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Convertible profit-participating loans in Spain: how they work in an SL, when they make sense (and when they don’t) Legal

Convertible profit-participating loans in Spain: how they work in an SL, when they make sense (and when they don’t)

What is a convertible participatory loan, how it is converted into shares in a limited liability company (Art. 301 LSC), dilution effects, risks of challenge for abuse (Art. 204 LSC), and a checklist for structuring it properly.

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Capital increase in a Spanish SL: when it makes sense and how to execute it (Spain) Legal

Capital increase in a Spanish SL: when it makes sense and how to execute it (Spain)

Types of capital increases in limited liability companies, majorities, preemptive rights, documentation, and steps to be taken before a notary and the Commercial Registry.

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Problem shareholder in Spanish startups: prevention and exit routes (exclusion, forced transfer and valuation) Legal

Problem shareholder in Spanish startups: prevention and exit routes (exclusion, forced transfer and valuation)

Problem shareholder in Spanish startups and SMEs: how to prevent deadlock and secure an exit. SL exclusion (the 25% rule), forced transfers in enforcement, valuation mechanics, and practical steps.

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Founders Agreement in Spain: the essential agreement before launching your startup Legal

Founders Agreement in Spain: the essential agreement before launching your startup

A Founders Agreement is key before incorporating a startup in Spain. Learn how to structure equity, IP, roles and commitment from day one.

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Voting thresholds in Spanish SL shareholder meetings: ordinary, qualified and minority rights (with practical cases) Legal

Voting thresholds in Spanish SL shareholder meetings: ordinary, qualified and minority rights (with practical cases)

Practical guide to voting thresholds in Spanish private limited companies (SL): what passes with ordinary majority, what needs over 50% or 2/3, key minority rights (1%, 5%, 25%) and how to align bylaws and shareholder agreements without creating gridlock.

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Fully Online General Meetings in Spanish SLs: Statutory Clause and Minimum Legal-Technical Protocol Legal

Fully Online General Meetings in Spanish SLs: Statutory Clause and Minimum Legal-Technical Protocol

Practical guide for companies in Spain: when you can hold fully online general meetings in an SL, whether you need to amend the bylaws, a sample clause, checklist and protocol to avoid challenges.

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Anti-dilution clauses in startups: Full Ratchet vs. Weighted Average explained Legal

Anti-dilution clauses in startups: Full Ratchet vs. Weighted Average explained

Learn how anti-dilution clauses work in startup investment deals, the risks of Full Ratchet vs. Weighted Average, and how to negotiate them under Spanish law.

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Annual accounts filing and legalisation of corporate books in Spain: deadlines, penalties and how to avoid Registry blocks Legal

Annual accounts filing and legalisation of corporate books in Spain: deadlines, penalties and how to avoid Registry blocks

Clear, practical guide for startups and tech companies in Spain: when to file annual accounts, how to legalise corporate books, what happens if you miss deadlines (Registry block, ICAC fines) and a checklist to stay compliant.

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Non-compete and confidentiality with employees and freelancers in Spain: legal limits and best practices to prevent information leaks Legal

Non-compete and confidentiality with employees and freelancers in Spain: legal limits and best practices to prevent information leaks

Prevent information leaks in your startup. Learn how to structure confidentiality and non-compete clauses for employees and freelance contractors in Spain, with legal limits and practical best practices.

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Share capital vs net equity in startups: legal differences, dissolution risk and how to manage it in Spain Legal

Share capital vs net equity in startups: legal differences, dissolution risk and how to manage it in Spain

Understand the difference between share capital and net equity in Spanish startups. Learn when losses trigger dissolution, dividend limits and directors’ legal duties under Spanish law.

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NDAs for startups in Spain: when to sign them and key confidentiality clauses Legal

NDAs for startups in Spain: when to sign them and key confidentiality clauses

When startups should sign an NDA, common mistakes, and the essential clauses to protect confidential information and know-how in Spain.

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Commercial Contracts to Scale a Startup: What to Sign and When Legal

Commercial Contracts to Scale a Startup: What to Sign and When

Agency, distribution, SaaS and partnership agreements: learn which commercial contracts startups need to scale safely in Spain and the EU, and how to avoid legal risks.

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