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Tax Corporate Lawyer in Madrid
Acquiring a Spanish company through a Madrid holding company
A buyer planning to use a Madrid holding company needs to align the acquisition vehicle, funding and purchase agreement. LEXPERT reviews how cash reaches the seller, which company owes the acquisition debt and how the structure will operate once the deal closes.
Trace the acquisition funding from investor to seller
Prepare a funds-flow statement covering equity, shareholder debt, bank financing, fees and any deferred consideration. Match each payment to the relevant agreement. If the seller retains a minority stake, show the rollover separately from the cash purchase price.
Review the structure beyond completion day
Map expected distributions, debt service and management costs to the company that will actually incur or receive them. Test the assumptions against lender covenants, documented decision-making and the forecast cash available in the business. Flag tax questions before relying on the forecast.
Frequently asked questions
What if the buyer and borrower are different companies?
Identify how money moves between them, the terms of that funding and which entity provides security. Separate legal obligations should appear separately in the funds-flow statement.
When should an earn-out be reviewed?
Review it while drafting the purchase agreement. Set out the trigger, calculation period, payer, recipient and treatment of disputed amounts before modelling the tax consequences.
Explore tax planning and advisory services in Madrid or corporate tax counsel in Spain.
