Participative Loans: How Reental Turns a Spanish Flat Into Tokenized Debt
A participative loan, in Spanish a préstamo participativo, is a loan whose interest moves with how the borrower performs. Spanish law has recognised it since 1996 as a hybrid between debt and equity, and Reental has made it the backbone of fractional real estate in Spain. You do not buy a share of a flat. You buy a membership interest in a Florida series LLC, issued as a token, and that LLC lends money to a Spanish company that owns and lets the flat, with the interest on the loan tracking the rent and the eventual sale. This page explains what you hold at each layer, how the Spanish instrument works, which US exemptions the offer uses, who may buy, how you exit, and what to read before you lend.
Who uses this structure on Threeworld
- Reental
Membership interests in a Florida series LLC, issued as ERC-20 tokens on Polygon at 100 euros or dollars each. For Spanish projects the LLC lends to a Spanish company through a participative loan, so you hold no direct rights over the property. Offered under Regulation D 506(c) to accredited US investors and Regulation S elsewhere
No licence. Reental cites Spain's Ley 6/2023 for tokenised securities, and each issuance document is reviewed by a CNMV-registered adviser who certifies marketing standards only. Reental help hub and offering memoranda, checked October 24, 2026.
- Reinvest24In liquidation
Claim units in a loan contract between you and the borrower or project SPV, with any mortgage or pledge held by a collateral agent in its own name for the investors
Regulator not published. Reinvest24 terms of service, checked October 24, 2026.
- RendityClosed
Tokenised participation rights (PropShares) in a rental property, identified by an ISIN from Oesterreichische Kontrollbank and secured by a lien in the land register, while older projects were qualified subordinated loans to the project company
No financial regulator named. The site cited Austrian trade licences as investment adviser and financial investment broker and the German eWPG and WIB rules for its offerings. Rendity FAQ (archived December 2024), checked October 24, 2026.
Table of contents
What You Actually Own
Reental's registry row describes the holding as membership interests in a Florida series LLC, issued as ERC-20 tokens on Polygon at 100 euros or dollars each. For Spanish projects the LLC lends to a Spanish company through a participative loan, so you hold no direct rights over the property. There are three layers. At the top, you own a token that is a membership interest in one series of the LLC. In the middle, that series owns a loan. At the bottom, a Spanish sociedad limitada owns the flat and owes the loan. Your return is your series' share of the interest the Spanish company pays, which is set to follow the rent, plus a share of any uplift when the property is sold and the loan is repaid with its participation. If the flat sits empty, the variable interest falls. If the Spanish company fails, you are a creditor of it through the LLC, behind any bank with a mortgage, and ahead of its shareholders. You never appear in the Spanish land registry.
What a Participative Loan Is
Spain defined the préstamo participativo in article 20 of Real Decreto-ley 7/1996. The lender receives a variable interest determined by the borrower's activity, measured by profit, turnover, net worth or another agreed indicator, and may receive a fixed interest as well. The loan ranks behind ordinary creditors in an insolvency, and for the purposes of the corporate rules on capital reduction and dissolution it counts as the borrower's own funds. Early repayment is allowed only if matched by an equal increase in the borrower's equity. The instrument was designed to let investors share in a business's upside without taking shares, and it carries tax advantages for the borrower, since the interest is deductible. In fractional real estate it does a specific job: a foreign LLC can fund a Spanish property company and receive rent-linked income without the LLC owning Spanish property directly, which keeps the Spanish tax and registry layer inside one local company.
Who Regulates What
Nobody licenses the structure as a whole, and the registry row says so. The offer of the LLC interests to US investors uses Regulation D Rule 506(c), restricted to verified accredited investors, and to everyone else Regulation S, which covers sales outside the United States. Reental files no prospectus with Spain's CNMV. Instead each issuance document is reviewed by a CNMV-registered adviser, who certifies that the marketing meets the required standards, a review of presentation rather than of the deal. Reental cites Spain's Ley 6/2023, the securities markets law, which recognises securities represented on distributed ledgers. That gives the tokenized form legal footing in Spain without making Reental a regulated firm. The participative loan itself is a private contract between the LLC and the Spanish company, with no regulator in the chain. The investor protections are the ones Regulation D offers, which is to say disclosure the issuer chooses and anti-fraud liability afterwards.
Who Can Buy
US persons must be accredited investors and verified as such, because the offer uses Rule 506(c). Non-US investors pass Reental's identity checks and buy under Regulation S, with no wealth test. The 100 euro or dollar token price means the entry point is low for the structure's complexity. Spanish residents are not treated differently from other non-US investors in the offer, though the tax treatment of income from a US LLC interest varies by country and is yours to work out. Reental's help hub covers onboarding by country, and its platform page on Threeworld shows the registry's row.
How You Exit
The registry row describes two routes. You may sell to another investor accredited on the platform, through Reental's peer-to-peer market or outside it, or you hold until the loan matures or the property is sold. Current Spanish deals run eight to eighteen months. Non-US investors face no lock-up, while US persons carry the one-year restriction that Regulation D and Regulation S impose. The offering memoranda are blunter than the help hub: they say no secondary market currently exists, transfers are restricted, and the investor should assume the position is illiquid until maturity, with no early-liquidity mechanism, guaranteed market or buyback. The fees are a 4% structuring fee on entry, nothing annual and nothing on exit. The guide to how you get your money out puts the model beside platforms with order books, and the Reental vs Stake comparison beside Dubai's windows.
What to Check Before You Buy
Read the offering memorandum for the specific series, not the platform's overview, and find the three entities: the LLC series, the Spanish borrower and the property. Find the participative loan's terms: the fixed and variable interest, the indicator the variable part follows, the maturity and the participation on sale. Check whether the Spanish company has any bank debt ahead of the loan, since a participative loan ranks behind ordinary creditors. Confirm the adviser's review covers marketing standards only, and do not read it as approval of the economics. If you are a US person, count the one-year lock from your purchase. If you are not, note that no lock does not mean a buyer exists. Check how the token moves: Polygon wallet, whitelist and what happens if you lose access.
Questions people ask
What is a participative loan in real estate?
- A Spanish loan instrument, the préstamo participativo defined in Real Decreto-ley 7/1996, whose interest varies with the borrower's performance and which ranks behind ordinary creditors. Reental's Florida LLC lends to a Spanish property company this way so investors receive rent-linked interest without owning the property.
Do I own the flat when I invest on Reental?
- No. You own a tokenized membership interest in a Florida series LLC that holds a participative loan to the Spanish company owning the flat. You have no direct rights over the property and do not appear in the Spanish land registry.
Is Reental regulated?
- Reental holds no licence. Its offers use US Regulation D 506(c) for accredited Americans and Regulation S for everyone else, and each issuance document is reviewed by a CNMV-registered adviser who certifies marketing standards only. Spain's Ley 6/2023 recognises the tokenized form of the securities.
How do I sell a Reental token?
- To another accredited investor on the platform through its peer-to-peer market or privately, with no lock-up for non-US investors and a one-year restriction for US persons, or by holding until the loan matures in eight to eighteen months. The offering memoranda say no secondary market currently exists and to assume the position is illiquid.
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