Assessee acquired certain shares of a company at face value of Rs. 10 per share. As cost of acquisition of shares appeared to be much lesser than Fair Market Value (FMV), AO estimated FMV as per previous year balance sheet of company, and worked out taxable income under S 56(2)(vii)(c)(ii), as per rules 11U & 11UA. CIT deleted the addition. On appeal by revenue the Tribunal held that since prior to allotment of shares, existing shareholders, were only assessee and his brother, and whatever excess benefit was passed on to assessee was out of interest of shareholding held by his brother, provisions of S. 56(2)(viii)(c) (ii) would not apply. In case balance sheet is not drawn up on date of allotment, for arriving at FMV of shares under S. 56(2)(vii)(c)(ii), previous Balance Sheet which is audited and approved in AGM has to be taken into consideration, before allotment of shares. In case balance sheet is not drawn up on date of allotment, for arriving at FMV of shares under S 56(2)(vii)(c)(ii), previous Balance Sheet which is audited and approved in AGM has to be taken into consideration, before allotment of shares. (AY. 2014 15 )