IN THE INCOME TAX APPELLATE TRIBUNAL “C” BENCH, MUMBAI SHRI VIKRAM SINGH YADAV, ACCOUNTANT MEMBER SHRI RAHUL CHAUDHARY, JUDICIAL MEMBER ITA No.4580/MUM/2025 (Assessment Year:2017-2018)

Pranoo Financial Services Private Limited B-802, Ivy Tower, Vasant Valley, Near Dindoshi Bus, Malad East, Mumbai – 400097. Maharashtra [PAN:AAACP9330M] …………. Appellant Deputy Commissioner of Income Tax, Vs Circle 13(1)(2), Mumbai Room No.218, 2^nd Floor, Aayakar Bhawan, M.K.Road, Churchgate, Mumbai - 400 020. Maharashtra …………. Respondent Appearance For the Appellant/Assessee : Shri Vipul Joshi & Ms. Sruti Kalyanikar For the Respondent/Department : Shri Virabhadra S. Mahajan Date Conclusion of hearing : 04.09.2025 Pronouncement of order : 24.09.2025

O R D E R

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Per Rahul Chaudhary, Judicial Member:

1. The present appeal preferred by the Assessee is directed against the order, dated 28/05/2025, passed by the National Faceless Appeal Centre (NFAC), Delhi [hereinafter referred to as ‘the CIT(A)’ whereby the Ld. CIT(A) had dismissed the appeal against the Assessment Order, dated 12/12/2019, passed under Section 143(3)

of the Income Tax Act, 1961 for the Assessment Year 2017-2018.

2. The Assessee has raised following grounds of appeal :

“1. THE ORDER IS BAD IN LAW, ILLEGAL AND WITHOUT JURISDICTION

1.1. In the facts and the circumstances of the case, and in law, the appellate order u/s.250 of the Income-tax Act, 1961 [„the Act‟] framed and passed on 28.05.2025 by the Commissioner of Income-tax (Appeals), National Faceless Appeal Centre [Ld. CIT(A)‟] is bad in law, illegal and without jurisdiction, as the same is framed in breach of the statutory provisions of the Act and the scheme and as otherwise also is not in accordance with the law.

1.2. Without prejudice to the generality of the above, the appellate order so passed is bad in law, illegal and void as the same is arbitrary and perverse.

2. VIOLATION OF PRINCIPLES OF NATURAL JUSTICE

2.1. In the facts and the circumstances of the case, and in law, the appellate order so framed in bad in law and illegal, as the same is f4ramed in breach of the principles of Natural Justice.

2.2. Without prejudice to the generality of the above ground in the facts and circumstances of the case, the Ld. CIT(A) erred in-

(i) not granting proper, sufficient, reasonable and fair opportunity of being heard to the Appellant while passing the appellate order; and (ii) not granting an opportunity of personal hearing.

WITHOUT PREJUDICE TO THE ABOVE

3. DISALLOWANCE OF RS.1,25,20,000/- U/S.56(2)(viib) OF THE ACT AS ALLEGED SHARE PREMIUM IN EXCESS OF FAIR MARKET VALUE

3.1. The Ld. CIT(A) erred in confirming the action of the A.O. in making addition of the amount of Rs.1,25,20,000/- u/s. 56(2)(viib) of the Act, being difference between the issue/allotment price (Rs.90/- per share) and the face value of the shares (Rs.10/- per share), by treating the share premium (Rs.80/- per share) as excess of the fair market value.

3.2. While doing so, the CIT(A) erred in:

(i) Basing his action on surmises, suspicion and conjecture;

(ii) Taking into account irrelevant and extraneous considerations;

(iii) Ignoring relevant material and considerations as submitted by the Appellant;

(iv) Disregarding the valuation report submitted by the Appellant, which was based on prescribed method (Discounted Cash Flow Method) under Rule 11UA of the Income Tax Rules, 1962; and (v) Arriving at incorrect and misleading conclusion that the Appellant was in continuous losses, ignoring the fact that the loss in the return of income was on account of claim of indexed cost of acquisition while computing the capital gains on sale of shares.

3.3. It is submitted that in the facts and the circumstances of the case, and in law, no such addition was called for.

3.4. Without prejudice to the above, assuming – but not admitting –

that some addition was called for, the Ld. CIT(A) failed to appreciate that the computation of the addition made by the A.O. was arbitrary, excessive and not in accordance