MASC and challenging corporate resolutions in Spain
Spain’s Organic Law 1/2025 has introduced MASC, or Adequate Means of Dispute Resolution, as a general pre-court requirement in civil and commercial matters. Its application to challenge corporate resolutions raises important questions for shareholders, directors and companies.
Foreign Parent Company Liability in the Insolvency of Spanish Subsidiaries
Foreign parent companies are generally protected by the separate legal personality of their Spanish subsidiaries. However, Spanish insolvency law may expose the parent company to liability where it controls management, abuses the corporate structure or mishandles intra-group financing.
Post-Contractual Non-Compete Clauses in Franchise Agreements in Spain
For franchisors, post-contractual non-compete clauses are a key tool to protect know-how, customer goodwill and the identity of the franchise network. In Spain, however, their validity requires precise and proportionate drafting, limited to the point of sale from which the franchisee operated.
Joint Venture Agreements for Energy Projects in Spain
Joint venture agreements in energy projects are essential to structure cooperation between sponsors, investors, developers and operators in Spain. A well-drafted JVA provides legal certainty, regulates governance and financing, and helps protect complex energy investments.
Objective Dismissal Due to AI in Spain: How Companies Can Avoid Legal Risks in Automation Processes
Artificial intelligence can reshape business structures, automate tasks and make certain roles redundant. However, AI does not, by itself, justify an objective dismissal in Spain. Companies must prove a lawful ground, document the real impact on the position and comply with employment guarantees.
SPVs and Project Finance for Data Centres in Spain: Legal Structure and Bankability
Data centre projects require significant capital investment. Project finance structures, based on SPVs, allow risk allocation, contractual structuring and bankability, ensuring predictable cash flows and attracting investors in a highly competitive digital infrastructure market.
Assignment of Energy Savings in Spain: Public Sector Opportunities under the CAE System
Spain offers foreign companies significant opportunities to enter the energy efficiency market through the assignment of energy savings generated by public sector entities. Under the Energy Savings Certificates system, these savings may be transferred through asset procedures or incorporated into public contracts.
Sandbagging in M&A transactions: key issues in commercial litigation
Sandbagging in M&A transactions has become a decisive factor in commercial litigation. Whether a buyer can claim despite prior knowledge depends largely on contractual drafting and how risks are allocated between the parties.
Liquidation of Real Estate Assets in Spanish Insolvency Proceedings
The liquidation of real estate assets in insolvency proceedings is the process by which the debtor’s real property is sold to satisfy creditors, in accordance with an orderly plan and under judicial supervision.
Remote Work and Permanent Establishment in Spain: When Is It Triggered
The rise of cross-border remote work has reignited the debate on permanent establishment in Spain. When employees or executives work remotely from Spain for foreign entities, significant tax risks may arise under OECD criteria.
