A correct evaluation of both a possible purchase of the assets of a company (asset purchase agreement) or a direct acquisition of stocks and shares (share purchase agreement) will determine the best option to enter the Spanish market.
Commercial contracts in Spain are governed by the Code of Commerce. Knowing its legislation is fundamental to carry out any operation in a secure way such as acquisitions and sales of companies, joint ventures, OPAs, OPVs, commercial sales as well as any kind of contract (representation, commercial distribution, national sale of merchandise, intra and extra EU, etc.).
While company by-laws govern a company’s activity and are public, partnership agreements are private agreements that govern, among other things, the organizational aspects of the company. However, partnership agreements may be made public at the request of any of the partners.
Our Legal Guide for investing in Spain comprises four major parts that focus on the “Why, What, How, and Where” of investing. Our goal is to help enumerate the specific advantages that the Spanish market offers at this moment and offer a guide, from a legal perspective, of how to proceed with an investment with efficiency and guarantees of success.
Distribution contracts are one of the most commonly used trade contracts in business. Hence it is necessary to have a proper knowledge of their functioning in order to avoid conflicts arising from their breach.
The content of a distribution contract depends, inter alia, on the covered territory and on exclusivity obligations. In any case, and with regards to an international contract, if the product is to be distributed in Spain, the terms shall comply with Community law and Spanish regulations.
Distribution, based on the purchase of goods from a supplier and the subsequent resale of the goods by a distributor, is an effective means of entering a new market through the distributor´s network of local clients.
Smart contracts are becoming the new preferred type of contract used in the financial sector. They are easy to use, have lower transaction costs, shorten settlement cycles, mitigate fraud and are transparent. However, an interesting aspect is whether smart contracts will offer consumer or buyer protection.
Practical analysis on remotely piloted aircrafts, also known as drones or RPAS: the existing legal framework in Spain and requirements necessary to qualify as an operator of drones.
The new law regarding the use of drones in Spain regulates commercial, non-commercial and recreational use of drones. This regulation includes aerial works which can be performed with drones, as well as the restrictions that every user of drones must take into account when handling such devices. The fines for not complying with the restrictions can reach a height of €225.000.
Penalty clauses in commercial contracts are extra obligations provided in the commercial contract. Their increasing use aims to ensure compliance with the primary obligation in that incompliance allows for reimbursement.