Finance Bill 2026 proposes a flat 12% surcharge on buyback tax. It could potentially impact corporate payout strategies and investor returns while simplifying India’s taxation framework for share buybacks. The bill was passed by the Lok Sabha on Wednesday (March 25, 2026).
The government has introduced a flat 12% surcharge on buyback-related capital gains for all shareholders. According to experts, the new flat surcharge, introduced as an amendment to the Finance Bill 2026, could increase the overall tax outgo for smaller corporate shareholders and middle-income individual taxpayers. It is expected to provide relief to the super-rich or millionaires.
Sandeep Jhunjhunwala, M&A Tax Partner at Nangia Global Advisors, said: “Moving to a flat 12% surcharge means a higher tax outgo across many brackets, making buybacks a costlier route for cash extraction compared to alternatives such as dividends. This could likely discourage individual shareholders from initiating buybacks and distort capital allocation decisions.”
Another amendment to Section 140 of the Income-Tax Act, 2025, carried through the Bill will raise the turnover limit for start-up tax holiday from Rs 100 crore to Rs 300 crore.
This aligns with the new start-up policy notified by the Department for Promotion of Industry and Internal Trade (DPIIT) in February. The move will ensure that fast-growing, innovation-driven start-ups won’t lose the tax benefits as they scale up.
Currently, a graded surcharge structure applies to buybacks by individuals: no surcharge on gains up to Rs 50 lakh, 10% levy on gains between Rs 50 lakh and Rs 1 crore, and 15% for gains exceeding Rs 1 crore.
For corporate shareholders, no surcharge is currently levied on buyback capital gains up to Rs 1 crore, and a 7% levy applies to such gains between Rs 1 crore and Rs 10 crore. Corporate shareholders with higher buyback gains must pay a 12% surcharge.
The DPIIT revised the tax holiday eligibility thresholds for the country’s innovation-driven ecosystem by raising the turnover level to Rs 200 crore from Rs 100 crore for regular start-ups and to Rs 300 crore for deep tech ventures. The Finance Bill implements the tax proposals announced in the Union Budget for FY27. It will now move to the Rajya Sabha for consideration before receiving presidential assent.
Jhunjhunwala noted that the change would have a mixed impact depending on the size of the buyback and shareholder category. “The impact of this amendment, however, would largely be limited to small and mid-sized buybacks, as large buybacks where gains exceed Rs 1 crore are already subject to a higher surcharge rate of 15% and hence the amendment actually implies a 3% reduction in surcharge for such category,” he said.