T-397/25 A&P Deco

Provisional text

JUDGMENT OF THE GENERAL COURT (Second Chamber, sitting with five Judges)

2 September 2026 (*)

( Reference for a preliminary ruling – Taxation – Common system of VAT – Articles 19 and 29 of Directive 2006/112/EC – Transfer of a totality of assets or part thereof – Concomitant and separate letting contract of an immovable property – Taking over a business – Letting of a building – Building let by the transferor to the transferee of a business and used by the transferee for the purpose of carrying out the taxable activity taken over – Right of deduction – Articles 184 to 190 of Directive 2006/112 – Adjustment of the VAT deduction by the transferor )

In Case T‑397/25,

REQUEST for a preliminary ruling under Article 267 TFEU from the Hof van Cassatie (Court of Cassation, Belgium), made by decision of 23 May 2025, received at the Court of Justice on 2 June 2025, in the proceedings

A&P Deco NV

v

Belgische Staat,

THE GENERAL COURT (Second Chamber, sitting with five Judges),

composed of N. Półtorak, President, G. Hesse, G. Steinfatt (Rapporteur), D. Petrlík and I. Dimitrakopoulos, Judges,

Advocate General: M. Brkan,

Registrar: V. Di Bucci,

having regard to the transmission of the request for a preliminary ruling to the General Court by the Court of Justice on 20 June 2025, pursuant to the third paragraph of Article 50b of the Statute of the Court of Justice of the European Union,

having regard to the fact that the case concerns the area referred to in point (a) of the first paragraph of Article 50b of the Statute of the Court of Justice of the European Union and the fact that there is no independent question relating to interpretation within the meaning of the second paragraph of Article 50b of that statute,

having regard to the written part of the procedure,

after considering the observations submitted on behalf of:

– A&P Deco, by H. Vandebergh, advocaat,

– the Belgian Government, by P. Cottin, M. Jacobs and C. Pochet, acting as Agents,

– the European Commission, by N. Cambien and M. Herold, acting as Agents,

after hearing the Opinion of the Advocate General at the sitting on 15 April 2026,

gives the following

Judgment

Legal context and the dispute

1This request for a preliminary ruling concerns the interpretation of Articles 14, 19, 24, 29 and 184 to 190 of Council Directive 2006/112/EC of 28 November 2006 on the common system of value added tax (OJ 2006 L 347, p. 1; ‘the VAT Directive’) and of the principle of neutrality of value added tax (VAT).

2The request has been made in proceedings between A&P Deco NV and the Belgische Staat (Belgian State) concerning, first, whether the special scheme provided for in Articles 19 and 29 of the VAT Directive is applicable to an immovable property let at the same time as the transfer of a business, made in respect of the transfer of a totality of assets by the transferor to the transferee of that business, where that immovable property is used for the purpose of the taxable activity taken over, and, second, where appropriate, the effect of that scheme on the adjustment of the deductions provided for in Articles 184 to 190 of that directive.

Legal framework

European Union law

3Article 14(1) of the VAT Directive provides:

‘“Supply of goods” shall mean the transfer of the right to dispose of tangible property as owner.’

4The first paragraph of Article 19 of the VAT Directive provides:

‘In the event of a transfer, whether for consideration or not or as a contribution to a company, of a totality of assets or part thereof, Member States may consider that no supply of goods has taken place and that the person to whom the goods are transferred is to be treated as the successor to the transferor.’

5Article 24(1) of the VAT Directive is worded as follows:

‘“Supply of services” shall mean any transaction which does not constitute a supply of goods.’

6Under Article 29 of the VAT Directive:

‘Article 19 shall apply in like manner to the supply of services.’

7Article 135 of the VAT Directive provides:

‘1. Member States shall exempt the following transactions:

…

(l) the leasing or letting of immovable property.

2. The following shall be excluded from the exemption provided for in point (l) of paragraph 1:

(a) the provision of accommodation, as defined in the laws of the Member States, in the hotel sector or in sectors with a similar function, including the provision of accommodation in holiday camps or on sites developed for use as camping sites;

(b) the letting of premises and sites for the parking of vehicles;

(c) the letting of permanently installed equipment and machinery;

(d) the hire of safes.

Member States may apply further exclusions to the scope of the exemption referred to in point (l) of paragraph 1.’

8Article 168 of the VAT Directive governs the right to deduct in the following terms:

‘In so far as the goods and services are used for the purposes of the taxed transactions of a taxable person, the taxable person shall be entitled, in the Member State in which he carries out these transactions, to deduct the following from the VAT which he is liable to pay:

(a) the VAT due or paid in that Member State in respect of supplies to him of goods or services, carried out or to be carried out by another taxable person;

…’

9Article 184 of the VAT Directive is worded as follows:

‘The initial deduction shall be adjusted where it is higher or lower than that to which the taxable person was entitled.’

10Under Article 185(1) of the VAT Directive:

‘Adjustment shall, in particular, be made where, after the VAT return is made, some change occurs in the factors used to determine the amount to be deducted, for example where purchases are cancelled or price reductions are obtained.’

11Article 186 of the VAT Directive states that the Member are to lay down the detailed rules for applying Articles 184 and 185.

12Article 187(1) of the VAT Directive is worded as follows:

‘In the case of capital goods, adjustment shall be spread over five years including that in which the goods were acquired or manufactured.

…

In the case of immovable property acquired as capital goods, the adjustment period may be extended up to 20 years.’

13Article 188 of the VAT Directive provides:

‘1. If supplied during the adjustment period, capital goods shall be treated as if they had been applied to an economic activity of the taxable person up until expiry of the adjustment period.

The economic activity shall be presumed to be fully taxed in cases where the supply of the capital goods is taxed.

The economic activity shall be presumed to be fully exempt in cases where the supply of the capital goods is exempt.

2. The adjustment provided for in paragraph 1 shall be made only once in respect of all the time covered by the adjustment period that remains to run. However, where the supply of capital goods is exempt, Member States may waive the requirement for adjustment in so far as the purchaser is a taxable person using the capital goods in question solely for transactions in respect of which VAT is deductible.’

14Under Article 189 of the VAT Directive:

‘For the purposes of applying Articles 187 and 188, Member States may take the following measures:

(a) define the concept of capital goods;

…’

15Article 190 of the VAT Directive provides:

‘For the purposes of Articles 187, 188, 189 and 191, Member States may regard as capital goods those services which have characteristics similar to those normally attributed to capital goods.’

