The essence of "1 yuan equity transfer" is the transfer of nominal amount, and its application advantages are obvious-in the process of transferring the equity of insolvent enterprises, the transferor and the transferee cannot count the actual negative assets of the target enterprise into investment-related subjects. If 0 yuan is used as the transfer value, it will be regarded as a gift in the measurement of enterprise income tax, which is not conducive to the overall tax planning of enterprises. Therefore, many state-owned enterprises are keen to accept equity with negative net assets at the price of 1 yuan.
Although it brings a lot of convenience to enterprises, "1 yuan equity transfer" will also generate tax risks. The most prominent thing is that the net assets of enterprises are underestimated, and the tax burden is evaded by "equity transfer of 1 yuan". Therefore, in most cases, "1 yuan equity transfer" is regarded by the tax authorities as the transfer price is obviously low without reasonable reasons, and then subject to tax compliance review. In order to effectively resolve the tax risks of "1 yuan equity transfer", the following three measures are suggested.
The first is to improve the evaluation system of equity transfer price. Transaction pricing is the core link of equity transfer, and equity assets evaluation is the key factor of transaction pricing. Due to the lack of procedural legal provisions on asset evaluation, China's equity transaction asset evaluation market is chaotic, and the issue of equity transaction pricing in state-owned enterprises is particularly prominent. It is suggested that the tax authorities should appropriately introduce tax verification agencies with legal qualifications, establish a communication mechanism between tax authorities and tax-related intermediaries, and improve the evaluation mechanism of equity transfer price. For taxpayers who can't provide the true equity transfer price or the transfer price provided is obviously inconsistent with the fair value of the current market, or for enterprises with land use rights, houses, intangible assets, equity, etc., which account for a high proportion of total assets, they must provide an assessment report issued by an intermediary agency, which is also obviously unfair. The tax authorities should refer to the final judgment of tax verification agencies to verify the taxable value.
Second, unify the tax policy of equity transfer. From the perspective of enterprise income tax, there is no operational regulation to judge the fairness of transaction price. Although the state has successively issued a series of documents on the management of equity transfer, it still needs to be detailed compared with personal income tax. It is suggested that the determination standards and verification methods of equity transfer income should be clarified, such as the comparison between net assets verification method and analogy method, and a series of regulations such as the confirmation of equity transfer income, the determination, evaluation and pricing of original assets should be further standardized. Defining fuzzy areas and disputed areas will not only help investors to predict tax costs in advance and prevent tax risks in equity investment, but also help to standardize the tax authorities' right to identify low-price transfers.
Third, strictly control the examination and approval procedures for equity transfer. In order to prevent the loss of state-owned assets, state-owned enterprises should abide by the Interim Measures for the Administration of the Transfer of State-owned Property Rights of Enterprises in addition to the relevant tax laws when transferring shares. In other words, the transfer of state-owned property rights must go through the procedures of feasibility study, examination and approval, audit and evaluation, and be reported to the relevant departments for approval before implementation. If the assessed value of net assets is positive, which is in line with the principle of fair trade in the market, it is unlikely that the transfer price will be lower than the assessed value, let alone the transfer of 1 yuan, based on the consideration of maintaining and increasing the value of state-owned assets. However, if the net asset evaluation value is negative, that is, less than zero, it is reasonable to adopt the price transfer of 1 yuan.
In short, if the enterprise transfers the state-owned property right in strict accordance with the prescribed procedures, the tax risk of "equity transfer of 1 yuan" is safe and controllable on the premise of passing the assessment of net assets.