The Official State Gazette (BOE) publishes a decree that the Ministry of Economy began drafting in April of this year, which proposes a reform of the Law on Financial Instruments to allow companies listed in Spain to simultaneously list on other exchanges outside the European Union (EU).
The decree is a response to the ‘Ferrovial case’, as the group chaired by Rafael del Pino relocated its headquarters to the Netherlands in 2023, considering that it was easier to list in New York from that country.
The main obstacle to doing so from Spain was the ‘lack of connection’ between the securities depositories of the Spanish and U.S. markets, which made tracking share ownership difficult.
To solve this, Economy today adds a new section to Article 34 of the Stock Exchange Law, establishing that ‘a central securities depository may maintain an account in which the overall balance of securities for an issue assigned to its accounting register—and which at any given time is deposited in a central securities depository located outside the European Union—is recorded.’
Theoretically, this would allow an investor to buy shares of a Spanish company in New York, and that ownership would also be recorded in Iberclear, the depository of Bolsas y Mercados Españoles (BME).
Until now, Spanish companies like Santander or Grifols have had to list in the United States through American Depositary Receipts (ADRs), where a bank certifies that these instruments are equivalent to shares of the Spanish company.”