Belgian law

16The request for a preliminary ruling contains references to the wet tot invoering van het Wetboek van de belasting over de toegevoegde waarde (Law establishing the Value Added Tax Code) of 3 July 1969 (Βelgisch Staatsblad, 17 July 1969, p. 7046), in the version applicable to the dispute (‘the VAT Code’), and to the Koninklijk besluit nr. 3 met betrekking tot de aftrekregeling voor de toepassing van de belasting over de toegevoegde waarde (Royal Decree No 3 on deductions for the application of value added tax) of 10 December 1969 (Belgisch Staatsblad, 12 December 1969, p. 12006), in the version applicable to the dispute (‘Royal Decree No 3’).

The VAT Code

17It is apparent from the request for a preliminary ruling that, under point 2 of the second paragraph of Article 9 of the VAT Code, goods are to be understood, for the purposes of the application of that code, as tangible property, including rights in rem, other than property rights, giving the holder a right of use over the immovable property.

18Article 10(1) of the VAT Code provides:

‘“Supply of goods” shall mean the transfer of the right to dispose of tangible property as owner.’

19Article 11 of the VAT Code is worded as follows:

‘The transfer, whether for consideration or free of charge, in the form of a contribution to a company or otherwise, of a totality of assets or a part of a business, shall not be regarded as a supply, where the transferee is a taxable person who could deduct the tax, in whole or in part, if it were due by reason of the transfer. In that case, the transferee shall be treated as the successor to the transferor.’

20Under Article 18(3) of the VAT Code:

‘The transactions referred to in [paragraph 1] which are effected in the event of the transfer, in the form of a contribution to a company or otherwise, of a totality of assets or a part of a business in accordance with the conditions laid down in Article 11 shall not be regarded as supplies of services.’

21Finally, it is apparent from the request for a preliminary ruling that the VAT exemption concerning the letting of buildings follows from Article 44(3)(2) of the VAT Code.

Royal Decree No 3

22Under Article 9 of Royal Decree No 3, the adjustment period is extended to fifteen years in respect of buildings and rights in rem over buildings acquired with the application of the VAT system.

The main proceedings and the question referred for a preliminary ruling

23A&P Deco, which is a taxable person for VAT purposes, carried on business as a garden centre in business premises owned by it. It had those buildings constructed in 2004 and 2005 and carried out renovation and customisation works from 2008 to 2011. It deducted the VAT charged on those transactions.

24On 23 January 2013, under Article 11 of the VAT Code, namely in the context of the transfer of a totality of assets, it transferred its business to the WR Woestijnroos BV company, which is also a taxable person for VAT purposes. On the same day, A&P Deco let the buildings in which it carried on business as a garden centre to WR Woestijnroos, which continued that business as a garden centre there.

25Following an inspection of A&P Deco, the Belgian tax administration adjusted, pro rata temporis, the VAT initially deducted in respect of the works relating to the buildings at issue in the main proceedings on account of a change in the use of those buildings. According to the tax administration, the letting of those buildings constituted for A&P Deco an economic activity exempt from VAT under Article 44(3)(2) of the VAT Code and therefore did not give rise to a right to deduct VAT.

26Following that inspection, four adjustment statements were drawn up and four orders were served, to which A&P Deco objected.

27By judgment of 13 February 2020, the rechtbank van eerste aanleg Limburg, afdeling Hasselt (Court of First Instance, Limburg, Hasselt Division, Belgium) dismissed A&P Deco’s action as unfounded.

28By judgment of 21 September 2021, the hof van beroep te Antwerpen (Court of Appeal, Antwerp, Belgium) dismissed the appeal brought by A&P Deco against the judgment of 13 February 2020.

29A&P Deco brought an appeal on a point of law against the judgment of the hof van beroep te Antwerpen (Court of Appeal, Antwerp), claiming, in essence, that the fiction under which the person to whom the totality of assets is transferred is to be treated as the successor to the transferor pursuant to Articles 19 and 29 of the VAT Directive results in the obligation to adjust the VAT initially deducted by the transferor being transferred to the transferee and that, in that case, no adjustment has to be made by the transferor of the deduction of the VAT charged on the acquisition, construction, renovation or improvement of the parts of the business premises which are let to the transferee and continue to be used by the transferee to carry on the taxable activity taken over.

30The Hof van Cassatie (Court of Cassation, Belgium), which is the referring court, considers that a solution to the dispute can be found only by an interpretation of Article 19 of the VAT Directive.

31In those circumstances, the Hof van Cassatie (Court of Cassation) decided to stay the proceedings and to refer the following question to the Court of Justice for a preliminary ruling:

‘Must Articles 14, 19, 24 and 29 and Articles 184 to 190 of the [VAT Directive], as well as the principle of [VAT] neutrality laid down in Article 1(2) of the same directive, be interpreted as meaning that, where the possession of immovable property is made available by a commercial lease following the transfer of the business, no adjustment must be made to the transferor of the business, which is also the lessor of the immovable property, in respect of the deduction of the VAT charged on the acquisition, construction, renovation or improvement of the parts of the business premises leased to the transferee and further used by the transferee for the carrying on of the taxable activity taken over?’

Consideration of the question referred

32By its question, the referring court asks, in essence, whether Articles 14, 19, 24, 29 and 184 to 190 of the VAT Directive and the principle of neutrality of VAT must be interpreted as meaning that, where, in the event of the transfer of a business as a transfer of a totality of assets, the transferor of that business lets, exempt from VAT, to the transferee, an immovable property and that that immovable property continues to be used by the transferee in respect of the exercise of the taxable activity taken over, an adjustment must be made, by the transferor, to the VAT deduction applied to the acquisition, construction, renovation or improvement of that property.

Articles 14, 19, 24, 29 and 184 to 190 of the VAT Directive

Adjustment of the initial deduction made under Articles 184 to 190 of the VAT Directive

33According to settled case-law, the right of taxable persons, provided for in Article 167 et seq. of the VAT Directive, to deduct the VAT due or paid on goods purchased and services received as inputs from the VAT which it is liable to pay is a fundamental principle of the common system of VAT established by EU legislation (see judgment of 12 September 2024, NARE-BG, C‑429/23, EU:C:2024:742, paragraph 45 and the case-law cited).

34The rules governing deduction are intended to relieve the taxable person entirely of the burden of the VAT due or paid in the course of all its economic activities. The common system of VAT therefore ensures neutrality of taxation of all economic activities, whatever their purpose or results, provided that those activities are themselves, in principle, subject to VAT (see judgments of 15 September 2016, Senatex, C‑518/14, EU:C:2016:691, paragraph 27 and the case-law cited, and of 12 September 2024, NARE-BG, C‑429/23, EU:C:2024:742, paragraph 46 and the case-law cited).

