How to file a return for previous years

For the tax periods that begin on or after January 1, 2022, the second Final Provision of Royal Decree Law 18/2022, in order to transpose article 9 bis of Directive ( EU ) 2016/1164, modifies section 2 of article 6 of Law 27/2014, of November 27, on Tax on Companies, in such a way that the entities under the income attribution regime, in general, will not be taxed by the Corporate Tax, with the exception of those to which section 12 of the article 15 bis of Law 27/2014, of November 27, on Corporate Tax.

In this way, through the modification of Law 27/2014, on Corporate Tax, the mandate of article 9 bis of Directive ( EU ) 2016/1164 is incorporated into the articles of said Law with the purpose that certain entities under the income attribution regime located in Spanish territory become taxpayers of Corporate Tax when the conditions are met and with respect to certain income that could generate an asymmetry hybrid with third countries. Taking into account the above, the entity under the income attribution regime that gives rise to the aforementioned hybrid asymmetry is obliged to comply with the accounting and registration obligations that correspond to the method of determining its income, including those that are taxed according to this Tax.

Law 22/2021, of December 28, on the General State Budget for the year 2022, with effect for tax periods beginning on or after January 1, 2022 , adds section 2 to article 30 of the LIS to introduce the concept of net quota which is defined as the result of applying the applicable bonuses and deductions provided for in the Tax regulations to the full quota, without it being able to be negative .

In relation to the above, article 41 of the LIS regarding the deduction of withholdings, payments on account and fractional payments is modified to replace the mention of the full quota with that of the net quota or minimum net quota, as appropriate.

In this same sense, article 71.1 of the LIS regarding deductions and bonuses from the full quota of the tax group is modified to introduce the definition of net quota of the tax group as the result of reducing the full quota of said group by the amount of the deductions and bonuses provided for in Chapters II, III and IV of Title VI of the LIS , as well as any other deduction that may be applicable, without it being able to be negative.

Law 22/2021, of December 28, on the General State Budget for the year 2022, with effect for tax periods beginning on or after January 1, 2022 , establishes in article 30 bis of the LIS a minimum taxation of 15% of the taxable base for those taxpayers of the Tax with a net turnover amount equal to or greater than twenty million € and in any case, for those who pay taxes under the fiscal consolidation regime .

For these purposes, the net rate may not be less than the result of applying 15% to the tax base, reduced or increased by the levelling reserve, and reduced by the Reserve for investments in the Canary Islands. This fee will have the character of minimum net fee .

The provisions of the preceding paragraphs, shall not apply to taxpayers who pay taxes at the tax rates of 10%, 1% and 0% provided for in sections 3, 4 and 5 of article 29 of the LIS , nor to SOCIMI .

The minimum tax rate referred to above of 15% will be 10% for newly created entities, whose general rate is 15%, and 18% for credit entities and entities engaged in exploration, research and exploitation of underground hydrocarbon deposits and storage whose general rate is 30%.

In cooperative entities, the minimum net quota may not be less than the result of applying 60% to the full quota calculated in accordance with the provisions of Law 20/1990, of December 19, on the Tax Regime of Cooperatives.

For entities in the Canary Islands Special Zone, the positive tax base on which the percentage is applied will not include the part thereof corresponding to operations carried out materially and effectively within the geographical area of said Zone that is taxed at the special tax rate regulated in article 43 of Law 19/1994, of July 6, amending the Economic and Fiscal Regime of the Canary Islands.

The rules for determining the minimum net quota in the Corporate Tax are as follows:

Firstly, the full rate will be reduced by the amount of the applicable bonuses, including those regulated by Law 19/1994, of July 6, amending the Economic and Tax Regime of the Canary Islands, and by the amount of the deduction provided for in article 38 bis of Law 27/2014.

Secondly, the deductions for double taxation regulated in articles 31, 32, 100 and the twenty-third transitional provision of Law 27/2014 will be applied, respecting the limits that are applicable in each case.

If as a result of the above operations:

• It is an amount lower than the minimum net quota calculated as indicated in the previous paragraphs, this amount will be considered, as an exception , the minimum net quota.

• If the amount is higher than the minimum net quota calculated as indicated in the previous paragraphs, the remaining deductions that are applicable will be applied, with the limits applicable in each case, up to the amount of said minimum net quota.

Deductions whose amount is determined in accordance with the provisions of Law 20/1991, of June 7, amending the fiscal aspects of the Economic Fiscal Regime of the Canary Islands, and Law 19/1994, of July 6, amending the Economic and Fiscal Regime of the Canary Islands, will be applied , respecting their own limits, even if the resulting net quota is less than the aforementioned minimum net quota .

