Company Bankruptcy and Insolvency Services

Expert lawyers in corporate dissolution, liquidation, and restructuring

How to close your limited liability company in Spain?

There are two ways to close your limited liability company in Spain. Either through forced liquidation or voluntary liquidation/dissolution

Forced liquidation is a result of a company being unable to repay certain debts, being unprofitable or following a court order. Court orders for liquidation can come from a variety of sources like illegality of the services provided by the company, irreconcilable financial issues or registration mistakes.

Voluntary liquidation/dissolution is a result of a shareholder agreement to close the services of the company. This can be a result of lack of success or different corporate direction. Dissolution cannot be completed without all outstanding debts being repaid through the liquidation process. These debts cannot be defaulted on through the Spanish Companies Act under dissolution.

Insolvency vs Bankruptcy

There’s a distinct between to these two outcomes. Insolvency is the inability for a company to repay outstanding debts, while bankruptcy is the official declaration of the inability to repay some or all of the company’s outstanding debts. A company Director must file for bankruptcy within two months of learning of insolvency.

How can a lawyer help me?

Our lawyers can help represent clients in court bankruptcy and liquidation proceedings. We also guide clients through the necessary documentation and out of court procedures, including those with shareholders. With restructuring, our lawyers are here to advise on the reconstruction and refinancing of the businesses.

Conversely, we also work with creditors to ensure the protection of their interests in the event a borrower enters bankruptcy.

¨We will be with you each step of your journey.¨

– Immigration Team

Lexidy is a modern, dynamic, and innovative law firm. We always put customers at the center of our work and do our best to give an exceptional experience. Our expertise in Spain and Portugal allows us to solve complex problems thoroughly and cut all the risks before they may happen.
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What are the requirements for closure?

To close a business, you need to secure shareholder approval and settle all outstanding debts through the liquidation process.

The process of closing a company

There are three legal conditions for dissolving an LLC:

  • When the business becomes invalid, the process occurs automatically.
  • When there’s a legal or statutory cause for dissolution. This needs to be brought forth by a court order or corporate agreement.
  • When the shareholders agree to begin the process, regardless of cause.

The liquidation process starts by ‘removing’ the acting director and appointing a liquidator in accordance with the company’s bylaws. The liquidator can be removed by the director or any other person on the Board.

The liquidation process is finished when all outstanding debts are settled.

Find you Corporate Lawyer

Héctor Lopez Vazquez

Head of Corporate Department

Madeleine Cadwell

Paralegal

Marta Ametller

Paralegal

Samuel Ortega Vega

Lawyer

Frequently Asked Questions

The Insolvency Act of 2003 is the main legal provision regarding insolvency. However, COVID-19 has led to some slight adjustments to  declaration timetable and information to be submitted.

A company filing for closure still has tax obligations. However, due to COVID-19, losses in 2020 are not included in the dissolution process and there is currently a non-obligatory moratorium on filing for insolvency proceedings until December 2021. Despite those facts, the moratorium does not absolve an individual from personal liability.

The only option for continuing to stay in business after a court ordered liquidation is a restructuring of the company. Our lawyers can help with this process.

Liability is a result of the actions taken by individuals or groups that directly caused a debtor to be unable to repay debts or procedural errors in the insolvency process. A director, partner, parent company, shareholders and recent liquidators are typically liable. Action can be taken by the creditors to seize assets from those liable in the event that the assets of the company cannot settle all outstanding debts.

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Update: While all of the initial responses were pretty quick, they started getting busy, so I had to constantly follow up. We have since sought assistance elsewhere.My husband and I plan to move from the USA to Porto, Portugal in the spring/early summer of 2023. We didn't know where to start or what to expect. I searched online and found Lexidy Law Boutique. Their website is intuitive, informative and inviting. I emailed the office and Lidiane responded within a few hours. Based on the information in my email, she emailed us appropriate information on our situation. She was very professional and offered to set up a web call if we wanted to. We ended up having our web call today and will be starting our journey of becoming Portuguese citizens. She informed us of the first steps, all of the documentation we need and what the law firm can do for us. Right after our call, she emailed us detailed information regarding pricing and what is entailed in that pricing. So far, the beginning of our journey is a positive one.
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I contacted this company regarding a Labour dispute with a former employer. I quickly got an honest response that according to Spanish Labour laws, nothing could really be done anymore. Impressed with their swift, direct and honest opinion, I explained this was a very unusual case and would like to hire their services. Again I got a swift and direct answer that they did not deal with those kind of cases. Rather than milking a client, they showed admirable integrity by turning down the case…. a rare quality these days. My compliments.
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ZULFU S.R.O
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16:40 04 Sep 21
We used Lexidy to help establish our company in Spain. The whole team and especially Samuel, were very helpful and professional. Their customer service is excellent. Prices are reasonable. Highly recommend.
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Professional Lawyer service which fits around the client. Thank you Max for the expert advise. You have put our minds at rest and look forward to working with you. Definitely would recommend this company.
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In Lexidy I found the perfect partner for meeting my legal needs. Establishing a company can be a difficult task at the best of times and is made even more complex when you are doing this during a pandemic and in another country. Lexidy and in particular Hector Lopez Vazquez made this a simple and efficient process for me. Hector was professional, friendly, responsive and very supportive throughout the whole process. I would have no hesitation in recommending Lexidy and Hector to anyone with similar requirements.
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