Types of Tenancy
WHAT IS A TRASPASO? This unfamiliar term is best described as the buying price for a business lease. It is an up-front payment paid by a new tenant to a previous tenant (or his agent) for the goodwill of a business AND / OR the equipment, furnishings and decoration in a business property for rent/lease. A traspaso is a business investment. In some cases the new tenant buys both the goodwill and the equipment of a business.
BUYING THE GOODWILL (ONLY) OF A BUSINESS: When you buy the goodwill (only) of an ongoing business, the contract will specifically state that you are receiving the property fully furnished. Later you have the right to sell the goodwill of the business (not the equipment) under the same conditions to a third party at a price agreeable to you both, so the price you pay for a traspaso is a genuine investment, with the potential to sell at a profit.
BUYING THE LEASE OF A CLOSED BUSINESS PREMISES: In this case you are technically buying the equipment and have the right to sell that equipment. Obviously the equipment does not include floors, walls, ceilings, bar, doors, electrical or plumbing installations but does include kitchen equipment, display cabinets, pictures, memorabilia, air conditioning, cook wear, cutlery, crockery, tables and chairs. This contract should NOT say that the property is fully fitted because this implies that it should be returned in the same condition.
If you buy a closed business premises, and you turn it into a going concern, then, you can then sell this (equipment) traspaso together with the goodwill you have created, to another at a far greater price than you originally paid.
A traspaso like rent should be officially paid with an invoice and is subject to IVA at 21%. You can use that invoice to reclaim that IVA and to reduce the tax paid by your business.