International tax · Principal purpose test

The principal purpose test: will your structure keep its treaty rates?

A treaty benefit is denied if obtaining it was one of the principal purposes of an arrangement, unless granting it fits the purpose of the treaty. The PPT now sits in most treaties worldwide. Run the stress test below and see where your structure stands.

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PPT at a glance
SourceOECD Model Art. 29(9), MLI Art. 7
OriginOECD BEPS Action 6
NaturePurpose-based, judgement
ThresholdOne of the principal purposes
WhereMost EU treaties, incl. NL and LU
PPT stress test

Would a tax office accept your treaty claim?

Tick what is true for the company that claims the benefit. The result updates as you go.

1. Which benefit does the company claim?

2. What speaks for it?

3. What speaks against it?

An orientation, not a legal opinion. Tax offices look at all facts and circumstances. We review your structure and its documents on a call.

The rule in one sentence
A benefit under the treaty shall not be granted if it is reasonable to conclude that obtaining that benefit was one of the principal purposes of any arrangement or transaction, unless granting it would be in accordance with the object and purpose of the relevant provisions of the treaty.
The trigger

One of the principal purposes

The benefit need not be the only or main purpose. Being one of the principal ones is enough, which is a deliberately low bar.

The safe harbour

Object and purpose

Even then, the benefit stands if granting it fits why the treaty provision exists. Real businesses with real substance are meant to land here.

How it is applied

Four steps from arrangement to conclusion

1

Identify the benefit

The specific treaty benefit claimed: a lower withholding rate, an exemption, relief.

2

Examine the purpose

All facts and circumstances, judged objectively.

3

Apply the threshold

Was the benefit one of the principal purposes? A reasonable-conclusion standard.

4

Test the carve-out

If so, does granting it still fit the purpose of the provision?

Two outcomes

The same relief, decided by what sits behind it

Benefit likely granted

A real regional holding

A group sets up a holding in an EU country to manage its European subsidiaries. It has local directors, an office and staff, and makes real decisions.

Why: the treaty benefit is incidental to a genuine business purpose.

Benefit likely denied

A conduit inserted for the rate

An investor routes one dividend through a new company in a treaty-friendly country. It has no staff, no premises and no role beyond receiving the payment.

Why: the lower rate looks like a principal purpose, and there is no substance to reach the safe harbour.

PPT vs LOB

US–EU structures often face both

Passing the PPT tells you nothing about the US limitation-on-benefits test, and the other way round.

Read: LOB vs PPT →
PPTLOB
Type of rulePurpose-based, judgementObjective, mechanical
Core questionWas a benefit a principal purpose?Do you fit a qualifying category?
CertaintyLowerHigher
Used byOECD, EU countries, via the MLIMainly the United States
What matters mostSubstance and business reasonsOwnership, listing, activity
Building for the PPT

We build structures that pass, and document why

  • Local directors who decide, with an office and staff that fit the role
  • A business reason beyond tax, written down when the structure is set up
  • Beneficial ownership of the income, not just legal title
  • Records for every step, made at the time, not after an audit
FAQ

PPT questions

Does the benefit have to be the main purpose?+

No. It is enough that obtaining the benefit was one of the principal purposes. It does not need to be the only or the dominant one.

Can a genuine business still be caught?+

A benefit that was a principal purpose is still granted if that fits the object and purpose of the treaty. Real businesses with real substance are meant to qualify.

Where does the PPT apply?+

In the many treaties changed by the Multilateral Instrument and in treaties that follow the OECD Model. Most EU countries, including the Netherlands and Luxembourg, apply it.

How is it different from LOB?+

LOB is objective and category-based; the PPT is purpose-based. The US relies on LOB, the EU on the PPT, and some treaties use both.

Can you review an existing structure?+

Yes. We check each flow against the PPT, beneficial ownership and substance, and tell you in writing what to fix.