Incorporating a company in Spain with shareholders from abroad
Every shareholder and the director need a NIE, even if they do not live here. The company has its own NIF. And the minimum capital for an S.L. is one euro since Ley 18/2022, with two rules almost nobody mentions.
First things first: Cairos is in Spanish
You can read this page in several languages, but the application you are going to work in is in Spanish only: the menus, the invoices, the tax forms and the help screens. There is no English version and there is still no date for one. Support answers in Spanish too. If you have just arrived in Spain and do not read Spanish comfortably, tell us before you decide: we would rather you knew now than found out on your first day. Our plans and their limits are on pricing.
If you settle in the Basque Country or Navarre, this changes
Álava, Bizkaia, Gipuzkoa and Navarre have their own foral tax regime: you do not file with the state Tax Agency but with their Hacienda Foral, which has its own forms, its own deadlines and its own rates. This page describes the common regime, which is the one that applies in the rest of Spain. And there is one difference worth knowing before any other: in Álava, Bizkaia and Gipuzkoa the invoicing obligation is not VeriFactu, it is TicketBAI, and it is already in force. In Navarre there is no equivalent system approved today. If you are going to settle there, start with that page and talk to an accountant based in that territory.
A company or an autónomo: what actually changes
Before the deed it pays to be clear about what you gain and what gets more complicated, because they are two paths with very different costs.
| Autónomo | Sociedad limitada (S.L.) | |
|---|---|---|
| Who is liable for the debts | You, with everything you own | The company, with its own assets. With important qualifications if the capital is low |
| Tax on profit | IRPF, on a progressive scale. Form 130 every quarter | Corporation Tax, at a flat rate. Annual form 200 and instalment payments |
| Accounting | Record books of income, expenses and capital goods | Full accounts under the Plan General Contable, with annual accounts that have to be filed |
| Cost of incorporating | None: two returns and that is it | The notary, the Registro Mercantil and the share capital |
| VeriFactu | 1 July 2027 | 1 January 2027, six months earlier |
| If you are a foreign national | You need a NIE, and that is your NIF. The autónomo route | You and every shareholder need a NIE, and the company has its own NIF |
There is no general answer. What is general is that a company carries a running cost — accounting and tax — that an autónomo does not, and that cost does not depend on how much you invoice.
The numbers you need, and in what order
A NIE for every shareholder and for the director
Even if they live abroad and never set foot in Spain. Article 206.1 of Real Decreto 557/2011 expressly covers anyone dealing with Spain through their economic interests. It can be applied for at the consulate, and the procedure has to be decided within five days.
The company's provisional NIF
It is applied for on the census declaration, and article 9.3.a) of Real Decreto 1065/2007 says so expressly: that declaration is used to request the assignment of the provisional or definitive tax identification number. You need it before you can open the bank account and sign the deed.
Deed before a notary and registration
The company is incorporated by public deed and registered at the Registro Mercantil. We do not give timings or fees here: they change and their source is not a text we can cite.
Definitive NIF and census registration of the activity
Once the deed is registered you get the definitive NIF and complete registration on the Census of Business People, Professionals and Withholding Agents, choosing an IAE heading, a VAT regime and, if the company is going to trade with the European Union, the ROI.
The company's NIF has nothing to do with its shareholders'
A Spanish S.L. has its own tax identification number, beginning with B, whatever the nationality of whoever incorporated it. The old CIF no longer exists as a thing in its own right: the sixth additional provision of the General Taxation Act speaks of a single NIF for every individual or legal person. It is set out in full in NIE, NIF and CIF.
The one-euro capital, and the two rules that come with it
Since Ley 18/2022 amended article 4 of the Companies Act, the capital of a sociedad de responsabilidad limitada may not be less than one euro. That is what the Spanish says, word for word, and it is why S.L.s can be incorporated today with symbolic capital.
What almost nobody mentions is what comes immediately afterwards. The same article adds that, until the capital reaches three thousand euros, two rules apply:
- A reinforced legal reserve. At least a figure equal to 20% of the profit has to go to the legal reserve, until that reserve together with the share capital reaches three thousand euros.
- Joint and several liability of the shareholders. On liquidation, voluntary or forced, if the company's assets are not enough to meet the company's obligations, the shareholders are jointly and severally liable for the difference between three thousand euros and the amount of subscribed capital.
In plain terms: the one euro does not remove the three-thousand threshold, it postpones it. And the limited-liability shield, in the meantime, has a hole of exactly that size.
For a sociedad anónima nothing changed: paragraph 2 of the same article still provides that its share capital may not be less than sixty thousand euros.
A Spanish company or a permanent establishment?
