When holding a licence through a company, there are two ways to sell it, and they are taxed differently. Choosing the structure before negotiating — not afterwards — is one of the decisions with the greatest impact on the net profit of the entire transaction.
- Selling the asset through the company. The limited liability company (S.L.) sells the licence: it issues an invoice under its VAT regime, and the capital gain — the sale price minus the tax base, which has been reduced by(/guia/fiscalidad/puedo-amortizar-la-licencia-vtc-en-mi-contabilidad)n amortisation — is subject to corporation tax. The money remains within the company; if you later wish to take it out, the distribution (dividend, capital reduction, liquidation) is subject to its own taxation. This is a potential double tax burden that must be calculated in full, not just half.
- Selling the shares. The buyer retains the company, including the licence. If you sell as a private individual, your profit is taxed under the personal income tax savings allowance; if the selling shareholder is another company, the corporation tax exemption on capital gains from investee companies may apply, subject to its ownership and holding period requirements — an area where a tax adviser is essential. In terms of indirect taxation, the sale of shares is generally exempt, with the anti-fraud clause in Article 314 of the Securities Market Act designed primarily for property companies; its application to each case must be assessed on its merits and cannot be assumed.
The downside of selling shares is that the buyer inherits the company’s entire history — including debts, labour and tax liabilities — and is fully aware of this: they will request a more thorough due diligence and adjust the price or guarantees accordingly. A company with a clean record and up-to-date accounts commands a higher price; one with skeletons in the cupboard is discounted or fails to sell.
On the marketplace, the format of each offer (individual licence, company or bundle) is always clearly displayed on the listing page, and corporate transactions go through the escrow service with its enhanced due diligence. If you’re thinking of selling, start with the two key figures: what the licence is worth today and what net profit each structure leaves you with after tax — with your tax adviser at the table from the very first conversation.
LAST REVIEWED · Jul 19, 2026 — VTC360 guide: general criteria, not advice for your specific case.