A control device configured to control a vehicle. When the required driving force is equal to or less than a control judgment value, the shift control section judges that an implementing condition of engagement limited downshift control is met, starts transition control to cause the release-side engagement device to transition to a non-direct-coupled engagement state and, after the release-side engagement device transitions to a non-direct-coupled engagement state, starts increasing rotation speed control to control rotation speed of the input member to be higher than synchronized rotation speed, starts differential rotation speed control to control the rotation speed to be higher than the synchronized rotation speed, and prohibits engagement of the engagement-side engagement device until it becomes higher than the synchronized rotation speed.