Controlling Interest Transfer Taxes (Part Two) - Alston & Bird 2025

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These states impose a controlling interest transfer tax on a direct or indirect transfer or acquisition of a controlling interest in an entity with title to real estate in the state. The tax rate is applied to the value of the property transferred apportioned by the percentage of the ownership interest transferred.
The controlling interest transfer tax is imposed on the person selling or transferring the controlling interest at the rate of 1.11% of the present true and actual value of the interest in real property possessed, directly or indirectly, by the entity.
The CITT is a one percent fee on the transfer of a controlling interest in an entity that directly or indirectly owns certain real property. The CITT is only imposed if the real property is classified as 4A Commercial and if the consideration or other valuation of the real property is greater than $1,000,000.
Controlling Interest Transfer Tax N.J.S.A. 54:15C-1 imposes the controlling interest transfer tax (CITT) on the buyer. The CITT is a one percent fee on the transfer of a controlling interest in an entity that directly or indirectly owns certain real property.
Generally, most states provide that a certain percentage of the voting stock or voting power of a corporation, capital or profits interest in a partnership or unincorporated entity, or the beneficial interest in a trust constitutes a transfer of a controlling interest.

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Marylands controlling interest transfer tax applies to transfers of a controlling interest in a real property entity (the MD CITT). A controlling interest is generally more than 80% of the interests in a real property entity.

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