capital increase

Valoración de las aportaciones no dinerarias en las Sociedades de Capital por Rafael Juan Juan Sanjosé

kind contributions

In limited partnerships, los fundadores, las personas que ostentaran la condición de socio en el momento de acordarse el aumento de capital y quienes adquieran alguna participación desembolsada mediante aportaciones no dinerarias, van a responder solidariamente frente a la propia sociedad y a sus acreedores de la realidad y la valoración de las aportaciones que hagan figurar en la escritura.

The following is the work of Juan Rafael Juan Sanjosé, Alternate Judge of the Provincial Court of Castellón.
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Is it possible to make non-monetary contributions to create a society?

Non-monetary contributions











Given the scarcity of funding, non-cash contributions can facilitate the creation or development of a society.

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Capital increase for compensation claims












Is it possible to increase the capital of a company offsetting credits creditors or partners?

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How to increase the share capital in a limited company?

valencia lawyer capital increase






How to increase the share capital in a limited company?

The crisis we are experiencing in Spain sometimes makes it necessary to increase the share capital.

The capital expansion requires amend the bylaws and is an important enough change for special established safeguards for shareholders and creditors.

The changes in capital is performed in three phases: resolution of the general meeting, execution of the agreement and registration.

Differences Between a Corporation and a Limited Company

Limited partnerships have a simpler and cheaper system than the anonymous: Need not report of an independent expert for non-cash contributions, it is not required legal advertising in the SA, and creditors can not oppose to the reduction of share capital (in the SA itself can). However, in Limited Partnerships, requires the Full payment of the shares and a regime of several liability for non-cash contributions and in case of capital reduction to return contributions.

The capital increase

The capital increase is an alternative to bank financing so scarce these days. It can be done by providing partners or third parties, turning the balance as it matches the distributed profits in capital.

The agreement of the general meeting

The board must make a capital proposal, which must include the full text and text of articles of incorporation that will be modified.

The board should be convened with the usual requirements, reflecting on agenda increase details.

To approve the capital increase agreement is required affirmative vote of more than half of the shares into which social capital. If you want to exclude the preemptive rights of the partners to usher in a third, is required vote in favor of the thirds of shares. To raise the value of the shares, required unanimity of all partners.

No publication is required agreement, except that the statutes so provide.

Execution of the agreement

The capital outlay should be full and not done, is increased null.


The capital increase must be stated in deed, enroll in the Register and published in the Nbr.





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