Business consulting

We are a consultancy company offering a wide range of legal services to meet the diverse needs of our clients. We are committed to providing reliable, professional, and tailored solutions to address your specific business needs. Contact us today and let us know how we can assist you. 

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SECRETARIAT

Commercial advisory services with lawyer advisors to help fulfil:

• the company's commercial obligations with regard to the shareholders and the Commercial Register,
• the obligations of the administrator or representative body of the company, with regard to the shareholders and third parties,
• contracts and powers of attorney for managing directors.

COMMERCIAL SECRETARIAT

Management of formal company documentation:

• Advice to shareholders, partners, and boards of directors in compliance with current legislation, daily management, and implementation of agreements.
• Preparation of summonses and drafting of minutes of Ordinary General Meetings (approval of annual accounts) and Extraordinary General Meetings, as well as resolutions of the board of directors.
• Formalisation before a notary of shareholder agreements and administrative bodies' agreements, and their registration in the Commercial Register.
• Maintenance of books: Minutes Book, Shareholders Register, Nominal Share Book, and Contracts Book, and their annual, electronic submission to the Commercial Registry.
• Statutory modifications (change of address, change of company name, change of corporate purpose) and restructuring and balance sheet cleansing operations (capital increases and reductions).
• Commercial paperwork (registrations)
• Changes in shareholders or partners (transfers of shares and social participation units).
• Management of outstanding debts.

CORPORATE LAW

Assisting you in the day-to-day operations of the company, from its establishment to its dissolution:

• Preparation of Bylaws. Shareholders' agreements (distribution of dividends, restrictions on the transfer of shares and participations, voting rights).
• Establishment of foreign companies in Spain (subsidiaries, branches, permanent establishments) and processing of NIF for foreign partners.
• Commercial contracts (supply contracts, distribution contracts, agency contracts).
• Attendance at Ordinary and Extraordinary General Meetings on behalf of shareholders.
• Judicial challenge of corporate resolutions.
• Provision of secretarial services for the Board of Directors as a non-director Secretary.
• Dissolution and liquidation of companies.

ASSOCIATIONS AND FOUNDATIONS

We provide advice on the constitution of non-profit entities. Our connection to NGOs and the internal problems that may arise enable us to understand the dynamics of associations and foundations:

• Constitution of Associations and Foundations, drafting of Bylaws, and registration with the Government of Catalonia.
• Registration of governing bodies.
• Change of registered office and amendment of Bylaws.
• Declaration of public interest of associations.
• Filing of annual accounts for associations declared of public interest.
• Dissolution.
• Transformation of an Association into a Foundation.

ADVISORS FOR SMALL AND MEDIUM-SIZED COMPANIES

Both companies with many partners and many employees and those with few partners and few employees place their trust in us. Quality is more important than size.

Complete commercial advice in Barcelona, online and in person, personalised according to each activity.

INCORPORATION OF COMMERCIAL COMPANIES

REGISTRATION OF COMPANIES IN THE COMMERCIAL REGISTER

• Incorporation of limited companies
• Incorporation of sole proprietorships
• Incorporation of public limited companiesConstitución de sociedades anónimas

PRESENTATION OF ANNUAL ACCOUNTS

Our Tax and Accounting Consultants will help you to prepare the annual accounts.

Our Management team will take care of submitting the accounts to the Commercial Registry.

LEGALISATION OF BOOKS AT THE MERCANTILE REGISTRY

The presentation of books is also an obligation that commercial companies must formalise. Our team of tax accountants will help you to draw them up, and our commercial agents will take care of the presentation of the books to the Commercial Registry in Barcelona, or in any other province of Spain.

PRESENTATION OF ACCOUNTING BOOKS

• The Daily Journal.
• The Inventory Book and Annual Accounts.

PRESENTATION OF CORPORATE BOOKS

• The Minute Book of the General Meeting and other collegiate bodies.
• The Register of Partners in limited companies.
• Register of nominative shares in public limited companies.
• Register of contracts in sole proprietorships.
• Other books kept by entrepreneurs within the scope of their activity.

COMMERCIAL MANAGEMENT FOR ALL TYPES OF PROCEDURES in barcelona and spain

Centre enabled for the agile management of the digital certificate:

• Power of attorney for administrators and directors.

REQUEST FOR COMMERCIAL CERTIFICATES

• Full historical certificate.
• Literal certificate of the registration number.
• Certificate of Validity of the Company.
• Certificate of Current Management Body.
• Certificate of Current Bylaws.
• Certificate of Representatives.
• Certificate of Annual Accounts.
• Certificate of Deposited Financial Statements.
• Certificate of Current Administrator.
• Certificate of Company Powers of Attorney.
• Certificate of Change of Registered Office.
  
  

REQUEST FOR SIMPLE INFORMATION NOTE FROM THE COMMERCIAL REGISTRY

• Name.
• VAT number.
• LEI.
• Registration data.
• Special situations.
• Structure of the management body.
• Current registration entries.
• Domain names or internet addresses.
• Registered office.
• Start of operations.
• Duration of the company.
• Corporate purpose.
• CNAE.
• Share capital.
• List of deposited annual accounts.
• Administrators and liquidators.
• Auditors.
• Representatives.
• List of registered acts published in the BORME.
• Current Bylaws.

Fiscal - Accounting Consultancy

REQUEST FOR INTERVENTION OF AN INDEPENDENT EXPERT

Submission of requests for independent experts to joint-stock or limited partnerships by shares companies in cases of non-monetary contributions:

• Incorporation of the company.
• Capital increase.
  • Merger and spin-off.
  • Onerous acquisitions.
• Transformation into a public limited company
• Transfer of the registered office to Spanish territory.
• Refinancing agreements.
  
  

REQUEST FOR APPOINTMENT OF AUDITOR

Request for the appointment of a statutory auditor by the Commercial Registry in the following cases:

• For companies obliged to do so because:
  • The company did not appoint an auditor before the end of the audited fiscal year.
  • The appointed auditors do not accept the position.
  • The appointed auditors are unable to fulfill their duties.
• Appointment of an auditor at the request of a person with a legitimate interest in a voluntary jurisdiction proceeding.
• Revocation and appointment of auditors in a voluntary jurisdiction proceeding.
• Increase in share capital by offsetting credits in the absence of an appointment by the General Meeting, in a public limited company.
• Exclusion of the preferential subscription right in a public limited company.
• Issuance of convertible bonds.
• Issuance of a certification regarding the sufficiency of the debtor's liabilities required to adopt the refinancing agreement when the company does not have a named auditor.
• Usufruct of shares or participation units.

FORMALIsATION OF THE LIMITED LIABILITY ENTREPRENEUR FIGURE

Individuals (self-employed) can prevent the responsibilities arising from their business debts from affecting their main residence which is not worth more than €300,000 in populations of fewer than one million inhabitants, or €450,000 in populations of over one million inhabitants (thanks to the limited liability entrepreneur figure established in the Law 14/2013 in Support of Entrepreneurs).

• The entrepreneur must be registered with the Commercial Registry.
• The entrepreneur must file annual accounts in accordance with the provisions for limited liability companies.

The advantage of this figure is that self-employed entrepreneurs can limit their liability for business debts so that their residence is not affected. In the event of incurring debts, they will still be responsible for payment with their present and future assets, but their residence will be safe from universal liability for individuals. The disadvantage is that the self-employed individual must prepare and submit annual accounts of the activity to the Commercial Registry. However, our tax advisory team will take care of this without it posing a problem, other than any possible costs that may arise.

Download the template to register as a limited liability entrepreneur here, commitment-free:

HOW CAN WE HELP YOU?