35Articles 184 to 185 of the VAT Directive set out in general terms the conditions under which the national tax authorities must require an adjustment of the initial deduction of VAT. By contrast, Articles 187 to 189 of that directive provide for specific rules for the adjustment of VAT deductions as regards capital goods (see judgment of 27 March 2019, Mydibel, C‑201/18, EU:C:2019:254, paragraph 22 and the case-law cited).

36The adjustment mechanism, provided for by those articles and forming an integral part of the VAT deduction scheme, is intended to enhance the precision of deductions so as to ensure the neutrality of VAT, so that transactions effected at an earlier stage continue to give rise to the right to deduct only to the extent that they are used to make supplies subject to VAT. That mechanism thus aims to establish a close and direct relationship between the right to deduct input VAT and the use of the goods or services concerned for taxable output transactions (see judgment of 27 March 2019, Mydibel, C‑201/18, EU:C:2019:254, paragraph 27 and the case-law cited).

37It is apparent from Articles 184 to 190 of the VAT Directive that an adjustment is necessary where, after the initial deduction, the factors taken into account in order to determine the right to deduct were altered, in particular where the taxable person no longer uses those goods for transactions in respect of which VAT is deductible.

38In the present case, it is apparent from the order for reference that A&P Deco let to the transferee of the business a part of the immovable property previously used in respect of the taxable output transactions. As the referring court states, that letting activity is exempt from VAT in accordance with the VAT Directive and the applicable national legislation. In those circumstances, and as the Advocate General observed in point 21 of her Opinion, the fact that those immovable property are no longer used to carry out taxable transactions leads to a change in the factors which must be taken into account in order to determine the right to deduct. It follows that a proportional adjustment of the initial deduction of VAT must be carried out (see, to that effect, judgment of 17 September 2020, Stichting Schoonzicht, C‑791/18, EU:C:2020:731, paragraphs 35 and 36).

39That conclusion is not called into question by the judgment of 27 March 2019, Mydibel (C‑201/18, EU:C:2019:254), which concerned a different situation, as the Advocate General observed, in essence, in point 22 of her Opinion. In that case, the Court ruled in a context characterised by the retention by the owner of the property concerned of the use of that property for taxable output transactions, notwithstanding the sale and lease back transaction at issue. By contrast, the situation at issue in the main proceedings differs in that immovable property, initially used for an economic activity subject to VAT, namely the garden centre, is now used for the purposes of an exempt transaction, under Article 135(1)(l) of the VAT Directive, and the applicable national legislation, namely letting.

40Furthermore, in the event of adjustment of a VAT deduction applied by a taxable person, the amounts due in that regard must be paid by that taxable person. Requiring a deduction applied by the landlord of immovable property to be adjusted by his or her tenant of that property would be tantamount to requiring the latter to pay a tax debt pertaining to a transaction in which he or she had no involvement and which was carried out in connection with the economic activity of another taxable person (see, to that effect, judgment of 26 November 2020, Sögård Fastigheter, C‑787/18, EU:C:2020:964, paragraphs 50 and 54 and the case-law cited).

41However, the referring court asks more specifically whether the fact that the business premises is let exempt from VAT to the recipient of the transfer of a totality of assets within the meaning of Articles 19 and 29 of the VAT Directive precludes the obligation to adjust for the transferor of the business and landlord of the building used by the transferee in respect of the taxable activity taken over.

The effect of the special scheme applicable to the transfer of a totality of assets within the meaning of Articles 19 and 29 of the VAT Directive on the adjustment of the deductions

42The first paragraph of Article 19 of the VAT Directive provides that the Member States may consider that in the event of a transfer of a totality of assets, no supply of goods has taken place and the person to whom the goods are transferred is to be treated as the successor to the transferor. Article 29 of the VAT Directive provides that Article 19 is to apply in like manner to the supply of services.

43The first paragraph of Article 19 of the VAT Directive is identical to that of Article 5(8) of Sixth Council Directive 77/388/EEC of 17 May 1977 on the harmonisation of the laws of the Member States relating to turnover taxes – Common system of value added tax: uniform basis of assessment (OJ 1977 L 145, p. 1). Thus, the Court’s case-law relating to that provision can be transposed mutatis mutandis to the first paragraph of Article 19 of the VAT Directive (judgment of 19 December 2018, Mailat, C‑17/18, EU:C:2018:1038, paragraph 13).

44It follows from the first paragraph of Article 19 and Article 29 of the VAT Directive that, where a Member State has exercised the option provided for by those provisions, the transfer of a totality of assets or part thereof is not regarded as a supply of goods or services for the purposes of the VAT Directive and is not subject to VAT under Article 2 of that directive (see, to that effect, judgment of 30 May 2013, X, C‑651/11, EU:C:2013:346, paragraph 29 and the case-law cited, and order of 16 January 2023, Dyrektor Izby Administracji Skarbowej w Łodzi, C‑729/21, not published, EU:C:2023:74, paragraph 35).

45The Kingdom of Belgium has made use of the option provided for in the first paragraph of Article 19 and in Article 29 of the VAT Directive.

46As regards the concept of a ‘transfer of a totality of assets’, it must be interpreted as covering the transfer of a business or an independent part of an undertaking, including tangible elements and, as the case may be, intangible elements which, together, constitute an undertaking or a part of an undertaking capable of carrying on an independent economic activity, but that it does not cover the simple transfer of assets, such as the sale of a stock of products (see judgment of 19 December 2018, Mailat, C‑17/18, EU:C:2018:1038, paragraph 14 and the case-law cited).

47In order to find that there has been a transfer of a business, or of an independent part of an undertaking, all of the elements transferred must, together, be sufficient to allow an independent economic activity to be carried on and the question whether there must be both movable and immovable assets among those elements must be assessed in the light of the nature of the economic activity at issue (see judgment of 19 December 2018, Mailat, C‑17/18, EU:C:2018:1038, paragraph 15 and the case-law cited).

48Thus, where an economic activity does not require the use of particular premises or of premises equipped with fixtures necessary for the pursuit of the economic activity, there may be a transfer of a totality of assets within the meaning of the first paragraph of Article 19 of the VAT Directive even without the transfer of ownership of an immovable asset (see judgment of 19 December 2018, Mailat, C‑17/18, EU:C:2018:1038, paragraph 17 and the case-law cited).

49Furthermore, even if an economic activity requires the use of such premises, a transfer of a totality of assets may also take place if those premises are made available to the transferee by means of a lease contract (judgment of 10 November 2011, Schriever, C‑444/10, EU:C:2011:724, paragraphs 29, 34 and 36).

50In the light of the case-law recalled in paragraphs 46 to 49 above, the transaction at issue in the main proceedings may be classified as a transfer of a totality of assets.

