Legal services
Corporate law
We provide comprehensive advice on corporate law, to clients and companies, from the beginning of its corporate life, to the time of its incorporation, and until the termination of its legal personality. This advice includes, therefore, our professional support in tasks such as the incorporation of companies; the reform and updating of the bylaws reform and the internal regulations of the company; the capital increase and decrease; the analysis of the legal issues related to the shares transmission, social participations or quotas.
We are highly qualified and experienced on transactions with spanish companies which are owned by foreign companies.
We give you advice on the most suitable legal structure for your business, taking into account details of its activity, the number of shareholders, the purpose of the business, and other information that will have an impact on the associated taxes. The steps for the a company incorporation in Spain involves the following tasks:
- Request of the "Name Certificate of the company" - a certificate stating that the company name you are willing to use is not already taken
- Application for the CIF number, the company tax identification number
- Draft the Corporate Statutes of the company
- Assistance at the Notary Public when signing the "Deeds of Incorporation" or signing on the client's behalf.
- Submit the Application Form of the company taxes which is 1% of the share capital (currently exempted)
- Registration of the company at the Mercantile Register.
Once the company is duly registered we will assist you in all the related transactions of the company, such as a Capital Increase or Decrease, Sale of shares, bylaws reform, change of Directors, and Company Liquidation. We will also provide you legal, tax advice and the accountant services in order to comply with the Spanish Law regulations during the life of the company.
Real Estate law
Fundamental to our real estate practice is the acquisition of any type of real estate asset located in Spain, our services include:
Document Negotiation. We negotiate and draft listing agreements, letters of intent, option agreements, purchase and sale agreements, deeds, assignments, and other documents required in connection with the closing and any other contracts required in connection with,a transaction.
Due Diligence Review. Clients seek our advice with site selection analysis; economic feasibility studies; physical, environmental, and land use due diligence; title and survey review; lien and litigation searches; and corporate authority concerns.
Financing. We negotiate and document the financing products associated with real property acquisition. We also negotiate and coordinate the payoff, assignment, and assumption of existing loans.
Lease and Contract Review. We review and analyze existing leases and contracts, identify and obtain requisite third-party consents to transactions, and ascertain, among other things, the rights and costs to assign or terminate applicable leases and contracts.
Opening a bank account in Spain: it is convenient to have a bank account in Spain in order to get paid all the direct debts of the property, as Community fees, Property Tax, Garbage Fee, supplies and the home insurance costs.
Assistance at the Notary: personal legal assistance at the signing, by explaining the stipulations of the Deed and making the translation of the Deed to your language.
Construction law
We can legally assist you at each stage of your construction and real estate development. In the planning, contracting, execution or completion phase of your project. We provide you a DUE DILEGENCE with comprehensive legal advice that will depend on the planning regulations. We work for and together with construction companies, technician, architects and other developers.
Construction law is arguable far more nuanced than other areas of real estate law, and unfortunately, construction-related transactions oftentimes are not documented very well. It is fortunate that the construction industry has dedicated significant effort towards the utilization of standard forms and technology, but because each transaction is unique it is still advisable to have an experienced construction law attorney on your side.
Our goal is to ensure the client clearly and appropriately allocates the risks and responsibilities during the project to better avoid situations that might result in claims or delays. Knowledge and understanding of your contract and its terms at the beginning of the project will assist in avoiding surprises and handling issues that arise during the project when they inevitably arise.
Tax advice
We study each transaction and provide tax advice to our clients by informing them about the taxes related to the transaction, its possible tax benefits, and the tax exemptions to apply.
Individuals and entities that do not reside in Spain will be taxed yearly on income earned in the Spanish territory through the Non-resident Income Tax (IRNR)
In compliance with the Non Residents Tax Act (2004). The non-resident citizens who owns a property in Spain is obligated to submit a yearly Income Tax declaration before the 31 of December of the following year of the acquisition. Therefore, and in order to comply with the Spanish Tax regulations we yearly inform our clients of their duty and we submit om their name the mentioned Tax Application Form.
Corporate Income Tax.- A company is considered resident in Spain for tax purposes if it has been formed under Spanish law, has its registered office or its effective management office in Spain. The general rate in Spain is 25% of the incomes. Resident companies are taxed on their worldwide income. In accordance with the provisions of the Corporate Tax Law, the accrual of the tax occurs on the last day of the tax period and, being this, in general, the 31st of December of each year.
Contract Law
Better to spend a little to write the right contract than to spend a fortune litigating over the wrong one
Pre-Relationship Agreements
Planning and negotiating prenuptial agreements, cohabitation agreements, and other arrangements to protect assets and earnings from potential claims of ex-spouses or others.
Post-Marital Agreements
Planning and negotiating specialized marital settlement agreements to provide for the continued unified operation and control of a family business and investment properties following a divorce
Loan Agreements. Draft and negotiate the appropriate stipulations, as the case may be, for loans between individuals, between companies or companies with its shareholders meeting the legal and tax requirements.
Purchase Private Agreements: The private purchase/sale contract or the purchase option contract is generally signed within two weeks or a month after the reservation, by paying of 10 % of the purchase price where the owner is an individual, and between 30 % to 50 % if the property is a new build or acquired off-plan.
The contract will include the details of the agreements reached between the parties and the conditions of the purchase. At this moment, it is very important that the clients notify us of any commitment or condition that they have agreed with the seller, so that this may be reflected in the document. Once the contract has been signed, both parties are under obligation to respect the contract in the agreed terms and conditions.
Lease Agreements: A rental and lease agreement is a document that describes the agreement between a property owner, known as a "landlord," and another person who is willing to pay a rent while occupying the property, known as a "tenant". The terms of the contract are negotiable between the tenant and the landlord and, once signed it is mandatory between the parties.
Construction contract: Draft or review the stipulations and terms of the a construction contract, after a careful reading of the stipulations that states the responsibilities that exist for each party. A construction contract is an agreement between a client and a contractor that specifies the details of a construction project. The details in a construction contract should include all aspects of the project, including payment, the type of work being done, legal rights of the contractor, and more.
Inheritance Law
Wills, testamentary trusts, and similar arrangements, which provide security for the client’s heirs of the assets located in Spain, will maximize the administrative efficiency and will also facility the administrative work to be done by the heirs in their country of residence at the Inheritance Procedure. We always recommend our clients who owns an asset in Spain to sign a Will before a Spanish Notary of the mentioned assets, to avoid any legal issue in the future.
We have a wide experience on the inheritance procedure, and in general advice for legislation regarding inheritances, reading wills, determining heirs, awarding and acceptance of inheritance.
The whole procedure of the adjudication and acceptance of the inheritance, includes the following:
- Asset investigation of the deceased
- Requesting of copies of the Death Certificate, in the event that the death took place in Spain.
- Requesting the Certificate of inheritance and registration Wills at the Central Registry of Wills in Madrid, that will inform us if the deceased signed a Will in Spain.
- Obtaining of the Will from the Notary Public where it was signed
- In case there are not Will in Spain, but there is a Will signed in a third country, the mentioned Will must be certified and duly stamped and translated to get its validity in Spain.
- In case there are not Will sign in Spain either in a third country, it has to be signed an Estate Heirs Statement before a Notary.
- Inheritance Acceptance Deed
- Partition of the inheritance according to what the will states, or, where there is no will, to the desires of the inheritors .
- Inscription at the Land Registry of the new owners of the Estate inherited.
- Calculation and submit the Application Form of the Inheritance Tax.