{"id":8428,"date":"2026-01-08T15:31:43","date_gmt":"2026-01-08T14:31:43","guid":{"rendered":"https:\/\/www.altertax-avocats.com\/article-150-0-b-ter-cgi-complete-guide-currentyear\/"},"modified":"2026-06-29T12:08:40","modified_gmt":"2026-06-29T10:08:40","slug":"article-150-0-b-ter-cgi-complete-guide-currentyear","status":"publish","type":"post","link":"https:\/\/www.altertax-avocats.com\/en\/article-150-0-b-ter-cgi-complete-guide-currentyear\/","title":{"rendered":"Article 150 0 b ter cgi : complete guide [2026]"},"content":{"rendered":"\n \n

Article 150-0 B ter of the French General Tax Code: Tax optimization for contributions of securities<\/h1>\n \n
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Article 150-0 B ter of the French General Tax Code is a major tax measure for company directors and shareholders. It allows the deferral of capital gains tax on the contribution of shares to a company controlled by the contributor. This mechanism is part of awealth optimization<\/a> strategy aimed at facilitating company restructuring without immediate tax burden. Tax deferral makes it possible to control the effective tax rate<\/a> by choosing the optimum time to unwind the transaction. You need to understand the conditions of application and the limits of this regime to secure your operations. <\/p>

What is article 150-0 B ter of the CGI?<\/h2>

Article 150-0 B ter<\/a> introduces an automatic tax deferral for capital gains<\/a> realized on the contribution of securities and corporate rights to a company controlled by the contributor. Under this system, taxation is deferred until the occurrence of specific triggering events. Tax deferral thus offers considerable flexibility in the management of your business assets, and facilitates restructuring operations without any immediate tax burden. <\/p>

Conditions of eligibility for the tax deferral regime<\/h2>

To benefit from the provisions of article 150-0 B ter, three cumulative conditions must be met. Firstly, the contributor must control the beneficiary company immediately after the transaction, i.e. hold more than 50% of the voting rights or rights in the company’s profits, alone or in concert. Secondly, the securities contributed must constitute transferable securities or corporate rights for tax purposes (shares). Thirdly, thetransfer transaction<\/a> must be part of a real economic rationale, without the sole aim of obtaining a tax advantage. <\/p>

Tax deferral mechanism<\/h2>

The deferral of taxation suspends the liability for tax on the capital gain arising on the contribution, which remains attached to the shares received as consideration. You do not declare this capital gain in your income for the year of the contribution. When the shares are sold at a later date, the deferred capital gain is added to the capital gain on sale to form a total taxable capital gain. This deferred taxation can be spread over several years, depending on your disposal strategy. <\/p>

Events triggering taxation of deferred capital gains<\/h2>

The tax deferral period ends in three main events. The most frequent event is the sale of the shares received as consideration, which triggers taxation of the total capital gain. The repurchase or cancellation of the shares by the beneficiary company also terminates the deferral. Lastly, loss of control of the company triggers immediate tax liability, even if the shares are not actually sold. <\/p>

Special case of gratuitous transfer<\/h3>

A gift of shares<\/a> transfers the deferred capital gain to the donee, without immediate taxation. On the other hand, the death of the contributor definitively purges the deferred capital gain: the heirs receive the shares at their inheritance value, which is linked to other schemes such as the Dutreil pact<\/a>. <\/p>

Relationship with other tax measures<\/h2>

The 150-0 B ter tax deferral<\/a> differs from the deferral under article 150-0 B in that it requires control. It is combined with the allowances for length of ownership applicable when the capital gain is actually taxed. <\/p>

Reporting obligations and documentation<\/h2>

You must declare the contribution transaction on form 2074 in your income tax return for the year concerned, and then keep track of the deferred capital gains in your successive returns. This documentation makes it possible to trace the deferred capital gain and its characteristics throughout the tax deferral period. <\/p>

Tax risks and points to watch out for<\/h2>

The tax authorities rigorously control transactions under Article 150-0 B ter, looking for artificial arrangements with no real economic substance. You must justify the economic logic of your restructuring beyond the tax advantage. The involuntary loss of control of the beneficiary company triggers immediatetaxation of<\/a> the deferred capital gain, particularly in the event of capital dilution or the entry of new investors. <\/p>

