Boat buying in Spain. Boat in Company. Tax Paid

lambohill

lambohill

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Looking for feedback from persons who have real experience of how common or not this is.
Boat is owned by Spanish company, but is IVA (tax) paid. All notarised.

Sale is to purchase the company (i.e. the shares).
All liabilities etc separately checked / notarised including P.G.'s.

Company has no liabilities, and boat is sole asset, accounts etc up to date, P.G. as above etc.

So they are selling the company, rather than the boat. Anyone had direct experience of this, who kept the boat within the company, or then re-registered it outwith?

To be clear, company clear of liabilities, no liens on it or boat, but deal is the company, with the boat.

Anyone done this?
 
Firstly you need to verify the company has no liabilities which might be interesting !

The Boat I assume will hence be on the Spanish registry so will require you ( I believe ) to have a Spanish licence

You have the ongoing company running costs.

What is in it for you ? You have an asset in a company that costs money to run and will require some paperwork ( which may or may not be onerous ) to get out of the company.

Just buy the Boat and make the company the vendors problem. I am guessing ( and it is a pure guess ) that they don’t want to do that as there is some tax / burocracy reason why not. Quite possibly something to do with vat.
 
Seller has a reason (probably a cost) to sell the company rather than that boat. That cost passes to you. The fact you don't think there are any costs might mean that vendor hasn't told you about any. Alarm bell.

You think the company has no liabilities but you cannot know that. You write "PGs" without much explanation so I'm guessing you mean that seller is promising personally that the company has no liabilities but (i) PG is not the normal jargon for that so I'd respectfully ask whether you understand this aspect in plenty of detail, and (ii) a PG is useless if it is merely difficult to enforce, let alone impossible.

Unless there is a discount there is no upside to you and plenty of downside. Do it at your peril. This is a very non standard way to buy a boat and there is very good reason for that.
 
I've bought a number of boats in Europe and at least 2 have been company owned but in both those cases I've bought the boat not the company. I can see no reason why you would want to buy the company and plenty of reasons why you wouldnt including unknown tax liabilities and unknown debts. I suspect you might have difficulties re-registering the boat under the Part 1 UK registry as well, if thats what you want to do. And if you do buy the company rather than the boat and keep the boat in Spain, its a sitting duck for the authorities to impound it if there are any unknown liabilities and debts which the seller has not discharged

I suspect the reason the seller might want to sell you the company rather than the boat is that the tax treatment is more favourable for him but thats his problem, not yours
 
I would have thought there’s some sort of “ transfer tax “ let’s just call it a Tax liability if the assets is removed by the Co .
Payable by the Co .

How long has the Co been formed ? I ask this because any perceived loophole s ( at the time he put the boat into the Co ) may have been closed down recently.
Guessing the Spanish have Knackered him If he takes the boat out .

Here’s a link to properties, but similar principles may apply to a boat which is kinda a property and may be treated in a similar way .It illustrates how the Spanish have knackered “ savvy “ property owners
https://www.panorama.es/blog/about-company-owned-properties-in-spain/

Possibly some sort of tax due on the sale of an asset outside ,so that’s a disincentive from the seller to do that .He just thinks for him he can just pass the Co on and avoid this disposal tax .

I know in theory it should have depreciated from a plane CG point of view - but there may be some sting somewhere?

CG and “ disposal tax “ may be different - just speculation front me - looking for a reason for the seller to sell the Co ?

Where are you thinking of keeping it ?
 
The use of PG is mine, and I mean Personal Guarantee. I agree this is not worth relying on.

I am not prepared to leave the boat within a company of Spanish registry. Therefore the final step has to be transfer to me registered elsewhere and the company's interest in the boat removed. Company dissolved.
One way or another the boat would need to leave the company. Simplest is that they do as they were supposed to and sell from company to me.
My question here was to see if this was a more common occurrence, as it can be in property companies, but it appears it is not?
 
lambohill said:
The use of PG is mine, and I mean Personal Guarantee. I agree this is not worth relying on.

I am not prepared to leave the boat within a company of Spanish registry. Therefore the final step has to be transfer to me registered elsewhere and the company's interest in the boat removed. Company dissolved.
One way or another the boat would need to leave the company. Simplest is that they do as they were supposed to and sell from company to me.
My question here was to see if this was a more common occurrence, as it can be in property companies, but it appears it is not?
Click to expand...
Definitely not common, for reasons above. Significant risk of tax when you take the boat out of the company. You could ask a Spanish tax adviser but they will need lots of historical info, which you won't have because you didn't run the company. €€€ fees too.
 
jfm said:
Definitely not common, for reasons above. Significant risk of tax when you take the boat out of the company. You could ask a Spanish tax adviser but they will need lots of historical info, which you won't have because you didn't run the company. €€€ fees too.
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Click to expand...

Yep. Thanks very much for that advice. Appreciated.
Back to the broker it is.
 
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