Income-tax Act, 2025 as amended by the Finance Act, 2026 · Companies Act, 2013 · verified 6 Sep 2026

Buyback, secondary, capital reduction or dividend — what actually lands in your account, on the date you actually complete?

Type your own numbers. Nothing leaves this page.

This is a sample — Priya Menon, 35% founder of Nimbus Labs Pvt Ltd, selling 1,00,000 shares at ₹500 with completion on 15 Dec 2026. Replace with your figures.

Total equity shares outstanding All classes of equity, fully paid.

Shares you hold

Shares to sell / buy back / cancel

Expected price per share

Expected completion date The day you are paid and the shares are extinguished or transferred. This date picks the tax regime.

Cost per share What you paid on subscription or purchase. Sweat equity at ₹1 is ₹1.

Date you acquired them Earliest lot if several — this version treats one lot. More than 24 months before completion is long-term.

Your other taxable income this financial year Salary, rent, interest — everything except this exit. Sets your slab and surcharge.

Capital loss carried forward from a buyback done between 1 Oct 2024 and 31 Mar 2026 The cost of the shares you gave up in that buyback became a loss. Enter it here to see it absorbed. Default 0.

Nature of that loss Default long-term.

I am named as a promoter in the company's filings Ticks the promoter box even under 10%.

Accumulated profits Free reserves and surplus per the last audited balance sheet — your CA's figure.

Paid-up capital + free reserves + securities premium The base for the 25% buyback ceiling.

Capital reduction — which shares are cancelled? Default: only yours.

Buyer's marginal tax rate (secondary sale) Used only for the buyer's shortfall tax; cess added. 30% — typical corporate buyer; change if the buyer is an individual.

Valuer's fair value per share From the registered valuer's report. Leave equal to the price if you have none.

Your name Printed on the working paper verbatim.

Company

1 Enter2 Compare3 Print

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Best in hand

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Worst in hand

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The gap

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Regime

Method and the five points a CA must confirm

Full board above, nothing held back. Before the SPA is signed, this needs a CA's signature on the promoter test, the valuation and the date — Karan does route opinions; the fee is a rounding error against the gap shown.
Just closed a round? The Section 42 round clock tells you the day the money unlocks and what is already running against you.

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Your data never leaves this browser. Every figure on this page is computed by JavaScript running on your own device. Nothing you type is uploaded, stored on a server, or sent anywhere — you can disconnect from the internet and the board still works.

This board is a working paper, not tax advice or an opinion. It applies the Income-tax Act, 2025 as amended by the Finance Act, 2026 and the Companies Act, 2013 as they stood on 6 September 2026, using figures you typed; it ignores marginal relief, stamp duty and professional fees, and it assumes a resident individual founder of an unlisted company. Five points are flagged for a CA's confirmation on the board itself. Statutory rules change — verify against the latest notifications before you act. Built and maintained by a practising Chartered Accountant.

s.69 Income-tax Act, 2025 as amended by the Finance Act, 2026 — buyback consideration taxed as capital gains; additional income-tax on promoters
s.197 (LTCG 12.5%, 24-month test for unlisted shares) · s.202 (default-regime slabs) · s.79 (FMV floor, seller) · s.92(2)(m) (shortfall, buyer) · s.2(40)(d) (capital reduction) · s.393(1) Table Sl. 7 (TDS on dividend)
Rule 57, Income-tax Rules, 2026 (unquoted-share FMV; old Rule 11UA) — taken as an input, never computed here
ss.66 and 68, Companies Act, 2013 and Rule 17 of the Companies (Share Capital and Debentures) Rules, 2014