Rafael del Pino, Ferrovial’s largest shareholder and chairman, spoke publicly for the first time after the company announced plans to relocate its headquarters from Spain to the Netherlands. He affirmed in clear terms that Ferrovial remains a Spanish company in spirit and operation. The group will continue its activity in Spain, maintain employment levels, pursue existing projects, uphold its investment plan, pay taxes, and keep its listing on Spanish stock exchanges. Spain has always been a core country for Ferrovial, and the leadership reaffirmed there is no intention to abandon it.
Following the initial controversy, the President of Ferrovial addressed the General Assembly. He described the headquarters shift as part of the European Union framework that protects freedom of establishment, highlighting that this freedom is central to the EU’s essence.
Del Pino noted that more than 90 percent of Ferrovial’s equity value now derives from international operations. He pointed out that the majority of institutional investors are international and that about 75 percent of the company’s assets are located in North America.
He suggested that the corporate merger represents Ferrovial’s natural evolution to boost international growth, realign the corporate structure with its business model, improve access to financing, and bring the company closer to American investors.
Tax considerations after the relocation
The government suggested that the move to the Netherlands was driven by tax incentives. In response, the company’s leadership emphasized that there is no tax-driven operation. After the operation, Ferrovial will continue to contribute to Spain as it has since its inception. The administration cited that Ferrovial paid 282 million euros in taxes in Spain during 2022.
Del Pino added that Spanish and European courts recognize the existence of valid economic reasons for the move and that Ferrovial would operate under a tax neutrality regime for mergers, provided there are no tax advantages sought.
Outlook for the United States market
A core reason for considering the Netherlands as a listing hub is the smoother path to listing on U.S. exchanges. Del Pino described the approach as a proven route used by many European companies to access the United States markets quickly.
Officials from the Spanish Ministry of Economy, including the minister responsible for economic affairs, indicated that both Bolsas y Mercados Españoles and the National Securities Market Commission are evaluating any potential difficulties in direct access from Spain to the U.S. stock market. Ferrovial’s leadership acknowledged that the mechanism to be launched in New York is not a simple or short endeavor, and that timelines for both process and execution remain uncertain.