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  • section 143(3) of the Income-tax Act, 1961,
  • Rule 8D of the Income-tax Rules
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citation codes
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  • section 143(3) of the Income-tax Act, 1961,
  • Rule 8D of the Income-tax Rules
Smart Summary

Tribunal Opinion — Concise Analytical Summary

Factual and Procedural Background

This is an appeal by the assessee (a company dealing in securities and acting as investment bankers) for the assessment year 2004-05. The assessment was framed under section 143(3) of the Income-tax Act, 1961 on 15-12-2006. The assessee filed summarized grounds of appeal at the hearing. The appeal concerns three principal grounds raised by the assessee: (1) disallowance of expenses on the ground that they were incurred to earn exempt income (invocation of section 14A and consideration of Rule 8D), (2) disallowance of renovation expenses of Rs. 9,90,394 as capital in nature, and (3) disallowance of a provision for loss of Rs. 9,36,256 made on a mark-to-market basis in respect of trading in derivatives. The Assessing Officer (AO) and the Commissioner of Income Tax (Appeals) [CIT(A)] had taken views adverse to the assessee on some of these issues; the assessee is in further appeal before the Tribunal.

Legal Issues Presented

  1. Whether section 14A of the Income-tax Act and the computations under Rule 8D (Income-tax Rules, as notified on 24-3-2008) could be invoked to disallow expenditure attributable to earning exempt income for the assessment year 2004-05.
  2. Whether renovation/interior expenditure of Rs. 9,90,394 incurred by the assessee on leased premises is capital in nature (and therefore disallowable) or is revenue expenditure allowable under the Income-tax Act.
  3. Whether a provision for anticipated loss on "Mark to Market" basis in respect of open positions in derivatives (amounting to Rs. 9,36,256) is allowable as reflecting valuation loss of stock-in-trade, or is impermissible as a contingent liability under mercantile accounting principles.

Arguments of the Parties

Appellant's (Assessee's) Arguments

  • On section 14A/Rule 8D: The assessee relied on the Bombay High Court decision in Godrej & Boyce Mfg. Co. Ltd. v. Dy. CIT (dated 12-8-2010), which held that Rule 8D (notified 24-3-2008) applies only from assessment year 2008-09; therefore Rule 8D could not be invoked for assessment year 2004-05. The assessee asked the Tribunal to apply the guidelines from that judgment when considering section 14A issues.
  • On renovation expenses: The expenditure was incurred wholly and exclusively for the purpose of business; no enduring benefit or capital asset was created; the expenditure consisted of routine maintenance/repair required under the leave-and-license agreement, and it was incurred shortly before handing back the premises, so no long-term advantage was derived.
  • On mark-to-market provision: The provision was made following guidelines of the Institute of Chartered Accountants of India (ICAI). The assessee treated derivatives as stock-in-trade and followed the rule "cost or market, whichever is lower"; accordingly, anticipated losses on open positions should be provided for in the Profit & Loss Account though anticipated profits are not taken into account.

Respondent's (Revenue / Assessing Officer / Departmental Representative) Arguments

  • On section 14A: The AO disallowed 10% of the exempted income by invoking section 14A. The AO accepted, however, that interest expenditure was not disallowed because loan funds were not used to make investments yielding exempt income.
  • On renovation expenses: The AO treated the renovation costs as capital in nature and disallowed them; the CIT(A) upheld that view. The Departmental Representative supported the orders of the income-tax authorities.
  • On mark-to-market provision: The AO contended that the provision pertains to contracts pending on 31-3-2004 and which would be squared off next year; therefore any loss is contingent and might not materialize. Under mercantile accounting only present liabilities should be allowed; contingent liabilities are not admissible. The AO also held that accounting entries or adherence to ICAI guidelines do not, by themselves, determine tax allowability. The CIT(A) upheld the AO's disallowance for substantially the same reasons. The learned Departmental Representative also noted the assessee valued each scrip individually, which the Tribunal addressed in its reasoning.

