Company Formation & Entity Setup in Spain
SL and SA incorporation, notarial deed, Commercial Registry filing, and post-formation compliance setup.
Currency
EUR
Legal forms
SL · SA
Minimum share capital
SL: €1 statutory minimum (€3,000 common in practice) · SA: €60,000
Registration body
Commercial Registry (Registro Mercantil), often via the CIRCE one-stop system
Formation timeline
2–6 weeks for an SL with standard bylaws
Corporate tax rate
25% standard · 23% for SMEs under €10M turnover (2026, reducing to 20% by 2029) · 15% for new companies, first 2 profitable years
How company formation works in Spain
Spain applies a corporate tax system tiered by company size and age, alongside a social security framework where employer contributions consistently rank among the highest in the EU. The standard corporate rate of 25% gives way to lower rates for SMEs and newly created companies, but payroll cost is the more material planning variable for most market entrants.
Discuss your Spain market-entry structureMatched to your business objective
SL
The standard vehicle for an operating subsidiary of a foreign company — the default choice for most market-entry engagements in Spain.
SA
Used for larger operations, more formal governance needs, or entities seeking to raise capital publicly.
Branch
Useful for testing the Spain market before committing to a subsidiary, or for keeping a single legal entity across borders. Creates a taxable presence — profits are generally taxed in Spain.
Representative office
For market research and liaison activity only — cannot sign contracts, invoice, or trade locally in most jurisdictions.
What it takes to register, and how long
Formation runs through the Commercial Registry (Registro Mercantil), often via the CIRCE one-stop system, typically taking 2–6 weeks for an SL with standard bylaws.
- Employer social security contributions — of roughly 30–31% of gross salary, among the highest in the EU
- Contribution group classification — (11 official categories) determining minimum contribution bases regardless of actual salary
- Intergenerational Equity Mechanism (MEI) — a pension-sustainability contribution increasing annually through 2029
- Collective bargaining agreements — frequently setting sector-specific minimums above statutory floors
Frequently asked questions
Talk to a Spain formation expert
The structural cost of Spanish payroll is well understood by specialists but frequently underestimated by companies budgeting from headline salary figures alone. A single governance layer that models total employment cost from the outset prevents this gap from surfacing only after the first payroll cycle.