TaxTMI 
TaxTMI 
2025 (10) TMI 1245
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.... tenders from the willing developers for the redevelopment of the said scheme and the tender submitted by the applicant was accepted being the highest. SMC had recovered security deposit and issued work order on Dt. 21.8.2017 3. Under the terms of bid, the applicant is required to construct 416 Flats having 32.13 Sq. Mts. Carpet / Built Up area for original occupants of the Scheme, 6 Shops for the Shop Owners in the Scheme and additional 486 Affordable Houses having Carpet Area / Built Up area of 30.00 Sq. Mts. each and hand over the same to SMC for being allotted to lower income group aspirants. Under the said plans, against the applicant performing its part of construction, the public housing component, land admeasuring 10667.52 Sq. Mts. (hereinafter referred to as "Free Sale Land") is leased out to the applicant with rights to develop commercially. By indenture of Lease (hereinafter called Principal Lease) Dt. 18.4.2024, registered in the office of Sub Registrar, Surat - 5, Althan, SMC has granted lease rights over the said Free Sale Land in favour of the applicant for a period of 99 years commencing on the date mentioned therein on the terms and conditions recorded therein. ....
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....to stay afloat or to avoid bankruptcy. If a business is not a going concern, it means it's gone bankrupt and its assets were liquidated. (iii) As per Section 50B of the Income Tax Act, 1961, Slump Sale refers to the transfer of a whole or part of a business as a Going Concern, where all Assets and Liabilities are transferred for a Lumpsum consideration without individual valuation. Under GST law, as discussed hereinabove, the concept of a "Slump Sale" is not explicitly defined and hence the general meaning prevailing in the trade parlance have to be adopted which have been discussed hereinabove. (iv) The transaction will be considered as "Slump Sale" if they meet the following criteria :- (a) Such transfer of a "Business Unit" should be on a going concern basis; (b) The Business can be capable of running Independently; (c) All Assets and Liabilities related to that unit should be transferred; (d) Values should not be assigned individually to "Asset". (v) Going Concern is an "Accounting Term" for a company that has the resources needed to continue operating indefinitely until it provides evidence to the contrary. This term also refers to ....
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....egard to a slump sale under GST as under :- (a) Airports Authority of India reported in 2023 (76) GSTL 391 (AAR - GST - Raj.) (b) Pico2femto Semiconductor Services Pvt. Ltd. reported in 2023 (73) GSTL 281 (AAR - GST - Kar.) (c) Rajshri Foods Private Limited - KAR ADRG 06 / 2018 dtd. 23.04.2018 7. Personal hearing was granted on 08.04.2025 wherein Shri Hardik P Shah, CA appeared on behalf of the applicant and reiterated the facts & grounds as stated in the application. He stated that they have already completed construction of 416 flats. He also submitted that they would provide a copy of their having completed the aforesaid work to the registry. A subsequent hearing was held on 29.07.2025, wherein the applicant sought adjournment. However, the Revenue represented by Shri P.I. Modi, STO-4, U-30, Mehsana submitted a letter dtd. 03.04.2025, wherein it has been submitted that as the Draft copy of the deed has only been submitted by the applicant and the agreement copy has not been provided, this should be treated as 'proposed activity' instead on an 'ongoing activity'. Further, the AAR in the case of M/s Innovative Textiles Ltd., has held that 'there must ....
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....% completion of RCC Frame Structure work for PHC component and AHC component. Further, as per the terms of the agreement, the applicant is mandated to provide transit accommodation at its own cost to the existing/authorised and recognised inhabitants, till completion and handing over of new units. The expenditure on all internal developments works for civic and social infrastructure like internal roads, footpaths, complete water supply including overhead or surface water reservoir/distribution lines, Electricity distribution lines, gas distribution network, transformers etc, internal sewerage, drainage etc will be borne by the applicant. Operation and maintenance for redeveloped and affordable housing will be by the applicant for first 7 years from the date of obtaining BU permission. The defect liability period for the structural stability will be for 10 years. The funding for the redevelopment project shall be managed by the applicant from its own resources or through loans or financial assistance at its cost and risk. The applicant shall have to comply with the time schedule, failing which he shall be penalised. The applicant shall obtain 'Contractors all risk policy' and 'Workm....
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....61. The Income Tax Act defines 'Slump Sale' as under:- "Transfer of one or more undertakings, by any means, for a lump sum consideration without values being assigned to the individual assets and liabilities in such sales." Since, there is no concept or definition of slump sale provided in the GST Act, we refrain from answering the question as to whether the sale in question would be classified as 'slump sale'. However, we feel that the transaction in question would fall under transfer of a business, which has tax implications in GST. We find that in GST 'Services by way of transfer of a going concern, as a whole or an independent part, thereof' fall under 'Services', as per SI No. 2 of the table to the Notification No. 12/2017-Central Tax (Rate) dated 28th June 2017, which is reproduced below: - Notification No. 12/2017-Central Tax (Rate), dated 28-6-2017 In exercise of the powers conferred by sub-section (1) of section 11 of the Central Goods and Services Tax Act, 2017 (12 of 2017), the Central Government, on being satisfied that it is necessary in the public interest so to do, on the recommendations of the Council, hereby exempts the intra-State supply of....
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....orising any one Director to start working on to redevelop the public housing scheme of 'Anjana Tenements'. We also find that this part of the vertical is capable of separate operation as a stand-alone project of the applicant. From the facts disclosed by the applicant, we have also not come across any immediate consecutive transfers, as this is the first transfer of the project by the applicant to M/s. Samprati Buildcon Pvt. Ltd. We find that Notification No. 12/2017-Central Tax (Rate) dated 28th June 2017, exempts transfer of a going concern, as a whole or an independent part thereof. Therefore, the transfer of Specific Unit of Construction Site at Surat, along with all assets and liabilities pertaining to the project, would also be exempt in terms of Notification No. 12/2017-Central Tax (Rate) dated 28th June 2017, which answers the third question of the applicant. 15. Moving on to the second question of the applicant, wherein they have sought a ruling on the classification of the supply made as "Going Concern" by way of "Slump Sale", we find that the classification of transfer of business as a whole with all assets and liabilities of a going concern basis has been dealt with ....