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Establishing a Subsidiary in Spain

Flexible and efficient legal support for creating your new company

Subsidiary Formation in Spain

Take the first step towards realizing your entrepreneurial dreams by incorporating a company in Spain and turning your business idea into a thriving reality!

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To request a free consultation case, please provide us with your contact details below and we will contact you via email or phone.

How can a lawyer help me?

Our corporate lawyers at Lexidy are experts in the processes of creating a Spanish subsidiary. Through Power of Attorney, we will handle all the formal steps in gathering information for submitting documentation on your behalf. When necessary, we will walk you step-by-step through the actions to make the process as easy, simple and understandable as possible.

What Our Clients Are Saying

Don’t try to go through the process of subsidiary formation on your own. Seek the help of an experienced corporate lawyer to increase your chances of success and make the process as smooth and stress-free as possible.

What is a subsidiary company?

A subsidiary is a new company incorporated in Spain that is distinct from the foreign entity and has its own independent legal identity. However, it’s controlled by another entity that owns the majority of the shares in the subsidiary. The subsidiary can be incorporated under any legal form permitted by the Spanish legislation.

What documents do I need?How to obtain the Good Standing Certificate and Company’s Bylaws?

Spanish law requires these two documents to create a subsidiary: A Certificate of Good Standing and Company Bylaws. Certificate of Good Standing can be acquired at any commercial registry where the company is originally incorporated. The company bylaws are simply a copy of the existing bylaws.

What are the requirements?

From the Parent Company:

  • Obtain the Parent Company’s Tax ID Number and Digital Certificate.
  • Sign of the Establishment Deed at the Notary Office.
  • Register the Incorporation Deed with the Company’s Office.
  • Pay any of Notary and Commercial Registry fees.

Process of getting established

Establishing a Subsidiary in Spain

  1. File a “no-coincidence” certificate by requesting the Company’s name with the Central Commercial Registry.
  2. Draft the Articles of Association, or corporate bylaws in accordance with Spanish legislation.
  3. Draft of the Establishment of LLC Deed in accordance with to Spanish legislation.
  4. Open a Company Bank account and obtain a deposit certificate with the initial founding capital (Minimum of €3.000).*Spanish banks  require the administrator to be personally present in Spanish territory to activate the bank account for security reasons.*
  5. Present documentation to a Spanish Public Notary to allow for the Establishment of LLC Deed.
  6. Obtain a provisional and definitive Número de Identificación Fiscal, or N.I.F.
  7. Incorporate and register the NEWCO with the Commercial Registry Office by presenting the Deed and related documentation.
  8. Draft and present the MODEL D-1A – “Declaration of foreign investment in unlisted companies, branches and other forms of investment”. This is compulsory in cases of foreign investment, for example when a foreigner is a shareholder in the Spanish subsidiary.

Parent Company Responsibilities

  1. Responsible for drafting the Certificate, with the agreement of the Shareholders, to establish a Company in Spain.
  2. Acquire a Good Standing document from the Commercial Registry of the Parent Company’s place of origin.
  3. Coordinating of the legalization and translation of the Good Standing and the Certificate agreement, along with the Articles of Association. 
  4. Present the standard foreign Company’s registration form with Spain’s tax authorities to obtain the tax identification number, or NIF, by completing the MODEL 036 form. This requires a Good Standing or similar document from the Companies Registry from the country of origin.
  5. Register the foreign Company’s Administrator’s NIF by filing a MODEL 030 form with the Spanish authorities.

Foreigners ID Number

  1. Apply for foreigner ID number, or NIE, by submitting a MODEL EX-14 form with Spanish government authorities.

Draft of the following documentation:

  • Letter of Motive.
  • Certification of passport.
  1. Submit a FORM EX-15 with the Spanish government authorities.

Find you Corporate Lawyer

Héctor Lopez Vazquez

Héctor Lopez Vazquez

Head of Corporate Department
Madeleine Cadwell

Madeleine Cadwell

Lawyer
Francesca Coluccio

Francesca Coluccio

Legal Advisor
Luisa Rivera

Luisa Rivera

Trainee
Jorge de Ros

Jorge de Ros

Lawyer

Frequently Asked Questions

The activities that the subsidiary may carry out are not limited to those of the foreign entity.

