Setting up a limited company (S.L.)

In a limited company the partners are not personally liable for the company's debts: their liability is limited to what they contributed to the capital, with a minimum of €1. If the capital is below €3,000, at least 20 % of profits must go to the legal reserve until reserve plus capital reach €3,000, and if on liquidation the assets are not enough to pay the debts, the partners are jointly liable for the difference between €3,000 and the subscribed capital. The company can be set up online through the CIRCE system, by filling in the Single Electronic Document (DUE) yourself (an electronic certificate is required) or with help at a Punto de Atención al Emprendedor (PAE). First you must request from the Central Commercial Registry the certificate that the company name is not taken (valid for three months, renewable for another three). Sending the DUE books an appointment with the notary, where you bring the bank certificate of the capital contribution and the name certificate. The system then requests the provisional tax number (NIF), registers the company with the tax office, obtains the ITP/AJD receipt (incorporation is exempt), registers it with the Provincial Commercial Registry and with Social Security, and finally the tax office sends the definitive NIF.

Official sources

• Sociedad Limitada: creación y puesta en marcha (DGIPYME, junio de 2024)ESOfficial guidance · Checked on 2026-10-26