“Up to the seventh day prior to the date scheduled for the meeting, the shareholders may request from the directors such information or clarifications as they deem necessary regarding the matters included in the agenda, or submit in writing such questions as they deem pertinent.
2. During the general meeting, the shareholders of the company may verbally request such information or clarifications as they deem appropriate regarding the matters included in the agenda. If the shareholder’s right cannot be satisfied at that time, the administrators shall be obliged to provide the requested information in writing within seven days following the end of the meeting.
3. The directors shall be obliged to provide the information requested under the two preceding paragraphs, unless such information is unnecessary for the protection of the shareholder’s rights, or there are objective reasons to consider that it could be used for extra-business purposes or its disclosure would be detrimental to the company or related companies.
Law 11/2018, of December 28, amending the Commercial Code, the revised text of the Capital Companies Act approved by Royal Legislative Decree 1/2010, of July 2, and Law 22/2015, of July 20, on Auditing of Accounts, with regard to non-financial information and diversity.
Directive 2014/95/EU of the European Parliament and of the Council, of October 22, 2014, amending Directive 2013/34/EU as regards disclosure of non-financial information and information on diversity by certain large companies and certain groups, aims to identify risks to improve sustainability and increase the confidence of investors, consumers and society in general and for this purpose increases the disclosure of non-financial information, such as social and environmental factors.
On the other hand, Directive 2014/95/EU expands the content required in the annual corporate governance report that listed companies must publish, in the interests of improving transparency by facilitating understanding of the corporate organization and business of the company concerned. The new obligation for these companies consists of disclosing the “policies on diversity of competencies and points of view” that they apply to their management body with respect to issues such as age, gender, disability, or professional training and experience. If the company does not have a diversity policy, there is no obligation to establish one, although the corporate governance statement must clearly explain why it does not apply.
Royal Decree 2568 86
The first final provision of Law 7/1985, of April 2, 1985, Regulating the Bases of the Local Regime, establishes that the Government of the Nation must update and adapt to the provisions thereof, among others, the Regulations on the Organization, Operation and Legal Regime of the Local Corporations approved by Decree of May 17, 1952, with the amendments made to them by subsequent provisions.
The Government has proceeded, in accordance with this provision, to adapt the aforementioned Regulations to the Law Regulating the Bases of the Local Regime, which has required some updating work to develop the new features of Law 7/1985, as regards the Bylaws of the members of the Local Corporations and of the neighbors, as well as citizen participation. Likewise, the operation of the collegiate bodies of the local entities has been adapted to political pluralism and the system of delegation of powers of the President and the Plenary of the Local Corporations to other bodies of the same has been regulated.
What should not necessarily appear in the notice of a meeting?
We have the repeated scenario in which the next Meeting is to be held, when the day arrives, and in view of what has been discussed, can new topics be brought up? And if they appear, can they be voted on or only discussed?
In this way and as much as we consider that it is an unimportant subject that is better that it is treated in this Meeting without waiting for a next call, be careful, the celerity can give rise to a paralyzation of the agreement and if necessary to the annulment of the same one, all this without counting on the expenses derived from this simple agreement adopted in the section “questions and answers”.
More doubts about the impugnation of community agreements? Daniel Loscertales, recognized expert in Horizontal Property, has selected in his work published in September 2018 more than 150 common queries that arise in practice, in which the controversial issues are clarified: