“demerger”

Mergers & RestructuringSection 2(19AA)Section 2(19AA)492 judgments

The decision most relied on for demerger is CIT v. Sonata Software Ltd. (21 Taxmann.com 23), cited in 54 judgments on BharatTax.

Leading authorities on demerger

CIT v. Sonata Software Ltd.

21 Taxmann.com 23 · 2012 · High Court

citing judgments

The case clarifies the negative conditions for Section 10A exemption, requiring an industrial undertaking not be formed by splitting up an existing business or using previously used machinery. It also establishes that tax benefits under provisions like Section 80J and 80IA attach to the undertaking itself, allowing successor entities to claim the unexpired benefit period.

CIT v. Micra India (P) Ltd.

231 Taxmann 809 · 2015 · High Court

citing judgments

An assessment order passed against a transferor company that has ceased to exist due to amalgamation or demerger is non est in the eyes of law and void, as this constitutes a jurisdictional error not curable under Section 292B of the Income-tax Act.

Electrocast Sales India Ltd. v. DCIT

170 ITD 507 · 2018 · ITAT

citing judgments

A scheme of amalgamation or demerger approved by the High Court, having considered public interest, cannot be disturbed by the revenue authorities solely on the ground that the assessee is not entitled to certain benefits like those under Section 72A of the Income Tax Act.

8.Ace Multi Axes System Ltd. v. Deputy Commissioner of Income Tax

367 ITR 266 · 2014 · High Court

citing judgments

The eligibility for deductions under sections 80-IB and 80-IA, and related issues like the initial assessment year, demerger, and resulting company status, are significant considerations in the context of company restructuring and tax benefits.

Rustagi Engineering Udyog (P.) Ltd. v. Deputy Commissioner of Income-tax

382 ITR 443 · 2016 · High Court

citing judgments

An amalgamation that has been brought to the notice of the Assessing Officer is void ab initio, meaning it is invalid from the beginning.

Dalmia Power Ltd. v. ACIT

420 ITR 339 · 2020 · Supreme Court

citing judgments

Once a scheme of arrangement or amalgamation has been sanctioned by a competent court and due notice has been issued to the income tax department, the binding nature of the scheme cannot be challenged during its implementation, as it attains statutory force.

EID Parry India's v. CIT

23 Taxmann.com 348 · 2012 · High Court

citing judgments

Unabsorbed depreciation of an amalgamating company cannot be added to the written down value of assets in the hands of the amalgamated company. The Supreme Court has dismissed a special leave petition against a High Court decision on this point, implicitly upholding this proposition.

Premji Khimraj Shah v. ITO

118 ITR 216 · 1979 · Reported

citing judgments

Succession to business requires the successor to take over the whole or substantially the whole of the predecessor's business and continue it. A successor to only a part of the business, resulting from disintegration, is not considered a successor to the original business.

Judgments citing demerger

DCIT - 3(3)(2), Mumbai vs. V. Hotels Ltd.(Formerly Known As Tulip Hospitality Services Ltd), Mumbai

In the result, all the appeals filed by the revenue are dismissed

ITA 5664/MUM/2018[2013-14]Status: DisposedITAT Mumbai20 Jul 2022AY 2013-14

Section 32(1)(ii)

xiii) and (xiv) of section 47 or section 170 or to the amalgamating and amalgamated company' in the case of amalgamating or to the 'demerged and resulting company in the case of demerger, as the case may be, shall not exceed, the amount of depreciation as if the succession, amalgamation ... referred to, in section 170; (4) Transfer of assets by a amalgamating company to the amalgamated company and; (5) Transfer of assets in a demerger by the demerged company to the resulting company. Firstly, it is submitted that it is not a case of succession. The assessee had purchased

DCIT - 3(3)(2), Mumbai vs. V. Hotels Ltd.(Formerly Known As Tulip Hospitality Services Ltd), Mumbai

In the result, all the appeals filed by the revenue are dismissed

ITA 5663/MUM/2018[2013-14]Status: DisposedITAT Mumbai20 Jul 2022AY 2013-14

Section 32(1)(ii)

DCIT - 3(3)(2), Mumbai vs. V. Hotels Ltd.(Formerly Known As Tulip Hospitality Services Ltd), Mumbai

In the result, all the appeals filed by the revenue are dismissed

ITA 5662/MUM/2018[2012-13]Status: DisposedITAT Mumbai20 Jul 2022AY 2012-13

Section 32(1)(ii)

