QUESS CORP LTD vs. DEPUTY COMMISSIONER OF INCOME TAX

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WP/31056/2024HC KarnatakaKAHC01066233202412 December 2024Bench: M.I.ARUN6 pages
AI SummaryAllowed

What did the High Court hold?

The High Court held that the impugned assessment orders, demand notices, penalty orders, and garnishee notices were liable to be set aside. The court noted that the respondents' counsel did not dispute the petitioner's assertion that M/s. E-NXT Financials Limited had become a non-existing entity in 2014. Consequently, the court found that the passing of assessment orders and subsequent actions against a non-existent entity was impermissible. The court's reasoning was based on the fundamental principle that legal proceedings cannot be initiated or continued against an entity that no longer exists. The ratio decidendi is that any action taken by tax authorities against a defunct entity, especially when its non-existence is not disputed, is void ab initio. The court ordered the setting aside of all impugned notices and orders. It also clarified that this setting aside does not preclude the respondents from initiating appropriate proceedings against the petitioner in accordance with law.

What were the facts?

The petitioner, Quess Corp Ltd., is challenging several assessment orders, demand notices, penalty orders, and garnishee notices issued by various income tax authorities. These actions were taken against M/s. E-NXT Financials Limited. The petitioner states that E-NXT Financials Limited merged with Tata Business Support Services Limited (later renamed Conneqt Business Solution Limited) in 2014, and subsequently, Conneqt Business Solution Limited merged with the petitioner company. The petitioner claims these mergers and name changes were intimated to the respondents. However, the impugned orders were passed against E-NXT Financials Limited, which the petitioner asserts is a non-existing entity. The garnishee notices were issued to the petitioner's bankers.

What were the issues?

1. Whether the assessment orders, demand notices, penalty orders, and garnishee notices issued against M/s. E-NXT Financials Limited are valid when the said entity has ceased to exist due to mergers. Assessee's contention: The petitioner argues that since M/s. E-NXT Financials Limited merged in 2014 and is a non-existing entity, any assessment orders, demand notices, penalty orders, and garnishee notices issued against it are without jurisdiction and liable to be quashed. They rely on the fact that the mergers and name changes were intimated to the revenue authorities. Revenue's contention: The judgment records that the learned counsel appearing for the respondents does not dispute the fact that M/s. E-NXT Financials Limited became a non-existing entity in the year 2014. Therefore, no specific arguments were recorded for the revenue regarding the validity of the impugned actions.

Which sections of the Income-tax Act were involved?

Section 226(3)

AI-generated summary — verify with the full judgment below

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NC: 2024:KHC:51402 WP No. 31056 of 2024

IN THE HIGH COURT OF KARNATAKA AT BENGALURU DATED THIS THE 12TH DAY OF DECEMBER, 2024 BEFORE THE HON'BLE MR JUSTICE M.I.ARUN WRIT PETITION NO.31056 OF 2024 (T-IT)

BETWEEN:

1.

QUESS CORP LTD. (FOR THE MERGED ENTITY CONNEQT BUSINESS SOLUTION LTD. WITH WHOM E-NXT FINANCIALS LTD. MERGED) A COMPANY INCORPORATED UNDER THE COMPANIES ACT, 1956 3/3/2 QUESS HOUSE, SARJAPUR AMBALIPURA ROAD, BELLANDUR GATE, BANGALORE-560 102 REPRESENTED HEREIN BY ITS DIRECTOR MR. GURUPRASAD.

…PETITIONER

(BY SRI T.SURYANARAYANA, SENIOR COUNSEL FOR SMT. TANMAYEE RAJKUMAR, ADVOCATE)

AND:

1.

DEPUTY COMMISSIONER OF INCOME TAX CENTRAL CIRCLE 2(1), CENTRAL REVENUE BUILDING QUEENS ROAD, BANGALORE-560 001.

2.

ASSISTANT/JOINT COMMISSIONER OF INCOME TAX CIRCLE 8, PRATYAKSHAKAR BHAVAN, DR. AMBEDKAR MARG, NR. AKURDI RAILWAY STATION, PUNE, MAHARASHTRA-411 044.

Digitally signed by H K HEMA Location: High Court of Karnataka

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NC: 2024:KHC:51402 WP No. 31056 of 2024

3.

ADDITIONAL/JOINT/DEPUTY/ ASSISTANT COMMISSIONER OF INCOME TAX/ INCOME-TAX OFFICER, NATIONAL FACELESS ASSESSMENT CENTRE ROOM NO.401, 2ND FLOOR, E-RAMP, JAWAHARLAL NEHRU STADIUM, DELHI-110 003.

4.

PRINCIPAL COMMISSIONER OF INCOME-TAX (CENTRAL) BMTC BUILDING, 6TH BLOCK, 80 FEET ROAD, KORAMANGALA, BANGALORE-560 095.

