A NEW APPROACH

BIG FIRM EXPERTISE. SMALL FIRM ATTENTION

FILS specializes in business law. FILS provides its clients with high value-added advice throughout their life cycles: in establishing and developing the business (Commercial Area), in conflict resolution (Litigation and Arbitration Area), and in debt restructuring corporate liquidation and insolvency (Restructuring and Insolvency).

FILS specializes in business law. FILS provides its clients with high value-added advice throughout their life cycles: in establishing and developing the business (Commercial Area), in conflict resolution (Litigation and Arbitration Area), and in debt restructuring corporate liquidation and insolvency (Restructuring and Insolvency).

AREAS OF PRACTICE

Commercial Law

M&A and contracts:

  • Acquisitions
  • Mergers, spin-offs and global transfer of assets and liabilities
  • Corporate and group restructuring
  • General commercial contracts

Corporate:

  • Incorporation of companies
  • By-laws amendments
  • Board of directors’ Secretariat
  • Directors’ duties and liabilities
  • Shareholders’ agreements and family protocols
  • Capital increases and reductions
  • Remuneration of directors and senior managers

Financing and restructuring:

  • Corporate finance
  • Project finance
  • Acquisitions finance
  • Restructuring, refinancing and debt capitalization
  • Derivatives

Regulated sectors and capital markets

  • Authorizations and incorporation or establishment of regulated entities in Spain
  • Corporate governance
  • Relationships with CNMV, Bank of Spain, SEPBLAC and other regulatory bodies
  • Bond issuance

Venture capital and startups

  • Incorporation and acquisition of startups and venture capital entities
  • Structuring and investment rounds
  • LBOs and MBOs
  • Distressed debt
  • Incentive plans for management teams
  • Disinvestments

Data protection

  • Adaptation to the GDPR
  • Legal audits in data protection
  • GDPR consultancy
  • Preliminary analysis of impact on sensitive or high-risk data processing

Intellectual Property and e-commerce

  • Licensing agreements, assignment and distribution of Intellectual Property and software
  • Maintenance, service level and training agreements
  • E-commerce

Real Estate

  • Purchase, sale, investment, financing and management of real estate projects
  • Lease agreements and hotel management

Litigation and Arbitration

Civil litigation

  • Civil liability
  • Obligations and contracts
  • Construction and engineering Law
  • Right to honor, privacy and self-image
  • Foreclosure proceedings

Commercial litigation

  • Corporate and commercial disputes
  • Director’s liabilities
  • Mergers and Acquisitions
  • Commercial contracts (agency, distribution…)
  • Unfair competition
  • Competition Law
  • Proceedings related to trademarks, industrial design and intellectual property rights

Criminal litigation

  • Criminal proceedings related to white-collar crimes: crimes against the Public Treasury, corporate offences, scams, misappropriation and subsidy frauds

Arbitration proceedings

  • Representation and defense in arbitration proceedings, in both national and international disputes related to civil and commercial contracts, and in disputes between shareholders and corporations

Employment

Human Resources Management:

  • Hiring, special clauses, remuneration and working time
  • Collective Bargaining Agreement application
  • Relationship with third parties (outsourcing, temporary employment agencies and self-employed employees).
  • Termination of contracts
  • Substantial modification of the working conditions and transfers.
  • Work absenteeismand productivity
  • Disabled employees (LISMI)
  • Health and safety at work

Employment Compliance:

  • Equity Plans and Protocols for the prevention and treatment of harassment at workplace
  • Digital Disconnection Policies
  • Ethical Codes and Conduct Codes
  • Working time tracking
  • Use of IT tools policies
  • Variable Remuneration Plans
  • Conflict of interest, confidentiality and personal data protection

Social Security:

  • Correct register within the Social Security regimes
  • Concepts to be part of the Social Security contribution base and correct contribution of controversial concepts: variable remuneration, salary in kind, meal allowances, etc.
  • Allowances and reductions to the Social Security contributions
  • Pension Plans and pre-retirement plans
  • Review of the voluntary improvement systems to the Social Security subsidies
  • Compliance with Social Security obligations by outsourced companies

Employment Litigation

  • Assistance to administrative proceedings before the Labour Inspection
  • Assistance to conciliation hearings (SMAC/CMAC)
  • Arbitration proceedings
  • Judicial proceedings in any matter related to employment legislation, social security and health and safety at work.

