Solidarity Contribution
Texto da decisão
REF TMS 10680
Decision of the
Dispute Resolution Chamber
passed on 24 January 2024
regarding solidarity contribution for the transfer the player Francisco
António Machado Mota de Castro Trincão
BY:
Frans de Weger
Weg
ger (The
(T
The N
Netherlands),
eth
herllands), C
Chairperson
hairperson
CLAIMANT:
C
LAIM
MANT
T:
SC
SC B
Braga,
raga, Portugal
Porrtugal
RESPONDENT:
FC BARCELONA, Spain
Page 2
REF TMS 10680
I. FACTS OF THE CASE
Player:
Francisco António Machado Mota de Castro Trincão
Date of birth:
19 December 1999
Player passport:
issued by the Federação Portuguesa de Futebol (FPF)
Year Birthday
2008
9
2009
10
2010
11
2011
12
2012
13
2013
14
2014
15
2015
16
2015
16
2015
16
2015
16
2015
16
2016
17
2017
17
18
2018
19
2018
19
2019
20
2020
21
2020
21
Transfer:
Club(s)
Sc Vianense
FC Porto
Sc Vianense
SC Braga
SC Braga
SC Braga
Palmeiras FC
SC Braga
ga
SC Br
Braga
Brag
aga
ag
SC Braga
B
SC Braga
Bra
raga
ra
ga
SC Braga
B ga
SC Bra
Braga
raga
ra
ga SAD
SAD
SC Braga
ga SAD
AD
SC B
Braga SAD
SAD
SC Braga
Bra
raga
ra
ga SAD
S
SC Braga SAD
SC Braga SAD
SC Braga SAD
Registration dates
23.12.2008 – 30.06.2009
24.09.2009 – 30.06.2010
16.12.2010 – 30.06.2011
12.10.2011 – 30.06.2012
17.07.2012
17.07.
7.20
7.
2012 – 30.06.2013
20
28.08.2013
28.0
28
.08.
.0
8.20
8.
2013 – 30.06.2014
20
08.08.2014
08.08.
8.20
2014
20
14 – 30.06.2015
10.08.2015
10.0
10
.08.
.0
8.2015
8.
15 – 30.06.2016
28.08.2015
28.0
.08.
.0
8.20
2015 – 30
20
30.06.2016
30.0
.06.2016
.0
28.08.2015
28.0
.08.
.0
8.20
8.
2015
15 – 30
30.06.2018
30.0
.06.2018
.0
02.02.2016
02.02.
2.20
2.
2016 – 30.06.2016
20
02.02.2016
02.0
02
.02.
.0
2.2016 – 30.06.2016
2.
21.07.2016 – 30.06.2019
21
01.08.2017 – 30.06.2019
01.08.2018 – 30.06.2019
01.08.2018 – 30.06.2023
22.07.2019 – 30.06.2023
21.08.2020 – 30.06.2023
21.08.2020 – 30.06.2023
Status
Amateur
Amateur
Amateur
Amateu
Amateur
Amateu
Amateur
Amateu
Amateur
Amateu
Amateur
Amateu
Amateur
Amateu
Amateur
Amateu
Amateur
Amateu
Amateur
Amateu
Professional
Profession
Professional
Profession
Professional
Profession
Professional
Profession
Professional
Profession
Professional
Profession
Professional
Profession
Professional
Profession
on 24 August 2020 from Sporting Clube Braga - Futebol SAD (Portugal) tto FC
Barcelona (Spain) – Engaged permanently.
3. Transfer fee: 3.1. Gross amounts & payment terms and conditions: 3.1.1.
Any tax to be paid in Spain will be supported by FC BARCELONA and any tax
(except VAT as explained bellow) to be paid in Portugal will be supported by
SC BRAGA. FC BARCELONA is not entitled to make any deduction or to
withhold any amount in the payments to be made to SC BRAGA as long as
SC BRAGA provides FC BARCELONA with a valid tax residence certificate,
according to the Spain-Portugal Tax Treaty, before every payment. All
payments due by FC BARCELONA to SC BRAGA under this agreement shall
be exclusive of VAT, which shall be paid by FC BARCELONA, if applicable.