Table of Precedents Cited

Precedent Rule or Principle Cited For Application by the Court
Godrej & Boyce Mfg. Co. Ltd. v. Dy. CIT [2010] 328 ITR 81 (Bombay High Court) Held that Rule 8D of the Income-tax Rules (notified 24-3-2008) applies from assessment year 2008-09; provided guidelines on the understanding and application of section 14A. The Tribunal followed this decision to conclude that Rule 8D could not be invoked for AY 2004-05 and remitted the matter to the Assessing Officer to decide applicability of section 14A afresh in the light of the High Court guidelines, giving the assessee adequate opportunity.
Chainrup Sampatram v. Commissioner of Income Tax, West Bengal [1953] 24 ITR 481 (Supreme Court) Principle that anticipated loss on valuation of closing stock is allowable (loss due to fall in price below cost may be taken into account even if not realized); embodies the rule of prudence ("cost or market price, whichever is lower"). The Tribunal applied this Supreme Court authority to hold that the provision for anticipated loss in derivatives represents valuation loss of stock-in-trade and is not a contingent liability, directing the AO to allow the provision in the assessee's accounts.
Whimster & Co. v. Commissioners of Inland Revenue [1926] 12 TC 813 (quoted) Principle that profits are generally taxable when realized, with exception permitting a trader to value closing stock at market value if market price has fallen below cost (so anticipated losses can be recognized in valuation). The Tribunal quoted this line of authority (as referenced in Chainrup Sampatram) to support the treatment that anticipated losses on stock-in-trade (including derivatives treated as such) may be taken into account for valuation purposes.

Court's Reasoning and Analysis

The Tribunal addressed each ground separately and applied legal principles and precedents cited in the record.

Ground I — Section 14A / Rule 8D

The Assessing Officer disallowed 10% of exempted income invoking section 14A. The Tribunal noted the assessee's reliance on the Bombay High Court decision in Godrej & Boyce, which held that Rule 8D (notified 24-3-2008) applies only from AY 2008-09 and provided guidelines on applying section 14A. Because the present appeal relates to AY 2004-05 (prior to the operative year of Rule 8D), the Tribunal held Rule 8D cannot be invoked for the year under appeal. The Tribunal, following the High Court's guidelines, set aside the departmental orders on this issue and remitted the matter to the Assessing Officer with directions to reconsider applicability of section 14A in light of those guidelines, providing the assessee adequate opportunity to present its case.

Ground II — Renovation Expenditure (Capital v. Revenue)

The Tribunal examined the leave-and-license agreement: the assessee had taken 5,712 sq. ft. on a five-year leave-and-license commencing 2-6-2000, with obligations under clause 4(c) to keep interiors in good condition and clause 4(f) to deliver premises in good condition on expiry. The assessee incurred the renovation and related expenses in March 2004 and, in fact, handed back possession (acknowledged by the licensor) by 14-7-2004, before the contractual five-year period expired. Given the timing (expenditure shortly before handing back) and the nature of works (painting, polishing, civil/plumbing/POP, miscellaneous, architect fees), the Tribunal found these to be routine maintenance/repair expenses required by the license terms, not creating additional space or enduring capital advantage. On these facts, the Tribunal concluded the expenditure was revenue in nature and allowed the deduction.

Ground III — Provision for Anticipated Loss on Derivatives (Mark-to-Market)

The Tribunal analysed the note in the assessee's Balance Sheet and Profit & Loss Account which described the mark-to-market treatment of Equity Index/Stock Futures: initial margins, margin deposits, daily mark-to-market, and treatment of debit and credit balances in the "Mark-to-Market Margin - Equity Index/Stock Futures Account." The assessee treated debit balances (anticipated losses) as chargeable to the Profit & Loss Account, while ignoring credit balances (anticipated profits). The Tribunal observed there was no dispute that derivatives were held as stock-in-trade and that the assessee used the "cost or market price, whichever is lower" rule. Relying on the Supreme Court decision in Chainrup Sampatram (and the authorities it cites), the Tribunal noted the established commercial principle that anticipated losses reflected in valuation of closing stock can be taken into account whereas anticipated profits cannot be recognized. The Tribunal concluded the provision represented valuation loss of stock-in-trade and was not a contingent liability; it therefore directed the AO to allow the provision.