51The referring court is uncertain, however, whether the letting of the building at issue, in order to enable the economic activity transferred to continue, is itself part of the transfer of a totality of assets within the meaning of Articles 19 and 29 of the VAT Directive.

52In the first place, although it is apparent from the considerations set out in point 47 above that an intangible element, such as the letting right, may form part of the transfer of a totality of assets within the meaning of Articles 19 and 29 of the VAT Directive, such an element must exist prior to such a transfer. Accordingly, a letting right can be regarded as forming part of such a transfer only if it existed prior to that transfer and if it was transferred as an intangible element of the business. By contrast, where the transferor, in his or her capacity as owner of the immovable property, enters into a new commercial lease with the transferee in the event of that transfer, he or she does not transfer a pre-existing right, that is to say, already present in the transferor’s assets, but creates a new right limited in time. In those circumstances, such a right cannot be regarded as forming part of the transfer of a totality of assets.

53In the second place, the fact that the first paragraph of Article 19 and Article 29 of the VAT Directive provide that the recipient is to be treated as the successor to the transferor is merely a result of the fact that no supply of goods or services is considered to have taken place (see, to that effect, judgment of 27 November 2003, Zita Modes, C‑497/01, EU:C:2003:644, paragraph 43 and the case-law cited, and order of 16 January 2023, Dyrektor Izby Administracji Skarbowej w Łodzi, C‑729/21, not published, EU:C:2023:74, paragraph 36). Accordingly, that fiction concerns only goods and services that were not regarded as a supply of goods or a service. However, the creation of a letting right by the transferor owner of immovable property does not amount to the transfer of a pre-existing right (see paragraph 52 above).

54It follows that the letting right of the building established by the transferor-landlord to the transferee in the event of a transfer of a business between them, in order to enable the transferee to continue the economic activity transferred in that building, does not form part of the transfer of a totality of goods or services within the meaning of Articles 19 and 29 of the VAT Directive.

55Consequently, the transferor of the business and landlord of the building used by the transferee in respect of the taxable activity taken over remains bound by the obligation to adjust, without the fact that the transferee carries out the taxable activity taken over in the context of the transfer of a totality of assets being such as to call into question the transferor’s obligation to adjust. That fact has no bearing on the position of the transferor-landlord stated in paragraphs 38 and 39 above, on the basis of which he or she now uses the building concerned for an activity exempt from VAT.

56That conclusion is not called into question by the judgment of 29 April 2004, Faxworld (C‑137/02, EU:C:2004:267), in which the Court recognised a partnership’s right to deduct input tax even though that partnership had not itself carried out a taxable transaction, thus enabling it to take into account the taxable transactions of the transferee. The factual context of the case which gave rise to that judgment was very different, given that the transfer of the totality of assets at issue in that case resulted from the cessation of the transferor’s activity, which was a Vorgründungsgesellschaft, that is to say, a civil-law partnership the object of which was to prepare the means necessary for the activities of a capital company yet to be formed.

57The Court pointed out that that partnership did not even intend, as a Vorgründungsgesellschaft, to effect itself taxable transactions, its sole object being to prepare the activities of a limited company and that, in those precise circumstances, it had to be held that a Vorgründungsgesellschaft, as the transferor of a totality of assets, had to be entitled to take account of the taxable transactions of the recipient, namely the limited company, so as to be entitled to deduct the VAT paid on input services which have been procured for the purposes of the recipient’s taxable operations (judgment of 29 April 2004, Faxworld, C‑137/02, EU:C:2004:267, paragraphs 41 and 42). That strict limitation to the present case is also reflected by the wording of the operative part of that judgment, according to which a partnership established for the sole purpose of founding a capital company is entitled to deduct the input tax paid on supplies of goods and services where its only output transaction in the performance of its object was to effect by formal act the transfer for consideration of the supplies obtained to that company once founded and where other conditions are met.

The principle of fiscal neutrality

58The interpretation of Articles 19 and 29 of the VAT Directive, as set out in paragraphs 42 to 57 above, is, moreover, supported by the principle of neutrality of VAT.

59The adjustment mechanism provided for in Articles 184 to 186 of the VAT Directive is intended to increase the precision of deductions so as to ensure the neutrality of VAT, with the result that transactions carried out at the preceding stage continue to give rise to the right to deduct only in so far as they are used to provide services subject to that tax. That mechanism thus aims to establish a close and direct relationship between the right to deduct input VAT and the use of the goods or services concerned for taxable output transactions (see paragraph 36 above).

60The principle of neutrality of VAT was intended also by the EU legislature to reflect, in matters relating to VAT, the general principle of equal treatment. It precludes in particular treating economic operators carrying out the same transactions differently for VAT purposes (see judgment of 25 February 2026, Digipolis, T‑575/24, EU:T:2026:156, paragraph 88 and the case-law cited).

61In the present case, as the Advocate General stated, in essence, in points 50 and 51 of her Opinion, first, if an initial deduction were to continue to be granted even though the goods in question are now being used to carry out transactions not subject to VAT, such as the letting of buildings, that fact would undermine the principle of neutrality of VAT (see, to that effect, judgments of 3 June 2021, Administraţia Judeţeană a Finanţelor Publice Suceava and Others, C‑182/20, EU:C:2021:442, paragraph 29, and of 12 September 2024, Drebers, C‑243/23, EU:C:2024:736, paragraph 46). Second, it cannot be considered that the distinction made between the letting of a building at the same time as the transfer of a business and the sale of such a building in the context of a transfer of an undertaking undermines the principle of fiscal neutrality. In the first situation, the transferor-landlord carries out, after the transfer of the business and the letting of the immovable property, by means of the letting of that building, an economic activity which is exempt under Article 135(1)(l) of the VAT Directive and the applicable national legislation and is, in that regard, in a situation comparable to that of a third party letting a commercial building to the recipient of the transfer of a totality of assets, who cannot deduct the input tax paid on the acquisition, construction, renovation or improvement of those buildings.

62In the light of the foregoing, the answer to the question referred for a preliminary ruling is that Articles 14, 19, 24, 29 and 184 to 190 of the VAT Directive and the principle of neutrality of VAT must be interpreted as meaning that, where, in the event of the transfer of a business as a transfer of a totality of assets, the transferor of that business lets, exempt from VAT, to the transferee, an immovable property and that property continues to be used by the transferee in respect of the exercise of the taxable activity taken over, an adjustment must be made, by the transferor, to the VAT deduction applied to the acquisition, construction, renovation or improvement of that immovable property.

Costs

63Since these proceedings are, for the parties to the main proceedings, a step in the action pending before the referring court, the decision on costs is a matter for that court. Costs incurred in submitting observations to the Court, other than the costs of those parties, are not recoverable.

