Creation of a Corporate Holding

Legal advisory

We advise companies that need a solid corporate structure, rigorous tax planning and full compliance with current legal requirements. A firm foundation to protect and organise your assets.

When a company reaches a certain level of maturity, it is common to consider a structure that provides stability, control and sound fiscal management. Our team offers a complete service to make the process clear and secure.

  • Review of the business model and long-term goals
  • Definition of the new corporate and asset structure
  • Proposal of the most suitable legal form
  • Preparation of documentation and company bylaws
  • Management of the company name and registry procedures
  • Tax planning aligned with current regulations
  • Formal creation and registration of the corporate holding

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    Tax advantages of a corporate holding

    Exemption on the transfer of shareholdings

    The sale of subsidiary shares by the parent company may benefit from a 95% exemption on the capital gain generated.

    Dividend tax exemption

    Holding companies may benefit from a 95% exemption on dividends received by the parent company from its subsidiaries.

    Group result offsetting

    The tax consolidation regime allows the profits of some group companies to be offset against the losses of others, which reduces the group’s overall tax burden.

    VAT balance offsetting

    Through the special VAT group regime, it is possible to offset positive and negative VAT balances among the different companies within the holding.

    Types of Holding Companies

    Each group has a unique objective, and the holding company adapts to each one:

    Family Holding Company

    Ideal for protecting capital and strengthening business ties across generations.

    Management Holding

    Ideal for gaining a dominant position in a specific sector by combining capabilities.

    Financial Holding Company

    A flexible structure for managing high-value investments and assets.

    When is it advisable to establish a holding company?
    When you have two or more operating companies, you generate recurring profits that are not fully consumed, or you want to plan the succession of the family business with the lowest possible tax burden.
    How is a holding company established in Spain?
    There are two options: establish a new parent company from scratch, or carry out a share swap under the FEAC regime, which allows for the restructuring of existing companies without immediate tax costs. The second option is more common when companies are already in operation.
    What tax advantages does it offer?
    95% exemption on dividends and capital gains from the sale of shares (Art. 21 LIS), access to the tax consolidation regime to offset results between subsidiaries, and the possibility of offsetting VAT balances between group companies.
    What does the Treasury require for it to work?
    The holding company must have real economic substance: a physical headquarters, its own resources, and actual management activity over its subsidiaries. A merely formal structure can be challenged during an inspection and result in the loss of all tax advantages.
    How long does it take to set it up?
    Between 2 and 4 weeks if a new company is formed. Between 1 and 3 months if a share exchange is chosen, depending on the complexity of the existing structure.

    Practical case

    How we help family businesses protect their assets. For professional confidentiality reasons, we present this case anonymously.

    1

    Asset protection through a family holding company

    Family-owned company in the services sector, with annual revenue between €3 million and €8 million and shareholders from two generations. We designed a family holding structure that allowed the company to apply the 95% exemption on dividend distributions between group companies and place the future generational transfer within the 95-99% reduction range provided for under the applicable regime, protecting the family’s assets from potential risks associated with the operating business.

    Real case anonymised for professional confidentiality.

    Good advice helps avoid problems

    Contact us if you have any questions about our services. We will be happy to assist you.

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      gmtax team

      GM Tax Consultancy

      C/ Aribau, 218-224 – Ent. 2a
      08006 Barcelona

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