1974 (7) TMI 41 - HC - Income Tax

Legal expenses for directors' defense not tax deductible under Indian Income-tax Act

Swadeshi Cotton Mills Co. Limited Versus Commissioner Of Income-Tax, Uttar Pradesh

Swadeshi Cotton Mills Co. Limited Versus Commissioner Of Income-Tax, Uttar Pradesh - [1975] 100 ITR 59 Issues Involved:1. Whether the expenses incurred by the assessee-company in defending its directors, officers, and employees in criminal proceedings under the Essential Supplies (Temporary Powers) Act can be deducted under section 10(2)(xv) of the Indian Income-tax Act, 1922.Detailed Analysis:Issue 1: Deductibility of Legal Expenses under Section 10(2)(xv)Background and Facts:The assessee, a limited company running a textile mill, incurred expenses in defending its directors, officers, and employees who were prosecuted for stamping higher prices on cloth than those fixed under the Textile Control Order, 1948. The company sought to deduct these expenses under section 10(2)(xv) of the Indian Income-tax Act, 1922, for the assessment years 1952-53, 1953-54, and 1954-55. The Income-tax Officer disallowed the expenses, a decision upheld by both the Appellate Assistant Commissioner and the Income-tax Appellate Tribunal.Legal Framework:Section 10(2)(xv) of the Act allows for the deduction of any expenditure 'wholly and exclusively laid out for the purpose of the business.' The core issue is whether the legal expenses incurred in defending criminal charges against the company's directors and employees meet this criterion.Tribunal's Findings:The Tribunal concluded that the expenses were not incurred wholly and exclusively for business purposes, noting that:1. The accused included not only directors but also relatives of a director.2. The company had no compulsion to shield the accused.3. The charges involved stamping excessive prices on the cloth.Supreme Court Precedents:The judgment references two key Supreme Court cases:1. Commissioner of Income-tax v. H. Hirjee: The Supreme Court held that expenses incurred in defending criminal charges are not deductible if the primary objective includes avoiding punishment.2. Commissioner of Income-tax v. Dhanrajgirji Raja Narasingirji: The Supreme Court clarified that section 10(2)(xv) does not distinguish between civil and criminal litigation expenses. The critical test is whether the expenses were incurred wholly and exclusively for business purposes.High Court's Analysis:The High Court analyzed whether the Tribunal's findings were based on relevant material and whether the expenses were indeed incurred for business purposes. The court noted:1. The presence of accused persons who were relatives of a director suggested extra-commercial considerations.2. The company did not provide evidence that the expenses were aimed at protecting its business reputation or avoiding stock confiscation.Conclusion:The High Court concluded that the Tribunal was correct in disallowing the expenses, as the company failed to demonstrate that the expenditures were incurred solely for business purposes. The court emphasized that the intention and motive behind incurring such expenses must be examined based on the facts and circumstances of each case.Final Judgment:The High Court answered the reference in the negative, ruling in favor of the department and against the assessee. The expenses incurred by the assessee-company in defending its directors, officers, and employees in the criminal proceedings were not deductible under section 10(2)(xv) of the Indian Income-tax Act, 1922. The Commissioner of Income-tax was awarded costs of Rs. 400.Question Answered:The court answered the question in the negative, indicating that the expenses were not deductible.