2021 (8) TMI 1101 - AT - Income Tax

Disallowance u/s 40A (2)(b) - higher salary to the Directors or the Managers or other Officers or employees - HELD THAT - The assessee company has paid the Directors remuneration during the previous year as well as the subsequent years, the Assessing Officer has observed that they are the Managers to Directors and control the company. AO has not disputed that the Board meeting has approved the increase of remuneration payable to the Directors in accordance with the provisions of the Companies Act, 1956 during the previous year 2011-12 2012-13. When a Company pays higher salary to the Directors of the Managers or other Officers or employees it is for the commercial expediency of internal affairs of the company, it is not for the Revenue Authorities to decide that particular salary should not have been paid to the Directors. It is the business decision and, therefore, the disallowance u/s 40A(2)(d) is wrongly invoked - Decided in favour of assessee.

Summary

Issues:
1. Disallowance under Sec 40A(2)(b)
2. Excessive Salary Paid to Directors
3. Natural Justice and Equity in Orders

Analysis:

Issue 1: Disallowance under Sec 40A(2)(b)
The appeal was filed against the order passed by CIT(A)-7, Delhi for the assessment year 2013-14. The assessee contested the disallowance of ?16,20,000 under Sec 40A(2)(b). The appellant argued that the authorities erred in law by not considering the explanations provided and rejecting them summarily. The disallowance was based on the estimation of excessive salary paid to the directors, which the appellant deemed as excessive, wrong, and baseless. The appellant sought deletion of the disallowance, emphasizing that the authorities did not provide cogent reasons for the disallowance. The Tribunal agreed with the appellant, noting that the disallowance was wrongly invoked by the Assessing Officer and confirmed by CIT(A) without proper justification. The Tribunal held that the decision to pay higher salary to directors is a business decision, not within the purview of Revenue Authorities, and thus allowed the appeal of the assessee.

Issue 2: Excessive Salary Paid to Directors
The Assessing Officer disallowed ?16,20,000 as excessive salary paid to the directors, which was 15% of the gross salary paid. The appellant argued that this estimation was unfounded and based on surmises and conjectures. The Tribunal observed that the Directors were paid remuneration in line with their roles and responsibilities, approved by the Board meeting as per the Companies Act, 1956. The Tribunal emphasized that the decision to pay higher salary for commercial expediency is a business prerogative, not subject to disallowance under Sec 40A(2)(d). The Tribunal found the disallowance to be unjustified and allowed the appeal, overturning the decision of the CIT(A).

Issue 3: Natural Justice and Equity in Orders
The Tribunal found the orders of the authorities to be erroneous, illegal, and against the principles of natural justice and equity. The Tribunal highlighted that the disallowance was made without proper reasoning or justification, ignoring the principle of consistency in previous assessment years. The Tribunal emphasized that decisions regarding salary payments to directors are business-related and not within the domain of Revenue Authorities. Therefore, the Tribunal allowed the appeal of the assessee, deeming the disallowance as wrongly invoked and confirmed by the authorities.

In conclusion, the Tribunal allowed the appeal of the assessee, deleting the disallowance under Sec 40A(2)(b) and overturning the estimation of excessive salary paid to directors. The Tribunal emphasized the business prerogative in determining salary payments and criticized the authorities for not providing cogent reasons for the disallowance.