Partners of dissolved companies must declare the loss in the tax year of the court order

The dissolution of a company, especially when it is the consequence of insolvency proceedings, entails a change in wealth for individual partners that must be reflected in their Personal Income Tax (IRPF) return. The determination of the exact moment to declare this loss has been clarified by the tax administration.

What the DGT has resolved

The Dirección General de Tributos (DGT) has established that the capital loss arises from the difference between the acquisition value of the shares or holdings and the liquidation quota resulting from the entity's dissolution. The technical criterion indicates that this loss must be imputed to the tax period in which the effective change in wealth occurs.

In this sense, the administration considers that said change occurs at the moment the court order agreeing the dissolution of the company is issued. Therefore, it is not the moment of accounting liquidation or the distribution of assets, but the moment of the judicial resolution that marks the beginning of the obligation to declare the loss.

What it means for you

If you are a partner in a company that has entered insolvency proceedings and its dissolution is finally agreed upon through a judicial resolution, you must bear in mind that the tax year for declaring the capital loss is the one in which said court order is issued.

This criterion avoids uncertainty regarding when the economic loss occurs and requires taxpayers to follow the judicial procedural calendar for their tax obligations. The applicable regulation in this case is Law 35/2006 on IRPF, which regulates the treatment of capital gains and losses.

What should be done

In a situation of corporate dissolution via judicial proceedings, it is necessary to:

• Precisely identify the date of the court order agreeing the dissolution of the company.
• Calculate the difference between the acquisition value of the holdings and the liquidation quota.
• Ensure that the loss is included in the IRPF return corresponding to the tax year in which the judicial resolution was issued.

Given that each insolvency process and each capital structure is different, it is necessary to assess each case individually to determine the acquisition value and the exact amount of the loss.