Operative part

On those grounds,

THE GENERAL COURT (Second Chamber, sitting with five Judges)

hereby rules:

Articles 14, 19, 24, 29 and 184 to 190 of Council Directive 2006/112/EC of 28 November 2006 on the common system of value added tax, and the principle of neutrality of VAT,

must be interpreted as meaning that where, in the event of the transfer of a business as a transfer of a totality of assets, the transferor of that business lets, exempt from VAT, to the transferee, an immovable property and that property continues to be used by the transferee in respect of the exercise of the taxable activity taken over, an adjustment must be made, by the transferor, to the VAT deduction applied to the acquisition, construction, renovation or improvement of that immovable property.

Signatures

Półtorak

Hesse

Steinfatt

Petrlík

Dimitrakopoulos

Delivered in open court in Luxembourg on 2 September 2026.

[Signatures]

Notes

* Language of the case: Dutch.

Provisional text

OPINION OF ADVOCATE GENERAL

BRKAN

delivered on 15 April 2026 (1)

Case T‑397/25

A&P Deco NV

v

Belgian State

(Request for a preliminary ruling from the Hof van Cassatie (Court of Cassation, Belgium))

( Reference for a preliminary ruling – Tax law – Value added tax – Directive 2006/112/EC – Adjustment of deductions – Transfer of a totality of assets or part thereof – Letting of the business premises by the transferor to the transferee )

Introduction

1The present request for a preliminary ruling concerns a specific issue relating to value added tax under Directive 2006/112/EC (2) (‘the VAT Directive’), that is to say the impact of the special rules for the transfer of a totality of assets or part thereof, pursuant to Article 19 of that Directive, on the adjustment of deductions.

2There is currently still some uncertainty in that regard as to how the case-law of the Court of Justice on those special rules must be read, in so far as they allow, in the case of the tax-privileged transfer of a business, for an immovable property necessary for its continuation not to be sold as part of the transfer, but merely to be let. (3) In particular, however, the present proceedings require clarification of the consequences of such an approach for the adjustment of deductions with regard to the acquisition costs of the immovable property.

Legal framework

European Union law

3Article 1(2) of the VAT Directive sets out the following principles:

‘The principle of the common system of VAT entails the application to goods and services of a general tax on consumption exactly proportional to the price of the goods and services, however many transactions take place in the production and distribution process before the stage at which the tax is charged.

On each transaction, VAT, calculated on the price of the goods or services at the rate applicable to such goods or services, shall be chargeable after deduction of the amount of VAT borne directly by the various cost components.

The common system of VAT shall be applied up to and including the retail trade stage.’

4Pursuant to Article 2(1)(a) and (c) of the VAT Directive, the supply of goods and services for consideration within the territory of a Member State by a taxable person acting as such shall be subject to VAT.

5Supplies of goods are defined in Article 14 of the VAT Directive as ‘… the transfer of the right to dispose of tangible property as owner’, and services in Article 24 of the VAT Directive as ‘any transaction which does not constitute a supply of goods’. Article 25 of the VAT Directive further provides:

‘A supply of services may consist, inter alia, in one of the following transactions:

(a) the assignment of intangible property, whether or not the subject of a document establishing title;

…’

6Article 19 of the VAT Directive provides as follows:

‘In the event of a transfer, whether for consideration or not or as a contribution to a company, of a totality of assets or part thereof, Member States may consider that no supply of goods has taken place and that the person to whom the goods are transferred is to be treated as the successor to the transferor.

Member States may, in cases where the recipient is not wholly liable to tax, take the measures necessary to prevent distortion of competition. They may also adopt any measures needed to prevent tax evasion or avoidance through the use of this Article.’

7Article 29 of the VAT Directive further provides:

‘Article 19 shall apply in like manner to the supply of services.’

8Article 135(1)(l) of the VAT Directive obliges the Member States to exempt ‘the leasing or letting of immovable property’ from the tax.

9Article 168 of the VAT Directive regulates the right to make deductions, to the extent relevant in the present case, as follows:

‘In so far as the goods and services are used for the purposes of the taxed transactions of a taxable person, the taxable person shall be entitled, in the Member State in which he carries out these transactions, to deduct the following from the VAT he is liable to pay:

(a) the VAT due or paid in that Member State in respect of supplies to him of goods or services, carried out or to be carried out by another taxable person;

…’

10Articles 184 to 192 of the VAT Directive contain provisions on the adjustment of deductions. Article 184 of the VAT Directive provides in that regard:

‘The initial deduction shall be adjusted where it is higher or lower than that to which the taxable person was entitled.’

11Article 185(1) of the VAT Directive further provides:

‘Adjustment shall, in particular, be made where, after the VAT return is made, some change occurs in the factors used to determine the amount to be deducted, …’

12With regard to the adjustment of deductions specifically for capital goods, Article 187 of the VAT Directive contains the following provision:

‘1. In the case of capital goods, adjustment shall be spread over five years including that in which the goods were acquired or manufactured.

…

In the case of immovable property acquired as capital goods, the adjustment may be extended up to 20 years.

2. The annual adjustment shall be made only in respect of one-fifth of the VAT charged on the capital goods, or, if the adjustment period has been extended, in respect of the corresponding fraction thereof.

The adjustment referred to in the first subparagraph shall be made on the basis of the variations in the deduction entitlement in subsequent years in relation to that for the year in which the goods were acquired, manufactured or, where applicable, used for the first time.’

National legislation

13Article 11 of the Wet tot invoering van het Wetboek van de belasting over de toegevoegde waarde (Law introducing the value added tax code; ‘the WBTW’) of 3 July 1969 reads as follows:

‘The transfer, whether for consideration or not, of a totality of goods or a business unit in the form of a contribution to a company or in any other form shall not be regarded as a supply of goods where the transferee is a taxable person who would be entitled to deduct the tax in whole or in part if it were due as a result of the transfer. In that case, the transferee shall be deemed to be the successor of the transferor.’

14Article 18(3) of the WBTW adds the following:

‘The transactions referred to in Paragraph 1, which are carried out upon the disposal, in the form of a contribution to a company or otherwise, of a totality of goods or a business unit under the conditions of Article 11, shall not be regarded as supplies of services.’

15With regard to the adjustment of deductions in respect of buildings and rights in rem in buildings, the Koninklijk Besluit nr. 3 met betrekking tot de aftrekregeling voor de toepassing van de belasting over de toegevoegde waarde (Royal Decree No 3 on the deduction arrangements for the purposes of value added tax) of 10 December 1969, provides for a period of 15 years.

