In terms of investment market size, Spain is in the top three among EU countries. Private business in this jurisdiction is strongly supported by the government, an appearance that has gained momentum after the onset of a pandemic. As a result of a number of measures taken by the Spanish government to attract foreign investment, this jurisdiction is ready to offer everyone an attractive tax policy and a competitive market. That is why the registration of a company in Spain for natives of Ukraine is considered quite a promising direction. There are great opportunities for practically any business activity here.

 

However, the registration process is a difficult task for most foreigners, which is due to the lack of a clear understanding of local legislation. But in this case, the assistance of Lawrange professionals will be extremely useful. Our company brings together experienced lawyers, tax, financial advisors and other specialized specialists who will promptly help to formalize any type of enterprise. After registration, you will be assisted in selecting a national accountant and concluding a contract with him for the timely filing of tax returns.

 

What is important to know about Spain, before opening a business here

This country is known for its wide range of financial measures and programs aimed at supporting entrepreneurship and investment. Through progressive laws and reforms, a favorable environment for any business has been created here. Among the main features and advantages of Spain are the following:

 

  • Being a member of the EU, this state has access to the largest market open to different types of business ideas. Here there are minimal restrictions for international investors, which also contributes to the expansion of the diversity of business activities, the highest priority among which is considered to be banking, tourism and industry.
  • A pleasant tax regime, provided, first of all, by privileges for newly established companies. For them there is a separate type of tax at the rate of 15%, which is valid not only in the first tax period, but also in the subsequent one. There is also a reduction in corporate tax, VAT and stamp duty rebates, which is provided by free economic zones. There is a 75% discount on social security contributions for firms that invest in employee training.
  • Protection from double taxation – it is also worth registering a company in Spain because the country has concluded a DTA agreement with the UK, USA and other countries, including Ukraine.
  • Spain is one of the leaders in the EU in terms of income, social development and quality of life. At the same time, foreign investors are attracted by the easy possibility of combining business with any personal preferences: security, climate, children’s education, etc.

 

It is also worth noting the immediate advantages of registering a company in Spain:

 

  • The status of an entrepreneur opens the foreigner access to the procedure of registration of the Spanish residence permit.
  • When obtaining credit loans (from 2.5%), for example, for their own needs or for business development, it is easy to gain the trust of Spanish and European banks.
  • Much easier things are much simpler with the personal liability of the founders for the debts of the company – such liability is simply absent.
  • In order for the company to be able to begin operations, it is enough to contribute 3000 euros minimum authorized capital.
  • Buying services, goods of EU companies, business can take advantage of zero VAT. For this purpose, the tax office receives a so-called ROI.

 

In addition, you can register a company in Spain even without having enough finances to realize your project. To solve this problem, you should take advantage of preferential lending in one of the European banks.

 

Forms of legal entities in Spain

In this jurisdiction there is a wide choice of forms of organizations, but the most popular are individual entrepreneurship, limited liability company and others. The choice of a particular structure depends on the specifics of the business, your goals and budget.

 

Individual entrepreneurship

This form is recommended for small businesses, specifically:

 

  • Web designers;
  • programmers and other IT specialists;
  • consultants;
  • artists and other freelance professions without a large annual turnover.

 

The main advantage is the simplicity of registration and the absence of the need to contribute authorized capital. In addition, opening a business in this form requires a minimum of administrative costs. The disadvantage of a sole proprietorship is that you, as a business owner, are liable for any debts and tax returns. Individual entrepreneurs in Spain must pay income tax (IRPF). Depending on the income received, you may need to pay a fairly high percentage of taxes (19-45%).

 

Nuances of opening a limited liability company

Such business structures are called Sociedad de Responsabilidad Limitada, abbreviated as S.R.L. or S.L.. This is the most common option for the organizational design of business in Spain. They are usually chosen by small and medium-sized businesses with few partners. The company may include from 1 to 5 people, and the size of the minimum authorized capital is 3000 euros. It must be paid in full at the time of registration of the company. Depending on the type of this form, it is possible to quickly register a company by means of electronic document flow. Liability is borne by the founders within the limits of the company’s assets.

 

When establishing a limited liability company, the founding documents are used, which must contain information about:

 

  • the name of the company;
  • the main purpose and activities of the future company;
  • the legal address where correspondence will be sent;
  • commencement of operations;
  • the amount of the authorized capital;
  • the order of equity participation of the members of the company’s board;
  • the structure of the governing bodies of the company.

 

Requirements for opening an S.L.

