Company Incorporation Guide

Spain company registration from abroad

Applicable country/region: ES - Spain

Published: September 19, 2026Updated: September 27, 2026

Written by our advisory team
Spain rules and requirements
Checked against official sources

Guide overview

The decisions behind a Spanish SL, in the order they come

For a foreign founder or parent company, Spain company registration usually means forming a Sociedad de Responsabilidad Limitada (SL). This is the Spanish limited liability company. The founders sign a public deed before a Spanish notary. The SL exists in law once the Registro Mercantil (the provincial commercial registry) enters it. The preparation comes before the notary. First, decide who will own the SL: a person, a parent company or both. Next come the tax numbers the deed records, a name the central registry has cleared, and a way to sign from abroad. The registry entry ends the formation, and a few filings follow. What follows is general information on how to register a company in Spain.

COMPANY TYPES

Why most founders pick the SL, and who should own it

Official data show nearly every new company in Spain is an SL rather than a sociedad anónima (SA). The SL suits small and medium sized businesses and foreign companies opening a subsidiary. The SA is built for public capital and shares that change hands, and it ties up more share capital at the start. A single owner, person or parent company, can form an SL, though a parent adds a layer of checks. Under the single-member rules of the Corporate Enterprises Act, a single-member company (sociedad unipersonal) records that status at the Registro Mercantil. An SL that comes to have one owner has six months to register it, or that owner is personally liable for debts from that period.

Reading the company types

Rows cover ownership, shareholder and director rules, capital and notes for each company type.

Spain S.L. Basic Information

Ownership:

Consolidated Ownership

Limited Liability:

Positive

Publicly Participates In Capital Market:

Negative

Spain S.L. Shareholder / Director / Secretary Requirements

Requirements For Shareholders:

At least one

Requirements For Directors:

1. At least one;
2. In principle, there is no need for a local person to serve as a director in order to register a company.
3. If actual operation is required (such as recruiting employees), then a local resident is needed to serve as a director.

Legal Representative Not Mandatory:

Negative

Local Directors Not Mandatory:

Positive

Local Secretaries Not Mandatory:

Positive

Spain S.L. Registered Capital Requirement

Minimum Registered Capital Requirement:

1. Starting from 1 euro (legal minimum); in practice, from 3,000 euros

Capital Injection Not Required:

Negative

Capital Injection Requirement:

1. Before the company is established, 100% of the registered capital needs to be actually paid.

REQUIRED DOCUMENTS

Who must check the owners behind the SL, and why

Notaries, registrars, banks, tax advisers and lawyers who help form companies are obliged entities under Spain's anti-money-laundering law (Ley 10/2010). Before acting, each must check who its client is, using reliable documents. That covers the beneficial owners, the people who in the end own or control the client. Through a corporate owner, the check climbs the chain until it reaches those people. That is why a parent company's legal representatives and its larger owners are checked too. A bank runs its own review, so the SL's bank account does not follow from registration. Later, the SL declares its beneficial owners at the Registro Mercantil when filing annual accounts. Any change must be declared within ten days.

Reading the documents

Rows are document types grouped by who provides them; each entry ends with its process and format.

Natural Person Shareholders & Directors's Required Documents

Passport:

Full passport’s apostille of shareholders and directors

Process: ApostilleFormat: Scan Copy

Proof of Address:

Shareholder and director address proof: Scanned copies of water, electricity, and gas bills or bank statements. The documents must clearly show the shareholder's/director's name, address, and date, and should not be more than 1 month old.

Process: Not ApplicableFormat: Scan Copy

Power of Attorney:

Power of Attorney (document provided by our company). Spanish translation and Apostille are required. The client needs to handle the Apostille by themselves or entrust TKEG Expat™ (DE) (additional fees apply).

Process: ApostilleFormat: Scan Copy

Legal Entity Shareholders's Required Documents

Proof Of Registration / Business License:

The business license of the holding company;

Process: Not ApplicableFormat: Scan Copy

Company Bylaw:

The company's articles of association of the holding company;

Process: Not ApplicableFormat: Scan Copy

Passport:

Passport of the legal representative of the holding company and shareholders holding more than 25% of the shares.

Process: ApostilleFormat: Scan Copy

Proof of Address:

Proof of address of the legal person of the holding company and shareholders holding more than 25% of the shares: scanned copies of water, electricity, and utility bills or bank statements. The documents should clearly indicate the name and address of the shareholder/director and date, and should not be more than 1 month old.

Process: Not ApplicableFormat: Scan Copy

Power of Attorney:

Power of Attorney (document provided by our company). Spanish translation and Apostille are required. The client needs to handle Apostille by themselves, or commission Eazy Global to handle Apostille (additional fees apply).

