Life insurance in wealth planning: where the holding company leaves off

In wealth planning, the question is never only how much tax is paid, but also when. Wealth that remains invested over the long term produces different outcomes depending on whether tax is levied at every step or only once, when the wealth is actually drawn upon. Italian law recognises this and does not oppose it: Article 10-bis(4) of the Taxpayers’ Bill of Rights (Statuto dei diritti del contribuente) preserves the taxpayer’s freedom to choose between alternative regimes offered by the law and between transactions carrying a different tax burden. The real question is what that deferral depends on. And it is precisely this aspect that distinguishes two instruments that, in practice, are often mentioned in the same breath.

Holding companies: deferral is assessed over time

The issue was reignited by the Ministry of Economy and Finance’s guidance act (atto di indirizzo) of 27 February 2025, which includes tax deferrals among the advantages to be scrutinised for abuse-of-law purposes, where taxation is postponed indefinitely or in any event for a significant period. This sparked a lively debate about holding companies that retain dividends instead of distributing them to their individual shareholders. Against this background, the Italian Tax Authority (Agenzia delle Entrate) issued ruling no. 155 of 7 August 2026,[1] finding in the taxpayer’s favour: the transaction examined does not meet the conditions for abuse, because no advantage that could be characterised as undue is obtained. What matters here, however, is not the specific case but the criterion that emerges from the Authority’s reasoning.

The favourable opinion is, however, expressed on condition that the resources deriving from the dividends are actually deployed in a business activity, and not instead used to serve the shareholder’s personal interests indirectly. In other words, the legitimacy of the deferral depends not only on the transaction that generates it, but also on how those resources are used in subsequent years. It is an assessment that unfolds over time and that, by definition, cannot be closed in advance. This is not a weakness of the holding company, but a consequence of its very function. Its tax treatment depends on the function the company performs, and that function is proven over time, through facts. Where the company serves to govern a group, keep a shareholding together, organise the generational transfer of a family-owned industrial group or finance business initiatives, the structure is solid and consistent with the purpose for which it was created. It becomes more complex when there is no group to govern and no business to finance, but rather a financial estate to preserve and pass on: even those who criticise the excesses of tax-audit practice acknowledge that the use of dividends in pure treasury operations is precisely the borderline case in which the question may legitimately arise.[2]

The life insurance policy: a different purpose, a different foundation

The unit-linked life insurance policy sits on a different level, but the difference must be understood for what it is. The policy is not a financial wrapper alternative to the holding company, but an insurance contract that covers a demographic risk and also serves retirement and succession-planning purposes. The financial management of the underlying assets serves these purposes; it does not replace them. Its tax treatment derives from this very nature. Under the rules in force (Articles 44(1)(g-quater) and 45(4) of the Italian Income Tax Code, TUIR), capital gains paid under life insurance contracts are treated as investment income (redditi di capitale), and the taxable base is determined as the difference between the amount received and the premiums paid; Article 26-ter of Presidential Decree 600/1973 places the levy at the moment of payment. The taxable event is built around a single terminal event — surrender or death claim — and for this reason internal rebalancing within the contract remains irrelevant for tax purposes. Herein lies the main difference from the holding company, and it must be understood precisely. In the policy, the deferral does not depend on how the liquidity will be used, nor on proving a business function, but on the nature of the contract as an insurance contract and on the tax rules that govern it. What comes into play is not the rationale of rules on corporate re-organisations, but that of the tax provision actually applied — which is precisely the yardstick the guidance act indicates to tax offices for individual transactions. That said, this qualification, although assessed when the contract is concluded, must be preserved throughout its life.[3]

The contract also carries functions that no corporate structure can replicate, and which belong to its nature before its taxation. These include: the designation of beneficiaries, which allows the capital to be attributed to them in their own right and confidentially; the opportunity to obtain insurance cover on the premium invested; and the separation between the person who holds the contract and the person who manages the assets. These elements explain why the instrument is used in long-term planning, and they define its insurance nature. Within this framework, policies issued by foreign insurers under the freedom to provide services regime add two elements that carry weight in wealth planning. The first is the structuring of the investment management: the internal dedicated fund is entrusted to a third-party professional manager, with a mandate built on the policyholder’s profile and consistent with the contract’s time horizon. The second concerns the continuity of the policy in the event of the policyholder’s international mobility, thanks to the ability to adapt the contractual terms to differing national regulatory requirements. These elements accompany the contract without defining it. The structure must, however, start from its retirement and succession-planning purposes and from the genuine assumption of a demographic risk; the financial management, too, must remain consistent with these features over time. It is on this ground, rather than on the use of the sums, that the contract stands — and it is here that the robustness of its tax treatment is also determined.

Different instruments for different objectives

It follows that neither instrument prevails over the other; rather, the basis for the deferral changes with the function of the instrument. If the objective is the ownership and governance of industrial shareholdings, the holding company is the most suitable instrument and its tax treatment is fully legitimate (as ruling no. 155/2026 recognises). If, instead, the need is protective and succession-related — preserving and passing on a financial estate over time, with cover for a demographic risk — the insurance contract is better suited to that function. In this case, the tax deferral derives from the very nature of the contract and not from the use made of the liquidity. Asking the corporate structure to perform a function that does not belong to it means, on the contrary, exposing it to a scrutiny it should not have to face. In most complex wealth situations these two needs can coexist. The point is not to choose one over the other, but to distinguish their roles: where the holding company reaches, it does so well; where it does not, the life insurance policy does not compete with it — it completes the picture. The soundest choice is the one that assigns each instrument the task for which it was designed.