Page 3
REF TMS 10680
Notwithstanding the foregoing, and according to European rules related to
this tax, VAT should not be charged on the invoices raised by SC BRAGA to
FC BARCELONA as long as SC BRAGA provides FC BARCELONA with a VAT
number valid in Spain.
3.2. Transfer fee: Transfer Fee in this Agreement means all the amounts and
sums payable pursuant to this article 3 and the Agreement.
3.2.1. Fixed Transfer Fee: In consideration for the transfer of the PLAYER’S
registration right to FC BARCELONA and subject to the conditions precedent
and what is set out above, FC BARCELONA agrees to pay SC BRAGA a Fixed
F
Transfer Fee established in a total amount of THIRTY MILLION NINE
HUNDRED AND FORTY THOUSAND
THOUSA
SAND
SA
ND HUNDRED AND FORTY EUROS
EUR
(30,940.140. €) EUROS net o
off solidarity
soli
so
lida
li
dari
da
rity contribution (Article 21 and An
ri
Annexe
5 of the FIFA regulation
onss on status and
on
and transfer of players) to be paid in the
regulations
following amounts
amount
ntss and
nt
d inst
stalme
st
ment
me
nts, ass long
nt
lo
as SC BRAGA provides
provide FC
instalments,
BARCELONA
A wi
with a valid
vval
alid invoice
al
inv
nvoice
nv
ce no
o later th
tha
an June 15th 2020, and a tax
than
reside
denc
de
nce
nc
e ce
cert
rtificat
rt
ate,
at
e, a
acc
ccor
cc
ordi
or
ding
ng to the
e Spain-Portugal
Spai
Sp
ain
ai
n-Po
Portugal Tax Treaty, at lea
residence
certificate,
according
least 15
(fif
(f
ifte
if
teen) da
te
days before
b
ever
ev
ery payment
er
paymen
pa
ent (any delay in the provision of these
en
t
(fifteen)
every
docume
do
ments wi
me
will lead
llea
ead to
ea
o th
the legal
lega
gall de
ga
delay of the payment accordingly):
documents
i.
EU [10.940.140]
[10.
0.94
0.
940.14
94
140]
14
0] [TEN MILLION NINE HUNDRED AND FORTY
EUR
THOU
OUSA
OU
SAND
SA
ND HUNDRED AND FORTY EUROS] on June 25, 2020.
THOUSAND
ii.
ii.
EUR [5.000.000] [FIVE MILLION EUROS] on [January 30th, 2021]
iii.
i.
EUR [5.000.000] [FIVE MILLION EUROS] on [June 30th, 2021]
iv.
EUR [5.000.000] [FIVE MILLION EUROS] on [January 30th, 2022]
v.
EUR [5.000.000] [FIVE MILLION EUROS] on [June 30th, 2022]
3.3. Training Compensation and Solidarity Contribution and other levies: Any
and all amounts set out in this Agreement are to be considered net amounts
and therefore exclusive of FIFA solidarity contribution other than the
possible entitlements of SC BRAGA which are included in the transfer fee.
Hence, FC BARCELONA shall pay solidarity contribution to the respective
third clubs and this in addition to amounts payable to FC BRAGA ass per
article 3. SC BRAGA warrants that no training compensation is due to itself
nor third clubs in light of this transfer and shall keep FC BARCELONA
harmless in this respect.
Page 4
REF TMS 10680
Claimant:
SC Braga, Portugal
Respondent:
FC Barcelona, Spain
Claim and Response:
1. On 30 June 2022, the Claimant requested EUR 420,753.67 as solidarity contribution for
the training and education it provided to the player during the course of the seasons of
his 12th, 13th, 14th and 16th birthdays.
