Open a Public Limited Company in Spain

Foreign investors who are interested in opening a company in Spain, in which their liability is limited to the amount of their investment, can start a limited liability company or a public limited company. There are few similarities between these two types of legal entities, as well as a set of differences, related to their minimum share capital and other legal aspects. Businessmen can receive legal assistance for the incorporation procedures from our team of lawyers in Spain. 

Registration of a public limited company in Spain  

As a general rule, the registration requirements established for the above mentioned legal entities follow the same regulations. A public limited company in Spain represents an independent structure, liable for its debts. It must be registered by signing a public deed of incorporation in front of a Spanish public notary and for this procedure it is recommended to receive legal assistance of our team of attorneys in Spain, who have an intensive knowledge of the current legislation in the field. 

It is necessary to register the company with the Commercial Registry in Spain, as the legal entity will perform commercial activities.  

In a public limited company, the shareholders are liable for the company’s debts in accordance with their contribution to the business’ capital and it is important to know that the business structure can be represented by one investor.

It is also compulsory to open a corporate bank account, in which the investors will deposit the minimum share capital specified for this legal structure. 

Legal requirements for a Spanish public limited company  

When registering a public limited company in Spain, the investors are required to include in the company’s trading name the words “Sociedad Anonima” or the abbreviation “S.A.”. 

At the same time, it is necessary to subscribe a share capital of at least EUR 60,000 (at least 25% paid up), compared to the share capital of a limited liability company (LLC), which is prescribed at EUR 1 (since Law 18/2022). 

Also, an S.A. must have its accounts audited if it exceeds the legal size thresholds (as for an LLC). At the same time, it is important to know that the accounting procedures applicable to an S.A. in Spain are much more complex than in the case of an LLC. 

Businessmen interested in receiving further information on the registration of Spanish public limited company are invited to contact our law firm in Spain for legal representation.