CARF’s Superior Chamber reaffirms its understanding of the non-taxation by IRPJ and CSLL of investment subsidies and maintains the disallowance of tax losses on reverse merge
The 1st Panel of Brazilian Federal Administrative Courte confirmed the understanding that LC 160/17 inserted Paragraph 5 in Article 30 of Law # 12,973 /14, stating that it would be applicable to pending proceedings. In addition, this Law inserted Paragraph 4, Article 30, of Law #12973/14, to prevent the requirement of other requirements or conditions, beyond those established by Article 30 itself.
The case under consideration involved a tax incentive granted by the State of Ceará, and the collegiate signed, by majority, the understanding that, with the publication, registration and deposit of the incentive under discussion before CONFAZ, no other requirements are required for the recognition of the investment grant other than those listed in Article 30.
Furthermore, the case analyzed reverse-merger operation, prevailing the understanding, also by majority, that remains the disallowance of tax losses and negative bases of CSLL in the assumptions in which the “reverse-incorporation” is configured, that is, when it appears that merged company and incorporator assumed in practice exchanged roles, when it is shown in the case file that a reduced equity company incorporates a more profitable company than it, and subsequently assumes the corporate name of the merged company and is now managed by the merged company. Ac. 9101-004,486.
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