Assesse, a public limited company, raised certain amount by issue of share capital through a Qualified Institution Placement (QIP) in which it placed its share capital with Qualified Institution Buyers (QIB). The assessee incurred expenses on account of payments to Lead Managers of issue and payments to Legal Consultants for finalization of placement document for QIP. The AO rejected assessee’s claim holding that issue of shares to QIP did not amount to public subscription Tribunal held that s per Rule2 (d) of Securities Contracts (Regulation) Rules, 1957, term public means any person other than promoter, promoter group, subsidiaries and associates of company. In instant case, it was apparent from list of QIB to whom shares were issued that they did not fall in any of aforesaid category, accordingly QIB would qualify as public and, therefore, assessee’s claim for deduction was to be allowed. (AY. 2010-11)