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How you can Register a Limited Liability Firm (SL) in Spain
Organising a enterprise in Spain is an attractive option for both local and overseas entrepreneurs thanks to its sturdy economic system, access to European markets, and investor-friendly regulations. Among the many most popular enterprise structures is the Sociedad Limitada (SL), or Limited Liability Firm, which offers flexibility and protection for its owners. Here’s a step-by-step guide on the way to register an SL in Spain and what you could know to get started legally and efficiently.
1. Understand What an SL Firm Is
A Sociedad Limitada (SL) is a private limited firm similar to an LLC. It’s designed for small and medium-sized enterprises and provides limited liability protection—meaning shareholders are only liable for the corporate’s money owed as much as the quantity of their investment. An SL requires a minimal share capital of €three,000, which have to be deposited into a Spanish bank account before registration.
This structure is ideal for entrepreneurs who wish to decrease personal monetary risk while sustaining operational control and flexibility.
2. Select and Register Your Firm Name
The primary official step is to order a company name with the Central Mercantile Register (Registro Mercantil Central). You’ll need 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 functions). Make certain your organization name reflects what you are promoting identity and follows Spanish naming regulations.
3. Open a Business Bank Account and Deposit Capital
Next, you could open a enterprise bank account in Spain under your company’s name. Before incorporation, you’ll must deposit at the least €three,000 as the minimum share capital. The bank will then difficulty a certificate of deposit (certificado bancario), which you’ll need for the subsequent steps of the registration process.
International investors could also be required to current identification documents equivalent to 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 interior guidelines of your company—its targets, management construction, shareholder responsibilities, and capital distribution. This document, together with the founding deed (escritura pública de constitución), must be signed earlier than a Spanish notary by all shareholders or their legal representatives.
The notary will verify the legality of the documents and be sure that your organization complies with Spanish corporate law.
5. Obtain the Company’s Tax Identification Number (NIF)
Each SL will need to have a NIF (Número de Identificación Fiscal), which serves as the company’s tax identification number. Initially, you’ll receive 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 necessary for all financial and legal operations, together with opening bank accounts, signing contracts, and issuing invoices.
6. Register the Company with the Mercantile Registry
After notarization, your documents have to be filed with the Provincial Mercantile Registry (Registro Mercantil Provincial). This step officially incorporates your SL and makes it a legal entity acknowledged by Spanish law. Registration typically takes 7 to 15 days, depending on the region.
As soon as registered, you’ll obtain your organization’s official registration number, allowing you to start trading legally.
7. Register for Social Security and Taxes
Earlier than starting business operations, you should register the company and its directors with the Social Security system (Seguridad Social) and the Tax Agency. You’ll also must register for VAT (IVA) if your business activities require it.
If you plan to hire employees, be certain that your company is enrolled as an employer and that each one employment contracts comply with Spanish labor regulations.
8. Optional however Important: Seek Professional Help
While it’s possible to register an SL in 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, firm name certificate, bank deposit certificate, Articles of Association, and notarial deed
Registration time: Often 2–4 weeks
Official 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 necessary paperwork in advance. As soon as incorporated, you’ll enjoy the benefits of working under a trusted business structure 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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