Company Incorporation Guide
EU company registration in one member state
Applicable country/region: EU - European Union
Published: Updated:
- Written by our advisory team
- European Union rules and requirements
- Checked against official sources
Guide overview
The order of decisions, from member state to tax
EU company registration means forming a company under the law of one of the EU member states and entering it in that state's business register. No EU-wide company or register exists for an ordinary founder, so a company in Europe formed this way is national. The United Kingdom, Norway and Switzerland are outside the European Union, so a company there is not formed under a member state's law. The choices come in order: the member state, then the type of business and the private limited form. Next, a notary or an online route to the register, and who must be resident and where the address is. Then the beneficial owners to disclose, and last, the tax and VAT duties.
COMPANY TYPES
A national private limited company or an EU-level form
Each member state has its own private limited company, the usual legal form and the nearest European match for a US limited liability company. Its shares are not offered to the public, and its name, capital requirements and officers come from that state's company law. The choice is the member state: its minimum share capital and when it is paid in, the notary, residence and tax. No official ranking of member states exists. The European company (SE), or Societas Europaea (SE), is among the public limited liability companies. Only existing companies from at least two member states can form it, with at least EUR 120,000 of subscribed capital. EU Inc. is a European Commission proposal, not yet law.
Reading the company types
Rows cover ownership, shareholder and director rules, capital and notes for each company type.
Basic Information
Cyprus LTD
Netherlands BV
Poland SP.ZO.O.
Estonia OÜ
Spain S.L.
Germany GmbH
Ireland LTD
France SARLOwnership:
Private Ownership
Ownership:
Consolidated Ownership
Ownership:
Consolidated Ownership
Ownership:
Consolidated Ownership
Ownership:
Consolidated Ownership
Ownership:
Consolidated Ownership
Ownership:
Consolidated Ownership
Ownership:
Consolidated Ownership
Limited Liability:
Positive
Limited Liability:
Positive
Limited Liability:
Positive
Limited Liability:
Positive
Limited Liability:
Positive
Limited Liability:
Positive
Limited Liability:
Positive
Limited Liability:
Positive
Publicly Participates In Capital Market:
Negative
Publicly Participates In Capital Market:
Negative
Publicly Participates In Capital Market:
Negative
Publicly Participates In Capital Market:
Negative
Publicly Participates In Capital Market:
Negative
Publicly Participates In Capital Market:
Negative
Publicly Participates In Capital Market:
Negative
Publicly Participates In Capital Market:
Negative
Shareholder / Director / Secretary Requirements
Cyprus LTDNetherlands BVPoland SP.ZO.O.Estonia OÜSpain S.L.Germany GmbHIreland LTDFrance SARLRequirements For Shareholders:
At least one
Requirements For Shareholders:
At least one
Requirements For Shareholders:
At least one shareholder. Although having only one shareholder is allowed, it is not recommended: an individual who holds all the shares is compulsorily insured with ZUS (social insurance, or at least health insurance), whatever the company's revenue or salary. Moreover, in practice, an sp. z o.o. cannot be formed with a limited liability company as its sole shareholder, but the shares can be transferred to that company after incorporation, and it then becomes the sole shareholder.
Requirements For Shareholders:
At least one shareholder
Requirements For Shareholders:
At least one
Requirements For Shareholders:
At least one shareholder
Requirements For Shareholders:
Up to 149 shareholders
Requirements For Shareholders:
At least one associate and at most one hundred. A gérant holding more than half the capital, counting the spouse or PACS partner and minor children, is self-employed for social security and owes contributions even without pay.
Requirements For Directors:
At least one
Requirements For Directors:
At least one
Requirements For Directors:
At least one
Requirements For Directors:
At least one management board member (director), a natural person; need not be a shareholder
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.
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.
Requirements For Directors:
At least one
Requirements For Directors:
At least one director is an EEA resident. Otherwise the company must hold a "Section 137 Non-EEA Resident Director Bond" or a section 140 certificate from the Registrar (a real and continuous economic link with Ireland).
Requirements For Directors:
At least one
Legal Representative Not Mandatory:
Positive
Legal Representative Not Mandatory:
Positive
Legal Representative Not Mandatory:
Positive
Legal Representative Not Mandatory:
Positive
Legal Representative Not Mandatory:
Negative
Legal Representative Not Mandatory:
Negative
Legal Representative Not Mandatory:
Positive
Legal Representative Not Mandatory:
Negative
Local Directors Not Mandatory:
See Memo
Local Directors Not Mandatory:
Positive
Local Directors Not Mandatory:
Positive
Local Directors Not Mandatory:
Positive
Local Directors Not Mandatory:
Positive
Local Directors Not Mandatory:
Positive
Local Directors Not Mandatory:
Negative
Local Directors Not Mandatory:
Positive
Local Secretaries Not Mandatory:
See Memo
Local Secretaries Not Mandatory:
Positive
Local Secretaries Not Mandatory:
Positive
Local Secretaries Not Mandatory:
See Memo
Local Secretaries Not Mandatory:
Positive
Local Secretaries Not Mandatory:
Positive
Local Secretaries Not Mandatory:
Positive
Local Secretaries Not Mandatory:
Positive
Registered Capital Requirement
Cyprus LTDNetherlands BVPoland SP.ZO.O.Estonia OÜSpain S.L.Germany GmbHIreland LTDFrance SARLMinimum Registered Capital Requirement:
1. Starting from 1 euro.
Minimum Registered Capital Requirement:
1. In practice, no capital deposit is ever required.
Minimum Registered Capital Requirement:
1. 5,000 Zloty.
Minimum Registered Capital Requirement:
1. No statutory minimum for the company; each share is at least EUR 0.01.
Minimum Registered Capital Requirement:
1. Starting from 1 euro (legal minimum); in practice, from 3,000 euros
Minimum Registered Capital Requirement:
1. Starting from 25,000 euros.
Minimum Registered Capital Requirement:
Starting from 1 EUR.
Minimum Registered Capital Requirement:
1. Starting from 1 euro.
Capital Injection Not Required:
Positive
Capital Injection Not Required:
Positive
Capital Injection Not Required:
Negative
Capital Injection Not Required:
See Memo
Capital Injection Not Required:
Negative
Capital Injection Not Required:
Negative
Capital Injection Not Required:
Positive
Capital Injection Not Required:
Negative
Capital Injection Requirement:
1. The nominal amount is paid when the shares are taken, unless payment is deferred by agreement to a set time or until the company calls it; payment is in cash unless a contribution in kind is agreed.
Capital Injection Requirement:
1. Notarial route: the share capital is paid in full before registration (KSH art. 163). S24: cash only, paid within 7 days after the KRS entry (KSH art. 158 § 1¹);
2. If the registered capital is small (e.g. 5,000 PLN), it can be paid in cash (the company director signs a declaration to prove that the cash has been received).
