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V0234-18 1 February 2018 · SG de Impuestos sobre el Consumo Criterion in force
IVA · régimen especial de grupo de entidades

Special group of entities regime applicable if acquisition of over 50% stake guarantees effective control

A parent company plans to acquire a 51% stake in two companies in which it already holds interests as part of a restructuring process. The Directorate-General for Taxes (DGT) addresses whether this allows for compliance with the subjective requirements of the VAT Special Group of Entities Regime.

The question raised

Compliance with the subjective requirements for the application of the Special Regime for Groups of Entities provided for in Law 37/1992.

The DGT's ruling

To apply the special regime, the dominant entity must have effective control over the subsidiaries through a holding exceeding 50% of the capital or voting rights. By acquiring 51%, the requirement of financial linkage is met, which allows for the presumption of economic and organizational linkage, unless proven otherwise. Each subsidiary entity may only have a single dominant entity so as not to contravene the nature of the regime.

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