The Tribunal also addressed the revenue contention that the assessee had valued each scrip separately and stated that this manner of valuation did not affect the legal principle that applies when derivatives are stock-in-trade.

Holding and Implications

Holding: The appeal was PARTLY ALLOWED.

Direct consequences for the parties:

  • On the section 14A/Rule 8D point, the Tribunal set aside the departmental orders and remitted the issue to the Assessing Officer to decide the applicability of section 14A afresh in light of the Bombay High Court guidelines (Godrej & Boyce), with directions to afford the assessee adequate opportunity to present its case. Rule 8D was held not to be applicable to AY 2004-05.
  • The Tribunal allowed the renovation/interior expenditure of Rs. 9,90,394 as revenue expenditure and directed that it be allowed in the assessee's assessment.
  • The Tribunal directed the Assessing Officer to allow the provision for anticipated loss of Rs. 9,36,256 made on a mark-to-market basis, treating it as reflecting the valuation loss of closing stock-in-trade.

Broader implications: The opinion applies and follows existing judicial authorities (including Chainrup Sampatram and the Bombay High Court decision in Godrej & Boyce) in the facts before it. The judgment does not announce or state any novel legal principle beyond applying those precedents; its effect is to resolve the specified issues between the parties and to remit the section 14A question to the Assessing Officer for re-examination in accordance with the cited guidance.

    Edelweiss Capital Ltd., Mumbai v. Income Tax Officer 3(1)(1), Mumbai .

    R.V. Easwar, President. - This is an appeal by the assessee for the assessment year 2004-05. The assessee has filed summarized grounds of appeal at the time of the hearing, which have been taken into account. The assessee is a company dealing in securities and acting as investment bankers. The appeal arises out of the assessment framed under section 143(3) of the Income-tax Act, 1961, on 15-12-2006.

    2. The first ground of appeal is directed against the disallowance of expenses on the ground that they were incurred to earn exempted income. The Assessing Officer has disallowed 10 per cent of the exempted income by invoking section 14A of the Act. In page 2 of the assessment order he has accepted that the interest expenditure is not being disallowed by invoking the above section because the loan funds have not been utilized for making investments which yielded exempt income. The contention of the learned representative for the assessee before us is based on the recent judgment of the Hon’ble Bombay High Court in the case of Godrej & Boyce Mfg. Co. Ltd. v. Dy. CIT [2010] 328 ITR 811 . A copy of the judgment dated 12-8-2010 has been filed. The Hon’ble High Court has held that Rule 8D of the Income-tax Rules which has been notified on 24-3-2008 would apply from the assessment year 2008-09 only. Since we are concerned with the assessment year 2004-05, the said Rule cannot be invoked. As regards the disallowance under section 14A, the Hon’ble High Court has laid down guidelines as to how the section has to be understood and applied. Respectfully following those guidelines we set aside the orders of the departmental authorities on this issue and restore the same to the file of the Assessing Officer with directions to him to decide the applicability of section 14A afresh in the light of the guidelines laid down in the aforesaid judgment. The assessee shall be given adequate opportunity of putting forth its case.

    3. The second ground is directed against the disallowance of renovation expenses of Rs. 9,90,394 on the ground that they are capital in nature. The assessee took 5,712 sq. ft. of space on lease for a period of five years on leave and license basis from Shalaka Sangh Co-operative Housing Society Limited. A copy of the leave and license agreement is at pages 38 to 44 of the Paper Book. The lease was for a period of five years initially, to be renewed after that period at the option of the licensee. Under clause 4(c) of the agreement, it was the responsibility of the assessee to keep the interior of the said premises in good condition during the period of the license and be responsible for the ordinary routine maintenance of the fittings and fixtures in the premises. Clause 4(f ) provided that the assessee should deliver vacant and peaceful possession of the premises in good condition to the licensor on the expiry of the lease. The assessee incurred the expenditure during the relevant accounting year, which was disallowed by the Assessing Officer as capital in nature and his view was upheld by the CIT(A). The contention of the assessee before us is that the expenditure was incurred wholly and exclusively for the purpose of assessee’s business and no enduring benefit had accrued to the assessee nor was any capital asset created. It was further contended that the expenditure was incurred in the month of March 2004 as per the terms of the license agreement because the license period was coming to an end in June 2005 and that in these circumstances it cannot be said that the assessee derived any enduring advantage by incurring the expenditure. The learned Departmental Representative strongly supported the orders of the income-tax authorities.

