JUDGMENT judgment of court was delivered by A. K. Menon J.-The appellant is aggrieved by impugned order dated September 9, 2011, passed by Income-tax Appellate Tribunal whereby Tribunal negated appellant's claim that respondent was beneficiary of certain amounts by way of deemed dividend under section 2(22)(e) by virtue of certain expenses incurred on construction/renovation of premises owned by respondent and let out by respondent to limited company of which respondent was majority shareholder. question of law raised by respondent (appellant?) is whether Tribunal had erred in directing/concluding that provisions of section 2(22)(e) were not attracted in case of respondent in view of appellant's contention that expenditure made by private limited company of respondent in which respondent-assessee is majority share holder and that expenditure in fact was made for benefit of respondent-assessee himself. few facts may be adverted to: respondent-assessee holds 76.26 per cent. of equity shares of Offshore Hookup and Construction Services Pvt. Ltd. ("the company"). He is also executive director of company. In his personal capacity he is owner of certain premises and was carrying on business as proprietor of Offshore International Services. It seems that over period of time respondent ceased carrying on business of proprietary concern and he let out premises to company. company incurred expenses towards construction and improvement of factory premises which it continued to use. appellant contended that such improvement in factory premises was for benefit of respondent and, therefore, applied provisions of section 2(22)(e) for total expenditure of Rs. 2.51 crores. Vide assessment order dated February 2, 2009, appellant treated sum of Rs. 2.51 crores as deemed divided in name of assessee under provisions of section 2(22)(e). respondent filed appeal before Commissioner of Income-tax (Appeals), who, vide order dated November 10, 2009, dismissed appeal of respondent. respondent, aggrieved by dismissal of appeal, filed appeal before Income-tax Appellate Tribunal, which, vide impugned order dated September 9, 2011, allowed appeal. Before proceeding further it would be useful to reproduce section 2(22)(e). Section 2(22)(e) reads thus: "(22)'dividend' includes-... (e) any payment by company, not being company in which public are substantially interested, of any sum (whether as representing part of assets of company or otherwise) made after 31st day of May, 1987, by way of advance or loan to shareholder, being person who is beneficial owner of shares (not being shares entitled to fixed rate of dividend whether with or without right to participate in profits) holding not less than ten per cent. of voting power, or to any concern in which such shareholder is member or partner and in which he has substantial interest (hereafter in this clause referred to as said concern) or any payment by any such company on behalf, or for individual benefit, of any such shareholder, to extent to which company in either case possesses accumulated profits; but'dividend' does not include- (i) distribution made in accordance with sub-clause (c) or subclause (d) in respect of any share issued for full cash consideration, where holder of share is not entitled in event of liquidation to participate in surplus assets; (ia) distribution made in accordance with sub-clause (c) or subclause (d) in so far as such distribution is attributable to capitalised profits of company representing bonus shares allotted to its equity shareholders after 31st day of March, 1964, and before 1st day of April, 1965; (ii) any advance or loan made to shareholder or said concern by company in ordinary course of its business, where lending of money is substantial part of business of company; (iii) any dividend paid by company which is set off by company against whole or any part of any sum previously paid by it and treated as dividend within meaning of sub-clause (e), to extent to which it is so set off; (iv) any payment made by company on purchase of its own shares from shareholder in accordance with provisions of section 77A of Companies Act, 1956 (1 of 1956); (v) any distribution of shares pursuant to demerger by resulting company to shareholders of demerged company (whether or not there is reduction of capital in demerged company)." To effectively adjudicate upon issue before us it will be convenient to refer assessment order dated February 2, 2009, itself prior to dealing with impugned order. Assessing Officer holds that amount of Rs. 2.51 crores was paid on behalf of assessee and relied upon, inter alia, on decision of Calcutta High Court in case of M. D. Jindal v. CIT [1987] 164 ITR 28 (Cal). It states that any payment referred to in section 2(22)(e) also covers value of goods and services provided by company to its shareholders. Alternatively, Assessing Officer held that amount of Rs. 2.51 crores be treated as perquisite which includes value of any benefit by company to employee who is director thereof and/or by company, who has substantial interest in it. Thus, case against respondent was two fold, one that amount of Rs. 2.51 crores was deemed dividend and, secondly, that amount constituted perquisite. In appeal, Commissioner of Income-tax (Appeals), in his order November 10, 2009, also noted submission of respondent that he had leased out premises to company on rent which was lower than prevailing market rate with clear understanding that all expenditure for its upkeep and improvement, if any, would be fully spent by company since appellant had stopped his own business activities. According to Commissioner of Income-tax (Appeals), respondent failed to substantiate said claim and held that all conditions provided under section 2(22)(e) for deemed dividend was satisfied. In appeal, Tribunal concluded that payment was not deemed dividend. Tribunal also held that amount was also not perquisite and, accordingly, appellant's case under section 17(2) is also not sustainable. In present appeal, challenge is restricted to Tribunal's findings that respondent's case is not covered under section 2(22)(e). There is no challenge to findings qua disallowance of appellant's case that amount was perquisite. Analysis of section 2(22)(e) would reveal that in order to attract provisions of clause (22) payment made by company must be by way of advance or loan to shareholder who is entitled to shares which do not carry fixed rate of dividend with or without right to participate or payment to him for his individual benefit. payment should be for individual benefit of such shareholder and it would be restricted to accumulated profits of company. In present case, no money has been paid to respondent by way of advance or loan nor was any payment made for his individual benefit. fact that company has spent money has not been called into question. Thus, it is deemed that company did spent Rs. 2.51 crores towards repair and renovation on premises owned by respondent. There is no dispute about fact that company had taken rent on aforesaid premises. Thus, it is case where asset of respondent may have enhanced in value by virtue of repairs and renovation in respect of which it cannot be brought within definition of advance or loan to respondent. Nor can it be treated as payment by company on behalf of respondent shareholder or for individual benefit of such shareholder. To hold so would be merely presumption which is not warranted in facts of present case. Accordingly, order of Tribunal cannot be faulted. challenge being restricted to issue of dividend alone it is not necessary to consider contention pertaining that amount as perquisite. Moreover, in case of Income Tax Appeal No.114 of 2012 and other group of appeals this court has, vide judgment dated July 4, 2014, to which one of us (S. C. Dharmadhikari J.) (CIT v. Impact Containers Ltd. [2014] 367 ITR 346 (Bom)) was party has already held that where recipient is not shareholder of lender company such case of deemed dividend does not arise and such appeals are to stand dismissed since they do not raise any substantial question of law. We have, however, considered facts of present case in detail being slightly different nature in facts of case in Income Tax Appeal No. 114 of 2012. In circumstances impugned order is not vitiated by error of law apparent on face on record. appeal is, therefore, dismissed. No order as to costs. *** Commissioner of Income-tax v. Vir Vikram Vaid