The publication of Law 15/2015 in Spain aims to decongest commercial courts by giving jurisdiction in the area of company law to other competent bodies such the Spanish trade registries.
The entry into force of the new Billing Regulation in Spain regulates the common practice of sending invoices in PDF format via e-mail, granting those invoices the same validity as hard copy invoices.
Article 168 of the Corporations Act in Spain establishes that minority shareholders of a company may request that the directors of the company to convene a general meeting. They may also request the accounting documents of the company for their consideration.
Following the new reform of the Corporations Act, only shareholders may challenge corporate resolutions in Spain. In addition, the period to challenge a corporate resolution is fixed to one year.
There are legal and statutory reasons for excluding a shareholder in Spain. Any shareholder who voted for an exclusion resolution is entitled to bring an exclusion action on behalf of the company.
According to the Capital Companies Act and the Doctrine of the Directorate General for Registers and Notaries, company bylaws must state whether an administrator receives compensation, and company bylaws are …
According to the Spanish Corporations Act, shareholders can attend meetings by electronic means. However, only public limited companies in Spain are currently able to use this method of attendance if the company’s bylaws authorize it. Attendance by electronic means must guarantee the identity of the individual who is attending the meeting electronically.
There are now two electronic methods for incorporating companies in Spain, depending on whether standard bylaws are utilized. Alternatively, companies can still be incorporated using traditional paper filing, either physically or electronically with the Registry. In summary, there are two contemporary ways to incorporate companies in Spain.
With the new Law of Entrepreneurs, which will enter into force in 2014, the new cash basis for managing the VAT willreplace the old accrual basis. With the new system, the supplier does not need to enter the VAT until the customer is charged and the customer cannot deduct the VAT until they have paid the invoice.
Article 93 a) of the Spanish Companies Law (LSC in Spanish) expressly recognizes the shareholders’ entitlement to participate in company profit-sharing. Nevertheless, it is not an automatic entitlement, since, in principle, …
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