How to Set-up a Limited Company in Spain

  • Francisco
    With more than 20 years legal experience, Francisco leads a multi-disciplinary law firm which comprises ten lawyers working in their specialised fields. Assistance in all major areas of the law are offered including property law, contract breach/debt recovery, business formation and taxation as well as civil matters such as family law and inheritances.
  • Ramon
    Ramon speaks excellent English and over the last 10 years has provided expert legal advice and representation in the following areas: property conveyances, inheritance, family law, and business formation. His firm also provides accounting services to businesses in Spain.
  • Miguel
    Miguel is an accountant with more than 20 years experience assisting English-speaking business customers in Spain with setting-up and managing their businesses. The objective is always to optimise the chances of success and therefore Miguel will advise not just on the most tax efficient options but also the most appropriate business structure for each client - whether self-employed or limited company.
  • Carlos Rodriguez del Valle
    Carlos
    Carlos is a highly qualified and experienced bilingual lawyer with dual US and Spanish citizenship. He has obtained batchelor and masters degrees via attendance at a number of prestigious universities including the Universities of Navarra, Leiden and Cambridge, The Hague Academy of International Law, Holland and the IESE Business School in Barcelona. Carlos specialises in the following areas: International Law, Company Law, Civil Law (Property/Family Matters), Administrative Law and his firm provides accounting services.

Client Testimonials

Below is a list of recent client testimonials received from previous clients, obtained via Wufoo client survey platform:

  • Default Avatar75
    SH, England
    Friday, April 20, 2018
    Very satisfied with the service provided. Miguel was approachable and prompt in replying.
  • Default Avatar75
    A. Kavanagh, Glasgow
    Thursday, March 15, 2018
    Miguel provided a great service and fully explained to me about the procedures with tax & business registration. My emails and questions where always answered straight away with an immediate response ...or solution.

    Very helpful and very friendly I would definitely recommend to anyone considering using Advocate Abroad
  • Default Avatar75
    A.Kavanagh, Glasgow
    Friday, March 09, 2018
    Rosa was exceptional at helping me setting up my business abroad.

    This was a big move for me and Rosa fully explained everything to me in detail so I had a full and clear understanding of the lega...l side of things as well as always promptly responding to any emails or questions I had.

    I couldn’t of asked for a better lawyer and I would 100% recommend Rosa to anyone who is deciding to move abroad.

    Great service could not be happier.
  • Default Avatar75
    Gavin Jones, UK
    Monday, February 19, 2018
    It was a real pleasure to have Miguel working on my behalf to file my non-resident taxes. He was extremely helpful, gave reassuring advice and I had a high level of confidence in the transactions.

    ...Miguel is now acting as my fiscal representative in Spain and I plan to continue to use his firm's services for all my tax requirements.
  • Default Avatar75
    Ali Hashemi, Alicante
    Wednesday, February 14, 2018
    Rafael was extremely helpful, accommodating and understanding. He couldn't have done more.
  • Default Avatar75
    Richard Quick, Estepona
    Sunday, February 04, 2018
    I was particularly impressed by Miguel's approachability & professionalism, excellent service!
  • Default Avatar75
    Francis Dale, Marbella
    Thursday, December 21, 2017
    Very helpful, quick to respond and very knowledgeable.
  • Default Avatar75
    Bart Cuyvers, Belgium
    Wednesday, December 20, 2017
    The service we received was perfect!
  • Default Avatar75
    S Crawford, Alhaurín El Grande
    Wednesday, November 22, 2017
    Miguel was quick to respond to questions, professional, personable, knowledgeable. Very Satisfied with the service.
  • Default Avatar75
    Bruce and Susan Moore, England
    Tuesday, October 31, 2017
    Great responsive and assured service
  • Default Avatar75
    Hugh and Ann Morgan, Palma de Mallorca
    Monday, October 30, 2017
    His command of English is First Class.

