Bombay High Court
Paras Defence And Space Technologies ... vs Deputy Commissioner Of Income Tax, 15 ... on 27 January, 2026
Author: B. P. Colabawalla
Bench: B. P. Colabawalla
2026:BHC-OS:2958-DB
3-wp-4934-2022.doc
IN THE HIGH COURT OF JUDICATURE AT BOMBAY
ORDINARY ORIGINAL CIVIL JURISDICTION
WRIT PETITION NO.4934 OF 2022
Paras Defence and Space Technologies Ltd. .. Petitioner.
Versus
Deputy Commissioner of Income Tax
15 (1) (1) and Others .. Respondents.
Digitally signed
by SMITA
SMITA RAJNIKANT
RAJNIKANT JOSHI
JOSHI Date:
2026.02.02
Adv. Devendra Jain with Adv. Shashank A. Mehta and Adv. Saukhya
17:21:38 +0530
Lakade i/b. Adv. Radha Halbe, for the Petitioner.
Adv. Sushma Nagraj and Ms. Adyasha Day, for Respondents.
CORAM: B. P. COLABAWALLA &
FIRDOSH P. POONIWALLA, JJ.
DATE: JANUARY 27, 2026
P. C.
1 RULE. Respondents waive service. With the consent of the
parties, Rule made returnable forthwith and heard finally. 2 The above Writ Petition challenges the order of assessment dated 29.09.2022 passed under Section 143(3), read with Section 144B, of the Act, the Notice of demand dated 29.09.2022 issued under Section 156, and the Show Cause Notices issued for imposing various penalties Page 1 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc in respect of Assessment Year 2020-21, inter-alia, on the ground that such notices were issued, and the impugned assessment order was passed, in the name of a non-existent entity. 3 Brief facts of the case are that the Petitioner in the present case ('Paras Defence and Space Technologies Limited') is a Listed Public Company engaged in defence engineering & manufacturing. Vide Order dated 07.06.2018, the National Company Law Tribunal (NCLT) approved the scheme of amalgamation of M/s Mechvac India Limited and M/s Concept Shapers And Electronics Private Limited ("erstwhile/transferor company") with the Petitioner, whereby the former companies got amalgamated into the Petitioner w.e.f. 01.04.2017.
4 It is submitted by the Petitioner that details about the said amalgamation were duly communicated to the Income Tax department during the course of assessment proceedings for Assessment Year 2018-
19. A notice under Section 142(1) of the Act was issued on 17.12.2020 (annexed as Exhibit A2 to the Writ Petition) specifically asking for the details about the scheme of amalgamation. The Petitioner responded to Page 2 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc the said notice vide submission dated 01.02.2021 (annexed as Exhibit A3 to the Writ Petition) and provided details of the amalgamation inter- alia of the erstwhile/transferor company named 'Concept Shapers And Electronics Private Limited' (hereinaftere referred to as "Concept"). Thereafter, the order of assessment for the said Assessment Year (AY 2018-19) was duly passed in the name of the Petitioner on 12.04.2021 (annexed as Exhibit B to the Writ Petition). 5 For the Assessment Year in question, namely, A.Y. 2020-21, the Petitioner filed its return of income on 31.12.2020 in its own name ( annexed as Exhibit C1 to the Writ Petition). Thereafter, the case of the Petitioner for A.Y. 2020-21 was taken up for regular assessment by issuing notice under Section 143(2) of the Act followed by several notices issued under Section 142(1) of the Act and a Show Cause Notice proposing to make various additions.
6 During the course of the said assessment proceedings for A.Y. 2020-21, notices dated 25.11.2021 (Exhibit D1) and 18.01.2022 (Exhibit D3) were issued under section 142(1) in the name of Concept. In response thereto, the Petitioner vide its letter dated 24.01.2022 Page 3 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc ( annexed as Exhibit D4 to the Writ Petition) again provided details about the amalgamation of 'Concept Shapers And Electronics Private Limited' with the Petitioner. Further, the submissions made by the Petitioner were either on its own letterhead or under the seal of 'Paras Defence and Space Technologies Limited'. However, Respondent No.1 continued to issue notice under Section 142(1) in the name of the Concept.
