Circular 2/2013 of the MAB (the Spanish alternative investment market) on the regime applicable to SOCIMIs (listed corporations for investment in the real estate market)
As we reported in our Corporate-Tax Updates 1/2012 publication summarizing the key elements of Law 16/2012, of December 27, 2012 (Tax Measures Law) on the special regime for SOCIMIs aimed at boosting this sector, one of the most important new pieces of legislation introduced was the option to elect to have the shares of SOCIMIs traded on a regulated market or on a Spanish multilateral trading system or one in another EU member state or in the European Economic Area.
In this connection, on March 5, 2013, the MAB published Circular 2/2013 establishing the regime applicable to listed corporations for investment in the real estate market (SOCIMIs) whose securities are included on this market. The Circular will be applicable on the date this is announced by the MAB in an “operating instruction.”
Although an attempt has been made for the requirements laid down for SOCIMIs to be very similar to those laid down for companies whose shares are traded in the “Enterprises in expansion” segment, a specific segment has been created for this type of companies, and Circular 2/2013 only sets out the elements that are uniquely applicable to SOCIMIs.
Worth mentioning because of its special importance is the requirement for a spread of ownership of these companies. For SOCIMIs to be listed on the MAB, it will be necessary that shareholders holding a percentage below 5% of its capital stock, own a number of shares which, at least, relates to either of the following two aggregates; (i) an estimated market value of two million euros, or (ii) 25% of the outstanding shares. Note that the shares made available to the liquidity supplier will be counted for any of these amounts.