There is an alternative to incorporating a company: a foreign company operating in Spain directly. And that is where a concept that decides a great deal appears — the permanent establishment.
The VAT Act defines it in article 69.Three.2 as «cualquier lugar fijo de negocios donde los empresarios o profesionales realicen actividades empresariales o profesionales» — any fixed place of business where business people or professionals carry out business or professional activities — and lists specific cases:
- The place of management, branches, offices, factories, workshops, installations, shops and, in general, agencies or representatives authorised to contract in the name and on behalf of the taxable person.
- Mines, quarries or slag heaps, oil or gas wells or other places where natural products are extracted.
- Construction, installation or assembly works lasting more than twelve months.
- Farming, forestry or livestock holdings.
Why it matters: if a foreign company ends up having a permanent establishment in Spain, it is taxed here under the Income Tax for Non-Residents on that establishment's income and, on top of that, the invoicing regulation reaches it under article 3.1.c) of Real Decreto 1007/2023, which expressly includes IRNR taxpayers obtaining income through a permanent establishment.
Careful: it is not the same for VAT as it is for income tax
The definition we reproduce above is the one in the VAT Act. The concept of a permanent establishment for the purposes of the Income Tax for Non-Residents has its own rules, and on top of that double taxation agreements bring their own definition, which is the one that prevails where a treaty exists. If your case is a borderline one, it is exactly the kind of decision to put to an adviser before you invoice for the first time.
Obligations in the first year
| When | What | What it is |
|---|---|---|
| Every quarter | Form 303 | Output VAT minus input VAT. |
| April, October and December | Modelo 202 | The Corporation Tax instalment payment. It is three times a year, not four: it is not quarterly. |
| Every quarter | Form 111 | IRPF withholdings on employees and on professionals who invoice you. |
| Every quarter | Form 216 | Withholdings on non-residents: suppliers abroad, rent paid to non-resident landlords, dividends to shareholders abroad. |
| Monthly or quarterly | Form 349 | Intra-Community transactions, if it trades with the European Union. |
| January | Form 390 and form 296 | The annual VAT summary and the annual summary of withholdings on non-residents. |
| July, if the financial year is the calendar year | Form 200 | Corporation Tax. The deadline is not “July”: it is the 25 calendar days following the six months after the end of the financial year. |
| After the general meeting | Annual accounts | Drawing them up, approving them and filing them at the Registro Mercantil. |
The exact days of each deadline are on the tax calendar. And on top of that comes, from 1 January 2027, the obligation to invoice with a system compliant with VeriFactu.
What Cairos covers, plan by plan
With the limits up front, which is how they should be given.
- The application is in Spanish. If the company's director does not read Spanish, bear that in mind before signing up: there is no English version and no date for one.
- Invoicing with VeriFactu, accounting, record books and the forms: the 303, the 390, the 349, the 111 and the non-resident forms 216 and 296. From the Autónomo plan upwards, €10 a month.
- Several companies: the Empresa plan allows up to three and the Corporate plan sets no limit. Each with its own accounts, its own series and its own forms.
- Form 720 is on the Corporate plan, which is €100 a month. It is not on the entry plans, and it is honest to say so now rather than later.
- Multi-currency is listed as on the way and only on the bespoke plan. Today you invoice in euros.
- We do not file form 200. Cairos leaves the accounts reconciled so it can be prepared, but the return is filed by your adviser or by you.
The prices and what each plan includes are on pricing, and if what you are running is your clients' companies, that is charged by portfolio and is on the page for accountancy firms.
The company's accounts, from the first invoice
VeriFactu included, books reconciled and the forms worked out. Up to three companies on the Empresa plan.
Questions about incorporating a company
What is our field and what is not
Tax and invoicing are our field: taxes, forms, VAT and compliant invoices. Visas, residence permits and consular formalities are not. We explain them here because your tax position makes no sense without them, but we are not immigration lawyers and this does not replace one. For an actual case — a refusal, a renewal, an arraigo application — find a specialist firm.
How this page is kept up to date
Every figure on this page comes from the consolidated text on the BOE or from the Tax Agency's E-Office, with the legislation cited beside it. What changes every year — the cuota de autónomos, the fees, the bands — is deliberately not reproduced here: an out-of-date figure on a website is worse than no figure at all. Last reviewed: 27 August 2026. If you spot something out of date, write to us at hola@cairos.es.
This is information, not tax or legal advice. Incorporating a company goes through a notary and the Registro Mercantil: have an adviser with you from the start.
A company is incorporated once. It is run every month
Cairos issues invoices with VeriFactu, reconciles the books and works out the forms. The application is in Spanish and invoices in euros: if that works for you, start free.
Up to 3 companies on the Empresa plan · No minimum term · Support in Spanish