Some considerations around a unitary regulation of real rights of preferred adquisition in Civil Code of Catalonia

Abstract

This study advocates for the establishment of a comprehensive regulatory framework for rights of first refusal with a proprietary nature in the Civil Code of Catalonia. The objective is to streamline the existing legal provisions dedicated, on the one hand, to voluntary rights of first refusal and re-purchase, and, on the other hand, to specific rights of first refusal and repurchase arising from both legal and voluntary sources. This structure results in certain redundancies, and it also gives rise to uncertainties. Within this framework, the study specifies what aspects should be included in this unified regulation, which mainly concern the triggers and conditions governing the exercise of such rights, the prerequisites for said exercise and the proprietary effects thereof. The latter requires drawing a distinction between the proprietary effect of the preference and that of the right to acquire that both the right of first refusal and the right to repurchase grant their holders.