TaxTMI 
TaxTMI 
2023 (7) TMI 617
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.... interest of justice; D. to provide for the cost of this petition." [2] By consent of both the learned advocates, the present petition has taken up for final hearing. [3] Heard the learned advocate Mr.B.S.Soparkar for the petitioner and the learned Standing Counsel Mr.Karan Sanghani for the respondent. [4] Rule. Learned Standing Counsel Mr.Sanghani for the respondent waives service of notice of rule for and on behalf of respondent. [5] Learned advocate for the petitioner has submitted that the Scheme of arrangement in the nature of amalgamation of the erstwhile Roquette India Private Limited (PAN:AADCR6343R) with Roquette Riddhi Siddhi Private Limited was approved vide order dated 21.02.2014 by the High Court of Gujarat and vide order dated 09.05.2014 by the Bombay High Court was approved w.e.f. 01.04.2013. The said fact of amalgamation was intimated to the Respondent-authority vide communication dated 01.07.2014. Thereafter on 19.03.2019, the name of Roquette Riddhi Siddhi Private Limited was changed to Roquette India Private Limited (PAN: AAFCR2758G). 5.1 It is submitted by the learned advocate for the petitioner that the notice dated 25.03.2021 under Section 148 came to....
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....f the company which is not existing. The fact of merger of two companies, were duly intimated to the Revenue immediately after the merger took place. However, the notices have been issued in the name of old company and hence, has prayed for quashing and setting aside the impugned notice dated 25.03.2021 issued by the respondent authority under Section 148 of the Income Tax Act, 1961 for the Assessment Year 2017-18. 5.7 Learned advocate for the petitioner has relied upon the decisions of this Court in the case of Neo Structo Construction (P) Ltd. Vs. Assistant Commissioner of Income-tax reported in (2022) 144 taxmann.com 41 (Gujarat) and in the case of Adani Estate Management Private Limited (Earlier Known as Shantigram estate Management Limited) Vs. Income Tax Officer, Ward 3(1)(1), Ahmedabad passed in Special Civil Application No.4625 of 2022 on 20.06.2023, wherein the similar type of issue has been decided. [6] Per contra, learned advocate for the respondent authority has mainly relied on the contentions and averments made in the Affidavit-in-reply and harped upon that the company had not given any application for cancellation or deactivation of PAN of amalgamated company and t....
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....ny i.e. Roquette India Private Limited (PAN: AADCR6343R). The said error was rectified by BNP Paribas and BNP Paribas has subsequently revised their SFT return. The petitioner has placed on record its Annual Tax Statement filed under the Income Tax Act, 1961 for the Assessment Year 2017- 18, wherein PAN is shown as AAFCR2758G. [9] The issue involved in the present petition is no more res integra in view of the reported decision in the case of Neo Structo Construction (supra). The similar question arose before this Court and the Co-ordinate Bench of this Court has observed in paras 7 & 8 as under:- "7. Learned advocate Mr. Shah relied upon the judgement of Hon'ble Supreme Court in case of Principal Commissioner of Income Tax vs. Maruti Suzuki India Ltd (107 Taxmann. Com. 375) in which the Supreme Court has held as under: "33. In the present case, despite the fact that the assessing officer was informed of the amalgamating company having ceased to exist as a result of the approved scheme of amalgamation, the jurisdictional notice was issued only in its name. The basis on which jurisdiction was invoked was fundamentally at odds with the legal principle that the amalgamating enti....
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....o the facts of the present case, the notice dated 25th March, 2019 issued by the respondent under the provisions of section 148 of the Act for the assessment year 2012-13, being without jurisdiction, is not sustainable." [10] In the case of Adani Wilmar Ltd. (supra), this Court has also referred the decision of the Hon'ble Apex Court in the case of Principal Commissioner of Income Tax Vs. Maruti Suzuki Ltd., wherein the Hon'ble Apex Court has observed in paras 5 & 6 as under:- "5. It is urged before this Court that this group of other such matters in relation to the another company - Kunvarji Fincorp Pvt. Ltd. for other assessment years have been decided in Special Civil Application No.935 of 2022 and allied matters on 06.02.2023 and on the reasoning mutatis mutandis applied to case of the present matter, where the Court has referred order passed in Special Civil Application No.903 of 2022 dated 16.01.2023 and reproduced relevant portion as under:- "10. Noticing thus the submission of both the sides and the materials on record, it is not requiring much of debate that in the instant case, this Court on 05.08.2016 after following the requisite procedure which also includes giv....
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....aid factum having been brought to the notice of the respondent, statutory notice under section 148 came to be issued to Gayatri Integrated Services Private Limited for reopening the assessment on the ground that the respondent has reason to believe that income chargeable to tax for the assessment year 2012-13 has escaped the assessment within the meaning of section 147 of the Act. 9. The controversy in the present petition, is no longer res integra. The Apex Court in the case of Principal Commissioner of Income Tax vs. Maruti Suzuki India Limited (supra), in paragraph 33, has categorically held that if the company has ceased to exist as a result of the approved scheme of amalgamation then in that case, the jurisdictional notice issued in its name would be fundamentally illegal and without jurisdiction. It is also held that upon the amalgamating entity ceasing to exist, it cannot be regarded as a person under subsection (31) of section 2 of the Act; against whom assessment proceedings can be initiated. The Apex Court has further held that participation by the amalgamated company in the proceedings would be of no effect as there is no estoppel against law. 10. Similarly, this c....
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....s filed before the Tribunal. An affidavit before the court was also on behalf of the Director of MRPL and the assessment order had attributed the specific amounts surrendered by MRPL and that too, after considering the special auditor's report, bringing specific amounts to tax in the search assessment order. 14. All these according to the Court indicated that the order adopted a particular method of expressing the liability and it opined that the conduct of the assessee commencing from the date the search took place, and before all forums, reflected that it consistently held itself out as the assessee. It was held that the corporate death of an entity upon amalgamation per-se invalidate the assessment order ordinarily cannot be determined on a bare application of Section 481 of the Companies Act, but, would depend on the terms of the amalgamation and the facts of each case. In light of this, the order of the High Court was not sustained and as the appeal of the revenue against the order of the Commissioner was not heard on merits, the Court had restored the matter on the file of Tribunal. While so holding the Court had taken note of decision of Principal CIT Vs. Maruti Suzuki Lt....
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.... Saraswati Syndicate Further, the judgment in Spice (supra) and other line of decisions, culminating in this court's order, approving those judgments, was also noticed. Yet, the legislative change, by way of introduction of Section 2(1A), defining "amalgamation" was not taken into account. Further, the tax treatment in the various provisions of the Act were not brought to the notice of this court, in the previous decisions. 33. There is no doubt that MRPL amalgamated with MIPL and ceased to exist thereafter; this is an established fact and not in contention. The respondent has relied upon Spice and Maruti Suzuki (supra) to contend that the notice issued in the name of the amalgamating company is void and illegal. The facts of present case, however, can be distinguished from the facts in Spice and Maruti Suzuki on the following bases. 15. It is to be noticed that the Court specifically had held that the MRPL amalgamated with MIPL and ceased to exist thereafter. The contention of the respondent that the notice issued in the name of amalgamating company being void and illegal relying on the Spice and Maruti Suzuki (supra) was not sustained only on the robot facts which had been ....