When starting a business, it is important that the company is formed correctly right from the start. There are many kinds of business: limited and unlimited companies, joint ventures, workers partnerships, branches, etc.
Our staff will be able to advise you about the different options.
As in the UK, the type of company that you establish, will determine its liability.
The Most Popular Possibilities Are:
Empresa Individual
To be a sole trader you need a NIE but be aware that in sole proprietorship, your liability for debts is unlimited as you are personally liable for your business' debts.
Sociedad Limitada (S.L.)
Limited liability company. The minimum capital requirements are 3,005.00 € to be placed in a business bank account. Although many people withdraw the funds when the registration process is finished, legally these funds should remain in the bank.
Partners are not personally liable for company's debts; their liability is limited to their Investment in the company. Only one share holder is needed; however there is no limit on the number of shareholders. The administrator holds the financial responsibility.
News Business Limited Company (S.L.N.E.)
This is a special type of limited liability company, intended to encourage new small and medium-sized enterprises by making it easier for them to both set up and do business. For example, it is possible to form and start up an SLNE company on-line using a Single Electronic Document (DUE). An S.L.N.E. can also do its accounting and taxes on-line.
The capital stock may not be less than 3,012.00 € or more than 120,202,00 € and it can only be paid in cash. The corporate purpose is general in nature, in order to enable it to do business with greater flexibility. The shareholders of an S.L.N.E can only be individuals and there can be no more than five at the time of formation. Lastly, the members of the managing body must be shareholders.
The company name will include the first name and two last names (Spanish surnames include the family names of both parents) of one of the founding shareholders followed by an alphanumeric code and the words "New Business Limited Company" or the abbreviation "S.L.N.E."
Sociedad Anonima (S.A.)
Stock Corporation. Minimum share capital is 60,101.21€. As a large company with registered shareholders, the shareholders are not personally liable for corporate debts; they are only liable to the extent of their contribution to the corporation. The administrator holds the financial responsibility.
PROCEDURE
Step one is to visit the local police station and apply for a NIE number (fiscal identity number for foreigners.)
As part of the process of starting up a business you also have to register at the local town hall for a Licencia de Apertura - an opening licence. This registers your business in the local area, defines what it is and how it trades.
Unlike in the UK, here in Spain the Opening Licence is granted to the individual or company running the business and NOT to the business itself. You´ll have to be careful when “buying” the lease of an establishment in the bar & catering industry.
Opening Licence Normative may have changed since it was granted to the previous owner. The correction and implementation of the new normative could be a very complicated and expensive process.
Don’t fall for it when in response to your question, they respond that “The business has an opening licence”. (For the current owner, but NOT FOR YOU)
You are generally required to submit a map of your business location, a photograph of the exterior and a floor plan. Each town hall has different requirements; there are guidelines to be followed for each kind of business.
You also have to register with the Spanish tax authorities (Agencia Tributaria) in order to pay the appropriate tax on your business activities. The next stage is to register for social security payments - income tax style contributions to the state allowing you to participate in workers' benefits: Spanish health system and Spanish state pension, etc. Currently, retirement benefits are based upon the last 15 years of employment, but reforms are in the works.
All of this process. Including Opening Licence, Registration, Technical Projects etc., can be organised by our staff. You will also get a bilingual support to help you in all procedures.
We will also be able to offer you a Spanish qualified accountant to ensure you fully comply with all the legalities and serve as a consultant assisting you with your initial business plan.
Having taken care of the legal aspects, you need to consider the right location and property. This is key in starting any new business and you need to undertake a careful evaluation of space requirements, set-up costs, competitors, ease of access and customer flow etc.
Whether to buy or rent in the early stages of a business is a difficult call to make. There are advantages and disadvantages both of the economic kind. It can be risky at the start, therefore consider in the early stages using the facilities of a business centre that will be able to offer you various options from virtual offices to short-term serviced offices.