Judgment No. 1376/2025 of the Supreme Court, dated 3 October 2025, addresses the question of whether a minority shareholder of a limited liability company (sociedad de responsabilidad limitada) may bring an autonomous action for the judicial removal or dismissal of the liquidator appointed by the general meeting, on the grounds of breach of duties. The […]

Judgment of the Supreme Court No. 881/2026, of 9 June 2026, addresses a question debated by legal scholars and provincial courts: what effectiveness against third parties does an act of disposal of essential assets carried out by the company director without the required resolution of the General Meeting of shareholders have, pursuant to article 160(f) […]

Judgment of the Supreme Court No. 449/2025, dated 20 March 2025, examines the scope of directors’ duty of loyalty and duty of care in the context of transactions carried out with related companies, and clarifies the requirements for a derivative action (corporate liability action) to succeed when a director contracts, in a situation of conflict […]

The recent Judgment of the Madrid Court of Appeal (Section 28), No. 330/2025, dated 27 October, addresses the point in time at which a professional shareholder loses such status after exercising the right of withdrawal in a professional company. This decision is particularly relevant because it rejects the automatic application of the consolidated case law […]