Form 28 Income Tax Rules 2026 pdf download and Key points
Form 28 Income Tax Rules 2026 pdf download and Key points
FORM NO. 28
[See rule 54]
Report of an accountant to be furnished by an assesses under section 77(4) of the Act relating to the computation of capital gains in the case of slump sale
Under the Income-tax Rules, 2026, Form No. 28 replaces the erstwhile Form 3CEA. It is governed by Section 77(4) of the Income-tax Act, 2025, and Rule 54 of the Income-tax Rules, 2026.
Here are all the key points regarding Form No. 28:
1. Purpose of the Form Form 28 is a statutory report issued by an accountant to certify the computation of net worth and capital gains for an assessee undertaking a slump sale.
2. Applicability (Who Should File) The form must be furnished by any assessee (the transferor) who transfers an undertaking or a division as a “going concern” for a lump-sum consideration, without assigning individual values to specific assets and liabilities.
3. Frequency and Due Date
- Frequency: It is event-based and must be filed once in a year for the relevant tax year in which the slump sale takes place.
- Due Date: It must be filed on or before the due date for furnishing the assessee’s annual income tax return.
4. Mode of Filing and Pre-requisites
- Online Only: Form 28 can only be submitted electronically through the official Income-tax e-Filing portal; offline submission is strictly not permitted.
- Mandatory PAN: The form cannot be submitted without quoting a valid Permanent Account Number (PAN).
- No Edits Allowed: Once the form is submitted and the acknowledgment is generated, it cannot be edited. Taxpayers must ensure all details are correct prior to submission.
5. Structure and Contents of the Form Form 28 is designed as a “smart form” to streamline data entry. It captures comprehensive transaction details, including:
- Transferor Details: Particulars of the assessee effecting the slump sale (Name, Address, PAN, Nature of business, Email, and Contact details).
- Transferee Details: Particulars of the buyer purchasing the undertaking.
- Net Worth and Value Computation: The form captures the value of assets, relatable liabilities, and the final net worth of the undertaking or division.
- Mandatory Attachments: A copy of the Profit and Loss account and the Balance sheet for the relevant tax year must be uploaded with the form.
- Verification by Accountant: The form must be examined and certified by an independent Accountant. The accountant must digitally sign the form and provide their Membership Number, Firm Registration Number (FRN), and a Unique Document Identification Number (UDIN).
6. Key Updates in the 2026 Rules A significant enhancement in the new Form 28 is the explicit incorporation of the computation for Fair Market Value (FMV1 and FMV2) as per Rule 53 of the Income-tax Rules, 2026. This specific FMV computation layout was previously missing in the old Form 3CEA even after new valuation rules for slump sales were introduced. Furthermore, the details of both the assessee and the buyer have been reformatted into a more user-friendly smart form layout.
1. What is Form No. 28?
Ans: This form is a report of an accountant to be furnished by an assessee undersection 77(4) of the Income-tax Act, 2025 relating to the computation capital gains in the case of slump sale.
2: Who should file Form No. 28?
Ans: Form No. 28 must be furnished by any assessee who transfers an undertaking or division as a “going concern” for a lump-sum consideration without assigning individual values to assets and liabilities (a slump sale).
3: Is Form No. 28 mandatory?
Ans: Yes. It has to be filed by an assessee undertaking a slump sale, to certify the computation of net worth and capital gains under Section 77(4) of the Income Tax Act, 2025.
4: What is the time limit for filing Form No. 28?
Ans: Form No. 28 must be filed on or before the due date for filing the assessee’s income tax return.
5: How many times can Form No. 28 be filed in a year?
Ans: Form No. 28 has to be filed once in a year on or before the due date for filing the assessee’s income tax return.
6: Can I edit Form No. 28 after submission?
Ans: No. Once Form No. 28 is submitted and acknowledgment is generated, it cannot be edited. Ensure all details are correct before submission.
7: What if I do not have a PAN?
Ans: Form No. 28 cannot be submitted without a valid PAN.
8: Can Form No. 28 be filed offline?
Ans: No. Form No. 28 can only be submitted online through the Income Tax e-Filing portal.
Form 28 Income Tax Rules 2026 pdf download
Form No.28– Frequently Asked Questions
Guidance Note on Form 28
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