Venture capital in Spain

If you represent a venture capital firm interested in investing in businesses in Spain, we offer our legal assistance to guide you during the initial phases: the investment round, setting up the structure of the business, assistance in the purchase of shares at the notary's office, and legal representation in case you cannot travel to Spain.

We offer two different services for the venture capital firm, depending on your needs:

• Legal assistance during the Investment Round (Ronda de Inversión)

  Once you have found a business in Spain in which you are interested in purchasing shares. Having a lawyer on your side to inform you regarding certain legal and tax ramifications in Spain can help during the negotiation process. Our work in this phase includes creation or review of the following documents:

  • Non-Disclosure Agreement (NDA): We always recommend that you sign a confidentiality agreement before any exchange of information between the parties.
  • Letter of Intent (LOI) (Carta de Intenciones)
  • Term Sheet (Pacto de Caballeros) or Memorandum of Understanding (MoU): Non-binding agreement to establish the principal terms and conditions of the possible investment. The details will then be negotiated and executed in the Shareholders Agreement (Pacto de Socios).
  • Due Diligence: We check whether the business has any debts or current lawsuits, whether the contracts with providers, clients, and insurance companies are in good order, whether the accounts are accurate and up-to-date, and whether all licenses of activity, trademarks and patents are in good order. We also check that payroll and administration in the business is in good order.
• Legal assistance for the closing

  Once you have decided to proceed with the purchase of shares, it is time to prepare for the closing, finalizing the Shareholders Agreement and the Investment Agreement, and preparation of all documents for the signing at the notary. If you cannot be present at the signing, you can grant us a power-of-attorney.

  Once the closing has been completed, we perform the final procedures:

  • Public release of the Shareholders Agreement.
  • Public release of the Investment Agreement.
  • Inscription of the Act of the Board naming the new administrators.
  • Inscription of the naming of the new administrators.

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