    He demonstrated the highest level of professionalism and efficiency and l would have no hesitation in using him again or recommending him to any of my collea...gues or friends

    Competent, capable value for money FIRST CLASS and a credit to the organisation
  • Default Avatar75
    Anthony Bennett, Barcelona
    Thursday, October 19, 2017
    Anna provided the best possible solution for me in my situation, and helped out as much as she possibly could. I would recommend her services to anybody seeking legal or financial advice.
  • Default Avatar75
    Carlos Pelaez, London
    Monday, July 03, 2017
    She was friendly and attentive at all times, quick answers on whatsapp app and always up to help and answer my questions. I'm pretty satisfied with her service.
  • Default Avatar75
    Amy Wahba, Barcelona
    Monday, March 06, 2017
    She was understanding and tried to maintain positive always even when doors closed in our face. She is always smiling and tried to find solutions to my problems which kept me always at rest.
  • Default Avatar75
    Richard Whiteside, Lucena
    Monday, February 20, 2017
    Miguel has provided an excellent service, helping me sort out my tax and social security obligations as an ‘autonomo’.

    He is always prompt with his answers to my questions, he offers timely adv...ice and always makes sure that I am prepared in advance.

    His English level is excellent and I will continue to use his service in the future.
  • Default Avatar75
    Robert Toth, Ireland
    Thursday, February 09, 2017
    Anna was very, very helpful, always happy to assist and also approachable and professional. I was very satisfied with the legal services.
  • Default Avatar75
    Saeid Aboutalebian, Iran
    Wednesday, February 08, 2017
    Everything is good about Anna. She is very friendly. And I definitely would use the same lawyer again in the future.
  • Default Avatar75
    Fiona Murie, UK
    Wednesday, November 09, 2016
    Miguel has always been extremely approachable, helpful and given sound advice. He has kept us informed at every stage and quickly answered questions to help us make informed decisions.

    We feel like... we have had value for money and will definitely use Miguel as our only lawyer for all Spanish business.
    He has been fantastic! Very professional
  • Default Avatar75
    JS, Barcelona
    Friday, May 20, 2016
    Miguel is extremely helpful, couldn’t have done more. He is also responsive, transparent and informative.
  • Default Avatar75
    Sharon Janet, Stoke-On-Trent
    Wednesday, April 06, 2016
    Miguel was always available to discuss any issues we had.

    Excellent service more than happy and will be going back to him with and future legal issues. I would advise anyone to deal with this pract...ice more than accommodating.
  • Default Avatar75
    AJH Platino Servicios, S.L., Tenerife
    Tuesday, March 31, 2015
    To date these are routine services but he appears to be up to date with the latest legislation and the advice we have received thus far has appeared sensible to me. As we begin to explore what our com...pany might do I am sure we can make it a little more challenging for him!
  • Default Avatar75
    Marian O’Dwyer, Alhama Granada
    Monday, March 30, 2015
    Prompt, professional, friendly, explained everything clearly, went above and beyond the necessary to make things easy.
  • Default Avatar75
    Kevin Neylon, Poland
    Monday, February 23, 2015
    Jaime was very responsive, represented value for money and was very professional and helpful. I was very satisfied with his advice.
  • Default Avatar75
    P.T., Benalmadena
    Thursday, January 15, 2015
    All tax returns are handled online, so I don't need to go anywhere to accomplish my tax obligations in Spain. Although the service is provided mainly by internet, Jaime met me when necessary, and I ca...n always contact quickly him or his team by phone, email, skype and even whatsapp.

    Jaime and his team have been really helpful during the setting-up process of my business.
  • Default Avatar75
    Nikolay Denev, Cádiz
    Thursday, November 20, 2014
    I was very satisfied with the short time it took to set-up my documents and register me as autonomo initially.
    Now I'm happy with the service, and if I have any questions I have them answered quickly... and the answers are always easy to understand.

    The service represents excellent value for money.
  • Default Avatar75
    H R Crowther, Huddersfield
    Monday, November 10, 2014
    Prompt response followed by confirmatary e-mails. Very approachable, and inspired confidence. Good value for money. Very satisfied and would definitely use the service again.
  • Default Avatar75
    Florian Burkart, Barcelona
    Friday, September 05, 2014
    What we like about the service from Advocate Abroad: - Very knowledgeable and competent - Very friendly and helpful - Very good English and reasonable prices - Not trying to rip us off
  • Default Avatar75
    B Clarke, Jayena
    Friday, February 14, 2014
    Jaime was extremely helpful and professional. He was happy to meet all of our requests and made our transaction extremely simple. Everything was explained clearly and all of our questions were answere...d.

