Starting a limited company (Sociedad Limitada or SL) in Spain is a popular choice for foreign investors due to its straightforward process and minimal initial capital requirements. Here’s a step-by-step guide:
1. Choose a unique company name for your SL
Select a unique company name and submit it to the Central Mercantile Registry (Registro Mercantil Central, RMC) for approval. Once approved, you will receive a Certificate of Name Reservation valid for six months.
Learn more at Registro Mercantil Central
2. Open a business bank account
Open a corporate bank account in Spain and deposit at least €3,000 (minimum capital for an SL). The bank will issue a certificate of deposit needed for the registration process.
3. Draft the Articles of Association
Prepare the Articles of Association (estatutos sociales) to define your company’s purpose, structure, and rules. Ensure they comply with Spanish laws and include details such as the company name, registered address, and shareholder responsibilities.
Guidance from Banco Santander
4. Execute a public deed of incorporation
Visit a notary to notarize the deed of incorporation, which includes the Articles of Association and shareholder details. Shareholders or their representatives must present valid identification, such as a passport or NIE (foreigner identification number).
5. Obtain a Tax Identification Number (NIF)
Register your company with the Spanish Tax Agency (Agencia Tributaria) to obtain a Tax Identification Number (NIF), essential for tax and operational purposes.
More information from Agencia Tributaria
6. Register with the Mercantile Registry
Submit the notarized incorporation documents to the local Mercantile Registry to officially establish your company as a legal entity.
7. Register for Social Security and VAT
If hiring employees, register with the Social Security General Treasury (Tesorería General de la Seguridad Social). Also, register for VAT (Impuesto sobre el Valor Añadido, IVA) for taxable activities.
Details on VAT from administracion.gob.es
8. Ensure accounting and legal compliance
Maintain accurate accounting records and meet tax return obligations. Adhere to labor laws and fulfill reporting requirements.
By following these steps, foreign investors can establish a robust business presence in Spain, leveraging its strategic location and favorable business environment.
Contact us if you need more information.