7 Thereafter, Respondent No.1 issued the show cause notice on 21.09.2022 again in the name of Concept ( annexed as Exhibit E1 to the Writ Petition). The Petitioner responded to the said notice under its own name and seal ( annexed as Exhibit E2 to the Writ Petition). 8 Respondent No.1, thereafter, passed the Order of regular assessment on 29.09.2022 under Section 143(3) of the Act ( annexed as Exhibit F to the Writ Petition) in the name of ' Concept Shapers And Electronics Private Limited' making several additions in respect of AY 2020-21. Further, the Notice of demand under section 156 of the Act (Exhibit G) and the notice for initiating the penalty proceedings Page 4 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc (Exhibits H, I, J to the Writ Petition) were also issued in the name of 'Concept Shapers And Electronics Private Limited'. 9 In this factual backdrop, Mr. Devendra Jain, the learned counsel appearing on behalf of the Petitioner contended as under:
(a) That upon a scheme of amalgamation being sanctioned, amalgamating/transferor company(s) ceases to exist in the eyes of law as held by the Hon'ble Apex Court in the case of Saraswati Industrial Syndicate Ltd v. CIT [1990] 53 Taxman 92 (SC) . Once, such transferor company ceases to exist, it cannot fall within the definition of a 'person' as defined under Section 2(31) of the Act. Consequently, no proceedings can be conducted in respect of a ' person' which no longer exists. Thus, the notices and the impugned Assessment Order, having been issued in the name of a non-existent entity, were void-ab-inito and bad in law. In support of this contention the Petitioner relied upon the following judicial precedents:
- PCIT v. Maruti Suzuki India Ltd. [2019] 107 taxmann.com 375 (SC)
- Spice Entertainment Ltd. v. CST (2012) 247 CTR 500 (Delhi HC) Page 5 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc
- Alok Knit Exports Ltd. v. DCIT [WP No. 2742/2019 (Bom.)]
-New Age Buildtech Private Limited v. NFAC [WP/5308 /2022] (Bom.)
- J. M. Mhatre Infra Pvt. Ltd. v. The Union of India [WPL/16514/2023] (Bom.)
- Vahanvati Consultants Pvt. Ltd. v. ACIT [WP No. 3562/2019 (Bom.)]
- Godrej Projects Development Ltd. v. DCIT [WPL No. 21009/2021 (Bom.)]
- CIT v. Intel Technology India (P) Ltd [2016] 380 ITR 272 (Kar.)
- PCIT v. Nokia Solutions & Network India (P) Ltd. [2018] 402 ITR 21 (Del).
10 On the other hand, Ms. Sushma Nagaraj, the learned counsel appearing on behalf of the Respondent, relying upon the Affidavit in Reply dated 03.09.2025, made the following submissions -
(a) That Notice under Section 143(2) dated 29.06.2021 was issued in the name of the Petitioner, but the subsequent notices and order of assessment were issued/passed in the name of the erstwhile company [Concept] on account of a technical glitch whilst selecting the name in the computer system. However, the PAN mentioned in all the above communications was that of the Petitioner. Accordingly, the mistake in mentioning the name of Page 6 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc Concept was merely a mistake and curable under the provisions of Section 292B of the Act.
(b) That the Petitioner did not raise any issue regarding the above in the assessment proceedings and duly participated therein. The Petitioner was therefore aware that the proceedings were being conducted against it and not Concept .
(c) That the Petitioner has made various submissions on the merits of the matter, being response/ submissions dated 24.1.2022 (Exhibit D4 to the Writ Petition), 30.1.22 (Exhibit D5 to the Writ Petition), 23.9.22 (Exhibit E2 to the Writ Petition), 24.9.22 (Exhibit E3 to the Writ Petition). The Petitioner was therefore aware, and understood that the notices were meant for it. The notices were replied and dealt with by them fully. Therefore, there was no prejudice to the Petitioner.
11. In support of the above, the learned counsel for the Revenue placed reliance on the decision of the Delhi High Court in the case of Sky Light Hospitality LLP v. ACIT [2018] 90 taxmann.com 413 (Delhi) and indicated that the Special Leave Petition against the decision of the Page 7 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc Delhi High Court was also dismissed.
