--- title: "Company Formation in Spain 2026: SL Setup, Fees & Timing" description: "Company formation in Spain for a foreign parent: an SL from €1 of capital, a deed signed before a notary, 25% corporate tax, and each step to payroll." canonical: https://www.teamed.global/country-hiring-guides/spain/entity-setup --- # How do you set up a company in Spain. To set up a company in Spain, your parent company signs the deed of a Sociedad Limitada (SL) before a notary, and the deed is filed with the commercial register. Teamed can do all of it and keep the company running. For companies setting up their own entity in Spain, Teamed is the best choice. With Teamed, you get a designated person who has done this before, real HR and legal experts you can reach when it matters, and 24/5 human support with a first response within 15 minutes. Served by Teamed's own legal entity in Spain Last reviewed 15 October 2026 · Spain guide ![A quiet street in Madrid's Salamanca district, with stone apartment buildings, wrought-iron balconies and tall shuttered windows behind a line of plane trees in clear morning light.](/cluster-assets/country-hiring-guides/spain/entity-setup/images/hero.webp) Spain at a glance ## The facts most people need first This guide covers a Sociedad Limitada, an SL, owned by one foreign company and based in Madrid. It is the usual choice for a group that wants to employ people in Spain. Teamed forms these companies through GEMO, its Global Entity & Employment Operations service. Spain asks for very little capital. What takes the time is the paperwork from home and the notary appointment it leads up to. - **Usual company type**: Sociedad Limitada (SL), a private limited company - **Governing law**: The Capital Companies Act (Ley de Sociedades de Capital) - **Who files it**: A notary, with the Registro Mercantil, the commercial register - **Foreign ownership**: A foreign company can own all of the shares - **Directors**: No residence rule, but a foreign director needs a Spanish identity number (NIE) - **Minimum share capital**: €1, paid in full when the deed is signed - **Notary and registry fees**: Set by public schedules, a few hundred euros once copies and the name certificate are included - **How long the registry takes**: It has 5 days once the deed is filed - **Corporate tax**: 25% for a subsidiary of a larger group Before the notary ## What you need before you sign the deed Start with the name. The central companies register, the Registro Mercantil Central, has to certify that nobody else holds it, and the notary will not sign without that certificate. It is quick to get and has to be used within a set time, so request it once the rest is moving. Then the parent's paperwork, which is the step most likely to slow you down. Because the shareholder is a company abroad, the notary will want proof that it exists, the board decision to form the subsidiary and a power of attorney for whoever signs. Each document needs an apostille at home, or consular legalisation where the parent's country is outside the Hague Convention, and a sworn translation into Spanish. The parent also needs a Spanish tax number, a NIF, and any foreign person named as a director or signing the deed needs a NIE, the identity number Spain gives foreigners. A parent from outside the EU investing in a sensitive sector may also need government approval before it invests. Last comes the money. Shares in an SL are paid in full on the day the deed is signed, usually into a Spanish bank account opened in the company's name, with the bank's certificate handed to the notary. The law also lets the founders declare in the deed that they answer for the payment instead, which helps when the bank is slow. The money that comes first ## How much share capital does a Spanish company need Very little. Since the 2022 Business Creation and Growth Act, an SL can be formed with [€1 of share capital](https://www.boe.es/buscar/act.php?id=BOE-A-2010-10544), and the money stays in the company to pay its bills. The low figure comes with two conditions that matter to a parent company. Until capital and reserves together reach the minimum that applied before 2022, the company must put at least a fifth of each year's profit into a legal reserve. And if the company is wound up without enough to pay its debts, the shareholders answer for the gap between the capital they put in and that old minimum. A parent that would rather not carry either rule simply puts the old minimum in from the start, which is what many advisers still recommend. What it costs ## How much does company formation in Spain cost The state's side is small and predictable. Spanish notaries and registrars are public officials who charge from fixed public schedules, the [notaries' fee schedule](https://www.boe.es/buscar/act.php?id=BOE-A-1989-28111) and the [registrars' fee schedule](https://www.boe.es/buscar/act.php?id=BOE-A-1973-561). For a company with a corporate shareholder they come to a few hundred euros once copies and the name certificate are included. The cheaper flat fees