…RESPONDENTS

(BY SRI M. DILIP, ADVOCATE)

THIS PETITION IS FILED UNDER ARTICLE 226 OF THE CONSTITUTION OF INDIA, PRAYING TO QUASH THE COMMUNICATION DATED 25.10.2024 BEARING NO. ITBA/COM/F/17/2024-25/1069957440(1) (ANNEXURES N1) ISSUED BY THE RESPONDENT NO.1 TO THE BANKS UNDER SECTION 226(3) OF THE ACT AND QUASH THE COMMUNICATION DATED 25.10.2024 BEARING NO.ITBA/COM/F/17/2024-25/1069957177 (1) (ANNEXURES N2) ISSUED BY THE RESPONDENT NO.1 TO THE BANKS UNDER SECTION 226(3) OF THE ACT, ETC.

THIS PETITION COMING ON FOR ORDERS, THROUGH PHYSICAL HEARING/VIDEO CONFERENCING, THIS DAY, ORDER WAS MADE THEREIN AS UNDER:

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NC: 2024:KHC:51402 WP No. 31056 of 2024

CORAM: HON'BLE MR JUSTICE M.I.ARUN

ORAL ORDER

1.

A company in the name and style of E-NXT Financials Limited got merged with a company in the name and style of M/s. Tata Business Support Services Limited with effect from 01.04.2014 vide an order passed by Bombay High Court in Company Scheme Petition No.203/2015 whose name was subsequently changed into M/s. Conneqt Business Solution Limited which in turn got merged with the petitioner company. It is further submitted that the aforementioned facts of mergers and change of names has been intimated to the respondents. However, the impugned assessment orders for the years 2015-16 (vide Annexure-P to the writ petition), 2016-17 (vide Annexure- Q to the writ petition), 2018-19 (vide Annexure-T to the writ petition) and 2019-20 (vide Annexure-V to the writ petition) have been passed against M/s. E-NXT Financials Limited, which is a non-existing unit and the same have been followed by the demand notices and penalty orders

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NC: 2024:KHC:51402 WP No. 31056 of 2024

and also garnishee notices issued to several bankers in which petitioner company has the accounts. Hence, the present writ petition is filed with a prayer to set aside the same. 2. Learned counsel appearing for the respondents does not dispute the fact that M/s. E-NXT Financials Limited became a non-existing entity in the year 2014 itself. Under the said circumstances, the question of passing the impugned assessment orders and the subsequent passing of demand notices, penalty orders and issuance of garnishee notices does not arise and the same are liable to be set aside. 3. Hence, the following: ORDER

(i) The impugned notices dated 25.10.2024 (Annexures-N1 to N8) issued by respondent no.1, the assessment orders dated 30.05.2023 and 31.03.2022 (Annexures-P and Q) passed by respondent no.2, the demand notices dated 30.05.2023 and 31.03.2022 (Annexures-P1 and Q1) issued by respondent no.2, the orders dated

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NC: 2024:KHC:51402 WP No. 31056 of 2024

19.09.2022, 14.09.2022, 16.09.2022 and 02.09.2022 (Annexures-R1, R2, R3 and R4) passed by respondent no.2, the demand notices dated 19.09.2022, 14.09.2022, 16.09.2022 and 02.09.2022 (Annexures-S1 to S4) issued by respondent no.2, the assessment orders both dated 26.02.2024 passed by respondent no.3 (Annexures-T and V respectively), the demand notices both dated 26.02.2024 issued by respondent no.3 (Annexures-W and X), the order dated 28.06.2024 passed by respondent no.3 (Annexure-Y), the demand notice dated 28.06.2024 issued by respondent no.3 (Annexure-Y1), the order dated 29.06.2024 passed by respondent no.3 (Annexure-Z), the demand notice dated 29.06.2024 issued by respondent no.3 (Annexure-Z1), the order dated 29.06.2024 passed by respondent no.3 (Annexure-AA), the demand notice dated 29.06.2024 passed by respondent no.3 (Annexure-AA1), the order dated 02.07.2024 passed by respondent no.3 (Annexure-AB), the demand notice dated 02.07.2024 passed by respondent no.3 (Annexure-AB1), the order dated 28.06.2024 passed by respondent no.3 (Annexure-AC), the demand notice dated

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NC: 2024:KHC:51402 WP No. 31056 of 2024

28.06.2024 (Annexure-AC1) issued by respondent no.3, the order dated 29.06.2024 passed by respondent no.3 (Annexure-AD), the demand notice dated 29.06.2024 (Annexure- AD1) issued by respondent no.3, the order dated 29.06.2024 passed by respondent no.3 (Annexure-AE), the demand notice dated 29.06.2024 issued by respondent no.3 (Annexure-AE1), the order dated 29.06.2024 passed by respondent no.3 (Annexure-AF) and the demand notice dated 29.06.2024 issued by respondent no.3 (Annexure-AF1) are set aside; (ii) However, it is hereby clarified that setting aside of the aforementioned orders does not come in the way of the respondents initiating appropriate proceedings against the petitioner in accordance with law; (iii) The writ petition stands disposed of accordingly. Pending I.As., if any, stand disposed of.

Sd/- (M.I.ARUN) JUDGE

hkh.

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