The CEO of the company confirms to the Ministry of Economic Affairs that he will go ahead with the plan

The Government has warned Ferrovial that the Tax Agency will be the body that will have the last word on the tax advantages that the company could receive for its transfer to the Netherlands, as long as it finds an economic reason for its transfer.

Executive sources have explained to Europa Press that one of the conditions for a company to enjoy the tax advantages of the special regime for mergers, included in the Corporate Tax, is that the operation responds to a valid economic reason.

In other words, “that it has a business logic and does not only pursue tax savings”, something that the Government doubts, since the Spanish Stock Exchanges and Markets (BME) and the National Securities Market Commission (CNMV) have found no impediments to that the company can become listed in the United States without having to move its headquarters to the Netherlands.

“In any case, it will be the Tax Agency who will have the last word and will determine whether or not the restructuring operation and change of venue responds to a valid economic reason,” the same sources have reported.

There are certain taxes that a company has to pay for carrying out a merger like the one that Ferrovial has planned with its Dutch subsidiary, but that could be subsidized if a valid economic reason and business logic is alleged.

The study carried out by BME and the CNMV has already concluded that it is not necessary for Ferrovial to move its headquarters to carry out its main objective, which is to list in the United States. However, the company defends that no company is listed in that country while maintaining its headquarters in Spain, which is why it argues that it needs proven experiences for the good of the company and its shareholders.

The latter will decide this Thursday on this corporate movement meeting at a general meeting. If approved, the company has already established a roadmap to move its headquarters before next fall and request its listing in the United States before the end of the year.


In statements to RNE collected by Europa Press, the Secretary of State for the Economy and Business Support, Gonzalo García Andrés, explained that all cross-border mergers go through this process of the Tax Agency, so it will be this body that determines if the company can take advantage of tax exemptions or not.

“The analysis shows that it is possible to list in the US from Spain and it is important that they are aware that there is an alternative. I think it is good news for them and also for other companies, that there are no obstacles,” he added.

García Andrés spoke this Monday with the CEO of Ferrovial, Ignacio Madridejos, to convey the results of the analysis carried out by the CNMV and BME, but the manager assured him that the company will continue with its plan.

“Ferrovial could be the first Spanish company to be listed in the United States from Spain. We are seeing the interest of foreign companies to invest and grow in Spain and the data on the evolution of the economy demonstrate this interest. I believe that is what surprising, that (Ferrovial’s decision) goes a bit against the trend,” he concluded.