SL Incorporation in Spain: Guide & Heavnn Support

Business Setup guide

Quick answer — Spanish SL at a glance. A Spanish SL (sociedad limitada) needs an NIE for each founder, a company name certificate, a notarial deed and registration with the Mercantile Registry, and can be formed with share capital from €1. New companies pay 15% corporate tax in their first two profitable years, and reduced rates for small companies are being phased in. Digital nomad visa holders should check the Beckham Law conditions, which limit the shareholding of directors.

Executive Summary & Context

Spain's digital nomad visa, created by the 2022 Startup Law, made it one of the most attractive EU destinations for remote professionals. Combined with the Beckham Law — a 24% flat rate on Spanish employment income up to €600,000 and an exemption for most foreign income — it can bring a high earner's tax rate well below Spain's normal progressive rates.

The structure you choose decides whether you keep that advantage. As a remote employee of a foreign company, you usually qualify easily. As a freelancer (autónomo) or the owner-director of a Spanish SL, the rules are stricter: certain business activities and significant shareholdings can disqualify you. The SL is a powerful tool, but only once you know how it interacts with your visa and your regime.

Who a Spanish SL suits

Who it does not suit

An SL is often unnecessary for remote employees of foreign companies or for freelancers with moderate income. It is not designed for locally employed expats or cross-border commuters.

Comparing Southern European options? See our guide to digital nomad visa company setup.

Legal Entities & Comparison Matrix

OptionLiabilityMinimum capitalTaxTypical use
Autónomo (self-employed)Unlimited, personalNoneProgressive personal income tax (IRPF) up to about 47%; social security based on real incomeFreelancers with moderate income
SL (limited company)LimitedFrom €1, with reserve obligations below €3,000Corporate tax (IS): 15% for new companies in their first two profitable years; reduced rates for small companies; 25% generalFounders who reinvest or need liability protection
SA (public limited company)Limited€60,000Corporate taxLarger companies

The Beckham Law and your structure

SituationBeckham eligibility (summary)
Remote employee of a foreign company on the digital nomad visaGenerally eligible
Director of a Spanish company holding less than 25%Generally eligible
Director of a certified innovative startup (Startup Law)Eligible regardless of shareholding
Director holding 25% or more of an ordinary SLGenerally not eligible
Entrepreneur carrying on an innovative activity certified by ENISAEligible

If you are comparing destinations, see the Portuguese company for D8 visa holders and the Italian SRL for impatriates.

Substance, Residence & Compliance Governance

Your visa conditions

Under the digital nomad visa, self-employed holders can work for Spanish clients only up to 20% of their professional income. Running an SL that serves mainly Spanish clients may therefore not fit the visa — check this before incorporating.

Tax residency

You are Spanish tax resident if you spend more than 183 days in Spain in a calendar year, or if your main business or economic interests are in Spain. Beckham must be requested within six months of registering with Spanish social security.

The SL as a taxpayer

The SL is a separate taxpayer resident in Spain. Dividends from it are taxed at savings rates (19–30%) for residents not under Beckham; under Beckham, Spanish-source dividends are taxed at the regime's savings rates. Salary from your SL is employment income.

Compliance and AML/KYC

Setup Costs & Economic Model

Cost itemOne-off or recurringIndicative amount (2026)Notes
NIE for each founderOne-offSmall government feeNeeded before anything else
Name certificate (certificación negativa)One-offAbout €20From the Central Mercantile Registry
Notary and Mercantile RegistryOne-off€300–800Reduced costs with standard articles and online CIRCE procedure
Gestoría or lawyer for formationOne-off€300–1,200Optional but common
Accounting (gestoría)Monthly€100–300Quarterly and annual filings
Director's social security (RETA)MonthlyFrom about €300Depends on declared income bracket

Amounts are indicative.

The economic model: €120,000 of profit

ScenarioTax picture
Autónomo, no BeckhamProgressive IRPF on the full profit, top rates around 45–47% depending on region
SL in its first two profitable years, profits retained15% corporate tax
SL, normal rate, profits distributedCorporate tax, then savings tax on dividends (19–30%)
Remote employee under Beckham24% flat rate on Spanish employment income up to €600,000

The SL wins when you retain profits or are early in the company's life. For high earners who qualify, Beckham often beats both.

Step-by-Step Formation & Business Banking

  1. Obtain an NIE for each founder and director.
  2. Check visa and Beckham compatibility: Spanish-client share and director shareholding.
  3. Request the name certificate from the Central Mercantile Registry.
  4. Open a bank account in formation and deposit the share capital, or use the €1 option with reserve obligations.
  5. Sign the deed of incorporation before a notary, or use the online CIRCE procedure with standard articles.
  6. Obtain the provisional tax number (NIF) and register the company with the Mercantile Registry.
  7. Register for taxes and social security, including the director's RETA registration.
  8. Apply for Beckham within six months of social security registration if eligible.

Opening a business bank account

Spanish banks open accounts for SLs in formation; expect KYC on all founders, the NIE, and a business description. Online banks and payment institutions are common for day-to-day operations.

The Spain Business Bank Comparison Guide compares the main options for new SLs — get it when you start your Spanish setup with Heavnn.

Frequently Asked Questions (FAQ)

What is the minimum capital for a Spanish SL?

Since 2022, an SL can be formed with share capital from €1, but while capital is below €3,000 the company must allocate part of its profits to a legal reserve and founders have certain liability in a liquidation.

Can I keep the Beckham Law if I own a Spanish SL?

Often not, if you hold 25% or more of an ordinary SL and act as its director. Directors of certified innovative startups and entrepreneurs with ENISA-certified activities can qualify regardless of shareholding.

What is the corporate tax rate in Spain?

The general rate is 25%. New companies pay 15% in their first two profitable years, and reduced rates for small and micro companies are being phased in.

Can I work for Spanish clients on the digital nomad visa?

Yes, but as a self-employed holder, Spanish clients can account for at most 20% of your professional income.

Autónomo or SL: which is better?

Autónomo is simpler at moderate income. An SL usually becomes better when profits are high and you retain part of them in the company, or when you need limited liability.

Launch Your Spanish Company with Heavnn

In Spain, your visa, Beckham and your company must fit together. Heavnn checks all three before you incorporate.

Start your Spanish setup with Heavnn →

This guide is general information, not tax or legal advice. Rates and fees are indicative as of October 2026.

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