Final Settlement Commission Orders Bar Reassessment of Deductions Embedded in Settled Income

Case: Assistant Commissioner of Income Tax & Another v. M/s. Omaxe Limited

Citation: 2026 INSC 1000 | Court: Supreme Court of India | Date: 16 September 2026

Bench: S.V.N. Bhatti and N.V. Anjaria, JJ.

1. Introduction

The Supreme Court considered whether an Assessing Officer could reopen an assessment under Sections 147 and 148 of the Income Tax Act, 1961 after the Income Tax Settlement Commission (“ITSC”) had passed a final settlement order under Section 245D(4) for the same assessment year.

Omaxe Limited, a real-estate company, filed its return for Assessment Year 2006-07 claiming a deduction of approximately Rs.78.99 crore under Section 80IB(10) in respect of housing projects. Following an earlier search, it approached the ITSC under Section 245C and disclosed additional income of Rs.18 lakh. The ITSC accepted the disclosure and determined the company’s taxable income after taking into account the deduction claimed in its return.

A later survey allegedly revealed that the commercial areas in certain projects exceeded the limits prescribed by Section 80IB(10). The Revenue therefore issued a reassessment notice and ultimately added Rs.65.65 crore to Omaxe’s taxable income. The central question was whether this reassessment was barred by the finality attached to the ITSC’s order.

2. Material Facts and Procedural History

  • Omaxe filed its return on 30 November 2006, declaring taxable income of approximately Rs.89.20 crore after claiming a deduction under Section 80IB(10).
  • On 31 May 2007, it applied to the ITSC for settlement of Assessment Years 2000-01 to 2006-07.
  • On 17 March 2008, the ITSC passed its final order under Section 245D(4), accepting additional income of Rs.18 lakh for Assessment Year 2006-07.
  • A survey conducted in December 2009 allegedly disclosed material suggesting that the commercial portions of certain housing projects exceeded the statutory limit.
  • On 30 June 2010, the Assessing Officer issued a notice under Section 148 proposing to disallow the Section 80IB(10) deduction.
  • The Revenue separately applied under Section 245D(6) to have the settlement declared void for alleged misrepresentation. The ITSC rejected that application on 16 December 2011.
  • Meanwhile, the Assessing Officer passed the reassessment order dated 8 November 2011, making an addition of Rs.65,65,17,999.
  • The Delhi High Court quashed both the reassessment notice and order. The Revenue appealed to the Supreme Court.

3. Issues Before the Supreme Court

  1. Whether the Section 80IB(10) deduction was covered by the ITSC’s settlement order even though no separate undisclosed income relating to that deduction was offered in the settlement application.
  2. Whether an Assessing Officer retains jurisdiction under Sections 147 and 148 to reopen a matter forming part of the computation settled under Section 245D(4).
  3. Whether allegations of fraud or misrepresentation must be pursued exclusively through Section 245D(6).

4. Summary of the Judgment

The Supreme Court dismissed the Revenue’s appeal and affirmed the Delhi High Court’s decision. It held that once a settlement application is admitted, the ITSC assumes exclusive jurisdiction over the case. A final order under Section 245D(4) conclusively determines the matters forming part of the settled computation and cannot be reopened by the Assessing Officer under Sections 147, 148, 143(2), or 154.

The Court rejected the Revenue’s argument that the Section 80IB(10) deduction fell outside the settlement because it was not itself additional undisclosed income. The deduction was claimed in Omaxe’s return and necessarily formed part of the computation of total taxable income accepted by the ITSC. A settlement of total income could not be artificially separated from the statutory deductions used to arrive at that figure.

Where a settlement is alleged to have been obtained by fraud or misrepresentation, the Revenue must proceed under Section 245D(6). It cannot bypass that special remedy by invoking ordinary reassessment provisions. In this case, the Revenue had used Section 245D(6), but the ITSC rejected its application, and that rejection had attained finality.

