Legal and Commercial

We offer a comprehensive legal and commercial advisory service for companies, business owners and corporate groups. Our advice covers the incorporation and legal management of companies, commercial contracts, relationships between partners, corporate transactions and compliance with corporate obligations. We analyse each client’s needs to anticipate risks, assess alternatives and provide legal solutions that support decision-making and the development of their business, combining technical rigour with a practical view of the business.

Setting up and running a company requires decisions on its legal structure, share capital, governing bodies and internal operation. We advise on incorporating companies, drafting and amending articles of association, capital increases and reductions, appointing directors and formalising corporate resolutions. We also assist with recurring commercial obligations, such as preparing minutes and certificates, legalising books and filing annual accounts. Our aim is to enable efficient, orderly corporate management in line with current regulations.

Transactions involving the sale and purchase of companies and shareholdings, mergers, demergers and other corporate reorganisations require proper legal and financial planning. We advise at each stage of these transactions, from analysing their structure and the legal review of documentation to negotiating and drafting contracts, shareholder agreements and the other documents needed to formalise them. Our approach allows us to evaluate the different alternatives and coordinate their commercial, financial and tax implications, helping ensure an orderly, legally secure execution.

Commercial contracts set out the rights, obligations and responsibilities of the parties and are a fundamental tool for preventing disputes and protecting business interests. We advise on drafting, reviewing and negotiating sale and purchase, service, distribution, business collaboration, financing and other commercial agreements. We pay particular attention to financial terms, guarantees, liabilities, grounds for termination and contractual protection mechanisms, making sure the agreements properly reflect the characteristics and objectives of each transaction.

Properly regulating relationships between partners is essential to ensure a company’s stability and continuity. We advise on drafting and reviewing shareholders’ agreements, articles of association and corporate agreements, establishing mechanisms that govern decision-making, partners’ rights and obligations, the transfer of shares and deadlock situations. We also assist in disputes relating to corporate resolutions, profit distribution, information rights and the functioning of governing bodies, seeking solutions that protect our clients’ interests and support business continuity.

Company directors are subject to legal duties of care and loyalty, and breaching them can give rise to liability towards the company, its partners and third parties. We advise on the proper functioning of governing bodies, the adoption and documentation of resolutions, the management of potential conflicts of interest and the legal obligations linked to the company’s financial and asset position. Our aim is to help identify and prevent contingencies, particularly in situations of financial difficulty, asset imbalances or business decisions that could entail liability for directors.

Business disputes can arise from breaches of contract, disagreements between partners, disputes over corporate transactions or differences in commercial relationships. We analyse the circumstances of each case, the existing contracts and agreements and the legal options available in order to define a strategy tailored to the client’s interests. Where appropriate, we prioritise negotiated solutions and out-of-court dispute resolution mechanisms, without prejudice to considering other legal action when necessary. Our advice takes into account both the legal aspects and the financial and business consequences of each option.

Ongoing legal and commercial advice makes it possible to anticipate risks, adapt the corporate structure to the evolution of the business and approach business decisions with greater legal certainty. Having professionals who know the company’s activity and particular circumstances makes it easier to plan transactions, review contracts and comply with commercial obligations. We offer a close, personalised service with a comprehensive view that combines legal, financial and tax aspects to provide practical solutions and support our clients at every stage of their business.