The Spanish Tax Agency revoked the tax identification number (NIF) of Adaix de Negocios SL on 3 June 2020. The company ran the Larida nightclub on Gardeny Hill under a concession from Lleida City Council (the Paeria). Sergi Vélez Viola, the partner of Montse Mínguez, spokesperson for the Spanish Socialist Party (PSOE) in Congress, appeared in its records first as sole director and then as authorised representative. ESdiario reported the revocation this Friday, and the Official Gazette of the Companies Register confirms it: its issue of 30 October 2020 lists, in the Lleida section, the provisional closure of Adaix de Negocios’ registry sheet due to the revocation of its NIF, entered on 22 September.

It is the same company whose concession terms Mayor Àngel Ros’s municipal government changed in June 2014 for an amount of 281,783 euros, according to ESdiario, at a time when Mínguez ran the council’s finance department and the company owed money to the Paeria.

What the Companies Register says

Adaix’s trail in the official gazette comes down to three notices, and all three carry the same registry details: volume 1177 and sheet L 23375 of the Lleida Companies Register.

The first is dated 10 August 2009. It records the appointment of Sergi Vélez Viola as authorised representative of Adaix de Negocios, entered on 27 July that year. The same issue publishes two other acts by the company on the same day: a change of sole director and the move of its registered office to Rambla Ferran in Lleida.

The second is dated 10 October 2017. The Register notes the provisional closure of the registry sheet because the company had been removed from the tax authority’s index of legal entities, entered on 27 September 2017. While that situation lasts, the company faces significant restrictions on registering new acts, according to ESdiario.

The third is the notice of 30 October 2020, with the NIF revocation. ESdiario sets out the sequence: the Tax Agency agreed the revocation on 3 June 2020, the measure was published administratively on 27 July, the Lleida Companies Register provisionally closed the sheet on 22 September and the gazette published it on 30 October.

The 2020 notice does not stand alone. The same issue of the gazette includes, in the same Lleida section, a long list of provisional closures over NIF revocations affecting other companies in the province, entered on the same day, 22 September.

What the notice does not explain

The gazette does not say why the tax authority revoked Adaix’s tax number. ESdiario stresses the point: the official notice does not reveal which irregularity led to the decision, although the reason must appear in the administrative file.

According to that newspaper, article 147 of the Spanish tax management and inspection regulation allows the authority to revoke a company’s NIF for reasons such as declaring non-existent activities, providing a false tax address, never actually starting business or failing to meet certain tax obligations, and those reasons must be proven in the procedure. Revocation hampers banking, blocks certain formalities and triggers the closure of the registry sheet.

On the 2017 closure, ESdiario explains that the Corporate Income Tax Act provides for provisional removal from the index when the authorities declare certain tax debts uncollectable or when a company fails to file the tax for three consecutive periods. That notice does not say which of the two reasons applied to Adaix either.

Who was who at Adaix

According to The Objective, Adaix de Negocios was set up in mid-January 2009 and began operating just two weeks before the Paeria launched the tender for leisure activities on Gardeny Hill. The tender opened on 30 January 2009, according to Nació Digital. Four companies bid, and Adaix won.

The dates of Vélez’s time as director do not fully match across outlets. ESdiario places his appointment as sole director on 10 March 2009 and his departure on 23 March. The Objective says he became sole director in March 2009, when the project was already known, and stayed in the post until 1 April. Both agree on what the gazette publishes: in August 2009 he was appointed authorised representative.

The Objective adds two details about the award period. In May 2009, when the Paeria awarded the concession, Mínguez was second deputy mayor and head of the finance department. And Vélez, according to that outlet, has been sole director of the company and remains its authorised representative.

In October 2011 the company changed its sole director and moved its registered office to Zona Park de Gardeny, the same site as the complex it ran, according to ESdiario.

What Adaix paid and what it stopped paying

The contract set an annual fee of 240,000 euros, excluding VAT, plus another 30,000 euros a year to cover the cost of the city police, the Guardia Urbana, according to Nació Digital and ESdiario. ESdiario puts the concession holder’s ordinary obligations at 270,000 euros a year. The concession ran for three years, with two possible one-year extensions. Adaix also had to pay for tree planting and lodge an additional guarantee of 161,655 euros for the possible demolition of the Excess, the building it put up as a winter nightclub, according to Nació Digital.