In addition to the authorized capital, the following conditions must be met:

 

  • the management must be represented by at least one director of any residency;
  • a person can be hired as a secretary regardless of his/her residency, but it must not be a legal entity;
  • at least 1 shareholder must be resident in Spain;
  • bearer shares are not allowed;
  • no shares may be issued without a nominal value.

 

Peculiarities of opening a joint stock company

In Spain, such a form is called Sociedad Anónima, or abbreviated SA. It is chosen by the owners of large companies specializing in stock trading, or in which they plan to rotate partners. To open an SA will need 25% of the share capital (initial contribution), totaling 60,100 euros. Other features:

 

  • There can be one or more shareholders.
  • Responsibility for its activities is limited to the company’s property.
  • Major management decisions are taken only during the shareholders’ meeting.
  • Shareholders get the opportunity to list their shares on a public stock exchange.
  • SA is subject to corporation tax, with separate additional taxation of dividends.
  • Annual accounts must be registered in a special Register.

 

What is a branch office in Spain

This form of business organization is used when they are going to expand a foreign parent company. A branch has no legal personality – it is an enterprise managed by the parent company. By opening a branch in Spain, you will be able to obtain work and residence permits for representatives of the top management of the parent company.

 

Important! Intra Company Transfers (ICT) is a document that simplifies the procedure for obtaining residence permits for management and other important employees.

 

New Limited Liability Company

This form of business organization in Spain is called Sociedad Limitada Nueva Empresa. It is suitable for small, medium-sized companies whose founders can only be individuals up to 5 people. A limited number of activities are available for SLNE. Other features:

 

  • The registration procedure is shortened to 2 working days.
  • The name of the company must contain the surname and the first name of the founder in the alphabetical order, as well as the abbreviation SLNE.

 

There are other forms of business in Spain, such as partnerships, subsidiaries, etc.

 

Read more about the process and timeline

Spain is known for its willingness to cooperate with foreign investors, as evidenced by the lack of residency requirements. In other words, a citizen of any country has the right to establish a company here. It is noteworthy that both for residents and non-residents the registration rules are the same. Depending on the preferred form of company, some steps of the process may differ, but the general scheme is as follows:

 

  • Registration of NIE number – the same identification, tax number that we have in our country, only for a foreigner. With it will be available the possibility to open a bank account, pass tax identification, buy real estate. To obtain it, you should apply to the General Directorate of the Spanish Police, or to the Spanish diplomatic mission, consulate (for those who are not on the territory of Spain).
  • The issuance of a certificate with the name of the company, according to which the originality of the chosen name will be confirmed. This document is issued by the Trade Register of Madrid. You have the possibility of submitting 5 different variants of the name in order of priority. If, even so, none of the names is suitable (not free), an additional request with other possible names will be made for an additional fee. This certificate is valid for 6 months.
  • Notification of the tax service about the beginning of your company’s activity. For its preparation and submission, you need to prepare a copy and original copy of your passport, NIE, as well as a completed application form.
  • Registration of an electronic certificate for the owner of the company or for the firm itself. This certificate is necessary for financial reporting by your remote accountant (hestor) and its interaction with the tax office, trade register, etc.
  • Opening a separate bank account for the future company. At least 3000 euros should be placed on it. Original and photocopies of passport, NIE and company name certificate are prepared for this purpose.

 

Important! The authorized capital of the future company can also be represented by the property of the founder, for which it is necessary to provide a list of own items with the name, serial number and estimated value.

 

  • Preparation of documents for the establishment of the company – the package should consist of the articles of association, a certificate on the number of owners, founders, type of activity, etc. Once the incorporation documents are notarized by a notary, the company can start carrying out its activities.
  • Paying the compulsory tax for opening a company in Spain – its amount is equal to 1% of the authorized capital. The requirement is regulated by the law Real Decreto-Ley 13/2010.
  • Obtaining N.I.F or C.I.F. At first, a temporary company number is provided, after entering the company in the Commercial Register – permanent.
  • Direct registration of the company in Spain – in the Commercial Register submitted to the founding documents, pre-certified by a notary.
  • Notification of social services (PF) – it is necessary to do in order to start accounting for social payments and labor relations. It is done at the place of registration of the company.

 

At the final stages, municipal tax fees are paid, official books and stamps for the company are purchased.

 

Duration of registration

It is possible to open a company in Spain in 2-6 weeks. The main condition for this is the presence of all necessary and properly executed documents. If for your type of activity it is necessary to obtain a special license, the registration terms are shifted to a greater extent. In case of re-registration of the company (ready-made business) to another owner, the terms are not reduced. However, in this case, the total cost of the registration process increases due to notary expenses.

