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Company Formation in Spain-An Outline

Spain is situated in Southwestern Europe and has a way through the Atlantic Ocean. It imparts land lines to France. It is probably the largest country in South Europe.  Company Registration in Spain is very direct; be that as it may, it is essential to follow the guidelines imposed by local laws and regulations for company registration
in Spain.

Overview

It is perhaps the largest market in the European Union for leading businesses thus, investors prefer going for the company registration procedure in Spain. Spain is known to be the second largest tourism industry in the whole world. Thus, there are various opportunities prevailing in Spain for the investors.

Investors from Africa and Europe find Spain a prudent area to work in. Spanish is the third largest communication language spoken in the world. This opens ways to potential clients in South America moreover.

With regards to the travel industry, Spain is the second largest travel industry in Europe and is the fifth largest on the planet. All the above reasons make it perhaps the best nation for completing business.

Advantages of Company Registration in Spain

  • The travel industry market- With regards to the travel industry, Spain is the second largest travel industry market in Europe the fifth largest on the planet. Madrid and Barcelona are flourishing areas for the travel industry in Spain. Barcelona has perhaps the largest beach in the earth which makes it an appealing tourist location and centre. Madrid has different vacation destinations which incorporate the bull battling field. .
  • Twofold Government incentives- There are parcel of government perks made available to foreign companies in Spain. Companies which proceed to put investment into various types of training programs for workers would get 75% discount on the social security contributions. Spanish government also provides financial subsidies along with the interest subsidies on bank loans.
  • Tax benefits for trading companies- Trading company set up in Spain is taxed at a pace of 15% for the first initial two years. Then, at that point, the tax imposed on the trading company from the third year would be norm at the pace of 25%. There are various types of Spanish Free Zones laid out. These free zones offer specific number of perks, like some sort of reductions in corporate tax and in some cases even reductions in VAT and stamp duty.
  • Twofold taxation agreements- Spain has various types of DTAAs with different nations like the UK, India, and America. Subsequently, an investor would not get burdened twice.

Qualified Business Structures for Company Registration in Spain

  • Branch office- This entity is otherwise called Sucursal. A branch office setup in Spain is a basic extension of the foreign parent company. A resolution needs to be taken by the board of directors to set up a branch office in Spain. The branch office is additionally observed as a subordinate office to the principal foundation. Branch offices in Spain are expected to pay a particular amount of corporate tax. Aside from this, they would likewise be expected to pay quarterly VAT returns according to the endorsed authority.
  • Limited liability company- This entity is otherwise called Sociedad Limitada having limited liability. This would intend that those members of company are not held personally liable. Company law should be taken into consideration while framing article of association and other regulations related to the company (estatutos socials). Company’s yearly statements must be recorded with the related company registry of Spain.
  • Joint stock company- This entity is otherwise called Sociedad Anónima. This entity is somewhat like a public limited company, which has its shares listed in the public stock exchange. The company would be held liable for paying corporate tax. Also, dividends would likewise be independently taxed. Directors and Managers have the sole liability of managing the company. Yearly records of the company must be registered with the company registry of Spain.

Minimum Eligibility Criteria for Company Registration in Spain

  • Minimum capital- EUR 3000 is the minimum capital which is expected for company registration in Spain. Henceforth from the abovementioned, it is understood that company registration in Spain is very reasonable. There is no prerequisite of minimum capital for laying out a branch office in Spain. For setting up a branch office in Spain just the Board of Directors’ resolution would be required which would be upheld by a general meeting.
  • Residence requirements- No such requirement exists for any key management executives going for the company registration procedure in Spain. Subsequently, a foreigner can be an owner of the company.
  • Minimum number of shareholders- A branch office doesn't need to accomplish the requirement of having minimum number of shareholders to work. A public limited company and private limited company must have no less than one shareholder.
  • Minimum number of directors- A branch office doesn't need to fulfil the minimum numbers of directors’ criteria to operate. Whereas in a limited liability company, the directorate need to include somewhere around three members at least. 12 is the maximum number of directors for a private limited company which can be appointed. In a public limited company, at least three members must incorporate in the board.

Company Registration Process in Spain

The accompanying method is considered for company registration in Spain-

    Branch Office

  • While establishing a branch office in Spain firstly, the parent company must get registered and should draft a resolution to set up a branch office in Spain. This resolution must be upheld by the board. Once passed, then, at that point, the resolution would be built up in the general meeting.
  • Establishing a branch office in Spain is one of the plans formulated in the general meeting held. After this the procedure of setting up the branch office in Spain would be initiated.
  • After the resolution is carried forward by the central office, then, at that point, submission of the documents alongside the application must be made. Notarisation and registration of the documents must be done in the official commercial registry.
  • At last, the publication in the official gazette of the commercial registry regarding registration should requirement should be made.
  • Limited Liability Company

  • The company registration procedure so as to register a branch office in Spain is not quite the same as the limited liability company.
  • Above all else, the candidate for company registration in Spain would need to apply and seek permission from name registry for getting the company name registered. The name registry would inspect that every requisite is considered so as to reserve the company name. The company name should be distinctive and not taken by some other sort of company.
  • After this the candidate would need to have a corporate bank account so that the minimum capital can be deposited in the bank account.
  • When the above steps are met, the incorporation deed and bye laws should be drafted.
  • Once done, all the documents along with incorporation deed, bye laws will be submitted to the registry so as to complete the incorporation procedure
  • Joint Stock Company

  • The candidate for company registration in Spain would need to apply and seek permission from name registry for getting the company name registered. The name registry would inspect that every requisite is considered so as to reserve the company name. The company name should be distinctive and not taken by some other sort of company.
  • After this the candidate would need to have a corporate bank account so that the minimum capital can be deposited in the bank account.
  • When the above steps are met, the incorporation deed and bye laws should be drafted.
  • Once done, all the documents along with incorporation deed, bye laws will be submitted to the registry so as to complete the incorporation procedure.
  • Securities can be issued to the public by this company. This procedure is officially known as an IPO.

Compliances expected for Company Registration in Spain

  • Shareholders meeting- Private Limited Companies and Joint Stock Companies are expected to conduct shareholders’ meeting to vote on explicit matters connected with the company, within the initial 6 months of the first financial year of the company. This meeting will approve the company accounts and voting.
  • Board meeting- Board meetings must be compulsorily conducted quarterly. Sometimes, members can also call for a meeting. But conducting a board meeting is not a compulsion for branch offices.
  • Taxes- Corporate tax and VAT needs to be paid by the branch offices. Joint stock companies and Private limited companies would need to compulsorily settle particular taxes. Company needs to carry out other annual filings as required.
  • Other registration- Branch offices need to get themselves registered with the with not only the tax authorities but also with the Commercial registry. A tax identification number (NIF) would be given to the branch office so that all the prerequisites concerning tax can be filed. Private limited companies and Joint stock companies would also have to fulfil same requirements, yet they would likewise need to get business license to operate. Branch offices need to file yearly accounts with the commercial registry. Such yearly accounts must be maintained separately from the foreign entity.

Documents needed

The accompanying documents are expected for company registration in Spain-
  • Incorporation deed
  • Company’s bye laws
  • Articles of Association
  • Memorandum of Association
  • Data related to the company directors and shareholders
  • Company’s organisational structure.

How you can contact Estabizz?

  • Fill the form.
  • Get a call back
  • Submit the required documents.
  • Track the progress of your application.
  • Get the expected results.

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