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Shareholder Agreement Services in Spain

Get the right terms for your business venture

Our corporate lawyers will guide you through the process step-by-step.

How can a lawyer help me?

A strong corporate lawyer can adapt the type of document that the shareholders are seeking into a binding, legal contract. At Lexidy LegalTech Boutique, our lawyers can start the document afresh and propose certain terms and conditions or work from the guidelines provided to us. We can also adapt shareholder agreements from other countries for the Spanish market so that there is as much harmony as possible, within the law, between the different jurisdictions.

Our corporate lawyers are also proactive and share their knowledge to suggest additions or changes that would not have been previously understood or appreciated by the potential shareholders. This commitment to being thoughtful and customer-centric helps the client with the:

  • Relationship between the future shareholders in the future company
  • Relationship between the future company and its shareholders
  • Management and governance of the future company
  • Company’s internal structure.
  • Corporate purpose of the company.
  • Conditions affecting the shares of the company. How the shares are distributed among the shareholders and their transmissibility.

Lexidy’s lawyers will also highlight which of the proposed shareholder measures or terms are counter to the law and find appropriate alternatives.

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

 

What is a Shareholders Agreement?

In a word, a shareholder’s agreement is a contract.

It’s a private agreement between the potential or future shareholders of a company. The contract governs how the company will function on matters like corporate governance, business activity, interaction between the shareholders and even on how they will vote on issues and topics that have been debated at during the General Shareholders’ Meeting. 

A shareholders agreement is absolutely essential when there are multiple people involved in the same venture. It is highly recommended that the parties draw up a document that allows the different points of view to be considered and accordingly structured while also legally binding those that sign. Making the document enforceable is important because failure to comply with the agreements allows for compensation and damages under Spain’s Civil Code.

How is this document produced?

The shareholders’ agreement  is usually drafted by a legal advisor. 

Typically, the broad terms and commitments can be indicated over the telephone or an email. The client would explain to the legal advisor what they are hoping to accomplish with their shareholder agreement. We at Lexidy work with the client to ensure that they achieve their goals in the way that best suits their interests.

What are the requirements?

In Spain, a Shareholders’ Agreement can be signed privately between the shareholders or signed before a public notary. It’s common practice for the agreement to be signed privately with a digital signature in order to formally validate the document.

If the agreement is signed before a notary public, then there are guarantees in the event of any contractual breach. So, the accuracy and validity of what has been signed does not have to be proven because the document is essentially public. All public documentation in Spain is directly enforceable. 

Frequently Asked Questions

In theory, no. However, a recent Supreme Court case law stated that, if certain conditions are met and handled properly, the terms in shareholders’ agreement could legal bind the company.

The shareholders’ agreement is a contract, so it’s subject to the terms that the parties agreed. However, Spanish law has established thresholds for certain matters. For example, at least 60% of the shareholders must approve the company’s annual accounts. This can be increased to 80% but cannot be 100%.

There must be at least two General Shareholders’ Meetings each year.

Bylaws are one of the founding documents of any company and contain essential elements such as the company’s name, its economic activity or where it is located, among others.

While shareholders agreements and bylaws can often contain the same types of agreements or arrangements, the main difference is the flexibility of the shareholders agreement compared with the bylaws. For example, bylaws must be registered with the Commercial Registry which gives the parties less discretion over their application.

It’s best practice to have this agreement when there are multiple parties involved in the same business project. The aim is to structure the project appropriately and prevent future conflicts.

A shareholders’ agreement outlines the lines of action for the partners in the situations reflected in the contract. It also establishes routes to resolve any future corporate conflicts.

Our Story

We are a department formed by qualified legal experts who have been trained in the field of corporate law. We work on these requests every day and it’s our passion. For us, Lexidy is a way of life and what excites us the most is to be able to deliver the happiness and satisfaction of a successful process. We want to help you achieve your goals and dreams.