The tax authorities can invoke abuse of tax law if your transaction pursues an exclusively tax-related purpose, bypassing the legislator’s objectives or presenting a fictitious character. This procedure entails penalties of 80% on top of the tax evaded, justifying an in-depth legal analysis prior to any transaction. <\/p>

Asset optimization strategies under article 150-0 B ter<\/h2>

Article 150-0 B ter can be integrated into complex wealth management strategies: structuring via a controlling holding company, or combining with a gift-sharing arrangement to optimize intergenerational transfers. Such arrangements require the support of a specialized tax lawyer to ensure compliance and avoid any risk of tax reassessment. <\/p>\n\n

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Frequently asked questions<\/h2>\n

Article 150-0 B ter of the French General Tax Code raises many questions for taxpayers wishing to optimize the taxation of their contributions of securities. Here are the answers to the most frequently asked questions about this tax deferral mechanism. <\/p>\n

What is article 150-0 B ter of the CGI?<\/h3>\n

Article 150-0 B ter of the French General Tax Code provides for a tax deferral on the contribution of securities to a company. This mechanism defer taxation on the capital gain realized at the time of the contribution until the subsequent sale of the securities received in return. The scheme applies specifically to contributions of shares to companies subject to corporate income tax, subject to compliance with certain strict conditions. It is an invaluable asset optimization tool for company reorganizations or transfers. <\/p>\n

What is the difference between article 150-0 B ter and article 150-0 B of the CGI?<\/h3>\n

Article 150-0 B of the French General Tax Code applies to contributions of securities made in the context of an exchange of securities with a balancing payment, while article 150-0 B ter applies specifically to outright contributions of securities to a company. The main difference lies in the fact that article 150-0 B ter does not necessarily require an exchange transaction, and applies to a broader field. The conditions of application and control thresholds also differ between these two regimes. The choice between these systems depends on the structure of the planned transaction and the financial objectives pursued. <\/p>\n

What are the conditions for applying article 150-0 B ter of the CGI?<\/h3>\n

To benefit from the tax deferral provided for under Article 150-0 B ter, several conditions must be met: the contribution must relate to shares in companies subject to corporate income tax, the recipient company must also be subject to corporate income tax, and the contributor must not control the recipient company after the contribution. A commitment to retain the shares received may be required in certain situations. Failure to comply with these conditions will result in immediate taxation of the capital gain. An in-depth legal analysis is essential to secure the transaction. <\/p>\n

How to optimize the tax treatment of a contribution of securities under article 150-0 B ter?<\/h3>\n

Tax optimization via Article 150-0 B ter requires careful planning. The first step is to structure the transaction so as to meet all the legal requirements. Anticipating the timing of subsequent disposals helps maximize tax benefits. It is also a good idea to study the relationship with other tax arrangements, such as the Dutreil pact or preferential tax regimes. The valuation of the contributed shares must be precisely documented. A global strategy integrating civil and tax aspects will optimize the transfer of assets, while minimizing the deferred tax burden and controlling the effective tax rate<\/a>. <\/p>\n

When does the tax deferral end under article 150-0 B ter?<\/h3>\n

The deferral of taxation granted by article 150-0 B ter comes to an end in several situations. The sale of the securities received in exchange for the contribution triggers taxation of the initial capital gain. The repurchase of the shares by the issuing company or their cancellation also terminates the deferral. In the event of transfer of tax residence outside France, taxation may be required. Certain events affecting the beneficiary company may also bring the deferral to an end. It is crucial to anticipate these events to avoid unplanned taxation and organize optimal tax management of assets. <\/p>\n

Why call in a tax lawyer for a contribution of securities?<\/h3>\n

The support of a specialized tax lawyer is essential to ensure that Article 150-0 B ter is properly applied. The complexity of the eligibility conditions and the risks of tax requalification call for specialized expertise. The tax lawyer analyzes the overall wealth situation, structures the transaction in the best possible way and prepares the necessary legal documentation. He can also represent the taxpayer in the event of a tax audit or litigation. His intervention maximizes tax benefits while ensuring legal compliance, thus avoiding costly reassessments. <\/p>\n<\/div><\/div>\n