Provisional text
OPINION OF ADVOCATE GENERAL
KOKOTT
delivered on 22 October 2026 (1)
Case C‑633/25
Caixa Geral de Depósitos, S.A.
v
Autoridade Tributária e Aduaneira
(Request for a preliminary ruling from the Supremo Tribunal Administrativo (Supreme Administrative Court, Portugal))
( Reference for a preliminary ruling – Direct taxation – Directive 90/435/EEC – Applicability to purely internal situations – Supererogatory transposition of a directive – Distribution of profits of a subsidiary to its parent company – Tax exemption at the level of the parent company – Avoidance of economic double taxation – Minimum period that the parent company must hold shares in the subsidiary )
I. Introduction
1. The present case concerns the mechanism in place in the European Union to avoid economic double taxation of profit distributions between parent companies and their subsidiaries. The Court is thus once again (2) given the opportunity to interpret the important Directive 90/435/EEC (3) (the ‘Parent-Subsidiary Directive’).
2. The background to the present case is the legal dispute between a Portuguese bank, the Caixa Geral de Depósitos, S.A. (‘CGD’), and the Portuguese tax authority concerning the extent of the deduction of certain dividends from its taxable profit; those dividends had been distributed to that bank by a number of companies, acting as ‘subsidiaries’, which were also resident in Portugal.
3. In that context, there is disagreement surrounding the scope of the provision relating to the minimum period for which a parent company must hold shares in subsidiaries distributing dividends for the purposes of the second indent of Article 3(2) of the Parent-Subsidiary Directive. It is established that that minimum holding period is relevant for determining CGD’s status as parent company. It remains to be determined whether that minimum holding period is also relevant, specifically, in relation to each of the shares in respect of which CGD received dividends, in order for those dividends to be able to reduce CGD’s tax base.
4. The Court’s preliminary ruling is of importance beyond the present case for two reasons. First, the Parent-Subsidiary Directive is of great practical importance for the activities of enterprises in the internal market. (4) In that regard, it is necessary, in particular, to avoid economic disincentives due to double taxation.
5. Second, the case allows the Court to refine a body of case-law that has been consistently followed for 36 years, relating to its own jurisdiction to give preliminary rulings concerning purely internal situations (known as ‘the Dzodzi case-law’ (5)). The specific reason for this is the ‘supererogatory transposition’ (6) of the Parent-Subsidiary Directive by the Portuguese legislature, by which it extended the provisions of the directive to certain national situations which it does not actually cover.
II. Legal framework
A. European Union law
6. The scope of the Parent-Subsidiary Directive is defined in Article 1(1) thereof, in the original version relevant to the present case, as follows:
‘Each Member State shall apply this Directive:
– to distributions of profits received by companies of that State which come from their subsidiaries of other Member States,
– to distributions of profits by companies of that State to companies of other Member States of which they are subsidiaries.’
7. The terms ‘parent company’ and ‘subsidiary’ are defined in Article 3 of the Parent-Subsidiary Directive as follows:
‘1. For the purposes of applying this Directive,
(a) the status of parent company shall be attributed at least to any company of a Member State which fulfils the conditions set out in Article 2 and has a minimum holding of 25% in the capital of a company of another Member State fulfilling the same conditions;
(b) ‘subsidiary’ shall mean the company the capital of which includes the holding referred to in (a).
2. By way of derogation from paragraph 1, Member States shall have the option of:
– replacing, by means of bilateral agreement, the criterion of a holding in the capital by that of a holding of voting rights,
– not applying this Directive to companies of that Member State which do not maintain for an uninterrupted period of at least two years holdings qualifying them as parent companies or to those of their companies in which a company of another Member State does not maintain such a holding for an uninterrupted period of at least two years.’
8. Under Article 4(1) of that directive:
‘Where a parent company, by virtue of its association with its subsidiary, receives distributed profits, the State of the parent company shall, except when the latter is liquidated, either:
– refrain from taxing such profits, or
– tax such profits while authorising the parent company to deduct from the amount of tax due that fraction of the corporation tax paid by the subsidiary which relates to those profits and, if appropriate, the amount of the withholding tax levied by the Member State in which the subsidiary is resident, pursuant to the derogations provided for in Article 5, up to the limit of the amount of the corresponding domestic tax.’
