Tax Corporate Lawyer in Spain

Reorganising a Spanish group before a sale or investment

A Spanish group may need to separate activities or simplify ownership before agreeing a transaction. LEXPERT helps shareholders compare the available corporate steps, document their business purpose and identify the Spanish and cross-border tax questions for each route.

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Start with the proposed end structure

Draw the current and intended group charts, including minority holdings, debt and guarantees. Then describe what the business needs to achieve: separate investors, an independent management team or the sale of a division. Those objectives help assess a merger, contribution or transfer on its own terms.

Test the sequence against the commercial timetable

Identify valuations, financing consents and board or shareholder decisions that each step requires. Review tax treatment and any applicable conditions before incorporating assumptions into the sale price. Keep a dated record of the commercial reasons considered when the route was chosen.

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Frequently asked questions

Is a group chart enough for an initial review?

It is a starting point. Add the latest accounts, ownership percentages, a list of material assets and the business reason for the proposed change.

Can the reorganisation be reviewed before a buyer is identified?

Yes. Explain what the future buyer is expected to acquire and which assets or liabilities the sellers want to retain. That helps identify steps that depend on the eventual deal.

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