Corporate Law and Commercial Contracts

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Andersen Tax & Legal advises and intervenes in the foundation of companies, legal entities and associations, providing legal support regarding all issues which are likely to arise throughout their trajectory in Spain and abroad. 

The firm’s specialization incorporate restructuring processes, allows it to plan and implement the most appropriate structure for the development of each business. Its advice therefore also involves counsel on mergers, demergers, as well as on issues surrounding the global segregation or assignment of assets needed to carry out these transactions.

Furthermore, we have vast experience in the negotiation, drafting and agreement of corporate contracts, as well as designing the necessary mechanisms for the resolution of any related controversies or claims.

We take an active role in the corporate governance of our clients, advising on transactions which arise from their daily business, as well as extraordinary ones. The team provides expert advice on succession planning for family-owned businesses.

Andersen Tax & Legal also provides advice on complex financing projects, especially in project finance, acquisition finance, leveraged buyouts, etc.

Services

Corporate

  • Setting up and winding up of companies.
  • Company secretarial functions.
  • Acting as legal adviser to companies.
  • Preparation of all types of normal corporate resolution (increases and reductions of capital, changes of directors, moving of registered office, granting of powers of attorney, etc.).
  • Design and implementation of corporate restructuring processes (conversion to other type of company, mergers, demergers).
  • Shareholders' agreements.
  • Legal and contractual questions relating to directors and election of directors.
  • Rules for transfer of shares.
  • Deadlock resolution clauses.
  • Negotiation and resolution of corporate disputes.

Contractual

Negotiation and implementation of all types of commercial agreement:

  • Sale and purchase, supply.
  • Manufacturing of goods.
  • Provision of services.
  • Agency, distribution and franchise agreements and licences of intellectual property.

Mergers and acquisitions

We design, negotiate and lead all types of acquisition (purchase, merger or increase of capital) and disinvestment operations; leveraged buy-outs and management (MBI, MBO, BIMBO) buyouts; venture capital investment, distressed M&A and joint ventures.

Venture capital

We regularly advise venture capital funds and companies, private investors and business angels in all phases of a wide range of investment, financing and acquisition operations with particular emphasis on the area of start-ups and middle market operations.

Finance and banking

Our advice covers made-to-measure design of all types of corporate finance operation, acquisitions, project finance and structured finance, both simple and syndicated. Our banking work includes acting in leasing, renting, confirming and factoring operations as well as in mortgage and consumer finance.

Family firms

We advise on the design and preparation of family business protocols and the professionalization of management and decision-taking; we also help in the preparation of solutions and measures for ensuring succession to the business within the family.

Start ups

  • Creation.
  • Negotiation of shareholder agreements.
  • Design and implementation of incentive and talent retention schemes.
  • Search for and carrying out of financing rounds, advice on the various instruments of finance, from seed capital to business angels, including subsidies and soft loans and taking shares in European consortiums.
  • Negotiation of technology transfer agreements.
  • Co-development contracts.
  • License and / or use agreements for intellectual property rights.

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