Amounts not deducted by application of the previous rules may be deducted in the following tax periods in accordance with the regulations applicable in each case.

Article 22 of Royal Decree Law 18/2022, of October 18, which approves measures to strengthen the protection of energy consumers and contribute to the reduction of natural gas consumption in application of the "Plan + security for your energy (+ SE)", introduces a new seventeenth Additional Provision in Law 27/2014, of November 27, on Corporate Tax, by which taxpayers may freely amortize the investments made in facilities intended for self-consumption of electrical energy , as well as those facilities for thermal use of own consumption , provided that they use energy from renewable sources, replace facilities that use energy from non-renewable fossil sources and that are made available to the taxpayer from the entry into force of Royal Decree-Law 18/2022 (October 20) and come into operation in 2023 .

They will be freely amortized in the tax periods that begin or end in said year, provided that, during the 24 months following the start date of the tax period in which the acquired elements come into operation, the total average workforce of the entity remains the same as the average workforce of the previous twelve months.

However, buildings will not be eligible for the freedom of depreciation regulated in this provision.

The maximum amount of the investment that may benefit from the free amortization regime will be €500,000 .

Entities to which the tax incentives for small provided for in Chapter XI of Title VII of Law 27/2014 of November 27, on Corporate Income Tax, apply may between applying the free amortization regime provided for in of this Law or applying the free amortization regime regulated in this provision.

For the tax periods starting on or after January 1, 2022 , the Second Final Provision of Royal Decree Law 18/2022, of October 18, in order to transpose article 9 bis of Directive (EU) 2016/1164, incorporates a new case of hybrid asymmetry in section 12 of article 15 bis of the LIS , with the current sections 12 and 13 being renumbered as sections 13 and 14, respectively.

With this new assumption, the content of article 9 bis of Directive ( EU ) 2016/1164 is transposed, which regulates a case of inverted hybrid asymmetries, forcing Member States to treat fiscally as residents to fiscally transparent entities that are considered by the legislation of the countries of residence of their majority shareholders as entities subject to personal income tax, to avoid a situation of hybrid asymmetry in which Certain income is not taxed in any country or territory, that is, it is not taxed either at the headquarters of the entities under the income attribution regime or at the headquarters of its participants or the entity paying said income.

Thus, in order to ensure that certain entities under an income attribution regime located in Spanish territory do not give rise to a hybrid asymmetry, they become taxpayers of the Corporate Tax for certain positive income that must be attributed to all participants resident in countries or territories that consider the income attribution entity as a taxpayer for personal income tax, when the following conditions are met:

• An entity under an income attribution regime in which one or more entities, linked to each other, participate directly or indirectly on any day of the year, in the capital, in the equity, in the results or in the voting rights in a percentage equal to or greater than 50%; and

• That they are residents in countries or territories that qualify the entity under the attribution regime as a taxpayer for a personal income tax.

The positive incomes mentioned are the following:

1. Those obtained in Spanish territory that are subject to and exempt from taxation in the IRNR .

2. Those obtained abroad that are not subject to or are exempt from taxation by a tax required by the country or territory of the entity or entities paying such income.

In these cases, the tax period will coincide with the calendar year in which such income is obtained. The remaining income obtained by the entity in income attribution will be attributed to the partners, heirs, commoners or participants in accordance with the application of the income attribution regime regulated in Section 2 of Title X of Law 35/2006, of November 28, on Personal Income Tax.

An entity under the income attribution regime that applies this new assumption is obliged to comply with the accounting and registration obligations that correspond to the method of determining its income, including those that are taxed according to the Corporate Income Tax.

In relation to the above, the second Final Provision of Royal Decree-Law 18/2022 also modifies section 2 of article 6 of the LIS , establishing that entities under the income attribution regime will not pay Corporate Tax, with the exception of the provisions of section 12 of article 15 bis of the LIS .

With effect for the tax periods beginning on or after January 1, 2021 , the Fifth Final Provision of Law 38/2022, of December 27, introduces into article 39.7 of the LIS in relation to the deductions provided for in sections 1 and 3 of article 36 of the LIS that may be applied to the taxpayer who participates in the financing of Spanish productions of feature films and short films and audiovisual series of fiction, animation, documentary or production and exhibition of live shows of performing and musical arts, the following modifications :

• The taxpayer participating in the financing may apply such deductions not only when he contributes amounts intended to finance all or part of the costs of production , but also when he incurs the expenses for obtaining copies, advertising and promotion at the expense of the producer up to the limit of 30% of the production costs, provided that he does not acquire intellectual property rights or other rights with respect to the results of the productions or shows, the ownership of which must in all cases belong to the producer.