5. Analysis

5.1 Precedents Cited

Jyotendrasinhji v. S.I. Tripathi & Ors.

This authority established that Section 245-I does not exclude the constitutional jurisdiction of the High Courts or the Supreme Court. Nevertheless, judicial review of an ITSC order is narrow. A court examines legality, jurisdiction, procedural fairness, bias, fraud, or malice; it does not rehear the merits as an appellate authority.

The precedent supported the proposition that finality under Chapter XIX-A remains subject to constitutional review, but not to administrative reconsideration by an Assessing Officer.

CIT, Madras v. Express Newspapers Limited (supra)

This case explained that a valid Section 245C application must disclose income not previously disclosed and the manner in which it was derived. It also held that once the application is admitted, the entire case for the relevant assessment year moves to the ITSC; the Commission’s jurisdiction is not confined merely to the numerical amount of additional income disclosed.

It further recognised the Revenue’s right to place investigative material before the ITSC. This was important because the settlement process does not deprive the Revenue of participation—it requires the Revenue to raise its objections before the competent settlement authority.

CIT v. Damani Brothers

The Revenue relied on this decision to argue that the ITSC’s authority was confined to undisclosed income specified in the application. The Delhi High Court, whose reasoning was sustained, distinguished the case as dealing with the preliminary stage before an application is allowed to proceed under Section 245D(1).

Once an application is admitted, the ITSC assumes exclusive jurisdiction over the case. Consequently, CIT v. Damani Brothers did not support reassessment after a final order under Section 245D(4).

Brij Lal & Ors. v. CIT, Jalandhar (supra)

The Constitution Bench in this case characterised Chapter XIX-A as a self-contained code directed toward the “settlement of liability,” rather than an ordinary “determination of liability.” It also held that the ITSC could not invoke Section 154 to reopen its own concluded proceedings for levying interest.

The Supreme Court applied the same structural reasoning here: if even the ITSC cannot reopen its final order by importing a general rectification provision, an Assessing Officer cannot use the general reassessment provisions to disturb the settlement. The case also clarified that exclusive jurisdiction begins when the application is admitted under Section 245D(1), not merely when it is filed.

Kotak Mahindra Bank Ltd. v. CIT & Anr.

This authority reaffirmed the limited nature of judicial review over discretionary ITSC orders. Courts cannot reassess the sufficiency of material or act as appellate bodies. It also stressed the statutory requirements of full and true disclosure and cooperation by the assessee.

The decision reinforced the balance underlying settlement proceedings: the ITSC’s powers are conditioned by disclosure and cooperation, but its final orders cannot be routinely reopened.

Major Metals Ltd.

The Bombay High Court’s reasoning in this case was relied upon to show that Parliament intended the ITSC to control the entire assessment process once it assumes jurisdiction. Parallel proceedings by the Assessing Officer would be incompatible with the comprehensiveness and finality of settlement.

CIT v. Smt. Diksha Singh

This decision supported the proposition that the ITSC alone must deal with allegations such as fraud or misrepresentation under the special statutory machinery. Splitting the determination of income between the ITSC and the Assessing Officer would frustrate the purpose of Chapter XIX-A.

5.2 Legal Reasoning

A. Settlement concerns the total taxable computation

Section 245C requires disclosure not only of previously undisclosed income but also of “the manner in which such income has been derived.” The additional tax payable cannot be determined without examining the complete computation, including gross income, permissible deductions, and net taxable income.

Omaxe’s Section 80IB(10) deduction was expressly reflected in its return and in the computation placed before the ITSC. The final taxable income accepted by the Commission could only have been reached after accounting for that deduction. It was therefore a matter covered by the settlement.

B. Admission transfers exclusive jurisdiction

Under Section 245F(2), the ITSC assumes exclusive jurisdiction once the application is allowed to proceed under Section 245D(1). Ordinary assessment and reassessment powers are then held in abeyance. If the application is rejected or abates, the Assessing Officer’s jurisdiction revives; if a final settlement order is passed, the ordinary machinery is displaced in relation to the settled matters.

