Slump Sales Under Indian Law: Tax Efficiency Or Regulatory Grey Zone
- IJLLR Journal
- Jul 29
- 1 min read
Ashnee Videh, Jindal Global Law School
ABSTRACT
This article critically examines the legal and tax framework governing slump sales in India, a method of business transfer wherein an undertaking is sold as a going concern for a lump-sum consideration without assigning individual values to assets and liabilities. While slump sales offer significant tax advantages and operational efficiency, they occupy a regulatory grey zone due to the difficulty in distinguishing them from structured asset sales designed to exploit preferential tax treatment. The article explores statutory provisions under the Income-tax Act, 1961, including recent amendments post the Areva T&D ruling, and highlights key judicial pronouncements that have shaped the understanding of “undertaking” and “going concern.” It further analyzes issues arising from consideration structuring, exclusion of liabilities or employees, and the treatment of non-compete fees and goodwill. The discussion underscores the challenges posed by inconsistent interpretations and the reliance on judicial discretion, which creates uncertainty for businesses seeking compliant structuring. Ultimately, it advocates for clearer legislative guidance to ensure transparency and reduce litigation in the context of such transfers.
