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V3634-15 19 November 2015 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · canje de valores

Special share exchange regime applicable if LIS requirements are met and valid economic reasons exist

The applicant asks whether the acquisition of shares in their current companies by a new holding company can qualify for the special share exchange regime. The DGT rules that this is possible provided that the requirements of Articles 76 and 80 of the LIS are met and the primary purpose of the transaction is not tax evasion or tax advantage.

The question raised

Question posed: Whether the special tax regime of Chapter VII of Title VII of Law 27/2014, of November 27, on Corporate Income Tax, is applicable to the proposed transaction.

The DGT's ruling

To apply the special regime for the exchange of securities, the acquiring entity must obtain the majority of voting rights and comply with the residence and tax valuation requirements of Article 80.1 of the LIS. Furthermore, the transaction must not have the primary objective of tax fraud or evasion, and must respond to valid economic reasons such as the restructuring or rationalization of activities. The mentioned reasons of efficient management and generational succession may be considered economically valid.

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What is published here, applied to a company or a specific case. The first meeting is free.

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