Spain: Securitisation

This country-specific Q&A provides an overview of Securitisation laws and regulations applicable in Spain.

  1. How active is the securitisation market in your jurisdiction? What types of securitisations are typical in terms of underlying assets and receivables?

  2. What assets can be securitised (and are there assets which are prohibited from being securitised)?

  3. What legislation governs securitisation in your jurisdiction? Which types of transactions fall within the scope of this legislation?

  4. Give a brief overview of the typical legal structures used in your jurisdiction for securitisations and key parties involved.

  5. Which body is responsible for regulating securitisation in your jurisdiction?

  6. Are there regulatory or other limitations on the nature of entities that may participate in a securitisation (either on the sell side or the buy side)?

  7. Does your jurisdiction have a concept of “simple, transparent and comparable” securitisations?

  8. Does your jurisdiction distinguish between private and public securitisations?

  9. Are there registration, authorisation or other filing requirements in relation to securitisations in your jurisdiction (either in relation to participants or transactions themselves)?

  10. What are the disclosure requirements for public securitisations? How do these compare to the disclosure requirements to private securitisations? Are there reporting templates that are required to be used?

  11. Does your jurisdiction require securitising entities to retain risk? How is this done?

  12. Do investors have regulatory obligations to conduct due diligence before investing?

  13. What penalties are securitisation participants subject to for breaching regulatory obligations?

  14. Are there regulatory or practical restrictions on the nature of securitisation SPVs? Are SPVs within the scope of regulatory requirements of securitisation in your jurisdiction? And if so, which requirements?

  15. How are securitisation SPVs made bankruptcy remote?

  16. What are the key forms of credit support in your jurisdiction?

  17. How may the transfer of assets be effected, in particular to achieve a ‘true sale’? Must the obligors be notified?

  18. In what circumstances might the transfer of assets be challenged by a court in your jurisdiction?

  19. Are there data protection or confidentiality measures protecting obligors in a securitisation?

  20. Is the conduct of credit rating agencies regulated?

  21. Are there taxation considerations in your jurisdiction for originators, securitisation SPVs and investors?

  22. To what extent does the legal and regulatory framework for securitisations in your jurisdiction allow for global or cross-border transactions?

  23. To what extent has the securitisation market in your jurisdiction transitioned from IBORs to near risk-free interest rates?

  24. How is the legal and regulatory framework for securitisations changing in your jurisdiction? How could it be improved?

  25. Are there any filings or formalities to be satisfied in your jurisdiction in order to constitute a true sale of receivables?