Company Law, Corporate Governance and Compliance

Our Company Law, Corporate Governance and Compliance practice area assists clients in all legal aspects of their day-to-day business activities at every stage of their company’s life. Our clients are international and domestic companies, from start-ups to large corporations, both private and listed.

We help and assist our clients with all legal aspects of Company Law. Working closely with M&A, tax and labour teams, we provide a comprehensive support to their daily business activity and in the implementation, development and systems control of Compliance and Risk Management.

We provide creative and efficient solutions that meet our client’s specific goals, covering:

• Incorporation of companies and creation of corporate structures.
• Performance of secretary duties for Board of Directors and other corporate governing bodies, such as minutes drafting, assistance and coordination of the General Shareholders and Board Meetings, drafting of certificates of resolutions adopted and further formalisation before Notary Public and their recording in the Mercantile Register.
• Drafting and amendment of bylaws and internal regulations.
• Share capital changes.
• Analysis of the legal issues relating to the transferability of shares.
• Keeping corporate books and records.
• Remuneration of directors and senior executives.
• Drafting and negotiating of domestic and international agreements, including distribution and manufacturing agreements, franchise, agency and licensing agreements.
• Advice on tailoring the suitable package of industrial incentives and negotiate with the relevant government authorities.
• Advice on the implementation of models of Compliance and Risk Management, including Models of Criminal Prevention of Legal Entities, based on the best practices of Corporate Governance and the 3 Lines of Defence Model (COSO II).
• Advice on Audit Committees as regards to regulatory compliance and control under the recommendation of the Technical Guide 3/2017 of June 27th, 2017 of National Securities Market Commission (CNMV).