If you’re thinking about starting a business in Spain, setting up a Limited Liability Company (Sociedad Limitada or SL) is one of the safest and most flexible options. This legal structure offers advantages such as limited liability, the possibility of having one or several partners, and increasingly digitalized processes. Whether you’re a resident or a foreign national, this 2025 guide walks you through the entire registration process with clear language and practical tips to avoid complications.
Steps to Create a Limited Liability Company in Spain in 2025
1. Reserve the company name
Request a negative name certificate from the Central Commercial Registry. This document confirms that the name you want for your company is not already in use.
2. Open a bank account and deposit the share capital
You must open a bank account in the company’s name and deposit the share capital. Since the “Create and Grow Law” came into effect, this capital can be as low as 1 euro. The bank will issue a certificate that you must present to the notary.
3. Draft the company bylaws
The bylaws define the rules of operation for your company: management structure, profit distribution, duration, business purpose, etc. It’s advisable to get legal advice to draft them correctly.
4. Sign the public deed before a notary
With the name certificate, bank deposit receipt, and bylaws, you can go to a notary to sign the incorporation deed. This step is mandatory for the company to obtain legal status.
5. Get a provisional Tax ID number (NIF) and register with the Tax Agency
Once the deed is signed, you must request a provisional Tax Identification Number (NIF) from the Tax Agency. You’ll also need to submit form 036 for the company’s tax registration.
6. Register with the Commercial Registry
The company must be registered in the Commercial Registry of the province where its corporate address is located. This must be done within two months from the date of the notarial deed.
7. Get the definitive Tax ID number (NIF)
After registration, the Tax Agency will issue the definitive NIF. With this, you can start invoicing, open credit lines, hire employees, and carry out all commercial operations.
Estimated Timeframe to Set Up a Limited Liability Company in Spain
With all documents ready, the process usually takes between 5 and 15 working days. If you use the online CIRCE platform (Information Centre and Business Creation Network), many steps can be done online, significantly speeding up the procedure.
What’s New in 2025 for Starting a Limited Liability Company in Spain?
Thanks to the digitalization of public administration and the “Create and Grow Law,” forming an SL in Spain is now faster, cheaper, and more accessible than ever. The removal of the €3,000 minimum share capital allows more entrepreneurs to enter the business world easily. Digital tools like CIRCE have also simplified the bureaucracy.
Frequently Asked Questions
Is it mandatory to go to a notary to form an SL in Spain?
Yes. The incorporation deed must be signed before a notary for the company to obtain legal personality.
Can I start an SL without partners?
Yes. You can form a Sole Shareholder Limited Company (SLU), where one person is both shareholder and director.
What happens if I don’t register the company with the Commercial Registry?
The company will not have full legal personality and cannot operate legally. Registration is essential.
Can I use a trade name different from the legal company name?
Yes. You can register a different trade name, as long as it’s available, through the Spanish Patent and Trademark Office (OEPM).
Setting up an SL in Spain in 2025 is easier and more affordable than in previous years. The key is following the steps correctly and getting professional help when needed.
At Legal Allies, we can help guide you through the process—whether you’re self-employed, a foreign national, or a startup looking to get off to a strong start.