Collective Negotation Procedures

  • Collective Procedures for the reduction of the working time and suspension of contracts (ERTE)
  • Collective Redundancy Procedures (ERE)
  • Collective modification of the working conditions and collective transfers
  • Negotiation of collective bargaining agreements and collective agreements
  • Procedures for temporary not applying the collective bargaining agreements provisions
  • Collective conflicts
  • Transfer of undertakings

Restructuring and Insolvency

Pre insolvency proceedings

  • Strategy design previous to insolvency proceedings
  • Debt restructuring and negotiations with creditors
  • Court approval of composition agreements
  • Pre-insolvency communication to the court

Insolvency proceedings

  • Assistance to both the debtor and its creditors throughout the insolvency proceeding (common phase, composition or winding-up)
  • Recognition and challenging of credits
  • Legal assistance in at-fault classification of insolvency proceedings
  • Actions for reintegration and any other insolvency procedural plea
  • Legal assistance in the acquisition of production units during insolvency proceedings
  • Recognition and enforcement of judicial rulings handed down in foreign insolvency proceedings
  • Securities enforcement and recognition, and enforcement of foreign credits and securities, in Spanish insolvency proceedings

Tax

Corporate

  • General tax advice (corporate income tax, value added tax, transfer tax, capital tax, etc.)
  • Global tax analysis and detection of improvement areas
  • Tax audits
  • Restructuring transactions, business model modifications, real estate transactions, etc.

Individuals

  • General tax advice (personal income tax, inheritance and gift tax, net wealth tax, etc.)
  • Family owned companies
  • Inheritance and net wealth planning
  • Tax audits
  • Analysis fiscal residence
  • International travel exemption
  • Compensation schemes to employees and management

M&A

  • Due Diligence
  • Tax advice on mergers & acquisitions (share or asset deal)
  • Tax clauses in agreements
  • Post-transaction advice

International tax and transfer pricing

  • Non-resident taxation
  • Permanent Establishments
  • Tax advice on cross border transactions and methods to avoid double taxation
  • Transfer Pricing policy

International desk

FILS is a firm with an international vis that assesses companies in many countries. Its team of professionals have wide and renowned experience in American, British, Italian and French corporate culture and legal systems.

FILS advises business groups from these countries whose interests are set in Spain, as well as, and in close collaboration with top-rated law firms, Spanish companies operating in these countries.

LAWYERS

Javier Prieto

Partner

Javier Prieto

Partner

Gerard Solé

Partner

Gerard Solé

Partner

Alejandro de Müller

Partner

Alejandro de Müller

Partner

Carlos Gerpe

Partner

Carlos Gerpe

Partner

Patricia García

Partner

Patricia García

Partner

Laura Mattes

Partner

Laura Mattes

Partner

Mª Consuelo Fernández

Lawyer

María Consuelo Fernández

Lawyer

Santiago Gallissà

Lawyer

Santiago Gallissà

Lawyer

María Rodrigo

Lawyer

María Rodrigo

Lawyer

Gonzalo Algarra

Lawyer

Gonzalo Algarra

Lawyer

Martina Orsi

Lawyer

Martina Orsi

Lawyer

Andrea Villena

Trainee lawyer

Andrea Villena

Trainee lawyer

Pia Cuesta

Trainee lawyer

Pia Cuesta

Trainee lawyer

Luis Trillo

Trainee lawyer

Luis Trillo

Trainee lawyer

Blanca Espín

Trainee lawyer

Blanca Espín

Trainee lawyer

Míriam Guzmán

Office Manager

Míriam Guzmán

Office Manager

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