Best Venture Capital Lawyers in Maspalomas

Share your needs with us, get contacted by law firms.

Free. Takes 2 min.


Founded in 2017
5 people in their team
English
Mérita Legal, led by Dunia Cubas Diaz, is a Canary Islands based boutique law firm with more than twenty years of professional experience across civil law, family law, criminal law and international law, and a strong specialization in Real Estate and common property matters. The firm has built a...
AS SEEN ON

1. About Venture Capital Law in Maspalomas, Spain

Maspalomas, located on Gran Canaria in the Canary Islands, follows Spain’s national framework for venture capital while also benefiting from regional incentives. In practice, this means you navigate Spanish corporate law, securities regulation, and Tax regimes, with local considerations for the Canary Islands. A Spanish abogado or lawyer who specializes in commercial and corporate law is typically best suited to guide venture capital transactions here. In addition, Maspalomas investors and startups often interact with the regional authorities on incentives and local regulatory requirements.

Venture capital activity in Spain is driven by national statutes and enforcement by the securities regulator, with additional Canary Islands guidance for eligible projects. A practical approach is to work with a lawyer who understands both the Spanish Civil Code and the Ley de Sociedades de Capital as it applies to equity investments. You should also consider how local hiring, permits, and corporate registrations interplay with your fundraising plan. The right legal counsel helps you align your cap table, investor protections, and exit strategies from the outset.

In Maspalomas, lawyers frequently coordinate with notaries, registrars, and tax authorities to ensure that a new investment complies with both national and Canarian requirements. This includes corporate formation, shareholder agreements, and mechanisms for transfer of shares. Although much of venture capital regulation is national, the Canary Islands special regime can influence tax treatment and eligibility for local incentives. A local attorney will clarify what applies to your specific island-based business and investors.

For official text and the current law, refer to the Official State Gazette (BOE). The Ley de Sociedades de Capital and related regulations govern shareholding, governance, and investor protections in Spain.

BOE provides the official texts and updates on Spain's corporate and securities laws that underlie venture capital transactions.

2. Why You May Need a Lawyer

You should hire a venture capital solicitor when negotiating terms that affect control, ownership, and liquidity. A competent abogado in Maspalomas will tailor documents to your specific fundraising round. Your counsel will also ensure compliance with Spanish corporate laws and regional considerations in the Canary Islands. Below are concrete, real-world scenarios where legal advice is essential.

  • You are negotiating a term sheet with a Spanish VC and want to protect founder equity while securing investor rights. A lawyer helps you draft preferred share terms, anti-dilution provisions, and board observer rights that align with your long-term goals.
  • You are incorporating a startup in the Canary Islands and need to choose the optimal corporate form (sociedad limitada vs sociedad anónima) for fundraising. An attorney mercantil will advise on capital structures, governance, and minority protections.
  • You must draft or review a comprehensive investor rights agreement and a shareholders agreement. A local solicitor ensures that transfer restrictions, tag-along and drag-along clauses, and liquidation preferences are enforceable under Spanish law.
  • You anticipate a future exit or IPO and need to plan for exit mechanics, lock-up periods, and shareholder communications. A lawyer helps you align exit-ready provisions with the applicable securities regulations (LMV) and corporate law.
  • You intend to establish a venture capital fund or act as a fund manager in Spain. A coworking fund needs regulatory structure under national frameworks and any Canary Islands incentives, all of which require careful legal setup and ongoing compliance.
  • You are dealing with employment and equity compensation for key personnel in Maspalomas. An abogado can structure stock options or phantom equity plans to be tax-efficient and law-compliant, preventing future disputes.

3. Local Laws Overview

The following laws are central to venture capital activity in Maspalomas, with emphasis on how they affect equity financings, corporate governance, and fund management. Each law includes its formal name and a concise note on how it applies in the Canaries.

  • Ley de Sociedades de Capital (Real Decreto Legislativo 1/2010, de 2 de julio) - governs the creation and operation of Spanish corporations, including share capital, director duties, and protections for minority shareholders. This law shapes how you structure a startup and issue new equity during a round. Texto vigente en BOE.
  • Ley 14/2013, de 27 de septiembre de apoyo a los emprendedores y su internacionalización - introduces measures to facilitate startup formation, funding, and cross-border activity. It affects early-stage fundraising, corporate mobility, and international investor engagement. Texto en BOE.
  • Ley 5/2015, de 30 de marzo de fomento de la financiación empresarial - formalizes incentives to accelerate financing for companies, including mechanisms relevant to equity investments, crowdfunding, and other non-bank financing options. Texto en BOE.

These laws are national in scope, but you should work with a Maspalomas abogado mercantil who understands how Canary Islands regimes and local administration interface with national rules. The Canary Islands administration frequently publishes guidance and deadlines that can impact funding rounds or corporate registrations in the region. Always verify current texts on the Official State Gazette and consult local authorities for any Canary Islands specific procedures.

Texto legal y guías oficiales se pueden consultar en BOE y en la web del Gobierno de Canarias para requisitos regionales.

BOE and Gobierno de Canarias.

4. Frequently Asked Questions

What is venture capital law in Spain used for?

Venture capital law governs how startups raise capital from investors, issue shares, set governance rules, and plan exits. It covers term sheets, shareholder agreements, and compliance with securities regulations. An abogado will ensure your documents reflect current law and protect your interests.

How do I hire a venture capital lawyer in Maspalomas?

