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V1352-23 22 May 2023 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · canje de valores

Exchange and non-monetary contributions may apply under special LIS regime

The DGT determines that value exchange applies if voting rights are obtained, but non-monetary contributions by a natural person only qualify under the special regime if their shareholding is at least 5%

The question raised

First question raised: Whether the operations described in point 1, with the exception of the contribution of shares in entity I, meet the requirements for the application of the special regime regulated in Chapter VII of Title VII of Law 27/2014, of November 27, on Corporate Tax, in accordance with Art. 76.5 thereof.

The DGT's ruling

For the exchange of securities, if the entity acquires the majority of voting rights and the requirements of Art. 80 LIS are met, the partners do not include income in their Personal Income Tax (IRPF) and maintain the value and acquisition date. In non-monetary contributions, for the special regime to apply, the contributor must hold at least 5% of the contributed entity (held uninterruptedly during the previous year) and maintain at least 5% in the entity receiving the contribution. If the 5% threshold in the contributed entity is not reached, as in the case of PF1, the transaction is taxed as a capital gain.

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