12. In rejoinder, Mr. Jain, the learned counsel appearing on behalf of the Petitioner, contended as under:
(a) That the Respondent No.1 continued to issue notices and also passed the order in the name of a non-existent entity. This cannot be said to be a technical mistake. Had there been a technical glitch in the computer system, then atleast Respondent No.1 ought to have disclosed/mentioned about it somewhere in the body of any notices/Order. However, no such averment or note was provided by Respondent No.1 during the entire assessment proceedings. It is not correct for Respondent No.1 to now state that wrong selection of the name of the Assessee was merely on account of a technical glitch in the computer system. Such an explanation being provided for the first time in the affidavit-in-reply appears to be an afterthought. Also, Respondent No.1 has not brought on record any evidence/material which substantiates its averment about the so-
called technical glitch on the computer system. Page 8 of 22
JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc
(b) That continuing and concluding the assessment in the name of a non-existent entity cannot be regarded as a mistake curable under Section 292B as held in following judicial precedents:
- PCIT v. Maruti Suzuki India Ltd (supra)
- Alok Knit Exports Limited v. DCIT (supra)
(c) That merely because the Petitioner participated in the assessment proceedings by itself does not cure the jurisdictional error committed by Respondent No.1. The Hon'ble Apex Court in the case of PCIT v. Maruti Suzuki India Ltd (supra) has also held that participation in the proceedings by the Assessee cannot operate as an estoppel against law.
(d) That the decision of the Delhi High Court in the case of Sky Light Hospitality LLP v. ACIT (supra) has been duly considered by the Hon'ble Apex Court in the case of PCIT v. Maruti Suzuki India Ltd (supra), and also by this Court in Alok Knit Exports Ltd. v. DCIT (supra), and it was held that the said decision was rendered in the peculiar facts of that case. It is submitted that the said case is distinguishable from the facts of the present case. Consequently, he Page 9 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc submitted that the impugned Assessment Order as well as all notices emanating therefrom be quashed.
13. We have heard both the parties at length and have also perused the records produced before us and also the affidavit in reply filed by the Respondents. It is an undisputed fact that the Petitioner had made Respondent No.1 aware about the amalgamation of 'Concept Shapers And Electronics Private Limited' with the Petitioner during the course of the assessment proceedings for AY 2018-19 as well as during the assessment proceedings for the relevant Assessment Year 2020-21. Despite the aforesaid, Respondent No.1 issued the Notice under Section 142(1) in the name of Concept; proceeded to issue the Show Cause Notice in the name of Concept; and ultimately even passed the order of assessment, issued notice of demand under Section 156 and issued penalty Show Cause Notices; all in the name of Concept. Had there been a genuine technical glitch in the selection of the name in the computer system, then Respondent No.1 ought to have reported the same somewhere in the impugned notices/ the Show Cause Notice or atleast in the impugned order of assessment. However, neither any corrigendum was issued nor any averment was made in this respect in Page 10 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc the body of the notices or in the assessment order. Merely stating that the mistake was on account of a technical glitch or that the PAN was correctly quoted, does not absolve Respondent No.1 from the mandate to issue notice and pass the order of assessment in the correct name. 14 We are not inclined to hold that issuing notices and passing of the Assessment Order in the name of a non-existent entity is a procedural error which can be cured by taking recourse to the provisions of Section 292B. This is a case where Respondent No.1 has conducted assessment for the period (i.e. Assessment Year 2020-21) which falls post the date of amalgamation. In such a case it is certainly expected from Respondent No.1 to be mindful as to which entity is he assessing. Issuing notice and passing of the Assessment Order in the name of Concept, for an Assessment year which falls subsequent to its cessation, certainly cannot be pardoned as a curable defect. 15 The argument of the revenue that issuance of notice/order in the name of a non-existent entity is a curable defect pursuant to the provision of Section 292B, has already been negated by Hon'ble Apex Court in the case of PCIT v. Maruti Suzuki India Ltd (supra), wherein it Page 11 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc was inter-alia held as under:
" 31. Mr Zoheb Hossain, learned Counsel appearing on behalf of the Revenue urged during the course of his submissions that the notice that was in issue in Skylight Hospitality Pvt. Ltd. was under Sections 147 and 148. Hence, he urged that despite the fact that the notice is of a jurisdictional nature for reopening an assessment, this Court did not find any infirmity in the decision of the Delhi High Court holding that the issuance of a notice to an erstwhile private limited company which had since been dissolved was only a mistake curable under Section 292B. A close reading of the order of this Court dated 6 April 2018, however indicates that what weighed in the dismissal of the Special Leave Petition were the peculiar facts of the case. Those facts have been noted above. What had weighed with the Delhi High Court was that though the notice to reopen had been issued in the name of the erstwhile entity, all the material on record including the tax evasion report suggested that there was no manner of doubt that the notice was always intended to be issued to the successor entity. Hence, while dismissing the Special Leave Petition this Court observed that it was the peculiar facts of the case which led the court to accept the finding that the wrong name given in the notice was merely a technical error which could be corrected under Section 292B. Thus, there is no conflict between the decisions in Spice Enfotainment (supra) on the one hand and Skylight Hospitality LLP (supra) on the other hand.
