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V0127-26 27 January 2026 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · escisión total

Full spin-off may qualify for fiscal neutrality

A real estate leasing company intends to carry out a full spin-off to establish three new companies in order to facilitate succession and generational transition. The DGT states that the operation may qualify for the special spin-off regime if legal requirements are met and the primary objective is not fraud or tax evasion.

The question raised

Whether the described operation may qualify for the special tax regime for spin-offs regulated in Articles 76 to 89 of Chapter VII of Title VII of the Corporate Income Tax Law (LIS), approved by Law 27/2014, of November 27, specifically whether the stated reason would constitute a valid economic reason.

The DGT's ruling

If the demerger is carried out within the commercial sphere and the allocation is proportional, the tax neutrality regime may be applied. The reason of facilitating generational succession is considered a valid economic motive. This allows for income not to be integrated into the transferring company or the partner, maintaining the values and the seniority of the assets.

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