Corporate Law

• • • • • • Constitution of mercantile companies and corporate structures.
          • Advice and preparation of corporate documentation: meetings of partners, certifications, deposit of annual accounts, trade books, etc.
          • Study, drafting and implementation of company agreements: capital increases and reductions, modification of articles of association, change of corporate address, corporate transformations, liquidations, etc.
          • Collaboration in bankruptcy proceedings.

Mergers and acquisitions

Advice, planning and execution of the following processes:

• • • • • • Investment and/or divestment plans.
          • Purchase and sale of companies or groups of companies. Tax and accounting due diligence.
          • Design and constitution of subsidiaries and branches at national and international level.
          • Mergers, divisions and contributions of branches of activity.

General Commercial Contract Law

• • • • • • Assistance in negotiations to obtain commercial agreements between companies.
          • Advice and drafting of all kinds of commercial contracts: sale of merchandise, distribution, agency, franchise, lease, provision of services, logistics, purchase options, etc.

Comprehensive tax advice to companies and individuals

Companies

• • • • • • Corporate Income Tax planning.
          • Application of tax deductions and benefits.
          • Tax incentives for SMEs and Small Entities.

Mergers and acquisitions

Tax planning and execution of corporate restructurings covered by the Tax Neutrality Regime.

• • • • • • Mergers.
          • Partial or total splits.
          • Contributions from branches of activity.
          • Non-monetary contributions made by companies.
          • Non-monetary contributions made by individuals.

Tax analysis sale and purchase of companies

Seller:

• • • • • • Corporate Income Tax: Deduction for reinvestment.
          • Personal Income Tax: Reduction for seniority.
          • Indirect taxation: VAT, municipal capital gains (IIVTNU).

Purchaser:

• • • • • • Deductions for investments.
          • Financial goodwill deductions.
          • Indirect taxation: ITP, VAT.

Tax audits/Inspections

Companies and Individuals:

• • • • • • Representation before the Inspection.
          • Study of fiscal contingencies.
          • Advice and defense against the Inspection.

International taxation

• • • • • • Tax optimization according to current regulations for Non-Residents.
          • Analysis of the different Double Taxation Treaties signed by Spain, in order to resolve possible conflicts in the field of international taxation.
          • Preparation and submission of the mandatory Tax Returns for companies.

Partners and Directors

Tax planning of retribution to Partners and Directors

• • • • • • Tax optimization between partner and company.
          • Income Tax: 40% reduction for irregular income.
          • Income exempt from taxation.
          • Compensation in kind.

Inheritance and donations

Preparation and advice on succession processes and donations:

• • • • • • Wills and inheritance agreements.
          • Inheritance acceptances and partitions.
          • Tax optimization of transmissions in life (Donations).
          • Settlement of the Tax on inheritance and donations.
          • Application of the 95% bonification for the transfer of business assets.

Real Estate Law

• • • • • • Advice on buying and selling real estate.
          • Preparation of lease contracts.
          • Constitution and advice of community properties/joint ownerships.
          • Declarations of new construction and horizontal division.

Preparation of Accounting and Legalization of Accounting Books

• • • • • • Commercial business activities: accounting books, inventory and annual accounts. Legalization of accounting books to the Mercantile Registry.
          • Non-commercial business activities: record books of income and sales, expenses and investment goods.
          • Professional and artistic activities: record books of income and sales, expenses and investment goods.

Tax settlements and management

Preparation and submission of tax returns for companies and individuals:

• • • • • • VAT.
          • Personal Income Tax and Property Tax.
          • Corporate Income Tax, including advance payments.
          • Census declarations and registration of freelance activities.
          • Income tax withholdings and others.

Financial Statements and Annual Accounts

• • • • • • Comprehensive analysis of the accounting and financial information of the company.
          • Preparation of periodic accounting closings.
          • Preparation of Annual Accounts: financial statements and notes to the financial statements.
          • Deposit of Annual Accounts in the Mercantile Registry.

Related-party transactions and documentation obligations

• • • • • • Preparation of the documentation obligations required for the creation of the group’s Master File and Local Files, in accordance with the law.

• • • • • • Expert reports of economic, accounting and tax nature.
          • Analysis, development and review of business and viability plans.
          • Budgets, liquidity plans and cost analysis.
          • Valuation of companies and shares.