It is of relevance to refer to Section 292B of the Income Tax Act which reads as follows:
"292B. No return of income, assessment, notice, summons or other proceeding, furnished or made or issued or taken or purported to have been furnished or made or issued or taken in pursuance Page 12 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc of any of the provisions of this Act shall be invalid or shall be deemed to be invalid merely by reason of any mistake, defect or omission in such return of income, assessment, notice, summons or other proceeding if such return of income, assessment, notice, summons or other proceeding is in substance and effect in conformity with or according to the intent and purpose of this Act."In this case, the notice under Section 143(2) under which jurisdiction was assumed by the assessing officer was issued to a non-existent company. The assessment order was issued against the amalgamating company. This is a substantive illegality and not a procedural violation of the nature adverted to in Section 292B.
In this context, it is necessary to advert to the provisions of Section 170 which deal with succession to business otherwise than on death. Section 170 provides as follows:
"170. (1) Where a person carrying on any business or profession (such person hereinafter in this section being referred to as the predecessor) has been succeeded therein by any other person (hereinafter in this section referred to as the successor) who continues to carry on that business or profession,
(a) the predecessor shall be assesseed in respect of the income of the previous year in which the succession took place up to the date of succession;
(b) the successor shall be assesseed in respect of the income of the previous year after the date of succession.
(2) Notwithstanding anything contained in sub-
section (1), when the predecessor cannot be found, the assessment of the income of the previous year in which the succession took place up to the date of succession and of the previous year preceding that year shall be made on the Page 13 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc successor in like manner and to the same extent as it would have been made on the predecessor, and all the provisions of this Act shall, so far as may be, apply accordingly.
(3) When any sum payable under this section in respect of the income of such business or profession for the previous year in which the succession took place up to the date of succession or for the previous year preceding that year, assesseed on the predecessor, cannot be recovered from him, the 99[Assessing] Officer shall record a finding to that effect and the sum payable by the predecessor shall thereafter be payable by and recoverable from the successor and the successor shall be entitled to recover from the predecessor any sum so paid.
(4) Where any business or profession carried on by a Hindu undivided family is succeeded to, and simultaneously with the succession or after the succession there has been a partition of the joint family property between the members or groups of members, the tax due in respect of the income of the business or profession succeeded to, up to the date of succession, shall be assesseed and recovered in the manner provided in section 171, but without prejudice to the provisions of this section. Explanation. For the purposes of this section, "income" includes any gain accruing from the transfer, in any manner whatsoever, of the business or profession as a result of the succession"
Now, in the present case, learned Counsel appearing on behalf of the respondent submitted that SPIL ceased to be an eligible assessee in terms of the provisions of Section 144C read with clause
(b) of sub section 15. Moreover, it has been urged that in consequence, the final assessment order dated 31 October 2016 was beyond limitation in terms of Section 153(1) read with Section 153 (4). For the purposes of the present proceeding, we do not consider it necessary to delve into that Page 14 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc aspect of the matter having regard to the reasons which have weighed us in the earlier part of this judgment."
Thus, the Hon'ble Apex Court has already held that the issue of jurisdiction goes to the root of the matter and any error committed in it, is a substantive illegality not curable under Section 292B. Further, even this court in the case of Alok Knit Exports Ltd. v. DCIT (supra) held as under:
"8. The stand now taken in the affidavit in reply and submissions of Mr. Mohanty is nothing but an afterthought by respondent after having committed a fundamental error. We would have expected respondent no. 1 to have at least applied his mind and looked for documents which were already on file to see whether Niraj Realtors existed before issuing notice under section 148 of the Act. Respondents' records would have indicated that Niraj Realtors ceased to exist and his predecessor/colleague has issued notice for the Assessment Year 2011-2012 along with the reasoning in the name of petitioner.