2. If the registered capital is small (e.g. 5,000 PLN), it can be paid in cash (the company director signs a declaration to prove that the cash has been received).
Capital Injection Requirement:
- Registered Capital must be paid before incorporation.
- In practice, the company is formed with a share capital of EUR 1; the capital can be increased after registration.
Capital Injection Requirement:
1. Before the company is established, 100% of the registered capital needs to be actually paid.
Capital Injection Requirement:
1. 50% needs to be paid before the establishment of the company.
Capital Injection Requirement:
In practice, 100% of the cash contributions needs to be paid up before incorporation, and a certificate of deposit of capital (Attestation de dépôt de capital) issued by a bank or notary must be obtained.
Memo
Cyprus LTDNetherlands BVPoland SP.ZO.O.Estonia OÜSpain S.L.Germany GmbHIreland LTDFrance SARLMemo:
- The registration of a Cyprus company does not mandate the appointment of a local nominee secretary or nominee director. A company can be incorporated even if no one is based in Cyprus; in practice, it may meet problems later, including but not limited to unsuccessful bank account openings and ineligibility to benefit from the 15% corporate tax rate.
Memo:
It is recommended to register two shareholders for the Polish company, because an individual who holds all the shares is compulsorily insured with ZUS (social insurance, or at least health insurance), whatever the company's revenue or salary.
Memo:
The company's address can be in Estonia, or abroad if it designates a contact person in Estonia (Commercial Register Act § 24).
Memo:
There are no nationality restrictions for company secretary.
REQUIRED DOCUMENTS
Ownership is traced up to the people at the top
The file exists because the EU anti-money-laundering directive makes every company hold adequate, accurate and current details of its beneficial owners. They are also held in a central register. The test in force today is a holding of 25% plus one share, or an ownership interest of more than 25%. It counts shares held directly and shares held through a legal entity the person controls. So the questions climb the ownership structure up to the people at the top. Notaries and company service providers must check who they act for, so both run their own due diligence process before they file. Foreign documents may need an apostille or legalisation, plus a translation into a language the register accepts.
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
Cyprus Company Registration (LTD)Netherlands Company Registration (BV)Company Registration in Poland (SP.ZO.O)Estonia Company Registration (OU)Spain Company Registration (S.L.)Business Registration in Germany (GmbH)Ireland Company Registration (LTD/Teoranta)Company Registration in France (SARL)Passport:
Shareholders and directors' passports.
Process: Not ApplicableFormat: Scan Copy
Passport:
Shareholder and director's passport front page scan. May require English notarization Apostille.
Process: Other CertificationFormat: Scan Copy
Passport:
Shareholder and director passport front page scans;
Process: Not ApplicableFormat: Scan Copy
Passport:
Shareholders and directors' passport front page scans.
Process: Not ApplicableFormat: Scan Copy
Passport:
Full passport’s apostille of shareholders and directors
Process: ApostilleFormat: Scan Copy
Passport:
Shareholder and director passport front page scans need to be translated into English or German, certified in English or German, and apostilled.
Process: ApostilleFormat: Scan Copy
Passport:
"Shareholders' and directors' passport cover scanned copy; take a selfie holding the passport."
Process: Not ApplicableFormat: Scan Copy
Passport front page scan of shareholders and directors;
Process: Not ApplicableFormat: Scan Copy
Passport:
Full scan copy of passport of company director and UBO.
Process: Not ApplicableFormat: Scan Copy
Proof of Address:
Shareholder and director's address proof: water, electricity, or gas bills. Translation into English required. The document must clearly indicate the name, address, and date of the legal person and should not be older than 1 month.
Process: Not ApplicableFormat: Scan Copy
Proof of Address:
Proof of address can be a water and electricity bill payment receipt. The proof needs to clearly state the individual's name, address, and date. The date should not exceed one month.
Process: Not ApplicableFormat: Scan Copy
Proof of Address:
Must be dated within the last 3 months
Process: Not ApplicableFormat: Scan Copy
Proof of Address:
Shareholder and director address proof: scan of water, electricity, and gas bills or bank statements. The documents must clearly indicate the shareholder/director's name, address, and a date within the past month.
Process: Not ApplicableFormat: 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
Proof of Address:
Shareholder and director address proof: Scanned copies of water, electricity, and gas bills or bank statements. The documents should clearly indicate the name, address, and date of the shareholder/director, and should not be older than one month. Translation into English or German is required, along with English or German notarization and Apostille.
Process: ApostilleFormat: Scan Copy
Proof of Address:
Shareholder and director's address proof: Water, electricity, and gas bills or bank statements scans. English translation required, clearly indicating the shareholder/director's name + address + date, not exceeding 1 month.
Process: Not ApplicableFormat: Scan Copy
Proof of Address:
Two utility bill dated within the last three months. Must be translated to French by a French Sworn Translator if the original document language is not French.
Process: Not ApplicableFormat: Scan Copy
Power of Attorney:
Power of Attorney (document provided by our company). Requires English notarization + Apostille.
Process: ApostilleFormat: Scan Copy
Power of Attorney:
Power of Attorney (document provided by TKEG Expat™ (DE)). The client must sign the document in front of a public notary and have the document Apostilled. Estonian notary may contact the client's notary office to verify the authenticity.
Process: ApostilleFormat: Physical 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
Power of Attorney:
Authorization letter (document provided by our company); translation into English or German + notarization in English or German + Apostille.
Process: ApostilleFormat: Scan Copy
Resume:
Provide the English resumes of natural person directors and shareholders.
Process: Not ApplicableFormat: Scan Copy
Other Documents:
Proof of funding (e.g. from domestic company, stock income, salary income, etc.) requires translation into Spanish/English.
Process: Not ApplicableFormat: Scan Copy
ID Card:
Scan copy of ID Card of company director and UBO. Must be sworn translated to French is the original document is not in English or French.
Process: Not ApplicableFormat: Scan Copy
Legal Entity Shareholders's Required Documents
Cyprus Company Registration (LTD)Netherlands Company Registration (BV)Company Registration in Poland (SP.ZO.O)Estonia Company Registration (OU)Spain Company Registration (S.L.)Business Registration in Germany (GmbH)Ireland Company Registration (LTD/Teoranta)Company Registration in France (SARL)Passport:
The legal person of the holding company and shareholders holding more than 25% of the shares shall provide the passport.
