In this article we are going to understand a little better what goodwill is about.

Commentary on the Judgment of the Provincial Court of Salamanca 433/2019 of September 16. 

I. Introduction

Goodwill is difficult to understand, to quantify. In any case, in the event of the liquidation of a family business, should it be taken into account? The SAP of Salamanca 433/2019 sheds light on several topics. 

II. What is goodwill?

Together with the material elements, the Salamanca SAP 433/2019 reminds that there is a “organized group that includes the organization itself as an intangible asset resulting from the entrepreneur's competitive activity that represents an economic value greater than the sum of the value of the various organized materials (Supreme Court ruling of December 4, 1933) ". Therefore there will always be the even minimal "industrial or commercial value" constituted by the spiritual element of the organization (Supreme Court ruling January 13, 1954). 

III. What are the elements that make up goodwill?

The Salamanca SAP indicates that these elements are   "The organizing idea that is reflected in the image of the company in traffic (susceptible to specification in the value of its commercial name), its position, good credit or prestige in the market, material relationships such as the client portfolio or the list of suppliers and, finally, the profit expectations in a company established and known in the market ”. 

And these elements are susceptible of unit economic valuation already  "Which are therefore part, together with the movable and immovable material elements, of the so-called commercial patrimony of the company, being ultimately susceptible to accounting quantification in the company as a whole."

IV. The inclusion of goodwill in the inventory of profit

The conflict that judges the sentence is none other than the inclusion of goodwill within the inventory of joint assets on the occasion of the divorce of two spouses. It is a company dedicated to cleaning, "Limpiezas Asún" and run by the wife who donated it to her son as the successor of the company. C2On the occasion of the divorce, the inclusion or not of the goodwill of the company in the inventory of the liquidation of the community property is proposed. 

The Hearing establishes that the goodwill can be inventoried based on the arguments that we have said, although in the specific case it did not proceed because the plaintiff husband had tacitly consented to the donation to the son.

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