TaxTMI 
TaxTMI 
2016 (3) TMI 719
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....rst ground raised by the assessee is with regard to the fact that the ld. CIT u/s. 263 of the Act has passed an order in the name of M/s. The Bond Company Ltd, which is not at all in existence on the date of passing the order u/s. 263 of the Act. 2.1 The Ground no.1 raised by the assessee is as below:- "1. a) For that the impugned order of ld. Commissioner of Income tax (CIT) is bad in law in so far as it has been passed in the name of The Bond Company Limited which was no more in existence. b) The order of ld. CIT(A) is otherwise bad in law. 2.2 The brief facts of the issue are that The Bond Company Ltd got merged with M/s. Emerald Company Ltd ( the assessee herein) w.e.f 1-4-2013 vide order of the Hon'ble Calcutta High Cou....
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....01-2015 before the ld.CIT in response to show cause notice issued u/s 263 of the Act, the assessee herein had specifically brought to the notice of the ld. CIT that M/s. The Bond Company Ltd was merged with the assessee herein. Hence, we find that the assessee has duly discharged its onus of intimating the revenue officials about the fact of merger of the said company. In these circumstances, the ld. CIT ought to have taken cognizance of the same and should have issued fresh show cause notice in the name of the assessee herein and proceeded to pass the fresh order in the name of the assessee. Pursuant to the merger, the amalgamating ( M/s. The Bond Company Limited) loses its existence in the eyes of law. We find that the section as relied o....
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....1 of the Companies Act provides for dissolution of the company. The Company Judge in the High Court can order dissolution of a company on the grounds stated therein. The effect of the dissolution is that the company no more survives. The dissolution puts an end to the existence of the company. It is held in AIH Smith (Plant Hire) Ltd. v. D.L. Mainwaring (T/A Inshore), 1986 BCLC 342 (CA) that "once a company is dissolved it becomes a non-existent party and therefore no action can be brought in its name. Thus an insurance company which was subrogated to the rights of another insured company was held not to be entitled to maintain an action in the name of the company after the latter had been dissolved. 11. After the sanction of the s....
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.... body of assessment against the item "name of the assessee" is not fatal to the validity of assessment but is a procedural defect covered by Section 2928 of the Act." (Emphasis Supplied) 20. This Court rejected this argument, holding that "it [becomes] incumbent upon the Income Tax Authorities to substitute the successor in place of the said 'dead person'. Such a defect cannot be treated as procedural defect... once it is found that assessment is framed in the name of non-existing entity it does not remain a procedural irregularity of the nature which could be cured by invoking the provisions of Section 292B of the Act." (Emphasis Supplied) 21. I....
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....s been held: " 6. ...... ....... ...... it is contended that the facts of the present case are similar, if not identical, to the facts in the case of Spice Infotainment Ltd (supra) wherein the Delhi High Court has, after considering the various provisions of the Income Tax Act as well as certain decisions of the Apex Court and other High Courts, clearly held that the framing of assessment against the non-existing entity person goes to the root of the matter which is not a procedural irregularity, but, a jurisdictional defect and as there cannot be any assessment against the dead person. 7. In the present case also, the proceedings had been initiated against a non-existing company/SSS Limited even after the amalgamation of ....