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Author Archives: Patricia González

Pledging of Shares and Exercise of Shareholder Rights: Scope of Statutory Autonomy

The General Directorate of Legal Security and Public Trust (the “DGSJFP”) has recently addressed the scope of statutory autonomy with respect to pledged shares. In its Resolution of April 28, 2026, the Directorate General confirms that articles of incorporation may modify the general rule under which the owner of pledged shares is entitled to exercise […]

Statute of limitations for liability for debts and the relevance of the filing of accounts as an indication of dissolution

Supreme Court Judgment 1821/2025 of 11 December 2025 analyses the limitation period for liability actions against directors for corporate debts under article 367 of the Capital Companies Act (the “LSC“) and rules on the failure to file the annual accounts as an indication of the existence of qualified losses. The facts In the case analysed […]

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