On April 21, 2021, not only was the much-discussed Fourth Law for the protection of the population in the event of an epidemic situation of national significance (keyword "Corona Emergency Brake") passed in the German Bundestag, but the Real Estate Transfer Tax Reform, which has received far less attention in the media, was also passed in the 2^nd and 3^rd readings. The amendment of the Real Estate Transfer Tax Act had been on the legislator's agenda for some time. As early as June 2018, the Conference of Finance Ministers of the federated states had prepared a report and submitted it to the Federal Ministry of Finance for the preparation of a draft bill. A key element of the proposed reform is the tightening of the regulations on the transfer of real estate in the case of share deals. However, the adoption of the draft bill prepared by the Federal Ministry of Finance was then postponed, as there was still a need for coordination in particular with regard to the supplementary provisions of Section 1 (2b) GrEStG-E for corporations. After almost 3 years, the German Bundesrat has now approved the law.

The (EU) 2016/1164 Directive dated July 12, 2016, and the (EU) 2017/952 Directive dated May 29, 2017 (EU Anti-Tax Avoidance Directives or ATAD 1 and ATAD 2), should already have been enacted into national law respectively by December 31, 2018, pursuant to Article 11 ATAD 1, and by December 31, 2019, pursuant to Article 2 ATAD 2. In Germany, however, the enactment of both directives is still pending more than 15 months after the first draft of an implementation law from December 10, 2019. At least, the implementation of the regulation on reverse hybrid companies could still be implemented in time by the end of this year.

Within the framework of the legislative procedure for implementation, which has been ongoing for more than 15 months, a comprehensive reform of the CFC rules under the Foreign Tax Act is to take place (implementation of a section of the ATAD 1 Directive) on the one hand. On the other hand, the bill is to eliminate tax incongruities arising from the use of hybrid financial instruments or from the participation in hybrid companies (implementation of the ATAD 2 Directive). This beinformed shows the development of the drafts up to the last bill of the Federal Ministry of Finance dated March 17, 2021, which passed the legislative process unchanged as government bill on March 24, 2021, and will now be submitted to the German Bundesrat for approval.

The draft bill of the German Federal Ministry of Finance encloses both mandatory and additional measures. First of all, the implementation of the EU directive on the cross-border distribution of undertakings for collective investment (keyword: pre-marketing) and the implementation of two EU directives on sustainability are mandatory. Here, Germany is ahead of the game, at least in terms of time. Additional information is provided on the topic of strengthening Germany as a financial center. The phrasing of this goal alone makes the hearts of the fund industry beat faster; it has been a long time since they have been flattered by the government. The draft bill actually contains measures for a new open mutual fund: right after the real estate fund, the infrastructure fund is launched in a new subsection 6. There is also something for special AIFs: Section 139 of the German Investment Code gets another sentence and professional investors get a closed special AIF in the legal form of a special fund. In addition, a few details: shareholder loans in 100 percent real estate companies, further competences of the German Financial Supervisory Authority, closed master-feeder-structures for private investors and digital communication. In terms of taxation, there are new regulations for employee shareholdings in "start-ups" and a VAT exemption for administrative services for "venture capital funds". We would like to present the most important draft laws in more detail.