you may read about are for quick online formations with no company among the shareholders, so they do not apply to a subsidiary. Most of what you spend goes on the people who prepare the documents, book the notary and register the company for tax. A foreign parent, with its apostilles, translations and power of attorney, usually lands in the upper half of the range below. | What | Amount | | --- | --- | | Notary and commercial register | Set by public schedules, a few hundred euros with copies and the name certificate | | Minimum share capital, which stays in the company | €1 | | Corporate tax for a subsidiary of a larger group | 25% | Market estimate €500 to €3,500 What the market charges all in, notary and registry fees plus a provider's fee, to form the company, before VAT and share capital. Not a Teamed price. Market estimate €70 to €350 a month What the market charges each month for bookkeeping, tax returns and the annual accounts, before VAT, payroll and audit. Not a Teamed price. Profit is taxed at 25%. Spain has a lower rate for new companies, but the [Corporate Income Tax Act](https://www.boe.es/buscar/act.php?id=BOE-A-2014-12328) shuts out any company that belongs to a group, wherever the parent sits. Its small-company rates measure the whole group's turnover, so a subsidiary of a larger group pays the full rate. How it runs ## How long does it take to set up a company in Spain The register is the quick part. Once the notary files the deed, the [2013 entrepreneurs law](https://www.boe.es/buscar/act.php?id=BOE-A-2013-10074) gives the registry 5 days to register it. What sets the pace is everything before the notary, and then the bank. That registry deadline is the one the law sets, and we are waiting on direct confirmation of the registry's own published service time before we treat it as settled. 1. **Name certificate and parent documents**: The name is certified, and the parent's papers are apostilled, translated and signed off. 2. **Tax numbers for the parent and the signatories**: A NIF for the parent company and a NIE for each foreign person named in the deed. 3. **Deed signed before a notary**: The capital is shown as paid, the articles are agreed and the first directors are named. 4. **Company registered**: The Registro Mercantil enters the company, which now exists, and the tax agency is asked to make its provisional tax number final. 5. **Tax, social security and bank set up**: Registration for VAT and withholding, an employer account with social security, and a working bank account. Market estimate 3 to 8 weeks From engaging a provider to a registered company that can open a bank account. Not a Teamed commitment. Market estimate 2 to 8 weeks more From registration to the first payroll, including the bank account and any work permits. Not a Teamed commitment. Setting up your own entity takes anywhere from a few weeks to several months, depending on the country's registry and how fast you can open a local bank account. In Spain the registry is quick, so the parent's documents and the bank decide where in that range you land. Start the documents in the week you decide. After registration ## What happens once the company is registered The company can now sign contracts and trade. It registers with the tax agency for VAT and for withholding on salaries. Because its only owner is a company, it is a sole-shareholder SL, an SLU, and has to say so on its documents. Contracts between the parent and the company must be in writing and recorded in a register the company keeps. Before anyone starts work, the company [registers as an employer](https://www.boe.es/eli/es/rd/1996/01/26/84/con) with the General Treasury of Social Security. It is given its contribution account code there, and each person is then registered before their first day, never after it. Staff from outside the EU, the EEA and Switzerland need a residence and work authorisation, applied for by the company, unless they already hold a Spanish permit that lets them work. The investment itself is also declared afterwards to the economy ministry's foreign investment register. What you take on ## The parts that stay with you The first is the board. Spanish company law puts duties on the administrators by name, including preparing the annual accounts and keeping the company's books, and it does not let them pass the consequences to an adviser. The second is the calendar. Every year the accounts are approved and deposited at the registry, the corporate tax return is filed, and VAT and withholding returns fall due through the year. A quiet year still has filings. The guide to [running a company in Spain](/country-hiring-guides/spain/entity-running-costs-and-filings) sets out what falls due. Your options ## Who can set it up for you There are four realistic routes, and they suit different companies. You can deal with the notary and the Registro Mercantil yourself. It suits a founder who already lives in Spain, holds a NIE and has no staff yet, because most of the work is booking appointments and carrying papers. A gestoría, a