Process: Not ApplicableFormat: Scan Copy
Passport:
The legal person of the holding company as well as the scanned copy of the first page of the passport of shareholders holding more than 25% of the shares;
Process: ApostilleFormat: Scan Copy
Passport:
Scanned copy of the passport's main page of the legal person of the holding company, as well as shareholders holding more than 25% of the shares;
Process: Not ApplicableFormat: Scan Copy
Passport:
Passport of the legal representative of the holding company and shareholders holding 25% or more of the shares.
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
Passport:
The passport of the legal person of the holding company and shareholders holding more than 25% of the shares; English or German translation + English or German notarization + Apostille.
Process: ApostilleFormat: Scan Copy
Passport:
Scan of the passport homepage of the legal person of the holding company and shareholders holding more than 25% of the shares;
Process: Not ApplicableFormat: Scan Copy
Proof of Address:
Proof of address for the legal representative of the holding company and shareholders owning more than 25% of the shares: water, electricity, or utility bills. Translation into English required. The document must clearly indicate the name, address, and date. And should not be older than 1 month.
Process: Not ApplicableFormat: Scan Copy
Proof of Address:
Proof of address for the legal person of the holding company and shareholders holding more than 25% of shares: water, electricity and gas bills or scanned bank statements.
Process: Not ApplicableFormat: 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
Proof of Address:
The legal person of the holding company and shareholders holding more than 25% of the shares: water, electricity, and gas bills or bank statements scans are required as address proof. The documents must clearly indicate the name + address + date of the shareholder/director and should not be older than 1 month; they need to be translated into English or German + notarized in English or German + apostilled.
Process: ApostilleFormat: Scan Copy
Proof of Address:
Proof of address for the legal representative of the holding company and shareholders holding more than 25% of the shares: scanned copies of water, electricity, and gas bills or bank statements. The documents need to be translated into English, clearly indicating the name, address, and date of the legal representative, and should not be more than 1 month old.
Process: Not ApplicableFormat: Scan Copy
Proof Of Registration / Business License:
Certified copies of business License of the Holding Company, English Translation Required.
Process: ApostilleFormat: Scan Copy
Proof Of Registration / Business License:
The business license of the holding company requires English notarization + Apostille.
Process: ApostilleFormat: Scan Copy
Proof Of Registration / Business License:
The business license of the holding company; needs to be notarized in English and apostilled.
Process: ApostilleFormat: Scan Copy
Proof Of Registration / Business License:
The business license of the holding company.
Process: Not ApplicableFormat: Scan Copy
Proof Of Registration / Business License:
The business license of the holding company;
Process: Not ApplicableFormat: Scan Copy
Proof Of Registration / Business License:
The business license of the holding company; needs to be translated into English or German + English or German notarization + Apostille.
Process: ApostilleFormat: Scan Copy
Proof Of Registration / Business License:
English translation of the business license of the holding company.
Process: Not ApplicableFormat: Scan Copy
Proof Of Registration / Business License:
French Sworn Translation + Notarization/Apostille if not registered in the EU.
Process: NotarizationFormat: Scan Copy
Company Bylaw:
The English translation of the company's articles of association for the holding company.
Process: Not ApplicableFormat: Scan Copy
Company Bylaw:
Articles of association of the holding company.
Process: ApostilleFormat: Scan Copy
Company Bylaw:
The company's articles of association; require English notarization + Apostille.
Process: ApostilleFormat: Scan Copy
Company Bylaw:
The company's articles of association for 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
Company Bylaw:
The company's articles of association of the holding company; English or German translation + English or German notarization + Apostille.
Process: ApostilleFormat: Scan Copy
Company Bylaw:
The English translation of the company's articles of association;
Process: Not ApplicableFormat: Scan Copy
Company Bylaw:
French Sworn Translation + Notarization/Apostille if not registered in the EU.
Process: NotarizationFormat: Scan Copy
Power of Attorney:
Power of Attorney (document provided by our company). Requires English notarization + Apostille.
Process: ApostilleFormat: Scan Copy
Power of Attorney:
Power of Attorney (document provided by TKEG Expat™ (DE)). The client must sign the document in front of a public notary and have the document Apostilled. Estonian notary may contact the client's notary office to verify the authenticity.
Process: ApostilleFormat: Physical 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
Power of Attorney:
Power of Attorney (document provided by our company); translation into English or German + notarization in English or German + Apostille.
Process: ApostilleFormat: Scan Copy
This Company's Required Documents
Cyprus Company Registration (LTD)Netherlands Company Registration (BV)Company Registration in Poland (SP.ZO.O)Estonia Company Registration (OU)Spain Company Registration (S.L.)Business Registration in Germany (GmbH)Ireland Company Registration (LTD/Teoranta)Company Registration in France (SARL)Equity Documents:
List of this prospective Irish Company's Ultimate Beneficiary Owners. Signed by this prospective Irish Company's director.
Process: Not ApplicableFormat: Scan Copy
REQUIREMENTS AND ESTIMATED COST
EU company registration: what is fixed and what varies
What stays fixed is a registered office, or seat, in the member state. Estonia allows an address abroad with a local contact person. Under the EU directive on online company formation, founders can set up online without appearing in person. Attendance can be required only case by case, if identity or authority to act is in doubt. Online does not mean no notary. In Germany a GmbH's articles need notarial form, now possible by video, and a Dutch BV needs a notarial deed. So that step, and the notary's fees, stay. Residence requirements vary most. Ireland wants at least one director resident in the European Economic Area (EEA), unless the company holds a bond or a Registrar's certificate.
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
Cyprus Company Registration (LTD)Netherlands Company Registration (BV)Company Registration in Poland (SP.ZO.O)Estonia Company Registration (OU)Spain Company Registration (S.L.)Business Registration in Germany (GmbH)Ireland Company Registration (LTD/Teoranta)Company Registration in France (SARL)Service Fee:
EUR 2,325
Service Fee:
EUR 2,925
Service Fee:
EUR 1,450
Service Fee:
EUR 1,525
Service Fee:
EUR 4,475
Service Fee:
EUR 3,875
Service Fee:
EUR 350
Service Fee:
EUR 850
Government Fee:
EUR 10
Government Fee:
EUR 50
Requirements
Cyprus Company Registration (LTD)Netherlands Company Registration (BV)Company Registration in Poland (SP.ZO.O)Estonia Company Registration (OU)Spain Company Registration (S.L.)Business Registration in Germany (GmbH)Ireland Company Registration (LTD/Teoranta)Company Registration in France (SARL)Registered Address: A Cyprus registered office address is needed
To register a company in Cyprus, a Cyprus address is required. If you do not have a Cyprus address, you can choose the address hosting service provided by TKEG Expat™ (DE).
To register a company in Cyprus, a Cyprus address is required. If you do not have a Cyprus address, you can choose the address hosting service provided by TKEG Expat™ (DE).
