Practice Areas - Entrepreneur and Start-ups

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The current number of entrepreneurs is growing rapidly. The prevailing view among experts advocates for the development of new businesses as one of the possible ways out of the crisis in which we are immersed.

When setting up a business, there are a number of legal requirements to be fulfilled in order to protect the business’ assets, as well as the firm decision by an investor (business angels and funds) to support an innovative business idea.

As a multidisciplinary and flexible firm, Andersen Tax & Legal is fully qualified to accompany both entrepreneurs and investors, guiding them through all the development phases and taking an active role in all those issues which could be of concern.

For the entrepreneur, the advice starts with a thorough study of the legal framework in which the new company shall operate, as well as determining which legal and tax structure is the most appropriate for each project.

With regards to investors, our advice is focused on several phases, from how to invest, articulating the investment, defining the structure and executing the different financing rounds, detecting possible business contingencies, as well as how to articulate an exit by the investor before a potential sale or disposal of the company.

Services

Incorporation of the company

Our team has extensive experience in planning, negotiating and executing corporate transactions.

  • Mergers: uniting of two or more companies into a single entity, through a purchase, sale or exchange of shares.
  • Acquisitions: Transfer of all or part of a company through the purchase of shares, assets, businesses or industries.
  • Investment rounds: Capital increases in a company tend to be structured in successive investment rounds (A, B, C, etc...) with different valuations and subscription conditions, which reflect the evolution of the business.

The planning of these operations is essential to ensure corporate business development and protect the interests of shareholders before the new investors or acquirers.

Shareholders’ and Confidentiality Agreements

Confidentiality clauses or agreements (Non-Disclosure Agreements “NDAs”) regulate the terms on which several parties exchange confidential information, which is of special importance or value to a party, in order to control or avoid a potential subsequent disclosure.

Confidentiality agreements are common in the context of corporate transactions in which one party needs access to confidential information of the other before deciding whether to buy or invest. These agreements should regulate issues such as determining which information is deemed confidential by the parties, the limits for their communication or use, the duration of the agreement, the processing of information after the termination of the agreement and the consequences of a breach. These clauses are often complemented by exclusivity or non-competition agreements.

Comprehensive innovation management

The team at Andersen Tax & Legal will help you to protect and manage innovation by designing strategies to register trademarks, utility models and industrial designs. In those cases where registration is not sought, Andersen Tax & Legal provides advice regarding the drafting of confidentiality agreements and agreements aimed at protecting company know-how. Furthermore, it can provide advice regarding the enhancement and management of technology transfers, as well as drafting contracts and licences of use

Registration of trademarks, domain names and corporate branding

Andersen Tax & Legal advises clients by designing protection strategies and applying for domestic, European and international trademarks, managing these trademarks throughout the process, until they are awarded.

Furthermore, Andersen Tax & Legal offers advice on any potential actions carried out after the trademark registration, such as filing oppositions before third parties looking to register identical or similar trademarks, filing administrative or civil appeals, drafting trademark assignment agreements and licences of use, etc.

Similarly, Andersen Tax & Legal can help to register and manage those domain names needed to operate on the Internet.

Protection of intellectual creations

Andersen Tax & Legal offers legal protection for all the intellectual creations of a company such as software, applications, computer programs and videogames, agreements to create and maintain websites and the effective protection of their content, artistic and audiovisual creations, social media, etc

Adaptation regarding regulation of Information Society Services

Spain’s Law on Information Society Services and Electronic Commerce (LSSI) establishes a number of requirements that providers of these services in Spain must comply with.

Among other issues, we advise our client on:

  • Drafting of legal notices and terms of use of websites
  • Adapting the client’s activity in order to comply with the LSSI and ancillary regulations.
  • Drafting general terms and conditions for those instances where the activity is going to involve e-commerce.
  • Reviewing advertising materials and campaigns.
  • Representing our clients in sanctioning proceedings.

Drafting of legal notices and terms of use

The legal notice and terms of use of a website regulate the relationship between a company and its customers and users accessing the site.

The legal terms are subject to the same laws as any other traditional contract, which is why when such terms are drafted, they should consider a number of rules and legal principles.

Failure to comply with these formal and legal obligations can lead not only being unprotected against potential infringements by their customers, but also being liable to paying severe sanctions related to the rights of consumers and users, data protection, advertising, distance contracts, retail, consumer credit and many other rules governing this activity in Europe and internationally..

Adaptation to ensure Personal Data Protection

  • Review and analysis of compliance with current regulations.
  • Detection and registration of relevant files containing personal data with the Spanish Data Protection Agency.
  • Drafting of security document required by law.
  • Drafting of action plans to adapt the company’s activity to comply with current regulations.
  • Technical and legal advice for the implementation of security measures.
  • Legal representation in proceedings brought before the Spanish Data Protection Agency.
  • Maintenance of the personal data protection policy.
  • Resolution of doubts and queries regarding the personal data protection.
  • Carrying out biennial audits.

Investment and disposal transactions

  • Company Due Diligence: determining any contingencies in the company or Project to be invested in.
  • Advice at all stages of financing rounds: seed and other financing rounds.
  • Advice in disposal and sale transactions.

Professionals

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