Liability for debts has always had a leading role in corporate litigation. Since its introduction in 1985, liability for debts has never been clearly defined, but from the outset it was seen as a powerful instrument of credit protection for the corporate creditor. Pursuant to article 367 of the Capital Companies Act, the managers of […]

Many investors are now considering the option of buying or merging companies to position themselves in a market that is increasingly competitive and difficult for small and medium-sized companies. These contractual processes, whose technical objective is the signing of the timely deed of purchase and sale of shares or shares, is generally started with a […]

The Capital Companies Act recognizes the rights of specific company shareholders as well as minority shareholders. These rights are designed to protect them against the majority, who often hold positions in the company administration, giving, in certain cases, minimal information to minority shareholders about the management and financial results of company operations. On certain occasions, […]

After several years of being blocked, on January 1, 2017, article 348 bis in Royal Legislative Decree 1/2010, of July 2, was reinstated, which approved the revised text of the Law of Corporations Act (LCA). Article 384 attributes a special right of separation for the Partner in the absence of company profit-sharing, reinforcing the individual […]

Due to the current political context, Royal Decree-Law 15/2017, of October 6, has been approved for urgent measures regarding the mobility of economic operators within the national territory. This RD-L modifies article 285.2 of the Capital Companies Law (LSC). See in the following table the previous one and the new one that establishes RD-L 15/2017 […]

One of the first steps in preparing the sale of a company is the identification and elimination of potential stumbling blocks. There are several reasons why the sale of a company can fail, and to prevent this happening, these stumbling blocks must be identified, managed or eliminated where possible. a) Initial questions It is advisable […]