Included: No · Solution availableEstimated Cost: EUR 450 – 600
Registered Address: A commercial address in the Netherlands is needed
To register a Dutch company, a Dutch address is required. If you do not have a Dutch address, you can choose the address hosting service provided by TKEG Expat™ (DE).
To register a Dutch company, a Dutch address is required. If you do not have a Dutch address, you can choose the address hosting service provided by TKEG Expat™ (DE).
Included: No · Solution availableEstimated Cost: EUR 125 – 1,575
Registered Address: You need a Polish address
To register a company in Poland, a Polish address is required. If you don't have a Polish address, you can choose the address hosting service provided by TKEG Expat™ (DE).
To register a company in Poland, a Polish address is required. If you don't have a Polish address, you can choose the address hosting service provided by TKEG Expat™ (DE).
Included: No · Solution availableEstimated Cost: EUR 775
Registered Address: Need an Estonian address
To register an Estonian company, an Estonian address is required. If you don't have an Estonian address, you can choose the address hosting service provided by TKEG Expat™ (DE). This product already includes one year of address hosting service.
To register an Estonian company, an Estonian address is required. If you don't have an Estonian address, you can choose the address hosting service provided by TKEG Expat™ (DE). This product already includes one year of address hosting service.
Included: Yes ×1.00
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).
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
Registered Address: Requires a German address
To register a company in Germany, a German address is necessary. If you do not have a German address, you can choose the address hosting service provided by TKEG Expat™ (DE).
To register a company in Germany, a German address is necessary. If you do not have a German address, you can choose the address hosting service provided by TKEG Expat™ (DE).
Included: No · Solution availableEstimated Cost: EUR 1,450 – 5,100
Registered Address: Registered Office Address is Required
To register an Irish company, an Irish address is necessary. If you do not have an Irish address, you can choose the address hosting service provided by TKEG Expat™ (DE).
To register an Irish company, an Irish address is necessary. If you do not have an Irish address, you can choose the address hosting service provided by TKEG Expat™ (DE).
Included: No · Solution availableEstimated Cost: EUR 300
Registered Address: This product must be purchased in conjunction with a TKEG Expat™ (DE)'s Registered Address Service
To purchase this discounted French Company Incorporation product, you must purchase it in conjunction with a TKEG Expat™ (DE)´s virtual office service in France.
To purchase this discounted French Company Incorporation product, you must purchase it in conjunction with a TKEG Expat™ (DE)´s virtual office service in France.
Included: No · Solution availableEstimated Cost: EUR 475 – 600
Other Services: Legal entities registered in jurisdictions with high risk or tax avoidance attributes require background investigation reports when holding shares.
If using shares held by legal entities registered in jurisdictions with high risk or tax avoidance attributes (such as the British Virgin Islands, the Cayman Islands, etc.), additional background check fees will be required.
If using shares held by legal entities registered in jurisdictions with high risk or tax avoidance attributes (such as the British Virgin Islands, the Cayman Islands, etc.), additional background check fees will be required.
Included: No · Solution availableEstimated Cost: EUR 825
Other Services: Natural person shareholders, natural person directors, and natural person directors of legal entity shareholders need to obtain a Polish electronic signature (E-Signature).
All natural person shareholders, natural person directors of Polish companies, and natural person directors of legal entity shareholders need to obtain a Polish electronic signature (E-Signature) in order to open a company in Poland.
All natural person shareholders, natural person directors of Polish companies, and natural person directors of legal entity shareholders need to obtain a Polish electronic signature (E-Signature) in order to open a company in Poland.
Included: No · Solution availableEstimated Cost: EUR 350
Other Services: Additional Fee Required For Corporate Shareholders
Additional Fee Required For Corporate Shareholders
Additional Fee Required For Corporate Shareholders
Included: No · Solution availableEstimated Cost: EUR 900
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.
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
Other Services: If the total number involved parties exceed two, a 25 EUR supplement fee occurs for each party.
If the total number involved parties exceed two, a 25 EUR supplement fee occurs for each party. (Excluding nominee directors and secretary hired through TKEG Expat™ (DE)'s service)
If the total number involved parties exceed two, a 25 EUR supplement fee occurs for each party. (Excluding nominee directors and secretary hired through TKEG Expat™ (DE)'s service)
Included: Yes ×2.00Additional Cost: EUR 25
Other Services: Additional Fee Required For Additional Natural Person Shareholder/Director
Additional Fee Required For Additional Natural Person Shareholder/Director
Additional Fee Required For Additional Natural Person Shareholder/Director
Included: No · Solution availableEstimated Cost: EUR 275
Company Incorporation: Incorporation with corporate shareholders requires additional fee
Incorporation with corporate shareholders requires additional fee
Incorporation with corporate shareholders requires additional fee
Included: No · Solution availableEstimated Cost: EUR 350
Company Amendment: Increase registered capital after incorporation
Because registered capitals must be deposited before incorporation, TKEG Expat™ (DE) helps clients incorporate Estonian companies with registered capital of 1 EUR. The client can decide if they want to increase the registered capital after incorporation (no deposit required).
Because registered capitals must be deposited before incorporation, TKEG Expat™ (DE) helps clients incorporate Estonian companies with registered capital of 1 EUR. The client can decide if they want to increase the registered capital after incorporation (no deposit required).
Included: No · Solution availableEstimated Cost: EUR 450
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.
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: Irish personal identification number (IPN/PPS) required
All natural person shareholders, directors, and Ultimate Beneficiary Owners (UBO) of Irish companies must have an Irish Personal Public Service Number (PPS) or Identification Number (IPN) in order to open a company in Ireland. If you do not have an Irish Identification Number, you can use TKEG Expat™ (DE)'s Service to Apply for an IPN.
All natural person shareholders, directors, and Ultimate Beneficiary Owners (UBO) of Irish companies must have an Irish Personal Public Service Number (PPS) or Identification Number (IPN) in order to open a company in Ireland. If you do not have an Irish Identification Number, you can use TKEG Expat™ (DE)'s Service to Apply for an IPN.
Included: No · Solution availableEstimated Cost: EUR 100 – 175
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.
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
Company Secretary: Company secretary required
To register a company in Ireland, there must be a company secretary (can be a natural person or legal entity), who can be one of the directors of the company (without nationality, residence, and professional ability restrictions), but cannot be the sole director of the company. If you do not have one voluntarily takes on the role of company secretary responsible for communicating with the Irish authorities, you can choose the nomination secretary service provided by TKEG Expat™ (DE).
To register a company in Ireland, there must be a company secretary (can be a natural person or legal entity), who can be one of the directors of the company (without nationality, residence, and professional ability restrictions), but cannot be the sole director of the company. If you do not have one voluntarily takes on the role of company secretary responsible for communicating with the Irish authorities, you can choose the nomination secretary service provided by TKEG Expat™ (DE).
