Stamp duty demands fail where no consideration exists and the computation machinery under the stamp law cannot operate.

A mere change of company name did not amount to a transfer of entity or create a taxable conveyance under the Bombay Stamp Act, 1958. The Court noted that the declarations were made after conversion from a private limited company to a limited company and that no consideration was paid. Since Articles 20 and 57 compute stamp duty on the basis of consideration, the absence of any consideration meant the computation machinery could not operate. As the charging and computation provisions form an integrated code, the stamp duty and penalty demands could not be sustained and were quashed.

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Issues: Whether the impugned notices demanding stamp duty and penalty on declarations made after change of name of the company were sustainable under the Bombay Stamp Act, 1958.

Analysis: The declarations were made after the company changed its name from a private limited company to a limited company, and the record showed that no consideration was paid. Even assuming the declarations could be treated as conveyances or transfers of lease, Articles 20 and 57 of the Bombay Stamp Act, 1958 compute duty on the basis of consideration. Where no consideration exists, the computation machinery fails. The charging and computation provisions of the stamp law must operate as an integrated code, and if the computation provision cannot apply at all, the transaction cannot be brought within the charging provision.

Conclusion: The notices demanding stamp duty and penalty were unsustainable and were quashed.

Final Conclusion: A mere change of name does not create a transfer of entity, and a stamp duty demand cannot survive where the statutory computation basis is absent.

Ratio Decidendi: When the charging and computation provisions of a fiscal statute form an integrated code, a transaction that cannot be assessed under the computation machinery cannot be taxed under the charging provision.

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