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V3682-20 29 December 2020 · SG de Impuestos sobre las Personas Jurídicas Criterion in force
IS · aportación no dineraria

Contributions of shares may be classified as non-monetary special contributions or as share exchanges depending on their nature

The DGT determines that the classification depends on whether the operation grants majority voting rights or meets the requirements of minimum shareholding and uninterrupted ownership.

The question raised

1/ Whether the non-monetary contribution of PF1 meets all legal requirements to be considered a special non-monetary contribution for the purposes of the provisions of Chapter VII of Title VII of Law 27/2014, of November 27, on Corporate Income Tax.

The DGT's ruling

Contributions of shares in entities C, E, and J may constitute special non-monetary contributions if more than 5% is contributed and the requirements of Article 87.1 LIS are met. Contributions of entities A and B, by allowing the acquisition of the majority of voting rights, may constitute exchanges of securities pursuant to Article 76.5 LIS. For the special regime to be applicable, the transaction must respond to valid economic reasons and not have the principal purpose of obtaining a tax advantage, pursuant to Article 89.2 LIS.

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