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CBDT NotificationGeneral for ecommerce sellers

CBDT sets conditions and Form No. 112A for merger of registered non-profit organisations

Official text · Summary prepared automatically

Document
Notification No. 139/2026
Issued
30 Oct 2026
Effective
30 Oct 2026
Issued by
Central Board of Direct Taxes (CBDT)
Official PDF(opens in a new tab)

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What it means for ecommerce sellers

The Income-tax (Eighth Amendment) Rules, 2026 insert Rule 189A and Form No. 112A into the Income-tax Rules, 2026, laying down the conditions for a registered non-profit organisation to merge with another registered non-profit organisation having the same or similar objects, for the purposes of sections 352(4) [Table: Sl. No. 8] and 354A of the Income-tax Act, 2025. The rules come into force on the date of their publication in the Official Gazette. The notification concerns registered non-profit organisations only and does not concern ecommerce sellers in their business capacity.

Who it affects

  • Registered non-profit organisations registered under section 332 that merge with another registered non-profit organisation having same or similar objects
  • Registered non-profit organisations provisionally registered under section 332
  • Merged registered non-profit organisations, which must intimate the jurisdictional Principal Commissioner or Commissioner in Form No. 112A

What to do

  1. A merged registered non-profit organisation would intimate the jurisdictional Principal Commissioner or Commissioner in Form No. 112A within one month from the end of the month in which the merger comes into effect.
  2. Form No. 112A would be furnished electronically, either under digital signature or electronic verification code.
  3. Both the merging and the merged registered non-profit organisation would get their books of accounts audited by an accountant defined in section 515(3)(b) as on the date of merger.
  4. Form No. 112A would be accompanied by annexures: copies of trust deeds and registrations of both organisations, the resolution of the trustees/governing body/management, audited books of accounts, and reasons for the merger.

Provisions referred to: Section 533; Section 352(4) [Table: Sl. No. 8]; Section 354A; Section 332; Section 337(1) [Table: Sl. No. 2]; Section 341; Section 342; Section 334; Section 340; Section 350; Section 352; Section 515(3)(b); Section 355(h)(ii); Rule 189A; Form No. 112A

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Official text

As issued by Central Board of Direct Taxes (CBDT). Where the text starts with “Extract”, only the parts that concern ecommerce sellers are reproduced; the official PDF (opens in a new tab) is the authoritative version.

Type a word, number or section to highlight it below.