2. The Claimant remarked the fact that “(…) Sporting Clube de Braga (the Claimant) and
Sporting Clube de Braga – Futebol, SAD (hereinafter
(hereinaf
afte
af
terr Braga
te
Br
SAD) are two distinct, autonomous,
autonomo
and independent entities,
es operating under
unde
derr different
de
diff
di
ffer
eren
entt VAT numbers, having different sources
en
sour
of
revenue and competing in different
nt divisions
div
d
ivisio
iv
ions of
io
of the
th Portuguese
Port
Po
rtuguese football and, for the purposes
rt
pur
considered
clubs.”
of the FIFA Regulations, they
ey shall
ssha
hall
ha
ll – for
for all purposes
purp
pu
rpos
rp
oses
os
es – be ccon
onsidered as two different clu
on
3. Portuguese legislation
leg
egis
eg
isla
is
lati
la
tion
ti
on allows
allllllows cl
a
club
clubs
ubs “to
ub
“t transform
transf
tr
sfor
sf
orm
or
m part
part of their squads into a sporting
spor
y, through
tthr
hrou
hr
ough
ou
gh a process
pro
p
roce
cess
ce
ss of legal
lega
le
gall pe
ga
pers
rsonal
rs
alization of specific sporting rights (most
al
company,
personalization
comm
mmon
mm
only
on
ly those
tho
hose
ho
se ffor
or the main
mai
m
ain senior
ai
se
ttea
eam), thus
ea
thus creating a new and distinct legal entity (in
(i the
commonly
team),
pres
pr
esent case,
ca Braga
Br
SA
Th means
m ns that the founding clubs are separate entities from
present
SAD).”
This
e sporting
sporti
sp
ting
ti
ng companies
com
ompani
om
nies
ni
es they
the
hey
he
y create.
crea
eate.
ea
the
supp
pport this
pp
th argument, the Claimant provided a letter issued by the Portuguese
Portug
4. To support
Federati
tion
ti
on confirming
conf
co
nfirming that Sporting Clube de Braga is a legal person different from
nf
Federation
Sporting Clube
Clu
C
lube de Braga - Futebol SAD and both have different ID numbers.
lu
cl
5. On 22 August 2022, the Respondent rejected the claim of the Claimant, referring to clause
3.3 of the transfer agreement which states that solidarity contribution corresponding
to
correspond
SC Braga is included in the transfer fee.
6. The Respondent also argued that the Claimant did not inform during the transfer
agreement negotiations that it was split in two entities, much less that this other entity
could have an entitlement to solidarity contribution.
7. Additionally, the Respondent argued that there is only one SC Braga registered in TMS
under the club ID 438, which is the same club that appears as releasing club in the
transfer of the player towards the Respondent. Thus, under clause 3.3 of the transfer
agreement, solidarity contribution has already been paid.
Page 5
REF TMS 10680
8. Regarding the statement provided by the FPF, the Respondent challenged it by stating
that it does not matter how the national legislation in Portugal structures football clubs,
what matters in the present case are FIFA Regulations.
9. Furthermore, Sporting Clube de Braga and Sporting Clube de Braga - Futebol SAD share
the same contact information, address, telephone number, fax, email, social media and
even website. In these instances, there is no distinction between “both” clubs. The same
happens with its representatives and employees.
10. Moreover, the Respondent questioned the fact that the Claimant was able to provide the
transfer agreement between Sporting Clube Braga – Futebol SAD and FC Barcelona
Barcelona. If SC
Braga were in fact two separate entities, SC Braga should not have access to such
suc a
club
cl
ub.
ub
confidential document of another football club.
11. To conclude, the Respondent emphasised
emp
em
phas
asis
ised
is
ed that
tha
hatt it already
ha
alr
lrea
lr
eady paid the solidarity contribution
ea
contrib
e fixed
fixe
fi
xed transfer
xe
tran
tr
ansf
an
sfer fee.
sf
f
of SC Braga by paying the
12. Subsidiarily, and
are two SC Braga clubs,
and in case
ccas
ase the
as
th DRC
C considers
cons
co
nsider
ns
ers that
er
at in
in fact
ct there
t
club the
Responde
dent
de
nt manifested
mani
ma
nifested
ni
ed tha
hatt Sporting
ha
Spor
orti
ting Clube
ti
Clu
lube
be Braga
Bra
B
raga – Futebol SAD should be responsible
ra
respon
Respondent
that
to pay
pay solidarity
solida
dari
da
rity
ri
ty contribution
con
ontribut
on
ution to SC Braga.
ut
Br
II.
