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Deemed Dividend Checker — Section 2(22)(e)

Does your company loan or advance to a shareholder trigger deemed dividend?

Applies to: FY 2025-26 (AY 2026-27) (the 1961 Act continues for tax years before 1 April 2026 — s.536(2), Income-tax Act 2025) · Last reviewed: 2026-08-05 · Sources cited in tool footer

Inputs

How it works

  1. Check if the company is closely-held using the s.2(18) test.
  2. Check whether the shareholder holds ≥10% voting power or the concern holds ≥20% interest.
  3. Check whether the amount is within accumulated profits.
  4. Apply the ordinary lending business or bona fide trade advance exception.

FAQs

What is deemed dividend?

A closely-held company makes a loan/advance to (a) a shareholder holding ≥10% of equity voting power, OR (b) a concern (firm/AOP/HUF) in which such a shareholder holds ≥20% beneficial interest

What is the 10% threshold?

10% of equity voting power (beneficial interest — includes shares held through nominees, relatives as per Explanation to s.2(22)(e), Income Tax Act 1961; deemed dividend under s.2(40)(e), Income-tax Act 2025)

How are accumulated profits tested?

Profits accumulated up to the date of loan — current-year profits (pro-rated to date) + earlier undistributed profits; does NOT include share premium or paid-up capital

What exceptions can apply?

Loan in ordinary course of business where lending money is a substantial part of the company's business; Trade advance for supply of goods or services — bona fide trade debt

Is TDS required?

Section 194, Income Tax Act 1961 (earlier; resident dividend TDS under s.393(1) Table Sl. 7, Income-tax Act 2025 from tax year 2026-27): 10% TDS on deemed dividend to resident individual/HUF shareholders. No TDS when dividend paid to a company shareholder. No TDS on deemed dividend under s.2(22)(a)-(d), Income Tax Act 1961, unless distributed.

Statutory basis

Section 2(22)(e), Income Tax Act 1961 (earlier; deemed dividend under s.2(40)(e), Income-tax Act 2025); company-in-which-public-are-substantially-interested test: s.2(29), Income-tax Act 2025 (earlier s.2(18), Income Tax Act 1961); also note s.56(2)(viia), Income Tax Act 1961 (no mapped counterpart confirmed) for shares-below-FMV (separate provision)

VERIFY: Accumulated profits computation (whether provisions for tax / preference dividend reduce it); CBDT Circular position on deemed dividend in case of full repayment within same FY