The cornerstone of managing conflicts between founding partners in a company is prevention and the adoption of mechanisms that allow for finding solutions to the controversy, especially through the shareholders' agreement....
The reduction of the minimum share capital to 1 euro can open new doors for entrepreneurs by offering greater financial flexibility and encouraging entrepreneurship....
In the process of incorporation of a capital company or the company in formation, which usually takes a long time, there is never a strict chronological correspondence between the execution of the public deed of...
This regulatory framework aims to fulfill the imperative need to comply with the third and fourth additional provisions of Law 10/2010, dated April 28, regarding the prevention of money laundering and terrorist financing....
Currently, given the socio-economic circumstances, incentive plans are experiencing a significant surge, with phantom share plans standing out...
The Certificate in Innovative Entrepreneurship is a powerful tool that not only validates the work of a startup, but also opens doors to financial opportunities, strategic partnerships and business development....
Regularizing the situation of a company that has become irregular can entail complicated procedures and the imposition of possible sanctions. However, this process represents an opportunity to establish legal certainty and safeguard the interests of...
tHE integration of ESG criteria in M&A operations is not only crucial for responsible risk management but also establishes the necessary foundations for fostering sustainable financial success over time....
Incentive plans can be very attractive for companies, since a good use of these tools will help employers to have workers who are more motivated and better aligned with the interests of their companies....
The recent approval of the Law on the Transposition of EU Directives has triggered a revolution in the Spanish notary and registry system, enabling online authorisation of legal acts and transforming the way citizens and...
With the exit clauses, many investors support a particular company not only because they believe in the project and its management team but also seek profitability and returns on their investment....
We address the different aspects that make up the legal structure of corporations, from the importance of the articles of association to the role of shareholders' agreements....
Investment rounds are complex and very important processes, which is why it is advisable for founders and/or managers to spend time planning them....
Finally, today we reach the last section of the guide on investment rounds for startups. So far, we have been delving into the interests, types, and various circumstances that affect these processes, which are crucial...
Locked Box vs Completion Accounts, two price adjustment mechanisms with some important differences. In one, the business risk is assumed by the seller and in the other, by the buyer. We explain the main differences...
The valuation of the company being bought and sold is the starting point for determining its price....
The exercise of the business activity by the entrepreneur can take different forms, which the legal system makes available to individuals to meet their specific needs....
As is logical, the parties to a contract do not necessarily want exactly the same thing; on the contrary, it is usually conflicting interests that converge in a kind of clauses that articulate a relationship...
At first glance, it appears to be a capital increase paid out of reserves, but the choice between receiving a dividend in cash or in the form of new shares can have significant consequences for...
In the first part of this guide, we focused on the basics of the investment rounds process, covering essential considerations. With this extended guide, we will chronologically outline the different steps to follow when inititing...
Dormant companies are dormant because they have not been dissolved. This decision to maintain the existence of the company's legal personality can be made for different reasons. ...
We will provide some preliminary considerations that every entrepreneur or investor should evaluate before considering an investment round or, in the case of an investor, before investing in a company with the potential for a...
In order to be considered as a startup, we must prove that we meet a series of requirements. However, there are a series of requirements, of a more subjective or evaluative nature, which must...
The key is for founding shareholders not to perceive these clauses as mere impositions lacking purpose. Instead, both parties should approach them with the intention of understanding that their purpose is to ensure the stability...
Due to the difficulties many startups face in offering competitive salaries to their employees, it is necessary to look for alternatives to attract and retain talent. Some options are the initial grant of company shares,...
Startups are all the rage and now ENISAS's accreditation process is now open. The Startups ecosystem has been waiting for this moment. Read more for requirements and criteria. ...
The anti-dilution clause is configured as an extra protection for the shareholder of the company, and its recognition in favour of investor shareholders is a common practice....
The decision to form a Limited Liability Company (LLC) should be a carefully considered one, taking into account factors such as risk, annual turnover, business opportunities, and the presence of dependent workers or other partners....
Setting up an SL may seem complex, but all that is needed is to follow the correct procedure. ...
The Spanish Capital Companies Act (Arts. 279 et seq.) and the Commercial Code (Arts. 25 et seq.) establish the obligation for commercial companies to file their annual accounts with the Commercial Registry. ...
In recent months, there has been a lot of talk about the creation of companies with only one euro of capital, especially since the approval of Law 18/2022 on October 19, 2022...
The first step in starting a financing round is to know how, how much and for what purpose....
The Law on Startups creates support, advice and training programmes to help them grow and develop and favours the creation of sandboxes, includes an additional provision to create the Spanish Agency for the Supervision of...
Las phantom shares son una solución atractiva cuando se trata de permitir que los empleados participen en el éxito de la empresa....
This article is aimed at analysing corporate takeovers where debt has a major impact on the transaction, which are referred to as leveraged buyouts or LBOs....
The pledge of shares or social participations serves to guarantee the fulfillment of certain guarantees in a company. We tell you!...
In this article we explain what a successively formation limited company is, its statutes, incorporation procedures and applicable regime...
In this article we review the entire process and stages of the global assignment of assets and liabilities in accordance with Law 3/2009, of April 3...
In this article we reflect on the contributions of the 118 account as a form of business financing...
The purchase and sale of the productive unit is one of the mechanisms that the insolvency legislation contemplates for the commercial entities to continue with their activity outside the insolvency process, with the singularity that...
What is an anti-dilution clause? An anti-dilution clause is a prerogative that grants its beneficiary the right to take on new shares in the company, in addition to those he already owns, so that the...
The transformation of commercial companies is the ability of a company to change its corporate type for another. We tell you how!...
Are you wondering what a compulsory transfer of shares is and under what circumstances can it be used? We explain it to you!...
We review the main mercantile aspects of the new spanish startup law or Ley de apoyo al ecosistema de empresas emergentes...
Are you wondering when and how a Board challenge can take place due to deficiencies in the call? We tell you!...
Capital reductions are commercial operations carried out to reduce the amount of share capital. We give you all the keys!...
Have you ever wondered if loans can be made within the company itself and how they work? We give you all the keys!...
We solve the main doubts that exist regarding social action, individual action and civil tort liability...
We analyze the situations in which, due to a modification of the corporate purpose, a partner can exercise his right of separation...
In this article we explain the main keys to keep in mind about the obligation to audit a Mercantile Company...
We explain what a syndication agreement is and what it is used for. We also review the consequences of its non-compliance and how to elaborate it...
All the legal aspects that must be taken into account if you intend to make a capital increase in a Startup...
All you need to know about Telematic holding of General Meetings of Shareholders or meetings of the Board of Directors...
Do you know the advantages of the purchase of commercial companies? We will see when it is advisable to buy a commercial company...
Do you know what a convertible note is? This mechanism may be of great interest to your startup. We explain why!...
We review the obligations of the partners in the limited company and the consequences that may arise from its breach...
The tax residence certificate is issued only when the AEAT considers that your tax residence is in Spain. Learn how to get it step by step...
Cryptocurrencies are booming and have begun to gain relevance within the investing options. They also have the support of large investors and the commitment of entities such as MasterCard, PayPal and BBVA, which allows them...
The company pre-pack sales are the sales of the productive unit before the request for bankruptcy. We explain how the work...
The new double taxation agreement between Spain and the USA includes new features that may favor investments in both countries ...