I. LEGAL
LEGA
AL CONSIDERATIONS
CO
ONSIDERA
ATIONS
Applicable law
law:
aw::
aw
Regulations on the Status and Transfer of Players (RSTP): June 2020
edition
Rules):
Procedural Rules Governing the Football Tribunal (Procedural R
March 2023 edition
Jurisdiction:
yes, uncontested.
Admissible:
yes, uncontested.
Proposed Decision:
1. The Claimant requested the payment of the solidarity contribution of the transfer fee
paid by the Respondent to SC Braga – Futebol SAD.
Page 6
REF TMS 10680
2. The main point of dispute in the present case is whether SC Braga and SC Braga –
Futebol SAD are the same club or two separate entities. The decision regarding this
point will decide whether the Claimant is entitled or not to solidarity contribution from
the transfer of the player to the Respondent.
3. The Claimant alleged that the Portuguese legislation allows clubs to split into sporting
clubs and sporting companies and provides them with different identification
numbers.
Carv
4. From the exchange of correspondences between the parties, Mr Joao Carvalho,
clu are
executive director of SC Braga explains that “the sporting society and the club
different entities (the club is a shareholder of the
he sporting
sspo
porting society, but it does not even have
po
the majority of the shares).”
5. Additionally, the Claimant provided
pro
p
rovi
ro
vide
vi
ded a statement
de
stat
st
atem
at
emen
em
ent from
from the FPF where it confirmed
confirme the
claim that SC Braga an
and
d SC Braga
Bra
raga
ra
ga – Futebol
Fute
Fu
teboll SA
te
SAD
D are se
sepa
parate entities.
pa
separate
ssec
ecre
ec
retariat
re
at also
o inquired
ed about
a ut thiss topic to the FPF and it re-confirmed
re-confirme the
6. The FIFA secretariat
abov
ove
ov
e by stating:
sta
tating
ta
ng:
ng
above
“W inform
info
form
fo
rm yyou
ou tha
hatt Sporting
ha
Spor
orti
ting
ti
ng Clube
Clu
lube
be de Braga and Sporting Clube de Braga, Futebol SAD
“We
that
(ano
(a
nonymous
no
us sporting
sspo
porting co
comp
mpan
mp
any) are two different legal persons. We also clarify that Sporting
an
Spo
(anonymous
company)
Club
ubee de Braga
ub
Bra
raga
ra
ga was the founder of Sporting Clube de Braga, Futebol SAD. Sporting Clube
Clu de
Clube
mem
ember shareholder of Sporting Clube de Braga, Futebol SAD with 36.88% of the
em
Braga is a member
Ne
ca
shares. Nevertheless,
each entity manages its own teams and players, and they cannot
compete in the same competition at the same time.”
an the
7. The Respondent rejected the claim of the Claimant as it sees the Claimant and
releasing club as the same club. So, it claimed that in the transfer agreement it was
already agreed that the solidarity contribution due to SC Braga was included in the
transfer fee.
8. As can be seen in the multiple correspondences exchanged between the parties, the
Respondent was surprised by the fact that seemingly there are two clubs named the
same, one of which would also be entitled to solidarity contribution, and that during
the negotiations this never came up.
Page 7
REF TMS 10680
9. The Respondent argued that SC Braga and SC Braga – Futebol SAD are the same club,
since they share their social media, website, contact information, address, board of
directors.
10. It remained firm that the whole purpose of negotiating the inclusion of the solidarity
contribution of the releasing club in the transfer fee was to fulfil this obligation to SC
Braga.
11. Considering the evidence provided in the present dispute, it is evident that SC Braga –
Futebol SAD founded SC Braga, both clubs have the same TMS user and SC Braga is
b the
the youth way path to SC Braga, as can be seen in the player passport issued by
FPF.
