Company Filing Requirements in Spain

Legal requirement to file annual accounts

There is no central registry in Spain. Each company has to be registered at the provincial commercial registry. Although companies must file their accounts and other data with their annual tax return, they are under no obligation to publish these unless the firm is quoted on the stock exchange.

New legislation in October 1990 made both SA and SRL companies obliged to file Financial Information and a Directors Report (known in Spain as the "memoria").

Company registration and licensing procedures

Statutes must be drawn up in a deed drawn up by a notary. The provincial registry is the one where the company is located or where the branch is set up. Foreign investors must obtain a negative certificate issued by the Central Register of Commerce to make sure that the company's registered name is not being used. A tax number is needed as soon as the company is constituted, and at the beginning of every financial year.

Types of companies registered in Spain

Form	Number of partners/ shareholders	Minimum and/or maximum capital	Liability	Release of financial documents
Sociedad de Responsabilidad Limitada (S.R.L.) is a Private Limited Company.	Minimum 2 partners and maximum 50. nb: only 1 member for a sole proprietorship.	Minimum 3,005.06 €. Totally subscribed and released.	Liability is limited to the amount contributed.	No
Sociedad Anonima (S.A.) is a Public Limited Company.	Minimum 3 partners. nb: can be reduced to 2 then to 1 shareholder.	Minimum 60,101.21 €. At least 25% of the amount released at the constitution.	Liability is limited to the amount contributed.	Yes
Sociedad regular colectiva is a General Partnership.	Minimum 2 partners.	No minimum capital.	Partners' liability is several and unlimited towards third parties.	No
Sociedad comanditaria is a Limited Partnership	2 types of partners: active partners and sleeping partners.	No minimum capital.	Liability of active partners is unlimited. Liability of sleeping partners is limited to the amount contributed.	No