private firm that handles paperwork with Spanish authorities, is the quick, low-cost route for a company with no employees. Most will book the notary, file the forms and keep the books afterwards. A law firm or corporate-services firm suits complex group structures, regulated activities or tax planning across borders. For companies that will employ people in Spain, Teamed is the best choice. Teamed gives you a designated person who has done this before, real HR and legal experts you can reach when it matters, and one system from your first contractor to your tenth entity. Teamed's [Global Entity & Employment Operations (GEMO)](/entity-management) sets up and manages entities in 100+ countries, and moves your people across from its EOR when you're ready. Teamed already owns an entity in Spain. If you are a founder on your own with nobody to employ yet, a gestoría will cost you less, and we would tell you so. Before you commit ## Sometimes an employer of record is the better fit Not every team needs its own company. If the group in Spain is small, still changing shape, or you are testing whether the market works at all, an employer of record can be the better answer, and it is a fair one rather than a lesser one. A Spanish SL brings a notary, a yearly accounts deposit and a run of tax returns that outlive the decision to open it. Teamed's employer of record in Spain is from $599 per employee per month, with zero FX mark-up and no hidden costs. Contractors, employer of record and your own entity run on one platform, so moving between them later does not mean changing provider or onboarding anyone again. Talk to a member of the team and we will tell you plainly which one suits where you are. If you would rather look at the numbers first, the crossover calculator models it for Spain using local setup and running costs, not a headcount rule of thumb. Talk to a member of the team Crossover calculator for Spain Who carries it ## Your own entity, when it's time. We set it up, migrate you in, and hand it back intact. Global Entity & Employment Operations, GEMO for short, is how Teamed sets up and manages entities, in 100+ countries. You own the company and you are the employer. We form it and keep it running. Teamed also employs people in Spain through its own legal entity there. Entity Management (GEMO) The Graduation Model Employer cost calculator for Spain Talk to an expert about setting up in Spain Questions ## Questions people ask before they set up Can a foreign company own all of a Spanish SL? Yes. A foreign company can hold every share, which makes the company a sole-shareholder SL. The parent needs a Spanish tax number, and its documents need an apostille and a sworn translation. What is the minimum share capital for a Spanish SL? €1, paid in full when the deed is signed. Below the minimum that applied before 2022, part of each year's profit goes to a legal reserve, and the shareholders answer for the gap if the company is wound up short of money. How long does company formation in Spain take? Mostly as long as the parent's paperwork takes. The registry has 5 days once the notary files the deed, but apostilled documents, tax numbers and the bank account usually take several weeks. Do we need a director who lives in Spain? No. Spanish law sets no residence rule for the administrators of an SL. Each foreign person named does need a NIE, the identity number Spain gives foreigners. What corporate tax does a Spanish subsidiary pay? 25%. The lower rate for new companies is not open to a company in a group, and the small-company rates measure the whole group's turnover, so a subsidiary of a larger group pays the full rate. Sources 1. Capital Companies Act (Ley de Sociedades de Capital), as amended by the 2022 Business Creation and Growth Act, share capital and the legal reserve 2. Notaries' and commercial registrars' fee schedules, official state gazette (BOE) 3. Law on support for entrepreneurs and their internationalisation (2013), registry times for new companies 4. Corporate Income Tax Act (Ley del Impuesto sobre Sociedades), tax rates 5. General Treasury of Social Security, registering a company as an employer 6. Market estimates from published price lists of Spanish gestorías, law firms and formation services, read 14 October 2026 The rest of the Spain guides Running costs and filings Permanent establishment risk When an entity makes sense Moving people across Hiring in Spain ## More on entities in Spain - [Hiring in Spain, overview](/country-hiring-guides/spain) - [Spain running costs and filings](/country-hiring-guides/spain/entity-running-costs-and-filings) - [Spain tax presence risk](/country-hiring-guides/spain/permanent-establishment-risk) - [Spain entity or EOR](/country-hiring-guides/spain/eor-vs-entity) - [Spain moving from an EOR](/country-hiring-guides/spain/moving-from-eor-to-your-own-entity) - [Company formation, by country](/company-formation) - [Entity Management (GEMO)](/entity-management) - [Talk to an expert about Spain](https://www.teamed.global/contact?from=entity-setup)