We help you to take all the necessary steps to create your company
The steps prior to the incorporation of your company are the ones that will determine its future possibilities.
Invest In Madrid helps you to have all the information available so that the decisions you make are the most appropriate for your needs.
The most common investment vehicles in Spain are the limited company, the public limited company and the branch office. We explain the main properties of each of these legal forms.
Limited liability company | Public limited company | Branch office | |
Capital and disbursement | Minimum capital of €3,000 and 100% disbursement | Minimum capital of 60,000 € and minimum disbursement of 25% | |
Participations/ shares | - The transfer of the participations is subject to a preferential acquisition right in favor of the partners. - Shares are not considered to be marketable securities. - Bonds may be issued. | - The transfer is free unless otherwise provided for in the bylaws. - Shares are considered to be marketable securities. - Bonds and other securities may be issued. | The conditions of the parent company will be applied according to its legal personality |
Partners' liability | Limited to the capital contributed | Limited to the capital contributed | Limited to the capital contributed |
Administrative body | Sole Director. Joint and Several Directors. Joint Directors. Board of Directors. The position of director may or may not be remunerated | Sole Director. Joint and Several Directors. Two Joint Directors. Board of Directors. The position of administrator may or may not be remunerated. | The parent company appoints the representative. One single representative: - Exercises legal and fiscal powers - Must be a resident in Spain Two representatives: one legal and one fiscal (the latter with residence in Spain) |
Directors' liability | The directors shall be liable for acts or omissions that they commit with malice or fault and that are: - contrary to the law, - contrary to the bylaws, or - contrary to the duties inherent in the performance of their role. They may also incur civil or criminal liability. | The directors shall be liable for acts or omissions that they commit with malice or fault and that are: - contrary to the law, - contrary to the bylaws, or - contrary to the duties inherent to the performance of their role. They may also incur civil or criminal liability. | The directors shall be liable for acts or omissions that they commit with malice or fault and that are: - contrary to the law, - contrary to the bylaws, or - contrary to the duties inherent in the performance of their role. They may also incur civil or criminal liability. - The legal representative is liable for damages caused in the exercise of their management. |
Since October 20th, 2022, the way to create a company in Spain has been streamlined. Law 18/2022, of September 28, on the creation and growth of companies, limits the capital required to set up an S.L. to one euro and eliminates certain bureaucratic obstacles.
In addition to these corporate forms, there are also other forms of investment in Spain:
- Joint Venture
- Agency contract
- Distribution contract
- Franchise agreement
- Commission contract
- Representative office
Protect your business
The activity carried out by your company has the right to be protected in order to guarantee your ownership of it, as well as its exclusivity in the market.
In Spain, there are two types of protection for the activity carried out: industrial property and intellectual property. Both guarantee the company the protection of its intangible assets through the legal recognition of exclusive rights over them (intellectual property rights over creative works and industrial property rights over industrial assets, such as trademarks, patents, designs, etc.). These rights are granted to the first to apply for registration.
- Industrial property protects industry-related creations: trademarks and trade names, patents and utility models or industrial designs.
- Intellectual property protects the rights of authorship over a work unless it was created in the course of an employment activity. Its duration is 70 years from the death of the author if the author is a natural person.
Setting up a company is easy, quick and cheap
On October 19th, 2022, the law known as “Crea y Crece” (Create and Grow) came into force. According to this law, the capital required to set up a Limited Company (S.L.) is just one euro. The law also eliminates certain administrative obstacles.
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We accompany you to the public administration to obtain all the permits
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