Wednesday, January 20, 2010

Share holders may come and share holders may go…but the company goes on for ever!

Veil not lifted!!
Sec. 170 of Income Tax Act provides that where there is a “succession of business”, the predecessor has to be assessed in respect of the income up to the date of succession and the successor has to be assessed thereafter.

In a recent case, it was held that Sec 170 is not attracted even if there is 100% transfer of shares of a company. It was stated that even if it is accepted that by a transfer of shares under sec. 2(47) of ITA, there is a transfer in the right to use the capital assets of the company, still Sec. 170 is not attracted because there is no “transfer of business”. A company is a juristic person and owns the business. The share holders are not the owners of the assets of the company. Therefore, by a transfer of shares, there is no transfer in so far as the company is concerned.

Yet another reiteration of the unique feature of a ‘company’ as a juristic entity in its own right. 

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