Morgan & Morgan Legal provided legal counsel to Inversiones Inmobiliarias Casas Grandes, S.A. (“Casas Grandes”), as sponsor, in the constitution and registration before the Superintendence of the Securities Market of Panama (the Superintendencia del Mercado de Valores or “SMV”), of FIDEICOMISO INMOBILIARIO CASAS GRANDES, as a Sociedad de Inversión Inmobiliaria (the Panamanian equivalent of a Real Estate Investment Trust or “REIT”) in compliance with the requirements to enjoy the special tax regime set forth in paragraph 2 of article 706 of Panama’s Tax Code. For said purpose, Morgan & Morgan Legal provided advice to Casas Grandes in registering with the SMV, the placing of its Participation Quotas through the Latinamerican Stock Exchange, S.A. (the Bolsa Latinoamericana de Valores, S.A. or “Latinex”) and registering with the General Revenue Office (the Dirección General de Ingresos or “DGI”) of the Ministry of Economy and Finance. The REIT was authorized by the SMV to publicly offer up to 10,000,00 of its Participation Quotas, and, as of this date, has offered through Latinex 81,600 Series A Participation Quotas.
REIT’s that comply with the above mentioned requirements of registration before the SMV, Latinex and DGI, among other additional conditions, are exempt from the payment of income tax at the corporate level. Shareholders of a REIT pay income tax on distributions received from the REIT at the rates set forth in the Tax Code. However, all REITs are required to withhold 10% of amounts distributed to shareholders in the form of advanced income tax, which withholding the shareholder of a REIT may decide to consider as the definite and final income tax to be paid for the received distribution.
Insignia Financial Advisors acted as arranger. MMG Bank Corporation acted as Payment and Transfer Agent, Custodian and Placement Agent of the REIT and FIM Trust, S.A., acted as trustee.
Partners Ricardo Arias and Ana Carolina Castillo, and international associate Miguel Arias M, participated in this transaction.