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V3458-16 20 July 2016 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · escisión total

Special tax regime for total demergers applicable if LIS requirements and valid economic reasons are met

The applicant asks whether a demerger operation can qualify for the special tax regime under the Corporate Income Tax Act. The DGT rules that this is possible provided the operation complies with commercial regulations for total demergers and is carried out for valid economic reasons rather than purely for tax purposes.

The question raised

1º) Whether the described operation may benefit from the special 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

To benefit from the special regime for total demergers, the operation must comply with the commercial concept of total demerger and the requirements of Article 76.2.1ºa) of the LIS. If the partners receive shares in the beneficiary entities in proportion to their previous holding, it is not necessary for the assets to constitute business lines. Likewise, the operation must not have fraud or tax evasion as its main objective, and must be based on valid economic reasons pursuant to Article 89.2 of the LIS.

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