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V0430-24 14 March 2024 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · neutralidad fiscal

Share contribution to a holding company may qualify for fiscal neutrality under certain conditions

A taxpayer asks whether contributing shares in a company to its holding company may qualify for the special regime and whether subsequent dividends would be exempt. The DGT states that the operation may qualify under the special regime if participation and duration requirements are met, and dividends could be exempt under Article 21 of the LIS.

The question raised

1. Whether the described operation can qualify for the tax regime under Chapter VII of Title VII of the LIS.

The DGT's ruling

The contribution of shares may apply the tax neutrality regime if the receiving entity is a resident in Spain, the contributor maintains at least 5% of the equity of the receiving entity, and the shares have been held uninterruptedly during the previous year. In this case, the holding company subrogates the value and the acquisition date of the shares. Regarding dividends, the holding company could benefit from the exemption under Article 21 of the LIS if it maintains a minimum holding of 5% and meets the requirements regarding the seniority and income of the investee.

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