Can You Set Up a Company in Spain as a Non-Resident?

Updated: 5 October 2026

Yes. You can generally set up a company in Spain as a non-resident. Becoming a Spanish resident is not a general requirement simply to own shares in a Spanish company.

However, incorporating a company does not automatically give you permission to live or work in Spain. Company ownership, your role in the business and your immigration status need to be considered separately.

This guide explains the main requirements for establishing a Spanish limited liability company, known as a Sociedad Limitada or SL, including identification numbers, share capital, incorporation procedures and representation from abroad.

Company Ownership, Management and Working in Spain

Before starting the incorporation process, clarify what you intend to do.

For example, investing in a Spanish company while remaining abroad is different from moving to Spain to run its daily operations.

Receiving dividends, director’s remuneration or payment for services also involves different legal and tax considerations. Your situation should be assessed according to the actual role you perform.

Choosing the Right Business Structure

An SL is a common option for foreign founders. It has its own legal personality, and shareholders’ liability is generally limited, subject to legal exceptions.

An SL can have one shareholder or several shareholders. A foreign company can also be a shareholder, although its identification and supporting documentation differ from those required for an individual.

An SL is not the only possible structure. Depending on your project, operating as a self-employed individual or establishing a branch of an existing foreign company may deserve consideration.

Minimum Share Capital for a Spanish SL

The statutory minimum share capital for an SL is €1.

Under Article 4 of Spain’s Companies Act, companies with capital below €3,000 must follow additional rules:

• At least 20% of profits must be allocated to the legal reserve until that reserve and the share capital together reach €3,000.
• If the company is liquidated and its assets cannot cover its obligations, shareholders are jointly liable for the difference between €3,000 and the subscribed capital.

A €1 minimum does not mean that starting and operating the business costs €1. Your budget should also cover incorporation expenses and the funds needed to carry out your activity.

Share capital is contributed to the company; it is different from professional fees or administrative expenses.

How to Set Up a Company in Spain as a Non-Resident

1. Define the Business Activity and Company Structure

Start by deciding:

• What the company will do.
• Who its shareholders will be.
• Who will manage and represent it.
• Where its registered office will be.
• How much capital and operating funding it needs.
• Whether the activity requires licences, professional qualifications or other authorisations.

If you also intend to relocate to Spain, assess the immigration route at this stage. Incorporating first does not guarantee that you will qualify for a residence or work authorisation.

2. Arrange the Necessary NIE or NIF and Supporting Documents

Foreign individual shareholders and directors generally need a Spanish identification and tax number, usually an NIE.

Depending on the circumstances, an NIE may be requested in Spain or through a Spanish consulate abroad. Our guide to obtaining an NIE in Spain explains the application process and the difference between an NIE and residence documentation.

If a foreign company will be a shareholder, it generally needs its own Spanish NIF and documents proving its existence and the authority of the person representing it.

Prepare identification documents, details of the ownership structure and any documents requested by the notary or bank. Foreign documents may require an apostille or legalisation and a sworn Spanish translation.

3. Obtain the Company Name Certificate

Request a negative company name certificate from the Registro Mercantil Central.

This confirms that the proposed company name is available for registration. A preliminary availability search does not replace the certificate required for incorporation.

The certificate’s validity for signing the incorporation deed is different from the period for which the name remains reserved. Check the relevant dates before arranging the notary appointment.

4. Prepare the Articles and Capital Contributions

The articles of association set out the company’s activity, registered office, capital and management arrangements.

Prepare them around the needs of the business, particularly if there are several shareholders or specific arrangements for decision-making.

Cash contributions are commonly evidenced through a bank certificate. For an SL, founders may instead make the declaration permitted by Article 62 of the Companies Act, accepting joint liability for the reality of those contributions.

This alternative does not remove the obligation to contribute the capital. Confirm the appropriate procedure with the notary.

5. Sign the Incorporation Deed and Register the Company

The incorporation deed is executed before a notary by the founders or their duly authorised representatives.

The deed and accompanying documents are then submitted to the relevant provincial Mercantile Registry.

Spain’s CIRCE system can coordinate eligible incorporation procedures through the Documento Único Electrónico, or DUE.

Using an electronic procedure does not remove identification, documentation or notarial requirements. Confirm which route is suitable for your particular ownership structure and documents.

6. Obtain the Company’s NIF and Complete Tax Registration

The company needs its own NIF, separate from the identification numbers of its shareholders and directors.

The Spanish Tax Agency’s NIF procedure distinguishes between provisional and definitive identification.

A provisional NIF can be obtained while incorporation documentation is being completed. The definitive NIF is requested once the required documents, including registration evidence where applicable, are available.

