DIPAK KUMAR SEN, J. ( 1 ) KANHAYALAL Mukundlal, the assessee, was assessable to income-tax for the assessment year 1962-63, the accounting year ending some time in April, 1962. The assessee was required to file its return by October 12, 1962, but filed the same only on January 14, 1966. ( 2 ) FOR the delay in submission of its return, the Income-tax Officer initiated penalty proceedings against the assessee. In reply to a show-cause notice issued by the Income-tax Officer, it was contended by the assessee that the return had been filed late because the assessee had been contemplating to file a voluntary disclosure. In fact, the assessee subsequently filed a disclosure petition under Section 68 of the Finance (No. 2) Act, 1965. ( 3 ) THE Income-tax Officer did not accept the explanation of the assessee. He held that there was no connection between not filing the return in time by the assessee and the voluntary disclosure scheme and levied a penalty of Rs. 15,234 under Section 271 (1) (a) of the Income-tax Act, 1961 (" the Act" ). ( 4 ) ON appeal, the Appellate Assistant Commissioner upheld the decision of the Income-tax Officer, but gave a direction to the Income-tax Officer to recompute the quantum of income in the light of the decision of the Supreme Court. The contentions of the assessee that because of a dispute amongst the partners, the accounts could not be finalised and the filing of the return was delayed and that there was no mala fide intention of the assessee in not filing its return in time were rejected by the Appellate Assistant Commissioner as being without any evidence. ( 5 ) THE assessee preferred a further appeal before the Tribunal. The Accountant Member of the Tribunal accepted the contention of the assessee that it was contemplating to make a voluntary disclosure and the partners of the assessee were not agreeing to the same. He found that in the meantime the Government announced the scheme of disclosure and the partners took advantage of it and made a voluntary disclosure. He held that the assessee had a reasonable cause, inasmuch as after adjusting the entries in the accounts relating to the bogus credits, it closed its books late and thereafter submitted its return on January 14, 1966. He directed that the penalty should be cancelled. He held that the assessee had a reasonable cause, inasmuch as after adjusting the entries in the accounts relating to the bogus credits, it closed its books late and thereafter submitted its return on January 14, 1966. He directed that the penalty should be cancelled. ( 6 ) THE Judicial Member, however, did not agree with the view taken by the Accountant Member. He held that there was no contemporaneous evidence that the partners of the assessee were contemplating to make a voluntary disclosure under the Finance (No. 2) Act, 1965. He held further that the assessee or its partners could not anticipate that the Government would announce a disclosure scheme in 1965 and that the assessee and its partners would have to wait from 1962 till 1965. He also found that there was no evidence that the assessee was contemplating to make any disclosure or that the partners of the assessee were not agreeing to the same. He confirmed the order of penalty. ( 7 ) BY reason of the difference of opinion between the two members of the Tribunal, the matter was referred to a third member under Section 255 (4) of the Act. ( 8 ) THE third member of the Tribunal agreed with the view taken by the Accountant Member. He held, inter alia, that- (a) Mere failure to file a return of income was not tantamount to a default on the part of the assessee until and unless it was shown that the said default was committed by the assessee without reasonable cause. (b) The assessee was conscious of the fact that it had concealed its income and, therefore, wanted to make a voluntary disclosure of its income under Section 271 (4a ). (c) In respect of such disclosure, there was a dispute amongst the partners of the assessee. (d) When such disclosure was made, no penalty under Section 271 (1) (c) was imposed on the assessee. (e) Provisions for voluntary disclosure had been made under executive orders passed from time to time since 1951. (f) It was absolutely necessary for the assessee in order to make a voluntary disclosure of its income to determine the quantum of disclosure before filing the return. The partners not being able to make up their minds, the books could not be closed and return could not be filed in time. (f) It was absolutely necessary for the assessee in order to make a voluntary disclosure of its income to determine the quantum of disclosure before filing the return. The partners not being able to make up their minds, the books could not be closed and return could not be filed in time. (g) When ultimately the disclosure was made, by chance, the scheme of disclosure under the Finance (No. 2) Act, 1965, came to be promulgated and the assessee took advantage of the same. ( 9 ) HE also noted that after the disclosure, the assessee did not continue its business. He held that the assessee had reasonable cause for not submitting its return in time and directed that the order of penalty should be set aside. ( 10 ) ON the basis of the majority decision, the Tribunal held that the Income-tax Officer was not justified in imposing the penalty under Section 271 (1) (a) and cancelled the same. On an application of the Revenue under Section 256 (1) of the Act, the following question has been referred as a question of law arising out of the order of the Tribunal for the opinion of this court:" Whether, on the facts and in the circumstances of the case, the Tribunal was right in law in cancelling the penalty imposed under Section 271 (1) (a) of the Income-tax Act, 1961 ?" ( 11 ) AT the hearing, no one appeared for the assessee. We heard the submissions of the learned advocate for the Revenue. ( 12 ) IT appears to us that the Tribunal in its majority decision found as a fact that the assessee, in any event, and irrespective of any scheme intended to make a voluntary disclosure. The partners could not agree and make up their minds as to the disclosure or its quantum. In that view, there was delay in filing of the return. Ultimately, return was filed and disclosure was also made. The same was accepted by the Tribunal to be sufficient cause shown by the assessee against the proposed imposition of penalty. None of the facts as found has been challenged by the Revenue. ( 13 ) THE contention is that the assessee could not anticipate the advantage of a voluntary disclosure allowed under the Finance (No. 2) Act 1965, in 1962, is not of much consequence in view of the other facts as found. None of the facts as found has been challenged by the Revenue. ( 13 ) THE contention is that the assessee could not anticipate the advantage of a voluntary disclosure allowed under the Finance (No. 2) Act 1965, in 1962, is not of much consequence in view of the other facts as found. The, assessee, in any event, had been contemplating to make a disclosure irrespective of whether the same would result in any advantage to it or not. It is also undisputed that the assessee made a voluntary disclosure subsequently. ( 14 ) FOR the reasons as above, we are not inclined to disturb the findings of fact of the Tribunal which are not challenged before us and we answer the question in the affirmative and in favour of the assessee. There will be no order as to costs.