9. In addition, Article 5(1) of the Parent-Subsidiary Directive provides:
‘Profits which a subsidiary distributed to its parent company shall, at least where the latter holds a minimum of 25% of the capital of the subsidiary, be exempt from withholding tax.’
B. Portuguese law
10. As is apparent from its title, Article 46 of the Código do Imposto sobre o Rendimento das Pessoas Coletivas (Corporation Tax Code), in the version applicable to the dispute in the main proceedings, governed the ‘elimination of the economic double taxation of distributed profits’ and was worded, in extract, as follows:
‘1. In the determination of the taxable profits of commercial companies, civil law companies having a commercial form, cooperatives and public undertakings, with their head office or effective management in Portuguese territory, income included in the tax base that corresponds to distributed profits shall be deducted, provided that the following requirements are met:
…
c) the beneficiary entity has a direct holding in the capital of the company distributing the profits of not less than 10% or with an acquisition value of not less than EUR 20 million, and that holding had been in its ownership for an uninterrupted period of one year on the date on which the profits were made available to it or, if it had been in its ownership for a shorter period, is retained until such time as that period is completed.
…
5. The provisions in paragraph 1 shall also apply where an entity established in Portuguese territory holds a stake, in accordance with the terms and conditions of that paragraph, in an entity resident in another Member State of the European Union, provided that both entities satisfy the requirements laid down in Article 2 of Directive 90/435/EEC of 23 July 1990.
…
7. The deduction referred to in paragraph 1 shall be only 50% of the income included in taxable profits made up of distributed profits, where none of the requirements laid down in subparagraphs (b) and (c) of that paragraph is met, as well as income received under a profit-sharing arrangement between members of a partnership, provided that, in either case, the requirement laid down in paragraph 1(a) is met.
…’
III. Facts and dispute in the main proceedings
11. CGD is a bank which is resident in Portugal in the form of a public limited company with exclusively public capital.
12. In 2005, CGD filed an amended tax return with the Portuguese tax authority for 2003. CGD claimed the right to deduct from its taxable profits all the dividends which had been distributed to it by four different Portuguese companies in which it held shareholdings with an acquisition value of more than EUR 30 000 000 each. (7)
13. In 2009, the Portuguese tax authority concluded, after hearing CGD, that CGD could only deduct 50% of those dividends from its tax base. The tax authority justified its decision by stating that CGD had not held all the relevant holdings for at least one year, as required by Article 46(1)(c) of the Corporation Tax Code. Therefore, only Article 46(7) of the Corporation Tax Code, which authorises a deduction of only 50%, is applicable.
14. CGD has challenged that decision, so far unsuccessfully, before the Portuguese administrative courts, first by means of an action for annulment at first instance before the Tribunal Tributário de Lisboa (Finance Court, Lisbon, Portugal), then by means of an appeal before the Tribunal Central Administrativo Sul (Southern Central Administrative Court, Portugal). The case is currently pending in an appeal on points of law before the referring court, the Supremo Tribunal Administrativo (Supreme Administrative Court, Portugal).
IV. The reference for a preliminary ruling and the proceedings before the Court
15. By judgment of 9 July 2025, the Supremo Tribunal Administrativo (Supreme Administrative Court) decided to stay the proceedings and to refer the following question to the Court of Justice for a preliminary ruling:
Must Article 46(1)(c) of the Corporation Tax Code, as worded above, be interpreted in conformity with Article 3 of Directive 90/435/EEC? If so, is it in conformity with that provision of EU law to interpret that article of the Corporation Tax Code as meaning that the scheme for the elimination of the economic double taxation does not apply to dividends from shares that have been held for under a year, despite the fact that the beneficiary of those dividends can be classified as the parent company of the company that distributed those dividends, on the basis that the former company also held, in parallel, for at least one year prior to the distribution of the dividends, shares of an acquisition value of not less than EUR 20 000 000 in the company distributing those dividends?
16. In the proceedings before the Court, written observations were submitted by CGD, the Portuguese and Belgian Governments and the European Commission.
V. Legal assessment
17. Before turning to the substance of the question referred for a preliminary ruling (B.), it is necessary to make some observations on the jurisdiction of the Court (A.).
