TMI Blog2012 (12) TMI 167X X X X Extracts X X X X X X X X Extracts X X X X ..... fore arises. - ITA 667/2012 - - - Dated:- 30-11-2012 - MR. S. RAVINDRA BHAT MR. R.V. EASWAR JJ. Appellant Through: Mr. Sanjeev Rajpal, sr. standing counsel S. RAVINDRA BHAT, J: (OPEN COURT) The Revenue claims to be aggrieved by order dated 25.5.2012 of the Income Tax Appellate Tribunal (Tribunal, for short) in ITA No.4274/(Del)/2011 relatable to assessment year 2008-09. The question of law concerns the correctness of the Tribunal s opinion that the amount of Rs.1,20,00,000/- received by assessee, towards consideration pursuant to the memorandum of understanding signed by her with the newly inducted shareholder, was capital gain. 2. The assessee as an individual had been the owner of the proprietary concern which used to p ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Fire Stations, Police Stations and commercial and residential projects for PWD, CPWD, DLF, Ansals, Jaypee and JMD, etc., was the proprietor of SD-Engg.Consultants. She formed a Company with one Sh.K.K. Kapila, who was engaged in Project Management Consultancy for various projects in India and abroad. The Company is known as ICT-SD Engineering Consultants Pvt. Ltd. Vide a Memorandum of Understanding dated 30.10.2007, (copy placed at pages 35-36 of the APB), followed by an Agreement dated 4.12.2007 (copy at pages 30 to 34 of the APB), it was agreed that the newly formed Company had taken over the assets and liabilities of the business of S.D. Engg. Consultants as a going concern on the close of business as on 31.10.2007, for a total consider ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... en Park, New Delhi. b) Rs.44,00,000/- (rupees forty four lakhs) by account payee cheque No. 043707 dated 15.12.2007 drawn on Axis Bank, Green Park, New Delhi. c) Rs.54,00,000/-(rupees fifty four lakhs) by 54,000 fully paid up equity shares in the company for which share certificates will be executed and duly handed over as per procedure to the second party within fifteen days of the execution of this Agreement." . 13. As per section 2(42C) of the I.T. Act: "Slump sale" means the transfer of one or more undertakings as a result of the sale for a lump sum consideration without values being assigned to the individual assets and liabilities in such sales. 14. The assessee having carried on business for 11 years, she computed long ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tention of the assessee is eloquently clear from the Disclosure of the Accounting Policies (APB 27), filed before the AO. As per clause 1B thereof:- "The firms ceases its operations w.e.f. 31.10.2007 consequent to the slump sale of the business." 3. The Tribunal, as is evident from the extracted portion of its order, considered the rival merits as well as case law. An examination of the balance sheets of M/s SD Engineering Consultants and the relative agreements dated 30.10.2007 and 4.12.2007 was undertaken. The clauses in the agreement which conferred certain powers and authorities on the assessee such as clause 7 of the agreement dated 4.12.2007 and also the extent of shareholding were carefully analysed by the Tribunal. In addition t ..... X X X X Extracts X X X X X X X X Extracts X X X X
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