These procedures generally involve Form 036 and may be coordinated through the notary or an electronic incorporation process. The precise sequence depends on the route used.

Also confirm the company’s tax census information and the registrations required for its actual activity.

Can You Incorporate the Company From Abroad?

In many cases, a representative can carry out incorporation procedures under an appropriate notarised power of attorney.

The powers should cover the actions you want the representative to perform. Have the intended wording checked before signing the document abroad.

A foreign power of attorney may require an apostille or legalisation and a sworn Spanish translation. The applicable requirements depend on where and how it was issued.

Bank account opening is a separate practical consideration. Banks may request additional information about the founders, beneficial owners, source of funds and proposed business activity.

Confirm the requirements with the notary and bank before assuming that every part of the process can be completed without travelling.

Does Establishing a Company Give You Residence or Work Rights?

No. Incorporation alone does not grant a visa, residence authorisation or work authorisation.

EU, EEA and Swiss nationals fall under a different framework from other foreign nationals. EU citizens generally do not need a work permit to work in another EU country, although residence registration and other obligations may apply.

If you are a non-EU national planning to work physically in Spain, you need an immigration status that permits the activity you intend to perform.

Depending on your circumstances, options may include:

• A self-employed residence and work authorisation. This route involves requirements concerning the proposed activity, qualifications where relevant, licences and sufficient investment. See our self-employed visa service.
• An entrepreneur authorisation under Law 14/2013. This requires a qualifying project and a favourable ENISA report concerning its innovation and/or special economic interest for Spain. See our entrepreneur visa service.
• An existing residence status that already permits the intended work. Its conditions must be checked before you begin.

The entrepreneur route is not automatically available to everyone who opens a company. The immigration assessment concerns both your circumstances and the proposed activity.

Tax and Administrative Obligations After Incorporation

A non-resident shareholder does not make the Spanish company exempt from Spanish obligations.

Under Spain’s domestic rules, incorporation under Spanish law is one of the criteria for corporate tax residence. Cross-border situations may also require consideration of an applicable tax treaty.

Depending on its activity, the company may need to deal with:

• Corporate income tax and applicable VAT or withholding obligations.
• Accounting records, corporate books and annual accounts.
• Payroll and Social Security registration where applicable.
• Licences and sector-specific requirements.
• Electronic notifications and administrative filings.

Foreign investment reporting may also apply. Certain investments require prior authorisation under Spain’s foreign investment control rules, so this should be checked before completing the transaction.

Your personal tax position requires a separate assessment, including any dividends, remuneration or services paid by the company.

How Long Does Company Formation Take, and What Does It Cost?

There is no single timetable or total price that applies to every non-resident founder.

Timing depends on factors such as obtaining identification numbers, preparing foreign documents, arranging representation, completing bank checks and resolving any registration queries.

Some electronic incorporation stages can be completed quickly once the necessary information is ready. That does not mean the entire process, including preparation from abroad, will take the same amount of time.

When comparing quotations, ask for a breakdown of:

• Company name certification, notary and registry expenses.
• Identification procedures and document preparation.
• Powers of attorney, translations and legalisation where needed.
• Professional fees and applicable VAT.
• Ongoing accounting, tax and payroll services.

Keep incorporation expenses, share capital and the company’s operating budget separate.

Frequently Asked Questions

Does an NIE Allow Me to Live or Work in Spain?

No. An NIE is an identification number. It does not itself grant residence or work rights.

Can a Foreign Company Own a Spanish SL?

Yes, generally. It will need the appropriate Spanish tax identification and supporting corporate documents. Ownership and investment requirements should be reviewed for the particular transaction.

Do I Have to Travel to Spain to Incorporate?

Not necessarily. A properly authorised representative may handle incorporation procedures. However, the notary, bank and identification authorities may have requirements that affect how your case can be completed.

Can I Start Working as Soon as the Company Is Registered?

Only if your immigration status permits the intended work and the relevant business, tax and Social Security requirements have been met. Company registration alone does not provide that permission.

Legal review: Francisco Javier Theuer Carmona, immigration lawyer and member of the Granada Bar Association (ICAGR 7984).

Last reviewed: 5 October 2026

How Nodisea Can Help

Our company incorporation service in Spain can help you plan the formation process and identify the documentation your project requires.

If you also intend to move to Spain, the company formation and immigration plans should be considered together.

Book a free initial consultation to explain your nationality, country of residence, proposed business activity and intended role in the company.

Official Sources

• Spanish Companies Act — BOE
• Setting up a business in Spain — ICEX Invest in Spain
• Company NIF procedure — Spanish Tax Agency
• Initial residence and work authorisation for self-employment — Ministry of Inclusion
• Entrepreneur authorisations — Unidad de Grandes Empresas