New Spain –Netherlands Tax Agreement: Significant Impact On International Structures

New Spain –Netherlands Tax Agreement: Significant Impact On International Structures

On 10 March 2026, the Spanish Council of Ministers has authorised the signing of a new Double Taxation Agreement (DTA) between Spain and the Netherlands, which will replace the agreement currently in force since 1971, one of the oldest in Spain’s agreement network.

Although the final text is still pending publication and ratification, the new agreement introduces significant changes, particularly for international investment structures holding real estate assets in Spain.

Key developments

• Taxation in Spain of indirect real estate capital gains

Spain is expected to be entitled to tax gains derived from the disposal of shares in entities whose value comes is derived primarily (more than 50%) from real estate located in Spain.

This represents a significant shift from the current regime, under which such gains have generally been taxed exclusively in the Netherlands.

• Alignment with international standards (BEPS)

The agreement incorporates anti-abuse provisions such as the Principal Purpose Test (PPT), as well as enhanced dispute resolution mechanisms, including arbitration.

• Increased focus on substance and structures

Access to the benefits of the Agreement is further restricted for structures lacking sufficient economic substance or involving low-tax jurisdictions.

Practical implications

This new framework may have a direct impact on the taxation of investments structured through Dutch entities, particularly in the real estate sector, affecting divestment strategies, expected returns and investment models.

Next steps

The Agreement must be signed and ratified by both countries before entering into force. Nevertheless, it is advisable to anticipate its impact, review existing structures and assess possible alternatives.