Individual liability action in the context of the so-called phoenix companies
Ruling 51/2024 of the Barcelona Provincial Court of 27 February 2024 has extended the applicability of the individual liability action, recognising that the injury to
The Directorate General of Legal Security and Public Faith (DGSJFP) reiterates the criterion that exclusive registrable entries, in this case of provisional cancellation, are those regulated in the exceptions of Article 96 of the Commercial Registry Regulations, which consist of the entries ordered by a judicial authority or those necessary for the reopening of the registry page and corresponding to the deposit of the annual accounts. In this sense, the criterion previously assumed, among others, in the resolutions of July 29 and September 2, 2021, is reiterated.
The Management Center elaborates the limiting criterion on the basis of article 119.2 of Law 27/2014 of November 27, 2014, on Corporate Income Tax (formerly art. 131.2 of the TRLIS) which makes any type of registration subject to the prior certification of the registration in the index of entities, so that, in compliance with the principle of legality (article 18 of the Commercial Code), the registrar cannot enter to assess “the inevitable negative consequences for the corporate management that derive from them”, as was requested in this case for the opening of the registry sheet for the entries commented and for the purposes of obtaining the digital signature that would allow the payment of the taxes owed by the company
Ruling 51/2024 of the Barcelona Provincial Court of 27 February 2024 has extended the applicability of the individual liability action, recognising that the injury to
The appointment of a voluntary auditor of a company may be made by the general meeting or by the management body, before or after the
The Supreme Court considers that the remuneration received by the directors is deductible, even if not provided for in the articles of association. In the