Start with a local commercial lawyer who specializes in corporate and funding transactions. Ask for references on prior Cantarian or Canary Islands deals and request a fixed-fee or clear hourly rate arrangement. Schedule an initial consult to discuss your fundraising goals and the timeline.

What is a term sheet and why is it important?

A term sheet outlines material terms of a funding round, including price per share, amount invested, and investor protections. It is a non-binding framework, guiding the drafting of binding documents. A lawyer helps ensure the terms balance founder and investor interests.

Do I need a local attorney in Maspalomas or can I use a firm from elsewhere?

Local counsel brings knowledge of Canarian procedures, local registries, and tax incentives. A Madrid or Barcelona firm can support complex matters but should collaborate with a Maspalomas attorney for regional specifics.

What documents are typically required for a VC round in Spain?

Common documents include a term sheet, a shareholder agreement, a cap table, a stock option plan, and due diligence materials. Your lawyer will tailor checklists to your sector, company stage, and investor expectations.

How much does a venture capital legal engagement cost?

Costs vary by complexity and the size of the round. Expect a mix of fixed fees for document drafting and hourly rates for negotiations, with an initial retainer for an early-stage round. A local lawyer can provide a detailed budget after an initial briefing.

What is a cap table and why should I care?

A cap table shows ownership, options, warrants, and convertibles. It is essential for understanding dilution effects from each funding round. Lawyers review cap tables to prevent misrepresentation and mispricing during negotiations.

Can foreigners invest in Spanish startups?

Yes, non-residents can invest in Spanish startups under applicable Spain-wide rules. You may need tax and residency considerations explained by a qualified lawyer and tax advisor. Compliance with the LMV is crucial for public offerings.

What is the difference between equity and debt financing?

Equity financing involves selling ownership interests in the company, while debt financing borrows funds with a promise of repayment. Spanish law governs the terms, tax treatment, and potential risk to control and exit strategy in each case.

Do I need a shareholder agreement even if I have a term sheet?

Yes. A shareholder agreement captures protections, transfer rules, and exit rights that are not always covered by a term sheet. This document reduces future disputes and clarifies governance arrangements.

Is there a special regime for startups in the Canary Islands?

Yes, the Canary Islands offer incentives under regional programs that may affect taxes and financing. A local abogado familiar with the zone-specific rules can help you qualify for applicable benefits. Documentation and eligibility criteria vary by program.

5. Additional Resources

These official resources provide authoritative information about Spanish corporate law, venture capital, and Canary Islands administration relevant to Maspalomas. They are reliable starting points for lawyers and founders alike.

  • BOE - Official State Gazette - publishes the consolidated texts and updates of Spain’s corporate and securities laws. Visit site
  • Gobierno de Canarias - official Canary Islands government portal with guidance on business, incentives, and regional regulatory procedures. Visit site
  • Registro Mercantil e instituciones mercantiles - registry and corporate governance resources relevant to share issuance and company formation (through official registries and related guidance). Visit site

Note: Boe.es is the primary source for current Spanish law texts, while the Gobierno de Canarias site provides region-specific rules and procedures that may affect fundraising in Maspalomas. Use these references to verify texts and deadlines when planning your VC activities.

6. Next Steps

  1. Clarify your fundraising goals and select the target investment amount and cap table structure. This helps your lawyer tailor terms to your needs within regulatory constraints. Timeline: 1-2 weeks for goal setting.
  2. Identify a Maspalomas-based abogado mercantil with venture capital experience or a local firm that collaborates with national firms. Schedule an initial consultation to discuss your deal profile. Timeline: 1-2 weeks for outreach and intro meetings.
  3. Prepare a concise package of documents for due diligence, including business plans, financials, cap table, IP assignments, and employment agreements. Timeline: 2-4 weeks, depending on data readiness.
  4. Have your lawyer draft or review the term sheet and a robust shareholder agreement, focusing on minority protections, board rights, and exit terms. Timeline: 1-3 weeks for negotiation, depending on investor feedback.
  5. Confirm regulatory compliance for Spain and the Canary Islands, including corporate filings and any regional incentive eligibility. Timeline: 1-2 weeks to collect and submit documents.
  6. Engage a tax advisor to review the funding structure and potential Canary Islands incentives or tax regimes that may apply. Timeline: concurrent with legal drafting, ongoing as needed.
  7. Execute the investment documents, complete due diligence, and finalize closing with accurate recording of share issuances in the Mercantile Registry. Timeline: 2-6 weeks post-negotiations, depending on complexity.
Lawzana helps you find the best lawyers and law firms in Maspalomas through a curated and pre-screened list of qualified legal professionals. Our platform offers rankings and detailed profiles of attorneys and law firms, allowing you to compare based on practice areas, including Venture Capital, experience, and client feedback. Each profile includes a description of the firm's areas of practice, client reviews, team members and partners, year of establishment, spoken languages, office locations, contact information, social media presence, and any published articles or resources. Most firms on our platform speak English and are experienced in both local and international legal matters. Get a quote from top-rated law firms in Maspalomas, Spain - quickly, securely, and without unnecessary hassle.

Disclaimer:
The information provided on this page is for general informational purposes only and does not constitute legal advice. While we strive to ensure the accuracy and relevance of the content, legal information may change over time, and interpretations of the law can vary. You should always consult with a qualified legal professional for advice specific to your situation. We disclaim all liability for actions taken or not taken based on the content of this page. If you believe any information is incorrect or outdated, please contact us, and we will review and update it where appropriate.