• The amounts to finance the production costs may be contributed at any stage of production , before or after the producer incurs the aforementioned production costs, and until obtaining the certificates of nationality and the certificate accrediting the cultural character in relation to its content, as well as the one obtained by the National Institute of Performing Arts and Music, as the case may be. The amounts to finance the expenses for obtaining copies, advertising and promotion charged to the producer referred to in the previous section may be contributed before or after the moment in which the producer incurs the aforementioned expenses, but never after the tax period in which the producer incurs them.

• The taxpayer participating in the financing will determine the amount of the deductions provided for in sections 1 and 3 of article 36 of the LIS under the same conditions as they would have been applied to the producer, provided that they have been generated by the latter. The maximum amount of the deduction generated by the producer that the taxpayer participating in the financing may apply will be the result of multiplying by 1.20 the amount of the sums that the latter has contributed to finance the aforementioned production costs or the expenses for obtaining copies, advertising and promotion at the producer's expense. The excess deduction may be applied by the producer who generated the right to it.

• As regards the obligation to sign a financing contract, both the producer and the contributors participating in the financing are permitted to sign one or more financing contracts, which may be signed at any stage of production . In addition, the details that financing contracts must contain are modified, adding the identity of the contributors who participate in the financing and the budget and the method of financing the expenses for obtaining copies, advertising and promotion at the producer's expense.

• Regarding the communication to the Tax Administration that must be made by the taxpayer participating in the financing, it is established that it must be signed by both the producer and the taxpayer participating in the financing, prior to the end of the tax period in which the latter has the right to apply the deduction.

• It is established that the taxpayer who participates in the financing may not apply the deductions referred to in the previous paragraphs when he is linked , in the terms established by article 18 of the LIS , with the taxpayer who generates the right to apply said deductions.

• It is added that the amount of the deduction applied by the taxpayer participating in the financing must be taken into account for the purposes of applying the joint limit of 25% established in article 39.1 of the LIS . This limit will be raised to 50% when the amount of the deduction provided for in sections 1 and 3 of article 36 of the LIS , which corresponds to the taxpayer who participates in the financing, is equal to or greater than 25% of its full share reduced by deductions to avoid international double taxation and bonuses.

The fifth Final Provision of Law 12/2022, of June 30, regulating the promotion of employment pension plans, which modifies the consolidated text of the Law on the Regulation of Pension Plans and Funds, approved by Royal Legislative Decree 1/2002, of November 29, with effect for tax periods beginning on or after July 2, 2022 , adds article 38 ter to the LIS , to incorporate a new deduction in the full quota for employer contributions to employer social security systems imputed in favor of workers.

For these purposes, the taxpayer may apply a deduction in the full amount of 10% of the business contributions allocated in favor of workers with annual gross remuneration of less than €27,000 , provided that such contributions are made to employment pension plans, to corporate social security plans, to pension plans regulated in Directive ( EU ) 2016/2341 of the European Parliament and of the Council, of December 14, 2016, of which said taxpayer is the promoter.

In the case of workers with gross annual salaries equal to or greater than €27,000 , the deduction will be calculated on the proportional part of the employer's contributions corresponding to the €27,000 mentioned in the previous paragraph.

With effect from 2 March 2022 , the Sixth Additional Provision of Royal Decree-Law 3/2022, of 1 March, establishes that legal entities and permanent establishments resident in Spanish territory established for the purpose of holding the final of the "UEFA Europa League 2022" in Seville, by the organizing entity or by the participating teams, will be exempt from Corporate Tax and Non-Resident Income Tax, respectively, for income obtained during the celebration of the event and to the extent that it is directly related to their participation in it.

In addition income obtained without a permanent establishment by the organizing entity or by the participating teams, generated in connection with the holding of said final and to the extent that it is directly related to their participation it, will be .

The Thirty-sixth Final Provision of Law 31/2022, of December 23, on the General State Budget for the year 2023, establishes that legal entities resident in Spain incorporated for the purpose of the organization and celebration of the XXXVII America's Cup in the city of Barcelona by the organizing entity thereof or by the participating teams, will be exempt from Corporation Tax on the income obtained from April 1, 2022 to December 31, 2025 on the occasion of the event and to the extent that they are directly related to their participation in it.

