Commercial & Corporate Law: Legal Foundations for Your Business
Company formation, commercial contracts, shareholders agreements and corporate governance. Comprehensive commercial law advisory for businesses in Spain.
- REAF
- ICAM
- 5 Offices in Spain
- 25+ Years
- 30+ Jurisdictions
BMC’s business and corporate law practice accompanies companies, founders, and investors across all stages of the business life cycle — from incorporation to exit. We combine legal rigour with a business perspective so that every structure, contract, and corporate transaction is solidly built before the pressure arrives.
Company formation and corporate structuring
Choosing the right legal form and properly drafting the articles of association are decisions that shape tax treatment, shareholder liability, and investment capacity for years:
- Company formation: Formation of SL with bespoke articles of association, from the notarial draft to Mercantile Registry inscription and CIF issuance.
- Shelf companies: Acquisition of already-registered companies for urgent operations that cannot wait for the standard formation timeline.
- Corporate transactions: Mergers, spin-offs, transformations, capital contributions, and complex restructurings with full tax and registry coordination.
Commercial contracts and business relationships
- Commercial contracts: Drafting and review of distribution, agency, franchise, SaaS, joint venture, NDA, and international framework agreements.
- Shareholders agreement: Shareholders agreements that regulate transfers, exit mechanisms, conflicts of interest, working-shareholder remuneration, and investor entry.
- Unfair competition: Defence and claims for acts of unfair competition, product imitation, unlawful comparative advertising, and misappropriation of trade secrets.
Corporate governance and startup equity
- Corporate governance compliance: Board regulations, conflict of interest policies, strategic decision protocols, and alignment with CNMV governance recommendations.
- Startup vesting cliff: Equity structuring for startups — cliff vesting, phantom shares, option schemes — for founders, directors, and key employees.
- Commercial law: Recurring commercial law advisory, negotiation support, and commercial collaboration agreements.
Practice areas
Commercial & Corporate Law
Company formation, contracts, shareholder agreements and corporate operations.
Commercial & Corporate Law
Contracts, corporate law and governance
Company Formation
SL, SLU and SA formation with the right legal structure
Shelf Companies
Buy a pre-formed company, operational in 24 hours
Shareholder Agreements
Shareholder agreements, exit clauses and internal governance
Commercial Contracts
Distribution, agency, franchise, JV and SaaS contracts
Corporate Operations
Mergers, spin-offs, transformations and asset transfers
Corporate Governance
Bylaws, board rules, family protocol and governance
Unfair Competition & Competition Law
LCD, CNMC, dominant position abuse and private enforcement
Startup Vesting & Cliff
Vesting and cliff schemes for founders and key employees
Have a deal in progress or under analysis?
Complimentary first consultation with our advisory team.
Legal: our reference analyses
Our approach
Analysis
Legal assessment of the case, risk and opportunity identification.
Legal strategy
Defining the most efficient path: negotiation, mediation or litigation.
Execution
Drafting and negotiating documents with continuous communication.
Closing
Notarisation and registration where required.
What sets us apart
Specialist team
Commercial lawyers experienced in M&A, restructurings and corporate governance.
International reach
Cross-border transactions across multiple jurisdictions.
Conflict prevention
Well-drafted contracts and agreements that prevent future disputes.
Experienced team with local insight and international reach
The professionals leading this practice
Frequently asked questions
Talk to the partner · Legal
Three ways to start. A partner answers — not a junior.
No escalation, no internal handoffs. We tell you in the first conversation whether we can add real value.
Handled by the responsible partner · Reply < 24 business hours · Professional secrecy from first email
Need commercial law advice?
Complimentary first consultation with our commercial law specialists.