Rafael del Pino now takes over from the Netherlands the assets with which he controls 21% of Ferrovial
Ferrovial’s executive chairman and largest shareholder, Rafael del Pino, has divested the Netherlands from the holding company through which he channels his stake in the construction company. They have moved it to Luxembourg, another region in the center of the EU known for its low taxes. The move comes a year after the controversial flight of Ferrovial’s headquarters to Amsterdam and the closure of that equipment, Rijn Capital B.V., by Dutch authorities. The tax inspection has been raised a year after starting.
According to official documentation, the transfer to the Grand Duchy of Regions Capital, a third asset in Spain with total assets of 5.9 billion euros, has been approved, according to Forbes. The firm currently controls 20.97% of the construction company.
The decision was adopted at an extraordinary meeting on 12 April. 365 days after the meeting in which Ferrovial’s shareholders approved moving the multinational company’s headquarters to Amsterdam.
At that meeting, held a few days earlier, the partner of that Dutch company, Rafael del Pino, and his three sons (with certificate shares) approved the transfer of Rijn Capital to Luxembourg. He thus supported the decision agreed by its board of directors on 29 December.
The new Luxembourg company is the limited liability company Regions Capital SARL. Located in an office building next to the main railway station in the capital of the Grand Duchy, its purpose is the purchase and management of shares in all types of companies. Its share capital is 200.4 million, the same as that of Holland, divided into 2,355 shares. As per its statute, transfer of Inter Vivo shares to a third party will require approval of at least 75% of the capital.
Together with del Pino, it is managed by Rafael, Ignacio and Juan del Pino Fernández-Fontecha. The billionaire had three children with his first wife, Cristina Fernández-Fontecha, who died in a boating accident in 1998. 99.87% of his capital (2,352 shares) belongs to the chairman of Ferrovial. Each of those three stems has a verb.
The eldest, Raphael (37 years old), who was executive director of Rijn Capital in the Netherlands, has been appointed responsible for the general management of the new Luxembourg company. In various media, the other brother, Ignacio (35 years old), who is corporate director of finance of Ferrovial, has been considered the successor to their father, who is 65 years old. The third son to manage Rijan, Juan (31 years old), is dedicated to boat design.
In the Netherlands, Rijn Capital’s corporate purpose was to hold “financial holdings”. It closed 2022 with a staff of five, assets of ₹3,651 million and profits of ₹127.6 million, compared to ₹74.23 million in 2021. That year it initially announced profits of £874 million, although it later restated its accounts.
For 2022, prepared on 30 October, it is indicated that, at an undetermined date, “the tax authorities (of the Netherlands) asked questions about various aspects of the 2020 corporate tax, it is impossible to make a sufficient at this time. ” estimate the potential impact of that inspection”, but the outcome “may affect the position in the financial statements of corporate tax and deferred tax assets.”
Less than three months after these accounts were prepared, del Pino and his children approved the draft of transfer to Luxembourg. There is still no trace of the movement that occurred a few days ago at the Stock Exchange Authority of the Netherlands, AFM, or the United States SEC, where Ferrovial is finalizing its jump to the stock market.
The final notification of Regions Capital’s participation will begin on June 16, on the AFM website. Then Rafael del Pino’s company declared 20.45% of Ferrovial.
The equipment has long been by far the largest shareholder of the construction company. According to the latest information provided by Ferrovial to the SEC on April 29, Regions Capital holds 152,251,078 securities, accounting for 20.97% of the construction company, with a current value of more than 3,800 million. The multinational company is trading near historic highs these days, on the eve of its debut this Thursday on Nasdaq, one of the main American stock exchanges.
gaining weight
The weight of these Del Pino equipment in the capital of the manufacturing company has increased over the past year. When Ferrovial announced its move to the Netherlands, Rijn Capital held 20.25% of the company, which Rijn increased to 20.56% at the end of 2023. This year he has increased it by about 21%.
In addition to its package in Ferrovial, among the subsidiaries that Regions Capital announced in its 2022 accounts deposited at the Dutch commercial registry were two companies based on Núñez de Balboa Street in Madrid, with hardly any turnover: Creu. SL (dedicated to real estate or the sale and rental of yachts and aircraft), with assets of more than 28 million reais at the end of 2022, and Los Estanquillos SL, named after a mansion with a farm and a heliport called The businessman bought a town in Cáceres twenty years ago.
In addition to construction company dividends, Regions Capital’s profits come from other investments not specified in the accounts. In 2020, the year subject to this tax inspection by the Dutch authorities, the Del Pino estate declared a loss of 560.7 million. A year earlier, in 2019, it had reported a profit of Rs 1.5 billion.
In 2018, the instrumental company became a shareholder of Spanish airline Volotia with 5.3%. It has also invested in photovoltaic energy projects in Chile, where several of its subsidiaries have declared bankruptcy at the end of 2023, according to local media.
Years ago, Regions Capital also invested in Cambrian Innovations, an American wastewater treatment company, which it sued civilly in 2021 before a court in Delaware, a subsidiary of Del Pino Properties in the United States. Is a company.
In its 2022 accounts, Regions Capital still included 100% of the Maltese Boreas Shipping Ltd, the existence of which was revealed by an investigation by the International Consortium of Journalists known as the Paradise Papers in 2017.
The company, based in another EU country and known for its opaqueness and minimal tax burden, appears dissolved in the Maltese registry as of March 7, 2017. El Mundo revealed shortly afterwards that he owned a Del Pino yacht worth €1.89 million, according to accounts registered by the company in 2013.
Rijn Capital, now Luxembourg, was registered in the Netherlands in July 2008. The chairman of Ferrovial transferred his shares in Ferrovial to it in 2015, following the restructuring of the family’s stake in the construction company due to the dissolution of the Portman Bella company. This firm, which Del Pinos controlled through another Dutch company, Sobla Belegingen BV, owned 40% of Ferrovial.
After the death of the patriarch and founder, the distribution of his inheritance and the disappearance of Portman Bella occurred. And the four del Pino Calvo-Sotelo brothers, including Rafael, devised a “complex operation” with a “pre-meditated” plan that eliminated first the tax agency and then justice. They instrumented companies and used “biased” data with no “reasonable explanation” other than avoiding taxes with the father’s inheritance.
Rafael del Pino already had at least two companies in Luxembourg for years, Vial Holding and Loriner Holding. They were created in December 2007 and disbanded in April 2010.
elDiario.es contacted Ferrovial to find out the purpose and reasons for this move of the Grand Duchy, but received no response: “We do not comment on the movements of other companies,” indicates the group.
The official document covering the transfer of Regions capital confirms that, after moving the Ferrovial headquarters to Amsterdam, Rafael del Pino continues to have his residence in Madrid. Specifically, in a lavish villa that the billionaire has named after himself in Somosaguas, in Pozuelo de Alarcon, the richest city in Spain.
A few weeks ago Ferrovial announced the replacement of its historic Secretary General, the on leave state attorney Santiago Ortiz Bamonde. He has been replaced by Dutch Geert Heesen. It is a sign of new times at the company, which has become a giant after decades of shying away from public works concessions in Spain and a long history of manipulating tenders in its native country.
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