The problems began in 2012, according to the account Nació Digital published in March 2015. The contract was ending that year, and the council found that the company had built up a debt that made the extension it was seeking unworkable. The concessions department proposed accepting it on one condition: that Adaix pay 157,530 euros in fees, city police costs and electricity, plus the 161,655-euro guarantee. The extension was approved until 2 June 2013.

In 2013 the bills kept piling up. The Paeria split the payments into instalments, the company met them in part on 3 June, and the door opened to a final extension, until 2 June 2014.

Mínguez’s email and Ros’s decree

In the last summer of the concession, the company owed 320,000 euros plus the 161,655-euro guarantee, according to the prosecutor’s report that Nació Digital saw. In an email dated 25 March 2014, the then finance councillor, Montse Mínguez, acknowledged that Adaix had paid nothing for 2013 and that the debt had been split into instalments to make payment easier, according to that outlet.

Ros then told the Paeria’s secretary general that it was advisable for the concession not to end, according to Nació Digital. The secretary proposed amending the contract on public-interest grounds. A tourism department report dated 10 April 2014 argued that the city could not do without the venue for reasons of social cohesion and peace.

On 20 May 2014, a finance report put the outstanding debts at 276,539 euros, according to Nació Digital and ESdiario. The Paeria extended the concession from 3 June to 2 October 2014, with a proportional fee of 83,315.75 euros excluding VAT, payable in advance, on condition that the company settle what it owed. According to ESdiario, on 7 June news emerged of the temporary closure of the venue over the unpaid debts, a decision the company appealed.

On 11 June 2014, Ros signed the decree that changed Adaix’s financial obligations, according to ESdiario. The revision was valued at 281,783 euros and had two parts:

  • 161,655 euros of additional guarantee for the demolition. The council justified the exemption by its decision to keep the winter building for possible cultural uses.
  • About 120,128 euros in reduced fees. The Paeria based this on the fact that the company had been unable to use 2,672.39 square metres of land because of the Fruitcentre works.

The decree was signed by the mayor, while Mínguez was responsible for the area of municipal finance linked to the unpaid debts, according to ESdiario.

Marta Camps’s complaint

In December 2014, the then first deputy mayor, Marta Camps, filed a complaint with the Anti-Corruption Prosecutor’s Office over the concession and the running of the complex, according to The Objective. The former Socialist councillor accused the council of tailoring the deal to the company linked to Mínguez’s partner, which ended with nearly 300,000 euros being written off.

Ros dismissed Camps in February 2015 and Mínguez was promoted to first deputy mayor, the post Camps had left vacant, according to The Objective.

On 5 March 2015, officials from the Anti-Corruption Prosecutor’s Office entered the Paeria to look for information about alleged favourable treatment of Adaix de Negocios by the council, according to Nació Digital and The Objective. The prosecutor’s office closed the case in October 2015 because it had been unable to prove corruption in its management, according to The Objective.

Camps was expelled from the PSOE and went on arguing that the former mayor had behaved unethically with public spending, according to the same outlet.

After Larida

After the case was closed, the company entered the stage documented by the gazette. In 2017, the tax authority removed it from the index of legal entities. In July 2018 the company still called an extraordinary general meeting for 20 August, with the resignation and appointment of its sole director on the agenda, according to ESdiario. In June 2020 came the revocation of its NIF.

ESdiario sums up the connection like this: Vélez’s link to the company appears in the 2009 company appointments, and the administrative role attributed to Mínguez lies in the handling of the outstanding sums while she was in charge of municipal finance.

What is not on record

  • Why the NIF was revoked. Neither the 2017 notice nor the 2020 one gives the specific reason.
  • Whether Vélez was still the authorised representative in 2020. The gazette records his appointment in 2009, and The Objective states that he remains authorised representative. The material consulted contains no notice revoking that power.
  • Whether Adaix ever paid the Paeria what it owed when the last extension ended, in October 2014.
  • The response of those involved. ESdiario carries no response from Montse Mínguez or Sergi Vélez about the NIF revocation.

Sources and verification

The three Companies Register notices have been checked in the official gazette. The email of 25 March 2014, the prosecutor’s report and the decree of 11 June 2014 have not been consulted in the original: they are cited according to Nació Digital and ESdiario.