Table of Contents
1. What is the Trade Register in Spain?
The Trade Register in Spain is actually called Registro Mercantil Central and it has offices throughout the country, known under the Spanish name of Mercantile Provinciales. The role of this institution is to maintain a good communication and to develop well-organized information database for all companies that are set up in Spain. Our team of specialists in company formation in Spain can assist foreign businessmen with in-depth information on the main documents that have to be submitted with this institution.
It is also considered a means of information for the public in all matters regarding Spanish companies and it supervises the activity of the companies according to the Spanish law. The Trade Register in Spain does not receive public funds and as a result, it must charge a fee for its services. The Spanish Trade Register is divided into departments that deal with different types of company registration in Spain.
2. How can a company register with the Trade Register in Spain?
When opening a company in Spain, it is necessary to register it with the Registro Mercantil Central. The procedure of company registration in Spain is based on a set of documents, which have to be subscribed by the company’s representatives. Some of the main aspects that have to be concluded in this case are presented below:
- the articles of association – they represent the company’s statutory documents (incorporation documents);
- company charters – the document which describes the company, its business purposes, its type of legal entity and other similar matters;
- names and details on the shareholders, such as their identity documents;
- share capital of the company and others – the requirements for the minimum share capital depend based on the business form that was preferred for registration in Spain.
An application form must also be submitted in order for the file to be complete. The Trade Register in Spain will then analyze the application and make a decision. The procedure of company registration in Spain is finished when the registration certificate is issued. All changes that may appear regarding the company’s office, directors, name or activities must be registered with the Trade Register in Spain.
3. How can I have access to the Spanish Trade Register?
The Spanish Trade Register can be accessed by the public and anyone who desires to find information on certain businesses is free to do so. The database is available online or at the office of the Trade Register. In order to use the website of the Spanish Trade Register, one might need a user account.
If the person who wants to request information goes to the Trade Register office, he or she can make a personal inquiry. It is easier to look for a company if some searching filters are applied. You can access the database by completing the name of the company or the name of the members or the date of incorporation.
Basically, in order to access the information provided by the Spanish Trader Register, the persons requesting details on local businesses can be divided into two categories – users without agreement (who must pay a fee for the information they request) and users with agreement, who benefit from an account on the institution’s online platform. When searching information concerning a Spanish company, a person can search by its trading name, by the name of the administrator or company representative or by projects.
4. When was the Spanish Trade Register set up?
The Spanish Trade Register (more exactly, the Central Mercantile Register) was founded in 1990 in order to gather data from the regional offices. The activity of the Spanish Trade Register is regulated by the Mercantile Register Regulations, Section 379. Its main purpose is to provide basic data on the companies registered in this country.
5. How can one apply for a trading name in Spain?
Businessmen who want to open a company in Spain will need to propose a trading name that has to respect a set of criteria, as requested by the local legislation. Numerous aspects have to be considered, which may also vary based on the legal entity chosen for the newly founded business. Investors should consider the following:
- in the case of limited liability companies and corporations, the company’s trading name can be subjective or objective;
- businesses operating as partnerships can propose a trading name comprised of the name (or names) or the surname(s) of at least one of the business associates;
- a partnership must also include an abbreviation, but also the field of activity can be added to the trading name;
- as a general rule, legal entities set up here must also include the designated abbreviation for their business form.
6. How can an investor obtain a company name certificate in Spain?
One of the compulsory requirements imposed when starting the procedure of company formation in Spain is to obtain a company name certificate. This falls under the responsibility of the company’s founders, who must send a request in this sense. The request should clearly state the name of all the company’s founders, the proposed company name (up to three options) and the legal entity of the company.
Please note that if an investor sets up a business in Spain that operates through a website, the application for a trading name should not contain the domain names of their websites, in the situation in which such domain names end in “.es”, “.com”,”.net” or “.cat”.
Below, investors can find out more information on the registration procedure with the Spanish Trade Register:
7. What are the types of companies to be registered with the Spanish Trade Register?
All types of legal entities that are available under the Spanish Companies Law have to register with the Spanish Trade Register. The most common type of company that is registered in Spain is represented by the limited liability company. This business form provides some of the most advantageous conditions for businessmen and it is suitable for a wide category of business purposes. In Spain, the investors may also set up one of the following legal entities:
- sole trader – the simplest way to start a business activity for a natural person, with the mention that there is no legal distinction between the company and its owner;
- partnership – a partnership in Spain can be set up as a general or limited partnership and it is incorporated by at least two business associates;
- public limited company – the company’s founders are not held liable for the debts of this business form;
- branch office – although it is not a legal entity, as it falls under the supervision of its parent company, the branch office has to be registered with the Trade Register just like any other business form.
Our team of specialists in company registration in Spain can provide further important information on other aspects that have to be considered when proposing a suitable trading name. However, it is important to know that abbreviations are not approved for local trading names, as stated under the Mercantile Register Regulations, Section 398.2. After a company is registered with this institution, it must take the necessary measures to register with other relevant authorities. It must also comply with the regulations for VAT registration in Spain.
Persons wanting to obtain information from the Spanish Trade Register on a frequent basis can sign an agreement that requires a monthly fee for having more frequent access to the database. You may contact our company formation agents in Spain if you want to find out more information about the Trade Register in this country and the company incorporation procedures. We can also help you with opening a bank account and accounting services in Spain.