Skip to content
Back to index
V2628-23 28 September 2023 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · canje de valores

Share exchange may qualify for tax neutrality if conditions are met

A natural person enquires whether transferring shares to gain control of an entity may benefit from the tax neutrality regime. The DGT responds that this is possible if legal requirements are fulfilled and the primary objective is not fiscal advantage.

The question raised

Whether the proposed transaction could 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

If the beneficiary entity acquires shares that allow it to obtain the majority of voting rights and the requirements of Article 80 of the LIS are met, the tax neutrality regime shall apply. In this case, the partner shall not include income in their Personal Income Tax (IRPF) and the securities shall receive the tax value of those transferred. However, the regime shall not apply if the main objective of the transaction is tax fraud or evasion, or if there are no valid economic reasons.

Book your free first meeting