Company in Spain

M&G Consulting we make available to our customers when they are raised to start a business, national or international, is present in Spain, or also go further and extend it, in Europe and worldwide ..

From our consultancy study the best options and economic advantages, tax, business, accounting, legal, and the possibility of applying for grants, subsidies, finance, insurance, etc., And advise on the type of business more suited to your needs: Limited company a corporation, limited employment, pre-constituted, offshore (international: anywhere in the world) or branches.,

WHAT WE DO?

In the Commercial Register (request and subsequent registration name):

Before the Notary: articles of incorporation, bylaws and powers
Settlement of Transfer Tax and Stamp Duty. MOD. 600.
In Finance: obtaining tax identification number, high census and economic activities
On Social Security: registration of the company TA 6, a registered independent and if applicable, registration of workers, payroll, hiring, firing, access to regulatory agreements, insurance.
Special Guestbook.
Opening Communication Workplace. (Help in finding office or business premises, is made to lease in the case, and if it does not require local physical, it requires only headquarters, in this case, is given for your convenience at a reduced price, Service headquarters, in Madrid and the rest of the world..
License application to the City, if the client requests it..

Incorporation of Companies

Once the business plan has been studied and its viability analyzed, the first decision to adapt is the choice of the legal form that undoubtedly will be the most appropriate for the activity that is planned to be developed.

We indicate some aspects to take into account at the time of making the election:

Number of promoters.
Responsibility of the promoters.
Type of activity to be exercised.
Economic needs of the project.
Fiscal aspects.

Type of Societies that we create:

Limited Liability Company (S.L)

It has its own legal personality and commercial character, whatever the nature of its object. The constitution of the company is made through a public deed that must be registered in the Mercantile Registry. As of that moment the society acquires legal personality.

In the constitution deed, the following will be expressed:

The identity of the partner or partners.
The desire to establish a limited liability company.
The contributions that each member makes and the numbering of the participations assigned in payment.
The bylaws of the company.
The determination of the specific manner in which the administration is initially organized, in case the bylaws provide for different alternatives.
The identity of the person or persons who are initially responsible for the administration and social representation.

In the bylaws of the company, at least:

The name of the company.
The social object, determining the activities that comprise it.
The close date of social excersise.
The share capital, the shares in which it is divided, its nominal value and its correlative numbering.

Limited Company

The corporation is a capital company in which the capital stock is divided into shares that can be freely transferred, and in which these characteristics, together with the investment possibilities offered by corporations to modest capital, given the reduced nominal value that the shares generally possess, have contributed to this being, for many years, the most used legal form in the constitution of companies.

The deed of incorporation of a corporation must contain, obligatorily:

The names, surnames and marital status of the grantors, if these were natural persons, or the name or corporate name, if they are legal persons. In both cases, the nationality and address will be indicated.
The will of the grantors to found a public limited company.
The statutes that must govern the operation of society.
The cash, assets or rights that each partner contributes or is obliged to contribute, indicating the title in which he does so and the number of shares received in payment.
The total amount, at least approximate, of the expenses of incorporation, both of those already satisfied and those merely provided for so that it is constituted.
The names, surnames and age of the persons who are initially responsible for the administration and social representation, if they were natural persons, or their corporate name, if they were legal persons, and, in both cases, their nationality and domicile, as well as the same circumstances, as the case may be, of the auditors of the company's accounts.
In addition, all the pacts that the founding partners deem convenient to establish may be included in the deed, provided they do not contradict the Laws or contradict the shaping principles of the corporation.

In turn, the articles of association of the company must contain:

The name of the company.
The social object, determining the activities that comprise it.
The duration of the company, unless otherwise provided by the bylaws, the company will have an indefinite duration.
The date on which your operations will begin.
The registered office, as well as the competent body to decide or agree on the creation, removal or transfer of branches.
The share capital, expressing, where appropriate, the portion of its undisbursed value, as well as the form and maximum term in which the passive dividends have to be paid.
The number of shares in which the capital stock was divided; its nominal value; its class and series, if there were several, with exact expression of the nominal value, number of shares and rights of each of the classes; the amount actually disbursed, and if they are represented by means of securities or through book entries. If they are represented by means of titles, it must be indicated if they are nominative or bearer and if the issuance of multiple titles is foreseen.
The structure of the body to which the administration of the company is entrusted, determining the administrators to whom the power of representation is conferred, as well as its action regime, in accordance with the provisions of the Public Limited Companies Act and the Regulations of the Registry Trade. The number of administrators will also be expressed, which in the case of the Board will not be less than three, or at least the maximum and minimum number, as well as the term of the position and the compensation system, if they have one. .
The way to deliberate and adopt its agreements the collegiate bodies of society.
The close date of social excersise. In the absence of a statutory provision, it will be understood that the fiscal year ends on December 31 of each year.
The regime of accessory services, if established, expressly mentioning their content, their gratuitous or remunerated nature, the actions that entail the obligation to carry them out, as well as the possible criminal clauses inherent in their non-compliance.
The special rights reserved, if any, by founders or promoters of the company.
Restrictions on the free transferability of shares, when stipulated

The capital stock can not be less than 60,000 euros and must be fully subscribed and paid at least 25 percent of the nominal value of each of its shares.

The capital is divided into shares, which will be freely transferable once the company has been registered in the Mercantile Registry.

The share capital is constituted by the contributions of the partners, which may be in cash, goods or rights.

In addition to creating companies with limited liability, which is the legal form most used for business, companies can develop their economic activities using different instruments: signing agreements with other companies, for example for the distribution of their goods or service.

Filial:

Una empresa puede crear una filial o empresa dependiente de la misma. Ésta tiene personalidad jurídica y capital social propios, separados de la matriz. La filial responde de sus obligaciones o responsabilidades con su capital, es decir, no afectan al patrimonio de la sociedad que la creó.

Los trámites administrativos necesarios para crear una filial son análogos a los exigidos para crear de cualquier empresa.

Cuando una empresa extranjera crear una filial en España, la filial se considera residente en nuestro país a todos los efectos: por ejemplo en materia de impuestos, seguridad social, inscripción en registros administrativos entre otros.

Sucursal:

Una sucursal es un establecimiento que forma parte de la empresa. No tiene personalidad jurídica separada, tampoco cuenta con un capital propio. Las empresas que establecen la sucursal responden con su patrimonio de las obligaciones o responsabilidades de ésta.

Las sucursales tienen capacidad para realizar actividades económicas en nombre de la empresa de la que forma parte y normalmente autonomía de gestión.

Los trámites para establecer una sucursal son parecidos a los necesarios para la creación de una nueva empresa con algunas excepciones.

Oficina de representación:

Son establecimientos que forman parte de la empresa, es decir de su organización. Las oficinas de información no tienen personalidad jurídica propia, tampoco cuentan con un capital social suyo. La empresa que establece una oficina de representación es responsable por las obligaciones o deudas de esta.

Normalmente la empresa que establece una oficina de representación otorga poderes a un representante. Este actúa en su nombre, usando la oficina. Estas oficinas carecen de un órgano de administración formalmente establecido.

Las actividades de la oficina de representación suelen estar limitadas, generalmente realizan actividades de coordinación, colaboración, estudios de mercado, pero no otras actividades económicas.