A. The jurisdiction of the Court
18. It is common ground that the present case concerns a purely internal situation which, as such, does not fall within the scope of the Parent-Subsidiary Directive, since only Portuguese companies are concerned. By contrast, according to Article 1(1) of that directive, that directive applies only to distributions of profits between parent companies and subsidiaries of different Member States.
19. However, Portugal has transposed the provisions of the Parent-Subsidiary Directive in a ‘supererogatory’ manner by extending its mechanism to avoid economic double taxation of profit distributions between parent companies and subsidiaries to certain purely internal situations.
20. In my view, the Court therefore has jurisdiction to answer the question referred for a preliminary ruling, in conformity with its settled case-law, known as the ‘Dzodzi case-law’. (8) That conclusion follows from the spirit and purpose of the preliminary ruling procedure pursuant to Article 267 TFEU, which is to ensure that EU law is interpreted uniformly throughout the Member States. (9)
21. Indeed, even in purely internal situations, it may be manifestly in the interest of the EU legal order to forestall future differences of interpretation (10) which could lead to distortion of competition, reverse discrimination or inconsistent procedures in comparable cases. (11)
22. According to the Dzodzi case-law, such an EU interest exists where the national law of a Member State contains a reference to the content of a provision of EU law in order to determine rules applicable to a situation which is purely internal to that State. (12)
23. Such a reference need not be explicit. On the contrary, what matters is the intention of the legislature, for example, when transposing a directive, to apply the same treatment to situations governed by the directive and to purely internal situations that fall outside its scope, so that it has aligned its national legislation with EU law for both types of situations. (13) In that regard, it is also significant whether the Court’s answer is binding on the referring court, (14) since the replies given by the Court are not intended to be purely advisory and non-binding. (15)
24. Irrespective of the precise wording of the reference to EU law, what matters, in the context of an overall assessment, is whether, according to the intention of the national legislature, certain provisions governing domestic situations follow the requirements of EU law in a clear and binding manner. In that regard, it is for the national court to set out the specific evidence that ‘the provisions of EU law have been made applicable by national law directly and unconditionally’. (16)
25. That, in my view, has been done sufficiently in the present case. Indeed, even if only succinctly, the referring court has established, in its decision to refer the matter, a clear link with EU law. First, it expressly referred to the judgment in Leur-Bloem (17) – one of the best-known examples of where the Dzodzi case-law has been applied – thus acknowledging that it considered itself bound by the interpretation of the Parent-Subsidiary Directive sought from the Court, even beyond its actual scope. Second, it is apparent, in essence, from the explanations provided by the referring court that the Portuguese legislature did in fact intend to apply the same treatment to certain internal situations as to those governed by EU law, even though the wording of Article 46(1)(c) of the Corporation Tax Code does not, as such, contain an express reference to the directive. Finally, the referring court expressly describes CGD as a ‘parent company’ in relation to the four Portuguese companies from which it received the dividends at issue in the main proceedings; it therefore considers that CGD qualifies, in principle, for the tax advantage on the basis of the first indent of Article 4(1) of the Parent-Subsidiary Directive.
26. For its part, the Portuguese Government expressly confirmed in its written observations to the Court that the objective of Article 46(1)(c) of the Corporation Tax Code (unlike Article 46(7) of the Corporation Tax Code) was not only the mere transposition of the Parent-Subsidiary Directive, but also the extension of EU legislation to purely internal situations.
27. More recently, the Court has defined the limit of its jurisdiction under the Dzodzi case-law (18) to the effect that it is important to ascertain whether the provisions of EU law ‘without amendment of their purpose or scope, have been rendered applicable on account of a direct and unconditional reference made by national law.’ (19) That limit does not seem to me to have been exceeded in the present case.
28. Admittedly, Article 46(1)(c) of the Corporation Tax Code does not extend the tax advantage referred to in the first indent of Article 4(1) of the Parent-Subsidiary Directive without distinction to all internal situations, but extends it only to beneficiary companies with at least 10% of the shares in the capital of a company distributing dividends or, alternatively, with an acquisition value of not less than EUR 20 000 000. It also imposes a minimum holding period of one year.
29. However, contrary to initial appearances, that by no means constitutes an ‘amendment of the purpose or scope’ of the provisions of the Parent-Subsidiary Directive or a merely ‘conditional’ reference to them. (20) On the contrary, the national legislature thus confines itself to defining the categories of cases in which the tax advantage under the Parent-Subsidiary Directive applies in Portugal beyond the actual scope of that directive. In other words, it defines which companies in Portugal are to be regarded, in purely internal situations, as parent companies intended to benefit from the tax advantage provided for by EU law.
