Business Entity Types in Spain: SLNE, Civil, Labor

Sociedad Limitada Nueva Empresa (SLNE)

  • Minimum partners: 1, maximum: 5.
  • Minimum capital: €3,000, maximum: €120,000.
  • After three years, it can convert to a standard SL.
  • Offers tax incentives, such as deferring Corporate Income Tax (IS) for two years and tax deductions for workers.
  • Other aspects are similar to a standard SL.

Civil Society (Sociedad Civil)

  • Established under a private contract, simplifying procedures and reducing establishment costs.
  • Profits attributed to each member are taxed under personal income tax.
  • Minimum number of members: 2.
  • No minimum capital requirement.

Labor Society (Sociedad Laboral)

Labor corporations and labor associations are limited or restricted stock companies that must meet the following requirements:

  • Most of the capital must belong to worker-members.
  • No single partner (worker or capitalist) can hold more than 1/3 of the share capital.
  • To be constituted, there must be at least two worker-members and one capitalist partner, ensuring worker-members hold the majority of the capital.
  • Incorporation formalities are similar to those of a Public Limited Company (SA) or a Private Limited Company (SL); registration with specific labor company registries is required.
  • There are restrictions on the transfer of shares by members:
    • Equity holdings of worker-members must be offered primarily to non-member workers.
    • If a capitalist partner wishes to transfer shares, worker-members have priority.
  • There is a limitation on the number of hours worked by non-partner employees:
    • For labor associations, if workers are under 25, the limit is 25% of the total hours worked by worker-members.
    • If workers are over 25, this limit is reduced to 15%.