TRANSFER OF SHAREHOLDINGS REVALUED IN THE PRESENCE OF EARN-OUT CLAUSES
With Resolution No. 74/E of last December 20th, the Italian Revenue Agency specified that in presence of earn-out clauses, which provide purchase prices payments in several installments, representing an integration of the sale price of the investments, and when the transferor has redetermined the fiscal purchase cost or value of the equity investment being sold, the overall consideration received (i.e. both the fixed and the variable portion) up to the redetermined value of the equity investment, must not be further subject to taxation. To this end, therefore, if the fixed part of the consideration is lower than the re-determined value of the shareholding, when compiling the PF Income Model, part RT must indicate the same value as the consideration received as "cost". In subsequent tax periods, if the variable part of the consideration (earn-out) is also collected, at the time of the return, the transferor must take into account the excess "cost" not used, indicating in column 3 of Line RT22 " total purchase costs or values " the difference between the restated value and that previously indicated in part RT.
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