Emilio Cuatrecasas: "'Las Manifestaciones y Garantías en el Derecho Español' will be a reference work for Spanish business law"

October 19, 2011

Accompanied by colleagues from the academic and professional worlds, Juan Aguayo presented his new work at the Madrid Bar Association.

Juan Aguayo, a corporate lawyer at Cuatrecasas, Gonçalves Pereira, chose the Madrid Bar Association as the setting for the official presentation of his new book “Las Manifestaciones y Garantías en el Derecho de Contratos Español” (“Representations and Warranties in Spanish Contract Law”). He was accompanied by Emilio Cuatrecasas, executive chairman of Cuatrecasas Gonçalves Pereira; Javier García de Enterría, professor of commercial law; José María Miquel, professor of civil law; and Antonio Hernández-Gil, dean of the Bar Association.

Juan Aguayo

Juan Aguayo

All the speakers at the presentation commended Aguayo for taking on the complex research work required for his book. Emilio Cuatrecasas described the book as “very appropriate,” given its focus on a widely used practice in business law. “Finally, there is a complete work with these characteristics and a very detailed and extensive structure. Readers will easily orient themselves in it. I am convinced that it will be a reference work in the framework of business law,” added the executive chairman of Cuatrecasas, Gonçalves Pereira.

The author thanked all his colleagues for their contributions and explained his motives for writing this book: “There are no companies that do not have labor, tax or social security issues, or that run perfectly and keep all their employees happy. However, there are companies whose reality is such that they are sought after contractually for a price. Sellers will not promise to sell buyers a company that has happy employees and no ongoing lawsuits, but will represent and warrant that they are up to date with employees’ payments and that the only ongoing lawsuits they have are those indicated in the annex to the contract.”

This book, published under Thomson Reuters’ Civitas label, is the first to tackle a legal form, which, despite its practical importance in legal practice, has never been subject to such an in-depth technical and doctrinal analysis. Mr. Aguayo provides a practical and thorough account of this widely used legal mechanism—tracing it back to when it was imported into many of the continental European civil law systems from the English legal system—whose use in Spain is not limited to contracts to buy and sell companies, but has been extended to many other civil and commercial contracts.

Few practicing lawyers find the time to research their discipline. Juan Aguayo has achieved this, with the result being a clear, meticulous and innovative work, set to become an indispensable reference work for all those facing questions regarding representations and warranties in their practice.

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