During the last few years, we have witnessed a growing interest on the part of the public administration to intervene in the real estate property market. In Catalonia, for example, the Generalitat (autonomous government of Catalonia) and the city hall of Barcelona are granted a preferential right of acquisition (right of first refusal and pre-emption rights) in certain real estate conveyance.
As for the Generalitat, it holds a preferential right of acquisition regarding the conveyance of property which involves:
- Housing located in areas declared as stressed residential market areas which are the property of companies that are “grandes tenedoras” (major property holders).1 The conveyance of new build housing to natural persons for their own use is excluded.
- Housing which originates from an administrative or judicial auction.
- Housing acquired in a mortgage foreclosure process or through compensation or payment of debt with a mortgage guarantee.2 This applies to property conveyed as of 9th April 2008.
- Privately owned land reserved for the use of public sector housing.3
- Non-leased dwellings, and also leased dwellings, when the whole property is transferred. Conveyance between companies of the same corporate group which have the same corporate object or which carry out a similar real estate activity.
In any such scenarios, the owner of the property must inform the Administration of their decision to transfer it, which will have a period of two months to make known whether it exercises its right of first refusal or not. Once this period has elapsed, if the Administration has not responded, its rights of first refusal and pre-emption rights will be deemed to have been foregone.
In the event that the owner of the property has not complied with its obligation to communicate the intended transfer to the Administration, the latter may exercise its pre-emption rights within a period of thirty days from the date on which it became aware of the transfer and its conditions.4
At a municipal level, it is important to note that on 12th December 2024 Barcelona City Hall passed an extension of six years applicable to the declaration of the city of Barcelona as an area of first refusal and pre-emption. This measure grants continuity to the mechanism implemented in 2018 with the approval of the Modification of the General Metropolitan Plan for the declaration of the City of Barcelona as an area of first refusal and pre-emption and definition of construction terms (Modificación del Plan General Metropolitano para la declaración del área de tanteo y retracto en la ciudad de Barcelona y definición de los plazos de edificación – “MPGMB”), with the intention of expanding public housing stock and generating new housing in densely populated areas.
This measure will allow the City Hall of Barcelona to continue to exercise the rights of first refusal and pre-emption, but now exclusively with regard to onerous transfers of entire multi-family buildings used mainly as housing, thus eliminating the possibility to exercise said rights on land with dilapidated or totally unoccupied buildings or empty buildings subject to a tax on vacant housing. We may also recall that the High Court of Justice of Catalonia already decreed the nullity of the application of the Barcelona City Hall’s right of first refusal with respect to undeveloped land.5
Just a couple of days ago, on 19th March we became aware that the Ecology, Urban Planning, Mobility and Housing Committee of the City Hall of Barcelona passed a new ordinance which will allow the City Hall to renounce the acquisition of a property, but also to grant its rights of first refusal and pre-emption to third parties or entities promoting public housing, persons who are the legal occupants of the property or private or non-profit developer entities whose purpose is to promote protected housing. The final passing of this ordinance, nevertheless, will depend on the Plenary of the City Hall.
Joan Lluís Rubio
Vilá Abogados
For more information, please contact:
21st March 2025
1 Article 6 of Decree Law 2/2025, of 25th February, adopting urgent measures on housing and urban planning.
2 Article 2 of Decree Law 1/2015, of 24th March, adopting extraordinary and urgent measures for the mobilisation of homes resulting from mortgage foreclosure proceedings.
3 Article 173.1 a) Legislative Decree 1/2010, of 3rd August, passing the consolidated text of the urban planning law.
4 Article 91.3 of Law 18/2007, of 28th December, on the right to housing.
5 Judgements of the High Court of Justice of Catalonia 4768/2021 and 4769/2021, of 2nd December 2021.