Included: No · Solution availableEstimated Cost: EUR 600
Nominee Director: Need to have residents of the European Economic Area (EEA) to serve as directors, or purchase "Non-Resident Insurance 137"
All Irish companies must have a resident of the European Economic Area (EEA) as a director. If there is no resident of the European Economic Area (EEA) serving as a director, it is necessary to purchase "Non-Resident Insurance No. 137". If there is no resident of the European Economic Area (EEA) serving as the director of the intended Irish company, you can choose the nominee director service provided by TKEG Expat™ (DE) or the non-resident insurance service.
All Irish companies must have a resident of the European Economic Area (EEA) as a director. If there is no resident of the European Economic Area (EEA) serving as a director, it is necessary to purchase "Non-Resident Insurance No. 137". If there is no resident of the European Economic Area (EEA) serving as the director of the intended Irish company, you can choose the nominee director service provided by TKEG Expat™ (DE) or the non-resident insurance service.
Included: No · Solution availableEstimated Cost: EUR 850 – 3,150
Must deposit capital before company incorporation
To incorporate a company in France, registered capital must be deposited into the company's bank account or with a notary before incorporation. If you are unable to open a bank account in France before incorporation, you can use TKEG Expat™ (DE)'s bank account opening assistance.
To incorporate a company in France, registered capital must be deposited into the company's bank account or with a notary before incorporation. If you are unable to open a bank account in France before incorporation, you can use TKEG Expat™ (DE)'s bank account opening assistance.
Included: No · Solution availableEstimated Cost: EUR 125 – 1,250
Estimated Cost
Cyprus Company Registration (LTD)Netherlands Company Registration (BV)Company Registration in Poland (SP.ZO.O)Estonia Company Registration (OU)Spain Company Registration (S.L.)Business Registration in Germany (GmbH)Ireland Company Registration (LTD/Teoranta)Company Registration in France (SARL)Estimated Cost:
EUR 2,325 – 2,925
Estimated Cost:
EUR 2,925 – 5,325
Estimated Cost:
EUR 1,450 – 2,925
Estimated Cost:
EUR 1,525 – 3,150
Estimated Cost:
EUR 4,485 – 8,510
Estimated Cost:
EUR 3,875 – 8,975
Estimated Cost:
EUR 400 – 4,650
Estimated Cost:
EUR 850 – 2,700
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TAX
Corporate tax stays national, and VAT comes first
The EU sets no corporate tax rate. Rules and rates are national. Dividends a subsidiary pays to a parent company in another member state are exempt from withholding tax once the holding meets the Parent-Subsidiary Directive's conditions, starting with at least 10% of the capital. A holding company outside the EU does not qualify. Interest and royalties between associated companies in different member states are also exempt at source. VAT usually bites first. Each member state issues its own VAT number, and the duty follows the business activity. Tax registration varies by member state. Even a valid number can fail a check in the VAT Information Exchange System (VIES) until it is enabled for trade inside the EU.
Reading the tax data
Rows cover corporate income, withholding, value-added and capital gains tax, plus effective rates, for each jurisdiction.
Corporate Income Tax (CIT)
CyprusNetherlandsPolandEstoniaSpainGermanyIrelandFranceGeneral CIT Rate:
15
General CIT Rate:
25.8
General CIT Rate:
19
General CIT Rate:
Estonia does not tax retained earnings. Distributed profits are taxed at 22% (22/78 of the net distribution) since 1 January 2025.
General CIT Rate:
25
General CIT Rate:
Corporate income tax is 15%, plus a 5.5% solidarity surcharge on the corporate income tax, resulting in a combined rate of 15.825%. Trade tax applies separately and generally ranges from 8.75% to 20.3% depending on the municipality. According to legislative changes adopted in 2025, the corporation tax rate is planned to decrease to 14% in 2028, 13% in 2029, 12% in 2030, 11% in 2031, and 10% from 2032 onward, with the solidarity surcharge continuing to apply.
General CIT Rate:
Trade company: 12.5%. Non-trade company: 25% (e.g. royalties received by passive holding companies).
General CIT Rate:
Standard rate: 25%; qualifying small corporations may benefit from 15% on the first EUR 42,500 of taxable profits if turnover is at most EUR 10 million and the capital is fully paid and at least 75% held by individuals, directly or through a company itself at least 75% held by individuals.
CIT Return Due Date:
From tax year 2026: 31 January of the second year after the tax year.
CIT Return Due Date:
Usually five months after the end of the company's fiscal year.
CIT Return Due Date:
Three months after the end of the tax year.
CIT Return Due Date:
Corporate income tax is assessed and declared monthly.
CIT Return Due Date:
Within 25 calendar days following the six months after the end of the tax year.
CIT Return Due Date:
July 31st of the year after the tax year (or the last day of February of the second year after the tax year if a professional tax advisor prepares the return).
CIT Return Due Date:
Nine months after the end of the tax accounting period.
CIT Return Due Date:
For a 31 December year-end, the return is due on the second working day after 1 May, with 15 extra days when filed online (20 May 2026 for FY 2025).
CIT Payment Due Date:
From tax year 2026, the balance is due by 31 January of the second year after the tax year.
CIT Payment Due Date:
Tax should be paid within six weeks from the date of assessment.
CIT Payment Due Date:
Three months after the end of the tax year.
CIT Payment Due Date:
CIT on distributed profits is payable upon distribution.
CIT Payment Due Date:
Within 25 calendar days following the six months after the end of the tax year.
CIT Payment Due Date:
As stated in the assessment notice.
CIT Payment Due Date:
Nine months after the end of the tax accounting period.
CIT Payment Due Date:
Balance due on 15 May of the following year for a 31 December year-end.
CIT Estimated Payment Due Date:
Payment in installments of equal amounts on July 31 and December 31 of the relevant tax/calendar year.
CIT Estimated Payment Due Date:
Within six weeks of the assessment; a provisional assessment issued during the year is payable in equal monthly instalments over the rest of the year.
CIT Estimated Payment Due Date:
Monthly installments are to be paid off by the 20th of the following month.
CIT Estimated Payment Due Date:
Not applicable as tax is only due on distribution.
CIT Estimated Payment Due Date:
You must pre-pay three annual tax payments within the first 20 calendar days of April, October, and December.
CIT Estimated Payment Due Date:
Quarterly installment payments are due on the 10th day of March, June, September, and December.
CIT Estimated Payment Due Date:
Small companies: The first installment should be due 31 days before the end of the tax accounting period, and the final installment should be due at the time of submitting the tax return; Large companies: The first installment should be due six months after the start of the tax accounting period, the second installment should be due 31 days before the end of the tax accounting period, and the final installment should be due at the time of submitting the CIT return for that period. * Not later than the 23rd of the month.
