Income Tax Appellate Tribunal - Mumbai
Tata Consultance Services Ltd, Mumbai vs Dcit Ltu-1, Mumbai on 29 April, 2024
P a g e |1 M.A. Nos. 54 & 55/Mum/2024 Tata Consultancy Services Limited Vs. DCIT, LTU-1 IN THE INCOME TAX APPELLATE TRIBUNAL "H" BENCH, MUMBAI BEFORE SHRI AMARJIT SINGH, ACCOUNTANT MEMBER & SHRI RAHUL CHAUDHARY, JUDICIAL MEMBER, M.As.No.54 & 55/Mum/2024 (A.Y. 2015-16) Tata Consultancy Services Vs. DCIT, LTU-1 Limited, 9 t h Floor, Nirmal 29 t h Floor, Centre One, Building, Nariman Point, World Trade Centre, Mumbai - 400021 Cuffe Road, Mumbai - 400005 स्थायी ले खा सं ./जीआइआर सं ./ PAN/GIR No:AAACR 4849R Appellant .. Respondent Appellant by : Porus Kaka a/w Manish Kanth Respondent by : Anil Sant Date of Hearing 26.04.2024 Date of Pronouncement 29.04.2024 आदे श / O R D E R Per Amarjit Singh (AM):
Both these miscellaneous application filed by the assessee are directed against the order of the ITAT passed on 07.11.2023 vide ITA No. 2413/Mum/2021 & ITA No.2477/Mum/2021. In the miscellaneous application the assessee submitted that it has raised 13 grounds of appeal, however, the ground of appeal relating to Transfer Pricing issue from serial no. 8 to 11.5 were not adjudicated. The assessee also submitted that para 4 of the Miscellaneous Application that grounds of appeal raised by the Department from ground no. 9 to 12.5 of the appeal filed by the Revenue are also not adjudicated. The relevant extract of the miscellaneous application filed by the assessee is reproduced as under:
P a g e |2 M.A. Nos. 54 & 55/Mum/2024 Tata Consultancy Services Limited Vs. DCIT, LTU-1 "3. NON ADJUDICATION ON TRANSFER PRICING GROUNDS raised by Applicant Ground No 8 To 11.5- The applicant filed the captioned appeal (appeal no. 2413/Mum/2021) on 22nd December 2021 against the order of Commissioner of Income Tax (Appeals) -58 raising total 13 grounds inter alia including the below-mentioned grounds of appeal on issues related to transfer pricing.
Transfer pricing adjustments/additions/variations. 8.1 The ld. CIT (A) erred in law, on facts and in circumstances of the case in not deleting the transfer pricing adjustments/additions/variations made by the ld. DCIT. as being bad in law, illegal and unsustainable on the basis of the following grounds, taken singly or cumulatively: 8.1.1 (a) The ld. DCIT has failed to comply with the mandatory conditions stipulated in section 92C(3) of the Act and has failed to record his satisfaction before making the reference to the Transfer Pricing Officer ('TΡΟ").
b) The ld. TPO failed to prove that any of the conditions laid down in section 92C(3) of the Act had been satisfied which made out a case for tax evasion.
8.1.2 The ld. DCIT/TPO failed to arrive at a finding that the intention of the Appellant was to evade tax and shift profits outside of India which is a condition precedent for making the Transfer Pricing Adjustment 8.1.3 On facts and circumstances of the case and in law, the ld. CIT (A) erred in not holding the proceedings initiated by the ld. TPO as void ab initio since the ld. DCIT erred in making the reference to the ld. TPO without proper application of mind to the facts on records, without recording reasons for any necessity or expediency and without a legal and valid approval of the Id. CIT and hence the same being not in accordance with the provisions of Section 92CA(1) of the Act. 8.1.4 The transfer pricing adjustments are contrary to the principles laid down by the Hon'ble Mumbai Tribunal in the Appellant's own case for the A.Y. 2005-06 (DCIT vs. Tata Consultancy Services Limited) and therefore are required to be quashed and deleted. 8.1.5 The id. CIT(A) erred in law and on facts in not adjudicating the ground on rejection of the Transfer Pricing Documentation Report maintained by the appellant in good faith and with due diligence.
9. Provision of software & consultancy services 9.1 Re-characterization of international transaction The ld. CIT(A) erred in law and on facts of the case in not accepting the Appellant as the tested party even though the international transaction during the year under reference was provision of services by the Appellant to its AEs.
