There have always been strong trading links with Spain and regardless of Britain's exit from the European Union there is a keen appetite for cross-border business between Britain and Spain. As Britain's ninth-largest trading partner there is considerable potential for lucrative business dealings with Spain.
The most efficient way of progressing cross-border business with Spain is to set up a company that is headquartered in Spain. Whether you have a new business idea or wish to expand your existing business into Spain you will need to obtain a visa to permit you to work in Spain. As Britain is a non-EU Member State there are two visa options to consider. An entrepreneur visa or a self-employed worker visa, depending on the size and industry sector you are aiming at. Our corporate and commercial lawyers have years of experience in assisting British nationals in setting up a business, opening a branch or buying a Spanish business.
An entrepreneur visa is appropriate for an innovative business, particularly in the technology sector, will provide many advantages including residency. A self-employed visa is suitable for consultants, freelancers or one-man-bands. A residency permit will also be required.
Gonzalo Butori, a partner, commented "an application for an entrepreneur visa requires a detailed viable business plan that clearly demonstrates the financial feasibility of your new venture. There are a number of strictly applied requirements and not all applications will be accepted." Gonzalo further commented "the application process is quite fast, with a response generally expected within 20-30 days. It would be wise to ensure that all the other factors required to begin trading are ready and no time is wasted before you open the doors to customers."
The self-employed visa is valid for one year and you will also have to apply for a residence permit within a month of your arrival in Spain, if granted it will be valid for two years. It is your intention to work as a consultant or an outsourced contractor you will have to demonstrate that your services are required by Spanish companies and your services have been enlisted by one or more businesses.
If you have an existing business in the UK and would like to trade with Spain opening a branch in Spain as your headquarters will considerably assist with cross-border trade. The most common types of business entities that can be set up in Spain are as follows:
Sole Trader - Empresario Individual or Autonomo
A British national planning to set up as a sole trader must have legal capacity to undertake business activities in the UK in order to set up in Spain. You will have to register at the Spanish corporate registry Registro Mercantil. A sole trader has personal financial responsibility for the business and there is unlimited liability for any debts accrued.
Partnership – Sociedad Civil
A partnership can be formed by two or more individuals who collectively provide the finance, staff and any equipment required for the business. They share the profits and the financial and legal liabilities. In the absence of a formal agreement or express agreement between the parties will be governed by the Civil Code in Spain.
The partnership can remain unofficial or be officially recognised by the being registered to pay tax Impuesto de Actividades Económicas, and the drafting and signing before a Notary of a partnership agreement Contrato de Constitucion.
Limited Liablity Company – Sociedad de Responsabilidad Limitada SRL
Is a type of private limited company (PLC) but shareholders do not have responsibility for any debts the company incurs and shares cannot be traded in the stock markets, and there is a minimum investment required. Corporation tax Impuesto sobre Sociedades is payable.
Setting up such an entity requires registration with the commercial registry in Spain, Registro Mercantil, followed by a request for a tax number Codigo de Indentificacion Fiscal to facilitate the payment of Impuesto de Actividaes Economicas IAE tax. Finally registration with Social Security Seguridad Social.
New Enterprise Limited Company Sociedad Limitada Neuva Empresa
This type of commercial entity is a simplification of a limited liability company. One of the requirements is that the registration number, at least one founder's name and the words Sociedad Limitada Nueva Empresa or S.L.N.E. are incorporated in the business name. Initially there can only be five partners or shareholders, new shareholders can be incorporated by means of transfer on the provision that they are individuals and not a legal entity such as a company or corporation. An investment no less than €3,000 or over €120,000 is required and the requisite corporation tax is payable.
Paola Vitali, a partner who heads the Barcelona office, pointed out "there are many issues that a new business setting up in a foreign country must address which, whilst there are broad similarities, there can be important differences, particularly related to the financial obligations of a business." Paola further commented "our commercial lawyers support and protect new businesses and make sure that the new company is compliant and in recognition of the different legal landscape we keep them informed in advance of any new law or regulations that will impact on them"
Our expert corporate and commercial lawyers in Spain work in close association with the team in the London office to assist clients with all aspects of setting up a company in Spain and will follow through with the legal assistance required as the business grows.
Paola Vitali is the partner who heads the Barcelona Office, she has practiced in Spain since 1997, where she was admitted to the Bar Counsel of Barcelona. Since 2022 she has been registered as an established lawyer with the Bar Council in Milan
Paola is also an international mediator and an arbitrator at the Arbitration Court of the Italian Chamber of Commerce in Barcelona (TACCIB). She is licensed to practice law in Spain and Italy.
Paola enjoys a well-deserved reputation for excellence with an in-depth understanding and diversity of knowledge to enable her to advise on complex international matters for global organisations. She has a level of experience that singles her out and gives her clients complete confidence when appointing her.
Gonzalo has acted in a wide range of international and domestic commercial disputes. He regularly appears at mediation and arbitration hearings. He has acted as co-advocate in international commercial disputes under ICC rules as well as in other Alternative Dispute Resolution (ADR) proceedings.
Gonzalo is recognised for his focus on resolution for his clients as well as his robust capacity when pursuing his clients' best interests. He has assisted in a number of cross-border transactions involving various EU jurisdictions and achieving highly successful results for his clients. He specialises in conflict of laws and jurisdiction.
Gonzalo also leads the Latin America LATAM Desk in London where the focus is assisting companies and individuals from South America with interests in the United Kingdom in a variety of matters including contract disputes as well as assistance for businesses wanting to enter new markets.In addition to being admitted to practice in England & Wales as a Registered Foreign Lawyer (RFL), Gonzalo is admitted in to practice as an Abogado, a Spanish-qualified lawyer in Spain, as well as Avvocato Stabilito in Italy
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.