Within its Corporate/Commercial Law Department, Garrigues boasts a dedicated team of lawyers specializing in the securities markets, all of whom are regarded as being among the most prestigious and widely acclaimed experts in their field in the Iberian market. The multidisciplinary, and yet highly specialized, focus of these professionals, coupled with their deep knowledge of this complex area, enable the Firm to provide expert advice and take part in the most significant deals in terms of complexity and size.
Industry directories, such as the UK’s IFLR 1000, particularly highlight the all-round strength of Garrigues’ securities market practice. Also singled out among the foremost practitioners in this field are Fernando Vives, the Firm’s Managing Partner, Mónica Martín de Vidales and Álvaro López Jorrín, the partners in charge of the Department, and Gonzalo García-Fuertes.
The main Garrigues client service lines most notably include engagements in the following areas:
Garrigues offers Spanish and foreign enterprises specialist advice on issues of all kinds of securities representing corporate equity (voting or nonvoting shares, redeemable shares, shares with or without preemptive subscription rights) or debt (promissory notes, convertible or exchangeable debentures, bonds, mortgage covered bonds, public-sector covered bonds, etc.) that are the subject of public or private offerings or admission to listing on Spanish markets and multilateral trading systems. The Firm also provides Spanish legal advice to Spanish issuers of fixed-income or equity securities seeking the placement and admission of such securities to trading on a foreign market or multilateral trading system.
Our advisory services include the fulfillment and follow-up of all formalities with the Spanish National Securities Market Commission (CNMV), and with the market regulatory agencies (AIAF Fixed-Income Market, Alternative Fixed-Income Market), and the preparation of the prospectuses or circulars and other legal documents required in IPOs, public offerings or procedures for admission to listing.
The Firm has long-standing, extensive experience in advising in all phases and on all aspects of IPOs. Garrigues counsels companies looking to go public on the decision to do so, the related legal implications, and the implementation of corporate governance systems, advising them throughout the process until the objective is achieved. The Firm also advises the financial institutions acting as global coordinators in such processes. Our advisory services range from preparing all the legal documentation required in such processes (prospectuses or circulars, official communications, mandate, agency, placement and underwriting agreements, etc.) to following up the formalities with Spain’s National Securities Market Commission, stock exchange governing companies, and clearing firm (Iberclear), and dealings with such entities and the global coordinators.
Garrigues’ experience also takes in advice given to Spanish enterprises on their admission to listing on the LATIBEX (the Latin American securities market), as well as advice on public offerings and admission to Spain’s Alternative Stock Market (MAB).
The Firm advises listed companies on any issues affecting their operations, including transparency obligations, inside information, market transactions, the adoption of corporate resolutions, shareholders’ meetings, corporate governance, codes of conduct, anti-money laundering policies, enforcement proceedings in both the administrative and judicial phases, and dealings with the supervisory authorities and market players.
Garrigues has expertise in providing integral advisory services to entities looking to embark on a securitization process, participating in the design of the transaction structure, in the set-up and registration of securitization funds of all kinds (participating in the vast majority of groundbreaking deals in Spain) and of their managers, and in the drafting and supervision of operating agreements, agreements for the transfer and management of the securitized assets, and any other agreements required (securities issue agreements, agency agreements, credit enhancements, underwriting and placement agreements).
The Firm’s credentials also include advice on multi-jurisdictional transactions (whether due to the assets being securitized or the vehicles used) and advice provided to lead managers or underwriters and ratings services. .
Our team of lawyers has a wealth of experience in advising on multilateral trading facilities (MTFs), clearing and settlement houses and their operating rules, market operators, and other MiFID-related regulatory aspects.