I was wondering if anyone out there had any experience trying to open their own Corporation in Spain?

Say for example I have my own LLC (limited liability corporation) in the U.S., and I would like to open a branch in Spain. Is there a legal way that foreigners can bring thier business to Spain and operate?

I would be interested in doing this, and operating as my only employee, doing consulting work. Would they allow me a visa? Would I need to employ Spaniards first? Any information anyone has about starting or operating your own business in Spain as a foreigner, would be greatly appreciated.

Thanks,

LCQ

this does not answer your question.... but if you are the sole employee and are offerring consulting services, why are you an LLC? As a sole employee/consultant the llc and corp form do not help you.

Bocata King, have you gained any more information about your situation which you'd care to share with us here? I know others have expressed an interest in this topic previously and wondered if you were any closer to realizing your goal.

Saludos, MadridMan

In the US, LLC and corporations are a legal way to "shield" personal assets from an individual's business dealings. There are many legal reasons an individual would want to "incorporate." However, it is usually less expensive (taxes, regulations) for an individual to operate as a "Sole-Proprietor."

The bigger question could be: Are these U.S. methods appropriate or needed in Spain? Does an LLC (or its equivalent) or corporation (S.A.) in Spain protect a proprietor's personal assets???

I don't know anything about moving a company to Spain. However, I do know about the legal figures for a company in Spain.

The three main figures are: Sociedad Limitada, Sociedad Anónima and Autónomo.

The most flexible one is the Sociedad de Responsabilidad Limitada (equivalent to a LLC). You need at least two persons to found one, and a capital of 500.000 ptas. You answer only with the actives of the company, never with your properties.

Usually the Sociedad Anónima is used by big comapnies, while the Sociedad Limitada is used by small or medium companies. To found a SA (Sociedad Anónima) five members are needed, and a capital of 20 million ptas. In a SA you answer with the properties of the company (I'm not 100% sure of this last point).

An "Autónomo" is an autonomous worker, that is, a worker who is working for himself alone. This is not a recommendable figure for a company, because the taxes for "Autónomos" are quite high, and obviously you answer with your properties.

There are other figures, but these three are the most extended ones, and the others are generally inconvinient. They are: Sociedad Laboral, Sociedad Civil, Cooperativa, etc...

Fernando

Fernando, thanks for contrasting the structures in Spain.

In the U.S. the prudent measure for an individual business owner is to incorporate (S.A.). The concept of "unlimited-liability" here in The States is - for obvious reasons - a burden no smart business person should accept. This is why many medical doctors, for example, are actually corporations. Many think a corporation (or LLC) is a large organization, when many times it's just one or two people.

Sounds like S.L.'s (more like a LLP, not LLC: Limited Liability 'Partnership' which as a 'Partnership' requires at least two people to exist) and SA are the two main and efficient ways or organizing.

In the U.S. an "individual" can own and operate a corporation (S.A.), as the sole shareholder, even if there are other "board-member.' Is there a business structure in Spanish law that would afford an individual the same asset-protections as a SA or SL do??? Or, is it impossible without finding a partner (for SL), or a group of investors (for a SA)...

Thanks!

Actually you may use a structure in some tricky ways

For example, the most used one (the SL) requires an initial capital to found it. You may have the 500.000 ptas in a bank account when you found it, and the next day take them (so you only need 500.000 for a day). I know SLs with a sole owner.

If the target is to have your own, small-medium company, the perfect choice is a Sociedad Limitada (better conditions, better tax treatment, better legal coverage, etc).

It may also be useful for you to know that the tax upon profit is a 30%. Keep in mind that you may have as much outputs as you wish, making your society to have 0 profit or even negative thus not paying taxes or the least of them.

"Fernando's business course" :p

Fernando

This may steer the thread in the wrong direction, but could someone comment on the immigration implications of bringing capital into Spain; forming a S.L. or S.A. in Spain. I think someone once mentioned you have to employ at least two people?

Bluntly , will aproximately €30.000,00 make it easier to sovle the visa dilemma non EU individuals have? This ability to "buy" (form a cynics standpoint - not mine) a visa through investment is a concept available here in the U.S. Anyone care to comment...thanks!

Thanks Fernando and JJP for all the info.

To tell you the truth I had kind of forgotten about this topic!

I guess I should explain a little about my situation so that people aren't confused about my complete lack of business knowledge. First I should explain that my dad is a lawyer and it was entirely his idea that I have a LLC instead of a sole proprietorship or anything else. I should also be honest in saying the only reason I became interested in starting one, was to try and facilitate a legal way for me to work in Spain.

It is my understanding - and again I should reiterate that i have very little knowledge of these matters - that corporations in America can legaly exist by simply stating that they exist "for the purposes and practices of a corporation" which is to say - you don't have to say exactly what it is that your corporation does.

Now you can call this youthfull hoping if you wish, but I thought that if the same specifications exist in Spain, I could simply open an "office" in Spain for my company and do "consulting" work - is anything more vague than "consulting"?

On a serious note, I could use my knowledge of the actions sports industry here in america to help our Spanish counter parts produce events or import and distribute goods in Spain. But one another note - What would stop me from "consulting" with a bar on how to bring drinks from the bar to the tables???? I know it sounds ridiculous, but in a legal sense how is that different from Arthur Anderson sending an accountant to a Spanish company to "consult" with them about their accounting procedures?

So that is my own twisted thinking, I realize that, like JJP mentioned it is a way to "buy" a visa, but hey, it happens here all the time - I welcome your criticism or opinions.

BK

It has nothing of ridicolous. If a legal trick can solve a stupid barrier for comming to work to Spain then, why not use it?

I will do the same if I was to work in the US.

I think that the process and the requirements are a little different in Spain (although I'm not a lawyer myself). You can found a company here, even not having an office, that is, you can also work from your home with that company.

However, you must define the purpose of your company when founding it (and yes, I don't see any legal problem in telling that you are doing consulting work). In fact, I don't see any problem to have a company that in practice does nothing, except that it will cost you some money (not much) in taxes and registration stuff.

However, I think it is more interesting to think about having a company to earn money. Otherwise you will be living of nothing...(or maybe you may use the company as a delay to find other job).

It is really a mess how the comercial and migration relationships between US and EU works... We should have with the US the same facilities as with the EU (if I want to work or travel to a EU country I won't have any problems for example).

Fernando