Normative analysis of the tax regime for the transfer of social shares in cuban msmes

Abstract

The reconfiguration of the Cuban economic landscape through the enactment of the legal framework for Micro, Small and Medium Enterprises (MSMEs) has generated new interpretive challenges for legal professionals, stemming from both the widespread adoption of the Limited Liability Company (S.R.L.) as the predominant legal form, and the application of taxes to this new entity. This article analyzes the tax regime applicable to the transfer of shares in LLCs, both through inter vivos and mortis causa acts. The objective is to define this regime based on its doctrinal and legal foundation in Law No. 113 (2012), "On the Tax System," and Decree-Law No. 88 (2024), "On Micro, Small, and Medium Enterprises." A qualitative methodology was employed, applying the historical-legal, analytical-synthetic, and exegetical-legal methods. The results demonstrate that the transfer of shares constitutes a complex taxable event, as it generates obligations under the Personal Income Tax for the transferor and under the Property Transfer and Inheritance Tax for the transferee. It is concluded that, despite the regulatory fragmentation, a tax obligation exists, based on the patrimonial nature of the equity interests, although significant challenges remain in the Cuban legal framework for determining the tax base.

Keywords:

Small and medium enterprises, Corporate rights, Tax law, Property transfer, Commercial companies.