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Startup Incorporation

Incorporation, shareholders' agreement, code assignment and trade mark filing in a single package.

We will incorporate your company, draft its agreement and file its trade mark.

§ 1

Approach

We will draft the articles of association from your shareholders' agreement and place the code and the trade mark in the company's name from the day it is incorporated.

We will incorporate and register the company

We will obtain the name certificate from the Companies Registry, prepare the deed with the notary and handle the registration and the company's tax number. You will contribute the share capital and sign the deed.

The agreement and the articles will say the same thing

We will draft the shareholders' agreement, covering vesting, leavers, majorities and drag-along and tag-along rights, and then the articles from it, so that the two do not contradict each other.

The code and the brand will belong to the company

We will draft the assignment to the company of what you coded and designed before incorporating it, and of the work done by freelancers, ready to sign alongside the deed.

We will file your trade mark

We will search for similar earlier marks and file the application with the Spanish Patent and Trademark Office in the company's name, in the class that covers your business.

§ 2

Engagement

Startups not yet incorporated
We will incorporate your company, draft its agreement and file its trade mark.
€3,000 + VAT
3 weeks

El importe exacto se cierra en la hoja de encargo antes de pagar, con los gastos previsibles incluidos. Si el encargo se alarga, no pagas más.

§ 3

Process

How the engagement unfolds

Pre-Consultation NDA

A unilateral confidentiality agreement signed by PASSAS before the video consultation, available at no additional cost on request. It binds the firm alone — no signature is required from the client — and adds an explicit contractual layer on top of the professional secrecy obligations inherent to the practice of law.

Initial Consultation

A 60-minute working session by video call in which we analyse your situation, your specific needs and our ability to help you. We assess whether we can take on the matter and give you the fixed price in advance. You can book it directly through the Google Calendar link on our website and pay €90 by Stripe.

Shareholders' Agreement

An agreement between the shareholders governing vesting, good and bad leaver terms, voting majorities and deadlocks, and drag-along and tag-along rights, consistent with the company's articles.

Company incorporation

Articles of association drafted from the shareholders' agreement, company name certificate, deed prepared with the notary, the company's tax number and registration at the Companies Registry. Notary and Registry fees are paid separately.

IP Assignment

A deed by which founders and contributors assign to the company the code, the brand and any other work created before incorporation or outside an employment contract.

Trade mark application

Search for similar earlier marks and filing of the application with the Spanish Patent and Trademark Office in the company's name, in one class. Office fees are paid separately.

§ 4

Team

Who handles it

Guillermo Passas Varo, founding partner of PASSAS

I see legal practice as a discipline of precision. I work where the law meets technology and cross-border operations, and I read code and contracts with the same attention. Before accepting an engagement I tell you whether it is worth pursuing and what it costs, at a fixed price.

§ 5

Questions

What people ask before instructing this service

What does the package include?

Incorporation and registration of the company, the shareholders' agreement, the assignment to the company of the code and brand created before incorporation, and the trade mark application with the Spanish Patent and Trademark Office in one class.

What is paid separately?

Notary fees, Companies Registry charges and the Spanish Patent and Trademark Office fees, all itemised in the engagement letter. The share capital is contributed by you.

What if we need the trade mark in more classes or across the EU?

We will quote it in the engagement letter before we start.

Can we be shareholders from outside Spain?

Yes. Foreign shareholders and directors will need a Spanish tax identification number, and we will deal with it at the start of the engagement.

What if the company already exists?

Then the right engagement is the Shareholders' Agreement, from €1,500 + VAT.

How much does it cost and how long does it take?

From €3,000 + VAT, within three weeks of receiving the documentation from every shareholder. The exact figure is fixed in the engagement letter before you pay.

Book your Virtual Consultation today.

Sixty minutes on Google Meet with a qualified lawyer. It costs €90 including VAT and will be deducted from the first invoice if an engagement follows.

Book a Virtual Consultation (€90)Tell us about your matter first

If you book, you will choose your lawyer and a time in Google Calendar. If you would rather tell us about your matter first, we will reply within 24 working hours.