Representation at the general meeting of family-owned companies: Voluntary representation and legal representation

Abstract

Attendance at the general meeting in family-owned companies is a right of the shareholders that can be exercised personally or through a voluntary representative, or, where appropriate, through a legal representative. In these cases, the legal regime applicable to the representation in the general meeting of the family-owned companies is the same as that of any other company, without prejudice to the implications of specifically family-related nature that may arise. This analysis addresses the various issues that, in the area of voluntary representation, may arise from the application of the corporate regulations contemplated in the Spanish Corporate Entreprises Act depending on the form adopted by the family company: limited or public limited company. In turn, legal representation has its own characteristics and is regulated in the Spanish Civil Code, a legal body that underwent an important reform in this topic brought by Law 8/2021, dated June 2. It will deal with the legal representation of unemancipated minors and persons with disabilities who have been provided with a representative
curator, a support measure which, although provided for exceptionally cases by the legislator, is going to be very present in an ageing society in which age is going to determine the increase in the number of persons with disabilities who are going
to require continuous support. Subsequently, the special incidence of these cases of legal representation in the functioning of the general meetings of limited and limited liability companies, and therefore of family companies when they adopt these corporate forms, will be analyzed.