The Tax Agency cannot undo a holding company’s tax treatment without substantiating abuse: the TEAC redraws the limits of business restructurings

The TEAC Decision of 8 October 2026, RG 00/00417/2023, examines the limits of the anti-abuse clause in Article 89.2 of the Corporation Tax Law following Supreme Court Judgment 949/2026 of 20 July. It addresses three key questions: when a holding company may be considered abusive, which tax advantages the Tax Agency may remove, and how an adjustment must be reasoned.

Contributing business shareholdings to a holding company is common in corporate reorganisations, family succession planning and the centralisation of investments.

The special tax regime for mergers, divisions, asset contributions and exchanges of securities (the FEAC regime) allows, subject to certain conditions, tax on gains that would arise in an ordinary transfer to be deferred.

But what happens when the operating company had accumulated profits before the restructuring and, after the holding company is formed, distributes dividends to it? May the Tax Agency treat the entire transaction as abusive? May it immediately tax the individual shareholder on all latent gains? May it deny the dividend exemption in Article 21 of the Corporation Tax Law (LIS) solely by relying on the FEAC anti-abuse clause?

The TEAC’s decision of 8 October 2026 offers relevant answers, while also raising significant interpretative issues. Its central conclusion has two parts: the Administration may challenge an artificial restructuring whose principal purpose is to obtain an abusive tax advantage, but the adjustment must be limited to FEAC-regime effects corresponding to the abuse identified and established. The Tribunal also explains that Article 89.2 LIS does not directly allow the exemption in Article 21 LIS to be removed, because that exemption is not an effect specific to the FEAC regime.

1. The facts: a business owner contributes her companies to a holding company

The case arose from a restructuring carried out on 16 October 2015. A taxpayer contributed to a newly formed holding company, QR, S.L., shareholdings in two companies: 95% of XZ, S.L., principally engaged in business consultancy and advice; and 50% of TW, S.L., which carried out various commercial activities and provided foreign-trade assistance.

The taxpayer owned the holding company in full. The transactions applied the FEAC special tax regime under the rules for exchanges of securities and non-cash contributions.

Beforehand, the taxpayer had submitted a binding ruling request to the Directorate-General for Taxation (DGT), identified in the decision as V0586-14, concerning the economic reasons for the reorganisation. The stated purposes included centralising business decisions, pooling resources, rationalising management, succession planning and organising the family’s business assets. However, the events that followed proved decisive for the Tax Inspectorate.

2. Dividends: more than €900,000 received by the holding company

After the contribution, XZ, S.L. distributed dividends to the new holding company:

Year	Dividend received by the holding company
2016	€450,894.16
2017	€450,894.16
Total	€901,788.32

The dividends qualified for the Article 21 LIS exemption at the level of the holding company. The TEAC notes that most of the funds were later used to subscribe to investment funds. The record does not show that the holding distributed those dividends to the individual.

This point deserves particular attention. The abuse identified by the Administration did not consist of the shareholder receiving dividends directly from the holding. Rather, it alleged that the interposed company placed resources generated by the operating business in a structure under her control, without the personal taxation that would have applied to a direct distribution. The legal characterisation of this indirect availability is one of the most controversial aspects of the case.

3. The initial adjustment: taxing the latent gains in the 2015 personal income tax return

The Inspectorate considered that the restructuring was driven primarily by tax advantages rather than valid economic reasons and therefore rejected the FEAC regime. The adjustment was made in the taxpayer’s 2015 personal income tax (IRPF) assessment.

To calculate the capital gains, the Administration applied the general valuation rules in Articles 37.1(h) and 37.1(d) of Law 35/2006 on Personal Income Tax, depending on the nature of each transaction. The taxpayer challenged the assessment. The Regional Economic-Administrative Tribunal of Asturias dismissed her claim on 11 November 2022. She then appealed to the TEAC, which issued the decision discussed here on 8 October 2026.

