Updated: May 2026.
Any adult of any nationality can register a Sociedad Limitada (SL) in Spain. There is no residency requirement, no citizenship requirement, and no minimum capital above €1 since Ley 18/2022. What you do need: a NIE for every shareholder and director, a Spanish registered address, and at least one director. That is the full eligibility picture.
Spanish company law (Real Decreto Legislativo 1/2010, Ley de Sociedades de Capital) sets one eligibility requirement for SL founders: full legal capacity. Any natural person aged 18 or older who is not legally incapacitated qualifies. Nationality and residency are not eligibility conditions.
The practical requirement that catches most people is the NIE. Every shareholder and director named in the public deed must have a Spanish Número de Identidad de Extranjero before the notary can sign. Without a NIE, the notary cannot include that person in the deed. This is an administrative requirement, not an eligibility bar, but it is the step that most delays foreign founders.
EU, EEA, and Swiss nationals have the right to work and invest in Spain under free movement rules. No immigration permit is needed to own shares or act as director of a Spanish SL. The process is purely administrative.
What you need before the notary appointment:
Non-EU nationals can fully own and direct an SL. Spain does not restrict foreign ownership or require a local partner. The eligibility rule is identical to EU nationals.
The difference is how the NIE is obtained. For non-EU nationals, the NIE is issued as part of a Spanish residence and work permit, or separately as a fiscal NIE for economic activity. A fiscal NIE (applied for at a Spanish consulate or at a Comisaría de Policía with Form EX-15 or EX-18) is sufficient for company registration and does not require a residency visa. Bring passport, the application form, the Modelo 790-012 fee slip (~€10-12), and a brief letter stating "to register a company".
If you cannot travel to Spain for the notary signing, you can grant a Power of Attorney (PoA) with apostille to a lawyer who signs on your behalf. This is the standard route for non-resident foreign founders.
There is no residency requirement for SL shareholders or directors. A non-resident from any country can:
The practical implications of being non-resident appear after incorporation, not before it. Non-resident directors face more complex tax obligations (non-resident income tax on Spanish-source income, potential permanent establishment questions) and need to ensure compliance filings are handled. These are operating questions, not eligibility questions.
An SL must have at least one director. The director (administrador) does not need to be a shareholder. Requirements:
A director who holds 25% or more of the shares (or 50%+ in a family-owned company) is classified as an autónomo societario and must register in RETA (self-employed social security). This is a social security obligation that attaches at incorporation, not an eligibility condition.
Since Ley 18/2022 (Crea y Crece), the minimum share capital for an SL is €1. There is no longer a €3,000 floor. However, two restrictions apply until the company's accumulated equity reaches €3,000:
Capitalising at €3,000 from the start removes these restrictions and is the cleaner choice for most founders. Capitalising above €3,000 has no legal benefit but can strengthen the company's position with banks and suppliers.
renn handles the full SL registration end to end: NIE coordination for foreign founders, name reservation, notary deed, Registro Mercantil filing, provisional and final NIF, Modelo 036 with the right IAE epígrafe and IVA regime, and RETA alta for any controlling directors. Real accountants on the file, the platform handling the paperwork rhythm. Start at getrenn.com/limited-company-registration. The full registration walkthrough is at how to register a company in Spain.
