The duty of secrecy in sale processes of companies Abstract

Nº 1 / 2017 - enero-marzo

The duty of secrecy in sale processes of companies

Francisco J. Martínez Maroto
Cuatrecasas
Pedro López-Dóriga González-Valerio
Cuatrecasas

Abstract:

This publication refers to the legal regulation of the duty of secrecy of directors in capital companies and, more specifically, to the scope of this duty in the framework of sales processes of companies.
This duty has been reinforced with the entry into force of Act 31/2014, of December 3, which amends the Companies Act for the improvement of corporate governance, which causes more than ever that directors must take certain precautions when providing information to potential purchasers in the context of M&A transactions.

Keywords: duty of secrecy, liability, directors, sale processes, M&A.