This is a residual duty historically prior to VAT and charged where VAT is not applicable. It is levied on:
-corporate transactions (‘capital duty');
-documented legal acts.
The duty is payable on the following capital transfers:
-inter vivos transfers, for consideration, of all classes of assets and rights held by natural or legal persons not subject to value-added tax;
-the creation of rights in rem, the provision of guarantees, leases, pensions and government concessions.
To comply with Community law, the term ‘corporate transactions' covers formation, the increase of capital, change of registered office, contributions by members to cover losses, and winding-up with allocation of contributions to members. Increases in capital through incorporation of reserves made up exclusively of share-issue premiums are exempt. Mergers and similar measures of company reorganisation are exempt. This is what is known as ‘capital duty' in Community legislation.
‘Documented legal acts' means:
-commercial transfer and transaction documents;
-the acquisition, transfer and recovery of peerages and titles.
-Capital transfers: the real value of the asset transferred or of the right created or assigned, subject to special rules in certain cases.
·formation of limited liability companies and increase of their capital, the nominal value of the capital;
·transactions by companies other than the above: the real value of the assets contributed;
·conversion: the liquid assets of the company on the day of the agreement;
·reduction of capital and the dissolution of a company: the real value of the assets and rights transferred to members;
·merger: the amount of share capital of the new entity created or the increase in the capital of the acquiring company;
·the transformation of companies is no longer subject to the tax on corporate transactions (impuesto de operaciones societarias);
·contributions to meet losses: the real value of the assets contributed.
-Documented legal acts: the value declared, the sum drawn, the nominal value, the value of the right guaranteed or established, subject to special rules as appropriate.