate legal existence from the Head Office. Both are arms of the same entity. The Court emphasized that there can be no contract of sale between different offices of the same entity, as established in the Supreme Court case of English Electric Company. Therefore, the purchases made by the Branch Office were not independent transactions but were made on behalf of the concern.

2. Determination of Whether the Transactions Qualify as Inter-State Trade under Section 3(a) of the Central Sales Tax Act, 1956:
The revisionist argued that the purchases were made with the intent of transferring the goods to the Head Office in Jammu & Kashmir, thus qualifying as inter-State trade under Section 3(a) of the Central Sales Tax Act, 1956. The Court found merit in this argument, noting that there was an unbroken and inextricable link between the purchases in U.P. and their dispatch to Jammu & Kashmir. The Court referred to the Supreme Court's decision in M/s Bakhtawar Lal Kailash Chand Arhti And Others, which held that if the movement of goods is implicit in the contract of sale, it qualifies as inter-State trade. The Court concluded that the transactions in question were indeed inter-State purchases, as the movement of goods from U.P. to Jammu & Kashmir was a direct consequence of the purchases.

3. Validity of the Best Judgment Assessment Undertaken by the Respondents:
In Sales/Trade Tax Revision No. 30 of 2011, the revisionist challenged the best judgment assessment and the estimation of income. Since the Court had already determined that the transactions were not taxable under the 1948 Act, it found no need to address the validity of the best judgment assessment. Consequently, the Court set aside the Tribunal's order in this regard as well.

Conclusion:
The Court allowed the revisions, setting aside the Tribunal's orders. It held that the purchases made by the Branch Office in U.P. were part of inter-State trade and thus not taxable under the U.P. Trade Tax Act, 1948. The Court also dismissed the need to address the best judgment assessment due to its primary conclusion on the taxability of the transactions.