Company formation in Spain

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Important: a non-resident's right to own the company does not automatically grant a right to live, work or manage it from that country. Immigration, work permits, substance, effective management and tax residence are assessed separately.

• —Technology, SaaS, agencies and consulting with Spanish/EU customers or operations.
• —Trade, tourism, property support and local business following licence/activity analysis.
• —Subsidiaries and joint ventures using SL or SA governance.

• —Sociedad de responsabilidad limitada / sociedad limitada (SRL/SL), the standard private limited company with €1 minimum capital and special reserve/liability rules until €3,000.
• —Sociedad anónima (SA), a joint-stock company with €60,000 capital, generally at least 25% paid at formation.
• —Sociedad colectiva, a general partnership with personal partner liability.
• —Sociedad comanditaria simple/por acciones, limited-partnership variants.
• —A branch of a foreign company; autónomo, sociedad civil and comunidad de bienes for suitable personal/joint models.

• —A Spanish registered office, company-name certificate, activities, administrator(s), articles and capital.
• —Foreign natural persons obtain NIE/NIF; foreign corporate founders obtain a Spanish NIF and appoint a representative for the tax/registry process.
• —An SL/SA requires a public deed before a Spanish notary and registration in the Mercantile Registry; CIRCE coordinates but does not remove the notarial step.
• —There is no general resident-administrator condition; non-EU personal work/residence and regulated activities are reviewed separately.
• —Foreign-investment reporting/screening applies according to investor, sector and transaction facts.

• —A passport or other acceptable ID for every founder, director, signatory and ultimate beneficial owner (UBO).
• —Current proof of residential address and tax residence for every person subject to verification.
• —A transparent ownership chart through to natural persons; a corporate participant also provides an extract, constitutional documents, good standing and an investment resolution.
• —A description of the activity, markets, counterparties, expected turnover, source of funds and source of wealth, supported by evidence.
• —NIE/NIF, name certificate, bylaws, office, activities, capital, administrators and a UBO declaration for the notary.
• —Capital-contribution evidence or a permitted founder declaration under the selected notarial route.
• —An apostilled/notarised POA, corporate registry extract/articles/resolution and sworn translations for foreign founders.

1. 01Select SL/SA/branch and review NIE/NIF, activity/licence, investment screening, office and tax links.
2. 02Obtain the name/identifiers and prepare bylaws, capital, UBO, administrator and the POA/notary pack.
3. 03Execute the public deed personally or through a valid representative and file through the Mercantile Registry/CIRCE workflow.
4. 04After registration, activate tax/VAT, Social Security/payroll, accounting and separate bank/EMI KYB.

• —A Spanish company files corporate income tax; the rate, startup/small-company provisions and deductions are checked for the period and facts.
• —IVA/VAT, payroll/Social Security, withholding and local activity taxes depend on operations/location.
• —Administrator residence, foreign management, distributions and related parties require treaty/PE/transfer-pricing analysis.

General overview, not personal tax or legal advice. Rules are rechecked before filing.

• —The notarial deed/capital evidence and operating bank account are separate approvals; the bank rechecks UBOs/source of funds.
• —A foreign UBO must substantiate the Spanish/EU business rationale, counterparties, expected flows and management location.

• —Annual accounts are approved and filed with the Mercantile Registry.
• —Corporate tax, IVA/payroll/withholding filings and legalised accounting books where applicable.
• —Registry/UBO/foreign-investment updates following changes to administrators, shareholders, office or control.

• —An SL with €1 capital is subject to mandatory reserve/additional-liability rules until €3,000 and must not be positioned as a no-funding company.
• —NIE/NIF and company ownership do not grant a visa, residence or personal work permission.
• —Incorporation does not disapply UBO disclosure, AML/KYC or sanctions screening by the registrar, notary, provider, tax authority or financial institution.
• —The place of incorporation does not automatically determine tax residence: effective management, permanent establishment, CFC rules and the owners' personal residence require separate analysis.
• —Registration does not grant a licence, residence or work rights and does not guarantee a bank or EMI account.

• —Coordination of NIE/NIF, CIRCE/Spanish notary, POA/apostille, office, Mercantile Registry and accountant hand-off.
• —Comparison of entity forms, ownership structure, governance, tax links and substance requirements before filing.
• —Coordination of the address, notary, lawyer or authorised representative, translations, apostille and the corporate pack.
• —Preparation of a verifiable KYB data room and responses to legitimate compliance requests without promising a bypass, approval or timing.
• —Accountant hand-off and creation of an accounts, tax, VAT, payroll, UBO, licence and registry compliance calendar.

The exact Basic scope and all exclusions are listed in the pricing section above. Non-standard structures and external costs are agreed before payment.

Requirements checked on August 9, 2026. Before filing, we recheck rules, forms, fees and restrictions with the registration authority.