Corporate law is part of the commercial area, but it has its own entity due to the importance of its matters, as it encompasses aspects related not only to the partners, attorneys, and administrators of the company but also to everything related to the incorporation and dissolution of companies, the drafting or modification of bylaws, shareholder agreements or family business protocols, mergers and acquisitions, etc.

In Spain, the main regulation of this area is found in the Royal Legislative Decree 1/2010, of July 2, which approves the consolidated text of the Capital Companies Act, without prejudice to other applicable specific regulations.

The correct application of these rules is crucial for the proper functioning of any business and for the protection of the interests of the company and its partners.

In this environment, specialized legal advice becomes indispensable. Therefore, we recommend that you do not leave the legal aspects of your business to chance and surround yourself with a specialized team that not only helps you create your company but stays with you throughout the development of your company.

At NOMOI, we accompany you throughout the growth process of your business, assisting you in the legal management of the administrative bodies and partners, and ensuring proper compliance with regulatory obligations.

How Can We Help You?

Below are the most frequently provided services in this area:

• Company Incorporation.

Incorporating a company in Spain involves meeting various legal requirements, including incorporation before a Notary and subsequent registration with the Commercial Registry, as well as drafting and formalizing the bylaws, among other requirements.

Our team will assist you in formalizing all the necessary documentation, ensuring that the bylaws comply with the content required by the regulations and coordinating actions both at the Notary and the Registry, among other services.

• Company Dissolution and Liquidation.

The dissolution of a company can be carried out extrajudicially (by decision of the partners) or judicially (through bankruptcy or the approval of a dissolution claim filed by a legitimate party).

In either case, after the dissolution, the company’s assets must be liquidated, which is specifically regulated by different laws and requires compliance for subsequent registration with the Commercial Registry.

At Nomoi, we accompany you in the closure of your company, advising you on the formalization of the necessary private and public documents to dissolve the company.

• Shareholder Agreements.

A shareholder agreement in Spain is a private agreement between a company’s partners, intended to regulate their internal relations, rights, and obligations, and to anticipate the resolution of potential conflicts.

Our specialists in shareholder agreements will help you develop the agreement that best suits your company’s needs and characteristics, to ensure an orderly decision-making process in the interest of the company.

• Bylaw Amendments.

Bylaw amendments in Spain require the consensus of the shareholders’ meeting and must be formalized before a notary and subsequently registered with the Commercial Registry, among other actions.

We coordinate and prepare all the necessary documentation to make bylaw amendments that not only comply with the regulations but also adapt to the company’s strategy and evolution.

• Management of Corporate Bodies.

The management of corporate bodies in Spain involves the board of directors or the administrators diligently managing the company, fulfilling their obligations to ensure its proper functioning and regulatory compliance.

At Nomoi, we advise you on the preparation of corporate documents necessary to meet the daily obligations of the administrative body and the partners.

• Other Services.

We offer other services related to Corporate Law, so do not hesitate to contact us to learn more about related services.