A joint stock company in Spain can be set up by foreign investors who are interested in trading the company’s shares on the local stock exchange. A joint stock company is also referred to as a public limited liability company, and it is important to know that the entity is an autonomous business form. Our team of company formation specialists in Spain can provide assistance for the incorporation requirements established for this type of entity.
| Quick Facts | |
|---|---|
| Joint stock company use in Spain | The SA is commonly used for large business ventures that will also offer their shares to the public. |
| Joint-stock setup services offered by our Spanish experts | We provide complete SA company setup assistance, with pre- and post-incorporation services. |
| Registration authority | The Spanish Mercantile (Business) Registry |
| Legislation | The Corporate Enterprises Act, the Commercial Code and other relevant laws and regulations |
| Minimum share capital | EUR 60,000 |
| Requirements for the Spanish joint-stock | The Deed of Incorporation shall be signed by all founding members. The SA will observe the reporting requirements and any other special provisions that may apply in its case. |
| Minutes of constitutive meeting required (YES/NO) | Yes |
| Signature sample required for joint-stock creation in Spain (YES/NO) | Yes |
| Number of directors | At least one, or at least 3 directors if the company is managed by a board |
| Management | Board of directors |
| Requirements for opening a bank account in Spain (YES/NO) | Yes |
| Board of executives meeting requirement | An annual general meeting is required and decisions are adopted by majority vote. |
| Corporate income tax rate in Spain | 0.25 |
| Dividend tax rate in Spain | 19% or 0% if a double tax treaty is in place |
| Time frame for registration | At least one week or more. Our team can give you details. |
Table of Contents
Legal requirements to open a joint stock company in Spain
Entrepreneurs interested in company formation in Spain can open a joint stock company only if 25% of the company’s minimum share capital is deposited during the incorporation procedures. The company’s capital will then be divided into shares, which can be traded on the Spanish stock exchange.
It is important to know that the shares of the company can be transferred following specific regulations, which are established in accordance with the types of shares available here.
The investors will have to set up a board of directors, which must be comprised of minimum three persons. It is also necessary to set up a general meeting, in which company’s members are allowed to participate. A characteristic of the joint stock company is that it can offer its shares to the general public. Our experts in company formation in Spain can provide more information on the procedure and also invite you to explore this infographic:
Incorporation stages for a joint stock company in Spain
Here are the main registration steps for a joint stock company in Spain, mentioning that our Spanish agents can provide help and representation with the Spanish Trade Register:
- the name verification and reservation are done with the Central Mercantile Registry in Spain.
- a joint stock company is established based on documents such as Articles of Association and Memorandum of Association.
- the JSC must have a local bank account where the initial share capital is deposited. A certificate in this sense will be issued by the bank.
- the public deed of incorporation is a document that must be signed by the shareholders of the joint stock company in Spain. A representative/agent acting with the power of attorney is also accepted for signing such a document.
- the corporate tax ID or NIF is issued by the Tax Agency in Spain. This code confirms that the joint stock company is registered for tax purposes.
- another important step in incorporating a joint stock company in Spain is registration with the Ministry of Industry and Trade. As such, the foreign investments must be declared to this authority.
These are some of the steps to register a joint stock company in Spain, but also the most important ones. If you have all the approvals, the Certificate of Incorporation will be issued. In this step, the joint stock company can develop its business in Spain, legally.
Types of shares in a Spanish joint stock company
According to the regulations prescribed by the Capital Companies Act, a Spanish joint stock company can issue several types of shares, as follows:
- ordinary shares;
- privileged shares;
- stocks.
Such shares provide general rights and obligations (through the ordinary shares and stocks), as well as supplementary rights available for the shareholders (through the privileged shares).
Representation with a power of attorney in JSC formation in Spain
Foreign entrepreneurs who choose to conduct their business as a joint stock company can be represented with a power of attorney by our specialists. This can be an important first step in business because such an expert knows how to incorporate a company, collaborates closely with the institutions for business registration, and can offer advice on various problems. Therefore, we recommend that any foreign businessman request representation with a power of attorney when setting up a company in Spain, as it can be a joint stock company.
Statistics about the economy of Spain
Here are some statistics about the Spanish economy, to help you when you want to open a business here:
- it is expected that the economic growth to reach around 3% by the end of 2025.
- Spain has one of the lowest inflation rates in Europe, at almost 2%.
- Spain’s economic growth of almost 3.2% in 2024 was largely supported by tourism, domestic demand, private consumption, etc.
Please contact our team of company formation agents in Spain for more details related to the incorporation of a joint stock company.