Major Changes to Real Estate Transfer Tax for Share Deals Finally Enacted

In early May 2026, the adoption of the Ninth Tax Advisory Services Amendment Act had failed in the German Federal Council because of the so-called “relief bonus” for employees in the amount of 1,000 euros contained in the bill (see our Legal Insights of May 12, 2026).

In a second attempt, the governing parties reintroduced the bill to the Federal Parliament with identical amendments to the Real Estate Transfer Tax Act, the Trade Tax Act, and the Tax Advisory Services Act; only the relief bonus was discarded and removed. The Federal Parliament and the Federal Council passed the law in June 2026, and it was published in the Federal Law Gazette on July 2, 2026.

Amendments to the Real Estate Transfer Tax Act

In addition to amendments to the Tax Advisory Services Act, the enacted law provides, in particular, for amendments to the Real Estate Transfer Tax Act and the Trade Tax Act.

• The provisions governing the transfer of shares in rem pursuant to Sections 1(2a) and (2b) of the Real Estate Transfer Tax Act (Closing) now apply subsidiarily and no longer apply if the transfer of shares takes place in fulfillment of a legal transaction subject to real estate transfer tax within the meaning of Sections 1(3) and (3a) of the Real Estate Transfer Tax Act (Signing). Due to the reversal of the order of priority of the supplementary grounds for real estate transfer tax liability in a share deal, the signing will henceforth be the decisive point in time for taxation.
• The property-owning company becomes an additional taxpayer and is required to file a real estate transfer tax return for transactions pursuant to Sections 1(3) and 1(3a) of the German Real Estate Transfer Tax Act (GrEStG).
• The deadline for filing real estate transfer tax returns is now one month in all cases.
• For undeveloped properties intended for development, the value in a developed state forms the tax base.

Furthermore, the law removes the time limit on the continued application of joint ownership for partnership entities for real estate transfer tax purposes (Section 24 of the Real Estate Transfer Tax Act).

The new provisions regarding real estate transfer tax took effect on July 3, 2026, and apply for the first time to acquisitions completed on or after the day following the law’s promulgation.

For transactions that were signed before the law was promulgated but whose closing takes place afterward, the signing date is the relevant tax date, and the new regulation already applies.

For a detailed overview of the amendments to the Real Estate Transfer Tax Act, please refer to our Legal Insights dated March 3, 2026.

Amendments to the Trade Tax Act

In addition, the Ninth Tax Advisory Amendment Act raises the minimum trade tax rate from 200 to 280%. This increase was already intended in the coalition agreement.

The amendments to the Trade Tax Act also took effect on July 3, 2026, and are to apply for the first time to the 2027 tax assessment period.

______________

Other Articles in this Issue:

• ECJ Ruling on Portuguese Real Estate Transfer Tax: Implications for German RETT on Share Transfers
• AI and Copyright – Judicial Landscape in Germany
• No Change in the Beneficial Owner in Relation to Withholding Tax Refund Claims for US S-Corporations

Explore more insights on German law: browse all issues of Legal Insights Germany >>