Spain: Recent tax reforms: time to review your structure?

International Tax Review is part of Legal Benchmarking Limited, 1-2 Paris Garden, London, SE1 8ND

Copyright © Legal Benchmarking Limited and its affiliated companies 2026

Accessibility | Terms of Use | Privacy Policy | Modern Slavery Statement


Spain: Recent tax reforms: time to review your structure?

bootello.jpg

de-la-cueva.jpg

Vicente Bootello


Alvaro de la Cueva

Recent months have seen a flurry of activity by the Spanish government in the tax area. On the one hand, as we have pointed out in earlier articles, various tax laws are being amended; on the other, Spain is renegotiating, one by one, the longest standing tax treaties, some of which are with major trading partners. In particular, the most relevant reforms recently approved include the following:

  • Effective for tax periods beginning on or after January 1 2012, thin capitalisation rules have been eliminated and a new rule has been introduced to limit net finance costs.

  • And for FY 2012 to FY 2015:

  • Rules regulating tax prepayments have been changed, with a view to accelerating the collection of corporate income tax.

  • Restrictions have been imposed on the limitation of tax losses.

  • Limitations have been introduced on the deductibility of goodwill disclosed on business acquisitions (1% is deductible per year, versus 5% previously) and on the deductibility of intangibles (2% instead of 10%).

At the time of writing this piece, the elimination of the deductibility of impairment losses on interests in the capital or equity of subsidiaries (Spanish or foreign) is on the verge of being approved, as is the elimination of the deductibility of losses incurred abroad through permanent establishments or unincorporated joint ventures.

Also, in recent months several tax treaties signed by Spain have been the subject of renegotiation:

  • Germany (applicable since January 1 2013): the dividend withholding tax rate is limited to 5% under certain conditions (being 15% in other cases); withholding tax on interest and royalties has been eliminated; and a provision on the taxation of gains on the disposal of shares in real estate companies (not envisaged in the previous treaty) has been inserted, as has a provision on limitation of treaty benefits.

  • UK (in the process of being ratified): under certain circumstances, withholding tax is eliminated on dividends, interest and royalties, while the taxation of gains on the disposal of shares in real estate companies is now envisaged.

  • US: in January 2013, a new protocol to the 1990 tax treaty was signed eliminating, under certain circumstances, (i) withholding tax on dividends, interest and royalties and (ii) taxation on gains on the sale of shares (except in the case of real estate companies), but inserting a new provision limiting treaty benefits.

  • Other tax treaties under negotiation: the Spanish tax authorities are negotiating some others, with the Netherlands in particular.

As a result of all these new developments, some of the investment and financing structures in Spain, or through Spain in third countries, that were tax efficient in years past may no longer be so. This is why it would perhaps be advisable to review such schemes to see if they are still fit for purpose as regards the business and investment objectives envisaged originally.

Vicente Bootello (vicente.bootello@garrigues.com) and Alvaro de la Cueva (alvaro.de.la.cueva@garrigues.com)

Garrigues Taxand

Tel: +34 91 514 52 00

Website: www.garrigues.com

more across site & shared bottom lb ros

More from across our site

Death, taxes and Deloitte hoovering up trophies at an ITR awards night. Isn’t that the saying?
AI, pillar two and joint audits could define the next era of tax controversy, says Baker McKenzie tax partner Ariane Calloud
Gregor McMillan of Howden explains how insurance-backed financing can help businesses and funds unlock liquidity from tax receivables and other contingent claims
The arrival of Alex Anderson swiftly follows that of funds tax specialist Stuart Alter and suggests the Tier 3-ranked firm has higher ambitions
One of the two appointments is EY’s Gordon McIntosh, who becomes the big four firm’s second senior tax departure in September
Balson's move from a Tier 1 practice to a Tier 3 competitor looks counterintuitive. The market data suggests it is anything but
Awards
It was another banner year for Deloitte, which picked up more awards than any other firm at a gala ceremony held at The Londoner in Leicester Square
The big four firm has been embroiled in a scandal over partners’ misuse of confidential board papers to pitch for and win corporate audits for Westpac and Dexus
Drawing on lessons from the PepsiCo case, tax lawyer Paul McNab explains why the ATO's latest royalty guidance should concern multinationals well beyond the technology sector
As pillar two exposes the limits of fragmented tax processes, organisations are rethinking their operating models to create the trusted data foundations that AI demands
Gift this article