30. Such an approach is already provided for in Article 3 of the Parent-Subsidiary Directive. (21) Article 3(1)(a) of that directive provides for minimum harmonisation and expressly authorises certain ‘downward’ derogations as regards the size of the parent company’s holding in the subsidiary, in particular a lower value for the minimum holding of the parent company in the subsidiary. In addition, the second indent of Article 3(2) of that directive authorises Member States to provide for a minimum holding period of up to two years for that holding.
31. Similarly, Article 46(1)(c) of the Corporation Tax Code does not alter, for the national situations thus covered, the purpose or scope of the tax advantage provided for by the Parent-Subsidiary Directive. The Portuguese legislature opted for one of the two arrangements permitted by Article 4(1) of the Parent-Subsidiary Directive – namely the tax exemption provided for in the first indent of that provision for profits distributed by a subsidiary to its parent company – and intended for that arrangement to be applied in exactly the same way to situations governed by the provisions of EU law and to internal situations.
32. Finally, the mere fact that the Portuguese tax authority’s practical application of the relevant provisions may be based on a misinterpretation, and more specifically on an excessively restrictive approach to the minimum holding period imposed therein, does not change the purpose or scope of the tax advantage. In order for the Court to have jurisdiction, it is sufficient that there is no difference between the legal situation in force for internal situations and those governed by EU law. The question of what interpretation of the provisions of EU law is ultimately correct is not a question of the jurisdiction of the Court, but a question concerning the assessment of the substance of the question referred for a preliminary ruling.
33. In the light of all the foregoing considerations, the Court has jurisdiction to answer the question referred for a preliminary ruling under Article 267 TFEU, in conformity with the Dzodzi case-law. (22)
B. The answer to the question referred for a preliminary ruling
34. By its question, the referring court seeks clarification as to the scope of the minimum holding period of a parent company’s holdings in its subsidiaries, for the purposes of the second indent of Article 3(2) of the Parent-Subsidiary Directive, as a condition for the application of the mechanism for avoiding double taxation provided for in the first indent of Article 4(1) of that directive.
35. Specifically, it is necessary to determine whether the Parent-Subsidiary Directive precludes national legislation, such as the Portuguese legislation at issue, under which dividends distributed by a subsidiary may be deducted from the tax base of the parent company for the purpose of obtaining a tax advantage, according to the approach taken in the first indent of Article 4(1) of that directive, only in so far as the parent company has actually satisfied the minimum holding period required in respect of each of the shares in the subsidiary for which the respective dividends are paid.
36. Under the national legislation at issue, it is not sufficient for the beneficiary of the dividends to have held a sufficient number of shares in the company distributing the dividends during the minimum holding period to be classified as its parent company. On the contrary, the national legislation makes entitlement to the tax advantage provided for by the Parent-Subsidiary Directive subject to the additional condition that the share of the company in respect of which a dividend has been distributed must also have been held during the same minimum holding period.
37. In my view, the Parent-Subsidiary Directive precludes the introduction of any additional condition not envisaged therein for the benefit of the mechanism for the avoidance of double taxation provided for in the first indent of Article 4(1) of that directive. Where a company receiving dividends satisfies the conditions for being a parent company under Article 3(1)(a) and (2) of the Parent-Subsidiary Directive, it may, by benefiting from the tax advantage referred to in the first indent of Article 4(1) of that directive, deduct from its own tax base all the dividends it has received, even if not every one of its dividend-bearing shares in the company distributing the dividends reached the minimum holding period.
38. That conclusion is supported, first of all, by the clear terms of the relevant provisions. (23) Thus, the second indent of Article 3(2) of the Parent-Subsidiary Directive allows companies to be excluded from the scope of the directive, but not only certain shares in those companies. (24) Moreover, pursuant to the first indent of Article 4(1) of the Directive, the tax advantage applies to such profits without further differentiation. (25) In accordance with normal linguistic understanding, the profits concerned are therefore considered as a whole. If the EU legislature had intended to include only profits deriving from shares that had been held for a certain minimum holding period, one would have expected it to include that explicitly in the provisions of the directive.
