mercantile law

ETVE – Securities Holding Entity

What is an ETVE? An ETVE is a Foreign Securities Holding Entity. These are Companies incorporated in Spain, which can opt for a special Tax regime, provided that a series of requirements are met and they choose to do so. The regime for securities holding Entities is regulated in articles 107 and 108 of Law […]

I have a Patrimonial Entity (ii): What Consequences does this have in Terms of Wealth and Inheritance?

In the previous article we analyze the concept of asset entity for the purposes of Corporate Tax and the Tax consequences that arise from being considered as such. However, as we have already indicated, the assessment of whether an entity is a Patrimonial Entity or not is carried out according to different criteria depending on […]

Types of division (part III): Segregation and Subsidiarization

Corporate Division: Commercial and Tax Aspects The segregation and creation of subsidiaries are addressed exclusively in the Law on Structural Modifications (hereinafter, LME), with no mention of these types of division in tax regulations. For this reason, there has been considerable debate over the years regarding the application of the special regime in Title VII, […]

Transfer of Business Branch

A Branch of Activity is a set of assets that can constitute an autonomous economic unit that determines economic exploitation, that is, a set capable of functioning by its own means. The transfer of Business Branches, since the entry into force of Law 3/2009 on Structural Modifications (LME) has been carried out through the operation […]

Should a Company be dissolved or allowed to die? What consequences might arise?

Based on experience and available data, we know that the practice of not liquidating a company when it has ceased to be profitable or when its partners have decided to cease activity for any reason has grown in Spain. Sometimes, instead of properly liquidating a Company, business partners simply abandon it, mostly due to the […]

Beware of Broker Contracts

Broker or intermediation contracts They are not covered by any specific law. They have developed over the years and through practice, consequently They are subject to jurisprudence of the various cases being analyzed in the Courts. Furthermore, Brokerage Contracts present a high litigation rate, precisely because they are not covered by our legal system. We […]

Absolute simulation or relative simulation -When can the Tax Authorities interpret that there is a simulation of a Business?-

Sometimes the Tax Agency carries out inspections because it suspects that some legal figure is being used with the sole intention of reducing taxation, in which case it usually resorts to article 16 of Law 58/2003, of December 17, General Tax Law (hereinafter, LGT), to justify the “simulation” of a legal transaction and apply a […]

Differences between: Agency agreement and Commission agreement

Do you work on commission? If so, you should know that the legal status of a commission agent is often confused with that of a sales agent, as they share some similarities. We’ll explain the main differences between these two concepts, according to current legislation, so you can determine which contract is best for you. […]

How should a Company’s shares or interests be valued for Tax purposes?

The valuation of shares or participations company’s valuation is a requirement for tax purposes due to various circumstances that may arise in the lives of citizens and businesses. Correctly determining the value from a tax perspective depends on the circumstances that require the valuation, such as the sale of shares, a donation, an inheritance, a […]

What valid economic reasons can justify a securities exchange transaction?

As corporate restructuring transactions, securities exchange transactions are eligible for the special tax regime for mergers, spin-offs, asset transfers, and securities exchanges, which we have discussed in previous articles. Specifically, Article 76.5 of the Corporate Income Tax Law defines them as: “An exchange of securities representing share capital shall be considered to be an operation […]