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V0723-14 17 March 2014 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IVA · aportación no dineraria

Contribution of leased properties is subject to VAT and securities exchange may be exempt from ITPAJD

A query was made regarding the taxation of contributing real estate to a company, a securities exchange, and the sale of shares. The Tax Agency determines that the contribution of real estate is subject to VAT as it does not constitute an autonomous economic unit, and that a securities exchange may be exempt from ITPAJD provided there is no intent to evade tax.

The question raised

1) Taxation of the non-monetary contribution of the real estate properties subject to lease by natural person V to entity S, for the purposes of the Tax on Onerous Property Transfers and Documented Legal Acts and Value Added Tax. In particular, consultation is made regarding the application of Articles 20.1.22º, 20.Two and 84.One.2º e) of the Value Added Tax Law. Additionally, it is asked who must waive the exemption provided for in Article 20.Two, the transferor of the real estate or the acquirer.

The DGT's ruling

The contribution of real estate does not constitute an autonomous economic unit, and is therefore subject to VAT depending on the nature of the asset. The exchange of securities through the issuance of new shares in the primary market is not subject to Article 108 of the LMV. Restructuring operations such as the exchange of securities are exempt from ITPAJD pursuant to Article 45.I.B).10 of the TRLITPAJD. The special Corporate Tax regime for exchanges of securities is applicable if valid economic reasons exist and the requirements of the TRLIS are met.

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