39. From a systematic point of view, that is confirmed by the two-step approach of the Parent-Subsidiary Directive. Thus, at the first stage it is necessary to determine parent company or subsidiary status for the purposes of Article 3(1) of that directive, for which, under Article 3(2) of that directive, a minimum holding period may be provided for by national law. (26) If a parent company or a subsidiary exists within the meaning of Article 3 of the directive, then, at a second stage, the mechanism for the elimination of double taxation provided for in Article 4(1) of that directive, read in conjunction with Article 5(1) thereof, will automatically be triggered for the company concerned without any additional conditions being imposed. Thus, the minimum holding period is exclusively relevant to a company’s status as a parent company – as a preliminary question, so to speak – but it is not relevant to the specific extent of the deduction of dividends from its tax base. The relevant criteria at the first stage for determining the scope of the tax advantage, including the minimum holding period, may only be applied at that stage, and not at the second stage relating to the legal consequence or, in other words, the actual effect and extent of the tax advantage to be granted.
40. From a teleological point of view too, any other interpretation would undermine the objective of avoiding economic double taxation. (27) Only full tax neutrality of profits (28) provides a sufficient incentive for cooperation between companies, as sought by the Parent-Subsidiary Directive, by cross-border investments in other companies or by the formation of groups of companies. (29) A deduction of only part of the dividends from the parent company’s tax base would be much less consistent with that objective.
41. Moreover, the administrative burden of obtaining the tax advantage provided for in Article 4(1), read in conjunction with Article 5(1), of the Parent-Subsidiary Directive would be significantly higher if a parent company had to document separately each of its shares in a subsidiary and demonstrate the duration for which it had held that specific share at the time a dividend was distributed. That would also undermine the objective of effectively avoiding double taxation.
42. Contrary to the Belgian Government’s contention, it is not necessary either to adopt a more restrictive interpretation in order to counteract abuse. (30) What is decisive in order to avoid abuse is that a company is prevented from obtaining the status of parent company by means of only short-term, one-off share purchases, and thereby from benefiting in passing from the tax advantage provided for by the Parent-Subsidiary Directive. Any such abuse is already prevented by the fact that in order to qualify as a holding in a subsidiary by a parent company, the shareholding (10% or 25%) must be held for a minimum holding period, not just for a short time. In order to avoid such abuse, it is not necessary for each individual share in respect of which profits are distributed to be held throughout the statutory minimum holding period.
Interim conclusion
43. In the light of all the foregoing considerations, a national provision, such as Article 46(1)(c) of the Corporation Tax Code, which provides that profits distributed by a subsidiary to its parent company may not be deducted in full from the parent company’s tax base for the purposes of the first indent of Article 4(1) of the Parent-Subsidiary Directive, but only to the extent that the parent company held the specific shares to which those profits are attributable on a pro-rata basis for the minimum holding period referred to in the second indent of Article 3(2) of the Parent-Subsidiary Directive, is incompatible with EU law.
VI. Conclusion
44. In the light of the foregoing considerations, I propose that the Court of Justice should answer the request for a preliminary ruling from the Supremo Tribunal Administrativo (Supreme Administrative Court, Portugal) as follows:
The second indent of Article 3(2), read in conjunction with the first indent of Article 4(1) of Council Directive 90/435/EEC of 23 July 1990 on the common system of taxation applicable in the case of parent companies and subsidiaries of different Member States, must be interpreted as precluding national legislation pursuant to which the profits distributed by a subsidiary to its parent company may not be deducted in full from the parent company’s tax base, for the purposes of the first indent of Article 4(1) of that directive, but only to the extent that the parent company held the specific shares to which those profits are attributable on a pro-rata basis for the minimum holding period referred to in the second indent of Article 3(2) of that directive.
1 Original language: German.
2 See judgments already handed down of 4 October 2001, Athinaïki Zythopoiïa (C‑294/99, EU:C:2001:505); of 22 December 2008, Les Vergers du Vieux Tauves (C‑48/07, EU:C:2008:758); of 12 February 2009, Cobelfret (C‑138/07, EU:C:2009:82); and of 12 May 2022, Schneider Electric and Others (C‑556/20, EU:C:2022:378).
