Introduction to liability limits in M&A transactions One of the main concerns for both buyers and sellers in M&A and corporate acquisition transactions is defining the temporal and monetary limits within which the seller will be liable for any damages or contingencies arising from events prior to the transaction. The establishment of these limits is […]
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Tax consolidation has become a key tool for many corporate groups which, as they have grown and diversified their activities across different companies, now structure their organisation through a parent company acting as the group’s holding entity. This is the structure commonly used by well-established family groups, and it can be achieved through corporate reorganisation […]
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The culture of prevention in family-owned SMEs In many family-run small and medium-sized enterprises (SMEs), the culture of prevention relies more on trust than on formal protocols. “Here, everyone knows what needs to be done” However, when a serious workplace accident occurs, that trust carries little weight: what matters before a judge is not what […]
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Corporate criminal liability in the agri-food industry Following the reform of the Spanish Criminal Code introduced by Organic Law 5/2010 of 22 June, Spanish legislation recognises the criminal liability of legal persons in cases expressly provided for by law. A company may be held criminally liable for offences committed in its name, on its behalf, […]
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Following the failure to approve the reduction of the standard working week to 37.5 hours, the Ministry of Labour and Social Economy has initiated the urgent processing of a new Royal Decree to regulate working time recording, which is expected to be approved at the next meeting of the Council of Ministers. This new Royal […]
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Family holdings have become one of the most effective tools for organising and protecting the assets of family businesses. This type of structure not only helps maintain market competitiveness but also ensures business continuity across generations, offering a more orderly and efficient framework for managing a corporate group. To achieve this objective, the creation of […]
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The Business Judgment Rule (BJR) constitutes one of the fundamental pillars in delineating the liability of company directors. It recognises business discretion as an inherent component of corporate management and governance, while simultaneously establishing a framework of protection against potential claims arising from business decisions that ultimately prove unsuccessful. It is important to highlight that […]
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The trading of securities of small and medium-sized enterprises (SMEs) on Multilateral Trading Systems (MTS) is becoming increasingly common. Consequently, regulation in this area continues to evolve, adapting to the flexibility and agility required by transactions that reflect the nature of the market in which such securities are traded. In line with this trend, at […]
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In the world of corporate acquisitions, one of the most common yet complex structures is the LBO (leveraged buy-outs). This is a mechanism whereby an investor – typically a private equity fund or a corporate group – acquires a company primarily through external financing. What is characteristic of this model is that the purchaser usually […]
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Is it possible to pay wages in cryptocurrencies in Spain? Cryptocurrencies are booming and, unsurprisingly, we have already discussed them in this blog in articles such as this one on cryptocurrencies and Transfer Tax, and this one on their taxation under Corporate Income Tax. Today we address a question increasingly present in business debates: can […]
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