Company Formation Steps and Requirements
Posted on Jul 18, 2025 in Law
Company Formation Procedures
NAME | DEFINITION | PLACE |
NEGATIVE CERTIFICATION OF NAME | The first step is to obtain a certificate from the Central Business Register stating that no other company has the same or an identical name. | Section of denomination of the Central Business Register. |
CAPITAL INCOME IN A CURRENT ACCOUNT | Capital can be deposited in any bank. A certificate will be required. The amount to be deposited depends on the company type:- Limited Partnership: 3,000
- Limited Company: 60,000
| Any bank or savings institution. |
PREPARATION OF THE STATUTE AND GRANT WRITING BEFORE THE NOTARY | This involves:- Certification of name refusal (if applicable).
- DNI and NIF of all founding members.
- Bank certificate stating the capital deposit.
- The Articles of Association detailing the company’s rules.
| Any notary public. |
APPLICATION OF TAX IDENTIFICATION CODE (CIF) | This code identifies the company for tax purposes, equivalent to an individual’s NIF. | Provincial Delegation of Finance for the company’s head office. |
Payment of Transfer Tax and Stamp Duty | This tax is payable whenever the social capital is increased or decreased, or upon company dissolution. It covers capital transfers and legal documents. | Tax office of the corresponding Autonomous Community. |
TRADE REGISTRATION | After settling the capital transfer tax and documenting legal acts, the company must be registered in the commercial register. This formalizes the company’s constitution and its economic and legal activities. | Commercial Register. |
Regulatory Requirements by Authority
PLACE | DEFINITION | STEP |
DELEGATION OF THE TAX AGENCY | The Tax on Economic Activities (IAE) is levied on anyone performing business, professional, or artistic activities within national territory, regardless of location. | - Act in the position of economic activities
|
CITY COUNCIL | - Opening Permit: Authorization to establish facilities for industrial and commercial activities. Required for initial openings, physical changes, or extensions of premises.
- Construction License: Municipal authorization for refurbishment works to adapt premises for business use, ensuring compliance with planning legislation.
| - License Opening
- Construction license
|
PROVINCIAL TREASURY MANAGEMENT OF SOCIAL SECURITY | - Company Registration: Assignment of a unique employer identification number for social security obligations (contribution account code).
- Membership of Workers: Requirement to register and affiliate all employees entering service within the general scheme.
- Quote: Employer’s obligation to pay contributions for workers until their employment is officially recognized by the General Treasury of Social Security.
| - Company Registration
- Affiliation workers
- Quote
|
Local Labor Authority | The company must notify the labor authority about the workplace opening within 30 days. | - Communication center opening
|
OFFICE (INEM) | The company is obligated to submit a copy of every employment contract to INEM within 10 days of its conclusion. | - Reporting of work contracts
|