Spain

Briefings in English - 2009

This guide provides a high-level outline of the tax treatment in relation to convertible bonds for issuers and investors in some of the key jurisdictions in which we practise tax. Among the points considered are the tax treatment of interest payments and the tax consequences of a conversion of the bond into shares or a cash redemption or settlement. Where relevant, we have included a summary of the expected accounting treatment under applicable local generally accepted accounting principles (GAAP), to facilitate the understanding of the tax treatment. (September 2009)

This briefing discusses certain Spanish tax points regarding financially distressed and insolvent corporate taxpayers, (secondary) tax liabilities and preferential rights in relation to tax claims. It also notes the tax consequences for Spanish creditors of a debtor that is unable to pay and for Spanish shareholders holding shares in a subsidiary that is liquidated. (September 2009)

Class actions and third party funding have continued to be very topical over the last year, both at national and European levels. We therefore thought it would be helpful to provide an update to our previous publications on these subjects:

• Class actions and third party funding of litigation: an analysis across Europe, June 2007
and
• Recent developments in class actions and third party funding of litigation: a rapidly evolving landscape, February 2008.

This briefing sets out the key Spanish tax points on business restructurings in the downturn. In summary, business restructurings normally take the form of asset or share transactions. Certain corporate restructuring transactions such as mergers, demergers and contributions in kind are generally eligible for special tax relief. The transfer of a business in exchange for other (debt) instruments is generally not eligible for special relief because it is considered a sale. (June 2009)

This briefing sets out the key Spanish corporate income tax issues in respect of debt restructurings. In summary, debtors may face material tax consequences if and when third party debt is replaced by a related party debt, if the debt is totally or partially waived or refinanced, or if it is converted into equity. If any changes are being made to the structure of corporate debt, such as debt-for-debt exchange, debt‑for-equity exchange, debt waiver, debt buy-back or amendment of terms and conditions, then it is important to look at the possible tax consequences early. Here we show how careful planning can help both debtors and creditors make restructuring decisions that are sound from a tax perspective. (May 2009)

This briefing summarises the typical tax subjects arising in downturn planning: reducing taxable profits for the year 2009 in combination with the carry-forward of tax losses, tax aspects involved in restructurings and additional legislative changes triggered by the financial crisis. (May 2009)

This guide covers the main aspects of investing in commercial real estate in Austria, Belgium, England and Wales, France, Germany, Italy, the Netherlands and Spain. It summarises types of ownership and property rights, the acquisition process, legislative controls on the use and development of land and taxes and other costs involved in acquiring real estate. It is neither an exhaustive summary nor a detailed analysis of propertyrelated legislation and therefore cannot replace detailed advice from qualified legal counsel on specific cases or transactions. (March 2009)

Recent amendments to Spain’s Company Tax Regulation bring in significant changes concerning the taxation of related-party transactions, such as the obligation on taxable persons to value at the market rate all transactions performed with related parties, the transferral onto taxable persons of the burden of proof and the duty to document these transactions’ market value, and the creation of a system of sanctions. These new developments beg a number of questions on the practical application and interpretation to be made by the tax authorities. This briefing looks at the key aspects of this regulation. (February 2009)

Briefings in Spanish - 2009

Las reestructuraciones financieras están ocupando gran parte de la actividad profesional de juristas y financieros. De su eficaz culminación puede depender la continuidad de numerosas empresas. La práctica internacional sigue procedimientos razonablemente estandarizados, que empiezan a aplicarse a las grandes compañías españolas, y que pueden ordenarse en cinco fases: de información, de standstill, de términos y condiciones, de contrato y de ejecución. Este artículo ha salido publicado en el número 4 de 2009 de la Revista de Mercado de Valores. (Marzo 2009)

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