José Manuel Silva Nunes and Rocío García de Oteyza in the top 50 lawyers under 35 according to Iberian Lawyer

Summary of legislative and jurisprudential developments relating to the automotive sector.

The Court of Justice of the European Union, in a reference for a preliminary ruling, has examined whether EU law precludes national legislation requiring public disclosure of personal data of shareholders (including minority shareholders) of a public limited company when access to such data is not subject to any requirement, such as proof of a legitimate interest.

Inasmuch as functioning as meta-clauses, non-binding and entire agreement clauses are paradoxical in a number of ways.

Is a set-off agreement enforceable against a purchaser seeking to collect new lease payments? Although the answer is not clear-cut, ultimately the lessee will not leave without compensation for the improvements

Summary of legislative and jurisprudential developments relating to the automotive sector.

Debt from liability in tort for third-party damage or loss arises directly against the directors, without prejudice to the fact that, pursuant to Article 38 CC, it also arises simultaneously against the company, to which the non-contractual acts or omissions of its directors are also attributed. This is so true that the liable company (in debt, for example, with the tax authorities as the person liable for the surcharge and the tax penalty owed) may bring an action for contribution against its directors after settling the debt.

This paper critically analyses the Supreme Court ruling of 5May 2026, which applies the prohibition on financial assistance to a case involving the sale of treasury shares with deferred payment to the shareholders of the assisting company.

The Judgment of the Court of Justice of the European Union (Fifth Chamber) of 13 May 2026 (Korfin and Sempiola v Slovnaft, Case C-225/25) clarifies the concept of a takeover bid for the purposes of Article 2 of the 2004 Takeover Bids Directive, such that an offer made to the holders of securities of a company with a view to acquiring all or some of those securities does not fall within the concept of a takeover bid where it is made by an offeror who already controls the offeree company. Consequently, based on that court’s interpretation of the Directive’s provisions, there is no right of squeeze-out in such voluntary takeover bids.

Summary of legislative and jurisprudential developments relating to the automotive sector.