We advise companies from their creation, during their functional life and growth, supporting their initiatives and helping them to overcome their difficulties; we guide them when it is necessary to restructure, reinvent or end their cycle.
General legal advisory services to companies in Spain and abroad in terms of civil, administrative, trade and tax matters: Formation of companies, creation of subsidiaries, branches and representative offices of foreign companies. Direct performance or support of secretarial functions of the boards of directors or other governing bodies of the companies.
Corporate restructuring: Search for financing and negotiation of contracts with investors and financial entities; reform and update of the Company’s articles of association and internal regulations; extension and reduction of its share capital; analysis of the legal matters related with the transferability of shares, equity interests or fees. Drafting and negotiation of related contracts and documents.
Shareholders’ agreements and rights: Advisory services on the implementation, negotiation and drafting of shareholder agreements; restrictions on the transferability of shares and equity interests, call and put options and dividend distribution. Advisory services in protection of the minority shareholder. Shareholder representation at meetings. Defence in the main lawsuits in relation to shareholder status (i.e. challenge of shareholder agreements, social and individual liability campaign against directors; appointment of auditors).
Corporate governance: Advisory services to shareholders, senior management, boards of directors and committees on compliance and corporate governance practices. Shareholders’ and Board of Directors’ Regulations, general and strategic advisory services to the Board of Directors.
Liability of directors: Prevention of conduct that could lead to corporate, tax or criminal liability of directors (in fact or in law). Defence in lawsuits regarding demands for directors’ liability.
Mergers and acquisitions (M&A): Due diligence procedures, structuring of significant transactions, drafting and negotiation of related contracts and documents. Joint venture, distribution and franchise agreements.
Family business: Advisory services in the area of family agreements and protocols in the entire design, negotiation, drafting and implementation process; advisory services in inheritance matters, both in the preparation of wills and inheritance agreements; corporate governance, reforms of articles of association, secretaries to the board of directors and agreements between shareholders. Tax advisory services and analysis, taxation of investment transactions. Advisory services in the application of taxation incentives for philanthropic activities.
