Back to index
V1478-23 31 May 2023 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · escisión total

Total demergers may qualify for special tax regime if LIS requirements and economic reasons are met

A query was raised regarding whether a demerger operation can apply the special Corporate Tax regime. The DGT indicates that if carried out under the Structural Changes Act and maintaining the proportionality of shareholdings, the regime could apply, provided its primary purpose is not tax fraud or evasion.

The question raised

Whether the described operation may qualify for the tax regime provided for in Chapter VII of Title VII of Law 27/2014, of November 27, on Corporate Income Tax.

The DGT's ruling

If the operation is carried out within the commercial sphere in accordance with Law 3/2009, it would fulfill the requirements for total spin-off under Article 76.2.1a) of the LIS. Since the partners receive shares in proportion to their previous holding, it is not necessary for the assets to constitute business lines. However, the regime shall not apply if the primary objective is tax fraud or evasion, or if it lacks valid economic reasons such as the restructuring of activities.

Book your free first meeting