3 Council Directive of 23 July 1990 on the common system of taxation applicable in the case of parent companies and subsidiaries of different Member States (OJ 1990 L 225, p. 6), as amended by the Act concerning the conditions of accession of the Republic of Austria, the Republic of Finland and the Kingdom of Sweden and the adjustments to the Treaties on which the European Union is founded (OJ 1995 L 1, p. 1), since recast by Council Directive 2011/96/EU of 30 November 2011 (OJ 2011 L 345, p. 8). However, Directive 90/435/EEC is still applicable ratione temporis to the present case.
4 See the first recital of the Parent-Subsidiary Directive; concerning the recast version of the Parent-Subsidiary Directive, the content of which is largely identical in so far as it is relevant to this case, see also my Opinion in Neo Group (C‑203/25, EU:C:2026:423, point 45).
5 Named after the judgment of 18 October 1990, Dzodzi (C‑297/88 and C‑197/89, EU:C:1990:360); for a detailed account, see, for example, my Opinion in ETI and Others (C‑280/06, EU:C:2007:404, points 21 to 63).
6 On that subject, see, for example, judgments of 16 March 2006, Poseidon Chartering (C‑3/04, EU:C:2006:176, paragraph 17); of 18 October 2012, Nolan (C‑583/10, EU:C:2012:638, paragraphs 45 to 57); and of 30 January 2020, I.G.I. (C‑394/18, EU:C:2020:56, paragraphs 45 to 54).
7 2003: Banco Comercial Português (6.03%), Eletricidade de Portugal (4.84%), Portugal Telecom (4.17%) and Brisa Auto-Estradas de Portugal (5.10%).
8 The judgment of 18 October 1990, Dzodzi (C‑297/88 and C‑197/89, EU:C:1990:360), is fundamental. Subsequently, that judgment has been confirmed on several occasions, most recently, for example, by the judgments of 13 October 2022, Baltijas Starptautiskā Akadēmija and Stockholm School of Economics in Riga (C‑164/21 and C‑318/21, EU:C:2022:785, paragraph 35 and the case-law cited), and of 22 October 2024, Kolin Inşaat Turizm Sanayi ve Ticaret (C‑652/22, EU:C:2024:910, paragraph 53).
9 For example, judgments of 16 December 2008, Cartesio (C‑210/06, EU:C:2008:723, paragraph 90, still concerning Article 234 EC); of 21 July 2011, Kelly (C‑104/10, EU:C:2011:506, paragraph 62); and of 18 July 2013, Consiglio Nazionale die Geologi (C‑136/12, EU:C:2013:489, paragraph 28)and.
10 Fundamental judgment of 18 October 1990, Dzodzi (C‑297/88 and C‑197/89, EU:C:1990:360, paragraph 37); see also judgments of 13 October 2022, Baltijas Starptautiskā Akadēmija and Stockholm School of Economics in Riga (C‑164/21 and C‑318/21, EU:C:2022:785, paragraph 35), and of 22 October 2024, Kolin Inşaat Turizm Sanayi ve Ticaret (C‑652/22, EU:C:2024:910, paragraph 53).
11 See judgments of 10 November 2011, FOGGIA – Sociedade Gestora de Participações Sociais (C‑126/10, EU:C:2011:718, paragraph 21), and of 30 January 2020, I.G.I. (C‑394/18, EU:C:2020:56, paragraph 46).
12 See, for example, judgments of 18 October 1990, Dzodzi (C‑297/88 and C‑197/89, EU:C:1990:360, paragraph 36); of 17 July 1997, Leur-Bloem (C‑28/95, EU:C:1997:369, paragraphs 25 and 27); of 15 November 2016, Ullens de Schooten (C‑268/15, EU:C:2016:874, paragraph 53); and of 22 October 2024, Kolin Inşaat Turizm Sanayi ve Ticaret (C‑652/22, EU:C:2024:910, paragraph 53); see also my Opinion in ETI and Others (C‑280/06, EU:C:2007:404, points 21 to 63).
13 Judgment of 17 July 1997, Leur-Bloem (C‑28/95, EU:C:1997:369, paragraph 34).
14 Judgment of 28 March 1995, Kleinwort Benson (C‑346/93, EU:C:1995:85, paragraphs 23 and 24); see also judgment of 22 December 2008, Les Vergers du Vieux Tauves (C‑48/07, EU:C:2008:758, paragraph 24).