The main proceedings and the questions referred to the Court

16The applicant in the main proceedings, A&P Deco NV, operated a garden centre. In 2013, it transferred that business to WR Woestijnroos BV, with the exception of the business premises, which remained the property of A&P Deco but were let almost entirely to WR Woestijnroos. The latter continued to operate the garden centre.

17The business premises were constructed in 2004 and 2005 and renovated between 2008 and 2011. A&P Deco had applied for input tax deduction in respect of the services received for that purpose. Following the transfer of the garden centre, the Belgian tax authorities adjusted that input tax deduction on a pro rata basis, in so far as the business premises were now being let on a tax-exempt basis.

18A&P Deco is challenging the adjustment before the Belgian courts, arguing that the business premises form part of a transfer of an undertaking, which, pursuant to Articles 11 and 18(3) of the WBTW, does not constitute a taxable transaction and designates the transferee as the successor to the transferor. Consequently, the adjustment of deductions depends on the transferee’s use of the building. Since the transferee uses the building for the same activity subject to VAT, the intended use of the building has not changed.

19The Hof van Cassatie (Court of Cassation, Belgium), which is now dealing with the case, considers the interpretation of EU law to have a bearing on the decision and has referred the following question to the Court of Justice under Article 267 TFEU:

‘Must Articles 14, 19, 24 and 29 and Articles 184 to 190 of the [VAT Directive], as well as the principle of neutrality [pursuant to] Article 1(2) of the same directive, be interpreted as meaning that, where the possession of [an] immovable property is [transferred by way of] a commercial lease [as part of] the transfer of the business, no adjustment must be made [on the part of] the transferor of the business, which is also the lessor of the immovable property, in respect of the deduction of the VAT charged on the acquisition, construction, [conversion or renovation] of the parts of the business premises [let] to the transferee and … used by the transferee [to continue] the taxable activity [it has acquired]?’

Assessment

Adjustment of deductions

20It should first be noted that generally under Article 184 et seq. of the VAT Directive an adjustment of deductions on the acquisition, construction, conversion or renovation of business premises must be made from the date on which it is let on a tax-exempt basis.

21Under Articles 184 and 185 of the VAT Directive, the initial deduction shall be adjusted where it is higher or lower than that to which the taxable person was entitled or where some change occurs in the factors used to determine the amount to be deducted. Accordingly, an adjustment is required as soon as the taxable person no longer uses the goods or services, the acquisition of which gave rise to a deduction, for purposes entitling them to a deduction. The same applies to buildings within the time limits laid down by Article 187 of the VAT Directive and the respective national law. If the initial deduction was calculated on the basis of the use of a building for taxable transactions, the subsequent use of the building for tax-exempt transactions – which, in principle, does not give rise to a right to make deductions pursuant to Article 168 of the VAT Directive – therefore does give rise to a change in the factors within the meaning of Article 185(1) of the VAT Directive and thus to a pro rata adjustment of the initial deduction. That applies in particular in the case of the tax-exempt letting of a building. (4)

22That conclusion is not precluded by the judgment of the Court of Justice in Mydibel. (5) That case concerned the sale-and-lease-back of a building, whereby the taxable person had used the building in question for taxable output transactions both as the owner and as the subsequent tenant. (6) The aforementioned case-law cannot therefore be applied to a situation in which a business premises is initially used by the owner for taxable, but subsequently for tax-exempt, output transactions.

23Finally, the obligation to make an adjustment, and thus also the obligation to repay the amounts due as a result of the adjustment, falls on the taxable person who made the original input tax deduction, and not on any other person. (7)

24In the light of the interpretation of Article 184 et seq. of the VAT Directive alone, the question referred by the referring court would therefore have to be answered in the negative.

25However, as is apparent in particular from the grounds of the order for reference, the actual question raised by the referring court is whether the fact that the business premises are let on a tax-exempt basis to the transferee of a transfer of a totality of assets or part thereof within the meaning of Articles 19 and 29 of the VAT Directive precludes the adjustment mechanism described above. (8)

26The referring court would therefore essentially like to know whether Articles 19 and 29 of the VAT Directive must be interpreted as meaning that a taxable person who is, in principle, obliged under Article 184 et seq. of the VAT Directive to adjust input tax in respect of the acquisition, construction, conversion or renovation of business premises, is exempt from that obligation where the business premises, concomitant with the transfer of the taxable business carried on therein, which is to be classified as a transfer of a totality of assets or part thereof within the meaning of Articles 19 and 29 of the VAT Directive, are let on a tax-exempt basis by the transferor to the transferee, who continues the business operations.

Impact of the special rules for the transfer of a totality of assets or part thereof on the adjustment of deductions

27The referring court is of the view that an interpretation of Articles 19 and 29 of the VAT Directive is necessary, as the applicant in the main proceedings takes the view that those provisions give rise to an exemption from its obligation to adjust the deduction.

28It follows from the case-law of the Court of Justice that, in the context of the transfer of a totality of assets or part thereof, it is sufficient to transfer ‘possession’ of the business property. That was achieved by way of a contract of lease between the transferor and the transferee. Since, pursuant to Article 19(1) of the VAT Directive, the person to whom the goods are transferred is to be treated as the successor to the transferor, the former was therefore also subject to the obligation to adjust the deduction in respect of the business property. Consequently, any adjustment of deductions depends on the transferee’s use of the property. If the transferee continues the transferor’s taxable activity, there is no need to adjust the deductions.

29I do not agree with that interpretation for several reasons.

Statutory requirements

30Firstly, the conclusion of a contract of lease for a business property does not constitute part of the transfer a totality of assets or part thereof within the meaning of Articles 19 and 29 of the VAT Directive.

31To start with, I am of the view that Article 19 of the VAT Directive does not apply to the hire of goods. According to the provision in question, the transfer of a totality of assets or part thereof must consist of the supply of goods. That is because the provision contains the fiction that Member States may ‘consider that no supply of goods has taken place’, which would otherwise be the case.

32However, the hire of goods does not constitute a supply of goods, but a supply of services. Pursuant to Article 14(1) of the VAT Directive, the ‘supply of goods’ shall mean the transfer of the right to dispose of tangible property as owner. According to settled case-law, that does not refer to the transfer of ownership in accordance with the procedures prescribed by the applicable national law but covers any transfer of tangible property by one party which empowers the other party actually to dispose of it as if the recipient were the owner of the property. (9) However, the lessee of a property does not have such a right. It also follows from Article 14(2)(b) of the VAT Directive that the hire of goods must be distinguished from the acquisition of ownership. According to that provision, it can only be regarded as a supply of goods if ownership of the property is to pass to the lessee during the term of the contract.

