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Sergio Moreno Merodio is a partner at Belda, Bordón & Merodio, where he specializes in complex real estate, mergers and acquisitions (M&A), and capital markets transactions. With more than a decade of experience advising investors, corporations, and family offices, he has established a strong reputation for leading high-value domestic and cross-border transactions.
Before joining the firm as a partner, Sergio spent more than seven years at the Madrid and New York offices of one of Spain’s leading law firms, advising on sophisticated corporate and real estate matters.
His practice focuses on investment and divestment transactions, acquisitions and disposals of real estate assets, joint ventures, and corporate M&A. He also advises clients on construction and lease agreements, sale-and-leaseback transactions, and the design of executive incentive plans.
In addition to his extensive experience in the real estate sector, Sergio regularly advises clients operating in the industrial, infrastructure, and energy industries, providing strategic legal counsel on complex and business-critical transactions.
The Spanish property market has long been a focal point for both domestic and international investors, and the 2025/26 cycle confirms that this status has never been stronger. Despite the current global macroeconomic uncertainties and the current domestic political instability, Spain continues to offer a compelling combination of yield, liquidity, and long-term growth potential that few markets in Europe can match.
This macroeconomic momentum is supporting robust activity across every major real estate asset class, from prime residential developments in Madrid to third-ring logistics platforms, from trophy hotels in the Balearic Islands to value-add retail assets in secondary cities. At the same time, the legal and regulatory environment has never been more dynamic. The withdrawal of the Golden Visa scheme, the continuing implementation of the Housing Law, municipal restrictions on tourist accommodation, an evolving SOCIMIs framework, and a rapidly developing ESG compliance landscape are reshaping how investors, developers, and occupiers approach the Spanish market. For legal practitioners and their clients, understanding these regulatory undercurrents is as important as reading the market fundamentals, and in many cases it is the legal analysis that ultimately determines whether a transaction proceeds, and on what terms.
The housing sector remains the most legally contested terrain in Spanish real estate. Prices have continued to rise across the country, driven by a well-documented structural imbalance between supply and demand. Despite the increase in residential delivery in recent years, the growth in new households (fuelled by demographic trends and immigration) has substantially outpaced the supply of new stock, creating a deficit that will take years to address under the current pace of development. In practical terms, Spain requires the delivery of significantly more housing units per annum than are currently being completed, a gap that is particularly acute in Madrid, Barcelona, Valencia and other major metropolitan areas where demand is most concentrated.
The 2023 Housing Law (Ley por el Derecho a la Vivienda) remains the dominant piece of legislation shaping the sector. Its introduction of the concept of “stressed residential markets” (zonas de mercado residencial tensionado) and the empowerment of regional governments to impose rent caps in designated areas have been among the most debated legal interventions in recent memory. Catalonia has been the most active region in implementing these measures, with controls imposed across a significant number of municipalities. In practice, however, the empirical evidence increasingly suggests that rent controls may be compressing supply rather than containing prices, deterring institutional landlords and prompting some property owners to exit the rental market entirely or redirect their assets towards short-term tourist lettings. This is a paradox that developers and build-to-rent investors must carefully factor into their strategies, and one that legal advisers should address when structuring new residential investment vehicles or advising on portfolio acquisitions in affected areas.
The abolition of the Golden Visa programme in April 2024 generated significant commentary at the time, with some predicting a material cooling of international demand. In practice, the impact has been minimal. The fundamentals driving international interest in the Spanish residential market run beyond any single visa policy. Madrid, in particular, has consolidated its position as one of the fastest-growing prime residential markets in Europe, attracting buyers from Latin America, the United States, and across the European Union. The profile of the international buyer is diversifying, with implications for how legal practitioners structure cross-border acquisitions, tax planning arrangements, and financing structures for a more varied client base.
More broadly, the housing crisis has intensified political pressure on local and regional governments to intervene in the planning process. Slow licensing, complex urban planning requirements, and construction cost pressures continue to act as structural bottlenecks on new supply. Addressing these barriers will require coordinated legal and regulatory reform — an opportunity as much as a challenge for the sector’s advisers.
The office market in Spain—and Madrid in particular—has entered a new phase. Demand for high-quality office space in established business districts remains strong, driven by companies’ need for flexible, well-connected and high-specification workplaces. This supply-demand imbalance is placing sustained upward pressure on prime rents.
From a legal perspective, two key trends are shaping the office sector.
First, ESG compliance is no longer simply a strategic objective; it has become a legal and commercial necessity. European sustainable finance regulations are encouraging institutional investors to place greater emphasis on energy performance and sustainability credentials when acquiring, financing or managing office assets. Buildings that fail to meet these standards face a growing risk of becoming obsolete, not only because they are less attractive to tenants, but also because they are less attractive to lenders, who are themselves subject to sustainability reporting requirements.
Second, there is an increasing interest in changes of use, converting obsolete office stock into residential or hotel use. These transactions require careful navigation of urban planning frameworks, which vary significantly between municipalities and can be both unpredictable and time-consuming. The consent of existing tenants or leaseholders, pre-emption rights, and heritage or architectural restrictions add further layers of complexity. Notwithstanding these challenges, change-of-use transactions are becoming an increasingly important part of the legal landscape for real estate practitioners in Spain.
