Restructuring and Acquisitions
Mergers, demergers, global transfers of assets and liabilities.
Corporate and Group Restructuring.
Division of Branch of Activity.
Corporate Structure Design.
Acquisition of companies by purchase, merger, capital increase, etc.
Assistance in Contracting Finance for Acquisitions.
LBOs and MBOs.
Assistance in reaching and drafting corporate agreements.
Division of members.
Disinvestment: return of contributions.
Distribution of dividends and reserves.
Corporate and Commercial Law
Assistance, drafting and revision of all types of commercial contracts.
Legal and Commercial Due Diligence.
Increasing and reducing share equity.
Incorporation of Companies
Creation and modification of articles of association and agreements between shareholders.
Acting as secretaries to the Board of Directors.
Defence of shareholders’ rights.
Attendance to General Shareholders Meetings.
Advice regarding directors’ liabilities and duties.
Corporate actions (challenging agreements, transfer of directors’ responsibilities).
Accounting and Tax Law
General and Financial Taxation.
Planning and Taxation for Company Mergers and Restructuring.
International Tax Planning.
Taxation for Real Estate Transactions.
Tax Planning for Family Properties.
Assistance in audits and other tax proceedings.
Customs and Special Taxes.
Submission of Queries to the Tax Authorities.
Tax Review Proceedings (Tax Due Diligence).
Legal Assistance for Legal Proceedings regarding Taxation Matters.
Accounting Advice and Submission of Queries to the ICAC (Accounting and Auditing Institute).
Sale, purchase, lease and swap contacts.
Property development contracts.
Counselling for financing, refinancing and guarantee enforcement.
Bankruptcy Law – Insolvencies
Intervention, counselling and legal assistance to companies and individuals in insolvency situations in order to file for bankruptcy and oversee the process.
Intervention, counselling and legal assistance for creditors in bankruptcy proceedings.
Intervention as insolvency practitioners.
Intervention and counselling in refinancing agreements, out-of-court settlements, and filing for pre-insolvency.
Loan challenging and recognition.
Preparation of creditors’ arrangements.
Negotiation with creditors to reach agreements in arrangements or outside the insolvency proceedings.
Standstill and swingline loan agreements.
Civil Trial Law
Executive or declarative relief proceedings of any nature.
Contractual and non-contractual liability actions.
Claim of sums, including order for payment and exchange proceedings.
Equity settlement proceedings (jointly-owned property, distribution of estate).
Corporate actions (challenging agreements, transfer of directors’ liabilities).
Economic Criminal Law
Criminal misrepresentation and fraud.
Criminal Act of Bankruptcy.
Offences against property and socio-economic order.
Offences against tax authorities and Social Security.
Third-party liabilities arising from offences.
Prevention of criminal risks within the company: establishing compliance programs.
Labour and Social Security Law
Design of, and advice on, wage structures and senior management remuneration.
Employment contract termination.
Expatriation of employees.
Contracting and subcontracting works and services.
Relationship with Labour Inspection Authorities and Authorities from the Autonomous Regions and the Ministry of Labour.
Legal defence in labour proceedings (dismissals, industrial disputes, substantial modification of working conditions).
Downsising (LFAPs, collective modifications of working conditions, pre-retirement).
Outsourcing administrative procedures
Keeping accounting records.
Submitting the company’s official accounting books.
Completion and submission of tax returns.
Daily administrative procedures in the company: invoicing, cash position, bank reconciliation, internal financial information reports.
Daily working procedures in the company: payslip preparation, Social Security registration and unregistration, advice when signing work contracts.
Accounting and administrative tasks.
Consolidation of financial statements.
Arranging travel and repatriation of workers posted abroad, minimizing risks and optimizing costs in the tax, and social security-related areas.
Advice on the compliance with the tax, labor and social security obligations of the company and employees, both in the country of origin and the country of destination, during and after posting, in coordination with the local office designated by the company in the country of destination.
Design of expatriation protocols.
Planning of tax and employment models to be used in the international posting.
Legal defense of the company and its expatriate employees, if necessary, before the Spanish Tax Agency or the General Treasury of the Social Security.