9.2 Disregarding the legally binding agreements between the Appellant and its AES The ld. CIT(A) erred in law and on facts, in disregarding the contractual terms of the legally binding agreement/s between the Appellant and the AE(s).
P a g e |3 M.A. Nos. 54 & 55/Mum/2024 Tata Consultancy Services Limited Vs. DCIT, LTU-1 9.3 Rejection of the functional and economic analysis carried out by the Appellant The ld. CIT(A) erred in law and on facts, in rejecting the functional and economic analysis carried out by the Appellant and in considering the AEs as the least complex entity.
9.4 Disregarding the benchmarking analysis The ld. CIT (A) erred in law and on facts, in disregarding benchmarking analysis undertaken by the Appellant in Transfer Pricing Documentation report.
9.5 Selection of the comparable companies Without prejudice to the above, even if the AEs are to be treated as the tested party and gross profit / sales is selected as the appropriate PLI, the Id. CIT(A) erred in rejecting functionally similar companies.
10. Granting of loans to AEs 10.1 The Ld. CIT (A) erred in law and facts of the case in disregarding the fact that the loans given by the Appellant are in substance "quasi- equity" in nature and are as a part of shareholder's activity on which returns are not expected in the form of interest. 10.2 The ld. CIT(A) erred in law and on facts in holding that the interest charged on loans outstanding/provided during the year by the Appellant to its AEs is not at arm's length.
11. Provision of guarantees to AEs 11.1 The ld. CIT(A) erred in law and on facts, in holding that the provision of various guarantees by the Appellant to third parties on behalf of its AEs were international transactions.
11.2 The ld. CIT(A) erred in law and on facts, in not appreciating the fact that provision of guarantee is a shareholder activity and no income is expected to be generated from the same.
11.3 Without prejudice to the above, the ld. CIT(A) has erred in law and on facts in disregarding the Appellant's contention that the guarantee fee should be charged based on the effective rate of insurance premium paid by the Appellant as a percentage of group revenue. 11.4 Without prejudice to the above, the ld. CIT(A) erred in law and on facts in not considering guarantee fees to be charged on actual rent, for which the lease guarantee was provided.
11.5 Without prejudice to the above, the Id. CIT(A) erred in law and on facts in not following the earlier years Hon. ITAT order, where guarantee fees of 0.5% was allowed.
4. NON ADJUDICATION ON TRANSFER PRICING GROUNDS raised by Department from Ground No 9 To 12.5- The Department has filed the captioned appeal (appeal no. 2477/Mum/2021) on 28th December 2021 against the order of Commissioner of Income Tax (Appeals) 58 raising total 14 grounds inter alia including the following grounds of appeal on transfer pricing
9. On the issue of provision of software, Technical and Consultancy Services:
P a g e |4 M.A. Nos. 54 & 55/Mum/2024 Tata Consultancy Services Limited Vs. DCIT, LTU-1 9.1 Whether on the facts and circumstances of the case and in law, the CIT(A) is correct in directing the AO/TPO to restrict the adjustment made on account of Provision of Software & Consultancy Services to only Rs.
1,50,39,585/-as against total adjustment of Rs. 374,89,77,879/- made by the TPO?
9.2 Whether on the facts and circumstances of the case and in law, the Ld CIT(A) while holding the treatment of AEs as tested party as adopted by the TPO as correct on the rationale of AEs being the simpler party as compared to the complex nature of functions performed by the assesse, is right in holding that for the purposes of TNMM, GP/Sales is the appropriate PLI as against OP/VAE adopted by TPO, without considering the fact that the benchmarking exercise was as to see whether the AEs abroad retained more revenue for their functions compared to the foreign comparables and so, the appropriate PLI should be on cost base and cannot be on revenue base, as revenue retained is tested whether it is tainted and thus the direction of Ld. CIT(A) violates the basic principles of adopting PLJ, that too when Ld. CIT(A) upheld the adoption of AEs as tested party?
