Starting a SL (Ltd) in Spain

business

A private company is called in Spanish Sociedad Limitada (SL) and has at least one partner. The initial capital of € 3006 is much lower than in the UK. The establishment of a S.L. needs to go by a notary.

Necessary documents:


  • A copy of your passport;
  • A copy of your NIE, your personal tax number in Spain;
  • Bank statement that the required capital has been paid;
  • Proof of Registro Mercantil that the future name of your S.L. has been deposited.

Further steps


  • Request a VAT number (Numero de Identificación Fiscal, NIF) at the district office of the Spanish Tax Office (Delegación de Hacienda of the Agencia Tributaria).
  • After the founding act (escritura de constitución), and statutes have been signed, they should be enrolled in the Commercial Register (Registro Mercantil), via a notary. This requires also a certificate of the Junta de Andalucia.
  • Legalizing the Trading Books (Legalización de los Libros de Comercio) in the Commercial Register (Registro Mercantil).

Operating license


After the founding process is finished, you need to request for an operating license (Licencia de actividades  e instalaciones) at the municipality (Ayuntamiento). After this  license has been granted, follows often an inspection by the municipality in which it is checked if the movable assets such as machinery etc. corresponds with the data that have been provided with the license application. If the inspection is successful, an approval document is emitted (Acta the Ocupacion y Funcionamiento). This process may take three months.

The liability is limited to the initial capital, except misfeasance. Then you are several liable, just as in the UK. An audit certificate is not required in case the turnover is less than € 4,765 million. Note that if the registered capital has dropped to less than half of the value you can still be held jointly and severally liable if you continue with your business.

Assistance in setting up a S.L.


Tulipán Relocations can assist you in setting up the Sociedad Limitada.

Please contact us for an appointment, please call 00 34 637 463 005 or write to contact@tulipanmalaga.com

Comments are closed