    4. We have carefully considered the rival contentions. The expenditure disallowed consists of the following :—

    u Painting and polishing work Rs. 4,87,323
    u Civil, plumbing and POP work Rs. 3,54,956
    u Miscellaneous expenses Rs. 28,115
    u Professional fees paid to architect Rs. 1,20,000

    We further find that though the assessee could retain the premises for a period of five years from 2-6-2000, which is the date of the leave and license agreement, it handed over the premises to the licensor on 31-7-2004, after a period of four years because it had entered into an agreement with another person for taking new premises on lease in April 2004. Before shifting to the new premises the assessee under clause 4(f) of the leave and license agreement, had to ensure that the premises were delivered back to the licensor in good condition. The expenditure was incurred in March 2004, a few months before the premises were handed over. In proof of the claim that the premises were handed over even before the license period got over, the learned representative for the assessee, at our instance filed a letter dated 14-7-2004 written by Shalaka Sangh Co-operative Housing Society Limited. It is seen from this letter that the assessee handed over possession of the premises on 14-7-2004, which is acknowledged by the Housing Society. The expenditure has thus been incurred in terms of the leave and license agreement. Further, they are routine maintenance and repair expenses which the assessee would have had to incur in the normal carrying on of its business. The nature of the work shows that no additional space or capital advantage was derived by incurring the expenditure. We, therefore, hold that the expenditure is allowable as revenue expenditure. We direct accordingly and allow the second ground.

    5. The third and last ground is against the disallowance of the provision for loss of Rs. 9,36,256 made by the assessee on "Mark to Market" basis in respect of trading in derivatives. The brief facts in this connection are that the aforesaid provision was made in the Profit and Loss Account being anticipated loss on Equity Index/Stock Futures Account. The breakup is Rs. 8,86,912 and Rs. 49,344 respectively. When asked to furnish the details and the basis of the claim, the assessee filed a Note stating that the provision was made in accordance with the suggestions of the Institute of Chartered Accountants of India to the effect that a provision should be made at the end of the year by a debit to the Profit and Loss Account for anticipated loss equivalent to the debit balance in the Mark to Market Margin Index/Stock Futures Account. According to the assessee, the loss should be anticipated and provided for, though anticipated profit cannot be taken credit. The assessee further pointed out that there is no difference between valuation of stock and the valuation of the derivates and that in both provision should be made for anticipated losses though anticipated profits cannot be taken note of.

    6. The Assessing Officer did not accept the assessee’s submissions. He noted that the provision has been created in respect of contracts pending on 31-3-2004, which will be squared off in the next financial year and there was always the possibility that there may not be any loss when they are squared off. He viewed it as a contingent liability which may or may not arise in future. According to him there is no room for allowing a contingent liability under the mercantile system of accounting under which only a liability in present time can be allowed. He referred to certain authorities in support of his view. As regards the guidelines issued by the Institute of Chartered Accountants of India, which were claimed to have been followed by the assessee, the Assessing Officer observed that the accounting entries cannot control or decide the allowability of the claim. In this view of the matter, he disallowed the provision. The disallowance having been upheld by the CIT(A) for substantially the same reasons, the assessee is in further appeal before the Tribunal.

