What happens if I transfer my shares without respe […] What happens if I transfer my shares without respecting the right of pre-emptive acquisition?
Category: Company Law
In limited liability companies, as a general rule, the transfer of shares is subject to a number of restrictions in order to protect the stability of the company by avoiding uncontrolled changes in the ownership of the share capital. These limitations on the transfer of shares are a consequence of the closed nature of this […]
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In previous posts in our blog, we have highlighted the growing interest in Free Investment Companies (SIL), as they are flexible investment vehicles that allow investment in any type of financial asset (shares, stocks, crypto-assets, etc.), offering a minimum taxation in the Corporate Income Tax. In today’s post, we will detail the main tax benefits […]
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The Free Investment Company (‘SIL’) is a type of collective investment institution (‘IIC’) that is little known, but which enjoys significant advantages, both from the point of view of flexibility in its types of investment and from a commercial and taxation point of view. To such an extent that, from our professional experience at Devesa, […]
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10 mistakes to avoid when raising capital in finan […] 10 mistakes to avoid when raising capital in financing rounds
Raising capital is one of the most challenging tasks startups face. Moreover, although raising investment can be the boost needed to scale a business, the process of raising funds is full of obstacles, and there are certain mistakes that can be very costly, both for companies with little experience in the market and for those […]
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Organic Law 2/2024: Are companies prepared for the […] Organic Law 2/2024: Are companies prepared for the new mandatory parity?
On 22 August, Organic Law 2/2024 on Equal Representation and Balanced Presence of Women and Men (the ‘Law’) came into force, which is a further step in the quest for gender equality in Spain. This law not only transposes the European Directive 2022/2381 on gender parity on boards of directors, but its scope is more […]
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The Board of Directors’ Regulations: what ar […] The Board of Directors’ Regulations: what are they and when are they mandatory?
Within the Spanish legal system, legal entities are regulated and governed by two main bodies; (i) the General Meeting and; (ii) the Administrative Body, the latter being in charge of the management and representation of the Company. Thus, Royal Legislative Decree 1/2010, of 2 July, which approves the revised text of the Corporate Enterprises Act […]
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Legitimisation to challenge corporate resolutions […] Legitimisation to challenge corporate resolutions in court
Article 206 of the Caorporate Enterprises Act regulates the standing to challenge corporate resolutions adopted by the General Meeting of a commercial company. Percentage of share capital required to challenge company resolutions In principle, any of the directors, third parties with a legitimate interest and shareholders who have acquired such status prior to the adoption […]
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Exemptions for family businesses: I have a company […] Exemptions for family businesses: I have a company that leases real estate, what are the consequences for wealth tax?
As we mentioned in a previous post, the value of the shares held must be declared in the Wealth Tax (IP). As a reminder, in that article we also commented on the so-called “family business exemption”, which is established in article 4-Eight-Two of Law 19/1991, of 6 June (LIP). In this new article, we analyse […]
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About takeover bids: What are they and how do they […] About takeover bids: What are they and how do they work?
Takeover bids in Spain represent a crucial mechanism within the legal and financial framework for the acquisition of shares of listed companies in the Spanish market. What is a takeover bid? A takeover bid is a transaction whereby all the shareholders of a listed company are offered to acquire its shares or any securities that […]
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The international joint venture agreement as a for […] The international joint venture agreement as a formula to internationalise a business
Many clients come to law firms to tell us that they intend to manufacture their products abroad or to internationalise their business by selling their products or services in other markets they do not yet reach. On many occasions, moreover, clients tell us that they want (or need) to internationalise their activity with a local […]
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