In addition, income obtained by permanent establishments established in Spain the organizing entity of the XXXVII Copa América Barcelona" or the participating teams during the event in connection with its celebration will be exempt.

Law 28/2022, of December 21, to promote the ecosystem of emerging companies, which entered into force on December 23, 2022, establishes a series of tax incentives for taxpayers of Corporate Tax and Non-Resident Income Tax who obtain income through a permanent establishment located in Spanish territory and that have the status of an emerging company in accordance with the preliminary title of this Law:

• They will be taxed at the rate of 15% under the terms established in section 1 of article 29 of the LIS in the first tax period in which, having the status of an emerging company, the tax base is positive and in the following three , provided that they maintain said status.

• They may request from the State Tax Administration, at the time of filing the self-assessment, the deferral of payment of the tax debt corresponding to the first two tax periods in which the taxable base of the Tax is positive .

  The State Tax Administration will grant the deferral , with exemption from guarantees, for a period of twelve and six months, respectively, from the end of the period for voluntary payment of the tax debt corresponding to the aforementioned tax periods.

  To enjoy this benefit, the applicant must be up to date in the fulfillment of his/her tax obligations on the date on which the deferral request is made and, in addition, that self-assessment is submitted within the established period. The payment of supplementary self-assessments may not be postponed, in accordance with the procedure established in this section.

  The payment of the deferred tax debt will be made within one month from the day following the expiration of each of the indicated deadlines, without the accrual of late payment interest.

  The deferral of payment of tax debts during the first two years of activity is thus extended to all emerging companies

• They will not be required to make the split payments regulated in articles 40 of the LIS and 23.1 of the TRLIRNR that must be made on account of the settlement corresponding to the tax period immediately following each of the tax periods in which the deferral referred to in the previous point has been requested, provided that in them the status of emerging company is ## maintained.

Regarding the special regime for entities dedicated to the leasing of housing, Law 22/2021, of December 28, on the General State Budget for the year 2022, with effect for tax periods beginning on or after January 1, 2022 , reduces the bonus percentage from 85% applicable to the part of the full quota that corresponds to income derived from the leasing of housing, to 40% .

With effect for the tax periods beginning on or after January 1, 2022, Law 11/2021, of July 9, on measures to prevent and combat tax fraud, introduces the following modifications to the LIS in relation to SICAVs:

1. Letter a) of article 29.4 of the LIS is modified to establish the additional requirements that partners must meet so that SICAVs can apply the 1% tax rate:

   1. Minimum number of shareholders

      Only those shareholders who hold shares for an amount equal to or greater than €2,500 determined in accordance with the net asset value corresponding to the date of acquisition of the shares will be counted.

      In the case of variable capital investment companies by compartments, only those shareholders who hold shares for an amount equal to or greater than €12,500, determined according to the net asset value corresponding to the date of acquisition of the shares, will be counted.

   2. Permanence of shareholders

      The minimum number of shareholders determined as provided for in letter a) above must be present during the number of days that represents at least three quarters of the tax period.

   The rules set out in letters a) and b) above shall not apply to free investment companies or to companies whose shareholders are exclusively other collective investment institutions, or to listed variable capital index investment companies.

   Compliance with these rules may be verified by the authorities so the investment company must maintain and retain the data corresponding to the partners' investment in the company during the limitation period.

2. In relation to the modification mentioned in the previous point, the forty-first transitional provision is added to the LIS to establish a transitional regime for SICAVs that agree to their dissolution and liquidation, which aims to allow their partners to transfer their investment to other collective investment institutions that meet the requirements to maintain the 1% tax rate on Corporate Tax.

   For these purposes, the forty-first transitional provision of the LIS establishes that variable capital investment companies may choose to agree to their dissolution and liquidation , with application of the tax regime provided for in that transitional provision, may:

   • In the tax period beginning before January 1, 2022 were paying corporate tax at the reduced tax rate of 1% , under the terms provided for in article 29.4 a) of the LIS in its version in force as of December 31, 2021.

   • During the year 2022, validly adopt the dissolution agreement with liquidation . The deadline for adopting this agreement is therefore 31 December 2022.

   • Subsequent to the agreement, within six months after the deadline for adopting said agreement (December 31, 2022), carry out all the necessary legal acts or transactions according to commercial regulations until the registration cancellation of the company in liquidation . Therefore, the period for carrying out all the legal acts and transactions necessary to liquidate the company until its registration cancellation ends on June 30, 2023, although nothing prevents said operations from being concluded within the year 2022.