Process: ApostilleFormat: Scan Copy

REQUIREMENTS AND ESTIMATED COST

What to settle before the notary, and the ways to sign

The notary writes the tax identification number (NIF) of each signer and anyone they act for into the deed of incorporation. So numbers come first. The NIE is a foreign person's ID number and tax ID, resident or not. A foreign legal entity, which two rows cover, gets a NIF, never an NIE. The Registro Mercantil Central (RMC) issues the name certificate (certificación negativa de denominación), valid three months, as the RMC's page on company names explains. Founders sign in person, by power of attorney, or by videoconference under art. 17 ter of the Ley del Notariado when capital is paid in cash and they can identify online. The deed holds the bylaws (estatutos) and registered address.

Reading the requirements

Base cost is the service and government fees; each requirement shows if it is included and what solving it costs; the estimate adds them up.

Base Cost

Service Fee:

EUR 4,475

Government Fee:

EUR 10

Requirements

Tax Registration: Natural persons acting as directors and shareholders need to have a Spanish Foreigner Identity Number (NIE).

All foreign individuals (including citizens and residents of the European Economic Area (EEA) and the European Union (EU)) who are shareholders or directors of Spanish companies need to have a Spanish Foreigner Identity Number (NIE) to open a company in Spain. This product already includes one application for a Foreigner Identity Number (NIE) for one natural person.

Included: Yes ×1.00Additional Cost: EUR 300

Tax Registration: Legal entity shareholders need to have a Spanish foreign company tax identification number (NIF)

All legal entities of Spanish companies (including legal entities registered within the European Economic Area (EEA) and the European Union (EU)) need to have a Spanish foreign company tax number (NIF) in order to open a company in Spain.

Included: No · Solution availableEstimated Cost: EUR 2,725

Registered Address: Requires a Spanish address

To register a company in Spain, it is necessary to have a Spanish address. If you do not have a Spanish address, you can choose the Virtual Address service provided by TKEG Expat™ (DE).

Included: No · Solution availableEstimated Cost: EUR 825

Other Services: Extra administration fee required when holding shares in the prospective Spanish company with a legal entity.

Using a legal entity to hold shares in a registered Spanish company requires the payment of extra administration fee.

Included: No · Solution availableEstimated Cost: EUR 175

Estimated Cost

Estimated Cost:

EUR 4,485 – 8,510

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TAX

The tax a new SL meets in its first years

A new SL starts at a 15% rate under art. 29 of the Corporate Income Tax Act (Ley 27/2014) for its first tax period with a positive tax base and the next, unless it belongs to a corporate group, mainly holds assets or takes over an activity related persons ran before. A parent's subsidiary usually misses out, while early losses do not use it up. Forming the SL is exempt from the tax on corporate operations. Dividends to non-residents bear withholding, though an EU parent may be exempt. Tax treaty relief depends on the owner's facts. Until the SL enters the Registro de Operadores Intracomunitarios (ROI), a VIES check shows its NIF as an invalid VAT number.

Reading the tax data

Rows cover corporate income, withholding, value-added and capital gains tax, plus effective rates, for each jurisdiction.

PwC World Tax Summary OECD Statistics

Corporate Income Tax (CIT)

General CIT Rate:

CIT Return Due Date:

Within 25 calendar days following the six months after the end of the tax year.

CIT Payment Due Date:

Within 25 calendar days following the six months after the end of the tax year.

CIT Estimated Payment Due Date:

You must pre-pay three annual tax payments within the first 20 calendar days of April, October, and December.

Withholding Tax (WHT)

Resident Withholding Tax (Dividend/Interest/Royalty):

19/19/（19/24）

Non-Resident Withholding Tax (Dividend/Interest/Royalty):

19/19/（19/24）

Value-Added Tax (VAT)

General VAT Rate:

Learn More Value-Added Tax (VAT)

Capital Gain Tax (CGT)

General Capital Gain Tax Rate:

Capital gains are subject to the normal corporate income tax rate constraint.

Effective Tax Rate (ETR)

Composite Effective Average Tax Rate:

23.30

Composite Effective Marginal Tax Rate:

18.17

Conclusion

What is left to do after Spain company registration

The registry entry then appears in the Boletín Oficial del Registro Mercantil (BORME). The Spanish Tax Agency (Agencia Tributaria, AEAT) issues a provisional NIF. Art. 24 of Real Decreto 1065/2007 makes it final once the SL files its registered deed on a census declaration (Form 036) within one month. That form also lists its economic activities. Before hiring, the SL registers as an employer with the Social Security Treasury General Office (Tesorería General de la Seguridad Social, TGSS). As a legal person, it must deal with public bodies online under art. 14 of Ley 39/2015. A notice left unread for ten calendar days counts as rejected. So request the digital certificate once the registration comes through.

Spain

Jurisdiction Overview

About Spain

Spain is a major EU economy with strong GDP growth, strategic access to European and Mediterranean markets, and government incentives for foreign investment. Key sectors include tourism, renewable energy, and automotive.

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