The joint account agreement (contrato de cuentas en participación), governed by the Spanish Commercial Code, provides investors with the opportunity to engage in collaborative economic activities with clear transparency regarding the assumed risks, all without the need for formal participation in the manager’s share capital.
Author Archive for: Rosario Rodriguez
About Rosario Rodríguez
Having graduated with a Law degree, Rosario Rodríguez specialises in business law and company formation in Spain. Working languages: Spanish, French and English. For any query Contact Rosario Rodríguez
Entries by Rosario Rodríguez
Startup Law in Spain, in force since the end of 2022, is reshaping corporate governance with a groundbreaking change: the possibility of acquiring treasury shares to reward employees through stock option plans.
The articles of association of limited liability companies are the rules governing its functioning and structure. When, over the years, the wording of these internal rules becomes obsolete, it is necessary to update or recast the articles of association.
The Create and Grow Law is a boost for small and medium-sized companies (SMEs) in Spain, designed to remove obstacles to economic activities, reduce late payment practices in business transactions, and provide financial support for business growth.
The Board of Directors may appoint from its members a managing director and delegate to him all powers permitted by law. The following article describes the appointment procedure and details his or her powers according to Spanish law.
Spanish capital companies must submit their annual accounts to the General Meeting for approval and file them before the Commercial Registry. The entry into force of RD 2/2021 on 1/2/2021 opens the door to apply the sanction regime for failure to do so in due time.
The Cash Pooling agreement facilitates the financial operations of companies, especially when operating in different countries. It allows a daily set of automatic inter-company loans to optimize the group’s global position, obtaining a single balance for each bank with which it operates.
We analyze the numerous judgements of the High Court regarding the existence or not of transfer of undertaking when a company acquires a productive unit of another company in the liquidation phase of the insolvency proceedings.
In times of crisis, companies may find themselves in a legal cause for dissolution. In this article, we analyse when they should initiate a bankruptcy proceeding and when they should opt for the dissolution and liquidation of the company.
During the insolvency proceeding, the so-called ‘Sixth Section’, if opened, will determine whether or not the bankruptcy is negligent, as well as the liability of the company directors. We analyse if it is possible to attribute this liability to the parent company.