Spanish Incorporations
We are a specialist in the Spanish market, with a dedicated office in Madrid. Our Spanish colleagues are tax and company administration specialists. and offer ongoing assistance in keeping a company running, tax planning and managing your real estate portfolio.
Advantages of incorporating in Spain:
ncorporation and ongoing running of a Spanish company is not as easy as in some of the English-speaking countries. There are however, substantial advantages in using Spanish structures for owning property in Spain, doing business in Spain or to site a european holding company.
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Spanish company incorporation requirements:
- Company name certificate - certificado de denominacion social
- Bank certificate of deposit of share capital - certificado de ingreso
- Company articles - estatutos sociales
- Company tax number - CIF
- Tax registration form for company activities- 036
- Certificate of good standing from foreign company registry
- Power of Attorney in the case where company director cannot come to Spain
- All documents legalised with Hague Apostille
Spanish company incorporation procedure:
- Obtain a name clearance certificate from the provincial registry, giving 3 different options, as well as the name of one of the subscribers
- Submit form 037 along with a photocopy of the name clearance certificate and national identity card or passport of the subscriber.
- Set up a bank account or building society (Caja de ahorro) The minimum capital
for a regular SL company is 30,010 € which must be paid up by the subscribers and split into shares.
- The statutes must be signes by the subscribers in a notary's office. They must state the personal details of the subscribers, the name of the company, the registered office, the company activities and the capital base. The notary must be shown the name clearance certyifictae and a bank receipt showing that the sahre capital has been put into an account. The fiscal identification number must be shown at the same time.
- The subscribers must pay the capital transfer tax and the notorial documents 'stamp' duty at the local tax office. The amount to payin tranfser tax is 1% of the share capital subscription.
- The subscribers must pay over the cost of putting the name on the provincial registry, as well as the cost of publishing the new company details in the Mercantile Registry newspaper.
- Forms 036 or 037 'New Company' form and the 845 'Register to pay the economic activity tax' need to be handed into the local tax office.
The following steps are for trading companies:
- The company must register with social security.
- In an outlet which sells official books, the company must get the 'licence' and the 'visitor's' books. These are for official inspection.
- In the 'work council' and in the 'Provincial directory of employment' the company must register, stating their activities.
- They must also get an 'opening licence' from the town council, which is done after presenting.
- The plan showing the layout of the place of work.
- A map showing where it is.
- Evaluation of the place of work and of the equipment held there.
- A written desccription of the activties.
- A receipt showing that they have paid the business activity tax required
- Register the workers in the social security and in the next ten days, presenting an agreed employment contract in the national institute of employmenty. 8(INEM).
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Company structures in Spain:
- Sociedad de Responsabilidad Limitada (S.R.L.) - Private Limited Company.
- Sociedad Anonima (S.A.) - Public Limited Company.
- Sociedad regular colectiva - General Partnership.
- Sociedad comanditaria - Limited Partnership
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