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GARRIGUES, ABOGADOS Y ASESORES TRIBUTARIOS

Experts in Spanish law

Garrigues, Abogados y Asesores Tributarios traces its roots back to 1941 and played a key role in Spanish legal reforms during the country’s transition to democracy

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In 1997, the firm merged with Arthur Andersen, Asesores Legales y Tributarios, and the resulting firm ranked among the largest law firms in Europe. Following the dissolution of Andersen Worldwide (March 2002) the firm chose to maintain its independence and today operates under the name Garrigues, Abogados y Asesores Tributarios.

Main practices areas

GARRIGUES has top specialists in all practice areas involved in business activity: Mergers & Acquisitions; Commercial Contracts; Financial Law; Industrial and Intellectual Property Law; Energy and Telecommunications; New Technologies Law; EU & Competition Law; Real Estate Law; Zoning and City Planning Law; Environmental Law; Administrative Law; Tax Law; Labour Law; Litigation and Arbitration; Shipping and Maritime Law; Sports & Entertainment; Outbound Investments and Transactions.

Garrigues in figures

International presence: Affinitas and taxand

Affinitas is the first truly integrated network of top-class Latin American firms, promoted by GARRIGUES. Its members are: Bruchou, Fernández Madero, Lombardi & Mitrani (Argentina), Barbosa, Müssnich & Aragão Advogados (Brazil), Mijares, Angoitia, Cortés y Fuentes S.C. (Mexico), Garrigues, Leónidas, Matos (Portugal), Barros & Errázuriz (Chile), Gómez-Pinzón Linares Samper Suárez Villamil (Colombia) and Miranda & Amado (Peru). Since its origin, on 4 February 2004, it has been a clientdriven project based on the strong market need to obtain topquality tax and legal solutions throughout the entire region.

Affinitas is therefore not just another group of law firms with a best-friend approach, but a strong alliance aimed at active cooperation and at the development of joint solutions in all fields including, not only the areas of professional practice, but also such matters as technology or human resources. Member firms of Affinitas are all top-class established firms whose combination of outstanding quality skills with a committed best professional practices approach has made a real difference in each of their local markets in recent years. In total there are 2,000 professionals and 38 offices.

Garrigues in international directories

Rankings

Awards

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Some highlights of the spanish legal framework for foreign investment

Corporate and financial acti vity
Corporate and financial activity in Spain has reached high levels of growth and development comparable to the level of EU states with a greater amount of financial tradition, in an environment characterised by essentially harmonised legislation. In this respect, Spain has carried out a significant amount of work on implementing the EU directives in its domestic law. This has resulted, in very general terms, with the particular characteristics involved in each case, in the existence of the so-called “community passport” for financial entities, whereby authorisation in one member state allows them to extend their activity to other member states in the European Union without requiring individual authorisation in each country. There is the same flexibility in the capital market with respect to the (cross-border) prospectuses needed for the issue of marketable securities (securities).

Other features, besides the harmonisation of legislation, include the level of certainty and transparency of the financial and capital markets in Spain, the opening up and development of both collective financial investment (with provisions on Hedge Funds and Funds of Funds and increased flexibility in relation to the assets that may be invested) and the venture capital business, the significant development in relation to infrastructure, among others. All of the above is a reflection of the maturity and Spain’s track record as a destination (both direct and as a vehicle) for foreign investment and capital.

Telecomunications , Media and Technology
Spain offers excellent opportunities for companies operating in the business of Telecommunications, Media and Technology, including e-Commerce services (TMT Activities), and has the appropriate legal framework to enable them to pursue their activities with complete legal certainty. Over recent years Spain has been implementing the various European Directives aimed at harmonisation in the following areas:

(1) Liberalisation of telecoms services and European regulatory framework for electronic communication services (Law 32/2003, General Telecommunications Law), based on definition and analysis by the domestic regulator (Telecommunications Market Commission) of relevant markets, designation of players with significant market power and imposition of specific obligations on these players in order to ensure competition in each market. In this respect, the Spanish regulator recently clarified the rules applicable to Voice-over IP Services and to Mobile Virtual Network Operators (MVNO).

(2) The rules applicable to e-Commerce and Information Society Service Providers (Law 34/2002, on Services of the Information Society and Electronic Commerce), based on the principle of the free provision of services in Spain and in the entire European Union, which recognises as legally effective electronic contracts, and establishes “safe harbour” provisions for certain internet service providers (carriers, hosting and other service providers) in relation to contents provided by others.

(3) The use of the electronic signature as a mechanism providing certainty in electronic transactions as it guarantees the authenticity and integrity of the documents to which it is affixed. Spain has one of the most advanced laws in this respect (Law 59/2003, Electronic Signature Law), and the Spanish government has launched an Electronic National Identity Card project which will mean that in only a few years’ time all Spanish citizens will have a secure mechanism for identifying themselves and signing electronic documents and transactions in both their dealings with the government (G2C) and their private relationships (B2B, B2C).

(4) Privacy regulations in the processing of personal data. For some years now Spain has had very strict legislation in this area in line with European Union requirements (Law 15/1999, Personal Data Protection Law).

Tax
Purely from a tax perspective, Spain has not only become a good place to invest, but it has also come up as the perfect platform for investing in third countries. In this respect, the so-called Spanish holding company (ETVE) is every bit as good as any other traditional holding company, as besides affording the usual tax treatment for holding entities (participation-exemption regime on capital gains and dividends received, no taxation on the income distributed by the ETVE and gains obtained on the transfer of the holding in the ETVE upon disposal, etc), it may also be combined with other significant Spanish tax incentives such as, for instance, deduction of the financial goodwill arising on the acquisition of foreign entities, deduction of the interest expense resulting from the financing of such acquisitions, deduction of the investment valuation allowance for an interest in resident and non-resident entities, and the consolidated tax group regime, among others.

It has the additional advantage of a broad tax treaty network with 66 countries (Spain is the EU member state with the most tax treaties signed with Latin American countries) which will be expanded even further in the near future, as there are 14 treaties at an advanced stage of negotiation. Lastly, the ETVE regime can also be combined with the Spanish tax incentive for individuals working in Spain who become tax resident in this territory (the so-called “impatriates” regime). Therefore, the incentive consists of the fact that these employees can be taxed as non-residents (broadly speaking, at a flat rate of 25% of their Spanish-sourced income) instead of being taxed as Spanish resident individuals (at a marginal rate of 45%).

 

Contact details:
M&A, Corporate and Financial Law: Silvia Sorribas (partner) E-mail: silvia.sorribas@garrigues.com
Tax: Diego Rodríguez (partner) E-mail: diego.rodriguez@garrigues.com
Media and Technology Law: Jose Ramon Morales (partner) E-mail: jose.ramon.morales@garrigues.com
Real Estate (Tax): Manel Maragall (partner) E-mail: manel.maragall@garrigues.com
Real Estate (Law): Maria Teresa Hernández-Falcó (partner) E-mail: maria.teresa.hernandez.falco@garrigues.com
Insurance and Capital Markets (Tax): Fernando Casanueva (partner) E-mail: fernando.casanueva@garrigues.com

 

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