33Nor can the conclusion of a contract of lease be regarded as part of the transfer of a totality of assets or part thereof pursuant to Article 29 of the VAT Directive. Under that provision, Article 19 of the VAT Directive does indeed apply in like manner to the supply of services. In my view, however, based on a combined reading of the two provisions, that applies only to services consisting of the transfer of an existing asset. (10) That is because Article 19 of the VAT Directive covers a one-off, specific transfer transaction relating to a totality of assets or part thereof. Under Article 29, services shall be covered only ‘in like manner’ as under Article 19 of the VAT Directive. That makes sense for the transfer of goods belonging to a totality of assets or part thereof which, for VAT purposes, is treated as a service by way of exception. That applies in particular to the assignment of rights, which Article 25(a) of the VAT Directive defines as services.

34By contrast, the conclusion of a contract of lease establishes a new continuous obligation. On the one hand, it does not transfer an asset already existing in the transferor’s assets, and on the other, there is also no one-off transfer of a right, but rather a time limited, renewable grant of use. Such interpretation is consistent with the fact that the Court of Justice has refused to accept a transfer of a totality of assets or part thereof where all the business assets are merely let. (11)

35A different interpretation of Articles 19 and 29 of the VAT Directive cannot be derived from the other case-law of the Court of Justice.

36It is true that, in the Schriever case, the Court of Justice ruled on the interpretation of Article 5(8) of the Directive 77/388/EEC, (12) (‘the Sixth Directive’) which is conceptually identical to Article 19 of the VAT Directive, (13) that ‘where the stock and fittings of a retail outlet are transferred concomitantly with the conclusion of a contract of lease, to the transferee, of the premises of that outlet for an indefinite period but terminable at short notice by either party, provided that the assets transferred are sufficient for the transferee to be able to carry on an independent economic activity on a lasting basis’. (14) However, it cannot be inferred from that ruling that the letting of the business property, which takes place concomitantly with the transfer of the business assets, also forms part of the transfer of a totality of assets or part thereof within the meaning of Article 19 of the VAT Directive. The Court of Justice did not give any indication of such interpretation in the aforementioned judgment. Rather, in the grounds for the decision, it describes the situation at hand as a case in which ‘the totality of assets transferred includes no immovable property’ and counts only the stock and the fittings of the business as forming part of the ‘assets transferred’. (15)

37The letting of business property by the transferor may therefore be a prerequisite for the transfer of business assets to constitute a transfer of a totality of assets or part thereof within the meaning of Article 19 of the VAT Directive – because the letting enables the business activity to continue, (16) which is a prerequisite for such a transfer (17) – while not itself being part of that transfer.

38Furthermore, it would be contrary to the purpose of the special rules contained in Articles 19 and 29 of the VAT Directive to regard the letting of the business property as part of the transfer of a totality of assets or part thereof. According to settled case-law, the purpose of that provision is to facilitate transfers of undertakings by simplifying them and preventing overburdening the resources of the transferee with a disproportionate charge to tax which would in any event ultimately be recovered by deduction of the input VAT paid. (18)

39However, the inclusion of the letting of a business property within the legal consequences of the aforementioned provisions would have far-reaching consequences beyond a mere simplification of the VAT treatment of a business transfer. Rather, all supplies under the contract of lease would have to be treated, in accordance with Article 19(1) of the VAT Directive in conjunction with Article 29 thereof, as if they did not constitute a taxable transaction. Consequently, a large number of future supplies, that is to say the periodically renewed grant of a right of use over what is usually a long period, would be permanently excluded from VAT, even though the provisions are based on a one-off transfer transaction.

Legal consequences

40Secondly, in the present scenario, even if Articles 19(1) and 29 of the VAT Directive were to treat the letting of a business property as part of the transfer of a totality of assets or part thereof, an adjustment of deductions would be required.

41Articles 19(1) and 29 of the VAT Directive provide for two legal consequences of any corresponding Member State provision. On the one hand, the transfer of a totality of assets or part thereof is to be treated as if no supplies of goods or services had taken place. On the other hand, the transferee shall be regarded as the transferor’s successor for VAT purposes.

42As regards the first legal consequence, the inclusion of the letting of business property would mean that it would no longer result in any taxable transactions. That fact would not alter the obligation for the owner of the business property to adjust the deductions. In that case the owner would not carry out any tax-exempt lettings, as Articles 19(1) and 29 of the VAT Directive treat the situation as if no supply had taken place at all. However, from the time of the letting, the owner would no longer use the business property for taxable transactions. That condition for a deduction under Article 168 of the VAT Directive would thus no longer be met, meaning that, within the meaning of Article 185(1) of the VAT Directive, the factors taken into account when determining the amount of the deduction would have changed. Consequently, the input tax relating to the acquisition costs of a business property would also have to be adjusted if the first legal consequence of Article 19(1) of the VAT Directive were to apply.

43Nor does the Court of Justice’s judgment in Faxworld militate against that view of the implications of the first legal consequence. (19) In that case, the Court of Justice granted a pre-incorporation company, which prepares the formation of a company limited by shares and which had transferred its entire assets to the latter upon completion within the meaning of Articles 19 and 29 of the VAT Directive, the right to deduct input VAT on its input transactions, even though it had not itself carried out any taxable transactions. However, the Court did so expressly in the ‘precise circumstances’ where the sole purpose of the pre-incorporation company was to prepare for the activities of the company limited by shares and, therefore, the supplies obtained by the pre-incorporation company were ultimately attributable to the output transactions of the company limited by shares. (20) And those were subject to tax. The same cannot be said to apply in the present case, where it must be assumed that a normal business relationship existed between the transferor company and the transferee company.

44As regards the second legal consequence in the form of succession, it would not mean that any adjustment of deductions would depend solely on the use of the business property by the transferee.

45Such a conclusion is already precluded by the fact that, according to case-law, the transferee being regarded as the successor of the transferor is merely a consequence of the fact that, under the same provision, no supply has taken place. (21) Accordingly, no independent legal consequences can arise from the aforementioned succession that go beyond what already follows from the fiction of non-performance. However, as we have seen, that fiction has no bearing on the obligation to adjust deductions in respect of the acquisition costs of a business property. (22)

46Even if succession were an independent legal consequence of Article 19(1) of the VAT Directive, the adjustment of deductions would not depend on the use of the property by the transferee.

47The transferee could, in fact, only succeed to a right of the transferor to the extent that a right had been transferred. On the basis of the contract of lease, however, there would only be a time limited grant of the right to use the business property. It is therefore only to that extent that the transferee would be regarded as the successor of the transferor. Conversely, the transferee could not be regarded as the successor in respect of ownership, as that has not been transferred.

