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TMI Blog2023 (3) TMI 525X X X X Extracts X X X X X X X X Extracts X X X X ..... t year 2013-14 inter-alia on the ground that the same was issued in the name of a non-existent company. 2. Briefly stated the material facts are as under : 2.1 A notice dated 22nd June 2021 under section 148 of the Act was issued in the name of M/s. Pinkhem Investment Co. Pvt. Ltd. seeking to reopen the assessment for the assessment year 2013-14 on the ground that the Assessing Officer had reasons to believe that the income chargeable to tax for the said assessment year has escaped assessment within the meaning of section 147 of the Act. Subsequently, pursuant to the decision rendered by the Apex Court in the case of Union of India Vs. Ashish Agarwal [2022] 138 taxmann.com 64 (SC), a notice under section 148A(b) of the Act was issued agai ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... tion. 4. The petitioner also states that pursuant to the order dated 31st July 2022 under section 148A(d) of the Act, the petitioner addressed a communication dated 28th September 2022 bringing to the notice of the respondents yet again the factum of amalgamation of M/s. Pinkhem Investment Co. Pvt. Ltd. and further that the said company had ceased to exist with effect from 1st April 2015. 5. In the aforementioned background, it was urged that the entire re-assessment proceedings were unsustainable in law. It was also urged that even the approval granted by the competent authority had been accorded by the Principal Commissioner of Income Tax, Mumbai-08 in the name of M/s. Pinkhem Investment Co. Pvt. Ltd. which had ceased to exist on the da ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ntext in which the term is used may show that it is intended to include such an acquisition. See: Halsbury's Laws of England (4th edition volume 7 para 1539). Two companies may join to form a new company, but there may be absorption or blending of one by the other, both amount to amalgamation. When two companies are merged and are so joined, as to form a third company or one is absorbed into one or blended with another, the amalgamating company loses its entity." In the case of Spice Entertainment Ltd. V/s. CST 2012 (280) ELT 43 (Delhi) a Division Bench of the Delhi High Court held that once the factum of amalgamation of a company had been brought to the notice of the Assessing Officer, despite which the proceedings are continued and ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... lly highlight the factum of amalgamation of M/s. Pinkhem Investment Co. Pvt. Ltd. which led to the passing of the order under section 148A(d) of the Act and subsequent notice under section 148 of the Act, yet, in our opinion, the same would not preclude the petitioner from challenging the validity of the notice under section 148 on the aforementioned ground, keeping in view the ratio of the judgment in the case of Maruti Suzuki India Ltd. (Supra) that participation in the proceedings would not operate as an estoppel against law, based upon the settled legal principle that the amalgamating entity had ceased to exist upon the scheme of amalgamation being approved. 10. For the reasons mentioned above, the petition is allowed. The impugned not ..... X X X X Extracts X X X X X X X X Extracts X X X X
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