Company formation services in Spain
The population of Spain is approximately 46.7 million of which 94% are Roman Catholic.
The official language is Castilian Spanish; however other languages such as Catalan, Basque and Galician are spoken in the autonomous regions and officially recognised.
Spain is a parliamentary monarchy and the King, Juan Carlos I, is the Head of State. A new constitution was approved by the Parliament on October 31st 1978, subsequently ratified by a referendum, in which basic democratic rights and freedom of expression are recognised following the lines of most modern democratic constitutions.
The parliament (Cortes Generales) is made up of the “Congreso de los Diputados” (Lower House of Parliaments) and the “Senado” (Senate). The members are elected by universal suffrage every four years.
The country is divided into 17 autonomous regions, each of which enjoys a defined system of self-government. Spain is a member of the EU since 1986, NATO, WTO and a signatory to the GATT agreement.
Infrastructure and Economy
After 15 years of above average GDP growth the Spanish economy began to slow in late 2007 and entered into a recession in 2008 with the collapse of the building and real estate industry. Spain’s tourism industry has also suffered due to the world economic crisis with many tourists now opting for destinations outside the Euro Zone.
No exchange control for setting up a business in Spain or to invest into Spanish companies or Real Estate. Dividends, profits and proceeds from sale or liquidation may be repatriated without restriction. Certain transactions need to be reported to the Bank of Spain for statistical purposes.
Type of law
Principal corporate legislation
Procedure to incorporate
Obtain a certification of uniqueness of proposed company name (certificación negativa de la denominación social) from the Registrar of Companies (“Registro Mercantile”).
Once the Registry issues the certification, the requested corporate name will be reserved for a maximum of 6 months from the certification’s date of issuance. Each certification of uniqueness of the corporate name is valid for 3 months from its date of issuance. Furthermore, once the certificate’s validity has expired (3 months), the certificate can only be renewed once, after which a new certificate must be requested.
Minimum Share Capital required for a Limited Company (SL) Spain: The reform which reduces the minimum capital required to set up a limited liability company from 3,000 euros to 1 euro has been published. Law 18/2022 of September 28, 2022 on the creation and growth of businesses was published in the Official State Gazette (BOE) on September 29, 2022, to modify the minimum amount of capital required for the formation of limited liability companies, reducing it from the 3,000 euros previously required to 1 euro; the aim is to reduce formation costs in order to promote the creation of businesses and allow the founding shareholders to decide on the amount of share capital which should be subscribed, in accordance with their needs and preferences.
The contributions can also be directly given to the notary public before whom the deed of incorporation is going to be granted, at the time of the granting, so that the notary can deposit them in the Company’s bank account.
Entrepreneurs can visit a Help desk for Entrepreneurs (PAE, Punto de Atención Empresarial) where they will fill in the single electronic form called DUE (Documento Unico Electronico). The PAE will then send the DUE through the electronic platform CIRCE to each administrative department involved in the process of starting a business, such as the notary´s office, the commercial registry, the tax agency and the social security agency. The PAE will also help the entrepreneur to set up an appointment with a notary that will grant the public deed of incorporation of the company.
The DUE is sent electronically through CIRCE to the notary for the incorporation of the deed. Once the notary has granted the public deed, he sends an electronic communication to the tax administration agency asking for the provisional Tax Number (CIF) for the new company. The notary also sends the public deed for registration with the commercial registry. Once the company is registered with the commercial registry, the registry communicates the registration of the deed to the tax administration and asks for the definitive tax number for the company again by electronic means through CIRCE. Finally, CIRCE notifies the definitive tax number to the notary and the notary communicates it to the founders of the company. Registering the deed with the commercial registry and obtaining the provisional CIF from the tax authority takes 3 days approximately but it takes a few more days to obtain the final tax number.
On December 26, 2012, Spain adopted law 12/2012. This law removes the requirement for certain commercial activities to obtain a municipal license to initiate the execution of works and start operations. A company can start operations after submitting a simple notification (declaracion responsable sin certificado de conformidad) to the private agencies authorized by the Municipality (ECLU).
Notify the Delegación Provincial de la Consejería de Trabajo e Industria.
The corresponding autonomous community must be notified within the first 30 days of the start of activities and the opening of the workplace. Every autonomous community has its own form. Some require that work injury and safety documentation (corresponding to the specific business or workplace in question) be filed along with the forms. Other forms and documents might be needed depending on the workplace activities.
Types of companies for international trade and investment
- Stock company (Sociedad anónima, S.A.),
- Limited Liability (Sociedad de responsabilidad limitada, S.L.)
Restrictions on trading
Yes, specified groups, which include for example, banking, insurance, financial services, consumer credit related services and employment agencies. Certain transactions may require consent from the Department of Foreign Investments (Dirección Inversiones Exteriores).
Powers of company
Language of legislation and corporate documents
Time to incorporate
Usually 12 days to incorporate and 40 days to register the company. Note that the company may be active as from the date of incorporation.
Shelf companies available
Names requiring consent or license
Registered office required
Suffixes to denote Limited Liability
Disclosure of beneficial owner to authorities
Our company licensing services
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