M/S. Atria Convergence Technologies Limited, Bangalore vs. Assistant Commissioner of Income Tax, Special Range- 1, Bangalore

In the result, the appeal by the assessee is partly allowed

ITA 2475/BANG/2019[2011-12]Status: DisposedITAT Bangalore18 Jul 2022AY 2011-12

Bench: Shri N.V. Vasudevan, Vice Preseident & Shri Padmavathy Sassessment Year : 2011-12

For Appellant: Shri Aliasger Rampurwala, CAFor Respondent: Shri T. Roumuan Paite, CIT(DR)(ITAT), Bengaluru

Section 143(2)Section 14ASection 194JSection 40

where a firm carrying on a business or profession is succeeded by another firm, the other firm; (iv) where there has been a demerger, the resulting company.' To attract the above provision, the Assessing Officer, based on available material ought to have verified as to whether there is any remission

M/S. Mobily Infotech India Private Limited, Bangalore vs. Income Tax Officer, Ward-4(1)(3), Bangalore

In the result, the appeal by the assessee is allowed

ITA 313/BANG/2022[2017-18]Status: FixedITAT Bangalore07 Jul 2022AY 2017-18

Bench: Shri George George K. & Ms. Padmavathy Sassessment Year : 2016-17

For Appellant: Shri Padamchand Khincha, CAFor Respondent: Shri Sankarganesh K. Jt.CIT(DR)(ITAT), Bengaluru

Section 143(2)Section 143(3)Section 36(1)(iii)Section 40

order of the Commissioner of Income Tax (Appeals) – 3, Bangalore dated 10.01.2020 for the assessment year 2016-17. 2. The assessee is into the demerged business of leasing buildings and prior to demerger the business of leasing was carried on along with the business of manufacturing high reliability electromagnetic components ... High Court of Karnataka vide order dated 18.9.2015, the Page 2 of 17 manufacturing, design and engineering business of Hical Technologies Private Limited was demerged into Hical Aerospace Private Limited and the leasing business was retained by the assessee. The scheme also approved change of name of Hical Technologies

M/S. Hical Infra Private Limited, Bangalore vs. Deputy Commissioner of Income Tax (OSD), Range- 1, Bangalore

In the result, the appeal by the assessee is allowed

ITA 313/BANG/2020[2016-17]Status: DisposedITAT Bangalore07 Jul 2022AY 2016-17

Bench: Shri George George K. & Ms. Padmavathy Sassessment Year : 2016-17

For Appellant: Shri Padamchand Khincha, CAFor Respondent: Shri Sankarganesh K. Jt.CIT(DR)(ITAT), Bengaluru

Section 143(2)Section 143(3)Section 36(1)(iii)Section 40

Dy CIT Circle- 12(1)(1), Mumbai vs. M/S Archroma India Pvt Ltd., Thane

In the result, appeal filed by the revenue is dismissed

ITA 590/MUM/2020[2016-17]Status: DisposedITAT Mumbai29 Jun 2022AY 2016-17

Bench: Shri S. Rifaur Rahman, Hon'Ble & Shri Sandeep Singh Karhail, Hon'Bledcit – Circle – 12(1)(1) V. M/S. Archroma India Pvt. Ltd., Room No. 128C, 1St Floor 9Th Floor, D Building Aayakar Bhavan, M.K. Road Mbc Park, Ghodbunder Road Mumbai - 400020 Kasawadavali, Thane Mumbai - 400615 Pan: Aaaca8270F (Appellant) (Respondent) Assessee By : Shri Madhur Agrawal Department By : Ms. Shailaja Rai

For Appellant: Shri Madhur AgrawalFor Respondent: Ms. Shailaja Rai

Section 170Section 2(42)Section 2(42)(C)Section 32Section 32(1)(ii)Section 50BSection 5O

section 47 or section 170 or to the amalgamating company and the amalgamated company in the case of amalgamation, or to the demerged company and the resulting company in the case of demerger, as the case may be, shall not exceed in any previous year the deduction calculated ... prescribed rates as if the succession or the amalgamation or the demerger, as the case may be, had not taken place, and such deduction shall be apportioned between the predecessor and the successor, or the amalgamating company and the amalgamated company, or the demerged company and the resulting company