CIT Estimated Payment Due Date:
By way of installment payments in four installments (i.e., for the fiscal year ending on December 31, must be submitted and paid on March 15, June 15, September 15, and December 15); none in the first financial year or when CIT is under EUR 3,000.
Withholding Tax (WHT)
CyprusNetherlandsPolandEstoniaSpainGermanyIrelandFranceResident Withholding Tax (Dividend/Interest/Royalty):
0/0/0
Resident Withholding Tax (Dividend/Interest/Royalty):
15/0*/0* (*25.8% conditional withholding tax on interest, royalties and, since 2024, dividends paid to an affiliated entity in a low-tax jurisdiction or in abuse cases)
Resident Withholding Tax (Dividend/Interest/Royalty):
19/NA/NA
Resident Withholding Tax (Dividend/Interest/Royalty):
0/0-22/0-22
Resident Withholding Tax (Dividend/Interest/Royalty):
19/19/（19/24）
Resident Withholding Tax (Dividend/Interest/Royalty):
25/25/0
Resident Withholding Tax (Dividend/Interest/Royalty):
25/20/20
Non-Resident Withholding Tax (Dividend/Interest/Royalty):
0/0/10
Non-Resident Withholding Tax (Dividend/Interest/Royalty):
15/0*/0* (*25.8% conditional withholding tax on interest, royalties and, since 2024, dividends paid to an affiliated entity in a low-tax jurisdiction or in abuse cases)
Non-Resident Withholding Tax (Dividend/Interest/Royalty):
19/20/20
Non-Resident Withholding Tax (Dividend/Interest/Royalty):
0/0/10
Non-Resident Withholding Tax (Dividend/Interest/Royalty):
19/19/（19/24）
Non-Resident Withholding Tax (Dividend/Interest/Royalty):
25/0/15
Non-Resident Withholding Tax (Dividend/Interest/Royalty):
25/20/20
Non-Resident Withholding Tax (Dividend/Interest/Royalty):
25/0/25
Value-Added Tax (VAT)
Capital Gain Tax (CGT)
CyprusNetherlandsPolandEstoniaSpainGermanyIrelandFranceGeneral Capital Gain Tax Rate:
20
General Capital Gain Tax Rate:
Capital gains are constrained by the normal corporate income tax rate (25.8%). Eligible participated capital gains are tax-exempt under the participation exemption.
General Capital Gain Tax Rate:
Capital gains are constrained by the normal corporate income tax rate.
General Capital Gain Tax Rate:
Estonia does not have a separate capital gains tax; gains are taxed as regular income at the corporate rate when distributed.
General Capital Gain Tax Rate:
Capital gains are subject to the normal corporate income tax rate constraint.
General Capital Gain Tax Rate:
Capital gains are subject to the normal corporate tax rate.
General Capital Gain Tax Rate:
33%
General Capital Gain Tax Rate:
Taxed at the standard CIT rate as a rule; a reduced rate applies to certain gains.
Effective Tax Rate (ETR)
CyprusNetherlandsPolandEstoniaSpainGermanyIrelandFranceComposite Effective Average Tax Rate:
11.4%
Composite Effective Average Tax Rate:
15%
Composite Effective Average Tax Rate:
18.7%
Composite Effective Average Tax Rate:
23.30
Composite Effective Average Tax Rate:
26.59
Composite Effective Average Tax Rate:
12.36
Composite Effective Average Tax Rate:
23.66
Composite Effective Marginal Tax Rate:
5.92%
Composite Effective Marginal Tax Rate:
-9.47%
Composite Effective Marginal Tax Rate:
0.0%
Composite Effective Marginal Tax Rate:
18.17
Composite Effective Marginal Tax Rate:
11.00
Composite Effective Marginal Tax Rate:
13.21
Composite Effective Marginal Tax Rate:
15.38
Conclusion
What follows the register entry
A company registered in one member state gets a European unique identifier (EUID). Through the Business Registers Interconnection System (BRIS), company registrations can be searched across the EU. Beneficial owners sit in a separate, linked register. Since a 2022 ruling of the Court of Justice of the European Union (CJEU), public access to it needs a legitimate interest. The corporate bank account is a separate approval, after the bank's checks. Annual financial statements are filed with the register. A first hire brings employer registration and social security, and owning the company does not by itself give a right to live or work there. Next, check that the register, the beneficial-ownership filing and the bank's file describe the same ownership.
Jurisdiction Overview
About European Union
The European Union is a political and economic bloc of 27 member states with a single market of over 450 million consumers, common trade policies, and the euro as shared currency for most members.
View Complete InformationFrequently Asked Questions
- The Cyprus government does not impose any nationality or identity restrictions on foreigners registering a Cyprus company and does not require EU residency as a nominee director.
- A company secretary who is a resident of Cyprus is required.
A Cyprus private company name cannot end in 'PLC' (that ending is reserved for public companies) and must instead end in 'Ltd'. In addition, if the same name is already registered in another country, the Cyprus Registrar of Companies may reject it as too similar to an existing company, so it is best to prepare several alternative names.
Beyond a nominee secretary and registered address, Cyprus incorporation requires a TIC (Tax Identification Code) application and a UBO (Ultimate Beneficial Owner) registration. The UBO details of the physical persons behind any corporate shareholder must be disclosed. If an accountant is engaged, they can usually handle the TIC application, so a separate TIC purchase may not be needed. A corporate shareholder must also provide a utility-bill proof of address and an English CV/resume to complete the nominee-secretary KYC questionnaire.
A POA requirement is not tied to the applicant's nationality. Incorporation in Portugal, Spain, Poland, Malta and Cyprus may not require a POA, but this ultimately depends on the lawyer/supplier handling the specific case.
The Dutch government does not impose any nationality or identity restrictions on foreigners registering a Dutch company and does not require EU residency as a nominee director. A professional nominee director, acting for a client outside their own group, needs a De Nederlandsche Bank trust-office licence.
At least one shareholder is required to register a Dutch company. This can be a natural person or a company. The Dutch government does not have any requirements or restrictions on the nationality or legal domicile of the shareholders of a Dutch company.
Not necessarily: shares are paid up when taken unless payment is deferred by agreement, payment may be in cash or in kind, and a BV needs no bank account to be formed; the company must also maintain its own shareholder register. A high share capital is permitted but invites notary/bank source-of-funds scrutiny: large amounts require extensive official proof of how the funds were acquired (a simple bank statement is not enough), with even stricter checks if any entity in the ownership structure is from a high-risk country. A modest capital (e.g. under EUR 10,000) generally avoids such scrutiny, so a lower amount is often advised.
