(1) Applicable policies:Enterprise Income Tax Law of the People's Republic of China (Revised in 2018) and Regulations for the Implementation of the Enterprise Income Tax Law of the People's Republic of China (Revised in 2019);
(2) Tax items:The income from the transfer of ** is taxed as the taxable item of enterprise income tax, "income from transfer of property";
(3) Tax rate:Specifically, according to the enterprise income tax rate applicable to the enterprise;
(4) Taxable income:According to Article 3 of the Notice of the State Administration of Taxation on Several Tax Issues Concerning the Implementation of the Enterprise Income Tax Law (Guo Shui Han 2010 No. 79), "On the Recognition and Calculation of Income from Equity Transfer", the income from the transfer of equity by an enterprise shall be recognized when the transfer agreement takes effect and the procedures for equity change are completed. Income from equity transfer = income from equity transfer - cost incurred to acquire the equity (if obtained by paying cash, the purchase price shall be the cost; If it is obtained by means other than cash payment, the fair value of the equity and the relevant taxes paid shall be the cost) When calculating the income from equity transfer, the enterprise shall not deduct the amount that may be distributed according to the equity in the retained earnings of shareholders such as undistributed profits of the invested enterprise. For example, if ABC transfers its holdings of a domestic listed company**, and the ** pays 200,000 yuan in cash at the time of purchase and sells 240,000 yuan, the income from the transfer of property is 40,000 yuan, and the tax law uses historical cost as the basis for tax calculation for all types of equity investment.
(5) Time for tax declaration:The enterprise transfer ** will not declare and pay enterprise income tax separately on the income, but will combine the income with other income from the transfer of property into the taxable items, calculate and pay according to the enterprise income tax collection method of the enterprise, and make final settlement and payment in the year.
(6) Special Reminder:
1. Special reminder on the collection method of enterprise income taxAccording to Article 1 of the Announcement of the State Administration of Taxation on Issues Concerning the Verification and Collection of Enterprise Income Tax (Announcement No. 27 of 2012 of the State Administration of Taxation), enterprises specializing in equity (** investment business) shall not be subject to the assessment and collection of enterprise income tax.
2. When the enterprise is liquidated, there is a special reminder involving "the income or loss from the investment transfer that should be recognized as the shareholder".In accordance with the notice of the Ministry of Finance and the State Administration of Taxation on several issues concerning the treatment of enterprise income tax in the liquidation business of enterprises (CS 2009 No. 60), the realizable value of all assets of the enterprise or the transaction ** minus the liquidation expenses, employees' wages, social insurance expenses and statutory compensation, settle the liquidation income tax, tax arrears and other taxes in previous years, pay off the debts of the enterprise, and calculate the remaining assets that can be distributed to the owner according to the regulations. The amount of the remaining assets distributed by the shareholders of the liquidated enterprise, which is equivalent to the part of the accumulated undistributed profits and accumulated surplus reserves of the liquidated enterprise calculated according to the proportion of the shares held by the shareholders, shall be recognized as dividend income (if the total amount of undistributed profits and surplus reserves of the enterprise is negative, the assets distributed by the shareholders of the equivalent enterprise in liquidation have no dividend income, that is, the dividend income is calculated at zero value); The balance of the remaining assets after deducting dividends, the part that exceeds or is lower than the investment cost of the shareholders shall be recognized as the investment transfer income or loss of the shareholders.
3. When an enterprise transfers restricted shares, special reminders involving enterprise income tax:According to Articles 2 and 3 of the Notice of the State Administration of Taxation on Income Tax Issues Concerning the Transfer of Restricted Shares of Listed Companies by Enterprises (Announcement No. 39 of 2011 of the State Administration of Taxation):
For example, if enterprise A (income tax rate of 25%) transfers the restricted shares held on behalf of natural person B and obtains a transfer income of 1 million yuan, but cannot provide a complete and true certificate of the original value of the restricted shares, the enterprise income tax payable by enterprise A for the transfer of restricted shares is 100*(1-15%)*25%=2125 (10,000 yuan). When enterprise A transfers the balance of the transfer income to natural person B after completing the tax liability, natural person B will no longer pay individual income tax.