9.3 Whether on the facts and circumstances of the case and in law, the Ld. CIT(A), while upholding the treatment of AEs as tested party as adopted by the TPO on the rationale of AEs being the simpler party compared to the complex nature of functions performed by the assessee, is right in holding that for the purposes of TNMM, GP/Sales is the appropriate PLI as against OP/VAE adopted by TPO, without appreciating the business model of the assessee whereby the assessee's software development products and services are simply marketed by the AEs abroad with little value addition, and hence the net profit margin realised (PLI) by the tested party (AEs) has to be computed with the relevant base of VAE (Value Adding Expenses) only and not with the base of Sales by AEs to its customers, as AEs' cost for software and services has been billed by AEs to its customers back-to-back and passed onto the assessee and therefore such pass- through cost for the AEs cannot be taken in the base and only the VAE in the hands of the AEs can be taken as the base in view of the relevant base to be adopted as mandated under Rule 108(1)(e)(i)?
9.4 Whether on the facts and circumstances of the case and in law, the Ld.CIT(A) is right in holding that GP/Sales is the appropriate PLI and not OP/VAE, ignoring the fact that the AEs did not perform any function or own any asset or bear any risk pertaining to the software development services received from the assessee, for which the subcontract payment has been made to the assessee by AEs by obtaining the same from their customers back to back and therefore, the same should be excluded as pass-through cost from the PLI computation and only VAE incurred by the AEs to be taken as the base?
9.5 Whether on the facts and circumstances of the case and in law, the Ld. CIT(A) is right in not appreciating the facts that only the costs which are incurred by the AEs for the functions performed by them should be considered and the costs incurred by the AEs on payment of transfer price to the assessee should not be taken into consideration because such cost, being in the nature of pass-through cost, does not represent P a g e |5 M.A. Nos. 54 & 55/Mum/2024 Tata Consultancy Services Limited Vs. DCIT, LTU-1 the functions performed by AEs, rather that represents the functions performed by the assessee and therefore it will not be correct or appropriate for the AEs to expect any remuneration for the work done by the assessee, which forms over 90% of the value of the contracts? 9.6 Whether on the facts and circumstances of the case and in law, the Ld.CIT(A) is correct in ignoring the decision of Delhi ITAT in case of DCIT v Cheil Communications India Put Ltd (ITA No 712/Del/2010)which observed that while doing the transfer pricing analysis, the margin earned by the tested party on the functions performed is required to be considered and not the margin earned on the cost of services, thereby recognizing the concept of "pass-through cost", suggesting that while computing the Net Cost plus Margin or Cost Plus margin, "pass-through cost" should not be considered in the denominator or cost base? 9.7 Whether on the facts and circumstances of the case and in law, the Ld.CIT(A) is correct in ignoring the para 2.92 and 2.93 of OECD guidelines (Review of Comparability and Profit methods Revision of Chapters I to III of TP Guidelines of OECD dated 22 July 2010) which make it clear that the costs which do not provide any value addition should be excluded from the operational margin computation? 9.8 Whether on the facts and circumstances of the case and in law, the Ld.CIT(A) is correct in ignoring the facts that as regards the AEs, the payment which is passed onto the assessee is not an operational cost for them and it is a cost which is remitted in pre decided manner upon the determined revenue share and the same simply passes through the bank account of the AEs and the AEs do not have the wherewithal to do the work that is actually relevant to that cost and therefore, the same is a non- operational item for the margin computation purposes in the hands of the AEs?
9.9 Whether on the facts and circumstances of the case and in law, the decision of CIT(A) that 'when PLI of OP/VAE was adopted by the TPO for AEs, the same PLI of OP/VAE was not adopted for comparables and hence the comparability fails, is right in not setting aside the issue back to the TPO with a direction to adopt the same PLI of OP/VAE for comparables also?
10. On the issue of Financial Guarantee:
10.1 Whether on the facts and circumstances of the case and in law, the Ld.CIT(A) is correct in directing the AO/TPO to restrict the adjustment made on account of Financial Guarantee Commission to Rs. 2,23,39,3601- as against Rs. 4,39,05,509/- charged by TPO? 10.2 Whether on the facts and circumstances of the case and in law, the Ld. CIT (A) is right in reducing the rate of Financial guarantee fee from 1.50% to 0.77% ignoring the Appropriate CUP as applied by the TPO? 10.3 Whether on the facts and circumstances of the case and in law, the Ld CIT(A) is correct in holding that the fee for the financial guarantee issued by the assessee for the loans availed by the AE from banks should be charged at 0.77%, without appreciating the fact that the transfer pricing study differs from case to case and that all the factors in Rule 10B have to be considered for every case and every year independently and that a rate decided for different set of facts and for P a g e |6 M.A. Nos. 54 & 55/Mum/2024 Tata Consultancy Services Limited Vs. DCIT, LTU-1 different year cannot be adopted as such to the instant assessee, which would be violative and perverse to the specific provisions in Rule 10B? 10.4 Whether on the facts and circumstances of the case and in Jaw, the Ld. CIT(A) is correct in arriving at the ad-hoc rate of 0.77%, without adopting any of the methods prescribed in Section 92C which is violation of law?