For legal-entity-shareholder incorporation in the Netherlands: (1) provide a shareholding ownership chart (UBO piercing) identifying every natural person who ultimately holds, directly or indirectly, more than 25% of the new company — for complex structures this chart must be certified by a lawyer or accountant in the parent's home country and then apostilled; (2) the corporate documents (articles/constitution and business licence) must be in English, so a separate translation is unnecessary if the notarization already produces a certified English translation; (3) address proof is required for the holding company's legal representative and for the ultimate beneficial owners; (4) the notary may require a video call at their discretion; and (5) if the holding company itself has a complex/legal-entity ownership, a separate legal-entity-shareholder background-check product must be purchased.
In the weeks after incorporation the company will receive roughly 3 letters from the Chamber of Commerce (KvK) and several letters from the Tax Authorities regarding corporate tax and VAT registration; the Tax Authorities let the company know within 10 working days of the KvK registration whether it is a VAT entrepreneur. Shareholders should deposit their stated share capital (advisably within 2 weeks of opening the business bank account) and send the bank statement showing receipt so the notary can update the KvK registration, and the company must maintain its own shareholder register recording any capital changes.
The UBO extract is open to the people listed on the company's KvK registration (its directors and secretaries), who can download it by logging into the KvK with a Dutch electronic identity (eID). It cannot be obtained by an unauthorised third party; if a new copy is needed, it must be obtained by whoever originally registered or holds KvK access (the party that prepared the UBO filing already provided the document at the time).
Yes. Once incorporation begins (in practice once the notary starts the registration), the entire process — including the video meeting and the Power of Attorney apostille — must be completed within one month, otherwise the case expires and must be restarted. On restart, the shareholder's proof of address must be re-collected and dated within the current month.
For most business activities, the Polish government does not impose any nationality or identity restrictions on foreigners registering a Polish company and does not require EU residency as a nominee director.
The traditional incorporation model of choosing a power of attorney requires a cumbersome document authentication process and a power of attorney can only be used once for the respective event. The e-signature option requires the customer to sign all company documents, including incorporation and subsequent filings or changes to the company's business information, in person via video authentication.
Only after incorporation. In practice, a sp. z o.o. cannot be formed with a single LLC as its sole shareholder; at least one additional shareholder must be added at formation (for example, splitting ownership 99% to a corporate shareholder and 1% to an individual, or using two corporate shareholders). After incorporation, the shares can be transferred to that LLC, which then becomes the sole shareholder.
Yes. When registering a Polish company whose director(s) also act as director(s) of a Luxembourg parent company, the directors of both the parent company and the prospective Polish company need to obtain an e-signature. If the same person is a director of both companies, only one e-signature is needed.
A VAT-R registration can be filed electronically, signed with a qualified electronic signature. When Polish filings (e.g. VAT-R registration) are made on paper, documents must be printed and signed in two counterparts (copies), signed with a blue pen, with the signer writing their full name next to each signature. Signed scans alone are not sufficient — the original signed documents must be couriered to the lawyer/agent's address to complete the process.
Any individual holding more than 25% of the company, or controlling it by other means, must be declared as a beneficial owner (UBO). This is assessed by tracing the ownership chain through to the ultimate individual — including through a listed parent company. If a new financial report later shows that an individual crosses the 25% threshold, the UBO declaration must be corrected and supplementary supporting materials may be required. In Malta, where all the registered shareholders are individuals, none of whom acts as a trustee or in any other fiduciary capacity, no other individual owns or controls more than 25% of the company or otherwise controls it, and no senior managing official counts as beneficial owner, the register of members serves as the beneficial owners register and no separate UBO declaration is filed. In Malta, these rules do not apply to a company that is listed, or indirectly fully owned by a company that is listed, on a regulated market with disclosure requirements consistent with EU law or equivalent international standards.
Once the supplier confirms the proof of address and the incorporation process is started, it usually takes around 5 business days to complete.
The Estonian government does not impose any nationality or identity restrictions on foreigners registering Estonian companies and does not require EU residency as a nominee director.
Registering an Estonian company requires at least one shareholder. This can be a natural person or a company. The Estonian government does not have any requirements or restrictions on the nationality or legal belonging of the shareholders of an Estonian company.
Since 1 February 2023 there is no company-level minimum; each share is at least EUR 0.01. The founders pay for the shares in full before the company is registered. For a monetary contribution up to EUR 50,000 the management board confirms the payment in the application, and no bank or authority checks it; over EUR 50,000 the application needs a bank notice on the payment.
No. Currently, all physical banks located in Estonia require a visit to a bank branch to complete the account opening process. TKEG Expat™ (DE) can help clients either:
- Open an online bank account (E-Bank);
- Contract a nominee director to complete the physical bank account opening process.
In practice, not necessarily. With a share capital of EUR 1, the EUR 1 can simply be brought to the notary. With a share capital above EUR 1, a proper capital deposit is required: the founders pay for the shares in full before the company is registered, into a payment account opened in the company's name or, in the expedited procedure, the registrar's account. If the company's net assets later fall below half of its share capital, the shareholders must decide how to respond, for example by reducing or increasing the capital or by dissolving the company, and the management board reports that decision with the annual report.
An EU-resident nominee director service is available for an Estonian company. A nominee who is specifically an Estonian local resident is not offered.
Estonia has no sworn translator for Chinese to Estonian, and Estonian notaries will not accept an ordinary translation. The Power of Attorney must therefore be routed first to Latvia for a sworn translation into English, then back to Estonia for translation into Estonian. This adds time and an extra translation cost (around EUR 230).
It depends on the jurisdiction. Some jurisdictions, or the banks involved, require each shareholder to pay its contribution from an account in its own name; others regulate only the account that receives the capital and the confirmation that proves the payment; and some have no capital verification at all. Check the rules that apply to the company before paying in any capital.
At least one shareholder is required to incorporate a Spanish company. This can be a natural person or a company. There are no requirements or limitations imposed by the government on the nationality or legal domicile of the shareholders of a Spanish company
The Spanish government does not impose any nationality or identity restrictions on foreigners registering a Spanish company and does not require an EU resident to be a nominee director.
A capital verification is required for the registration of a Spanish company. SRL Private Limited Liability Companies have a legal minimum registered capital of €1 (in practice, from €3,000), which must be fully paid up.
Yes, the registered capital must be remitted from the bank account in the name of the shareholders in proportion to their shareholdings to the provisional capital verification account of the Company.
The company's registered capital belongs to the company, not to its shareholders, so the shareholders cannot simply withdraw it after incorporation. The company may spend it on its business. Returning capital to the shareholders requires a procedure the applicable company law provides, such as a formal capital reduction, and profits can be paid out to them only as a lawful distribution.
