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2023 Supreme(Del) 2482
IN THE HIGH COURT OF DELHI AT NEW DELHI
Prathiba M. Singh, J.
Uno Minda Limited – Appellant
Versus
Deputy Commissioner Revenue Department – Respondent
W.P.(C) 5148 of 2023 & CM APPL.20097 of 2023 & W.P.(C) 5160 of 2023 & CM APPL.20111 of 2023
Decided On : 24-04-2023
Mr. Shailendera Singh and Mr. Akash Saxena, Advocates, for the Petitioner in W.P.(C) 5148/2023 & CM APPL.20097/2023. Mr. Abhinav Vasisht Senior Advocate, Mr. Niraj Singh, Mr. Dev Hans Kasana Advocates, in W.P.(C) 5160/2023 & CM APPL.20111/2023.
Mr. Avishkar Singhvi, Advocate, for the Respondent.
The main legal point established is the need for a time limit for adjudication of stamp duty under the Indian Stamp Act, 1899, considering the expectations for time-bound delivery of services and the importance of stamp duty as a source of revenue for the State Government.
Headnote:
Stamp Duty - Adjudication of Stamp Duty - Indian Stamp Act, 1899 - Sections 31, 32 - The court directed the Collector of Stamps to adjudicate the stamp duty payable and communicate the same to parties within 30 days, with a maximum extension of three months in case of complexity or extraordinary circumstances.
Fact of the Case:
The petitions sought directions to the Collector of Stamps for adjudicating the stamp duty payable by the Petitioners. Uno Minda sought adjudication for a scheme of amalgamation, while Reebok sought issuance of stamp paper for Share Certificates.
Finding of the Court:
The court found that despite the applications being filed more than a year ago, the determination of the stamp duty had not been communicated to the Petitioners. It noted the absence of pre-determined stamp duty for the documents and the obligation under Section 31 of the Indian Stamp Act, 1899 for adjudication of the stamp duty.
Issues: The main issue was the delay in adjudicating the stamp duty payable for the scheme of amalgamation and Share Certificates, hindering the Petitioners' statutory obligations.
Ratio Decidendi: The court emphasized the need for a time limit for adjudication of stamp duty, considering the expectations for time-bound delivery of services under the Delhi Act, 2011. It directed the Collector of Stamps to usually adjudicate the stamp duty and communicate it within 30 days, with a maximum extension of three months in complex or extraordinary circumstances.
Final Decision: The court directed the Respondents to determine the stamp duty payable and communicate the same to the Petitioners within 30 days, and disposed of the petitions with these observations.
JUDGMENT
Prathiba M. Singh, J. (Oral)
1. This hearing has been done through hybrid mode.
2. These petitions have been filed seeking issuance of directions to the Collector of Stamps which is currently being manned by the Principal Secretary Revenue-cum-Divisional Commissioner, GNCTD for adjudicating the stamp duty payable by the Petitioners.
3. In W.P.(C) 5148/2023, the case of the Petitioner is that pursuant to a composite scheme of amalgamation between five Harita group companies with the herein Petitioner - Uno Minda Ltd. (hereinafter, "Uno Minda"), the scheme was approved by the NCLT on 1st February, 2021. Uno Minda intended to get the said document of scheme of amalgamation registered and duly stamped under the Indian Stamp Act, 1899. In view of the same, Uno Minda applied to the Divisional Commissioner, Revenue Department, GNCTD seeking adjudication of the stamp duty. An application for the same was filed on 13th January, 2022, however, till date, the stamp duty payable has not been communicated to Uno Minda. Thus, the prayer in W.P.(C) 5148/2023 is that the Respondents ought to be directed to adjudicate the stamp duty payable as expeditiously as possible so that the scheme of amalgamation can be duly stamped.
4. In W.P.(C) 5160/2023, the case of the herein Petitioner - Reebok India Company (hereinafter, "Reebok") is that it has converted its debentures into shares. It seeks issuance of stamp paper for the Share Certificates as per the application dated 25th January, 2022. The case of Reebok is that despite repeated requests, the Respondents have failed to issue challan(s) to Reebok to purchase the stamp duty to be paid on the Share Certificate. Thus, on account of inaction of the part of the Respondents, Reebok is unable to discharge its statutory obligation under Section 56(4) of the Companies Act, 2013. Thus, the prayer in W.P.(C) 5160/2023, is that the Respondents ought to be directed to issue challan as per Reebok's application dated 25th January, 2022 for issuance of stamp paper for the Share Certificates.
5. In the present petitions the applications for issuance of stamp paper were filed more than one year ago and despite the same, the determination of the stamp duty has not been communicated to the Petitioners. It is noticed that both these documents i.e., the scheme of amalgamation as also the instrument of conversion from debentures to shares do not have a pre- determined stamp duty that has been fixed. It is for this reason that the Petitioners have approached the Collector of Stamps under Section 31 of the Indian Stamps Act, 1899 for adjudication of the stamp duty chargeable on the instruments.
6. A perusal of Section 31 of the Indian Stamp Act, 1899 shows that adjudication as to the proper stamp duty would have to be made by the concerned Collector of Stamps. Further, for the said purpose there is an obligation under proviso of Section 32 (3) of the said act on the concerned entity which is producing the document. The said two provisions read as under:
"31. Adjudication as to proper stamp. (1) When any instrument, whether executed or not and whether previously stamped or not, is brought to the Collector, and the person bringing it applies to have the opinion of that officer as to the duty (if any) with which it is chargeable, and pays a fee of such amount (not exceeding five rupees and not less than [fifty naye paise]) as the Collector may in each case direct, the Collector shall determine the duty (if any) with which, in his judgment the instrument is chargeable.
(2) For this purpose the Collector may require to be furnished with an abstract of the instrument, and also with such affidavit or other evidence as he may deem necessary to prove that all the facts and circumstances affecting the chargeability of the instrument with duty, or the amount of the duty with which it is chargeable, are fully and truly set forth therein, and may refuse to proceed upon any such application until such abstract and evi
