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V3163-17 11 December 2017 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · escisión total no proporcional

Special spin-off regime cannot be applied if transferred assets do not constitute business lines

A company holding residential and commercial properties seeks clarification on whether its non-proportional total spin-off qualifies for the special Corporate Tax regime. The DGT rules that it is not possible because the assets do not constitute business lines with a distinct organisation.

The question raised

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

The DGT's ruling

In order for a non-proportional spin-off to benefit from the special regime, the segregated assets must constitute business lines, understood as autonomous economic units capable of operating by their own means. In this case, the transfer of real estate without a differentiated organizational structure of production factors is considered a mere transfer of assets. Therefore, the operation does not meet the requirements of the LIS and the special regime does not apply.

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