A power of attorney is a legal document that is used in many European countries by persons who are not able to attend certain events or places but want to be represented by someone to act on their behalf. This can be for signing contracts, making decisions, submitting documents and more.

For forming a company in Spain, Power of Attorney is not essential. However, its speeds up and simplifies the process if the company’s shareholders are not in Spain.

Spain is a decentralised unitary state formed by 17 autonomous communities, and two autonomous cities. Basic commercial law, like company formation, is enacted by Spain’s central government, which has exclusive competence to legislate on these matters.

The process usually takes 4-6 weeks once the shareholders have a NIE. The process may vary depending on the type of formation, whether it’s a new company or setting up a branch, and on the Autonomous Community where the company will be registered. Some regional registries can take longer than others.

Be happy. Join a community of satisfied and successful customers

Karin Avila
Karin Avila
11:05 20 Mar 24
I've worked with Lexidy for three years on my immigration status. They are professional, knowledgable and reliable. In particular, I've worked with Cristina and her team who have provided consistent top-notch service. Cristina has a thorough and clear communication style, and she has been a great source of information. I highly recommend working with Lexidy.
Muizz Ahmed
Muizz Ahmed
11:33 14 Mar 24
Working alongside Cristina has been an excellent experience. I initially contacted her from Pakistan and had a one-on-one meeting in Madrid upon my arrival. She is an exceptional lawyer with extensive expertise in her field. Despite my numerous concerns and questions, she remained remarkably calm and patiently explained everything to me, demonstrating both her exceptional professionalism and personal qualities.Thanks to her assistance, I obtained my TIE in Spain. For anyone seeking immigration advice or services, I highly recommend reaching out to her. Cristina, along with Lexidy, offers a comprehensive solution for realizing your European dreams. Many thanks, Cristina and Lexidy, for your invaluable support.
Alejandro Perez
Alejandro Perez
16:40 29 Dec 23
I’ve used them numerous times for my visa purposes. They’ve been honest and direct with there responses. Comes to show they’re knowledgeable and wont waste both our times. Highly recommend them!
ERIC W
ERIC W
16:08 07 Dec 23
Thank you Vasco and Pedro. Good service.
Ebrima Mansa Badjie
Ebrima Mansa Badjie
05:44 13 Oct 23
Yaw Kevin
Yaw Kevin
02:00 27 Sep 23
We get to know about Spanish Golden Visa by property investment through web searches but as a foreigners we have limited knowledge about Golden Visa application compliance and property sales and purchase governing rules and regulations.There are many websites out there listing out how Golden Visa legal system or property ownership in Spain works but we know it is even beyond language bearer that we need an experience, responsive and dedicated specialist to do the job.We come across Lexidy Law, which specialized in assisting foreigners in Golden Visa application and in our case through the property purchases (there are few types of ways for qualifying on Spanish Golden Visa application).Because of the straightforward services price structure of Lexidy and easy to understand explanations of the home-purchasing process, we felt confident after meeting with Mr.Alejandro who is the first person we met of the application process.During our property purchase, the sale of the house has come to a halt and become a complex and problematic deal as a result of sellers’ family dispute on the sales proceed distribution. The argument lasted for two months, pushing back the completion deadline.The Lexidy real estate team has done an excellent job, in particular with the lead by Señor Juan Diego.Juan is highly knowledgeable, competent and down to earth practical lawyer in this field; his previously work experience in real property gives us good spectrum of views and advices with alternative or solutions and he shows his capability in ranking them logically so we do the decision to choose the best fit for ourselves.He promptly provides updates on every development and highlights complication or consequences from both the seller and buyer perspective (nearly every day). His effective and fluent communication skills in written and spoken English saved thousand words for non Spanish language speakers like us; He maintain his client's best interests in mind yet remain independent in giving his advices.Lexidy's real estate team has spent a considerable amount of time and resources helping us have a successful closure to this property purchase.Yes, we are now proud house owners, and Lexidy didn't charge us extra for the additional work and efforts on the process hiccup. We are impressed and thankful with the professionalism.Thankful Lexidy, it would be impossible for us to have a flawless closure and a successful property transaction which now lead us to the final path of Spanish Golden Visa process which handle by Ms.Laura and her team.It is truly a blessing and we sincerely hope that our review might also benefit you in finding a correct choice of Spanish Golden Visa application service provider.
