Corporate/Tax Updates 1-2013
CIRCULAR 2/2013 OF THE MAB (THE SPANISH ALTERNATIVE INVESTMENT MARKET) ON THE REGIME APPLICABLE TO SOCIMIs (SPANISH REITs)
As we reported in our Updates Corporate-Tax 1/2012 publication summarizing the key contents of Law 16/2012, of December 27, 2012 (Tax Measures Law) setting out provisions on certain features of listed corporations for investment in the real estate market (SOCIMIs) aimed at boosting this sector, one of the most important new pieces of legislation 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 SOCIMIs whose securities are listed on this market. The Circular will be applicable on the date this is announced by the MAB in an “operating instruction.” Although it has been attempted 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.
Summarized below are the requirements that SOCIMIs must meet to have their shares traded on the MAB, in light of Circular 2/2013 and of the other MAB circulars applicable to companies whose shares are traded in the “Enterprises in expansion” segment:
1. GENERAL REQUIREMENTS
2. COMPANY BYLAWS
3. INFORMATIVE MEMORANDUM
4. REGISTERED ADVISOR AND LIQUIDITY PROVIDER 5. FREE FLOAT
7. CONTINUOUS DISCLOSURE TO THE MARKET AND WEBSITE
8. LOCK-UP UNDERTAKING