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V2961-20 1 October 2020 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · escisión total

Special tax regime for total demergers may apply if LIS requirements are met and valid economic reasons exist

The applicant asks whether a proportional total demerger can qualify for the special tax regime and if its underlying reasons are valid. The DGT indicates that if the operation complies with commercial regulations and the allocation of values is proportional, the regime could apply, provided its primary purpose is not tax evasion or tax advantage.

The question raised

Whether the application of the special tax regime of Chapter VII of Title VII of Law 27/2014, of November 27, on Corporate Income Tax, is appropriate for the described proportional total spin-off operation and the existence of a valid economic reason for the application of said special regime.

The DGT's ruling

In order for a total spin-off to qualify for the special regime, it must comply with Article 76.2.1º a) of the LIS and be carried out under Article 69 of Law 3/2009. If the allocation of values to the partners is proportional to their previous shareholding, it is not necessary for the assets to constitute business lines. Furthermore, the operation must not have the primary objective of tax fraud or evasion, and must be based on valid economic reasons pursuant to Article 89.2 of the LIS.

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