Website Last updated:

May 15, 2026

This guide explains the provisions for Qualifying Group Relief under Article 26, enabling tax-neutral transfers of assets and liabilities between members of a Qualifying Group. It details the conditions for forming a group, including the 75% common ownership requirement, and specifies that members must be Taxable Persons. The guide clarifies that upon election, transfers are treated at net book value, resulting in no taxable gain or loss. It also outlines the critical two-year clawback provisions that reverse the relief if the group structure changes post-transfer, preventing tax avoidance.

Qualifying Group Relief

Corporate Tax Guide | CTGQGR1

April 2024

1. Glossary

2. Introduction

2.1. Overview
2.2. Purpose of this guide
2.3. Who should read this guide?
2.4. How to use this guide
2.5. Legislative references
2.6. Status of this guide

3. Qualifying Group Relief: General aspects

3.1. What is a transfer?
3.2. Assets and liabilities eligible for Qualifying Group Relief
3.3. Consideration for transfer

4. Conditions to be a member of a Qualifying Group

4.1. Juridical persons condition
4.2. Taxable Persons condition
4.3. Ownership condition
1. 4.3.1. What is an ownership interest?
  4.3.2. Holder of ownership interest
  4.3.3. Determining ownership percentage
  4.3.4. Indirect ownership
  4.3.5. Ownership by a common third Person in Transferor and Transferee
  4.3.6. Aggregation of ownership by Tax Group
4.4. Exempt Person condition and Qualifying Free Zone Person condition
4.5. Financial Year condition
4.6. Accounting Standards condition

5. Consequences of election for Qualifying Group Relief

5.1. Transfer of assets and liabilities at net book value
5.2. Determining the net book value of an asset or liability
5.3. Adjustments to Taxable Income of the Transferee
5.4. Effect of several transfers on net book value
5.5. Exchange of assets or liabilities
5.6. Transfer of losses
5.7. Consequences of not meeting the requirements or not electing for Qualifying Group Relief

6. Clawback of the Qualifying Group Relief

6.1. Circumstances where relief is clawed back
1. 6.1.1. Subsequent transfer of the asset or liability outside the Qualifying Group
  6.1.2. Transferor or Transferee cease to be members of Qualifying Group
6.2. Consequences of clawback of Qualifying Group Relief
1. 6.2.1. Consequences in hands of the Transferor
  6.2.2. Consequences in hands of the Transferee

7. Compliance requirements

7.1. Election by Transferor
7.2. Record keeping

8. Interaction of Qualifying Group Relief with other parts of Corporate Tax Law

8.1. Business Restructuring Relief
8.2. Realisation basis
8.3. Transitional relief

9. Updates and Amendments

Glossary

Example 9: Calculation of net book value

In addition, after the clawback has been triggered, the Transferee will no longer make the adjustments required under Article 4 of the Ministerial Decision No. 134 of 2023 (as explained further in Section 5.3). However, if the transfer was recorded in the Financial Statements at a value that differs from the Market Value, the Transferee will be required to make adjustments under Article 3 of Ministerial Decision No. 134 of 2023.

Contents

Glossary