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V2513-14 25 September 2014 · SG de Impuestos Patrimoniales, Tasas y Precios Públicos Criterion in force
ITPAJD · operaciones societarias

Contribution of assets with assumption of debt by a company is subject to transfer tax on onerous transfers

A query was raised regarding whether the contribution of a plot of land to a new company, including the assumption of its outstanding debt, is subject to Transfer Tax (ITPAJD). The Directorate General for Taxes (DGT) ruled that the portion of the contribution corresponding to the debt constitutes a dation in payment through the assumption of liabilities.

The question raised

Taxation of the operation.

The DGT's ruling

The incorporation of a company is subject to the corporate operations modality, but is exempt. However, in contributions of assets and rights along with debts, only the net difference covers the share capital. The portion of the contribution that coincides with the debt assumed by the company constitutes an onerous transfer of assets subject to the tax.

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