For the AML / risk report that lawyers, banks and agents in Spain (and the EU) must produce, the client has to evidence that their activity generated income. A corporate income-tax settlement/liquidation certificate (in Spanish or English) is preferred. If no tax return is available, income can instead be evidenced through commercial contracts and invoices, or — as a last resort that carries higher risk — via a KYC form used as a sworn declaration.
Companies are advised to deposit their annual accounts at the Registro Mercantil every year after incorporation, to avoid a fine from the ICAC (Instituto de Contabilidad y Auditoría de Cuentas) and a block on new registry entries. This annual-accounts obligation is separate from the corporate income-tax return and from any statutory audit requirement.
A power of attorney authorising an agent to handle a Spanish company registration (and the associated personal tax-number application) must be notarised in Spanish and then legalised with a Hague apostille. A notarised power of attorney drawn up in another language (e.g. Chinese) with an apostille can be acceptable, but the document must also be translated into Spanish (or English).
Yes. To begin operating in Spain — for example to hire employees — the company needs a local (Spain-resident) person.
Yes. Spanish notaries (Notarios) generally do not treat foreign corporate documents as Spanish 'public documents', so they require a Hague apostille (legalisation) before the documents can be used in a Spanish corporate procedure — this applies even to documents issued in another EU/EEA country.
Registering a German company requires at least one shareholder. This can be a natural person or a company. The German government does not have any requirements or restrictions on the nationality or legal domicile of the shareholders of a German company.
The registration of a German private limited company (GmbH) requires 50% of the registered capital, i.e. a minimum of €12,500. An entrepreneurial company (UG) must pay in its whole share capital, in cash, before the registration is filed.
The German government does not impose any nationality or identity restrictions on foreigners registering a German company and does not require EU residency as a nominee director.
The Power of Attorney to the lawyer, plus the registration certificate and articles of association of the holding company, must be notarized and apostilled in English or German. The passport and proof of address of the legal representative of the holding company and of any shareholder holding more than 25% must also be notarized and apostilled in English or German. Where a shareholder is itself a corporate entity, that entity's documents generally require the same treatment.
Ireland law requires non-EEA residents to have a European Economic Area (EEA) director to set up a company in Ireland. EEA residents are required to be directors of a company in Ireland, and those who are unable to provide an EEA resident as a director are required to take out Non-Resident insurance to bind the company to operate legally and legally in Ireland. Therefore, if you do not have a candidate to act as a director of your Irish company, you can be matched with an EU nominee through the services of TKEG Expat™ (DE). Alternatively, we can assist you in taking out Non-Resident Insurance.
No capital verification is required to register an Ireland company, regardless of company types.
The name of a company may be in any language but must be expressed in roman characters. Its limited liability status must be reflected at the end of the company name by the word “Limited” or its abbreviation “LTD”. The name of the company must not include the word “Standard”, and there are conditions on the use of the words “bank”, “association”, “university”, “charity”, “architect” and related words .
Yes. Since 11 June 2023, all directors and shareholders of an Irish company must hold a personal identity number for CRO filings and annual returns filings: an Irish PPSN, or an Identified Person Number (IPN) / RBO number. Anyone without an existing PPSN or RBO number must apply for an IPN; the application form must be sworn before a notary in the officer's home country, and the resulting number must be used for all future CRO filings. To incorporate, each prospective shareholder and director must provide one of these identifiers, which is also used for beneficial-ownership filing. An IPN application is not required where all directors and shareholders are already Irish.
For each company officer (director and secretary): passport photo page plus a second page, a selfie holding the passport (or a notarised passport copy), date of birth, a phone number (preferably a landline), a PPS number where applicable, and two proofs of address dated within the last three months (utility, gas, electricity, landline, government/council, or bank/credit-card statements; mobile-phone bills are not accepted). A corporate shareholder must additionally provide its certificate of incorporation (with any former names), memorandum and articles of association, and a structure printout showing registered/business address, officers and shareholders. Any beneficial owner holding over 25% must be identified to the same standard as an officer, with confirmation of business activities.
An Irish VAT/Corporation Tax (CIT) registration can be rejected if the directors do not have a PPSN. The directors must first obtain a PPSN; without it the company's CIT number cannot be applied for, so the PPSN application should be started early. A dormant company does not need a CIT number for now, and VAT registration is only required once turnover reaches the Irish VAT thresholds; below the threshold a company can defer VAT registration.
For the witness on the constitution form, any relative of the share subscriber will suffice.
A witness on a share/subscription agreement must provide their signature, their printed name in capital letters, and their full address including postcode. Signatures should be hand-written on printed documents and scanned clearly (any barcodes on returned forms must remain legible).
No. By Irish law no RBO document is issued to the client. A third party needing RBO data must have its own authorised access to the Irish RBO register and should not rely on the client to supply it; without access it is not entitled to the information. If only ultimate beneficial owner (UBO) details are needed, the client can instead provide a self-prepared statement or a cap table signed by a director.
No. Irish authorities no longer accept online notarization; documents must be notarized in person. For forms where the notary must fill in information, a Hong Kong notary is preferred because mainland China notaries often will not complete such forms.
The French government does not impose any nationality or identity restrictions on foreigners registering a French company and does not require EU residency as a nominee director.
At least one shareholder is required to register a French company. This can be a natural person or a company. The French government does not have any requirements or restrictions on the nationality or legal domicile of the shareholders of a French company.
Both are limited-liability companies. A SAS's statuts can be drafted more freely than a SARL's, but a SAS cannot offer its shares to the public.
Both must deposit their cash capital before registration.
A SAS président is treated as an employee for social security and owes contributions only on pay received; a SARL gérant holding more than half the capital, counting the spouse or PACS partner and minor children, is self-employed and owes contributions even without pay.
Both must deposit their cash capital before registration.
A SAS président is treated as an employee for social security and owes contributions only on pay received; a SARL gérant holding more than half the capital, counting the spouse or PACS partner and minor children, is self-employed and owes contributions even without pay.
For a French SARL, in practice 100% of the cash share capital needs to be paid up before incorporation. A contributions auditor (commissaire aux apports) values contributions in kind.
No. For company-registration purposes a utility bill must be used as proof of address rather than a bank statement. (Note: for bank-account opening, bank statements are accepted as proof of address.)
France requires a sworn/certified translation produced by a sworn translator registered in France. Ordinary translations, or translations produced by a translator not registered in France, are not accepted and may be rejected. A France-registered sworn-translation service is needed where foreign documents (e.g. proof of address used in incorporation or amendments) must be filed.
A KBIS extract must be dated within the last 3 months at the time of submission. A KBIS older than 3 months is generally rejected by the French registry/authority.
References
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