What Is Slump Sale?

By Author: Nishant Arora
Total Articles: 23
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A single entity could have separate segments or undertakings with its own set of assets and liabilities each focused on a different business. Therefore, when the need arises, the entity can sell off a segment or the undertaking. This is called a slump sale.

CONTENTS

Slump Sale under Income Tax

Tax Effect in a Slump Sale

Slump sale vs. Itemised sale

Case study

Other matters

Slump Sale under Income Tax

A slump sale for income tax purposes would be one where an undertaking is sold without considering the individual values of the assets or liabilities contained within the undertaking.

It may be important to note here that finding out individual values may be of relevance only for the purpose of determining stamp duty or any other similar taxes.

(Applicable in case of Land & Building transferred along with the respective undertaking)

Tax Effect in a Slump Sale

The gain or loss resulting out of a slump sale shall be a Capital Gain/Loss under the Income Tax Act.

(In the hands of the seller)

The computation has been prescribed as follows:

The ...
... capital gain or loss as computed above will be either long-term or short-term depending upon the period for which the undertaking is held.

If the undertaking is held for more than 36 months, the resulting capital gain or loss shall be long-term and if it is held for less than 36 months, the resulting capital gain or loss shall be short-term.

Further, there will be no indexation benefit available in the computation of the capital gains.

Net worth: In computing the net worth of the entity, the following points need to be considered:

The value of net worth should not take into account any change in the value of the asset or liability resulting from the revaluation of such asset or liability.

In case of depreciable assets under the Income Tax Act, the Written Down Value of such assets as per the Act shall be considered.

In the case of assets on which 100% deduction has been allowed u/s 35AD (specified business), the value of such assets will not be considered.

In the case of any other asset, value as appearing in the books of accounts shall be considered.

After considering the above points, if the resulting net worth is negative, then the cost of acquisition shall be taken as nil for the purpose of computation of capital gains.

Tax rates: The rates of tax applicable to the capital gain in a slump sale are as follows:

Short Term Capital Gain: Normal Rates of taxation

Long Term Capital Gain: 20%

Reporting Formality: The Company has to furnish a report by a Chartered Accountant as per Form 3CEA.

Taxation under GST: The basis of taxation under the Goods and Services Tax Act revolves around ‘supply’. A slump sale would also be a supply and hence fall under the purview of GST. The supply would be in the nature of ‘transfer as a going concern’ and such a transfer attracts a nil rate of GST.

Transfer as a going concern would roughly mean that the current business as a whole will be carried on by a different person or that there is a change in the ownership of the business.

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