Illegal distribution of dividends. Company Law, Bankruptcy Law. Spain

Illegal distribution of dividends. Spain

The dividend distribution agreement is an act of equity disposal in that it recognizes a right in favor of the partners, and  carries a reduction in the assest of the  company. It may be subject to revision if it is adopted two years before the bankruptcy declaration and it lacks justification from the perspective of the interests protected in bankruptcy law. TS decision  no. 428/2014, of 24July.

Dividends of a company subsequently declared bankrupt may constitute an act of disposal of equity harmful to the company:

• if it was agreed without due justification, thus violating Company Law ...
• if the  distribution agreements was "irregular"  because it was based entirely or partially in nonexistent net benefits,
• or because it was agreed without  respecting legal and statutory rules on reserves, or without due account of  the provisions of art. TRLSA 213 (current art. 273 TRLSC).

De facto directors UK

De facto Directors. UK.

• In Smithton v Naggar^{1. Dificulties to hold individuals liable as de facto Directors. -see more in Mondaq}
• ^{Guidance on De facto Directros. see}

Registration of Directors Resignation and Lialility

Directors Resignation and Duty to Register

 Sentencia Tribunal Supremo 19 XI 2013. The Court recalls that the computation of the four-year period established by Companies Act to sue Directors takes as the dies a quo constancy in the Commercial Register. More at: http://jsanchezcalero.blogspot.com.es/2014/01/la-importancia-de-publicar-el-cese-o-la.html