After several years of declining investor interest, mainly due to the growth of e-commerce and, more recently, the pandemic, the retail sector has made a strong recovery. Investor demand for retail assets, particularly well-managed shopping centers and leading retail parks, has increased significantly as physical retail has proved more resilient than many had expected.
Consumer confidence has remained strong, supported by high employment and rising wages. Prime high-street retail in Madrid and Barcelona remains one of the most attractive real estate sectors in Spain, driven by the expansion of international luxury and lifestyle brands looking to strengthen their presence in the country’s two largest cities.
From a legal perspective, retail transactions raise a number of specific issues. In shopping centers, anchor tenant leases are often one of the main drivers of an asset’s value, making the negotiation of key terms (turnover rent, exclusivity rights, renewal options etc.) particularly important. In retail parks and out-of-town developments, planning approvals and land-use requirements remain key issues that require careful legal review. At the same time, the growth of mixed-use developments, combining retail, leisure, food and beverage, and residential uses, is creating new legal challenges, particularly in relation to estate management, service charges and co-ownership arrangements.
Spain has strengthened its position as one of the world’s leading tourism destinations, and the hotel investment market has benefited accordingly. Investment levels during the first half of 2026 have been exceptionally strong, particularly in four- and five-star hotels and in the Balearic and Canary Islands, as well as in Madrid, which continues to attract international hotel groups looking to establish or expand their presence in one of Europe’s most visited capitals.
The outlook for the sector remains positive. Tourism spending continues to grow year after year, driven not only by higher visitor numbers but also by longer stays and higher-spending tourists. As a result, hotel operators and investors are increasingly focusing on the upper end of the market, where growth in room rates and revenues is expected to remain strongest.
From a legal and regulatory perspective, the sector is becoming more complex. Several of Spain’s largest cities—particularly Barcelona, as well as parts of Madrid and a number of authorities in the Balearic Islands—have introduced stricter rules on new hotel licences and tourist accommodation permits in response to concerns about overtourism and its impact on local communities and housing.
Hotel management agreements are also receiving greater attention from investors and lenders. The negotiation of performance guarantees, brand standards, exclusivity provisions and termination rights has become an increasingly important part of hotel transactions.
Spain’s listed real estate investment trust regime — the SOCIMI (Sociedad Anónima Cotizada de Inversión Inmobiliaria), introduced in 2009 and materially reformed in 2012 — has been one of the defining features of the country’s institutional real estate market over the past decade. Modelled broadly on REIT frameworks in other European jurisdictions, SOCIMIs benefit from a favourable tax treatment: they are exempt from corporate income tax on their qualifying income, provided they distribute at least 80% of rental income and 50% of capital gains to shareholders annually. This structure has made SOCIMIs an attractive vehicle for both domestic and international investors seeking listed exposure to Spanish real estate.
The market has matured considerably since the initial wave of SOCIMI listings in 2014 and 2015. Spain now has a significant number of registered SOCIMIs across a range of asset classes — including residential, office, retail, hotel, and logistics assets — ranging from large-cap vehicles listed on the main stock exchange to smaller, specialist structures admitted to trading on the BME Growth (formerly the MAB). The latter has proved particularly attractive to family offices and smaller institutional investors seeking a tax-efficient structure without the full regulatory burden of a main-market listing.
From a legal perspective, several important developments are shaping the SOCIMI landscape, and there has been increasing regulatory and fiscal scrutiny of certain SOCIMI structures. Market participants should be attentive to the evolving interpretation of the qualifying conditions for the regime and the potential implications for existing and future structures.
Notwithstanding these challenges, the SOCIMI regime remains one of the most effective and widely used vehicles for institutional real estate investment in Spain, and its continued evolution will be a key theme for legal advisers involved on portfolio transactions, capital raisings, and fund structuring in the years ahead.
The logistics sector continues to perform strongly, supported by the continued growth of e-commerce, changes in global supply chains driven by geopolitical uncertainty, and Spain’s increasing role as a distribution hub for the Iberian Peninsula and Southern Europe.
From a legal perspective, logistics development involves a number of important considerations. Planning and land-use rules are key, as large logistics projects require suitably zoned land, while changes to land classification can be lengthy and uncertain. Build-to-suit developments, which are expected to represent an increasing share of future supply, require carefully structured development agreements, construction contracts and forward-funding arrangements. Environmental due diligence also remains essential, particularly in relation to soil contamination and compliance with environmental and industrial permitting requirements.
Spain’s real estate market enters the second half of the year from a position of considerable strength, supported by solid economic fundamentals, limited supply across several key asset classes, and continued interest from both domestic and international investors. At the same time, the legal and regulatory environment is becoming increasingly complex, with new legislation, evolving regulatory interpretations, and increased compliance requirements across multiple areas. In this context, specialist legal advice is more important than ever.
The main issues for investors, developers and legal advisers to watch over the coming year include the implementation of the Housing Law and the impact of rent control measures, the regulation of tourist accommodation in Spain’s major cities, planning reforms and their effect on new housing supply, the continued development of the SOCIMI regime, the evolution of ESG requirements, and the possibility of future tax changes affecting non-resident investors.
Those who understand both the market and the legal framework will be best placed to take advantage of the opportunities that the Spanish real estate sector continues to offer.