10.5 Whether on the facts and circumstances of the case and in law, the Ld.CIT(A) is correct in failing to recognize that the assessee has given corporate guarantee to its AEs, thereby exposing itself to a lending business' risk as well as the 'single customer risk by not charging fee for such guarantee at arm's length which the assessee would have done, had it stood guarantee to any third party in uncontrolled conditions as in section 92F(u)?
10.6 Whether on the facts and circumstances of the case and in law, the Ld.CIT(A) is correct in failing to see that AE had no credit-worthiness and financial capacity to service its own loan and in such a situation assessee standing guarantee for the loan, it had to be remunerated at arm's length as per section 92F(ii)?
10.7 Whether on the facts and circumstances of the case and in law, the Ld.CIT(A) is correct in ignoring the decision in the case of Tecnimont ICB Pvt. Ltd vs DCIT TS-251-ITAT- 2013(Mum) TP, wherein the Hon'ble ITAT upheld the addition made by the TPO for higher guarantee commission at 3% on the ground that the taxpayer has not submitted any contradictory evidence to suggest that the rate applied by the TPO was not appropriate?
10.8 Whether on the facts and circumstances of the case and in law, the Hon'ble ITAT is correct in ignoring the decision in the case of Technocraft Industries (Ind) Ltd Vs Addl. CIT TS-3- ПАТ-2014 (Mum)-TP, wherein the Hon'ble ITAT upheld the higher corporate guarantee fee rate of 2.08% being the average of rates charged by various banks?
12. On the issue of Performance / Lease Guarantee:
11.1 Whether on the facts and circumstances of the case and in law, the Ld.CIT(A) is correct in deleting the adjustment on account of Performance Guarantee and Lease Guarantee charged by TΡΟ? 11.2 Whether on the facts and circumstances of the case and in law, the Ld.CIT(A) is right in giving direction to charge lease/performance guarantee commission @ 0.88% on lease/performance guarantee in place of 1.5% charged by TPO?
11.3 Whether on the facts and circumstances of the case and in law, the Ld. CIT(A) is right in holding that the performance guarantee fee payable by the AEs to the assessee is to be computed by excluding approximately the 68.28% of the contract value attributing it as executed by assessee, ignoring the fact that the liability underlying the guarantee is for the contract as a whole?
11.4 Whether on the facts and circumstances of the case and in law, the Ld. CIT(A) is correct in holding that the fee for the lease / performance guarantee issued by the assessee for the lease facilities availed by the AE should be charged at 0.88%, without appreciating the fact that the P a g e |7 M.A. Nos. 54 & 55/Mum/2024 Tata Consultancy Services Limited Vs. DCIT, LTU-1 transfer pricing study differs from case to case and that all the factors in Rule 10B have to be considered for every case and every year independently and that a rate decided for different set of facts and for different year cannot be adopted as such to the instant assessee, which would be violative of the specific provisions in Rule 10B? 11.5 Whether on the facts and circumstances of the case and in law, the Ld CIT(A) is correct in failing to appreciate that the assessee has given lease / performance guarantee to its AEs, thereby exposing itself to a single customer' risk by not charging ALP fee for such guarantee which the assessee would have done, had it stood guarantee to any third party in uncontrolled conditions as in section 92F(ii)?
