Possibility of Contributing Know-How by a Shareholder
Currently, it is interesting to consider this possibility, which can encourage the creation of start-up companies and technology companies in Spain.
The possibility of accepting know-how as a capital contribution by a shareholder was once an uncertain matter in Spain, but it has recently been clarified positively.
Know-how is certainly an intangible asset, but it is of a patrimonial nature and can therefore be evaluated and transferred to third parties. For this reason, there is no obstacle to considering it as an asset or a right that can be incorporated into the capital of a company.
However, since know-how is usually confidential, it must be adequately described in the notarial deed of contribution, so that third parties consulting the company registry do not have access to sensitive information that could form an important foundation for the company’s activities.
In the case of a limited liability company (LLC), the confidentiality of the know-how will be easier to protect because shareholders are free to accept the know-how and its economic valuation. On the other hand, in the case of a public limited company (PLC), the economic valuation of the know-how must be verified by an expert, which complicates the guarantee of confidentiality in these types of operations.