Tata Housing Development Company Ltd., Mumbai vs. DCIT- 8(3)(1), Mumbai

In the result, the appeal filed by the assessee ITA

ITA 3491/MUM/2019[2015-16]Status: DisposedITAT Mumbai28 Jun 2022AY 2015-16

Bench: Shri Pavan Kumar Gadale & Shri Amarjit Singhm/S Tata Housing Vs. Dcit – 8(3)(1) Development Company Room No. 615, Ltd.,E Block, Voltas Aayakar Bhavan, Compound, Tb Kadam Mk Marg, Marg, Chinchpokli, Mumbai – 400020. Mumbai – 400033. "थायी लेखा सं./जीआइआर सं./Pan/Gir No. :Aaact0191Q Appellant .. Respondent Dcit – 8(3)(1) Vs. M/S. Tata Housing Room No. 615, Aayakar Development Company Bhavan, Ltd.,E Block, Voltas Mk Marg, Compound, Tb Kadam Mumbai – 400020. Marg, Chinchpokli, Mumbai – 400033. "थायी लेखा सं./जीआइआर सं./Pan/Gir No. :Aaact0191Q Appellant .. Respondent

For Appellant: Shri.Madhur Agarwal.ARFor Respondent: Shri.Ajay Kumar. CIT DR

Section 115JSection 143(2)Section 143(3)Section 14ASection 36(1)Section 36(1)(iii)

revised return of income considering merger of two wholly owned subsidiaries M/s Gurgaon Infrastructure Pvt Ltd & M/S Landscape Structure Pvt Ltd, and also demerger of M/s Gurgaon undertaking of Ardent Properties Pvt Ltd (Transferor company) into the assessee company being a transferee company as per scheme approved ... submissions and perused the materials available on records. After going the records and the order of the first appellate authority, we note that the demerger became effective from appointed date of 01.04.2005 by the order of Hon'ble High Court of Bombay vide order dated 31.08.2006 exhibited at page

M/S. Nicholas Piramal India Ltd, Mumbai vs. The ACIT Cur 7(1)

In the result, the appeal filed by the revenue is dismissed and the appeal filed by the assessee is partly allowed for statistical purposes

ITA 769/MUM/2008[2004-2005]Status: DisposedITAT Mumbai28 Jun 2022AY 2004-2005

Bench: Shri Pavan Kumar Gadale & Shri S Rifaur Rahmanpiramal Enterprises Ltd Vs. Acit, Circle – 7(1) (Formerly Known As Aayakar Bhavan Piramal Healthcare Ltd) Mumbai – 400020. (Before Known As Nicholas Piramal Ind) Piramal Tower, Ganpatrao Kadam Marg, Lower Parel, Mumbai – 400013. Pan/Gir No. : Aaacn4538P Appellant .. Respondent Dcit, Circle – 7(1) Vs. Piramal Enterprises Ltd Aayakar Bhyavan (Formerly Known As Mumbai – 400 020. Piramal Healthcare Ltd) (Before Known As Nicholas Piramal Ind) Piramal Tower, Ganpatrao Kadam Marg, Lower Parel, Mumbai – 400 013. Pan/Gir No. : Aaacn4538P Assessee By : Mr.Ronak Doshi & Ms.Manshi Padhiyar.Ar Revenue By : Mr.S.N.Kabra.Dr

For Appellant: Mr.Ronak Doshi &For Respondent: Mr.S.N.Kabra.DR

Section 143(3)Section 145Section 32Section 35Section 80

erred in directing to allow set off of losses / depreciation of Tools Division of Rs.2,34,54,04,405/- on account of demerger without appreciating the fact that the entire scheme of demerger of Tools Dvision with the assessee company is not valid and is only the method designed ... benefit the assessee company in order to claim the benefits of brought forward losses u/s.72 A of the Act under the guise of demerger. 9. The appellant prays that the order of CIT(A) on the above grounds be set aside and that of the AO restore the appellant craves

Maharashtra State Electricity Transmisson Co. Ltd., Mumbai vs. Addll .CIT - RG. 10(1), Mumbai

In the result, appeal by the assessee is allowed

ITA 2942/MUM/2015[2010-11]Status: DisposedITAT Mumbai14 Jun 2022AY 2010-11

Bench: Shri Pramod Kumar & Shri Sandeep Singh Karhail

For Appellant: Shri Ketan Ved, C.AFor Respondent: Shri C.T. Mathews, Sr. AR

Section 250

companies to the erstwhile Maharashtra State Electricity Board („MSEB‘) and was formed in the previous year relevant to assessment year 2006–07 on the demerger / unbundling of the said MSEB. On the demerger / unbundling, the assets of MSEB to the extent it pertained and were specifically allocable to the transmission ... submissions and perused the material available on record. The relevant assessment year is the fifth year of existence of the assessee company pursuant to demerger of MSEB. It is not in dispute that pursuant to demerger, assets and liabilities of MSEB to the extent it pertained to and were specifically

