Corporate Law

The various pieces of legislation published during the state of emergency, together with the statements by registrars and by the CNMV, have created a new exceptional regime governing numerous aspects of commercial companies. With the end of the state of emergency it becomes necessary to analyze the impact that the lifting of the declaration will have on the validity period of the various rules that have been approved.

Preparation of financial statements and corporate income tax, recommencement of time periods, remote trials, gradual return to workplaces, insolvency proceedings and compliance with criminal law

Royal Decree-Law 19/2020 states that the three-month time period for preparing financial statements and other documents required by law will start to run from June 1, 2020, and reduces the time period for approving financial statements to two months running from the end of the time period for their preparation. In keeping with the new time periods for preparation and approval of the financial statements, it is allowed to file a second corporate income tax self-assessment until November 30, 2020. Additionally, amendments are introduced to the rules on tax deferrals for small and medium-sized companies and the self-employed along with a new stamp tax exemption; and a later date has been determined for publication of the list of delinquent tax payers.

On May 15, the Ministry of Energy of Mexico (SENER) published in the evening edition of the Official Gazette of the Federation an executive order issuing the new Policy towards the Reliability, Safety, Continuity and Quality of the National Electric System (the Policy), substituting the reliability policy issued on February 2017.

New guarantee facility, extension of ERTE temporary layoff procedures, effects of the crisis on transfer pricing, return to judicial activity and ‘shields’ for businesses.

The CJEU will have to rule on whether it is EU law or national law that determines which jurisdiction applies domestically to hear damages action. The question is inscribed in the case commonly referred to as the trucks cartel.

The Ministry of Health published in the Federal Official Gazette a resolution implementing the decision of the General Health Council that classifies as “essential” construction related activities. (the “Resolution”).

Royal Decree-Law 18/2020 determines that the distribution of dividends at companies applying for the special ERTE temporary layoff procedures can make them lose their rights to exemption from social security contributions and states that this measure will not be taken into account for the purpose of exercising the right to withdrawal of shareholders under article 348 bis 1 of the Capital Companies Law.