Corporate & M&A

Corporate & M&A is one of the key practices of our law firm. Our lawyers combine high negotiation skills with specialist expertise enabling us to handle any issues that can arise in a corporate transaction and ensure successful deal outcomes.

Our Corporate & M&A practice is fully integrated with other practices of our firm (such as Tax, Labour, IP, IT, Real Estate) forming a multi-disciplinary team able to provide our clients with a complete and specialized range of services in relation to transactions or day to day corporate and contractual issues.

Our approach is to deliver high quality, practical and commercially relevant advice, taking into consideration the industry and jurisdictions in which our clients operate. For this purpose, besides their legal experience, our Corporate & M&A lawyers have a deep knowledge of legal aspects of industry sectors and extensive cross-border experience.

Our areas of expertise within the Corporate & M&A practice include:

Corporate Law +-

Our Corporate & M&A team advices our clients (domestic and multinational companies and groups) on corporate matters through every stage of the company life cycle, from its incorporation to its winding-up, providing day to day advice and ensuring that the company complies with any applicable legal and regulatory requirement.

Our expertise includes legal support in the incorporation of companies, branches and other legal entities and day to day corporate advice (like amendment of by-laws; share capital increases and decreases, appointment of directors and other representatives, etc.)

Our Corporate & M&A team has also wide experience advising boards of directors on corporate governance compliance, remuneration policies for directors and directors’ responsibilities. Our advice also includes providing company’s secretarial services to board of directors (either by giving support to the company or acting as Secretary nonmember to the Board).

To learn how to incorporate a company in Spain, you may download our “Free Incorporation Guide“, which contains useful information as regards legal steps to be followed, costs involved, tax implications, and much more.

Comercial contracts +-

Our Corporate & M&A group has extensive experience in drafting and negotiating all kinds of national and international commercial contracts and arrangements with the aim of supporting our clients’ day to day business activities.

Our lawyers advice both clients and suppliers in a wide range of areas of commercial contracts such as distribution, agency, franchising, supply, manufacturing, licensing, R&D, e-commerce, outsourcing, marketing, etc.

Mergers & Acquisitions +-

Our Corporate & M&A lawyers are experts in the design and implementation of national and cross-border Mergers & Acquisition transactions advising buyers, sellers, the target company or its directors in a wide range of industries, including those that are highly regulated.

Our M&A Firm’s activity covers the design and implementation in all types of M&A deals at all their stages including:

· Advice during the preliminary stage: negotiation of Offer Letters, MoUs, confidentiality agreements, etc.

· Counselling in investment and divestment processes: drafting and negotiating contracts regarding the acquisition or sale of companies, businesses and assets; drafting and negotiating Shareholders Agreements and other ancillary contracts.

· Executing mergers and spin-offs, both between companies of the same group and between independent companies.

The close work of our Corporate & M&A lawyers together with financial experts of our firm allows us to address all legal requirements arisen from this kind of transactions.

· Performance of the Due Diligence of the target company.

Corporate Restructuring +-

Our Corporate & M&A lawyers advice on a full range of corporate reorganizations and restructurings, by planning and implementing the most suitable corporate structures, in many cases with significant multi-jurisdictional aspects, and drafting and negotiating the related corporate documentation.

Joint Venture & Strategic Alliances +-

Our Corporate & M&A team has also experience in the design, negotiation and implementation of joint venture agreements and strategic alliances both at domestic and international level. Our experience in cross-border transactions allow us assisting our clients in the choice of the most suitable vehicle and other complex factors like choice of law and jurisdiction.

Private equity firms and funds +-

Our Corporate & M&A team advices on incorporating and defining the legal structure of venture capital funds and other similar investments vehicles. We also assist them on all the subsequent stages of their lifecycle, helping them through their investments and divestments processes (LBOs, MBOs, BIMBOs, etc.).