Lawyer
An expert in corporate and international corporate law. He has many years of experience in establishing and reorganizing companies, supporting M&A transactions, as well as providing legal support for opening and running a business in the EU, Asia, and North America.
BUY A READY-MADE BUSINESS (FIRM) IN SPAIN
In Spain, the most common types of companies to buy are:
- Limited Liability Company (SL) – Analogue of an LLC, the most common form of doing business.
- Public Limited Company (SA) – joint-stock company, more suitable for large businesses.
- Autonomous – self-employed status, but does not provide for sale as a separate legal entity.
Before purchasing, you need to determine the area in which the business will operate and find a suitable company.
This can be done through:
- Business brokers.
- Law firms.
- Advertisement platforms (Traspasos, Milanuncios, Segundamano).
- Banks that sell the assets of insolvent companies.
The main document is the Contrato de Compraventa de Empresa – a company purchase and sale agreement, which also regulates the terms of the transfer of assets, liabilities, and ownership rights from the seller to the buyer.
Key elements that should be included in the contract:
- The parties to the agreement are — complete data about the buyer and seller, their legal addresses and tax numbers (NIF/CIF).
- Business description – a clear definition of what is transferred to the buyer (property, trademarks, contracts, licenses, customer base, etc.).
- Financial terms –the amount of the transaction, the method and terms of payment, possible installments or financing.
- Seller’s guarantees – confirmation of the absence of debts, lawsuits or other financial risks.
- Transfer of obligations – conditions for the transfer of existing contracts with suppliers, leases of premises, employment contracts, etc.
- Protection from competition – conditions under which the seller undertakes not to open a similar business for a certain period of time.
- Legal aspects and dispute resolution – choice of applicable law and court to resolve possible disputes.
However, in Spain, the sale of a business must be certified by a notary. The notary verifies the documents and registers the change of ownership in the Commercial Register (Registro Mercantil).
After signing the agreement, you must notify the tax service – Hacienda, and make appropriate changes to the company’s registration documents.
Before signing a contract, it is necessary to check the company for debts, lawsuits, tax liabilities, and other risks.
The main aspects of the check include:
- Company registration documents (Escritura de Constitución, NIF, CIF).
- Debt obligations and tax payments (information can be obtained from the Hacienda tax authorities).
- Contracts with partners, rental of premises.
- Licenses and permits.
When purchasing a ready-made business in Spain, the buyer must consider the tax liabilities that may arise from the transaction.
The main taxes to consider are:
- Property transfer tax (Impuesto sobre Transmisiones Patrimoniales, ITP) – applies if the buyer purchases a company in the form of assets (e.g. commercial premises, equipment). The rate depends on the region and type of assets, usually 6-10%.
- VAT (IVA, Impuesto sobre el Valor Añadido) – If the transfer of assets occurs within the scope of the company’s activities, it may be subject to VAT (21%), however, in some cases, you can take advantage of an exemption from this tax.
- Corporate tax (Impuesto sobre Sociedades) – If the business is transferred along with liabilities and a legal entity, the buyer must take into account the company’s future tax liabilities.
- Capital Gains Tax (Impuesto sobre la Renta de non-Residentes, IRNR) – applies if the seller is not a resident of Spain.
- Local taxes and fees – Some municipalities may require additional fees when transferring a business.
Additional costs are also possible:
- Services of lawyers and accountants – from 1,500 euros.
- Notary fees – from 500 euros.
- Registration fees are 200-300 euros.
Advantages and risks of buying a business in Spain
Advantages
- Saving time on registering a new company.
- The opportunity to continue the activities of an already well-established business.
- A ready-made client base and established processes.
Risks
- Hidden debts or legal cases.
- Unscrupulous sellers.
- High tax liabilities.
If buying a ready-made company seems risky, you can consider alternative options:
- Registration of a new company.
- Buying a franchise.
- Investing in an existing business without a full buyout.
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during the day
Compensation for moral, material damage
Protection of honour, dignity, and business reputationContract Development for Business and Legal Entities
Licensing of business activities
Compensation for moral, material damage
Legal services in the field of cryptocurrency and blockchain
REGISTRATION OF COMPANIES AND OPENING OF BANK ACCOUNTS
Sale and purchase of ready-made firms
Grants and attracting investment
Business registration and support in Great Britain
Business registration and support in Switzerland
Business registration and support in the EU
Business Registration and Support in the Gulf Countries (GCC)
Business registration and support in Turkey
Business registration and support in USA
Lawyer for administrative cases
Legal services for medical businesses and doctors
Protection of honour, dignity, and business reputation
Real estate transaction support
Escort of the tender participant
Trial lawyer: support and defense in court
European Court of Human Rights (ECHR)

