Company Registration in Spain

Company Registration in Spain

Spain offers various opportunities for investors looking to start a new business and for international companies willing to expand their services to the local market. The country has an open economy and a good logistics infrastructure, combined with a skilled and multilingual workforce and a good environment for business owners and expatriates.

Enterprises wanting to register a business in Spain should know the main types of companies available for registration and the incorporation procedure with the local Trade Register (Registro Mercantil in Spanish). The table below describes the steps needed to open a company in Spain:

Procedure

Description

Choose a business form

There are several types of companies in Spain and they are suited to small, medium or large companies; the choice should be made accordingly.

Check the chosen company name

Each company must have a unique name and this can be checked with the Mercantile Registry

Apply for a provisional N.I.F.

This is the provisional tax identification code for the company and will be used while incorporating the company

Open a bank account

This is the business bank account and it will also be used to deposit the minimum share capital

Draw up the company documents

This includes the constitutive documents and the identification details for the founders; the deed of the company is executed before a public notary.

Apply for registration

The founder submits the deed and the other required documents for registration with the Commercial Registry.

Obtain the permanent N.I.F.

Once the company is registered, the final tax identification number can be obtained.

Register for tax and labor

Companies must register of value added tax purposes, for labor purposes and obtain any other special permits and licenses, as needed.

 

Company formation in Spain can take between six and eight weeks. Foreign investors can choose to seek professional help, like the special services provided by the lawyers in Spain. In this case, that lawyers assist you in this regard, it is needed that power of attorney signed and given to the lawyer.

 

  • The main procedures for company formation in Spain

The first step you must take is to choose a unique trade name for your company and this should be verified with the Trade Register that will issue a certificate (certificación negativa de la denominación social). The name reservation has a six-months validity period and, during this time, you may incorporate your company. If you can’t manage it, you will have to renew the certificate.

 

Secondly, you have to open a bank account and deposit the minimum share capital for the incorporation. The bank will issue the statement with the deposited amounts which will be used for the registration of the company. The share capital can be also deposited by a notary in the company’s bank account.

 

Thirdly, for the registration of the new company, a public deed of incorporation must be drafted. This document contains:

  1. The names the of the shareholders;
  2. The number of shares each shareholder owns;
  3. A fiscal identification number for each shareholder;
  4.  The payments made by the shareholders;
  5.  Company bylaws;
  6. The name of the administrator etc.

 

You also have to submit a form and receive the tax identification number, pay the required taxes, legalize the company books. For certain economic activities, you may need special licenses or permits that can be obtained by a law firm in Spain, if you don’t want to go in front of the Spanish authorities and handle the entire procedure.

 

  • Types of companies in Spain

If you want to start a business in Spain, you have to select the type of structure you will set up, based on your needs and objectives. By help of lawyers in Spain, you will be able to choose the appropriate type of company. The following types of structures are available in Spain:

1- the sole trader;

2- the partnership;

3- the limited liability company – the most common type of Spanish company;

4- the public limited company;

5- the new enterprise limited company;

6-the co-ownership.