Puerto Rico

Corporate - Significant developments

Last reviewed - 02 March 2021

The Governor of Puerto Rico, on April 16 2020, signed House Bill No. 2419 into law as Act No. 40-2020 (Act 40), which included several technical amendments to the Puerto Rico Internal Revenue Code of 2011, as amended (PR-IRC). In particular, Act 40 introduced a trading in commodities safe harbor for foreign corporations and non-resident individuals, increased the threshold for submitting audited financial statements with Puerto Rico income and personal property tax returns, and clarified the date on which a partnership classification election becomes effective for entities that convert into limited liability companies (LLCs) during the tax year. Act 40 also expanded the definition of ‘merchant’ to include marketplace facilitators and marketplace sellers and imposes sales tax collection obligations on marketplace facilitators with respect to sales of certain taxable property made by marketplace sellers delivered or dispatched by mail to persons in Puerto Rico. Regarding the effective date of the marketplace rules, Act 173-2020 made these rules effective on January 1, 2021. Also, on June 14, the Governor of Puerto Rico, on June 14, signed House Bill No. 2468 into law as Act No. 57-2020, which allowed taxpayers to carry back NOLs realized during the 2020 tax year due to the COVID-19 emergency to each of the two previous tax years, subject to certain limitations.