The majority of Spanish bankruptcy proceedings end in favor of the debtor. The preliminary phases aim to achieve continuity of businesses that are in critical financial situations. Judicial approval is tantamount to a quasi-automatic resolution of a refinancing agreement, which put minority dissenting creditors at major disadvantages.
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About José María Mesa
With both a Business Administration degree and a Law degree, José María Mesa specializes in company law, civil-commercial contracts and mergers and acquisitions.
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Entries by José María Mesa
The requirements for admission to trading and maintenance of a Spanish REIT (SOCIMI) in the MAB (Alternative Stock Exchange Market) establishes, amongst others, the obligation of a SOCIMI to sign a contract with a liquidity provider, in order to boost liquidity and reduce price variations not resulting from actual market trends.
SOCIMIs (Sociedades Anónimas Cotizadas de Inversión Inmobiliaria) or REIT (Real Estate Investment Trust) are public listed companies whose main activity is the investment in urban assets. The minimum share capital for a SOCIMI in Spain is 5 million euros.
SOCIMIs (Sociedades Anónimas Cotizadas de Inversión Inmobiliaria or Real Estate Investment Trust) are public limited companies whose main activity is the acquisition, promotion, and rehabilitation of real estate for lease. The evolution of this type of investment over the last year has become key in the real estate sector given its stable profitability and liquidity.
Real Estate Investment Trust (REIT) in Spain, known as SOCIMI (sociedades anónimas cotizadas de inversión inmobiliaria), can benefit from the special tax regime, which consists of a 0% Corporate Income tax rate and a 95% reduction in the Property Transfer Tax, among other benefits.
The legal framework for restructuring and insolvency proceedings governs the reorganization of debt. An insolvency proceeding is an in-court-restructuring procedure that consists of obtaining an insolvency order from a judge. An out-of-court restructuring is where a debtor negotiates directly with its creditors.
In 2014, the Spanish government implemented the out-of-court restructuring procedure through the Royal Decree Law. Its objective is to help debtors avoid bankruptcy by negotiating with their creditors. Given the time and effort it takes, an out-of-court restructuring can be very favourable to both parties.
By the introduction of a new law, the Spanish legal framework on restructuring and insolvency proceedings is more adjustable to a debtor facing bankruptcy. Still, the difficulty of implementing a complete legal framework lies in covering all possible situations of insolvency.
The new Spanish Corporate Governance Code for listed companies aims to improve the corporate governance framework. This improvement can be done by boosting competitiveness and building transparency. In practice, one of the main principles presented by the Code is the “comply or explain” principle which distinguishes between binding rules and recommendations.
Through this article, our ambition is to briefly describe the process of the dissolution and winding-up described in the Spanish Companies Act as a mechanism to put an end to the activity of a company in Spain, but also to clarify the main difference with the process of winding-up in the case of bankruptcy.