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V3119-23 1 December 2023 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · neutralidad fiscal

Contributions to a holding company may qualify for fiscal neutrality under certain conditions

A natural person proposes to transfer their shares in entity M to holding company A. The DGT examines whether this transaction qualifies for the special regime of fiscal neutrality and whether subsequent dividends would be exempt.

The question raised

1. Whether the described operation can qualify for the tax regime of Chapter VII of Title VII of Law 27/2014, of November 27, on Corporate Income Tax.

The DGT's ruling

The contribution of shares may qualify for the tax neutrality regime if the receiving entity is a resident in Spain, the contributor maintains at least 5% of the equity, and the shares have been held uninterruptedly during the previous year. In this case, the receiving entity subrogates the value and the acquisition date of the shares. Regarding dividends, the holding company could apply the exemption under Article 21 of the LIS if it maintains the minimum 5% participation and the required seniority, applying the 5% reduction for management expenses.

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