The complexities of documenting IP mortgage agreements in Spain

In Spain, if you want to register a patent pledge, it will be a complicated procedure. Unlike most countries, the registration of patent pledges in Spain is not carried out in the relevant department of the Intellectual Property Office, but needs to be registered in the special registration office of the Spanish Real Estate Department.

The following are the relevant procedures for registering a patent pledge in Spain:

• Record keeping procedures requirements
  • Notarization and Translation: In Spain, IP mortgage agreements must be notarized and recorded in the Special Movable Property Mortgage Register, rather than directly with the Spanish Patent and Trademark Office (PTO). Once the registration is completed, the Special Registry will notify the PTO.
  • Document and legal requirements: A notarized deed of mortgage established in accordance with the Hague Convention must be provided and translated into Spanish by a sworn translator. The original notarized document of the mortgage agreement must be submitted, which must detail the creditors, debtors, intellectual property rights, relevant licenses or authorizations, and the validity status of the intellectual property rights.
    • Specific legal requirements include: the notary must confirm that the signatory has the right to represent the company/bank, if there are multiple intellectual property rights as collateral, the loan security ratio must be clearly stated, if there are multiple creditors, the security ratio of each creditor must be clearly stated, non-litigation procedures in the event of non-payment must be planned and a Spanish representative must be appointed, the parties involved must provide a notice address in Spain, and provide a Spanish tax number.
    • An appraisal certificate issued by an authority such as a patent attorney, with the contract value being at least 75% of the appraisal value. The certificate must be valid for 6 months and there is no specific format requirement.
    • Stamp Duty Payment : The mortgage deed is subject to stamp duty and the parties involved will need to obtain a Spanish tax number and submit the original creation deed and its sworn translation certified under the Hague Convention.
    • Patent details : The official patent abstract must be extracted from the Spanish Patent and Trademark Office database, accompanied by a letter of authorization.
  • Registration submission method : Mortgage registration must be submitted at the Madrid Personal Property Registry. It cannot be applied for electronically and can only be submitted in person or by courier. After submission, the registry will notify the Spanish Patent and Trademark Office to update the record.
• In practice, the vast majority of foreign documents do not meet the legal requirements for patent pledges in Spain, so a special appendix is required to meet the Spanish legal requirements in order to effectively record the intellectual property pledge agreement in Spain.
• The official fee for the Spanish pledge registration will be charged in proportion to the amount of the mortgage liability, ranging from a maximum tax rate of 1.75% to a minimum of 0.30%. At the same time, 0.75% of the patent value must be paid as tax within 30 days after the mortgage contract is signed. In addition, a patent registration certificate fee of 17.87 euros is required.

Summary and service suggestions

Unlike other countries where patent pledge registrations can be easily recorded at the national patent and trademark office, the Spanish procedure is more complex, involving special registries and strict legal requirements. For clients who wish to record an IP pledge in Spain, we recommend planning the relevant legal paperwork in advance and seeking local professional help to optimize and accelerate the process.

Beijing Yezhima can use this information to provide clients with more targeted consulting services, especially when assisting clients with cross-border intellectual property guarantees to ensure compliance and efficiency. By mastering such complex procedures, we can effectively help clients conduct robust intellectual property operations in Spain and other countries with similar legal environments.