HĂ©ctor Lopez Vazquez

Head of Corporate Department

Madeleine Cadwell

Paralegal

Marta Ametller

Paralegal

Samuel Ortega Vega

Lawyer

Client’s stories

Lexidy Legal Tech
4.9
Based on 437 reviews
Declan Ryan
Declan Ryan
20:48 01 Jun 22
The Lexidy team is uniquely positioned to provide pan-European business and tax advisory services; what would be complex or impossible for a country-specific advisor is straightforward for Lexidy. They answered in days what would take weeks for other firms.
D
D
17:31 24 Apr 22
I’ve dealt with hundreds of solicitors through business over the years but I must say Cristina and Lexidy Law are really something special. Responsiveness, proactiveness, knowledge and professionalism is, quite frankly, outstanding.M.
Signore Raffaele
Signore Raffaele
12:53 07 Sep 21
The service I have received from Hector has been extraordinary.He has helped me opening bank accounts, managing my NIE and setting up my company's branch in Spain.I am very grateful for the help and the exceptional treatment and management.I won't hesitate to contact him again for any other business I may need.
dawei2010
dawei2010
16:12 08 Apr 21
Our company engaged Lexidy Law Boutique to help pursue our monetary claim against a former business partner registered under Spanish jurisdiction. They provided a professional work and our claim got enforced even before it was expected. We will be happy to engage them anytime in the future for any civil law related matters and I can only recommend their services.
dk impprojects
dk impprojects
15:37 22 Feb 21
Lexidy law boutique services are very prompt and responsible, they created my business company in barcelona, spain. I received very good response from Maximiliano Agazzi for my residence permit issues. I am very much happy with Lexidy law boutique services.
Tom Elliott
Tom Elliott
11:44 18 Feb 21
Very helpful getting my business off the ground quickly and easily and affordably! Best of all, they speak English!
Dan Centinello
Dan Centinello
14:26 19 Nov 20
Let me start by saying that I normally do not write reviews - and I am often skeptical of the authenticity of the ones that are left. However, I feel like this law team has earned it and here's why...I am the type of person who will do endless research & contact several people before making a decision. I did the same when looking for a Spanish law firm that would be able to quickly handle my immigration matters and, most recently, help me with my leasing agreement for my apartment.They are extremely responsive (replying within a couple of hours of my messages) and even after office hours.Maximiliano, in particular, has been exceptional. He put a lot of effort to understand all the details of my situation so he can find the best solution.It was quickly evident that he understands that not all people have the same immigration situation and was going to tailor a solution specific to me.What impressed me most though was how he was thoughtful enough to make sure that his immigration solution did not impact my tax or business situation adversely. His focus on the big picture, while not missing the important small details is one of the main reasons why I felt compelled to write a review.Lastly, Max even made himself available during the time I was crossing the border, just in case I had any issues.With all this being said, I have worked with many lawyers in the past - many simply look for "a solution", but the great lawyers look for the "best solution". Everyone I have interacted with thus far at Lexidy seems to understand the latter. I feel very fortunate to have come across them in my research.I know how stressful it can be, especially when dealing with immigration issues. So, I hope this helps others out there that might be in the same situation I was in.
Michael Sandoval
Michael Sandoval
16:44 19 Oct 20
I have had the pleasure to work with a lot of Lexidy's departments. Working with Max Aggazi Paulet to achieve everything needed for my residency was incredible. he help endlessly until everything was accomplished. Soon after i began working with their Real estate department. It has been a journey and they have stuck with me every step of the way. They have gone beyond the scope of their duties to help my dreams of purchasing a property in Spain come to fruition. I would like to thank Alejandro Cano and Jordi Aranda for for everything. Last but not least through the entire Process I have had the absolute pleasure to work with Camila Broderson. She is a Gem. She has guided me in every step to work on opening my LLC in Spain and has also gone beyond the scope of her duties to assist and be available at any time. I plan to continue to work with team at Lexidy and would highly recommend them to everyone. Thank you Lexidy team for everything that you have done so far! I look forward to continuing our partnerships and friendships!
Swapnil Sai
Swapnil Sai
09:45 06 Jul 20
I feel compelled to write this review after my correspondence with the team at Lexidy Law Boutique. This is certainly a law firm with a difference which is devoted to its clients. They attended to all my needs and queries with utmost diligence and professionalism. A truly outstanding and accommodating team that would go out of its way to help its clients. They did more than just exceed my expectations. They have set up a service standard that I am afraid other firms may not be able to match! They have become my go-to legal advisors. My case was fraught with complications and they patiently unraveled those until I had clarity and peace of mind. They are a firm with a heart that I am deeply thankful to.
Petra Ahmann
Petra Ahmann
10:21 17 Jun 20
Lexidy assisted me with my residency visa in Spain, helped me set up a bank account, and attended appointments with me. Overall it was a smooth experience, and better priced than other firms.
Alexander Hohne
Alexander Hohne
18:44 15 Jun 20
I have had an amazing experience with Lexidy not only successfully obtaining my first two residency visa applications but also with the setting up of my two businesses. I can highly recommend this young and dynamic team.
Payam Agha
Payam Agha
13:18 25 May 20
I'm a non-EU Entrepreneur, and I'm in the process of setting up my business in Spain, and It's my pleasure to write a review for lexidy. The team are truly dedicated, they kept me informed and guided me as required.Camila diligently guided me through the process of setting up my project, and it's legal structure in Spain, and set up all the necessary tax and company registrations.Max's attention to detail and relentless determination ensured a favourable report issued by the Economic and Trade Commission of Spain in Sydney.If you are looking for a law firm in Spain, then I have no hesitation in recommending Lexidy for a fast, friendly and efficient service.
Duncan Campbell
Duncan Campbell
17:32 21 Nov 17
Fede and his team at Lequidy were incredibly responsive to an urgent legal issue that my business faced, and dealt with the problem efficiently outside of office hours. Highly recommended.
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