The key issue was no longer simply whether valid economic reasons existed. It was also whether the Administration could immediately tax all latent gains or had to confine its correction to the abusive advantage actually identified.

4. The FEAC regime: tax neutrality and deferral, not permanent exemption

The special regime is governed by Chapter VII of Title VII of Law 27/2014 on Corporation Tax, Articles 76 to 89. Its purpose is to prevent certain business restructurings from triggering immediate tax that could obstruct their implementation.

Among its provisions:

• Article 76 LIS defines the transactions covered, including mergers, divisions, asset contributions and exchanges of securities.

• Article 77 LIS governs the treatment of gains arising from certain transfers covered by the regime.

• Article 79 LIS sets tax valuation rules for shares or interests received in certain transactions.

• Article 80 LIS specifically governs the tax treatment of exchanges of securities.

• Article 84 LIS provides for succession to certain tax rights and obligations.

• Article 87 LIS governs non-cash contributions that may qualify, subject to their own requirements.

• Article 89 LIS sets the rules for applying the regime, including its anti-abuse clause.

The basic idea is that certain latent gains are not taxed immediately merely because a qualifying restructuring has taken place. Deferral, however, is not permanent exemption: income may become taxable when later legally relevant events occur. Tax neutrality is intended to facilitate business reorganisations, not to make tax on the underlying income disappear permanently.

5. The decisive rule: Article 89.2 of the Corporation Tax Law

Article 89.2 LIS contains a specific anti-abuse clause. Its first paragraph prevents the regime from applying where the transaction’s principal purpose is tax fraud or evasion. It specifically covers transactions that lack valid economic reasons, such as restructuring or rationalising business activities, and are instead driven by obtaining a tax advantage alone.

The second paragraph places an important limit on adjustments: where the Administration finds that the regime does not apply, wholly or partly, it must remove only the effects of the tax advantage.

This is fundamental. The clause does not authorise the Inspectorate to freely reconstruct the group’s entire tax position or remove any tax benefit it later discovers. It must identify the abusive advantage and determine which effects of the special regime can be corrected to address it. The adjustment must respect proportionality.

6. The European foundation: Directive 2009/133/EC

The FEAC regime originates in European Union law. Council Directive 2009/133/EC of 19 October 2009 establishes a common tax regime for certain restructuring transactions involving companies from different Member States. Article 15 allows the Directive’s benefits to be denied or withdrawn, wholly or partly, where the transaction has tax fraud or evasion as its principal purpose or one of its principal purposes. The absence of valid economic reasons may be relevant evidence in that analysis.

However, European case law requires an individual assessment. It is not enough to apply a general rule automatically treating every transaction in a category as abusive. The Administration must assess the circumstances of the particular restructuring. Key judgments include:

• CJEU, 17 July 1997, C-28/95, Leur-Bloem: examines exchanges of shares and the meaning of valid economic reasons.

• CJEU, 5 July 2007, C-321/05, Kofoed: addresses the scope of the anti-abuse clause in share-exchange transactions.

• CJEU, 10 November 2011, C-126/10, Foggia: considers valid economic reasons and the need to assess circumstances as a whole.

• CJEU, 8 March 2017, C-14/16, Euro Park Service: rejects automatic denial mechanisms that dispense with an individual assessment of possible fraud or evasion.

An important conclusion follows: obtaining a tax advantage does not necessarily amount to abuse. What matters is whether the transaction seeks an advantage contrary to the purpose of the applicable legislation, assessed against the real circumstances.

7. Supreme Court Judgment 949/2026: the Tax Agency must provide enhanced reasoning

The TEAC decision must be read alongside Supreme Court Judgment 949/2026 of 20 July 2026, cassation appeal 6518/2023. The Supreme Court considered the FEAC anti-abuse clause and the limits on adjustments.

Its doctrine states that partial non-application of the regime must be directed solely at removing the tax advantages pursued abusively, and those advantages must be identified in the assessment decision. It also sets an important requirement: to remove the deferral of latent gains, the Administration must give enhanced reasons for finding that the deferral was the transaction’s principal purpose in the context of an abusive tax advantage.

