Choosing a legal status in Spain: Autónomo, SL, SLNE, SA (2026)

Autónomo is the Spanish equivalent of the French auto-entrepreneur, with two major differences: no turnover ceiling (an Autónomo can generate several million euros annually and remain under this status), and social contributions calculated on a declared base rather than on turnover (since the 1 January 2023 reform). Registration is done at RETA (Régimen Especial de Trabajadores Autónomos) with Seguridad Social, and in parallel with AEAT (Agencia Tributaria) for taxation.

Tarifa Plana, instituted in 2013 and reformed several times, offers new Autónomos a reduced RETA contribution of €80 per month during the first 12 months (instead of the standard ~€290/month). A second 12-month phase applies a tapered rate (€160 then €230) before returning to full contribution. Autónomos in Madrid, Cataluña, Galicia, and other autonomous communities benefit from regional extensions (Tarifa Plana up to 24-36 months by profile — woman, young, rural return, disability).

An Autónomo's profit is taxed at IRPF (Impuesto sobre la Renta de las Personas Físicas) per the Spanish progressive scale: 19% up to €12,450, 24% between €12,450 and €20,200, 30% between €20,200 and €35,200, 37% between €35,200 and €60,000, 45% between €60,000 and €300,000, 47% beyond (2025 rates). The estimación directa regime (real-profit declaration) is mandatory above €600,000 turnover; below, the régimen simplificado offers lighter accounting. For some activities (retail commerce, restauration), the Módulos regime (flat objective estimation) remains accessible.

Sociedad Limitada (SL, or SRL « Sociedad de Responsabilidad Limitada ») is the most-used form among Spanish SMEs (approximately 1.1 million active SLs in 2024 per Registro Mercantil). Minimum share capital reduced to €3,000 since the « Ley Crea y Crece » reform of September 2022 (previously €3,000 as well, but with mandatory reserve up to €60,000). Partners are liable only up to their contribution. Registration is done at Registro Mercantil Provincial after notarial act.

SL is subject to Impuesto sobre Sociedades (IS, French IS equivalent) at the standard 25% rate. New companies (first years of activity) benefit from a reduced 15% rate during the first two fiscal years with positive taxable base. This preferential rate is one of the most attractive in Europe for new founders (compared to 15% FR only on first €38,120 of profit). Dividends paid to individual partners are subject to IRPF in the capital-income category: 19% up to €6,000, 21% between €6,000 and €50,000, 23% between €50,000 and €200,000, 27% between €200,000 and €300,000, 28% beyond.

SLNE (Sociedad Limitada Nueva Empresa), a simplified SL variant created in 2003, offers lighter formalities: 48-hour creation via CIRCE portal with a single document (DUE — Documento Único Electrónico), capital from €3,000 to €120,000, maximum 5 partners all individuals. SLNE is used for fast creations of small structures, particularly in the services sector. It can be transformed into classical SL without particular formality beyond €120,000 capital.

An SL director (Administrador) is mandatorily affiliated to RETA (autonomos regime) if majority partner (more than 50%) or exercising effective management functions. Director compensation is deductible from IS base. Non-director partners are not RETA-affiliated but must declare dividends to IRPF.

• SL: €3,000 minimum capital, liability limited to contribution
• IS at 25% rate (reduced to 15% for the first 2 profitable years)
• Dividends: IRPF capital income 19-28% by amount
• SLNE: simplified variant, 48-hour creation via CIRCE, max 5 partners
• Majority director RETA-affiliated — standard contributions
• Registro Mercantil registration after notarial act

Sociedad Anónima (SA, French SA equivalent) requires a minimum capital of €60,000 (of which 25% paid up at creation). It suits larger structures or those preparing an IPO (IBEX 35, Mercado Continuo). Accounting and transparency obligations are heavier (mandatory audit, annual account deposit at Registro Mercantil with audit). SA is fiscally subject to the same regime as SL (IS 25%, dividends IRPF capital income). For unlisted SMEs, SL remains largely preferred to SA due to administrative simplicity.

Sociedad Cooperativa offers participative governance where each partner (socio cooperativista) has one vote regardless of capital contributed. It benefits from preferential taxation: IS at reduced 20% rate (instead of 25%), exemption from Impuesto sobre Actividades Económicas (IAE) the first year, exemptions on title transfers between cooperators. Cooperativas are particularly active in agricultural, banking (Caja Laboral), distribution (Mondragón Corporación), and services sectors.

Comunidad de Bienes (CB) is the Spanish equivalent of the French indivision. Simplest form for two or more independents exercising a common activity without forming a company, it does not create a distinct legal personality. Each participant (comunero) is jointly and personally liable on their personal assets. Fiscally, CB is transparent: each comunero declares their profit share to IRPF. CB suits temporary professional associations or small activities tested before structuring into SL.

Sociedad Civil is another transparent form mainly used for liberal or agricultural activities. It can be of personalidad jurídica (with Registro Mercantil declaration and legal personality) or sin personalidad jurídica (purely contractual). The fiscal regime is transparent in both cases. Sociedad Profesional (LSP, Ley de Sociedades Profesionales) is mandatory for regulated profession associations (doctors, lawyers, architects) — it can take any legal form (SL, SA, Cooperativa) but with specific professional governance rules.

The CIRCE portal (Centro de Información y Red de Creación de Empresas) centralizes business creation procedures via DUE (Documento Único Electrónico). For an Autónomo, complete registration (RETA + AEAT + activity declaration) is done in 24 to 48 hours online. For an SL, the complete process (corporate name reservation, notarial deposit, Registro Mercantil registration, director RETA) takes 5 to 15 days by autonomous community. Standard SL creation cost is €600 to €1,200 (notary + Registro Mercantil + administrative fees).

Spain is organized in 17 autonomous communities, each having partial regional taxation and specific aid schemes. For Autónomo taxation, communities apply slightly different IRPF scales on the regional tranche (50% of the scale) — for example Madrid practices a lower scale (up to -3 points on the upper bracket) than Cataluña or Andalucía. The autonomous community choice can therefore generate a fiscal delta of 1 to 3% of income for high earners.

On the aids side, each autonomous community animates its own regional schemes: Cataluña Emprende (up to €22,000 in subsidy for young founders), Madrid Emprende (Innicia programme with grants up to €15,000), Andalucía Emprende (network of over 200 CADEs — Centros Andaluces de Emprendimiento with free mentoring), Bilbao Ekintza in the Basque Country. These schemes stack with national aids (ENISA, ICEX) within the EU de minimis ceiling (€300,000 over 3 years cumulated).

For freelancers and consultants intervening in multiple communities, CIRCE registration is done based on the effective fiscal residence community (12 months minimum residence). A fiscal residence change to a more favorable community is legal but requires effective relocation (rental or purchase, residence proofs) — the AEAT administration regularly controls suspected opportunistic change cases.

The BoostPro IA « Choose my legal status » module covers the six main Spanish forms and orients by profile (solo vs team, available capital, transfer or fundraising ambition). The personalized report (€29, 10 minutes) compares projected taxation over 3 years under several turnover scenarios, integrates the chosen autonomous community, and identifies Autónomo → SL switching thresholds.