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V1562-19 25 June 2019 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · fusión por absorción

Mergers may qualify for special Corporate Tax regime if valid economic reasons exist

A holding company has enquired whether its merger by absorption operations can benefit from the special Corporate Tax regime and if its underlying reasons are valid. The Directorate General of Taxes (DGT) indicates that this will depend on meeting commercial and tax requirements, and that the validity of the economic motives is a matter of fact.

The question raised

1. Whether the described operations can qualify for the tax regime provided for in Chapter VII of Title VII of Law 27/2014, of November 27, on Corporate Income Tax and whether valid economic reasons exist.

The DGT's ruling

Regarding the first merger, if carried out within a commercial context and complying with Article 76.1 of the LIS, it could qualify for the special regime. Regarding the second, if it complies with Article 76.1.c) of the LIS and the requirements of Law 3/2009, it could also apply it. The application of the regime requires that the operation does not have fraud or tax evasion as its primary objective, but rather valid economic reasons, which is a matter of fact.

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