6 THE GAZETTE OF INDIA : EXTRAORDINARY [PART II—SEC. 3(i)] MINISTRY OF FINANCE (Department of Revenue) (CENTRAL BOARD OF DIRECT TAXES) NOTIFICATION New Delhi, the 30th October, 2026 INCOME-TAX G.S.R. 961(E).— In exercise of the powers conferred by section 533 read with sections 352(4) [Table: Sl. No. 8] and 354A of the Income-tax Act, 2025 (30 of 2025) (the Act), the Central Board of Direct Taxes hereby makes the following rules further to amend the Income-tax Rules, 2026, namely: ___ 1. (1) These rules may be called the Income-tax (Eighth Amendment) Rules, 2026. (2) They shall come into force on the date of their publication in the Official Gazette. 2. In the Income-tax Rules, 2026 (hereinafter referred to as the said rules), after the rule 189, the following rule shall be inserted, namely: — “189A. Conditions for the merger of registered non-profit organisation for the purposes of sections 352(4) [Table: Sl. No. 8] and 354A.— (1) For the purposes of sections 352(4) [Table: Sl. No. 8] and 354A of the Act, the conditions for the merger of registered non-profit organisation with any other registered non-profit organisation having same or similar objects shall be the following, namely: — (a) the registered non-profit organisation registered under section 332 shall not be merged with the registered non-profit organisation provisionally registered under section 332; (b) the registered non-profit organisation provisionally registered under section 332 shall not be merged with the registered non-profit organisation registered under section 332; (c) there is no tax, interest, penalty, fine or any other sum (hereinafter referred to as the outstanding demand) payable in consequence of any order passed under the Act in respect of the merging registered non-profit organisation where such outstanding demand is not in appeal before any appellate authority; (d) in a case where an appeal is pending, the outstanding demand for the merging registered non-profit organisation shall be paid by the merged registered non-profit organisation upon the said appeal attaining finality; (e) the objects of the merged registered non-profit organisation shall not be amended within a period of five years from the end of the financial year in which the merger takes place; (f) all the assets and liabilities of the merging registered non-profit organisation shall become the assets and liabilities of the merged registered non-profit organisation from the date of the merger; (g) the merger shall not result in any direct or indirect benefit to any related person as referred to in section 337(1) [Table: Sl. No. 2] of the merging or the merged registered non-profit organisation; (h) all the obligations of the merging registered non-profit organisation shall be the obligations of the merged registered non-profit organisation including the following: — (i) application of the income of the merging registered non-profit organisation shall be given effect to by the merged registered non-profit organisation as per section 341; (ii) application of the accumulated income of the merging registered non-profit organisation shall be given effect to by the merged registered non-profit organisation as per section 342; (iii) the merged registered non-profit organisation shall be liable to pay tax under section 334 in respect of the specified income of the merging registered non-profit organisation; [भाग II—खण्ड 3(i)] भारत का रािपत्र : असाधारण 7 (iv) the merged registered non-profit organisation shall ensure that the conditions mentioned in section 340 are not violated; (v) investment of the funds by the merged registered non-profit organisation shall be made as per modes specified in section 350; and (vi) payment of the additional income-tax as per the provisions of section 352 shall be made by the merged registered non-profit organisation whenever such liability arises; (i) the merged registered non-profit organisation shall intimate the jurisdictional Principal Commissioner or Commissioner in Form No. 112A within one month from the end of the month in which such merger comes into effect; (j) where there is merger, the assessment or reassessment or any other proceedings, made or initiated on the merging registered non-profit organisation, shall be deemed to have been made or initiated on the merged registered non-profit organisation and all the provisions of the Act shall, so far as may be, apply accordingly; (k) in a case other than the case mentioned in clause (j), the assessment or reassessment or any other proceedings in respect of the tax year in which the merger took place up to the date of merger and in respect of the tax years preceding that year shall be made on the merged registered non-profit organisation in like manner and to the same extent as it would have been made on the merging registered non-profit organisation, and all the provisions of the Act shall, so far as may be, apply accordingly; and (l) the merging registered non-profit organisation and the merged registered non-profit organisation shall get the books of accounts audited by an accountant defined in section 515(3)(b) as on the date of merger. (2) Form No. 112A referred to in sub-rule (1)(i) shall be furnished electronically either under digital signature or electronic verification code. (3) For the purposes of this rule, the expressions — (i) “electronic verification code” means a code generated for the purpose of electronic verification of the person furnishing the Form as per the data structure and standards specified by the Director General of Income-tax (Systems); (ii) “merging registered non-profit organisation” means a registered non-profit organisation which merges with another registered non-profit organisation having same or similar objects; (iii) “merged registered non-profit organisation” means a registered non-profit organisation in which the registered non-profit organisation having same or similar objects merges into.”. 3. In the said rules, in Appendix III, after Form No. 112, the following Form shall be inserted, namely: — “FORM NO. 112A [See rule 189A(1)(i)] Intimation for merger of registered non-profit organisations Part A: Details of the merging registered non-profit organisations 1. Name: (refer Note 1) 2. Address: (refer Note 2) 3. Permanent Account Number (PAN): 4. E-mail Id: 5. Contact Number: Country Code Number 6. Date of merger: Part B: Details of the merged registered non-profit organisation 7. Name: (refer Note 1) 8. Address: (refer Note 2) 9. PAN: 8 THE GAZETTE OF INDIA : EXTRAORDINARY [PART II—SEC. 3(i)] 10 E-mail Id: 11. Contact Number: Country Code Number 12. Other details to be provided as separate enclosure: (refer Note 3) Declaration I, __________________________ on behalf of ________________________ (merged registered non-profit organisation) having Permanent Account Number (PAN) hereby intimate that by way of a resolution passed by the trustees/governing body/management, on ______________ (dd/mm/yyyy) the merger of the ________________ (name of the merging registered non-profit organisation) with _________________________ (name of the merged registered non-profit organisation) has been decided upon. The details of the merging and merged entities are provided in Part A and Part B above. I further undertake that, — • the objects of the merged registered non-profit organisation shall not be amended within a period of five years from the end of the financial year in which merger takes place; • application of the income of the merging registered non-profit organisation shall be given effect to by the merged registered non-profit organisation as per section 341; • application of the accumulated income of the merging registered non-profit organisation shall be given effect to by the merged registered non-profit organisation as per section 342; • the claim of depreciation where cost of acquisition has already been claimed as application by the merging registered non-profit organisation shall not be claimed by the merged registered non-profit organisation; • the merged registered non-profit organisation shall be liable to pay tax under section 334 in respect of the specified income of the merging registered non-profit organisation; • contribution made by any person to the merging registered non-profit organisation shall be taken into account for calculating the total contribution to the merged registered non-profit organisation for the purposes of section 355(h)(ii); • the merged registered non-profit organisation shall ensure that the conditions mentioned in section 340 are not violated, not even by the merging registered non-profit organisations; • investment of the funds by the merged registered non-profit organisation shall be made as per modes specified in section 350; and • payment of the additional income-tax as per the provisions of section 352 shall be made by the merged registered non-profit organisation whenever such liability arises. Place: Signature: Date: Name: Designation: [भाग II—खण्ड 3(i)] भारत का रािपत्र : असाधारण 9 Notes: 1. The name shall include full name of the merging or merged registered non-profit organisations. 2. The address shall include flat/door/building, road/street/block/sector, area/locality, post office, town/city/district, state, country/specified territory and pin code. 3. With respect to Part B (Sl. No. 12), following details shall be provided as annexures, namely: — Annexure Particulars A-1 Provide the copy of the trust deeds of both the merging registered non-profit organisation and merged registered non-profit organisation. A-2 Provide the copy of the registration granted of both the merging registered non-profit organisation and merged registered non-profit organisation. A-3 A copy of the resolution passed by the trustees/governing body/management highlighting the details of the merger. A-4 Audited books of accounts of both the merging registered non-profit organisation and merged registered non-profit organisation as on the date of merger as well as for the financial year immediately preceding the tax year in which merger has taken place. A-5 Reasons for undertaking merger of the registered non-profit organisation. 4. Some of the information in the form would be pre-filled to the extent possible.”. [No. 139/2026/ F. No. 370142/32/2026-TPL] ROHIT SINGH, Under Sec. TPL-I, CBDT. Note: The principal rules were published in the Gazette of India, Extraordinary, Part II, section 3, sub-section (i) vide number G.S.R. 198(E), dated the 20th March, 2026 and were last amended vide notification number G.S.R. 901(E), dated the 19 th October, 2026. Uploaded by Dte. of Printing at Government of India Press, Ring Road, Mayapuri, New Delhi-110064 and Published by the Controller of Publications, Delhi-110054.

