Complete Guide to Buying Commercial Property and Business (Traspaso) in Barcelona

Buying commercial real estate or an existing business in Barcelona is more than a transaction — it’s a strategic decision that requires a clear structure, professional approach, and legal protection. Below is a proven step-by-step process we follow to support our clients at every stage, ensuring safety, transparency, and results.

1. Collecting and Analyzing the Client’s Request

Everything begins with a briefing: the client outlines their goals and expectations. The more precise the request, the faster we can offer relevant opportunities.

Key details to clarify:

• Type of property: restaurant, hotel, office, retail space, warehouse, etc.
• Location: preferred areas in Barcelona or the province
• Budget: including purchase or traspaso, taxes, and expenses
• Purpose of purchase: investment, rental income, business development, personal use
• Additional criteria: surface area, licenses, presence of tenants, legal status

Even if the request is not fully formulated yet, we help structure it during the first consultation.

2. Signing a Property Search Mandate

This marks the official start of our work. The mandate protects both parties and authorizes us to represent the client in negotiations.

The mandate includes:

• Validity period, exclusivity terms
• Agency fee: 3–5% of the purchase price, or 10% of the traspaso amount (includes business, equipment, licenses); legal support is charged separately (~1%)

This is a standard international practice, especially when working with off-market assets.

3. Preliminary Analysis and Property Selection

The client receives access to suitable opportunities.

Each proposal includes:

• Detailed description and photos
• Layouts and location
• Financial performance (rental income, returns)
• Traspaso or lease terms
• Initial legal screening (encumbrances, licenses, etc.)

We work with both open listings and a private off-market database.

4. Signing an LOI (Letter of Intent)

If the client is interested in a property, an LOI is signed. This is a key step before reservation.

The LOI outlines:

• Property details and proposed price
• Transaction terms and timing
• Ownership structure (individual or corporate)
• Clarifying conditions (licenses, tenants, renovations, etc.)

The LOI is not a binding legal contract but serves as a serious signal of buyer intent.

5. Seller Acceptance and Property Reservation

Once the terms are accepted, the seller signs an acceptance. The property is temporarily taken off the market — typically for 15 to 30 days.

This period gives the buyer exclusivity for due diligence and final negotiations.

6. Due Diligence (Legal Check)

Due diligence is conducted by the client’s or an appointed lawyer.

The process includes:

• Verification of ownership, debts, liens
• Tenant status
• Valid business licenses (especially important for hotels, restaurants, bars)
• Legal status of the selling entity (if the transaction is through a company)

All documentation is reviewed in accordance with Spanish law and non-resident requirements.

7. Signing the Deposit Agreement (Contrato de Arras)

After successful due diligence, the deposit agreement is signed.

The agreement confirms:

• Final purchase price
• Payment terms
• Obligation to complete the transaction within a defined period
• A 10% deposit as a guarantee

This contract legally protects both parties against unilateral withdrawal.

8. Final Step — Notarial Transaction

Official transfer of ownership is formalized through the signing of the purchase agreement.

The procedure includes:

• Signing at a notary's office
• Final settlement
• Payment of taxes (10% ITP or 21% VAT, depending on the type of transaction)
• Registration in the Property Registry (Registro de la Propiedad)

After completion, the buyer receives an official ownership certificate.

9. Full Legal Support

The client’s lawyer or our legal partner:

• Prepares contracts and translations
• Oversees funds transfer and tax payments
• Arranges NIE (if needed)
• Submits documents for registration
• Advises on tax matters and asset management

We work with legal specialists in commercial real estate and international investment law.

10. Specifics of Transactions Involving Hotels, Restaurants, and Large Businesses

Additional documentation may be required:

• Proof of source of funds
• Capital transfer plan
• Short biography or business plan
• Confirmation of business experience (for management companies)

These requirements follow European AML and KYC standards, which are mandatory for significant investments.

GG Real Estate Barcelona — Your Expert in Commercial Property in Barcelona

Buying commercial real estate or a business in Barcelona marks the beginning of a new chapter. At GG Real Estate Barcelona, we guide your transaction from the first consultation to the moment you receive the keys and launch your business.

Contact us to learn more about current opportunities, purchasing terms, or to request a personalized consultation.