One of the executives of the Ibex by paternal appointment, Rafael del Pino, third Spanish fortune, has spent years channeling his investments through the Netherlands and says that he has four priorities in life: “Friends, family, health and work”
“Facing Rafa is not easy. It’s like going to war against the United States.” This is how Astrid Gil-Casares, ex-wife of the president and largest shareholder of Ferrovial, Rafael del Pino, spoke in 2017 in an interview with Vanity Fair given by the now screenwriter, writer, occasional actress and healthy products businesswoman, after her stormy and millionaire divorce with the Madrid businessman.

As he is elusive with the press, Gil-Casares’ words are relevant now that Del Pino’s name is on everyone’s lips after the surprising decision, announced on Tuesday, to move the headquarters of the Spanish multinational to the Netherlands, known for being one of the large tax strainers in the EU, with a view to listing on Wall Street.
To speak of Rafael del Pino Calvo-Sotelo (Madrid, 1958) is to speak of one of the greatest fortunes in Spain and one of the main businessmen of the Ibex 35. According to the latest Forbes list, he is the third largest Spanish fortune, with an estimated net worth of 3,800 million euros. The latest ranking of the rich in El Mundo places him, along with his four brothers, also as the third richest in the country, with a joint heritage of 9,570 million.

The president of the construction company is the largest shareholder of Ferrovial. Together with two of his brothers (Leopoldo and María del Pino) he controls almost 33% of the group. He leads a giant with close to 35,000 employees and more than 7,500 million in income that manages concessions for airports, highways, prisons or waste treatment plants, among many other businesses. The construction leg continues to represent more than 85% of its turnover.

Ferrovial, which assures that it will “maintain its roots” in Spain, has linked the decision to move its headquarters to the Netherlands to the growing weight of its international activity, which already concentrates 86% of its assets. Also to the existence of a “stable legal framework” in the Netherlands. The announcement has caused the government to leave in a storm. The First Vice President and Minister of Economy, Nadia Calviño, has criticized the “erroneous” decision of a company that “owes everything to Spain, which has grown thanks to public investments financed by all Spanish citizens.” Vice President Yolanda Díaz has already asked the Economy to take action on the matter and prevent the transfer.

The Government believes “it is paradoxical that this possible decision is announced at a time of significant attraction of foreign investment and confidence of foreign investors and companies in our country, and with an unprecedented process of public investment and modernization underway in the sectors in which the Ferrovial group is present”. And the PP, which says it “respects” the construction company’s decision, is already talking about a risk of “contagion” that other Ibex companies say they don’t even consider.

The group’s shareholders have yet to give their approval to this move, for which the TCI fund (owner of 6.4% of Ferrovial) has already advanced its support. Ferrovial has said that the operation will not go ahead if the compensation to shareholders who want to exercise the well-known right of separation exceeds 500 million. At current prices, it would be enough for 2.5% of Ferrovial’s capital to oppose it.

The Netherlands is a destination that Rafael del Pino knows very well. Ferrovial transferred there in 2019 from London, as a consequence of Brexit, the international business that had been carried out of Spain in 2015. And Del Pino himself has channeled his participation in Ferrovial for years through a Dutch company, Rijn Capital BV. With it, he controls his 20.25% of the construction company. He created it after the rearrangement of the family stake and the dissolution of the holding Portman Baela, the instrumental in which the Del Pino family historically had its stake in Ferrovial.

The president of the construction company controlled that company together with his brothers and his mother through another Dutch company, Sobla Beleggingen BV. Two of his brothers, Leopoldo (former director of the group and owner of 4.15%) and Fernando del Pino, also have several sicavs in Luxembourg, another of the low-tax territories favored by the wealthy Spaniards.

Other large Spanish estates, such as the Entrecanales (Acciona), the Grifols, the Carcellers (Damm) or the Carulla (Gallina Blanca) also use Dutch holding companies to control their companies. For decades the political family of the former European commissioner and former PP minister Miguel Arias Cañete has had a holding company there that was classified years ago as a “front company” by the Spanish Tax Agency.

But the Ferrovial thing is something else: an unprecedented movement in Spain, reminiscent (due to its geographical proximity) of the one carried out a few years ago

Rafael del Pino renewed his position as president of Ferrovial a little less than a year ago with the opposition of several large funds that opposed his re-election as director because they considered that there is too much concentration of power in the company. He has also had his ups and downs with his brother Leopoldo, who, after leaving the group’s board, already four years ago demanded the departure of two trusted men of Rafael del Pino from the Ferrovial board, Joaquín Ayuso and Santiago Bergareche, and in 2021 rejected in a letter that made public the renewal of José Fernando Sánchez-Junco. This historic director linked to the explosives manufacturer Maxam who for years appeared as an independent on the group’s board despite billing him millions in amounts, in an obvious conflict of interest.

Rafael del Pino became the highest paid executive on the Ibex in 2016. That exercise pocketed 15.2 million in a single year, practically triple that of 2015, due to the liquidation of a remuneration plan through options started in 2008, after the company reduced its benefits by 47%.

Personally, the executive, father of six children, had to face the tragedy he experienced in 1998. At only 40 years old and with three minor children, he was widowed after the death of his then wife, Cristina Fernández-Fontecha and Torres del Pino, sailing through the waters of the Balearic Islands aboard a yacht.

In May 2020, in full confinement, in one of the few interviews he has given (in El País), Del Pino urged the Government to accelerate the de-escalation and cut taxes and thus defined his priorities: “Friends, family, health and work ”. Now, he intends to do it by taking the heart of his business to the Netherlands.