It is not enough to observe that the transaction deferred tax. Deferral is one of the ordinary, intended effects of the special regime. If its mere existence were enough to presume abuse, much of the regime would lose its purpose. The Administration must establish why, in the particular circumstances, using the deferral formed part of an abusive tax strategy.

8. The TEAC’s position: abuse must be assessed across the economic transaction as a whole

The TEAC’s October 2026 decision introduces a particularly relevant line of reasoning. It considers that the initial deferral should not be examined in isolation where later actions help reveal the restructuring’s real purpose.

In this case, the TEAC identifies a sequence: first, the individual contributes the shareholdings to a holding company and defers the gains; next, the operating company distributes profits to the holding; the holding receives the dividends under the Article 21 LIS exemption; finally, the funds remain under the holding structure’s control and are mainly invested in financial products, without what the Tribunal considers sufficient reintegration into business activity.

For the TEAC, these steps may form part of an overall strategy. The initial deferral and later distribution of profits need not be treated as unrelated events if it is established that they formed part of the same abusive purpose. This approach requires consideration of circumstances before, during and after the restructuring.

Nevertheless, the TEAC cannot disregard the Supreme Court’s doctrine on proportionality and enhanced reasoning. The dispute is precisely about what evidence is sufficient to meet that requirement.

9. A fundamental distinction: the Article 21 LIS exemption is not a benefit of the FEAC regime

This is one of the decision’s most legally significant points. Article 21 LIS governs the exemption for certain dividends and gains on transfers of shareholdings. It is independent of the FEAC regime.

A holding company may apply Article 21 LIS if it meets the statutory requirements, regardless of whether it was formed through a transaction covered by the special regime. The TEAC therefore concludes that the Article 89.2 LIS anti-abuse clause does not directly permit the Article 21 LIS exemption to be removed. That exemption is not a tax effect specific to the FEAC regime.

The special clause can correct effects of the FEAC regime, particularly the deferral of gains and certain tax succession situations. It does not automatically make every other tax advantage an effect that can be removed under Article 89.2. This distinction is essential to defining the Tax Agency’s adjustment powers: the Administration must use the appropriate anti-abuse rule and respect the material scope of each provision.

10. What may the Tax Agency correct if it finds abuse?

The TEAC distinguishes between the tax advantage pursued and the legal mechanism available to correct it. If the alleged abuse consists of using the restructuring to move accumulated profits from the operating company into the shareholder’s indirect sphere of control, the Administration may consider partially removing the initial deferral. It may not, however, use Article 89.2 LIS directly to remove the Article 21 LIS exemption.

The correction must be limited to FEAC-regime effects that produced the abusive advantage. Three scenarios may arise:

First: a legitimate restructuring. Valid economic reasons exist and an abusive tax advantage is not established as the principal purpose. The special regime should not be rejected simply because tax savings arise.

Second: established but limited abuse. The Administration identifies a specific abusive advantage linked to certain profits accumulated before the restructuring. The adjustment must be confined to the extent of that abuse.

Third: removal of the entire deferral. The Administration seeks to tax all latent gains immediately. It must specifically justify that the full removal responds to the established abuse and meets proportionality and enhanced-reasoning requirements. It cannot follow automatically from the absence of valid economic reasons.

11. Profits arising before and after the restructuring: a decisive distinction

The decision draws an important temporal distinction. Moving profits already generated before the contribution into a holding company is not the same as channeling future profits from business activity.

The TEAC refers to its decisions of 24 June 2025, RG 00/05242/2022 and RG 00/05240/2022, which distinguish between:

Profits generated and accumulated before the restructuring. They may form part of the abusive advantage if it is established that the transaction sought to move them to the holding company to avoid the personal tax that would have applied to a direct distribution.

Future profits. The mere expectation of business results after the restructuring is not, by itself, an abusive tax advantage that can be corrected.