48If, therefore, the transferor remains in any event the holder of the ownership right of the business property for VAT purposes, the transferor continues to use it within the meaning of Article 168 of the VAT Directive. Consequently, the transferor is also subject to the rules on the adjustment of deductions. A different view would result in a situation such as that in the main proceedings being treated as if ownership of the business property had been transferred, which is precisely not the case.

Principle of fiscal neutrality

49Thirdly, that interpretation of Articles 19 and 29 of the VAT Directive is also consistent with the principle of fiscal neutrality, both in its specific VAT context and in its role as an expression of the general principle of equal treatment.

50To start with, it should be noted that the adjustment mechanism laid down in Article 184 et seq. of the VAT Directive is intended to ensure the neutrality of VAT by enhancing the precision of deductions. (23) Ultimately, transactions effected at an earlier stage shall continue to give rise to the right to deduct only to the extent that they are used to make supplies subject to VAT. (24) If, on the other hand, an initial deduction were to continue to be granted even though the goods in question are now being used to carry out transactions not subject to VAT, as in the case of the letting of immovable property, that fact would undermine the described neutrality of VAT.

51Nor is the principle of fiscal neutrality, in its interpretation as a requirement of equal treatment, (25) undermined by the interpretation set out above. There are no concerns about treating the letting of the business property by the transferor differently from the sale of the property in the context of the transfer of a taxable business, as, in the former case, the transferor continues to carry out an economic activity. That means that the transferor leaseholder is treated no differently from a third party who also lets a business property to the transferee and is likewise not entitled to make any deductions in that regard. On the contrary, the principle of tax neutrality would be breached if a lessor were only entitled to make deductions in respect of the acquisition costs of a property if it lets its property as part of the transfer of a totality of assets or part thereof.

Conclusion

52In light of the above, I propose that the General Court answer the question referred by the Hof van Cassatie (Court of Cassation, Belgium) as follows:

Articles 19 and 29 of Council Directive 2006/112/EC of 28 November 2006 on the common system of value added tax

must be interpreted as meaning that a taxable person remains obliged, pursuant to Articles 184 et seq. of the directive, to adjust input tax in respect of the acquisition, construction, conversion or renovation of business premises, even if the business premises, concomitant with the transfer of the taxable business operations carried out therein, which is to be classified as a transfer of a totality of assets or part thereof within the meaning of Articles 19 and 29 of the directive, are let on a tax-exempt basis by the transferor to the transferee, who continues the business operations.

Signatures

Maja Brkan

Delivered in open court in Luxembourg on 15 April 2026.

[Signatures]

Notes

(1) Original language: German.

(2) Council Directive of 28 November 2006 on the common system of value added tax (OJ 2006 L 347, p. 1).

(3) See in that regard, judgment of 10 November 2011, Schriever (C‑444/10, EU:C:2011:724).

(4) See, in the same spirit, judgments of 17 September 2020, Stichting Schoonzicht (C‑791/18, EU:C:2020:731, paragraph 35), and of 6 October 2022, Vittamed technologijos (C‑293/21, EU:C:2022:763, paragraph 48 and the case-law cited therein).

(5) Judgment of 27 March 2019, Mydibel (C‑201/18, EU:C:2019:254).

(6) Judgment of 27 March 2019, Mydibel (C‑201/18, EU:C:2019:254, in particular paragraph 28).

(7) Judgment of 26 November 2020, Sögård Fastigheter (C‑787/18, EU:C:2020:964, paragraph 50 and the case-law cited therein).

(8) The Court of Justice has not yet been able to answer a similar question in the context of another request for a preliminary ruling, as it was hypothetical and therefore inadmissible in those proceedings; see judgment of 26 November 2020, Sögård Fastigheter (C‑787/18, EU:C:2020:964, paragraph 74 et seq.).

(9) Judgment of 3 December 2025, MS KLJUČAROVCI (T‑646/24, EU:T:2025:1081, paragraph 45 and the case-law cited therein).

(10) The Commission and the Belgian government have expressed similar views in the present proceedings.

(11) See judgment of 19 December 2018, Mailat (C‑17/18, EU:C:2018:1038, paragraph 22 et seq.); also see judgment of 28 February 2019, Sequeira Mesquita (C‑278/18, EU:C:2019:160, paragraph 29).

(12) Sixth Council Directive of 17 May 1977 on the harmonization of the laws of the Member States relating to turnover taxes – Common system of value added tax: uniform basis of assessment (OJ 1977 L 145, p. 1).

(13) That is why the case-law on Article 5(8) of the Sixth Directive must also be taken into account when interpreting Article 19 of the VAT Directive; see the order of 16 January 2023, Dyrektor Izby Administracji Skarbowej w Łodzi (C‑729/21, not published, EU:C:2023:74, paragraph 33 and the case-law cited therein).

(14) Judgment of 10 November 2011, Schriever (C‑444/10, EU:C:2011:724, operative part).

(15) Judgment of 10 November 2011, Schriever (C‑444/10, EU:C:2011:724, paragraph 31 and 39).

(16) See judgments of 10 November 2011, Schriever (C‑444/10, EU:C:2011:724, paragraph 40), and of 19 December 2018, Mailat (C‑17/18, EU:C:2018:1038, paragraph 20).

(17) Judgment of 10 November 2011, Schriever (C‑444/10, EU:C:2011:724, paragraph 25).

(18) See inter alia judgments of 27 November 2003, Zita Modes (C‑497/01, EU:C:2003:644, paragraph 39); of 10 November 2011, Schriever (C‑444/10, EU:C:2011:724, paragraph 23); and of 19 December 2018, Mailat (C‑17/18, EU:C:2018:1038, paragraph 13).

(19) Judgment of 29 April 2004, Faxworld (C‑137/02, EU:C:2004:267).

(20) See judgment of 29 April 2004, Faxworld (C‑137/02, EU:C:2004:267, paragraph 41 and 42).

(21) Order of 16 January 2023, Dyrektor Izby Administracji Skarbowej w Łodzi (C‑729/21, not published, EU:C:2023:74, paragraph 36 and the case-law cited therein).

(22) See point 42 of the present Opinion.

(23) See judgment of 12 September 2024, NARE-BG (C‑429/23, EU:C:2024:742, paragraph 64 and the case-law cited therein).

(24) Judgments of 3 June 2021, Administraţia Judeţeană a Finanţelor Publice Suceava and Others (C‑182/20, EU:C:2021:442, paragraph 29 and the case-law cited therein), and of 12 September 2024, Drebers (C‑243/23, EU:C:2024:736, paragraph 46 and the case-law cited therein).

(25) See, by way of example, judgment of 16 February 2023, DGRFP Cluj (C‑519/21, EU:C:2023:106, paragraph 88 and the case-law cited therein).