KenTheLandlord
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Exactly right. Basque clubs are notoriously hard work with, here are a couple of pieces illustrating this
Manchester United missed out on signing the Athletic Bilbao midfielder Ander Herrera not because the deal was hijacked by "imposters", but due to their failure to understand the complexities of Spanish buy-out clauses. The Guardian understands that the club were not prepared to risk testing the legal framework of the system and pulled out of the deal, later seeking to distance themselves from another unsuccessful bid by claiming the lawyers were "not acting on their behalf". Yet according to well-placed sources at the Spanish league, the three men who visited their offices were indeed working for United.
Rodrigo García Lucas, Alvaro Reig Gurrea and Guillermo Gutiérrez were photographed entering the league's offices on Monday afternoon, with less than 12 hours to go in the transfer window. The three men represent the Spanish law firm Laffer, which oversaw Bayern Munich's successful move for Javi Martínez. That deal was completed by paying the buyout clause, against the wishes ofAthletic Bilbao.
It is understood the lawyers had been instructed by United to attempt to find a resolution to the transfer and, according to sources at the Spanish league, did so with the formal authorisation from Manchester United.
Herrera's agents were not directly involved in the operation and nor were Athletic Bilbao; they later confirmed to the league that they would seek to block the move, refusing to accept the transfer of money.
The lawyers did not deposit the €36m stipulated in the clause and were not able to meet the necessary requirements as far as documentation was concerned but they did hold talks with league officials. They departed over an hour later citing "bureaucratic difficulties".
https://www.theguardian.com/football/2013/sep/03/ander-herrera-manchester-united
As a general piece and explaining the mechanics better
http://www.espnfc.co.uk/blogs/66/po...ses-add-fun-to-spain-premier-league-transfers
The solution was called the "cláusula de rescisión." In English, we tend to call it the "get-out" or "buyout" clause. It had existed in Spain for nearly 10 years, but post-Bosman, it became a way that nervous clubs thought they could assure themselves that a legal and financial Armageddon wasn't heading their way with players coming and going as they chose. The concept is that when a player signs for his new club, he and the club agree on a set fee (let's say 50 million euros) that, if paid, means the player is free to leave and his employers have no power to prevent his doing so.
Usually the buyout clause will be agreed with an actuarial relationship to the player's wages, length of contract and the cost of his purchase. If you are bought for 2.5 million euros, your buyout clause won't be 150 million euros and, equally, if you are about to hit the prime of your career, you've cost €70m to buy and the contract is for five years then don't expect the "cláusula de rescission" to be anything other than a substantial eight-figure sum.
So, here's the summary. Clubs could say to legal authorities, "Look! You don't have to intervene! The player, with his agent or lawyer, has voluntarily set the price of his own liberty -- it's workers' rights (of a sort)!"
To a certain extent, as Luis Figo showed when walking out on FC Barcelona in 2000 to join the Florentino Perez revolution at Real Madrid without a transfer transaction -- Madrid paid Figo's "cláusula de rescisión," which Barça had foolishly set too low at 45 million euros -- the claim held water.
A player's unilateral liberty was available for purchase. But there is one particular rule that has caused clubs, agents, lawyers, accountants, players and, more recently, England's avaricious Premier League clubs some major headaches.
If a player in La Liga wants to leave without his employers being able to stop him and his "cláusula de rescisión" is within the realms of acceptability, the only barrier is that it should be him, and not the club he wants to join, who pays it.
If it were the club desiring the player who was always paying the buyout clause and not the player doing so, then where were the unilateral workers' rights? If that was the case, then the Armageddon of the European Court of Justice interfering and dictating that football had no rights to consider itself a "special case" might very quickly reappear.
Apart from hoping that this is clear -- and even occasionally interesting -- I raise all this because there has been a good deal of confusion and frustration from eager fans and journalists in and around the Premier League. Particularly, as Spain's feeble financial situation made buying excellent players at knockdown prices look as easy as shooting fish in a barrel.
For example, there was widespread expectation surrounding Manchester United that Thiago could be bought on the cheap because of a clause in his contract, and that a straightforward bid of 35 million euros could secure Ander Herrera. Not a day goes by without my being asked about the accessibility of Diego Costa or Koke's respective buyout clauses.
But here's the rub. Given that it must be the player who pays the (let's say) 50 million euros to the Liga offices, who then devolve it to the club he's leaving, and that most players don't have seven figures in cash just lying around, it's usually the "buying" club that stumps up the money.
If they transfer that to the player so he can pay for his freedom, the Spanish authorities will deem that tax should be generated on the movement of that money. Which type of tax, and how much (potentially anywhere from 21 to 45 percent), will be dictated by a number of factors that I, decidedly not an accounting or legal specialist, decline to try to explain.
However, let's say that the buyout clause of Herrera is 35 million euros and there's 25 percent tax on it; the real fee will be 43.75 million euros. When a Spanish club deal is taking place and a player determinedly wants to go but the outfit he belongs to doesn't want to sell, then what often happens is a wee "scratch my back, and I'll scratch yours" arrangement.
If the Valencia president under no circumstances wants to sell Jonas to Barcelona but knows that Jonas (a) won't renew his contract and (b) is dead set on the move of his lifetime, the president will make public noises about "letting the player go only if every penny of the buyout contract is met." Behind the scenes, the buying club will say, "OK, we'll give you 99.9999 percent of the buyout clause, but if we make it a purchase rather than an actual buyout then we won't have to pay extra tax on the whole move, and we'll do the same for you one day or we'll look well on your next move for one of our fringe players."
The president of the club losing its star will make very loud noises about how he forced Barcelona to pay the maximum amount possible -- i.e., the buyout -- and the fans look at him as a winner in the transaction rather than someone who let them down and sold the family jewels.
But for this kind of "quickness of the hand deceives the eye," there needs to be a relationship between the clubs and an acknowledgement that the player is likely to go -- an acceptance that the whole thing is pretty much inevitable.
In the instances of Koke, Costa, Ander and one or two others -- Alberto Moreno at Sevilla, Cristian Tello at Barcelona -- these "cláusulas de rescisión" have become a defensive weapon. A rich, ambitious, predatory Premier League club sizes up the player, fancies him, sees a buyout clause of anywhere from 30 million to 45 million euros as "doable" -- possibly under the advice of an intermediary agent who's dying for his commission, or club scouts who know almost all the details but who have failed to take the extra tax into account -- yet then have to baulk at the fee going up by anywhere from a quarter to nearly half as much again.