Company formation Mallorca
We can set up your company in Mallorca within a few hours. We also always have a stock of already registered companies. Of course, we offer all the accompanying services. These include trust services, domicile services, opening bank accounts and obtaining licenses.
If you need companies, foundations, holdings, licenses and bank accounts outside of Spain, please contact the colleagues at HFSTH & Coll. directly.
Founding a company in Mallorca: Seven steps to the goal
From 3,000 euros there is a Sociedad Limitada (S.L.): What must be considered legally and tax-wise in Spain when founding a company:
The Spanish S.L. is enjoying increasing popularity. The minimum share capital since September 1, 2010 is only 3,000 euros, and it has a better reputation than the English Limited (ltd.). With the S.L., entrepreneurs can also do business in Germany. It is even possible to establish an S.L. & Co. KG.
The incorporation of the S.L. takes place in the following steps:
1. Choosing a name for the S.L. and obtaining a name certificate: In Spain, it is necessary to obtain a so-called name certificate from the Spanish Central Trade Register in Madrid. When applying, up to three preferred names must be provided, of which the Commercial Register assigns a name to the applicant. The certificate certifies that the company name has not yet been taken. At the same time, this is then reserved for the applicant for six months. However, the certificate itself is only valid for three months and is used for presentation to the notary when the company is founded.
2. Proof of payment of the share capital by means of a bank certificate: When notarizing the deed of incorporation, it must be proven that the share capital of at least 3,000 euros has been paid into an account to be opened in the name of the company in formation. To open this account, it is again necessary to present the certificate of name from the Central Trade Registry in Madrid.
3. A tax number: For foreign persons and companies that are to become shareholders of a Spanish S.L., a Spanish tax number must be obtained in advance. In the case of natural persons, this is the "NIE" number (Número de Identidad de Extranjero) and in the case of legal entities, the "NIF" number (Número de Identificación Fiscal)
4. The drafting of the statutes: If the above conditions are met, the drafting of the statutes (in Spanish: Estatutos Sociales) can begin. Among other things, the company's purpose and registered office must be set out in the articles of association. Particular care must be taken when formulating the company's purpose in order to be able to do business within the individually desired and determined framework. The articles of association must contain provisions on the following aspects:
a) the company name,
b) the company's purpose,
c) the duration of the existence (indefinite or definite period),
d) the company's registered office,
e) the share capital and its distribution,
f) the manner in which the company is administered.
5. The Certificate of Incorporation (in Spanish: Escritura de constitución de Sociedad Limitada): The notarial deed of incorporation must be signed by all the founding members – or their respective representatives. The main content of this document must be as follows:
a) the identity of the founder(s),
b) the intention to set up a limited liability company must be expressed,
c) the contribution of each founding shareholder together with the numbering of the shares,
d) the articles of association of the company,
(e) the precise definition of the initial form of administration, in the event that the statutes provide for several forms of administration;
f) the identity of the person or persons who initially take over the management.
6. Payment of the appropriate tax: Within one month of signing the notarial deed of incorporation, "incorporation taxes" amounting to 1 percent of the share capital must be paid to the local tax authorities. The notary can apply for a provisional tax number by electronic means on the day of signing, this should be requested if this is not done automatically.
7. Registration of the company in the Commercial Register: Upon registration in the Commercial Register at the company's registered office, the company acquires the status of a legal entity. Once the deed has been registered, it will be published in the "Boletín Oficial del Registro Mercantil" (BORME=Official Gazette of the Trade Register).