    We also felt that the service provided to us, offered great value for money and we would highly recommend Jaime to other individuals.

Paying Over the Odds For Services In Spain

All too often foreign (i.e. non-spanish) business people pay too much for services in Spain. This has been the case since Spain first became an attractive destination for Northern Europeans to settle down, and unfortunately continues today.

Attempts have been made to justify this by arguing that to provide the same service in English should give the service provider the right to charge a premium.

Here at Advocate Abroad we completely disagree with this attitude and work hard to ensure that our clients pay only the standard market rate for the provision of legal and accountancy services in Spain.

 

Methods of Overcharging

A typical practice is to offer low set-up costs but then charge a monthly retainer that is well over the standard rate. Sometimes clients are told that they need to create a limited company when becoming a sole-trader is much more apprpriate – -and cheaper!

However, often clients are simply over-charged for basic services and it is not uncommon for there to be a variation of more than 100% in the quotations provided for carrying out the exact same service.

Our mission at Advocate Abroad is to support English-speakers trying to build businesses and work and live in Spain. While there are plenty of mercenaries in Spain willing to relieve you of your cash, there are many more solid professionals who can provide you with the support you need to make your business in Spain prosper over the long term.

 

Limited Liability

Just as elsewhere, one of the major benefits of creating a limited company is that is ensures limited liability to the owner of the company. If as a result of the operation of the company a financial liability should arise, then often this is limited to the amount of capital in the company.

As a matter of law in Spain the minimum level of capital that any company can have at any time is set at €3000 though this is sometiimes disrgarded by less scrupulous business owners.

One of the major drawbacks of registering as an autonomo is that you will be personally liable for any debts or losses incurred by your business and any personal assets could be at risk if your business is in financial trouble – either as a result of damages owed to a client or failure to pay due taxes and social security contributions.

 

 

Company Name – Certificado de Denominación Social

The first step when setting-up a limited company in Spain is to obtain a certificate that specifies that the name of the company is completely unique in Spain.

The certificate is requested from the Commercial Registry in the names of those who are going to own the company. Three proposed company names must be submitted in case one of them is already used by an

Once the certificate has been issued it is valid for two months and then must be re-issued before being used to incorporate the company.

 

Deeds of Incorporation

Once the name of the company has been confirmed as being available then the company must be incorporated by public deed in a notaries office. This deed, known as the ‘escritura’ in Spanish, contains similar information to the deeds required to incorporate a company in other countries, namely:

  • The identity of the Owners of the Company
  • The expressed intention to create a company
  • The amount of capital put in by each owner and their share in the company
  • The company statutes
  • The articles of administration
  • The identity of the person who shall act as administrator

One of the major differences between Spain and northern European countries is the fact that the owners of a company (or their legal representatives) must each sign the deed in a notaries office and the deed is prepared by a public notary which increases the overall cost of incorporation.

 

Incorporation Tax

Until 2010 a tax was payable in Spain upon the incorporation of a limited company which amounted to 1% of the starting capital of the company. Now however this is no longer necessary and neither is is necessary to present the certificate of payment of the tax when inscribing the company in the commercial register.

 

Company Registration Number

On the same day that the company deeds have been signed by the owners and witnessed by the notary, a provisional company number is requested by the notary. This provisional company number is converted to a permanent number when the deeds of incorporation are lodged at the commercial registry.

 

Inscription in the Commercial Registry

Once the deeds of incorporation have been properly constituted it next becomes necessary to register them with the relevant local commercial registry, known as the the ‘Registro Mercantile’.

This can be done either physically or the notary may do so electronically. A charge is levied by the registry for the registration of the deeds and subsequent publication in BORME (the official publication of the Registry). These charges are normally around €175.

 

Other Steps

Finally, once the company has been properly constituted and oficially registered, it is required to register for the purposes of taxation, VAT, social security and any other relevant licenses that may be required as a result of the nature of the business.

If you would like to discuss your business plans in Spain in greater depth, contact us on or telephone  +34 932 20 44 40 (Spain) or 0800 098 8033  (UK), or via the email form below.

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