Section 88 of the CGST Act, 2017

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GST›CGST Act, 2017›Chapter XVI, Liability to Pay in Certain Cases

At a glance

Entitlement and conditions

  • 88(3)If determined dues of a wound-up private company cannot be recovered, directors during the relevant tax period are jointly and severally responsible, unless they prove non-recovery is not attributable to their gross neglect, misfeasance or breach of duty.

Bars, duties and time limits

  • 88(1)A receiver of company assets, called the liquidator here, must notify the Commissioner within thirty days of appointment during winding up.
  • 88(2)After appropriate inquiries, the Commissioner must notify the liquidator within three months of receiving the appointment intimation of the amount sufficient for current or likely tax, interest and penalty.

Procedure, powers and definitions

  • 88The law does not settle what recovery efforts or findings establish that dues cannot be recovered, or define private company for this section.

A liquidator must notify the Commissioner of appointment, and the Commissioner must identify the amount needed for the company’s current or likely tax, interest and penalty. Where a private company’s determined dues cannot be recovered, relevant directors face joint and several responsibility. A director can avoid that responsibility by proving the specified absence of fault to the Commissioner’s satisfaction.[1]

Text

The text below is the section as served by the CBIC tax information portal on 17 September 2026, with the portal's own amendment footnote markers (shown as small numerals before a bracket) and its footnotes.[1] The Act as published in the Gazette of India is the legal source.

Section 88, verbatim (show)

*

Section

88.

Liability in case of company in liquidation.-

(1) When any company is being wound up whether under the orders of a court or Tribunal or otherwise, every person appointed as receiver of any assets of a company (hereafter in this section referred to as the "liquidator"), shall, within thirty days after his appointment, give intimation of his appointment to the Commissioner.

(2) The Commissioner shall, after making such inquiry or calling for such information as he may deem fit, notify the liquidator within three months from the date on which he receives intimation of the appointment of the liquidator, the amount which in the opinion of the Commissioner would be sufficient to provide for any tax, interest or penalty which is then, or is likely thereafter to become, payable by the company.

(3) When any private company is wound up and any tax, interest or penalty determined under this Act on the company for any period, whether before or in the course of or after its liquidation, cannot be recovered, then every person who was a director of such company at any time during the period for which the tax was due shall, jointly and severally, be liable for the payment of such tax, interest or penalty, unless he proves to the satisfaction of the Commissioner that such non-recovery cannot be attributed to any gross neglect, misfeasance or breach of duty on his part in relation to the affairs of the company.

*Enforced w.e.f. 1st July, 2017.

Questions to answer on the file

Questions a reviewer answers from the engagement file, grouped by the part of the section they come from. They describe what the section asks; they do not decide it.

Scope the section as a whole

Questions to answer on the file2 questions
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The company being wound up and the liquidator 88(1) opening words

Questions to answer on the file4 questions
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The liquidator's intimation to the Commissioner 88(1) closing words

Questions to answer on the file4 questions
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The Commissioner's notification of the amount 88(2)

Questions to answer on the file7 questions
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Directors of a private company wound up 88(3) opening words

Questions to answer on the file8 questions
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The director's proof to the satisfaction of the Commissioner 88(3) closing words

Questions to answer on the file4 questions
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Amendment history

The CBIC text carries 1 footnote. The table gives each in the source's own terms. Effective dates are as the footnotes state them.[1]

Amendments to section 88 as footnoted in the CBIC text
NoteChangeInstrumentEffective from
brought section 88 into forcenone — the source's own enforcement note, not an amendment footnote1 July 2017
Provisions connected to Section 88
ProvisionConnectionWords that tie them
Section 2this provision defined by Section 2 clause (24)88(1) "give intimation of his appointment to the Commissioner"; 2(24) "Commissioner means the Commissioner of central tax and includes the Principal Commissioner of central tax appointed under section 3"
Section 89Section 89 same as 88(3)89(1) fastens the same liability on a director of a private company in the same words, without the company being wound up and without the proof being made to the satisfaction of the Commissioner
Section 79this provision requires Section 7988(3) "cannot be recovered" presupposes the modes of recovery that section 79 provides

Circulars and notifications

Circulars and notifications in the CBIC repository that cite this section, newest first, by number, date and subject. A listing here does not say what an instrument decides; read the instrument.

Notifications (1)

NumberDateSubject
Notification No. 15/2017-Central Tax1 July 2017Amending CGST Rules notification 10/2017-CT dt 28.06.2017

Unsettled questions

The words of section 88 do not answer these questions. Where one decides a matter on the file, the answer depends on the position taken on it.

  1. Sub-section (3) fastens the liability only where the amount determined on the company "cannot be recovered". The Act fixes no test for that state: it does not say what steps of recovery under section 79 must first have been taken and exhausted, whether the liquidation must have closed, whether an order or a written finding of non-recovery is needed, or how long a failure to recover must have lasted.
  2. Sub-section (3) speaks of "any private company". This Act defines neither "company" nor "private company"; clause (84) of section 2 merely includes a company in the meaning of "person", and only sub-section (1) of section 89 names the Companies Act, 2013 (18 of 2013), and does so in a non-obstante clause rather than as a definition. Is "private company" to be read as that Act defines it, and what is the position for a body corporate incorporated outside India or for a company that was a private company for part only of the period?

See also

References

  1. Central Board of Indirect Taxes and Customs. "Section 88. Liability in case of company in liquidation". Central Goods and Services Tax Act, 2017, CBIC tax information portal, with amendment footnotes 1 to 1. Retrieved 17 September 2026.

External links