C. Finality under Section 245-I

Section 245-I makes an order under Section 245D(4) conclusive concerning the matters stated in it. Permitting reassessment of an ingredient embedded in the determination of total income would undermine that statutory finality and expose the assessee to conflicting orders from two different authorities.

D. Fraud and misrepresentation have a specific remedy

Section 245D(6) permits a settlement order obtained by fraud or misrepresentation to be declared void. That is the statutory gateway through which ordinary assessment jurisdiction may be restored. General reassessment powers cannot be treated as an alternative route.

The ITSC had found that the dispute over what constituted an eligible housing project was a legal disagreement, not misrepresentation. It also noted the contradiction in the Revenue’s position: the Revenue claimed both that the deduction was not considered by the ITSC and that Omaxe had misrepresented that very issue before the ITSC.

E. The Revenue must accept the complete statutory bargain

Using the metaphor of the “crust and the crumb,” the Court explained that both sides must accept the settlement mechanism as a whole. The assessee cannot withdraw its application after filing it, while the Revenue receives an opportunity to investigate, report, object, and seek invalidation for fraud. In exchange, both sides obtain finality. The Revenue cannot accept the benefits of settlement and later reopen its burdens through ordinary reassessment.

6. Complex Concepts Simplified

Reassessment
A procedure under Sections 147 and 148 through which the Assessing Officer seeks to tax income believed to have escaped the original assessment.
Exclusive jurisdiction
Once the ITSC admits a settlement application, it alone deals with the case. The Assessing Officer cannot simultaneously conduct a parallel assessment.
Final and conclusive order
An order that cannot be reopened through ordinary departmental powers. It remains subject only to the special statutory remedy for fraud or misrepresentation and limited constitutional judicial review.
Self-contained code
A statutory scheme containing its own procedure, powers, remedies, and consequences. General provisions cannot be imported if doing so would conflict with that special scheme.
Fraud or misrepresentation under Section 245D(6)
If an assessee obtains a settlement by deliberately deceiving the ITSC or suppressing material facts, the settlement may be declared void. A genuine legal dispute or difference of interpretation is not automatically fraud.
Abatement
If settlement proceedings fail in the circumstances specified by the Act, the Assessing Officer’s ordinary jurisdiction revives and the assessment continues from the stage at which it had been interrupted.

7. Impact of the Judgment

  • Protection against parallel reassessment: Assessing Officers cannot reopen computational matters already incorporated into a final ITSC settlement.
  • Broader understanding of matters covered: A deduction need not be separately described as undisclosed income to be covered where it forms an integral part of the total income settled by the ITSC.
  • Greater responsibility on the Revenue: The Department must scrutinise the settlement application, return, deductions, and supporting records at the settlement stage and place all objections before the ITSC.
  • Fraud remains actionable: The judgment does not protect fraudulent settlements. It requires the Revenue to use Section 245D(6) rather than ordinary reassessment provisions.
  • Limited scope of the ruling: The Court did not decide whether Omaxe was substantively entitled to the Section 80IB(10) deduction. It decided that the Assessing Officer lacked jurisdiction to reconsider that issue after final settlement.
  • Institutional finality: The decision prevents conflicting determinations by the ITSC and the Assessing Officer for the same assessment year and preserves certainty in statutory settlement proceedings.

8. Conclusion

The Supreme Court has established that a final settlement under Section 245D(4) cannot be indirectly reopened through Sections 147 and 148. Where a deduction forms part of the computation accepted by the ITSC, it is covered by the settlement even if it was not itself presented as additional undisclosed income.

The Revenue’s remedies are confined to challenging the settlement for fraud or misrepresentation under Section 245D(6), or invoking limited constitutional judicial review. By dismissing the appeal, the Court reinforced the exclusivity, comprehensiveness, and finality of the settlement mechanism under Chapter XIX-A.