Extract
[...] In addition, the viability of the holding may be affected by fiscal costs, such as the fixed contribution right (?375 or ?500 depending on the social capital) and the transfer taxes upon the transfer of shares, set at 0.1% for shares and for social shares after deduction. Finally, the mechanism of double economic taxation constitutes a major drawback. If the dividends remitted to the holding benefit from a favorable tax regime (mother/daughter regime), a second tax is levied when these dividends are redistributed to the final partner. This results in a 30% (or 33-34% in the case of exceptional contribution on high incomes) withholding tax, in addition to the QPFC, leading to significant fiscal friction. B. [...]
[...] These negative aspects raise a fundamental question: do the practical advantages of this strategy outweigh its drawbacks? Thus, this study aims to demonstrate that, despite the identified constraints, the creation of a holding by the top remains generally more advantageous than inhibitive, through a comparative analysis of the positive and negative points. We will first examine the innovative fiscal and financial perspectives it offers before addressing the strategic and legal challenges it involves (II). I. Innovative fiscal and financial perspectives In order to explore the possibilities offered by a holding by the top, we will begin by examining the significant fiscal advantages it allows before diving into the analysis of its impact on financial leverage and its strategic consequences A. [...]
[...] In fact, the creation of a holding from above offers fiscal opportunities, mainly thanks to the mother-daughter regime (Articles 145 and 216 of the CGI). This regime allows dividends remitted by subsidiaries to the holding to be exempt from corporate tax subject to a QPFC. In addition, the fiscal integration mechanism constitutes an additional lever. If the holding holds at least 95% of the capital of its subsidiaries, it can consolidate the group's financial results, offset the losses of one subsidiary with the profits of another, and thus optimize the overall tax burden. [...]
[...] This underscores the need for a thorough prospective reflection before establishing a holding, taking into account the future patrimonial and fiscal objectives of the taxpayer. Thus, although it is a powerful strategic tool, the holding can, in certain configurations, become a factor of complexity and cost, making its adoption less advantageous in the medium and long term. [...]
[...] Let's take the case of a mixed holding, holding both operational and patrimonial assets. If the majority partner wishes to transfer the holding to his descendants, he may be tempted to use the Dutreil device, which allows a 75% reduction in transfer duties. However, this reduction only applies to the proportion of the holding's value corresponding to the operational activity. Patrimonial assets are excluded, thus increasing the overall cost of transmission. In addition, if the holding is not qualified as 'animatrice', it will not be able to benefit from the classic Dutreil device. [...]
