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The current Companies Act provides for several possible management structures for a public limited company (plc) or a private limited company (Ltd). Management structures for a public limited company or private limited company The following management structures are provided for by law: That said, certain particular rules apply depending on whether the company is a […]

The recent supplier payment schemes introduced by the Central Government have enabled many Local Authorities and Autonomous Communities to improve the timeliness of payments to their suppliers. However, despite this funding effort, which has ultimately been financed by taxpayers, payment delays continue to occur, often affecting contractors’ cash flow. This situation is particularly burdensome where […]

The expression “evolve or die” perfectly reflects the reality facing Spanish businesses today. The decision to internationalise your business is essential if a company is to grow and avoid being overtaken by the relentless forces of globalisation. However, alongside significant competitive advantages, international trade also entails a number of legal risks that must be carefully […]

International sale of goods as the legal foundation of cross-border transactions An international sale of goods forms the fundamental legal basis on which export and import transactions can be carried out with legal certainty. This type of contract is the legal instrument that enables the parties to anticipate the risks and contingencies inherent in any […]

A D&O insurance policy (short for directors’ and officers’ liability insurance) is an insurance contract designed to cover the civil liability of directors and senior officers arising from the performance of their duties. Scope of cover under a D&O insurance policy D&O insurance policies cover losses resulting from acts or omissions by directors or senior […]

One of the most significant, yet often overlooked, issues in tax law is the taxation of unrealised capital gains. Although the general principle under both Spanish Personal Income Tax (Impuesto sobre la Renta de las Personas Físicas – IRPF) and Spanish Corporation Tax (Impuesto sobre Sociedades – IS) is that gains are taxed only when realised, the legislature has introduced […]

If the Spanish Tax Inspection arrives at your business without prior notice, do not improvise. Verify the identity of the inspecting officers, notify the company’s legal representative and tax adviser immediately, distinguish areas open to the public from restricted premises, and do not permit entry, searches or forensic imaging of computer systems unless an authorised […]

In this article, we briefly explain a little-known contractual provision relating to unfair competition which may be of considerable value to businesses whose employees, having received specialist training and become essential to the company, are subsequently recruited by competitors or decide to establish their own competing business. This provision is known as the post-termination non-compete […]

Article 31 of the Spanish Constitution provides that everyone shall contribute to public expenditure through a fair tax system. This constitutional obligation is also protected and enforced under Spanish criminal law. Tax offences: criminal protection of the tax system Tax offences are one of the clearest examples of economic crime under Spanish criminal law. Their […]

When a company experiences serious financial difficulties, uncertainty often arises as to the appropriate time to take legal action. It is precisely for these situations that insolvency proceedings (concurso de acreedores) exist. In Spain, insolvency proceedings are governed by Royal Legislative Decree 1/2020 of 5 May, approving the consolidated text of the Spanish Insolvency Act […]