12. On the issue of Receipt of Brand Royalty:
12.1 Whether on the facts and circumstances of the case and in law, the Ld. CIT(A) is correct in directing the AO/TPO to delete the adjustment of Rs. 1634,76, 19,671/- made on account of Receipt of Brand Royalty from its AEs for use of the Brand "Tata Consultancy Services & TCS"? 12.2 Whether on the facts and circumstances of the case and in law, the Ld. CIT(A) is correct in solely relying upon the Agreements between the assessee and the Tata Sons Ltd dated 19.04.2004 and 24.12.2009 and the three Trademark Certificates issued on 25.03.2005, 16.08.2005 and 19.01.2006 for arriving at his decision that Tata Sons Ltd is the legal owner of the brand "TCS" and "TATA CONSULTANGY SERVICES and that if at all the brand royalty is assessable, it is to be considered in the hands of Tata Sons Ltd. and not in the hands of the assessee, ignoring the following vital facts:
(i) As per the scheme of arrangement the TCS division of M/s Tata Sons Limited was corporatized into M/s Tata Consultancy Services Limited (the assessee) under the approval of Hon'ble High Court of Bombay sanctioned vide its Order dated 09.05.2003 w.e.f 01.04.2003 and all the Assets and liabilities including all tangible and intangible assets/registrations and certificates pertaining to the IT services division of M/s Tata Sons Limited stood transferred to the assessee for a consideration of Rs.2300 Crores inclusive of all trademarks related to the IT business division which is very clear from Clause 1(K)(ii) of page 4 of the said Scheme approved by Hon'ble High Court, thereby the assessee is the legal owner of all trademarks without any limitation and thus, Tata Sons Ltd. claiming any legal ownership on the trademarks is violative of the Court Order and that the CIT(A) relying on the Agreements entered into and Certificates issued much after this Court Sanction is patently wrong.
(ii) After the above Court Order, if at all there could be any claim by Tata Sons Ltd on trademark, it could only be construed for "TATA"
appearing in "TATA CONSULTANCY SERVICES™ and that has been duly remunerated by the assessee to Tata Sons Ltd. @ 0.25% of the Annual Net Income of each subsidiary.
(iii) The BEPS Action Plan 8 to 10 emphasizes substance over form, economic reality over legal form and conduct of parties over contracts for evaluating a transaction from transfer pricing angle which has been ignored by CIT(A) which is more so when the P a g e |8 M.A. Nos. 54 & 55/Mum/2024 Tata Consultancy Services Limited Vs. DCIT, LTU-1 Agreements and the Certificates issued relied on by the CIT(A) belong to the period much later to the Court Sanction Order.
(iv) Even if it is assumed without admitting that there is some lack of clarity on the legal ownership of the trademarks, the CIT(A) completely ignored the economic ownership of the brand "TCS" and "TATA CONSULTANCY SERVICES" when the assessee itself claimed in its annual report of the very same FY 2013-14 that "TCS brand value up by US$ 3.04 billion in 2014; Overall brand value in 2014 US$ 8.2 billion; A 3X increase in the growth of our brand value; Consolidated our 'Big 4' position in the IT services category, 58% growth in brand value; "TCS' the Fastest Growing IT services brand in 2013 worldwide; Strongest brand rating in industry: Brand strength rated at AA+", strongly proving that the assessee is the economic owner of the brand and the 'value creation' for the said intangible asset of brand has been carried out only by the assessee and not by Tata Sons Ltd, leaving absolutely no iota of doubt or ambiguity on the economic ownership of the brand and so, Tata Sons Ltd. having been remunerated @ 0.25% by the assessee for "TATA", it is the assessee that should be remunerated for the economic ownership and value creation towards the brand "TCS" and "TATA CONSULTANCY SERVICES".
(v) No prudent businessman would let his intangible asset being brand valued at $8.2 billion (as admitted by the assessee itself in its Annual Report) be used by others without compensation and as such value creation for the brand happened in the hands of the assessee, which deserves ALP compensation in terms of section 92F(u).
12.3 Whether on the facts and circumstances of the case and in law, the Ld. CIT(A) is correct on relying upon the draft red herring prospectus as it is only a draft and that Tata Sons Ltd cannot be the legal owner after the Court Order dated 09.05.2003 and that the assessee being the economic owner of the brand?
12.4 Whether on the facts and circumstances of the case and in law, the Ld. CIT(A) is correct in observing that payment of royalty by assessee to Tata Sons Ltd. @ 0.25% has been accepted by the AO and so there is no case that the brand ownership lies with the assessee', by ignoring the following facts:
(i) After the said Court Order dated 09.05.2003, the payment of royalty by the assessee to Tata Sons Ltd. @ 0.25% could be construed only towards "TATA" owned by Tata Sons Ltd and not towards "TCS" and "TATA CONSULTANCY SERVICES".
