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NEW CHANGE TO SEPARATION RIGHTS IN THE ABSENCE OF DISTRIBUTION OF DIVIDENDS

Please refer to : PRICE FIXING IN EXCLUSIVE PETROL SUPPLY CONTRACTS UNDER A BRAND NAME. CASE LAW FROM THE SUPREME COURT DISTRIBUTION OF DIVIDENDS AND EXIT RIGHTS FOR COMPANY PARTNERS (II) Article 348 of the Spanish Capital Companies Act (“SCC”) was introduced in 2011, thus establishing the separation right of partners whenever dividends amounting to at least one third of…

REGISTER OF FRANCHISORS: SUPPRESSED SINCE DECEMBER 2018

In Spain, franchise is understood as the commercial activity carried out by virtue of an agreement or contract by which one company, known as the franchisor, assigns to another, known as the franchisee, the right to operate its own system of marketing products or services.[1] Until the 8th of December 2018, natural or legal persons -including companies from third countries,…

The legal personality of robots

The definition of “robot” has evolved over time. Traditionally and up until the digital revolution, it was understood to be a mechanical genius capable of carrying out certain functions or tasks in accordance with the instructions programmed by a human being. The definition is partly correct these days, although incomplete. The main difference between the previous and current concept of…

CHANGE IN REGULATIONS AND COMPANY BYLAWS: METHODS OF SUMMONING THE GENERAL MEETING.

Article 173 of the Spanish Capital Companies Act (the “SCC”) establishes the methods that shareholders of joint-stock companies may summon the general meeting. However, regarding the doctrine established by the General Directorate of Notaries and Registries (the GDNR) the provisions of the bylaws always prevail over legal regulations, provided that the receipt of the notification of the summons by all…

TERMINATION OF DIRECTOR FOR BREACH OF NON-COMPETITION OBLIGATION

The directors of companies are attributed with certain duties of compulsory compliance inherent to the performance of their post. Such duties may be summarised as follows: Duty of loyalty; and Duty to avoid situations of conflict of interest. Both obligations have, as a general rule, an imperative character, in accordance with article 230 of the Spanish Capital Companies Act, and…