Change of director
Changing who runs the company is simple if it is done in an orderly way. We take care of the resolution, the signing and the registration.
What it involves
Changing a company's director means appointing a new person to run the company, removing the current one or changing the way the company is managed. The decision is taken by the partners' general meeting and, to be effective against third parties, it is formalised before a notary and registered at the Companies Registry (Registro Mercantil).
Is this your case?
- The current director wants to step down and someone has to replace them.
- You and your partners do not trust the director's management and want to remove them.
- You want to switch from a sole director to several, or the other way round.
- You have bought a company and need to take control of its management.
How we help
We review the articles of association to see what can be done and how. We draft the notice of the general meeting, the minutes recording the removal and the appointment, and the new director's acceptance. We handle the deed and the registration, and we tell you where else the change has to be notified, such as the Tax Agency (Hacienda) or your bank. We also explain the responsibilities taken on by whoever agrees to become director. 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.
If the change comes with new partners joining, we help you with the sale of shares and with the minutes of the general meeting.
Frequently asked questions
- What is the difference between a sole director, joint and several directors and joint directors?
- A sole director decides alone. With joint and several directors (solidarios), any of them can act on their own; with joint directors (mancomunados), they have to act together. If you want to switch from one form to another, the articles of association may need to be amended.
- What can I do if the director does not want to leave or will not cooperate?
- The partners can agree to remove the director at a general meeting. If there is a conflict, we prepare the notice of meeting and the minutes with particular care so that the resolution is valid and can be registered.
- Can a foreign national be the director of a company?
- In general, yes, although they will need an NIE. If they are also going to work in Spain, it is worth checking that their residence permit allows it. We review both.
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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.