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Spain Certificate of Good Standing

Spain Certificate of Good Standing – Nota Simple

A Certificate of Good Standing does not exist as such in Spain, but we can obtain a Nota Simple document that serves a similar purpose. This document proves the existence and registration of the Spanish company.

The Spanish Nota Simple contains the following information about the company:

  • Name of company
  • Name of the registry – Registro Mercantil Central
  • Registry details – number in the registry, tax reference number
  • Incorporation date
  • Company object – this can be important in Spain, as a contract could be ‘ultra vires’ or subject to special rules
  • Capital issued
  • Capital paid
  • Name of Directors/ Administradores – or people with Power of Attorney (the POA needs to be registered)
  • Information about published data – incorporation, lodging of accounts, changes in directors and others, as required by law

Nota Simple Fees

  • Nota Simple – notarised £260
  • Express Search – an additional £75

Nota Simple – Details of Directors/ Administradores

A director in Spain can sign contracts on behalf of a company in their own right or with the consent of other directors depending on the powers they have been given in the deeds of appointment.

When relying on a director’s powers, look out for the following descriptions

  • Administrador Mancomuniado – where consent of all directors is needed, before signing a contract
  • Administrador Único – where there is only one director
  • Administrador Solidario – where each director with this designation can bind the company in a contract.

The Law of Companies Financed by Capital means that an administrador solidario may have to get consent of Shareholders to sign an important document.