How intermediary payment structures may be weakening bank vigilance and buyer protection in Spain
In off-plan property litigation, one of the most troubling developments we are seeing with increasing frequency is the use of interposed structures to distance purchasers’ funds from the legal protections that should apply to them.
These are not merely technical mechanisms. In many cases, they appear to form part of a deliberate strategy designed to break the chain of accountability and, ultimately, to eliminate the liability of the banks where purchasers’ funds were deposited.
This is a deeply concerning practice, and one that, in our view, must be openly identified, examined, and challenged.
A growing problem in recent cases
What is particularly alarming is that this is not simply a legacy issue from past developments. It is a practice we are seeing more and more frequently in recent cases.
Funds are routed through third parties, related companies, agents, or entities other than the formal developer. Payment structures are designed to create distance between the purchaser, the developer, and the bank receiving the money.
The objective is often clear: to make it easier later to argue that the protections traditionally available in off-plan cases do not apply, and that the bank receiving the funds should bear no responsibility.
A troubling loophole in recent case law
Part of the concern lies in the way recent Supreme Court case law operates in practice.
Supreme Court holds that a bank does not incur liability under Article 1.2 of Law 57/1968 where the payments were made into the developer’s account not by the buyer, but by a third-party limited company acting as intermediary, and where the bank could not be said to know that the payments were protected advance deposits. The Court expressly states that payment through an intermediary was decisive in excluding the bank’s capacity of control, and that requiring more would amount to an inquisitorial task not legally required of the depositary bank.
This matters because Law 57/1968 was designed to do the opposite. It required advance payments to be received through a bank or savings institution and deposited in a special account, and it placed responsibility on the bank to require the legally mandated guarantee when opening that account.
In our view, some promoters(banks are taking advantage of that loophole. If the intervention of an intermediary can weaken traceability, it can also weaken the bank’s exposure. That creates an obvious incentive to structure payments in precisely that way.
Why this deserves closer scrutiny
After many years of working with off-plan contracts, guarantee systems, payment routes, and bank liability claims, one thing becomes very clear: these arrangements are rarely neutral in their effect.
They can obscure the destination of purchasers’ funds, complicate accountability, and weaken the practical protection that the legal framework was intended to provide.
That is why they deserve closer scrutiny — not only from claimants, but also from lawyers, judges, and the wider sector.
A matter of awareness
These arrangements do not merely create legal complexity. They can have serious consequences for buyers who believed their money was protected and later discover that the structure of the transaction is being used against them.
For that reason, this issue should be discussed more openly.
Interposed structures should not be treated as routine or harmless where their real effect is to separate purchasers’ funds from the legal safeguards that were supposed to protect them.
A particularly troubling development
What is especially worrying is that some of these arrangements appear to pass without the level of scrutiny they clearly require.
Where there are signs of artificial interposition or attempts to separate purchasers’ funds from the legal framework intended to protect them, those issues should be examined carefully and without complacency.
Professional caution is important. But so is professional vigilance.
Why experience matters
Cases of this kind require much more than a superficial reading of the paperwork. They require a clear understanding of how off-plan transactions are structured in practice, how guarantees should operate, how payment systems are used, and how liability may be displaced through carefully designed arrangements.
With more than 20 years of work in this field, our view is simple: these practices should not be normalised, and they should not go unchallenged.
If you would like a second opinion on your case, we would be happy to assist.
This content has been prepared with the assistance of artificial intelligence and reviewed by María Luisa de Castro, a lawyer specialising in Real Estate Law and founder of CostaLuz Lawyers.
The information provided is general and indicative in nature. It should not be used as the sole basis for making professional, legal or investment decisions, and CostaLuz Lawyers assumes no responsibility for decisions taken solely on the basis of this content.
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Well said! If loopholes are not closed and those who use them for their own means are not held to account, how is there to be any trust in financial institutions and the legal framework ongoing forward. Thankfully, there are teams like yours that are willing to high-light the issues and drive positive changes.
Thank you very much for your kind words.
We started this journey many years ago, and we prevailed—but it is a real shame to see how case law has since created artificial gaps that are now being exploited by everyone except the buyer, who was in fact the most protected party under the spirit of the law.
That said, we remain committed to addressing these issues, just as we have always done.
Warm regards,
María