Individual liability action in the context of the so-called phoenix companies
Ruling 51/2024 of the Barcelona Provincial Court of 27 February 2024 has extended the applicability of the individual liability action, recognising that the injury to
The General Directorate of Taxes (DGT) in binding consultation V2203-23 of 26 July 2023 analyses the case of Article 29. 1 of Law 27/2014, of 27 November, on Corporate Income Tax, referring to the 15 % tax rate for newly created companies, in the case of a company incorporated in April 2017, sold in June 2017 to four different legal entities without control over the company, starting the economic activity of real estate development. The company had accrued losses from 2017 to 2021, while with a foreseeable positive taxable base in 2022, due to the sale of one of the real estate developments in July 2022.
The DGT concludes that the referred company shall be regarded as a “newly created company”, therefore entitled to the reduced CIT tax rate of 15% in the first year of 2022 provided that: (i) The company was not part of any group from the date of its incorporation in June 2017, in accordance with article 42 of the Commercial Code; (ii) The promotional activity had not previously been carried out by other persons or related entities, in accordance with article 18 CIT Law; (iii) The activity had not previously been carried out by an individual with more than 50% shareholding in the company.
Ruling 51/2024 of the Barcelona Provincial Court of 27 February 2024 has extended the applicability of the individual liability action, recognising that the injury to
The appointment of a voluntary auditor of a company may be made by the general meeting or by the management body, before or after the
The Supreme Court considers that the remuneration received by the directors is deductible, even if not provided for in the articles of association. In the