
Traspaso in Spain: a fast entry into business
Reading time: ~3–4 minutes
In Spain, there is a specific and largely unique way to enter small and medium-sized businesses — traspaso. For some, it is the fastest route to launching a commercial activity; for others, it can become a source of unexpected costs and legal risks.
For traspaso to be an effective entry tool, it is essential to clearly understand:
• what exactly you acquire in the transaction,
• how it is structured legally,
• and where investors most commonly make mistakes.
What is traspaso and how it differs from buying a business or starting from scratch
Traspaso (Spanish for “transfer”) is neither the purchase of a company nor the purchase of real estate. It is the transfer of the right to lease a premises and the right to carry out a specific commercial activity within it.
A key point that is often overlooked:
• you do not acquire the previous owner’s legal entity,
• you do not acquire the company’s brand.
A simple example: a restaurant called “Siesta” operates in a premises. The legal entity is Siesta S.L.
In a traspaso transaction: you do not buy Siesta S.L., you acquire the leasehold rights to the premises, and the right to operate a restaurant in that location.
The business continues under your own legal entity, with a new owner and new responsibilities.
This is the fundamental difference between traspaso and the traditional acquisition of a business together with its company.
Starting a business from scratch follows the classic route: finding a vacant unit, renovating it, applying for a new licencia de actividad from the municipality (which is no longer available for all business types), waiting for approvals, and only then launching operations.
When traspaso is not a choice, but a necessity
In Barcelona and other major Spanish cities, moratoriums on new licenses are in place, particularly in the hospitality sector:
• bars
• cafés
• restaurants
In many central districts, new licenses are simply not issued. This means that opening a restaurant “from zero” is impossible — traspaso becomes the only entry point.
This is why traspaso remains in demand regardless of market cycles: when licenses are unavailable, there is no alternative.
In other sectors (such as hair salons or service studios), there may be no moratorium. In those cases, entrepreneurs can choose between: starting from scratch, or acquiring an existing traspaso for a faster launch.
Key advantages of traspaso
1. Fast market entry
In many cases, operations can begin almost immediately after closing — without months of waiting for permits.
2. Existing license
One of the most valuable assets of a traspaso, especially in restricted areas.
3. Ready-to-use premises and equipment
Often transferred “as is”: kitchen, furniture, equipment, fittings.
4. In some cases — staff and client base
Less common and always subject to agreement, but when included, it significantly accelerates revenue generation.
5. Simplified bureaucracy
Formally, the license is transferred to the new owner, allowing the business to operate while documentation is being processed.
What is typically included in a traspaso
Most traspaso transactions include:
• leasehold rights to the premise
• an active operating licens
• equipment and inventory
Less frequently:
• customer base
• staff
It is important to understand that the property remains owned by the landlord. You become the new tenant, not the property owner.
How a traspaso transaction works in practice
1. Price negotiation
Traspaso prices vary widely depending on:
• location
• type of license
• size
• condition of the premises
• zoning and district restrictions
In practice, prices may start at €30,000–50,000 for small units and reach €500,000–700,000 for restaurants in prime locations. In some cases, asking prices can approach €1 million.
Unlike commercial property transactions, traspaso prices are almost always negotiable, especially if the price is inflated or the equipment lacks real value.
2. Defining the transaction scope
The parties agree on what is included and what remains with the previous owner.
3. Deposit
Typically 5–10% of the agreed traspaso price.
4. Reservation agreement and due diligence
A reservation agreement is signed, allowing time to review the lease, the license, and the compliance of the premises with the intended activity.
A critical element is landlord consent, including:
• whether traspaso is permitted under the lease
• whether rent revision is possible
• deposit (fianza) amount and terms
• duration of the new lease
5. License verification
If the license is problematic or cannot be reassigned, the transaction loses its purpose.
6. Signing the traspaso agreement
After successful checks, the main agreement is signed and the business is officially transferred.
Starting from scratch vs. traspaso: which is better?
Traspaso is optimal when licenses are unavailable, speed is critical, and the location and format meet your needs.
Starting from scratch makes sense when there is no moratorium, you want a fully customized concept, and you are prepared for renovation and waiting periods.
In practice, a third scenario is common in Barcelona: purchasing a traspaso primarily for the license and location, while everything else is stripped out and rebuilt under a new concept.
Key risks of traspaso
• inflated pricing driven by location
• equipment with little or no real value
• additional renovation costs
• reputation of the previous business (reviews, brand perception)
This is why pre-transaction due diligence is critical — and where inexperienced investors most often lose money.
How relevant is traspaso today?
Traspaso is not a trend or a temporary solution. It is a well-established mechanism of the Spanish market and will remain in demand, especially under licensing restrictions and as a fast entry route into business.
When properly assessed, traspaso allows investors to enter the market quickly, legally, and in the right location.
For this reason, in the premium segment, traspaso must always be supported by legal due diligence, lease analysis, and a realistic assessment of the investment logic.
At Estate Barcelona, we guide clients through every aspect of traspaso: conducting all necessary checks, structuring secure and advantageous terms, and managing the entire process turnkey.
With us, investing in business is simpler and safer.
Contact our experts to arrange a personalized consultation.