15 Judgment of 28 March 1995, Kleinwort Benson (C‑346/93, EU:C:1995:85, paragraph 24).
16 Judgments of 30 January 2020, I.G.I. (C‑394/18, EU:C:2020:56, paragraph 48), and of 29 July 2024, LivaNova (C‑713/22, EU:C:2024:642, paragraph 45),; see also judgment of 27 April 2023, Banca A (Application of the Merger Directive in a domestic situation) (C‑827/21, EU:C:2023:355, paragraph 46).
17 Judgment of 17 July 1997 (C‑28/95, EU:C:1997:369).
18 See footnote 8 above.
19 Judgment of 22 October 2024, Kolin Inşaat Turizm Sanayi ve Ticaret (C‑652/22, EU:C:2024:910, paragraph 53); similarly judgment of 13 October 2022, Baltijas Starptautiskā Akadēmija and Stockholm School of Economics in Riga (C‑164/21 and C‑318/21, EU:C:2022:785, paragraph 35).
20 On those criteria, see, once again, judgment of 22 October 2024, Kolin Inşaat Turizm Sanayi ve Ticaret (C‑652/22, EU:C:2024:910, paragraph 53).
21 See, in that regard, in particular, the use of the words ‘at least’ (Article 3(1)(a) of the Parent-Subsidiary Directive) and ‘at least’ (second indent of Article 3(2) of that directive); specifically regarding a minimum holding period of less than two years, see also judgment of 17 October 1996, Denkavit and Others (C‑283/94, C‑291/94 and C‑292/94, EU:C:1996:387, paragraphs 23 and 39).
22 See footnote 8 above.
23 See judgment of 26 October 2017, Argenta Spaarbank (C‑39/16, EU:C:2017:813, paragraph 30 and 40); I had previously taken a different view in my Opinion in Argenta Spaarbank (C‑39/16, EU:C:2017:323, points 35 and 36).
24 See, likewise, the German- (Gesellschaften), Spanish- (sociedades), French- (sociétés), Italian- (società), Dutch- (vennootschappen) and Portuguese- (sociedades) language versions.
25 See, likewise, the German- (diese Gewinne), Spanish- (dichos beneficios), French- (ces bénéfices), Italian- (tali utili), Dutch- (deze winst) and Portuguese- (esses lucros) language versions.
26 See judgment of 17 October 1996, Denkavit and Others (C‑283/94, C‑291/94 and C‑292/94, EU:C:1996:387, paragraphs 39 and 40).
27 See fourth recital and Article 4(1) of the Parent-Subsidiary Directive, and, for example, judgments of 12 February 2009, Cobelfret (C‑138/07, EU:C:2009:82, paragraph 29), and of 20 December 2017, Deister Holding and Juhler Holding (C‑504/16 and C‑613/16, EU:C:2017:1009, paragraph 69); see also my Opinion in Argenta Spaarbank (C‑39/16, EU:C:2017:323, point 19).
28 Fifth recital of the Parent-Subsidiary Directive; see also judgments of 3 April 2008, Banque Fédérative du Crédit Mutuel (C‑27/07, EU:C:2008:195, paragraph 24); of 26 February 2019, T Danmark and Y Denmark (C‑116/16 and C‑117/16, EU:C:2019:135, paragraphs 78 and 112); and of 12 May 2022, Schneider Electric and Others (C‑556/20, EU:C:2022:378, paragraphs 44 and 45); in addition, my Opinion in Argenta Spaarbank (C‑39/16, EU:C:2017:323, point 19).
29 See first to third recitals of the Parent-Subsidiary-Directive, and judgments of 17 October 1996, Denkavit and Others (C‑283/94, C‑291/94 and C‑292/94, EU:C:1996:387, paragraph 22); of 4 October 2001, Athinaïki Zythopoiïa (C‑294/99, EU:C:2001:505, paragraph 25); and of 26 February 2019, T Danmark and Y Denmark (C‑116/16 and C‑117/16, EU:C:2019:135, paragraphs 78 and 112)f.
30 See judgment of 17 October 1996, Denkavit and Others (C‑283/94, C‑291/94 and C‑292/94, EU:C:1996:387, paragraph 31); see also my Opinion in Argenta Spaarbank (C‑39/16, EU:C:2017:323, point 34).