ACIT 14(2)(1), Mumbai vs. Maharashtra State Electricity Transmission Company Ltd, Mumbai

In the result, appeal by the assessee is allowed

ITA 2782/MUM/2015[2010-11]Status: DisposedITAT Mumbai14 Jun 2022AY 2010-11

Bench: Shri Pramod Kumar & Shri Sandeep Singh Karhail

For Appellant: Shri Ketan Ved, C.AFor Respondent: Shri C.T. Mathews, Sr. AR

Section 250

M/S. Devanam Constructions Private Limited, Bangalore vs. The Assistant Commissioner of Income Tax, Circle- 2(1)(2), Bangalore

In the result, the appeal filed by the assessee is partly allowed for statistical purposes

ITA 2644/BANG/2019[2014-15]Status: DisposedITAT Bangalore27 May 2022AY 2014-15

Bench: Shri Chandra Poojari, Am & Shri George George K, Jm

For Appellant: Sri.Nitish Ranjan, CAFor Respondent: Sri.Sankar Ganesh K, JCIT-DR

Section 143Section 143(2)Section 143(3)Section 2(22)(e)

accordance with the provisions of section 77A14a of the Companies Act, 1956 (1 of 1956); (v) any distribution of shares pursuant to a demerger by the resulting company to the shareholders of the demerged company (whether or not there is a reduction of capital in the demerged company). Explanation

Deputy Commissioner of Income Tax Central Circle-1(4), Mumbai vs. Samruddhi Cement Limited (Since Amalgamated Into M/S.Ultratech Cement Limited), Mumbai

In the result, both the appeals of the Revenue are dismissed

ITA 5318/MUM/2017[2011-12]Status: DisposedITAT Mumbai05 May 2022AY 2011-12

Section 139(1)Section 143(3)Section 43Section 43B

section, to another Indian company in a scheme of amalgamation or demerger. (a) no deduction shall be admissible under this section to the amalgamating or the demerged company for the previous year in which the amalgamation or the demerger takes place; and (b) the provisions of this section shall ... apply to the amalgamated or the resulting company as they would have applied to the amalgamating or the demerged company if the amalgamation or demerger had not taken place. 95. Section 80IA(2) further provides that the deduction is available at the option of the assessee for any ten consecutive

Deputy Commissioner of Income Tax Central Circle-1(4), Mumbai vs. Samruddhi Cement Limited (Since Amalgamated Into M/S.Ultratech Cement Limited), Mumbai

In the result, both the appeals of the Revenue are dismissed

ITA 4835/MUM/2017[2010-11]Status: DisposedITAT Mumbai05 May 2022AY 2010-11

Section 139(1)Section 143(3)Section 43Section 43B

Red Hat India P.Ltd, Mumbai vs. DCIT 15(3)(1), Mumbai

In the result, both the appeals of the assessee are allowed for statistical purposes

ITA 1456/MUM/2017[2012-13]Status: DisposedITAT Mumbai29 Apr 2022AY 2012-13

Section 143(3)Section 144C(5)

that the said company is functionally dissimilar with that of the assessee. Further, it was also brought to our attention that during the year, demerger of the business of the assessee company has been approved and sanctioned by the Hon’ble Madhya Pradesh High Court vide order dated 26/09/2012 w.e.f

M/S Kemwell Pvt Ltd, Bangalore vs. Deputy Commissioner of Income Tax, Bangalore

In the result, the appeal of the assessee is allowed

ITA 657/BANG/2016[2010-11]Status: DisposedITAT Bangalore30 Mar 2022AY 2010-11

Bench: Shri George George K & Ms. Padmavathy Sassessment Year : 2010-11

For Appellant: Shri Harish V.S, AdvocateFor Respondent: Shri Sankar Ganesh D, JCIT(DR)

Section 143(2)Section 14ASection 2(11)Section 32Section 50

assessee duly claimed depreciation u/s 32 of the Act. Buildings owned by the assessee were part of block of assets. The assessee has demerged its Pharmaceutical business division along with assets and liabilities in favour of M/s.Kemwell Biopharma Pvt Ltd effective 01/04/2009. After the demerger, the assessee did not have ... consideration no depreciation was claimed for all the assets except vehicles, as they have not been put use for the purpose of business post demerger. The Ld AR argued that the remaining value of the assets in the block is not exhausted and hence the assessee adjusted the sale value

