SLOVENIA Law and Practice Contributed by: Blaž Ogorevc, Miha Štravs and Blaž Murko, Odvetniki Šelih & partnerji, o.p., d.o.o.
son. As regards CIT, any profit (or loss) from the deal counts towards the total profit of the legal entity. Corporate income is taxed at 19% of the legal entity’s profit. As regards income tax on capital gains, natural persons are taxed based on capital gains and the capital holding period. The tax rate, which first amounts to 25% of the difference between the value of the capital at the time of disposal and the value of the capital at the time of acquisition, decreases over the years of ownership, ie, it amounts to 20% after five years of ownership and 15% after ten years of ownership. After 15 years of ownership, the transaction is exempt from tax on capital gains. The above-mentioned taxes are also triggered by partial ownership transfer. 2.11 Legal Restrictions on Foreign Investors Foreign investors are classified into the follow - ing groups as regards the possibility of acquiring real estate in Slovenia. • Foreign investors that can acquire real estate without legal restrictions: legal entities and citizens of the EU, OECD and EFTA. Some additional cases are foreseen for natural per - sons, eg, Slovene status, inheritance. • Foreign investors that can acquire real estate on the basis of a legal transaction, inherit - ance or decision of a public authority, under the condition of reciprocity: legal entities and citizens of candidate countries for EU mem - bership. • Foreign investors that cannot acquire real estate or can only acquire it based on inherit - ance under the condition of reciprocity: legal entities and citizens from all other countries that do not fall into any of the groups listed above.
The restrictions described above are somewhat alleviated, as it is possible for foreign inves - tors to obtain real estate through legal entities established in countries with no legal restrictions applicable to them.
3. Real Estate Finance 3.1 Financing Acquisitions of Commercial Real Estate
Acquisitions of commercial real estate are in many cases financed by both debt and equity, whereby the ratio between the two depends on the characteristics of each individual acquisition. Nevertheless, in order to acquire debt financing from lenders, investors are usually required to ensure sufficient equity. Large real estate port - folios or companies holding real estate are often financed by syndicated loans of different lend - ers, which may be not only Slovenian lending institutions, but also foreign. 3.2 Typical Security Created by Commercial Investors The most typical security created by commercial real estate investors borrowing funds to acquire or develop real estate is a mortgage. A special type of mortgage, which is also very common, is a maximum mortgage, where all existing and future claims arising from specific business rela - tionships are secured by the same mortgage on real estate up to a specific amount. In addition to mortgages, security is sometimes also given in the form of pledges on movable property, secu - rities, company’s business shares, receivables and bank deposits, guarantees, etc. 3.3 Restrictions on Granting Security Over Real Estate to Foreign Lenders Generally, there are no restrictions on granting security over real estate to foreign lenders, nor
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