This distinction prevents all of the operating company’s economic assets from being treated identically and requires a precise accounting and tax reconstruction. The pre-contribution reserves, income generated afterwards and origin of distributed dividends must be identified. Without that separation, the adjustment risks taxing amounts that are not part of the abuse actually established.

12. When does the abuse take place?

Another fundamental issue is the timing of the adjustment. The TEAC has held that, in some holding-company transactions, abuse is not necessarily complete when the exchange of securities or non-cash contribution takes place. It may materialise later, when previously accumulated profits are distributed to the holding company and become available in circumstances characterised as abusive.

This approach appears, among other decisions, in the TEAC Decision of 22 April 2024, RG 00/06452/2022. The Tribunal considers that adjustments should address abusive effects as they arise. This avoids two unsuitable outcomes: immediately taxing all latent gains before the identified abusive advantage has materialised; or confining the correction to the initial year and leaving later abusive effects unaddressed.

The approach requires careful analysis of timing and may raise complex questions about limitation periods, the scope of the audit and coordination of assessments for different tax periods.

13. Reinvestment of dividends: not every investment is equivalent

The October 2026 decision also considers what the holding company did with the funds. The TEAC refers to its Decision of 8 May 2026, RG 00/02211/2024, which develops criteria for business reinvestment.

The question is whether the funds received by the holding company are genuinely returned to the productive economy. Using dividends to finance new business activities, acquire operating-company interests or develop commercial projects may be relevant when assessing whether the identified abuse has materialised. But not every investment qualifies as business reinvestment for this purpose.

In the case examined, most of the dividends were invested in investment funds. The TEAC considers that this destination does not, by itself, establish that the funds were reintegrated into productive business activities.

This conclusion must be read in context. It does not mean that investing in funds is unlawful or that a passive holding company is automatically fraudulent. It means that, once a specific abusive purpose has been established, the use of funds is relevant to deciding whether that purpose materialised.

14. Is there a mandatory deadline for reinvesting dividends?

Article 89.2 LIS does not set a general, predetermined deadline for a holding company to reinvest dividends. The TEAC rejects judicially creating a fixed period that would apply to every case. The reasonableness of the time elapsed must be assessed in light of the specific circumstances.

Relevant factors may include:

• The nature of the investment.

• The amount of funds received.

• Whether identifiable business projects exist.

• Investment commitments undertaken.

• Whether transactions were actually carried out.

• The timing between receipt of dividends and investment.

• Documentation created before the audit began.

The May 2026 decision gives particular weight to investments made, or sufficiently advanced, before the relevant tax year was examined. This has an evidentiary rationale: an investment designed only after an audit begins may provide less assurance that it formed part of the original business plan. But elapsed time alone cannot create an automatic presumption of fraud.

15. Valid economic reasons: what a holding company must actually establish

The term “valid economic reasons” appears in Article 89.2 LIS. The statutory examples include restructuring and rationalising business activities, but there is no closed list of acceptable reasons.

Depending on the case, relevant purposes may include:

• Centralised business management: a holding company may facilitate coordination among companies and strategic decision-making.

• Risk separation: a restructuring may distinguish operating activities, investments and business risks.

• Financing new activities: the holding may channel resources to new companies or projects.

• Succession planning: concentrating shareholdings may support continuity of a family business.

• Bringing in investors: a common corporate structure may facilitate future capital increases or changes in ownership.

• Administrative rationalisation: grouping interests may simplify some management functions.

Merely including these reasons in a deed or a binding ruling request is not enough. They must relate to the transaction’s economic reality. The Administration may compare them with the actual organisation, available resources, decisions taken and subsequent use of funds. A defence of the holding should be based on facts and documents, not just an abstract list of business purposes.

16. No employees or dedicated premises do not automatically decide the issue

One argument used by the Inspectorate was that the holding company had little in the way of staff or material resources. According to the case file, it had no premises of its own, its director received relatively little remuneration and it outsourced some administrative work. These circumstances were used to question whether the holding genuinely performed management and direction functions.

