The DGT published 14 Y 19 from December to 2017 two binding consultations on delivering loyalty bonuses offered by Banco Santander shareholders and debenture holders of Banco Popular.
This installment of bonds originated in a controversial decision of the Fund for Orderly Bank Restructuring (FROB) -bottom of rescue Spanish-. The decision was to transmit the Banco Popular Banco Santander for the symbolic amount of one euro. then, the latter entity, It had to make a capital compulsorily.
Later, Banco Santander approved the known “Loyalty bonuses”, to shareholders and debenture holders of Banco Popular. By offering, those affected could acquire, without any disbursement, bonds issued by an amount equivalent to investment in shares or obligations of the entity, of which were headlines 6 June 2017. The new bonds traded on the bond market, They can be written off after 7 years and produce interest 1% annual.
As well, the redemption of the shares or debentures of Banco Popular and delivery of bonds of loyalty Banco Santander follows taxed according to the Directorate General of Taxes:
Shareholders of Banco Popular
The binding request V3258 / 2017 DGT, analiza el caso de los accionistas. These, lost all actions were Banco Popular by reducing capital without repayment of contributions.
Fiscally this capital reduction is considered a capital loss on the acquisition value of the redeemed shares. Such capital loss must be attributed to the exercise 201, and it will be integrated into the savings tax base.
.Regarding loyalty bonuses received, DGT considers that it should be classified as capital gain integrated into the savings tax base. the market value of the new bonds,
So, la pérdida patrimonial derivada de la amortización de acciones del Banco Popular podrá ser compensada con la ganancia patrimonial obtenida por los bonos de fidelización recibidos.
Banco Popular debenture
The binding request V3212 / 2017 is on debenture. These, first, mandatorily converted their bonds into shares. Later, automatically and also mandatory, se transmitieron al Banco Santander.
This conversion of bonds into shares and its transmission to another entity, fiscally produces a negative return on capital furniture. Este rendimiento se integra en la base imponible del ahorro, by the difference between the acquisition value of bonds and repayment value.
Meanwhile, delivering loyalty bonuses, It generates a positive return on capital furniture. As rents in kind, They will be valued at their fair market value, being subjected to account income, you should practice Banco Santander.
So, los rendimientos negativos generados por la conversión de obligaciones en acciones se podrán compensar con los rendimientos positivos generados por la entrega de los nuevos bonos de fidelización.
As we can see, both consultations are of a tax treatment that seems forced. For shareholders, la compensación con bonos se considera ganancia patrimonial previa generación de una pérdida. Meanwhile, to bondholders, the loyalty bonus compensation is income from capital as opposed to a negative return for the amortization of its obligations.
At least fiscally it seems a consensus has been reached to avoid prejudicing (again) those affected.