Advisory firms describe what they are able to do. It is a longer list than what they actually do, and the gap between the two is where most of the disappointment in professional services lives. A family office weighing an introduction is better served by knowing what genuinely arrives on the desk, in what shapes and at what sizes, than by a capability statement that covers every jurisdiction on the map.
So this is the honest inventory. Four kinds of file account for almost everything: asset management, cross border holding structures, real estate transactions from one million euros upward, and the Canary Islands special zone, on its own conditions, as a low tax entry into the European Union beneath a Dutch holding. They overlap constantly, which is the point. A file that arrives as one of the four usually turns out to contain at least two.
The one million entry point, and why it exists
The real estate threshold is one million euros. It is a threshold Montclare sets for its own files rather than anything the law imposes, and it is not a statement about who is worth advising. It is arithmetic about when structuring stops being an overhead and starts being the thing that decides the outcome.
Below that level the structural questions are usually answerable by the local adviser in the country where the property sits, and adding a cross border layer costs more than it returns. Notarial fees, the annual accounts that article 394 of Book 2 of the Burgerlijk Wetboek requires a Dutch legal person to file with the trade register within eight days of adoption and in any event no later than twelve months after the end of the financial year, the transfer pricing information that article 8b of the Wet op de vennootschapsbelasting 1969 requires affiliated companies to keep in their administration for their intragroup dealings whatever the size of those dealings, substance that has to be real rather than declared: these are broadly fixed costs, and against a small asset they consume the benefit they were meant to create.
Above it, the position changes character. The tax treatment of the acquisition, the holding structure, the financing and the eventual disposal begin to move numbers larger than the cost of getting them right, and the decisions interlock in ways that a single jurisdiction adviser cannot see from where they stand. That is the point at which the file belongs on a cross border desk rather than a domestic one.
Cross border holding structures
The most common file is a Dutch holding layer above an existing structure. A family or an entrepreneur already owns operating companies, property or portfolio positions in one or more countries, and needs a European entity above them for governance, treaty access, orderly exit, or all three.
The work is holding design, treaty positioning, substance and governance, and exit strategy. It includes how the general limit on interest deduction shapes the right level of debt in the structure, which is a question most clients arrive without having asked. Under article 15b of the Wet op de vennootschapsbelasting 1969 the balance of interest paid over interest received is left out of deduction to the extent it exceeds the higher of two amounts, 24.5 per cent of the corrected profit, which is the taxable profit with depreciation, write downs and that same interest balance added back, or one million euros in the year, a fixed allowance internal to the interest rule that has nothing to do with the entry point described above. What falls outside deduction in one year is carried forward to later years rather than lost.
That rule has moved. It entered Dutch law to implement the European Union directive against tax avoidance practices, and the implementing act as published in the Staatsblad set the percentage at 30 rather than 24.5, against the same one million euros. So shareholder debt that was appropriate when it was drawn can become partly non deductible without anything in the structure itself having changed, and the modelling has to be done against the rule in force rather than the rule that applied at the time.
These files are rarely urgent when they arrive and almost always urgent later. A holding layer designed before a transaction is a design exercise. The same layer designed during a transaction is a repair carried out under a deadline set by someone else.
Asset management, and what it means here
Asset management on this desk means the structural and fiscal treatment of a portfolio rather than the running of it. Montclare is not a regulated investment manager and does not manage discretionary portfolios. Where investment management is required it is carried out by licensed asset managers, selected per mandate; in the Netherlands article 2:96 of the Wet op het financieel toezicht prohibits providing investment services or carrying on investment activities without a licence granted for that purpose by the Autoriteit Financiële Markten.
What comes to the desk is the layer around that: how the portfolio is held, in which entity, in which jurisdiction, with what consequences for withholding and for the residence of each family member entitled to the income. Whether the participation exemption reaches the holding at all is a separate question with conditions of its own, because article 13 of the Wet op de vennootschapsbelasting 1969 asks for an interest of at least 5 per cent of the paid up nominal capital and then, in its ninth and eleventh paragraphs, withholds the exemption from a participation held as an investment unless that participation is subject to a profits tax amounting to a real levy by Dutch standards or its assets consist for less than half of low taxed passive investments. Families with beneficiaries in several countries discover that this analysis is not settled at incorporation; it changes each time one of them moves.
The recurring error is treating the holding decision as an accounting detail once the investment decision has been made. In cross border positions the holding decision governs the withholding suffered on the income and whether that exemption is available on it at all, and neither of those follows from how the portfolio itself is run.
An acquisition mandate, and the question behind it
A recent mandate involved a family office in northern Europe evaluating a residential or hotel asset in Spain in the three to twenty million euro range. The brief, as it arrived, was to help choose between the candidates.
The real question was not which asset to buy. It was whether the full position made sense once tax, structure, financing and exit were included. The candidates looked different on a yield comparison and considerably less different once the acquisition tax treatment, the holding chain, the debt capacity and the disposal route were priced into each. One of them, on the numbers that mattered, did not survive that comparison.
