Corporate Administrators with Crypto: Personal Tax Responsibility

Being an administrator of a company operating with cryptocurrencies entails specific tax responsibilities. The administrator's liability can be tax-related (company debt), criminal (tax fraud), or civil (damages to shareholders and third parties). This guide examines the main risks for administrators of crypto companies in Spain.

Corporate Tax (IS) and Corporate Crypto

Taxation of Crypto Gains in Corporate Tax

Companies holding cryptocurrencies are subject to Corporate Tax (IS) on derived gains:

• General rate: 25% (15% for newly created startups in the first two years with positive income).
• Cryptocurrencies are valued at historical cost in the balance sheet (not at market value, unless impaired).
• When sold → the capital gain or loss is included in the taxable base of the IS for the fiscal year.

"Impairment" of Crypto in Corporate Tax

There is no specific impairment recognized for cryptocurrencies in the PGC (General Accounting Plan). ICAC (Accounting Institute) regulations indicate that cryptocurrencies can be accounted for as:

• Inventory (if it's a crypto trading business) → impairment is admissible.
• Intangible fixed assets (if they are long-term assets) → reversible impairment is also admissible.
• Financial assets (if they are tradable instruments) → generally at fair value.

The 2021 ICAC Consultation on crypto accounting remains the primary reference.

Formal Tax Obligations for Crypto Companies

The administrator is responsible for ensuring the company complies with:

Form 172 (Information on Crypto Balances and Transactions)

• Companies providing crypto services (exchanges, custodians, third-party wallets) must file Form 172.
• Filing is the administrator's responsibility.
• Failure to file or incomplete filing → formal penalties.

VAT and Crypto Transactions of the Company

• The purchase and sale of crypto as a business activity are VAT-exempt (Hedqvist ruling by the CJEU).
• However, the company may provide other crypto-related services subject to VAT (software, consulting, service mining).
• The administrator must ensure VAT is correctly applied and that no non-deductible VAT arises due to mixed exempt operations.

DAC8 and Crypto CRS

• Companies managing clients' crypto assets are subject to DAC8 reporting (starting in 2026).
• The administrator is responsible for compliance with this reporting obligation.

Joint Liability of the Administrator (Art. 43 LGT)

Article 43 of the General Tax Law establishes the subsidiary liability of the administrator:

• When the company cannot pay its tax debt → the AEAT may pursue the administrator personally.
• Requirement: the administrator must have committed a "tax infringement" through intent, fault, or gross negligence.

For crypto companies, specific risks include:

1. Failing to declare the company's crypto gains in Corporate Tax.
2. Incorrectly applying FIFO, resulting in a lower Corporate Tax liability.
3. Failing to file Form 172 when required.
4. Incorrectly withholding IRPF on staking payments to employees in crypto.

Tax Fraud Applied to Corporate Crypto

If the defrauded amount exceeds €120,000, it may constitute tax fraud (Art. 305 CP):

• Prison sentence of 1 to 5 years.
• The administrator is criminally liable.
• In crypto companies with large volumes, exceeding this amount is relatively easy if gains are not declared.

Tax fraud in crypto: Known cases in Spain include trading companies that failed to declare millions in crypto gains. The AEAT, with access to exchange data and blockchain analytics, can reconstruct activity.

Responsibility in Case of Crypto Company Bankruptcy

If the crypto company enters bankruptcy:

• The administrator may be held liable for pre-bankruptcy tax debts if negligence occurred.
• Clients' cryptocurrencies in a custody company may become a matter of litigation during bankruptcy (are they client property or company assets?).
• The FTX case in the U.S. and European cases of bankrupt exchanges illustrate these risks.

Compliance Practices for Crypto Administrators

1. Rigorous accounting: Record every crypto transaction in the company's accounting (daily ledger).
2. Crypto-tax software: Use specialized software (Koinly Business, Blockpit Business) to calculate Corporate Tax on crypto.
3. Specialized tax advisor: Work with an advisor experienced in corporate crypto.
4. Annual review of reporting obligations: Verify if your company is required to file Form 172, DAC8, or others.
5. Segregation of client assets: If you custody clients' crypto, keep them separate from the company's own assets (a legal obligation under MiCA).

Responsibility in SPACs and Crypto Investment Vehicles

If the administrator manages an SPV (special purpose vehicle) or a crypto investment fund:

• The obligations belong to the managing entity, not the investors.
• The SPV's tax responsibility lies with its administrator.
• Fines and surcharges imposed on the SPV may be transferred to the administrator subsidiarily.

Updated: April 2026 | Fiscal Year: 2025