    7. We have considered the facts and the rival contentions. In the Schedule annexed to and forming part of the Balance Sheet and Profit & Loss Account for the year under appeal (page 13 of the Paper Book), the assessee has made the following Note :—

    "H. Equity Futures - Index/Stock

    u "Initial Margin - Equity Derivative Instruments", representing initial margin paid, and "Margin Deposits", representing additional margin over and above initial margin, for entering into contracts for Equity Index/Stock Futures, which are released on final settlement/squaring-up of underlying contracts, are disclosed under Loans and Advances.

    u Equity Index/Stock Futures are marked-to-market on a daily basis. Debit or credit balance disclosed under Loans and Advances or Current Liabilities, respectively, in the "Mark-to-Market Margin - Equity Index/Stock Futures Account", represents the net amount paid or received on the basis of movement in the prices of Index/Stock Futures till the Balance Sheet date. Amount paid to brokers in addition to Mark-to-Market Margins is disclosed as "Margin Deposits" under Loans and Advances.

    u As on the Balance Sheet date, profit/loss on open positions in Index/Stock Futures are accounted for as follows :

    l Credit balance in the "Mark-to-Market Margin - Equity Index/Stock Futures Account", being anticipated profit, is ignored and no credit for the same is taken in the Profit and Loss Account.

    l Debit balance in the "Mark-to-Market Margin - Equity Index/Stock Futures Account", being anticipated loss, is adjusted in the Profit and Loss Account.

    u On final settlement or squaring-up of contracts for Equity Index/Stock Futures, the profit or loss is calculated as the difference between settlement/squaring-up price and contract price. Accordingly, debit or credit balance pertaining to the settled/squared-up contract in "Mark-to-Market Margin - Equity Index/Stock Futures Account" is recognized in the Profit and Loss Account."

    The aforesaid Note gives a fair picture of the nature of the provision. The provision in substance has been made to cover the anticipated loss in the derivates trading. There is no dispute that the assessee holds derivatives as its stock-in-trade and there is also no dispute that it follows the principle "cost or market price, whichever is lower" in valuing the derivatives. When the derivatives are held as stock-in-trade then whatever rules apply to the valuation of stock-in-trade will have to be necessarily apply to their valuation also. It is a well settled position in law that "while anticipated loss is taken into account in valuing the closing stock, anticipated profit in the shape of appreciated value of the closing stock is not brought into the account, as no prudent trader would care to show increased profit before its realization. This is the theory underlying the rule that the closing stock is to be valued at cost or market price whichever is the lower, and it is now generally accepted as an established rule of commercial practice and accountancy". This is what the Supreme Court held in the case of Chainrup Sampatram v. Commissioner Of Income Tax, West Bengal [1953] 24 ITR 481, speaking through Hon’ble Justice Patanjali Sastri, the then Chief Justice of India (pages 485 - 486 of the Report). At page 486 the Supreme Court further observed that "loss due to a fall in price below cost is allowed even if such loss has not been actually realized". Quoting from the case of Whimster & Co. v. Commissioners of Inland Revenue [1926] 12 TC 813, the Supreme Court observed that the profits that are chargeable to tax are those realized in the year and that an exception is recognized where a trader purchased and still holds goods which are fallen in value in which case though no loss has been realized nor it has occurred, nevertheless at the close of the year he is permitted to treat these goods as of their market value. This decision of the Supreme Court governs the facts of the present case. It is to the assessee’s strength that the Institute of Chartered Accountants of India in its guidelines have also approved of the rule of prudence which really means that while anticipated losses can be taken note of while valuing the closing stock, anticipated profits cannot be recognized. The anticipated loss, in the light of the judgment of the Supreme Court cited above, cannot be treated as a contingent liability.

    8. The learned DR pointed out that the assessee has valued each scrip of the derivatives as at the end of the year. We do not see how this can make any difference to the legal principle. If the derivatives have been treated as stock-in-trade then there is nothing unusual in the assessee valuing each derivative by applying the rule cost or market whichever is lower.

    9. We, therefore, direct the Assessing Officer to allow the provision as reflecting in substance the loss arising on account of valuation of the closing stock. The ground is allowed.

    10. In the result, the appeal of the assessee is partly allowed.

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    Edelweiss Capital Ltd., Mumbai v. Income Tax Officer 3(1)(1), Mumbai .
    (Nov 10, 2010)