How to create and set up a company in Spain? Steps, requirements, and advice for 2024

The process of creating a company in Spain has seen a notable increase in recent years. According to data from the National Statistics Institute (INE), in 2021, the creation of new commercial companies increased by 27.7%, with more than 101,000 new companies registered, the highest number since 2008. This boom reflects a growing optimism in the business landscape, driven by laws such as the 'Crea y Crece,' which seeks to facilitate the creation of companies in Spain.

Thanks to our partners at Entre Trámites, we have gathered key information for those who are considering launching their own business in 2024. Below, we detail the essential steps and requirements to establish a company in Spain.

Choosing the legal form

The first step is to decide on the legal form of your company. The choice will depend on the type of activity, the number of partners, the legal responsibility you are willing to assume, and the scope of the project. The most common options are:

• Freelancer: For those who work for themselves.
• Limited Company (SL): Ideal for small and medium-sized companies with several partners.
• Public Limited Company (SA): Recommended for large companies looking to expand their capital.

If you don't have partners and prefer to limit your liability, you can establish a Sole Limited Company (SLU), which protects you against possible fiscal risks beyond the capital contributed.

Obtain negative name certification

This document certifies that the name you want for your company is not being used by another entity. It is requested from the Central Mercantile Registry and can be processed both in person and online. Having an exclusive name for your company is a crucial aspect, as it ensures that there are no legal conflicts in the future.

Drafting the corporate bylaws

The Articles of Incorporation define how the company will operate. These documents should include information on the capital stockcapital, the internal organization organization of the company, and the rights and obligations of the partners. Although they can be modified over time, it is advisable to draft them precisely from the beginning to avoid misunderstandings.

Opening a bank account and depositing the capital stock

Depending on the legal form chosen, a share capital deposit will be required in a bank account in the company's name. For a Limited Company, the minimum capital is €3,000, while for a Public Limited Company, the minimum capital is €60,000. The bank will provide you with a certificate that the deposit has been made, a necessary document to formalize the incorporation.

Requesting a Tax Identification Number (NIF)

The Tax Identification Number (NIF) is essential for all the company's tax and legal operations, including the presentation of taxes. To obtain it, you must fill in form 036 before the Tax Agency, a procedure that can be carried out electronically.

Signing of the public deed before a notary public

If the company has more than one partner, it is mandatory to go to a notary to sign the public deed of incorporation. Among the documents needed for this step are the negative certificate of the name, the articles of association, the certificate of deposit of the share capital, and the identity documents of the partners.

Registration in the Mercantile Registry

Registering the company in the Commercial Registry is a crucial step to obtain the legal personality of the company. All companies must register in the Registry of the province in which they have their registered office. This registration will allow you to operate legally and formalize commercial relationships with other entities.

Registration in the Economic Activities Tax (IAE).

The Economic Activities Tax (IAE) is mandatory for all companies that carry out commercial, professional or artistic activities in Spain. In addition, if you are a company director, you must register with the Special Regime for Self-Employed Workers (RETA) as a self-employed company director.

Obtaining an electronic certificate

Although it is not an essential requirement for the creation of the company, having an electronic certificate is highly recommended, as it will facilitate many administrative procedures, allowing you to carry them out electronically and saving time.

Setting up a company in Spain in 2024 involves following a series of administrative and legal steps, from choosing the legal form to registering the company in the Commercial Registry. Having the support of a specialized advisor can make this process much easier. 

Our partners at Entre Trámites offer a comprehensive service to guide you in creating your company, ensuring that you meet all legal and tax requirements. Schedule here a consultation to start your business successfully!