However, an automatic conclusion should be avoided. The Corporation Tax Law does not generally require every holding company under the FEAC regime to have a particular number of employees or exclusive premises. The necessary organisation depends on the functions performed. A company managing shareholdings does not necessarily need the same structure as an industrial business.

The relevant question is whether the company actually performs the functions claimed and whether the restructuring has a genuine economic purpose. The FEAC regime’s requirements must also be distinguished from those applicable in other tax contexts, such as the classification of an asset-holding entity, the Wealth Tax exemption or the family-business regime. Requirements from one tax or regime should not be transferred to another without a specific legal basis.

17. Earlier binding ruling: value and limits

The taxpayer relied on a binding ruling issued before the transaction. This issue must be analysed under Article 89 of Law 58/2003, the General Tax Law (LGT).

Written tax rulings bind the tax authorities within the terms set by law. Their binding effect depends on whether the facts described match those that actually occurred, as well as on the applicable legislation and case law.

A favourable ruling is not unconditional authorisation for every later action. If the actual facts differ materially from those disclosed, the Administration may examine that difference. Conversely, it cannot disregard a binding ruling without justification where the requirements of Article 89 LGT are met.

For FEAC transactions, a ruling request should accurately describe the asset position, accumulated profits, restructuring purposes and planned transactions. A binding ruling protects against inconsistent administrative interpretations, but it does not replace proof of the facts or by itself prevent an anti-abuse clause from applying where its requirements are met.

18. Articles 13, 15 and 16 LGT: must the Tax Agency open a procedure for conflict in the application of the law?

Article 89.2 LIS is a specific anti-abuse clause. The TEAC therefore notes that applying it does not necessarily require the general mechanisms in the LGT. The provisions should be distinguished:

• Article 13 LGT: legal characterisation. Tax obligations are determined according to the true legal nature of the facts, acts or transactions.

• Article 15 LGT: conflict in the application of tax law. It governs certain artificial or improper arrangements and is subject to a specific procedure.

• Article 16 LGT: simulation. It permits the effects of simulated transactions to be adjusted according to the legal reality found.

• Article 89.2 LIS: the FEAC-specific anti-abuse clause. It operates within its own scope and allows total or partial non-application of the regime when the statutory requirements are met.

The Supreme Court has recognised the clause’s autonomy. Relevant references include Supreme Court Judgment of 16 February 2015, appeal 647/2013, and Judgment of 31 March 2021, appeal 5886/2019.

Accordingly, the Inspectorate may apply Article 89.2 LIS in the relevant procedure without automatically opening an Article 15 LGT conflict procedure. That autonomy does not remove the obligation to give reasons for, and prove, the abuse.

19. The Supreme Court–TEAC issue: what does enhanced reasoning actually require?

Supreme Court Judgment 949/2026 requires enhanced reasons for removing the deferral. The TEAC’s October 2026 decision interprets this requirement by looking at the economic transaction as a whole.

It considers that sufficient reasoning may exist where it is established that the exchange or contribution allowed previously generated profits to be moved to a holding company to obtain tax-advantaged access to assets, without business reinvestment, and that this outcome was the transaction’s principal purpose.

This raises a particularly delicate legal question. It is not enough to show that the holding received exempt dividends: the Article 21 LIS exemption is expressly provided for where its requirements are met. The Administration must explain why, in the specific case, the combination of transactions sought an advantage contrary to the purpose of the FEAC regime and how that purpose is linked to the deferral it seeks to remove.

The TEAC considers that the reasons may emerge from an overall assessment, even if the audit decision did not expressly describe the deferral considered alone as abusive. This interpretation must be reconciled with the Supreme Court’s requirement to identify and specifically justify the tax advantages to be removed. The dispute is not simply about whether a holding company exists; it concerns the sufficiency of evidence and the correspondence between the abuse established and the adjustment made.

