Castile and Leon Commercial Landlord-Tenant Laws: REQUIRED DISCLOSURES

Commercial leasing in Castile and Leon is defined by the principle of "Autonomy of Will" established in Article 4.3 of the Spanish Urban Leases Act (Ley 29/1994, de 24 de noviembre, de Arrendamientos Urbanos), which became effective on 1 January 1995. Unlike residential rentals, where tenant protections are largely mandatory, commercial parties have significant freedom to define their own disclosure requirements within the contract.

1. The Primacy of the Contract (Art. 4.3 LAU)

In Castile and Leon, commercial leases (arrendamientos para uso distinto del de vivienda) are governed primarily by the specific terms agreed upon by the landlord and tenant.

• Contractual Freedom: There is no broad statutory list of "material facts" that a landlord must disclose by law. Instead, the specific disclosure obligations are those stipulated in the written lease agreement.
• Title III of the LAU: This section provides a default legal framework for commercial leases, but all of its provisions (Articles 29-35) can be entirely waived or modified by the parties.
• Mandatory Provisions: Notwithstanding contractual freedom, Title I and Title IV of the LAU are mandatory. This includes the requirement under Article 36 to provide a cash deposit (fianza) equivalent to two months' rent.
• Civil Code Integration: In the absence of a specific contract clause or LAU provision, the Spanish Civil Code applies subsidiarily, requiring the landlord to deliver the property in a condition suitable for its intended commercial use.

2. Mandatory Disclosures and Contractual Requirements

Despite the freedom of contract, certain administrative disclosures and contractual validity rules apply to commercial properties in cities like Valladolid, Burgos, or León:

• Energy Performance Certificate (CEE): Under Royal Decree 390/2021, landlords must hold a valid CEE and disclose the property's energy rating in any advertisement or listing. A copy must be provided to the tenant upon signing.
• Hidden Defects (Vicios Ocultos): Under Article 1553 of the Civil Code (which applies the standards of Article 1484 to lease agreements), landlords are liable for hidden defects that render the property unfit for its intended use, even if they were unaware of them at the time of signing, unless liability is explicitly limited in the contract.
• Community Expenses and Taxes: If the landlord intends to pass on building community fees or the Property Tax (IBI) to the tenant, the contract must specify the exact amount of these charges at the date of signing. This is a requirement for the validity of the clause under Article 1273 of the Civil Code (determination of price), rather than an administrative mandate.

3. Municipal Licenses and Zoning

A critical disclosure in Castile and Leon often involves the property's zoning and previous licensing status.

• While the landlord must deliver a property "fit for use," the responsibility for obtaining a specific Opening License (Licencia de Apertura) usually falls on the tenant.
• Professional landlords typically disclose the current "urbanistic use" of the premises to ensure the tenant's intended activity is permitted by the local City Hall (Ayuntamiento).

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