Law 14/2013 (“Entrepreneurs Law”) introduces a new type of company called the Successive Formation Limited Liability Company (S.F.L.L.C.) in order to support entrepreneurial activity in Spain.
Due to the novelties introduced by the 2015 tax reform, it is important to check the composition of a company’s assets in order to evaluate its possible qualification as a holding company and to conduct sound tax planning.
The new Spanish Corporate Governance Code for listed companies aims to improve the corporate governance framework. This improvement can be done by boosting competitiveness and building transparency. In practice, one of the main principles presented by the Code is the “comply or explain” principle which distinguishes between binding rules and recommendations.
The Spanish Corporation Law (Ley de Sociedades de Capital, LSC) distinguishes between the legal forms of a corporation, partnership and individual entrepreneurship when forming a company in Spain. This is a list of the main features regarding shareholders, equity, liability, founding costs, name assignment and notarial certification.
For a company to avoid criminal liability for crimes committed by third parties in the name of, or on the behalf of the company, the company must have a prevention plan for crimes and rely on a compliance officer.
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.
Through this article, our ambition is to briefly describe the process of the dissolution and winding-up described in the Spanish Companies Act as a mechanism to put an end to the activity of a company in Spain, but also to clarify the main difference with the process of winding-up in the case of bankruptcy.
Of the various probable instances for the dissolution of an L.L.C. in Spain, some are based on economic reasons (accumulation of losses, capital reduction below a legal threshold, etc.) and others may be due to the behaviour of its partners (paralysis of the company, agreement on the dissolution, etc.).
With the reform of the Spanish Penal Code and the debut of criminal liability for legal entities, the supervision and compliance management allocated to a compliance officer has a significant importance for companies.
Before creating your own limited liability company in Spain (L.L.C.), you must be careful when it comes to rules of incorporation, drafting the articles of incorporation, and administrative procedures; those performed before a notary, as well as tax-related obligations.
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