No Notice could be Served to Transferor Company after Amalgamation

Brief of the Case

In the present case, the Hon’ble High Court held that notice could not be served to transferor company after the Amalgamation have been done. As, it will be contrary to law to serve the notice to a non-existing company.

Facts of the Case

The facts of the case are that the Proceedings under Section 391 of the Companies Act were initiated to amalgamate the said assessee with another company referred to as “transferee”. The order was sanctioned under amalgamation scheme on 22.12.2009; in its terms the appointed date was 01.04.2008. In other words, the amalgamation was w.e.f. 01.04.2008. In terms of the sanctioned scheme, the liabilities of the transferor company, i.e. the original assessee were to be taken over and discharged by the transferee. For the subsequent period, i.e. 2009-10 and 2010-11, comprehensive returns were filed by transferee-company at the relevant time. Accordingly, the fact of amalgamation was communicated to the revenue on 06.05.2010. While so, on 08.09.2010, the revenue issued notice under Section 153C to the assessee which had ceased to exist by then.

Contention of the Revenue

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