JSW Steel Coated Products Limited Vs National Faceless Assessment Centre (Bombay High Court)
In this case before the Bombay High Court, the petitioner challenged the validity of the assessment order dated 23.03.2024 passed under Sections 143(3) read with 144B of the Income-tax Act, 1961, along with the demand notice under Section 156 and penalty notice under Sections 274 read with 270A, on the ground that they were issued in the name of a non-existent entity.
The petitioner company had undergone amalgamation with another company pursuant to an order of the National Company Law Tribunal (NCLT) dated 30.01.2023, effective from 01.04.2022. The petitioner had duly informed the tax authorities about the amalgamation prior to initiation of assessment proceedings and reiterated this position during the proceedings. Despite this, the Assessing Officer initiated and continued assessment proceedings in the name of the amalgamating company, which had ceased to exist. Multiple notices, including those under Sections 143(2), 142(1), and show cause notices, were issued in the name of the non-existent entity, and the final assessment order and consequential notices were also passed in its name.
The petitioner argued that once amalgamation takes effect, the transferor company ceases to exist in law and cannot be treated as a “person” under the Act. It relied on judicial precedents holding that proceedings against a non-existent entity are void. The Revenue contended that the proceedings were valid and relied on certain judicial decisions, arguing that the petitioner had not properly intimated the amalgamation.
