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SabahAbogados

Corporate minutes

Every important decision your company makes must be properly recorded in writing. We prepare the minutes so that there are no doubts or problems later.

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What it involves

Minutes (actas) are the document that records the decisions of the partners' general meeting (junta de socios) and of the board of directors: approval of the accounts, appointments, changes to the articles of association or distribution of profits. Well-drafted minutes prove what was agreed and are the basis for the certificates requested by the notary, the Companies Registry (Registro Mercantil) or banks.

Is this your case?

  • You have to approve the annual accounts and do not know how to put it in writing.
  • The notary or the bank is asking you for a certificate of a general meeting resolution.
  • There are partners in conflict and you need an impeccable notice of meeting and minutes.
  • You have never prepared minutes and want to put things in order.

How we help

We prepare the notice of meeting, the agenda, the minutes and the certificates with the necessary signatures. We check that the articles of association are complied with as regards notice, majorities and representation. If the meeting is expected to be tense, we advise you beforehand and, if you need it, during the meeting. We also help you enter the minutes in the relevant book. We can help you in Spanish, Arabic, Tamazight, French and English, at our offices in Tenerife, Gran Canaria, Málaga and Barcelona or online, wherever you are in Spain.

Minutes go hand in hand with the corporate books and the filing of accounts, and we help you with those too.

Frequently asked questions

What is a universal meeting and when can it be held?
It is a general meeting held without prior notice because all the partners are present or represented and unanimously agree to hold it. It is very practical in small companies, but the minutes must record it correctly.
What can I do if a resolution of the general meeting was adopted without following the proper formalities?
It depends on the defect. Some defects can be corrected with a new resolution and others allow it to be challenged. We review the minutes and tell you how to act, whether you are a partner or a director.
Can a partner who is outside Spain vote at the general meeting?
Yes. They can appoint another person in writing to represent them and, if the articles of association allow it, attend remotely. We prepare the documents so that their vote is valid.

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A first conversation — confidential and without obligation — to understand whether we can help, and how.

We speak Spanish, Arabic, Tamazight (Berber), French and English.