Business entities in Spain

Spain legal business structuresHealy Consultants will assist our Clients with Spain business setup after advising the optimum corporate structure for their Firm. There are several legal entities available for Clients interested in doing business in Spain, the most common being the limited liability company. The Spanish public limited company is also an attractive option for those willing to raise capital in Spain. Alternatively, foreign companies can also register a branch office or a representative office.

The Spanish Limited Liability Company (Sociedad Limitada)

  • This is the most commonly used business entity for Spain company setup. A Spanish LLC must appoint 1 director and 1 shareholder, who can be of any nationality. The minimum share capital required is €3,000. The majority of multinational companies resister a Spanish LLC;

The Spanish Public Liability Company (Sociedad Anonima)

  • This business entity is recommended when the promoters intend to publicly list the company. Such a company requires minimum capital of €60,000 for incorporation. Furthermore, 1 director and 1 shareholder must be appointed before Spain company setup, who can be of any nationality;
  • To give your company a marketing edge, Healy Consultants recommends our Clients establish a Spanish PLC instead of an LLC. In Spain, it is not necessary for a PLC to list on the stock exchange Furthermore, it is not mandatory for a PLC to submit an internal audit.

Branch Office

  • Spanish corporate law allows a branch office to be 100% foreign owned, the scope of operations will be defined by the parent company. The branch office will have an independent management team and corporate bank account based in Spain;
  • In addition to the corporate taxes, branches face an additional remittance tax of 21%.

Representative office

  • While the Spanish representative office can be 100% foreign owned, it is not allowed to make direct sales within Spain. Consequently, this entity can only engage in i) market research and ii) promoting the business of the parent company.

Table of comparison between Spain entities

 Limited Liability CompanyPublic Limited CompanyBranch OfficeRepresentative Office
Also known associedad limitadasociedad anonimasucursaloficina de representacion
How long to set the company up?4 weeks4 weeks6 weeks6 weeks
How long to open company bank account?3 weeks4 weeks4 weeks4 weeks
Legal LiabilityLimitedLimitedUnlimitedUnlimited
Wholly Foreign ownedYesYesYesYes
Minimum paid-up share capital€3,000€60,00000
File annual tax returnYesYesYesNo
Tax Registration Certificate required?YesYesYesNo
Recommended corporate Bank AccountBanco SantanderBBVABanco SabadellLa Caixa
Does our Client need to travel?NoNoNoNo
Resident director requiredNoNoNoNo
Resident shareholder requiredNoNoNoNo
Minimum directors allowed1111
Minimum shareholders1100
Each shareholder and director must have a TINYesYesYesYes
Spain resident company secretary requiredYesYesYesYes
Corporate shareholders allowedYesYesYesNo
Corporate director(s) allowedYesYesYesYes
Public register of shareholders and directorsYesYesYesYes
Spain Corporate Tax Rate28%28%28%0
Annual financial statements requiredYesYesYesNo
Statutory audit requiredNoYesYesNo
Allowed to issue sales invoicesYesYesYesNo
Allowed to sign contractsYesYesYesNo
Allowed to import and export goodsYesYesYesNo
Can rent an office in SpainYesYesYesYes
Can buy Spain property?YesYesYesNo
Can own equity in other Spain companies?YesYesYesNo
Estimate of engagement costs
Total Spain business setup costs in Yr. 112,68913,88913,88913,139
Subsequent annual costs (incl. accounting and tax fee)3,4003,4003,4002,600
Sample Engagement fee InvoiceCost for setting up Spain LLCCost for setting up Spain PLCCost for setting up Spain branch officeCost for setting up Spain representative office

Frequently asked questions