Questions sellers ask

What does CBDT Notification No. 139/2026 change?

CBDT Notification No. 139/2026 notifies the Income-tax (Eighth Amendment) Rules, 2026. It inserts Rule 189A into the Income-tax Rules, 2026, setting conditions for the merger of a registered non-profit organisation with another registered non-profit organisation having same or similar objects, for sections 352(4) [Table: Sl. No. 8] and 354A of the Income-tax Act, 2025. It also inserts Form No. 112A for intimating such a merger.

When and how must Form No. 112A be filed after a non-profit merger?

Under Rule 189A inserted by CBDT Notification No. 139/2026, the merged registered non-profit organisation must intimate the jurisdictional Principal Commissioner or Commissioner in Form No. 112A within one month from the end of the month in which the merger comes into effect. The form must be furnished electronically, either under digital signature or electronic verification code, with annexures such as trust deeds, registrations, the merger resolution and audited books of accounts.

Can a provisionally registered non-profit merge with a registered non-profit under Rule 189A?

No. Rule 189A, inserted by CBDT Notification No. 139/2026, states that a registered non-profit organisation registered under section 332 shall not be merged with one provisionally registered under section 332. It equally states that an organisation provisionally registered under section 332 shall not be merged with one registered under section 332. The rule does not expressly address a merger between two provisionally registered organisations.

What happens to outstanding tax demand when registered non-profits merge under Rule 189A?

Rule 189A, inserted by CBDT Notification No. 139/2026, requires that no tax, interest, penalty, fine or other sum payable under an order is outstanding for the merging registered non-profit organisation where that demand is not in appeal. Where an appeal is pending, the outstanding demand must be paid by the merged registered non-profit organisation upon the appeal attaining finality. All assets, liabilities and obligations pass to the merged organisation from the date of merger.

Does CBDT Notification No. 139/2026 affect ecommerce or D2C sellers?

CBDT Notification No. 139/2026 deals only with the merger of registered non-profit organisations having same or similar objects under the Income-tax Act, 2025. It inserts Rule 189A and Form No. 112A. The text makes no reference to sellers, marketplaces or business income, so it does not change how an ecommerce seller charges tax, deducts tax or files returns in its business capacity.

Want help working out what this means for your business?

We handle GST and TDS compliance, returns and notice replies for D2C and marketplace sellers, and can walk you through how a change applies to your books.

Contact usWhatsApp us

General information only, not professional advice. The summary is ecomca’s reading of the document; the official PDF is the authoritative version, and later amendments may change it. Check the official source before you act.