M&A
Due Diligence in M&A: The key to a safe investment
What is Due Diligence? Due Diligence is a process of investigation and analysis that is carried out prior to finalizing an M&A transaction. Its objective is to evaluate all financial,…
Venture Capital: Investing in innovation and growth
Discover how venture capital can propel your startup to success. At ILP Abogados, we offer expert advice for entrepreneurs and investors, guaranteeing safe and profitable investments, transforming your idea into…
Venture Capital: Financing the future of companies
Venture capital can be a powerful tool to boost the growth of high-potential companies. However, it is important to understand the advantages and risks involved in this type of financing…
Mergers and Acquisitions (M&A): Strategies for success in a dynamic marketplace
Mergers and Acquisitions (M&A) have become indispensable tools for business growth, expansion and consolidation.
CEO Remuneration (before and after March 2018)
Before March 2018, it was considered that there were “rank” directors and executive directors or Managing Directors (CEOs). The executive function was of ordinary management and was regulated by means…
Bylaws and directors’ compensation
The Bylaws and the remuneration of the Directors. What happens when the Bylaws state that the position of director is “Unpaid”?
Contributions from shareholders that do not represent a capital increase
the contributions of the partners are not regulated in our Legal System. They are assets delivered by the partners acting as such, by virtue of operations not described in other…
The effectiveness of shareholders’ agreements
In any case, it is convenient to begin by explaining what are the shareholders’ agreements. They are those agreements entered into between all or some of the partners of a…
Guide to Shareholders’ Meetings: Limit Situations
What should I know before attending a Members’ Meeting? A Board is constituted as Universal by all the partners and later one or more partners leave the Board. A Notary…
Shareholders’ Agreements vs. Bylaws: Which prevails?
What happens when the Articles of Association and the Corporate Agreements contradict each other and affect social coexistence?
Treasury Stock
The “Treasury Stock” is a dangerous territory that should not be abused. It is a highly regulated and very limited institution. Here’s how …
The practical aspects of the appointment of an Auditor
Auditor performs a triple task: Protect the minority partners, the creditors of the company and supervise the Administrators
What do judges understand by auditor independence?
In general, all companies must audit their annual accounts. This obligation is legally foreseen. However, 90% of Spanish companies do not have the obligation to audit.
Does the judge have the capacity to moderate a compensation freely agreed by the parties?
Does the Judge have the power to moderate a compensation freely agreed upon by the parties? At least in Spain, if it does.
Redhibitory action, hidden defects and different performance
What is the redhibitory action? Do all the hidden defects of an acquisition give the right to claim? What actions are there? When do they prescribe?
Preferential liquidation, a poisoned candy
These types of clauses are very common in practice. However, you have to be very careful when negotiating them. This is because, if the Investor has a relevant right of…
What is the taxable person’s reverse charge for VAT ?
The investment of the taxpayer causes the recipient of the transaction to be considered as a new taxpayer. That is, one society requires another for a service.
What kind of contract should the CEO have?
What kind of contract should the CEO have? How many times have we been faced with this question? What is the answer?
Financial Goodwill
Spain allowed the amortization of the financial goodwill, in the years before the great crisis of 2008. The financial goodwill is the difference between the book value and the sale…
Non-competition and permanency agreement
Non-competition and permanency agreement is obligatory in every contract that regulates a transaction. The details of each are described here.
