The financing structures for private equity funds are already well-known in the Spanish market. Many funds have credit facilities of this type, with capital call financing being the most common form, although NAV (Net Asset Value) financings based on the portfolio's value are becoming increasingly frequent. Although more entities are participating in this market, the major Spanish banks continue to shun this product, leaving larger transactions in the hands of international institutions.

The main feature of capital calls facilities is that the fundamental recourse for the lender is precisely the investors' commitments that have not yet been disbursed. There should be no recourse in the form of personal guarantees or security to other assets of the fund (especially, pledges of shares in portfolio companies). The typical guarantees for these financings are precisely the pledge of the credit rights against the investors and of the bank account where they are to be contributed; in both cases, accompanied by an irrevocable power of attorney to the lender (or agent bank in the case of syndicated financings, which are becoming more frequent).

Regarding the pledges over the outstanding commitments, which, as we have said, constitute the essential security for these financings, they are configured as possessory pledges over credit rights, as provided for in article 1,863 and seq. of the Spanish Civil Code, not as non-possessory pledges subject to the 1954 Law of chattel mortgage and non-possessory pledge; therefore, it will not be necessary to register them in the Registry of Movable Property. However, it will be necessary, to grant them in a notarial document, whether a deed (escritura pública) or a commercial policy (póliza mercantil) (article 1,865 of the Spanish Civil Code states that the pledge will not have effect against third parties if the certainty of the date is not established by public [notarial] instrument, and although there are other ways to give certainty to the date of a contract, the practice is unanimous in demanding the granting of the pledges in a public [notarial] document). The question that arises regarding these pledges is whether it is necessary or not to notify the investors of their constitution, as a sort of "transfer of possession" that would comply with the requirement of article 1,863 of the Spanish Civil Code that the collateral given in pledge be place in possession of the creditor or a third party. The notification to the debtors (the investors in this case) is not a constitutive requirement of the pledge, necessary for it to be perfected as a security interest, although obviously it will be for its enforcement. See, for example, article 271 of the Spanish Insolvency Law, which only requires for the pledge of credits to be granted a special privilege within the insolvency, that it be recorded in a document with certainty of the date (with some additional requirement in the case of pledges of future rights, but which do not include the notification to the debtor).

In practice, the first capital call financing structures we saw in Spain (as happened before in other markets) did require the notification of the pledge to the investors at the time of its constitution. However, this position has been relaxed in recent years and it is most common today that the notification is not required except in the case of enforcement of the pledge (when an event of default of the financing occurs) or of breach of some financial undertakings (for example the investors coverage ratio, which measures the ratio between the outstanding commitments and the net financial debt of the fund).