Deemed dividend treatment requires liquidation, shareholder distribution, and accumulated profits; excess asset sale proceeds fell outside the provision.

Excess realised on sale of a company's assets was not assessable as dividend under section 2(6A)(c) of the Income-tax Act, 1922 because the statutory conditions were absent: there was no liquidation in fact, no distribution to shareholders on liquidation, and no material showing accumulated profits immediately before liquidation. The provision applies only where all those elements are satisfied, so the amount fell outside the deemed dividend charge and was treated in favour of the assessee.

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Issues: Whether the excess realised on sale of the assets of the company was assessable as dividend under section 2(6A)(c) of the Income-tax Act, 1922.

Analysis: The provision applies only where there is a liquidation, a distribution to shareholders on such liquidation, and the distribution is attributable to the accumulated profits of the company immediately before liquidation. On the facts found, there was no liquidation in fact, no distribution on liquidation, and no material to show the existence of accumulated profits. The statutory conditions were therefore not satisfied.

Conclusion: The amount was not assessable under section 2(6A)(c) and the question was answered in favour of the assessee.

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