Notarial Deed of the General Shareholders’ Meeting in SpainAny shareholder holding a certain percentage of the company (5 % in the case of limited liability companies, and 1 % in the case of public limited companies, unless statutory provisions have reduced these percentages) is entitled to require the administrators to have a notary present to record the minutes of the general meeting.Read more
The Deposit of Annual Accounts in SpainThe Law of Capital Companies in Spain establishes that administrators are responsible for depositing the annual accounts. Failing to do this may result in the imposition of sanctions on the company and the closing of its registry, which would prevent registration of the company’s acts and documents.Read more
New Business Secrets Law in SpainLaw 1/2019 of 20 February refers to business and trade secrets and establishes a clear and unequivocal definition of the unlawful actions and exclusions it contemplates. This law transposes Directive (EU) 2016/943 of 8 June 2016 into Spanish law.Read more
Conversion from an Autonomous worker to a Limited CompanyAmong the advantages of converting from an autonomous worker to a limited company includes professional commercial image, limited liability, easy access to banking finances and lower taxes when the benefits are high.Read more
What are phantom shares?Phantom shares constitute a mechanism widely used by start-ups to reward talent. Unlike what happens with stock options, phantom shares are not an offering of the company’s real shares but are rather fictitious.Read more
The modification of bylaws and the administrators’ reportThe modification of the bylaws is a regular situation in the life of any commercial business that consists of adapting its basic model of organization and operation to the changes experienced by the company.Read more
The representative of body corporate director cannot be a de facto directorA director is any natural or legal person, who, directly or through representation, exercises the management or administration functions of a company.Read more
Duties and functions of members of the Board of Directors in capital companiesWithin the Board of Administration of the capital companies exist distinct responsibilities to which are attributed a series of particular functions. Regarding the distribution of positions within a Board of Directors, it is important to have clear distributions to the President, the Secretary and the rest of the members of the Board of Directors (members).Read more
Preliminary Draft of the Corporate Confidentiality Act in SpainThe new legislation extends the protection of the business secrets to the so-called “infringing goods”. This refers to those products and services whose design, characteristics, functioning, production process or marketing significantly benefit from business secrets unlawfully disclosed, exploited or acquired.Read more
