Corporate and Company Law (Corporate Law)
Comprehensive legal advice for your company’s life cycle. From incorporation and shareholders’ agreements to international mergers and acquisitions (M&A).
Your Business’s Legal Ally in Spain
In today’s dynamic and regulated business environment, corporate decisions must be supported by an impeccable legal architecture. An error in corporate structuring or in the drafting of a commercial contract can compromise the future of the company.
At Legal Excellens, we act as the strategic partner (legal partner) for SMEs, large corporations, and investment funds. We understand that law should be a business facilitator, not a bureaucratic obstacle.
We offer 360º legal coverage: we structure capital inflows, ensure the regulatory compliance of the Board of Directors, and steer complex company sale and purchase transactions, guaranteeing maximum legal certainty.
Our Commercial Practice Areas
Corporate Governance
Legal structure and control of the company
- Company Incorporation: Subsidiaries, branches, and joint ventures.
- Shareholders’ Agreements: Drag/Tag along clauses, supermajorities, and deadlock resolution.
- Board Secretariat: Attendance at meetings, drafting of minutes, and keeping of corporate books.
- Directors’ Liability: Legal defense and corporate shielding.
Mergers and Acquisitions (M&A)
Corporate growth and safe divestments.
- Due Diligence: Legal, tax, and labor audit prior to transactions.
- Sale and Purchase of Companies: Share Purchase Agreements (SPA) or Asset Purchase Agreements (APA).
- Restructuring: Mergers, spin-offs, non-cash contributions, and exchange of securities.
Commercial Contracting
Security in your daily commercial operations.
- Commercial Agreements: Agency, distribution, franchise, and national and international supply contracts.
- Intellectual Property: Software licenses, patents, and institutional trademarks.
- General Terms and Conditions (T&C): Drafting for B2B and B2C, e-commerce, and corporate data protection.
Why choose our commercial department?
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Commercial and Negotiating Vision
Our mission is to make the Deal happen, protecting the client’s interests. We prevent unnecessary legal hurdles from frustrating commercial operations; we are proactive lawyers and seek constructive solutions to contractual deadlock scenarios.
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International Landing in Spain
We facilitate the “Soft Landing” of foreign companies in the Spanish market. We handle the issuance of NIEs for non-resident directors, international powers of attorney, and the complete adaptation of your business model to Spanish Commercial and Labor Law.
Frequently Asked Questions about Company Law
Why is it essential to draft a Shareholders’ Agreement?
Standard bylaws do not cover critical situations in business life. A shareholders’ agreement regulates how decisions are made, what happens if a partner wants to sell (or receives an offer for 100% of the company), non-compete agreements, and valuation formulas to avoid deadlocks that end up in court or dissolve the company.
What is a legal Due Diligence and when is it necessary?
Due Diligence is an exhaustive audit of the legal, tax, and labor aspects of a company. It is the preliminary and mandatory step before acquiring a company, merging with it, or investing in it, as it allows for the detection of contingencies or “hidden liabilities” that could alter the purchase price or frustrate the transaction.
I want to expand my foreign company in Spain, should I create a subsidiary or a branch?
It depends on your risk and tax strategy. A subsidiary (S.L. or S.A.) is an independent legal entity, which limits the liability of the parent company. A branch, on the other hand, lacks its own legal personality, and the foreign parent company is directly liable for its debts. We analyze your business model to recommend the best entry structure.
Legal Shielding for Your Growth
Speak with our lawyers specializing in M&A and Company Law to structure your next corporate operations with total guarantees.
Schedule a Corporate Consultation