D an
and
d SC Braga share the same emble
12. Furthermore, SC Braga - Futebol SAD
emblematic
elements as colours, location, soci
social
website
cial media,
ci
m
webs
we
bsite and even board of directors.
bs
way
ay the R
Res
espond
es
ndent ne
nd
nego
goti
go
tiated
ti
ed tthe
he transfer agreement, it sh
13. Additionally, from the w
Respondent
negotiated
shows
kno
nowled
no
edge off the
ed
the payments
paym
pa
ymen
ym
ents ttha
en
hat ar
ha
are
e related
rela
re
late
la
ted to the transfers of players.
te
pla
good faith and knowledge
that
incl
clus
cl
usion o
us
the
e solida
darity
ty ccontr
tribut
tr
utio
ion in the transfer fee agreed between the
io
Thus, the in
inclusion
off th
solidarity
contribution
parties.
partie
ies.
ie
s.
he other
oth
o
ther
th
er hand,
han
and,
an
d, the
e Claimant
Clai
aima
ai
mant
ma
nt was not transparent in its negotiation with the
14. On the
Respondent.
Resp
Re
spondent
sp
nt.. Unless
nt
Un ss having
havin
h
ing
in
g a niche knowledge of Portuguese sports and company law,
ther
ere
er
e wass no way that
tha
hatt the Respondent could have known about the second entity
ha
there
relate
ted
te
d to SC
SC Braga.
related
contrib
15. Therefore, the Chairman of the DRC is of the opinion that the solidarity contribution
corresponding to the transfer of the player to the Respondent was already paid with
the transfer fee.
16. Consequently, the claim of the Claimant is rejected.
17. According to art. 25 par. 2 of the Procedural Rules, procedural costs are payable for
disputes between clubs regarding the payment of training rewards.
18. The amount in dispute if so EUR 349,489.21, thus, it is an amount lower than USD
200,000.00. Therefore, procedural costs levied in this respect are fixed at a maximum
of USD 25,000.00 (cf. art. 2 of Annexe 1 to the Procedural Rules).
Page 8
REF TMS 10680
19. According to art. 25 par. 5 of the Procedural Rules, the chamber will decide the amount
that each party is due to pay, in consideration of the parties’ degree of success and
their conduct during the procedure, as well as any advance of costs paid. In exceptional
circumstances, the chamber may order that FIFA assumes all procedural costs.
20. In view of the specific circumstances of the case, the Respondent must pay solidarity
contribution, however, the Claimant should have been clearer during its negotiations
with the Respondent. The Respondent could not have been expected to know the
Portuguese law, thus when it reached an agreement with the releasing club it thought
that it was fulfilling its duty to pay solidarity contribution.
21. Consequently, the procedural costs shall be set at USD 25,000.00 and shall be borne
bo
by the Claimant entirely.
Page 9
REF TMS 10680
III.
1.
DECISION OF THE DISPUTE RESOLUTION CHAMBER
The claim of the Claimant, SC Braga, is rejected.
2. The final costs of the proceedings in the amount of USD 25,000.00 are to be paid by
the Claimant to FIFA reference to case no. TMS 10680 (cf. note relating to the
payment of the procedural costs below).
For the Football T
Tribunal:
Emilio García Silvero
Chief Legal & Compliance Officer
Page 10
REF TMS 10680
NOTE RELATED TO THE APPEAL PROCEDURE:
Pursuant to article 57 paragraph 1 of the FIFA Statutes, this decision may be appealed before
the Court of Arbitration for Sport within 21 days of notification.
NOTE RELATED TO PUBLICATION:
FIFA may publish this decision. For reasons of confidentiality, FIFA may decide, at the request
of a party within five days of the notification of the motivated decision, to publish an
anonymised or a redacted version (cf. article 17 of the Procedural Rules).
CONTACT IN
INFO
INFORMATION:
FORM
FO
RMAT
RM
ATION:
Fédération Int
Internationale
nter
nt
ernati
er
tional
ti
ale de F
al
Footbal
Football
alll Association
al
th
396 Alhambra Cir
Circle,
ircl
ir
cle,
cl
e, 6 floor,
floo
fl
oor, Cor
oo
Coral
oral
or
al Gab
Gables,
able
ab
les,
le
s, Miami
Miami,
mi, Fl
mi
Florida, USA 33134
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Page 11