(ii) "TCS" and TATA CONSULTANCY SERVICES if at all appearing in any Agreements between the assessee and Tata Sons Ltd. entered into after the date of the Court Order (09.05.2003) needs to be ignored giving credence to substance over form, economic reality over legal form and conduct of parties over contracts for evaluating the transaction from transfer pricing angle.
(iii) The brand royalty charged Rs.1187.06 crores is for the exclusive use and exploitation of the brand TCS and 'TATA CONSUL TANCY SERVICES (for which assessee is undoubtedly the economic owner) by the AEs of P a g e |9 M.A. Nos. 54 & 55/Mum/2024 Tata Consultancy Services Limited Vs. DCIT, LTU-1 the assessee for augmenting their business revenues and for the brand "TATA" of which the Tata Sons Ltd is the legal owner for which it has been separately remunerated @ 0.25% by each of the AEs of the assessee
(iv) Economic ownership and the value creation on brand as admitted by the assessee itself in its Annual Report has been completely ignored by the CIT(A).
12.5 Whether on the facts and circumstances of the case and in law, the Ld. CIT(A) is correct in completely ignoring and not adjudicating on the detailed analysis mentioned by the TPO in points 8.1 to 8.4 in page Nos. 33 to 56 of TPO's order, and instead tangentially relied on some Agreements entered into and Certificates issued that too after the legal transfer of all assets and liabilities as per Court Order dated 09.05.2003?"
At para 12 of the Miscellaneous application the assessee submitted to recall the order of the ITAT to rectify the order to the extent it relates to assessee's ground no. 8 to 11.5 and Department's ground from 9 to 12.5. The relevant part of the Miscellaneous application is reproduced as under:
"12. The Applicant therefore prays for the following:
a) The Tribunal be pleased to kindly admit this Miscellaneous Application and recall / rectify the order for A.Y. 2015-16 to the extent it relates to the Applicant's ground no from 8 to 11.5 and Department's ground no from 9 to 12.5 with reference to outcome of Miscellaneous Appeal for A.Υ. 2015-16.
b) Any other remedy as deemed and considered fit by the Hon'ble tribunal."
2. Heard both the sides and perused the material on record. All these grounds of appeal are reflected in the Form No. 36 filed by the assessee and the Revenue pertaining to A.Y. 2015-16 however, inadvertently these ground of appeal could not be adjudicated. We find that there is apparent mistake from the record since the aforesaid grounds of appeal remained to be adjudicated. Therefore, to the limited extent of adjudicating the ground of appeal as submitted by the assessee at para 12 of the miscellaneous application we recall the impugned order of the ITAT dated 18.12.2023. Accordingly, the registry is directed to list these cases for hearing on 18.06.2024 for adjudicating the assessee's ground P a g e | 10 M.A. Nos. 54 & 55/Mum/2024 Tata Consultancy Services Limited Vs. DCIT, LTU-1 of appeal no. from 8 to 11.5 and Department's ground no. 9 to 12.5 as requested by the assessee in the miscellaneous application as discussed above. Both the parties have been informed about the aforesaid date of hearing, therefore, no separate notice will be required to be issued for the hearing fixed for adjudicating the remaining ground of appeal. Therefore, the miscellaneous application is allowed to the limited extent for statistical purposes.
3. In the result, both the miscellaneous applications are allowed for statistical purposes.
Order pronounced in the open court on 29.04.2024 Sd/- Sd/-
(Rahul Chaudhary) (Amarjit Singh)
Judicial Member Accountant Member
Place: Mumbai
Date 29.04.2024
Rohit: PS
आदे श की प्रतितिति अग्रेतिि/Copy of the Order forwarded to :
1. अपीलाथी / The Appellant
2. प्रत्यथी / The Respondent.
3. आयकर आयुक्त / CIT
4. विभागीय प्रविविवि, आयकर अपीलीय अविकरण DR, ITAT, Mumbai
5. गार्ड फाईल / Guard file.
सत्यावपि प्रवि //True Copy// आदे शानुसार/ BY ORDER, उि/सहायक िंजीकार (Dy./Asstt. Registrar) आयकर अिीिीय अतिकरण/ ITAT, Bench, Mumbai.