20. Practical example: a holding company with profits accumulated before the contribution

Suppose an individual owns 100% of an operating company with €1,000,000 in accumulated profits available for distribution. The shareholder contributes the shares to a newly formed holding company under the FEAC regime. The operating company later distributes €800,000 in dividends to the holding, which applies Article 21 LIS as applicable, and the holding uses the money for passive financial investments.

The Administration considers that the restructuring’s main purpose was to move accumulated profits into a structure controlled by the shareholder, avoiding the personal tax on a direct distribution. May it automatically tax all the latent gains on the contributed shares? No. It must identify the abuse and justify the specific correction.

The existence of €1,000,000 in accumulated profits does not necessarily mean that all latent gains have the same origin or must all be adjusted. The Administration must distinguish profits accumulated before the contribution from those generated afterwards. If the holding establishes that the funds financed genuine business investments, those circumstances must also be assessed. The outcome depends on the facts, the reasons given by the Administration and the extent of the abusive advantage identified.

21. Documents a company forming a holding should retain

The decision has practical implications for planning and defending corporate restructurings. A holding structure should be able to document its economic purposes and the later implementation of its projects. Relevant documents include:

Before the transaction:

• Reports setting out the restructuring objectives.

• Corporate charts before and after the transaction.

• Business plans.

• Corporate resolutions.

• Investment projects.

• Risk and financing-needs analyses.

• Records of reserves and accumulated profits.

• Valuations of contributed shareholdings.

• Tax rulings, where relevant.

After the transaction:

• Minutes of the management bodies.

• Evidence of actual management and direction decisions.

• Intra-group financing agreements.

• Acquisitions of interests in operating companies.

• Business investments made.

• Expansion-project documentation.

• Traceability of the origin and destination of dividends.

• Reasons for the profit-distribution policy.

This documentation may be decisive in establishing that the holding was not created solely as a means of obtaining an abusive tax advantage.

22. Consequences for international restructurings

The decision is also relevant to corporate structures with shareholdings in several countries. Directive 2009/133/EC is central to cross-border restructurings within its scope. An international structure nevertheless requires examination of additional matters:

• Tax residence of companies: determine where each entity is resident and which double-tax treaties apply.

• Withholding tax on dividends: domestic law, tax treaties and, where relevant, Directive 2011/96/EU on parent and subsidiary companies may apply.

• Beneficial ownership and anti-abuse rules: exemptions or reductions may depend on further requirements.

• Transfer pricing: transactions between related entities must be examined under Article 18 LIS.

• Permanent establishment: the location of functions and resources may have specific tax consequences.

• Economic substance: the structure should reflect a coherent business reality consistent with its functions and risks.

However, anti-abuse rules applicable to international dividends should not be confused with the specific clause in Article 89.2 LIS. Each rule has its own requirements and consequences.

23. What should a tax adviser review when an FEAC adjustment is made?

Defending a holding-company transaction should begin by identifying exactly what the Administration alleges. It is not enough to know that the Tax Agency considers valid economic reasons absent. The following should be examined:

1. Which specific transaction used the FEAC regime, and which provisions applied?

2. What economic reasons did the taxpayer give, and what evidence supports them?

3. Which tax advantage does the Inspectorate consider abusive?

4. Is the identified advantage an effect of the FEAC regime or does it arise under an independent tax provision?

5. Has it been established that obtaining the abusive advantage was the transaction’s principal purpose?

6. Does the adjustment respect proportionality?

7. Have profits accumulated before the transaction been distinguished from those generated afterwards?

8. Does the destination of dividends establish a genuine business purpose?

9. Is the timing of the adjustment correct?

10. Does the assessment decision meet the Supreme Court’s enhanced-reasoning requirement?

These checks may determine both whether the anti-abuse clause applies and the financial scope of any adjustment.

24. Scope of the decision: relevant criterion, but not repeated binding doctrine

The TEAC Decision of 8 October 2026 contains three criteria published officially. The Tribunal describes them as relevant but not yet repeated. Accordingly, they do not, by themselves, constitute binding doctrine for the purposes of Article 239 LGT.