Iuliana Popa
Iuliana Popa
15:46 26 Sep 23
Update: I received the money in two days after I left this comment, big kudos to the people involved in this. It's really incredible, I did not expect it. Thank you very much!Horrible service! I was their client for almost 2 years and they transferred me to another accountant. All could’ve been great, but they are not returning my money for a service they didn’t complete (around 400€) for already more than 6 months and what is even worse, not even replying to my emails. If I would be you, I would definitely not sign with them.
Mohamed Ramy
Mohamed Ramy
09:57 29 Aug 23
Exceptional service with exacting details. Not only were the staff friendly but also extremely exhausting to make everything simple, efficient, and clear. Whether it's about the new digital visas or retiring visas, they're your obvious choice!
Jonathan Elron
Jonathan Elron
07:37 13 Aug 23
A great law firm that covers anything an expat might need. I needed help with real estate initially, and they also helped me with immigration, taxes, and corporate legal matters. Fantastic people to work with. Alejandro from their real estate and immigration department is my main contact and he is an absolute pleasure to work with. Highly recommended!
Kyle McConnell
Kyle McConnell
14:51 09 Aug 23
Steve Pitt
Steve Pitt
17:32 26 Jul 23
Outstanding service. Knowledgeable, responsive team of attorneys that is easy to work with. We used them to purchase a property in Madeira Portugal and everything went great. We worked with Vasco, who was a pleasure to work with, very responsive, professional and knowledgeable. We're working with their immigration team now for our D-7 application and they've been great so far. Very helpful and providing the service and help we need to hopefully complete the process. Both my wife and myself have been very pleased with their service and highly recommend using Lexidy Law Boutique.
Éva Mezősi
Éva Mezősi
07:54 26 Jul 23
Lexidy was highly dependable, and our devoted lawyer, Rita Proenca, consistently remained available to address all our inquiries. We are extremely appreciative of her assistance! We highly recommend their services!
Juan B Colombo
Juan B Colombo
15:25 04 Jul 23
I had an issue with an incorporation and I had to request a refund for my order. It took a little longer to get the refund but the CEO took personal care of my case and issued the refund as soon as it heard about the case. Very serious and responsible company.
Jure Borisek
Jure Borisek
13:37 23 Jun 23
Me and my partner we wanted to get married in Azores, Portugal. Because we are not Portuguese and not living in Portugal it was very complicated to get the paperwork for marriage procedure done. We hired Lexidy Law Boutique Portugal. Our contacts were Diana, Bruna and Margarida. We worked with a very short time window, because we decided for their services just some months before our planned ceremony date. After the plan was laid out, they started to fulfil it immediatelly. I cannot remember the last time, when someone was so responsive and made such an effort. They have encouraged us so positively throughout the process and kept us informed of progress all the time. Bruna was being very supportive and responsive at all times.Lexidy Law Boutique, especially their team Diana, Bruna and Margarida made our wish come true of getting officially married in Azores, Portugal as a foreigner.We highly recommend Lexidy Law Boutique for their services.
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Michael Leggett
22:27 17 Jun 23
Absolutely wonderful team that made the visa/residency application process seamless! For any Americans looking for assistance with this process, Lexidy is THE way to go. Great team to work with!!!
Omar Ghosheh
Omar Ghosheh
21:25 15 Jun 23
Lexidy Law team provided me excellent service. Their promptness and customer service was outstanding. I used Lexidy to facilitate the purchase of my house in Marbella Spain and they made the experience so simple and pleasant. I highly recommend Lexidy’s services. Juan Muñoz and Alejandro Cano were my point of contact and found both of them a joy to work with.
Blake Yu
Blake Yu
12:13 30 May 23
I'm an expat / tech worker from the US and have been in contact Lexidy since I moved to Barcelona roughly a year ago and have to say it's been very convenient having help centralized across tax, immigration, and labor. Want to give a shout out to Monica Lopez, Gabriela Baly, Sara Rinaldi & Sara Fraile for all being very professional / supporting me as things have come up!I've already referred a few friends in that are interested in moving to spain on nomad visas. Gracias por todo!
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