 

Package of required documents

It is possible to open a company in Spain if you have the following documentation:

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  • Copies of NIE, passports of top management and founders.
  • Questionnaire information about the management and founders – in addition to addresses, NIE, profession should be indicated and marital status.
  • If there are multiple founders, the percentage of shareholding and the proportion of capital contributed should be noted.
  • Deposit of the authorized capital in the bank account, or indication of the estimated value of the property, if such acts as the authorized capital.
  • A business plan with a description of the company’s activities.
  • A statement of the company’s legal address, as well as contacts (fax, phone numbers, e-mail).
  • A document confirming the presence of a national accountant on the staff (or working remotely).

 

What is important to know about the Spanish banking system

The list of the largest banks in the world includes two financial institutions in Spain – “Santander” and “BBVA”. After the crisis suffered in 2007, the banking system of this jurisdiction shows a slow but stable growth. In total, Spain has just over 2 hundred commercial banks, including credit cooperatives, savings banks and credit and financial companies.

 

It is important to know that communication with customers (both in person and online) here is carried out mainly in Spanish. In this regard, it is not convenient for every non-resident of the country to open a bank account. However, if you contact Lawrange, this problem will not affect you at all, as we will review all your documents, translate them, notarize them with Apostille and send them to the appropriate bank to open an account in Spain.

 

More about taxes and reporting

Although taxes in Spain are not among the lowest in the EU, many people are still attracted by the ability to charge almost anything as a corporate expense, from buying a printer for the office to going out to a restaurant. The main taxes that are important to know about first:

 

  • Income tax – you can pay 15% for the first 2 years from the date of incorporation, after that 25%.
  • On dividends received – 19% must be paid in the case of up to 6 thousand euros, 21% if the amount of dividends is 6-50 thousand euros, 23% – from 50 to 200 thousand euros, 26% – from 200 thousand euros and above.
  • VAT – 21%. Zero VAT applies to mutual settlements between European legal entities when receiving a European tax number, or in case of rendering services to companies outside the EU.

 

As for social contributions, everything depends on the category of profession. There is a tariff of 6.4% for employees and 30.6% for employers. Entrepreneurs are taxed at an effective yield of 29.8%.

 

Taxes must be paid and reports submitted to the Commercial Register every July of the year following the accounting period. The reporting period itself coincides with the calendar period. Tax returns must be filed every quarter (or monthly in some cases).

 

Obtaining a Spanish identification number

It is important for every foreign entrepreneur to obtain a special identification number NIE, which allows you to legally carry out all official procedures and operations. You can get it in two ways:

 

  • Without traveling outside your country – the documents are submitted to the Spanish Embassy.
  • To the Spanish police department.

 

The package of documents for registration of NIE should consist of:

 

  • application form;
  • a copy of the passport;
  • a document describing the reason for issuing an NIE;
  • a receipt for payment of the state duty;
  • a power of attorney (if necessary).

 

Important! It is impossible to obtain NIE online in Spain, but you can do it if you make a power of attorney.

 

As a rule, your application for NIE is considered within 5 days, in some cases this period can be prolonged. The period of validity of this document is unlimited, but if you receive it in paper form from the police, it is valid for 90 days.

 

Why you should go to Lawrange

Our experts know firsthand all the nuances of opening a company in Spain. They are ready to advise you in detail on any question on this topic, and proceed with the registration process. In this case, it is not necessary your personal presence – it is quite possible online registration of business in Spain. We will help you to collect a full package of documentation necessary for the opening of the company and its further operation.

 

The main principles that guide us in our work:

 

  • Transparent pricing policy.
  • Honesty.
  • Professionalism.
  • Work for results.

 

Contact us by any of the convenient ways to start realizing your own plans to open a business in sunny Spain as soon as possible.

 

FAQ

How can a citizen of Ukraine open a company in Spain?

This can be done as part of the standard registration procedure, starting with obtaining a foreigner’s tax number and all the subsequent steps described above in the article.

 

Is it obligatory to appoint a resident of Spain as a director?

No, your company can be headed by a citizen of any country.

 

What is the procedure for obtaining a business visa in Spain?

It is necessary to apply to the embassy in your country with the appropriate application. You must provide proof that you have sufficient capital to do business in Spain. The issued work permit requires renewal every year, but after 5 years you can apply for the status of a resident of this jurisdiction.

 

 

 

 

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