This qualification is fundamental. The decision is neither a Supreme Court judgment nor a TEAC ruling issued to unify criteria. Its significance lies in its interpretation of Article 89.2 LIS and its relationship with the Supreme Court’s recent case law. It must also be read alongside earlier TEAC and CJEU doctrine. Holding-company transactions remain a particularly sensitive area of tax litigation.

Conclusion: a holding company is not inherently abusive, but the Tax Agency may examine its real purpose

The TEAC Decision of 8 October 2026, RG 00/00417/2023, is relevant to business restructurings. The Tribunal examines a contribution of shareholdings to a holding company that later received more than €900,000 in dividends covered by the Article 21 LIS exemption. The Administration considered the transaction to pursue an abusive tax advantage. The TEAC assesses that conclusion in light of Supreme Court Judgment 949/2026 and European case law.

Four key points follow from the legislation and case law:

1. Forming a holding company and obtaining tax advantages do not automatically amount to fraud or evasion.

2. The Administration must establish the abusive purpose through an overall, individual assessment of the circumstances.

3. Article 89.2 LIS allows only the FEAC-regime effects connected with the identified abusive advantage to be corrected. It does not directly allow the Article 21 LIS dividend exemption to be removed.

4. Removing the deferral of gains requires enhanced reasoning and an adjustment proportionate to the abuse established.

The practical consequence is clear: the Tax Agency cannot merely assert that a holding company lacks valid economic reasons and then automatically tax all gains from the restructuring. It must establish what abuse occurred, how it relates to the FEAC regime and why the correction is legally proportionate.

For tax advisers and tax lawyers, the decision confirms the importance of examining not only a restructuring’s formal structure but also its economic reality, the origin of profits, their subsequent use and the reasoning for any adjustment.

For holding companies, the issue can no longer be reduced to whether valid economic reasons existed. The real debate is about identifying the abusive tax advantage, establishing its connection with the transaction and determining how far the Tax Agency may lawfully go in correcting it.

Primary sources and identifiable legislation

The following references are set out with enough information for professionals to locate them.

Source	Identification	Subject
TEAC	8 Oct 2026, RG 00/00417/2023	Main decision; three non-binding criteria
Supreme Court	Judgment 949/2026, 20 Jul 2026, appeal 6518/2023	Proportionality and enhanced reasoning
TEAC	22 Apr 2024, RG 00/06452/2022	Adjustment as abuse materialises
TEAC	27 May 2024, RG 00/06513/2022	Scope of anti-abuse clause
TEAC	24 Jun 2025, RG 00/05242/2022 and 00/05240/2022	Past and future profits
TEAC	8 May 2026, RG 00/02211/2024	Reinvestment and use of dividends
Supreme Court	31 Mar 2021, appeal 5886/2019	Autonomy of FEAC anti-abuse clause
CJEU	C-28/95, Leur-Bloem	Valid economic reasons
CJEU	C-321/05, Kofoed	Abuse in exchange of securities
CJEU	C-126/10, Foggia	Assessment of circumstances
CJEU	C-14/16, Euro Park Service	Ban on automatic anti-abuse rules
Directive 2009/133/EC	Article 15	European anti-abuse clause
Law 27/2014	Articles 21, 76–89, especially 80, 87 and 89.2	Dividend exemption and FEAC regime
Law 35/2006	Articles 33, 34 and 37.1(d) and (h)	Capital gains for personal income tax
Law 58/2003	Articles 13, 15, 16, 89, 105 and 106	General clauses, rulings and evidence

Main official links

• TEAC, 8 October 2026 — Full text of the decision

• TEAC — Criterion 1: material limits of the anti-abuse clause

• TEAC — Criterion 2: enhanced reasoning and Supreme Court case law

• Official State Gazette (BOE) — Law 27/2014 on Corporation Tax

• BOE — Law 58/2003, General Tax Law

• EUR-Lex — Directive 2009/133/EC