Ornate Multi-Modal Carriers Pvt. Ltd., Mumbai vs. DCIT 2(2)(2), Mumbai

In the result, the appeal filed by the assessee is dismissed

ITA 696/MUM/2019[2015-16]Status: DisposedITAT Mumbai24 Feb 2022AY 2015-16

Bench: Shri S Rifaur Rahman & Shri Pavan Kumar Gadaleornate Multi Modal Vs. Dcit – 2(2)(2), Carriers Pvt Ltd, 5Th Floor, 4Th Floor, Orient House, Aayakar Bhavan, Adi Marzban Path, Mumbai – 400 020. Bellard Estate, Mumbai – 400 038. "थायी लेखा सं./जीआइआर सं./Pan/Gir No. : Aaaco0797R Appellant .. Respondent Appellant By : None Respondent By : Mr. R.A. Dhyani. Sr. Dr Date Of Hearing 24.02.2022 Date Of Pronouncement 25.02.2022 आदेश / O R D E R Per Pavan Kumar Gadale Jm: The Assessee Has Filed An Appeal Against The Order Of The Cit(A)-5, Mumbai Passed U/S 143(3) & 250 Of The Act. The Assessee Has Raised The Following Grounds Of Appeal As Under;

For Appellant: NoneFor Respondent: Mr. R.A. Dhyani. Sr. DR

Section 143(1)Section 143(2)Section 143(3)Section 35D

under sub-section (1) is transferred, before the expiry of the period specified in that sub-section, to another company in a scheme of demerger, the provisions of this section shall, as far as may be, apply to the resulting company, as they would have applied to the demerged company ... demerger had not taken place. (4) Where there has been reorganisation of business, whereby a firm is succeeded by a company fulfilling the conditions laid down in clause (xiii) of section 47 or a proprietary concern is succeeded by a company fulfilling the conditions laid down in clause

M/S Futuristic Diagnostic Imaging Centre Private Limited, Bangalore vs. The Income Tax Officer Ward-2(3)(4), Bangalore

In the result the appeal filed by assessee stands dismissed

ITA 259/BANG/2019[2014-15]Status: DisposedITAT Bangalore18 Feb 2022AY 2014-15

For Appellant: Shri G. Venkatesh, AdvocateFor Respondent: Shri Mathivanan .M, CIT DR

Section 234Section 51

under: '21. A part of the land measuring 5.075 acres, out of the total extent of 10.150 acres, were sold even before filing the demerger application before this Court. The aforesaid sale was not brought to the notice of the High Court. The High Court of Madras ... Scheme of Demerger approved EML demerging with M/s. EHPL, transferring the real estate division of EML to EHPL as a going concern. As on 31.03.2010, the assessee company has shown the land in question as stock in trade and the same was later converted as Fixed Asset, by the Board

M/S First American (India) Private Limited, Bangalore vs. Deputy Commissioner of Income Tax Circle-11(3), Bangalore

In the result, appeal of the Revenue is dismissed and that of the assessee is partly allowed

ITA 43/BANG/2018[2010-11]Status: DisposedITAT Bangalore02 Feb 2022AY 2010-11

Bench: Shri N. V. Vasudevan & Shri Chandra Poojari

For Appellant: Smt. Tanmayee Rajkumar, AdvocateFor Respondent: Shri. Sumer Singh Meena, CIT-I(DR)(ITAT), Bengaluru

Section 10A

thus functionally dissimilar. In any event, during FY 2009-10, the company acquired assets in Paxonic Inc. and has been involved in merger / demerger activities and on account of this peculiar economic circumstance too, the company ought to be rejected as a comparable. This Tribunal in DCIT v. Electronics

Deputy Commissioner of Income Tax, Circle-3(1)(1), Bengaluru vs. M/S First American (India) Pvt Ltd, Bengaluru

In the result, appeal of the Revenue is dismissed and that of the assessee is partly allowed

ITA 2586/BANG/2017[2010-11]Status: DisposedITAT Bangalore02 Feb 2022AY 2010-11

Bench: Shri N. V. Vasudevan & Shri Chandra Poojari

For Appellant: Smt. Tanmayee Rajkumar, AdvocateFor Respondent: Shri. Sumer Singh Meena, CIT-I(DR)(ITAT), Bengaluru

Section 10A