The main statutory documents of a company in Spain are represented by the memorandum and the articles of association. The way in which they are drafted depends upon the legal entity of the company. In the situations in which the articles of association are required, the investors will have to state general information on the company, such as its trading name and the legal entity, as well as its main business purposes and the activities it can undertake.
Foreign businessmen who want to open a company in Spain can receive an in-depth presentation on the overall regulations that are compulsory for the articles of association from our team of company formation consultants. Our specialists may assist businessmen with advice on any of the legal aspects that have to be included in the company’s bylaws.
Table of Contents
Persons who are interested in the procedures related to company formation in Spain should know that, in the case of a limited liability company, the investors will need to draw the articles of association. The applicable legislation prescribes that the articles of association of this type of legal entity will contain provisions related to the following:
At the same time, it is important to know that the director can be removed from this function in the situation in which the board of directors prescribes a resolution in this sense, as the articles of association allows them to perform this action. Our team of company formation agents in Spain can offer more details on this subject.
As mentioned earlier, the articles of association of a Spanish company must contain a set of compulsory provisions. This founding document has several chapters, referring to different aspects of the corporate structure and management. It also defines the rights and the obligations of the company’s founders and directors; our team of consultants in company registration in Spain can advise on the full structure of the articles of association, which basically refer to the following aspects:
A company that is registered in Spain is legally required to draw the company’s statutory documents, as this represents the founding document through which the entity is recognized in this country. The procedure on opening a company in Spain became more flexible starting with 2010, through the implementation of the Royal Decree Act 13/2010.
Under this regulation, local and foreign investors had the opportunity to simplify the registration process and in the case of a limited liability company, businessmen benefit from two options, depending on the type of articles of association selected. In the case of this business form, investors can select to draw and sign the standard model for the articles of association or by using a tailored model of the articles of association.
Regardless of the option selected, the incorporation procedure will require the participation of a public notary in Spain, who is the entity legally entitled to perform specific steps of the registration. The second category of articles of association is seen as a more flexible option, as the investors can establish several provisions in accordance with their needs. Further on, the public notary will include these regulations which must comply with the provisions of the Companies Act.
The legal procedures through which the Spanish articles of association become legally recognized fall under the supervision of the public notary, regardless of the model selected by the investors. After the articles of association are completed and signed, a new set of steps have to be taken, with the purpose of completing the registration of the Spanish company. Our team of specialists in company registration in Spain can provide legal representation on the following steps:
As a general rule, the Spanish economic environment is represented by more than 3 million companies; the number of local businesses declined once the economic crisis began in Europe, but starting with 2013, the business environment gradually revived and this had a positive effect on the Spanish incorporated companies. Investors should know the following:
When starting the procedure of company registration in Spain, the investors will be required to notarize the articles of association, operation that is performed in front of a public notary. Later on, the documents will be registered with the Mercantile Register and they will be available to a larger public. We invite you to contact our team of company formation consultants in Spain for more details related to the Spanish articles of association.