Therefore, the stand of respondent today that it was an error which could be corrected under section 292B of the Act is not acceptable to this Court...."
(emphasis supplied) 16 Heavy reliance is placed by the learned Counsel appearing on behalf of the Revenue on the decision of the Delhi High Court in the case of Sky Light Hospitality LLP v. ACIT (supra). We find that this decision is clearly distinguishable from the present case. In that case, Page 15 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc the concerned Assessing Officer, in the reasons recorded for reopening, had duly reported/stated the fact that the assessee therein was formerly known by the name 'Sky Light Hospitality Pvt Ltd.' and after conversion was known by the name 'Sky Light Hospitality LLP'. However, the Notice under Section 148 was issued in the name of erstwhile entity ''Sky Light Hospitality Pvt. Ltd.' Conversion of the private limited company into a limited liability partnership with effect from 13.05.2016 was noticed and mentioned by the Assessing Officer at several places like in the tax evasion report, the reasons to believe recorded by the Assessing Officer, the approval obtained from the Principal Commissioner and the order under Section 127 of the Act. It was in this background that the High Court of Delhi observed that there was substantial and affirmative material and evidence on record which established that issuance of notice in the name of 'Skylight Hospitality Pvt. Ltd.' was a mistake. In contrast, in the facts of the present case, despite the Petitioner having already informed Respondent No.1 about the amalgamation several times, in none of the correspondence did Respondent No.1 make any attempt to convey that he had duly taken note of such amalgamation. Even otherwise, the Hon'ble Apex Court in the case of PCIT v. Maruti Suzuki India Ltd. (supra) has already Page 16 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc distinguished the decision relied by the revenue by observing as under :-
" .... .... .... .... .... .... ...
Now, it is evident from the above extract that it was in the peculiar facts of the case that this Court indicated its agreement that the wrong name given in the notice was merely a clerical error, capable of being corrected under Section 292B. The "peculiar facts" of Skylight Hospitality emerge from the decision of the Delhi High Court in Sky Light Hospitality LLP (supra). Skylight Hospitality, an LLP, (supra) had taken over on 13 May 2016 and acquired the rights and liabilities of Skylight Hospitality Pvt. Ltd upon conversion under the Limited Liability Partnership Act 2008. It instituted writ proceedings for challenging a notice under Sections 147/148 of the Act 1961 dated 30 March 2017 for AY 2010-2011. The "reasons to believe"
made a reference to a tax evasion report received from the investigation unit of the income tax department. The facts were ascertained by the investigation unit. The reasons to believe referred to the assessment order for AY 2013-2014 and the findings recorded in it. Though the notice under Sections 147/148 was issued in the name of Skylight Hospitality Pvt. Ltd. (which had ceased to exist upon conversion into an LLP), there was, as the Delhi High Court held "substantial and affirmative material and evidence on record" to show that the issuance of the notice in the name of the dissolved company was a mistake. The tax evasion report adverted to the conversion of the private limited company into an LLP. Moreover, the reasons to believe recorded by the assessing officer adverted to the approval of the Principal Commissioner. The PAN number of the LLP was also mentioned in some of the documents. The notice under Sections 147/148 was not in conformity with the reasons to believe and the approval of the Principal Commissioner. It was in this background that the Delhi High Court held that the case fell within the purview of Section Page 17 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc 292B for the following reasons:
... .... .... .... .... .... ..." 17 Even this court in the case of Alok Knit Exports Limited v.
DCIT (supra) had declined to follow the decision of the Delhi High Court in the case of Sky Light Hospitality LLP v. ACIT (supra) citing the following:
"5. Mr. Mohanty appearing for respondents submitted that it was a human error which could be corrected under section 292B of the Act. According to Mr. Mohanty human errors and mistakes cannot and should not nullify proceedings which were otherwise valid and no prejudice has been caused. Mr. Mohanty, relying upon the judgment of the Delhi High Court in Sky Light Hospitality LLP v. Asstt. CIT [2018] 90 taxmann.com 413/254 Taxman 109/405 ITR 296, submitted that that was the effect and mandate of section 292B of the Act. Mr. Mohanty also relied upon the order passed by the Apex Court when Sky Light Hospitality LLP (supra) was escalated to the Apex Court Sky Light Hospitality LLP v. Asstt. CIT [2018] 92 taxmann.com 93/254 Taxman 390. These do not help Mr. Mohanty's case. This cannot be a general proposition as the Apex Court has expressly stated "In the peculiar facts of this case, we are convinced that wrong name given in the notice was merely a clerical error which could be corrected under section 292B of the IT Act .
