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近年来,税务部门不断加强对非居民股权转让行为的监控管理,“一元转让”、“平价转让”等股权转让行为作为重点风险事项均受到税务部门的调查调整,非居民股东无税转让股权的筹划空间受到限制。为减轻或消除非居民股东投资退出环节的税收成本,部分外商投资企业开始采用其他方法进行避税,非公允股权稀释就是其中之一。非公允股权稀释,是指公司一个或多个股东按账面注册资本等非公允价不对称增资,导致其他股东持股比例下降、股权受到稀释的现象。
In recent years, the tax department has been strengthening the supervision and management over the non-resident equity transfer. As for the key risk issues such as the “one yuan transfer” and “parity transfer”, the tax authorities investigated and adjusted the non-resident shareholders’ Tax planning to transfer ownership is limited. In order to reduce or eliminate the tax costs of non-resident shareholders’ exit from investment, some foreign-invested enterprises have started to adopt other methods to avoid taxation. One of them is the dilution of non-equity interests. Non-fair share dilution refers to the phenomenon that one or more shareholders of a company are asymmetrically replenishing non-fair value assets such as book-entry registered capital, resulting in a decrease in the proportion of shares held by other shareholders and a dilution of shareholdings.