That is the shape of most acquisition work here. The client arrives with a selection problem and leaves having answered a structuring problem, because the selection cannot be made honestly until the structure is priced. Advisers who answer only the question as asked are of limited use at this size, and the family office that made the introduction generally knows it.
It also explains why a mandate sometimes concludes that none of the candidates is acquired. A mandate that ends with no transaction is not a failed mandate, and treating it as one is how advisers end up presenting the least bad option in a set that should have been rejected entirely.
Financing: framing, credit file, placement
On financing the desk does three things. It frames the investment so that a lender can read it, prepares the credit file, and places it with licensed lenders and investors. The coverage is acquisition, development, bridge and refinancing. Montclare does not lend directly, and does not take a position in the transactions it places.
The work that determines the outcome is the framing. Files that are declined are usually declined for presentation rather than for credit: the structure is unclear, the source of equity is undocumented, the exit is asserted rather than evidenced, or the borrower entity has no history a credit committee can read. None of these are problems with the underlying asset, and all of them are fixable before the first approach rather than after the first refusal.
Placing a file that has already been refused once is materially harder than placing a file that has not been shown. That is the practical reason the framing comes before the introductions, and not the other way round.
The Canary Islands gateway beneath a Dutch holding
The fourth file type is the Canary Islands special zone. Under Title V of Ley 19/1994, article 42 of that law applies the special corporate income tax rate not to a registered entity’s profit at large but to the part of the taxable base corresponding to the operations it carries out materially and effectively within the geographic scope of the zone, and article 43 fixes that rate at 4 per cent.
The conditions are the whole of the analysis. The regime reaches only newly created legal persons and branches entered in the zone’s official register, and article 31 makes that entry depend on the registered office and the seat of effective management lying inside the zone, on at least one administrator or legal representative residing in the Canary Islands, on a corporate purpose drawn from the list of activities annexed to the law, on a minimum investment in fixed assets within the first two years, on the creation of a minimum number of jobs within six months of registration and the maintenance of that average headcount throughout, and on a descriptive memorandum of the intended activities that binds the entity once it is filed. The investment and the headcount minimums are not single figures: they are set higher for Gran Canaria and Tenerife than for the smaller islands.
The benefit is capped as well as conditioned. Article 44 applies the special rate to the lower of the qualifying proportion its own formula produces and a ceiling that starts at 1.8 million euros of taxable base for an entity meeting the minimum job creation and rises by 500,000 euros for each job above that minimum up to fifty, and in no case may the resulting reduction in the tax charge exceed 30 per cent of the entity’s net turnover. Article 29 then ties the life of the regime to the European Union state aid framework, allowing the incentives to be enjoyed for the six years following the end of the block exemption regulation they rest on, with any extension depending on the state aid rules applicable to the Canary Islands and the whole regime conditional on the European Commission’s periodic reviews. Beneath a Dutch holding, and for an entity that meets those conditions and goes on meeting them, it functions as a low tax entry point into the European Union.
That is why this file type is as much operational as it is fiscal. A regime built on real presence, real investment and real people has to be evidenced on the islands year after year rather than asserted once, and a structure administered from another country does not produce that evidence.
How the four types collapse into one file
Presented as a list, the four look like separate services. In practice a single mandate touches three of them within a month, and the sequence is nearly always the same. A client arrives with a real estate question, which forces a holding question, which forces a financing question, and the eventual disposal route determines which answer to the first two was correct.
That is why the four sit on one desk rather than in four departments. Split them and each specialist optimises their own leg: the property adviser finds the best asset, the structuring adviser builds the cleanest chain, the financing adviser secures the cheapest debt, and the combination is worse than any of them would have designed alone. The classic outcome is a structure that is efficient on income and punitive on exit, discovered by the client at the moment they want to sell.
Working the four together means accepting a slower start. The first weeks of a mandate produce no document the client can point to, because they are spent establishing what the position has to survive: a change of residence by a family member, a sale in seven years, a lender who will want security over shares rather than over the asset, a next generation who may want out. Structures designed against those constraints look identical on day one to structures designed without them. They stop looking identical at the first event.
What does not cross the desk
Some things do not arrive, and it is worth being explicit. Montclare is not a law firm, an accounting practice, a lender or a regulated investment manager, and never holds, pools or moves client funds. Litigation, arbitration, luxury asset finance and security work are outside the perimeter entirely.
Nor does every file inside the perimeter get taken. The firm is a boutique by design, built on quality over quantity, under a premise of confidentiality and discretion: a small number of mandates, each with genuine attention, rather than volume. Capacity is a real constraint and is stated at the introduction rather than discovered later.
What the inventory shows, taken together, is a narrow desk. Four file types, one platform jurisdiction, a stated floor and a stated perimeter. Narrow is the correct shape for this work, because the errors in cross border structuring are not errors of breadth. They are errors made by people who had seen the situation twice rather than fifty times.
This article is informational. It does not constitute investment advice, an offer, or an invitation to invest, and it is not a financial promotion. Regulated activities are carried out only by appropriately licensed parties.