(emphasis supplied)
6. The Apex Court in its recent judgment on this subject in Pr. CIT v. Maruti Suzuki India Ltd. [2019] 107 taxmann.com 375/265 Taxman 515/416 ITR 613, considered the judgment of Sky Light Hospitality LLP (supra) of the Apex Court and said that the Apex Court has expressly mentioned that in the peculiar facts of that case wrong name Page 18 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc given in the notice was merely a clerical error. The Apex Court in Maruti Suzuki India Ltd. (supra), has also observed that what weighed in the dismissal of the Special Leave Petition were the peculiar facts of that case. The Apex Court has reiterated the settled position that the basis on which jurisdiction is invoked is under section 148 of the Act and when such jurisdiction was invoked on the basis of something which was fundamentally at odds with the legal principle that the amalgamating entity ceases to exist upon the approved scheme of amalgamation, the notice is bad in law..."
18 Having dealt with decision of the Delhi High Court in Sky Light Hospitality LLP (supra), we are of the view that Respondent No.1 has committed a jurisdictional error by issuing notices and passing the Order of Assessment in the name of a non-existent entity, which cannot be cured by taking recourse to the provisions of Section 292B. It is no longer res-integra that proceedings undertaken in the name of a non- existent entity are void. We draw support from the following:
(a) The judgment of the Apex Court in the case of Saraswati Industrial Syndicate Ltd. v. CIT (supra) which held that when two companies are merged/amalgamated and are so joined, as to form a third company or one is absorbed into one or blended with another; the amalgamating company loses its existence;Page 19 of 22
JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc
(b) The judgment of the Delhi High Court in the case of Spice Entertainment Ltd v. CST (supra), which held that once the factum of amalgamation of a company had been brought to the notice of the Assessing Officer, despite which the proceedings are continued and an Order of Assessment is passed in the name of a non-existent company, the Order of Assessment would be void;
(c) The judgment of the Apex Court in the case of PCIT v. Maruti Suzuki India Ltd. (supra) which held that if despite informing the assessing officer, the jurisdictional notice was issued in the name of the erstwhile company, then the basis on which the jurisdiction was invoked was fundamentally at odds with the legal principle that the amalgamating entity ceases to exist upon the approval of the scheme of amalgamation, and the participation in the proceedings by the assessee cannot operate as an estoppel against law;
(d) Consequent to the above, this Court has consistently held that issuance of notice/order in the name of a non-existent entity is bad in law. We have recently endorsed that view in the case of J. M. Mhatre Infra Pvt. Ltd. (Erstwhile J M Mhatre, Partnership firm) v. UOI [WPL Page 20 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc 16514 OF 2023 decided on 16.12.2025].
19 Thus, in our view, considering the facts of the present case, on the yardstick of the aforestated well settled propositions of law, the impugned notices issued under Section 142(1), the Show Cause Notice issued on 21.09.2022, the impugned Order of Assessment passed under Section 143(3) r.w. Section 144B dated 29.09.2022, and the consequential notice issued raising a demand under Section 156, as well as the notices proposing to impose penalties, all being in the name of a non-existent entity [i. e. Concept], are void and bad in the eyes of law. 20 Hence the following order:
(i) The present Writ Petition stands allowed.
(ii) The impugned Order of Assessment passed under Section 143(3) r.w Section 144B dated 29.09.2022 and the consequential notice issued raising demand under Section 156 and the notices proposing to impose penalties are all hereby quashed and set-aside.
21 Rule is made absolute in the aforesaid terms and the Writ Page 21 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 ::: 3-wp-4934-2022.doc Petition is also disposed of in terms thereof. However, there shall be no order as to costs.
22 This order will be digitally signed by the Private Secretary/ Personal Assistant of this Court. All concerned will act on production by fax or email of a digitally signed copy of this order. [FIRDOSH P. POONIWALLA, J.] [B. P. COLABAWALLA, J.] Page 22 of 22 JANUARY 27, 2026 S.R.JOSHI ::: Uploaded on - 02/02/2026 ::: Downloaded on - 06/02/2026 21:29:52 :::