Aktieavancebeskatning: En vurding af mellemholdingreglerne

Martin B. Ravn

Student thesis: Master thesis


Up until 2009 taxation of companies profits and losses on shareholdings was based on the length of ownership, while taxation of dividends primarily was based on how large a percentage of the total shares, the company held. I 2009 the principles of taxation was changed in order to tax profits (and losses) and dividends in a uniform manner. In order to implement this and still be in compliance with EU-law, the new rules for taxing companies shareholdings divide the shares into categories, where some are taxfree and others are taxable. On of the decinding factors regarding the share category is, how large the total percentage of ownership is. Because of this the rules include guards against structuring a group for the sole purpose of securing taxfree profits and dividends by adding extra holdingcompanies, in order to secure the necessary ownership level in part of the group structure . The rules are partially based on the concept of “beneficial ownership” and partially on more objective factors such as, whether the holdingcompany is listed for trade on a regulated market. As he concept of beneficial ownership is not fully clarified and the rules in general are open to a large amount of judgement, it is not easy to ensure a secure tax position. Further the rules are counterproductive to the governments goal of securing funds for small and medium market entities, as the previous tax exemption, which was based on the length of ownership rather than the percentage of ownership, has been revoced. During my analysis I have reviewed cercain group structures as well as Danish and international court findings and articles. In doing so I have prepared examples and interpreted the rules and articles. I have highlighted the advantages and disadvantages of the rules in order to sum up a conclusion. The rules apply for both publicly listed and privately held companies. While the rules are fairly easy to use, when it comes to publicly listed entities, it is my conclusion that the rules are not an ideal way of taxing the share ownership of privately held companies, rather the rules should have been drafted to ensure that the tax exemption was only achieved after perhaps 5 or 10 years. I have noted that while the thesis has been underway, the rules have been amended in order to reduce the disadvantages regarding optaining necessary capital for upstart companies.

EducationsMSc in Auditing, (Graduate Programme) Final Thesis
Publication date2012
Number of pages80