Commercial Property: What to Check for Offices and Business Premises

Key points:

• Planning status: Verify that the activity licence and planning regulations permit the intended use of the property.
• Charges and ownership: Check at the Registro de la Propiedad (Land Registry) that the property is free from mortgages, seizures, or other unexpected debts.
• Contracts and community of owners: Review any existing tenancy agreements and check whether the statutes of the community of owners impose any restrictions.
• Tax obligations: Analyse which taxes apply to the purchase, sale, or lease (VAT, ITP, municipal capital gains tax) to avoid surprises for your cash flow.

Legal due diligence of the property

Whether buying or leasing, acquiring an office or commercial premises is a strategic decision. A hasty analysis can lead to penalties, the inability to open your business, or costly litigation. It is therefore essential to carry out real estate due diligence.

This term refers to a preventive investigation and audit process carried out before signing any contract. Its purpose is to identify potential legal, technical, and tax risks associated with the property so that you can make an informed decision.

Land Registry and Cadastral Checks

The first step is to go to the Registro de la Propiedad (Land Registry) to obtain a nota simple (land registry extract). This document confirms who the true owner is, whether the property has cargas y gravámenes (charges and encumbrances) such as mortgages, seizures, or easements, and provides its official description.

Often, the data in the Registro does not match the data in the Catastro (Cadastre) or the physical reality of the property. These discrepancies can block financing or delay the transaction for months while they are rectified, affecting your business plan.

Planning and Administrative Status

This is perhaps the most critical point for a commercial property. You must ensure that it has the first occupation licence and, most importantly, the activity licence that authorises the specific use you require (office, shop, restaurant, etc.).

Imagine leasing a ground-floor commercial unit to open a restaurant and, after signing the contract, discovering that the property lacks the required hospitality licence or an extractor flue approved by the community of owners. The result: premises you cannot use, with the obligation to continue paying rent.

Review of Contracts and Obligations

If the property is already leased, it is vital to study the current lease agreement. You will have to respect its conditions, including the duration and the agreed rent, which may limit or delay your own plans.

Furthermore, the statutes of the community of owners can impose significant restrictions: prohibiting certain commercial activities, limiting opening hours, or setting strict rules on the installation of signage and other elements on the façade.

Frequently Asked Questions about Property Checks

1. What exactly is an activity licence? It is the municipal permit that authorises a specific activity (commercial, industrial, service) to be carried out in a property. Without it, you cannot operate legally and are exposed to cease and desist orders and financial penalties.

2. Can I change the use of a premises from an office to a shop? It is possible, but it requires applying for a change of use from the local council. This process involves submitting a technical project and verifying that the change complies with planning and technical regulations, which can be a long and complex procedure.

3. What happens if I buy a premises with a tenant? As the new owner, you are subrogated to the position of the previous landlord. This means you must fully respect the existing lease agreement until it expires. The lawyers at the ARROWS International network in Spain can analyse the contract to inform you of your rights and obligations.

Potential Problems	How ARROWS (office@arws.eu) can help
Inadequate activity licence: Inability to open the business or penalties for operating without the correct permit.	Licence verification: We check that the property has the necessary permits for your project and help you obtain any that are missing.
Hidden land registry charges: Acquiring a property with an undeclared mortgage, seizure, or easement that limits its use or value.	Land registry due diligence: We conduct a thorough study at the Registro de la Propiedad to identify registered charges and other reviewable contingencies before you commit.
Restrictions in the statutes of the community of owners: Prohibitions on installing extractor flues, putting up signage, or carrying out works necessary for your business.	Document review: We analyse the statutes and minutes of the community of owners to identify any rules that could affect your business.
Discrepancies between the Land Registry and the Cadastre: Problems obtaining bank finance, delays at the notary, or disputes over the property's actual area.	Rectification of discrepancies: We handle the coordination of technical and legal procedures to align the information and unblock the transaction.

Final Summary

The purchase or lease of commercial property is a transaction with implications that go far beyond the price. A superficial review of the documentation can lead to unforeseen costs, delays that jeopardise your business project, or, in the worst-case scenario, the total inability to use the property for its intended purpose.

A business owner or director cannot afford these mistakes. Having specialist legal advice from the outset is not a cost, but an investment in security and peace of mind. You can entrust the review of your next real estate transaction to the lawyers of the ARROWS International network in Spain to avoid surprises and ensure your investment is sound.

If you are considering acquiring or leasing an office or business premises, do not hesitate to contact the ARROWS International network in Madrid via office@arws.eu.

Frequently Asked Questions about Commercial Property

1. What taxes are paid when buying a commercial property in 2026? If the seller is a business or professional, the transaction is usually subject to VAT (generally 21%) and Impuesto sobre Actos Jurídicos Documentados (AJD) (Stamp Duty). If the seller is an individual, the Impuesto sobre Transmisiones Patrimoniales (ITP) (Property Transfer Tax) applies, the rate of which varies depending on the autonomous community. In addition, the seller must pay the plusvalía municipal (municipal capital gains tax).

2. Do I need a lawyer if the signing is already done before a notary? Yes, their roles are different and complementary. The notary publicly attests to the act and verifies its formal legality but does not defend the specific interests of one of the parties. Your lawyer, on the other hand, ensures that the contract clauses benefit you, carries out the prior due diligence, and protects your negotiating position.

3. How long does a real estate due diligence take? It depends on the complexity of the property and the efficiency of the public authorities. A standard analysis can take between two and four weeks. This is a timeframe you should factor into your investment schedule to avoid making hasty decisions due to lack of time.

4. What is the Energy Performance Certificate? It is a mandatory document, regulated by European and Spanish law, which rates the energy consumption and CO₂ emissions of a property. The owner is obliged to have it in order to sell or lease the premises, and must provide it to the buyer or show it to the tenant. Its absence can lead to penalties.

5. Is it better to buy or lease an office? From a legal and business perspective, there is no single answer. Buying offers full control and an asset on the balance sheet but requires a large initial investment and is less flexible. Leasing offers flexibility to grow or relocate and requires less outlay, but it subjects you to the owner's decisions and the renewal of the contract.

6. How can the ARROWS International network help me if my transaction has an international component? If your investment company is foreign or if you need to coordinate the transaction with advisors in another country, the structure of the ARROWS International network facilitates centralised and seamless management. The ARROWS International network in Madrid collaborates with other firms in the network to offer a coherent service tailored to the needs of global businesses.

Disclaimer

Official sources reviewed

BOE consolidated legislation cited, the Spanish Tax Agency and, depending on the subject, the College of Registrars and applicable regional and municipal rules. Editorial review completed on 5 October 2026.

Disclaimer: The information contained in this article is for general informational purposes only and serves as basic guidance on the subject according to the legal situation in 2026. Although we take the utmost care to ensure the accuracy of the content, regulations and their interpretation evolve over time. ARROWS advokátní kancelář, the head of the ARROWS International network, is registered with the Czech Bar Association (its supervisory body) and holds professional indemnity insurance with a limit of CZK 400,000,000. To verify the current regulations and their application to your specific situation, please contact the ARROWS International network in Spain directly (office@arws.eu). We do not assume liability for any damages arising from the use of the information in this article without prior individual legal consultation.