DZP's experts obtain a positive opinion from the Head of the National Revenue Administration on a reverse cross-border merger

Experts from the Tax Practice have obtained a positive opinion from the Head of the National Revenue Administration on a reverse cross-border merger of a Polish company (target company) with a Spanish company (acquiring company).

This was one of the first opinions of this type issued by the Head of the NRA after amendments to the regulations introducing the requirement to obtain such opinion in order to carry out cross-border restructuring. Moreover, it was issued in a very short period of time by Polish standards – within only two months from submission of the application.

The point of this opinion is, inter alia, to confirm that, in the view of the Head of the NRA, the merger is carried out for legitimate economic reasons. The opinion obtained therefore signifies the Head of the NRA's acceptance of the model and methodology developed by DZP's experts for drawing up the justification for this type of transaction. The head of the NRA also confirmed the interpretation proposed by DZP of the regulations on how to qualify the income of shareholders of a target company in the event of cross-border restructurings. This allowed them to be ultimately exempt from taxation, also with regard to the regulations on the taxation of unrealised gains (so-called exit tax).

The project was handled by advisers from the Tax Practice, who provided support throughout the process: Joanna Wierzejska, Grzegorz Sprawka, Marianna Ćwiklińska and Dominika Ołubek.