
Consequences of the revoked NIF in registry access
On 18th September 2024, the General Directorate of Legal Certainty and Public Faith, addressed an appeal against the qualification of the Property Registrar of Huelva
The case arose when, pursuant to article 169 of the Capital Companies Act (LSC), a request was made to the company registrar for the convening of a general meeting to be held. The request, made by a group of shareholders, indicated as the registered office the address stated in the articles of association and in the Commercial Register. However, the applicants were aware that this address did not correspond to the real address, so that neither the company nor its director could be located at that address.
The meeting was held, at which it was agreed that the sole director would be dismissed and a new director appointed. In response to those resolutions, the director who had been removed brought an action challenging the validity of the meeting and, consequently, of the resolutions adopted.
At first instance, the claim was upheld as it was found that there had been an infringement of the essential hearing procedure provided for in article 169.2 of the LSC. The judgement emphasised that the conduct of the applicants violated the principle of good faith, depriving the director of the effective possibility of intervening in the proceedings.
On appeal, the Provincial Court dismissed the appeal and upheld the nullity of the notice of meeting and the resolutions adopted, based on the following reasoning:
On 18th September 2024, the General Directorate of Legal Certainty and Public Faith, addressed an appeal against the qualification of the Property Registrar of Huelva
Judgment no. 311/2024 of the Madrid Provincial Court of 4 October 2024 analyses the requirements of article 249.3 of the LSC on the appointment of
The Ruling of the Provincial Court of Valencia, of September 24, 2024, no. 162/2024 is generally in favor of the broad admissibility of the challenge