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V2656-23 29 September 2023 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · neutralidad fiscal

Requirements for claiming fiscal neutrality in social share contributions

Individuals inquire whether transferring their shareholdings in a company to two other entities may qualify for the special fiscal neutrality regime and whether their motives are valid. The DGT states that if participation and ownership conditions are met, the transaction may qualify for this regime, provided its primary objective is not fiscal advantage.

The question raised

Whether the proposed transaction may qualify for the regime provided for in Chapter VII of Title VII of Law 27/2014, of November 27, on Corporate Income Tax, as well as whether the reasons stated can be considered economically valid.

The DGT's ruling

For the contribution of shares or interests to qualify for the tax neutrality regime, the receiving entity must be a resident in Spain or have a permanent establishment, and the contributor must hold at least 5% of its equity following the transaction. Furthermore, the contributed interests must represent at least 5% of the entity's equity and must have been held uninterruptedly during the previous year. The regime shall not apply if the primary objective of the transaction is tax fraud or evasion, or if it is not carried out for valid economic reasons.

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