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How to Register a Limited Liability Firm (SL) in Spain
Setting up a business in Spain is an attractive option for each local and overseas entrepreneurs thanks to its strong economy, access to European markets, and investor-friendly regulations. Among the most popular enterprise constructions is the Sociedad Limitada (SL), or Limited Liability Company, which provides flexibility and protection for its owners. Here’s a step-by-step guide on tips on how to register an SL in Spain and what you'll want to know to get started legally and efficiently.
1. Understand What an SL Firm Is
A Sociedad Limitada (SL) is a private limited company much like an LLC. It’s designed for small and medium-sized enterprises and provides limited liability protection—meaning shareholders are only chargeable for the corporate’s money owed as much as the amount of their investment. An SL requires a minimum share capital of €3,000, which have to be deposited into a Spanish bank account earlier than registration.
This construction is ideal for entrepreneurs who wish to minimize personal financial risk while maintaining operational control and flexibility.
2. Choose and Register Your Company Name
The first official step is to order an organization name with the Central Mercantile Register (Registro Mercantil Central). You’ll want to apply for a certificación negativa de denominación social, confirming that your desired company name is exclusive and available.
This certificate could be obtained online, and it’s legitimate for six months (with a three-month legitimateity for incorporation purposes). Make certain your organization name reflects your business identity and follows Spanish naming regulations.
3. Open a Enterprise Bank Account and Deposit Capital
Subsequent, it's essential to open a business bank account in Spain under your company’s name. Earlier than incorporation, you’ll must deposit at least €3,000 because the minimum share capital. The bank will then subject a certificate of deposit (certificado bancario), which you’ll need for the next steps of the registration process.
International investors could also be required to current identification documents reminiscent of passports, NIE numbers (foreigners’ tax identification numbers), and proof of address.
4. Draft the Company’s Articles of Association
The Articles of Association (Estatutos Sociales) define the inner rules of your organization—its objectives, management construction, shareholder responsibilities, and capital distribution. This document, together with the founding deed (escritura pública de constitución), must be signed before a Spanish notary by all shareholders or their legal representatives.
The notary will verify the legality of the documents and be certain that your company complies with Spanish corporate law.
5. Get hold of the Firm’s Tax Identification Number (NIF)
Every SL should have a NIF (Número de Identificación Fiscal), which serves as the company’s tax identification number. Initially, you’ll obtain a provisional NIF from the Tax Agency (Agencia Tributaria), and as soon as your registration is completed, you’ll be issued a definitive NIF.
The NIF is important for all monetary and legal operations, including opening bank accounts, signing contracts, and issuing invoices.
6. Register the Firm with the Mercantile Registry
After notarization, your documents should be filed with the Provincial Mercantile Registry (Registro Mercantil Provincial). This step officially incorporates your SL and makes it a legal entity recognized by Spanish law. Registration typically takes 7 to 15 days, depending on the region.
As soon as registered, you’ll obtain your company’s official registration number, permitting you to start trading legally.
7. Register for Social Security and Taxes
Earlier than starting business operations, you have to register the company and its directors with the Social Security system (Seguridad Social) and the Tax Agency. You’ll also have to register for VAT (IVA) if your business activities require it.
If you plan to hire employees, ensure that your company is enrolled as an employer and that each one employment contracts comply with Spanish labor regulations.
8. Optional however Vital: Seek Professional Help
While it’s attainable to register an SL on your own, working with a lawyer, gestor, or enterprise consultant in Spain can simplify the process. They can assist with documentation, translations, tax registration, and compliance—saving you time and avoiding costly mistakes.
Key Takeaways
Minimal share capital: €3,000
Required documents: NIE, company name certificate, bank deposit certificate, Articles of Affiliation, and notarial deed
Registration time: Usually 2–4 weeks
Official our bodies involved: Registro Mercantil, Agencia Tributaria, and Seguridad Social
Establishing an SL in Spain is straightforward when you understand each step and put together the required paperwork in advance. Once incorporated, you’ll enjoy the benefits of working under a trusted enterprise construction that offers flexibility, limited liability, and access to Spain’s thriving financial environment.
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Website: https://creaciondesociedades.es/
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