SICAVs that carry out the dissolution with liquidation in accordance with the above will apply the following special regime:

During tax periods beginning on or after January 1, 2022 and ending up until the registration cancellation, the SICAV in liquidation will continue to pay taxes at the reduced tax rate of 1%, provided that the number of shareholders is equal to or greater than 100, regardless of the purchase price of their shares in the SICAV.

The partners of the SICAV in liquidation will not include in the taxable base the income derived from the liquidation of the company, provided that they reinvest all the money or assets (a partial reinvestment is not possible) that corresponds to them as a liquidation share in the acquisition or subscription of shares or participations in one or more collective investment institutions provided for in letters a) or b) of article 29.4 of the LIS . The new shares or interests acquired or subscribed will retain the value and date of acquisition of the shares of the company subject to liquidation.

The reinvestment must be made before seven months have elapsed from the end of the period established to validly adopt the resolution of dissolution with liquidation of the SICAV (December 31, 2022), so the deadline to make the reinvestment ends on July 31, 2023, although nothing prevents said reinvestment from being carried out within the year 2022.

The partner must notify the company in liquidation of his decision to accept reinvestment, and must provide documentation proving the date and value of acquisition of the shares, in the event that the company does not have such information.

In addition, the partner will communicate to the collective investment institution in which he will make the reinvestment his own identification data, those corresponding to the company in liquidation and its management entity and depositary entity, as well as the amount of money or assets comprising the liquidation quota to be reinvested in the destination institution. For these purposes, the partner will complete the corresponding subscription or acquisition order , authorizing said institution to process said order before the company in liquidation.

Once the order has been received by the company in liquidation, the reinvestment must be carried out by means of the transfer ordered by the latter to its depositary, on behalf of and by order of the partner, of the money or assets subject to reinvestment, from the accounts of the company in liquidation to the accounts of the collective investment institution in which the reinvestment is to be carried out. Such transfer shall be accompanied by information regarding the values and dates of acquisition of the shares of the company in liquidation to which the reinvestment corresponds.

When the partner opts for the reinvestment regime provided for here, there will be no obligation to make payments on account of the partner's corresponding personal tax on the income derived from the liquidations of the SICAV.

This special regime will not be applicable to the cases of dissolution with liquidation of free investment companies, nor of listed variable capital index investment companies.

Royal Decree-Law 31/2021, of December 28, with effect for tax periods beginning on or after January 1, 2022 , modifies the temporal scope regulated in article 27.11 of Law 19/1994, of July 6, modifying the Economic and Fiscal Regime of the Canary Islands, relating to advance investments, establishing that the provisions must be made from profits obtained until December 31, 2023.

With the same effects, the temporal scope regulated in article 29.2 of Law 19/1994, of July 6, modifying the Economic and Fiscal Regime of the Canary Islands, relative to the validity of the Canary Islands Special Zone (ZEC), is modified, establishing that said validity will have as limit December 31, 2027 , extendable with prior authorization from the European Commission.

It should be noted that, as established in the first Additional Provision of the aforementioned Royal Decree-Law 31/2021, these modifications are subject to the authorization by the European Commission of the Map of Aid for Regional Purposes for the period 2022-2027.

Law 22/2022, of October 19, with effect for tax periods beginning on or after January 1, 2022 and which have not ended before the entry into force of said Law (October 21, 2022), modifies Law 28/1990, of December 26, which approves the Economic Agreement between the State and the Foral Community of Navarra, to update from 7 to 10 million the threshold figure for the volume of operations that serves to delimit the jurisdiction for the levying and verification of Corporate Tax, as well as the applicable regulations.

Furthermore, Articles 18 and 23 of Law 28/1990, of 26 December, are amended, which determine the application of the Navarrese regional regulations and the inspection powers in the Corporate Tax of the Regional Treasury, in the case of taxpayers with tax domicile in the common territory who pay taxes jointly to both Administrations and who in the previous year had carried out 75 percent or more of their operations in Navarre, unless they are entities that form part of a tax group, in which case it is required that all entities of the group be subject to Navarrese regional regulations under an individual taxation regime, pursuant to the provisions of Article 27 of the Economic Agreement, in which case the inspection powers correspond to the Regional Treasury.

Finally, modifications are introduced in article 27 of Law 28/1990, of December 26, regarding the taxation of tax groups .