Back to index
V1858-23 27 June 2023 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · canje de valores

Exchange regime applicable if LIS requirements met and no fraud

The consultant asks whether their corporate reorganisation can benefit from the special regime for mergers, splits and share exchanges. The DGT responds that it is possible if the entity acquires a majority of voting rights, the requirements of Article 80 of the LIS are met, and the operation is not primarily aimed at obtaining a fiscal advantage.

The question raised

Question raised 1. Whether the special regime for mergers, demergers, contributions of assets, exchange of securities, and change of registered office of a European company or European cooperative society from one Member State to another within the European Union, as enshrined in Chapter VII of Title VII of Law 27/2014, of November 27, on Corporate Income Tax, is applicable to the proposed business restructuring operation.

The DGT's ruling

The special regime for the exchange of securities is applicable if the acquiring entity obtains the majority of voting rights and the requirements of Article 80 of the LIS are met. In this case, the income shall not be included in the tax base and the securities shall be valued at their previous tax value while maintaining the acquisition date. However, the regime shall not apply if the primary objective of the transaction is fraud, evasion, or the mere obtaining of a tax advantage without valid economic reasons.

Apply this to a real case

What is published here, applied to a company or a specific case. The first meeting is free.

Book a meeting Write to the firm
Email
Contact