Administrative formalities

Anyone wishing to carry out an activity in Spain must create a commercial company.

Create a commercial company

Any foreign investor wishing to carry out an activity in Spain must, prior to the opening of the company, obtain the NIE (Foreign Individual’s Identification Number) or NIF (Tax Identification Number, for legal entities). The time required to obtain the product is between 5 and 7 days.

NIE in Spain: It is requested at the General Directorate of the Police or Civil Guard, Immigration Offices or Police Stations
NIE abroad: consular or diplomatic offices
NIF: At the State Agency of Tax Administration

Subsequently, the investor must:

Proceedings

Request a Negative Certification of Denomination.
This serves to register the entity and to prove that another entity with the same name is not already registered in the registry. It can be processed at any of the Entrepreneur Service Points (PAE) of Madrid Region, where assistance is provided for the start, exercise and termination of the business activity.
Requesting the provisional NIF of the company.
This is done using form 036, which is used both to present to the Tax Agency the census declaration of the start of activity and to request the provisional Tax Identification Number (NIF).
Open a bank account.
It must be opened in a credit institution operating legally in Spanish territory, and the capital stock contributed by the partners must be deposited therein.
Execute the public deed of incorporation
It is carried out before a notary public, and must include the contributions made by each of the partners, the company’s bylaws or the CNAE code of the economic activity to be carried out by the company.
Filing of the self-assessment document
It is necessary to submit to the taxpayer website of Madrid Region
a form for the tax on Property Transfer and Stamp Duty (ITP and AJD) settled at 0 with a claim for exemption.
Register the company in the commercial registry.
The deadline is two months from the date of execution of the deed.
Request the definitive NIF.
The exchange of the provisional NIF for a definitive NIF must be requested by means of the appropriate census declaration of modification (form 036 to the AEAT).
Make the declaration of the foreign investment.
This is done for informational and statistical purposes, and with a deadline of up to one month after the registration of the company. There are certain exceptional cases that require prior authorization for certain activities (more information below).
Registration in the tax on economic activities (IAE).
Individuals and legal entities are exempt from this tax during the first two years of the fiscal year, as well as those whose net turnover is less than one million euros.
Registration with Social Security.
The application shall be made on form TA.6 and shall be filed prior to the commencement of activities with the Provincial Directorate or Administration of the General Treasury of the Social Security where the employer’s domicile is located.
Notification of the opening of a work center.
This procedure can be carried out using the Single Electronic Document (DUE) at the Entrepreneur Service Point (PAE) up to 30 days after opening.
Registration of the workers with the Social Security
Send form TA.1 to the Madrid Provincial Directorate of the General Treasury of the Social Security.

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Foreign investment declaration

Opening a business in Spain does not require prior authorization or notification, although it must be declared a posteriori, within a maximum period of one month, to the Directorate General for International Trade and Investment.

There are exceptions that do require the prior approval of the authorities, depending on the origin of the capital or the sector to which the investment is directed:

Investments affecting the exercise of public power, public order, public safety and public health.
Investments from tax havens.
Foreign investments in activities related to national defense.
Foreign investments in activities related to arms and ammunition for civilian use.
Foreign investments from outside the EU or EFTA if investing in critical sectors or if the investor is controlled by a foreign government.

*Due to the situation caused by the global Covid-19 pandemic, Spain suspended the liberalization of foreign investments, extending the cases in which the investment must be subject to prior authorization.

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How to make the declaration?

Both the prior authorization and the subsequent declaration are made to the Directorate General for International Trade and Investment. There are several forms to be completed depending on the type of investment and the source of the capital. You can consult them on the website of the Secretary of State for Trade

Steps for processing: