What Is a Co-Partnership in Spain?
A co-partnership is a business entity formed by two or more individuals agreeing to carry out a business activity together. In Spain, the main partnership structures include:
| Type | Description |
|---|---|
| Sociedad Civil (SC) | Civil partnership with simple formalities and shared profits |
| Sociedad Colectiva | General partnership with joint liability |
| Sociedad Comanditaria | Limited partnership with general and silent partners |
📌 These are ideal for freelancers, small businesses, family ventures, or joint service offerings.
📋 Legal Features of Spanish Partnerships
🔐 Liability
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SC and Sociedad Colectiva: Partners have unlimited liability for company debts
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Comanditaria: Limited partners only risk their contribution
📚 Legal Personality
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Only Sociedad Colectiva and Sociedad Comanditaria are treated as full legal entities
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SC has no separate legal personality—partners sign in their own names
🧾 How to Register a Co-Partnership in Spain
Step-by-Step Guide:
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📝 Partnership Agreement
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Signed by all partners
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Includes name, purpose, capital contribution, profit-sharing, management roles
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📑 Obtain a Tax Identification Number (NIF)
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For the partnership itself
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NIE required for each foreign partner
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🏦 Open a Bank Account
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Deposit initial capital (if any)
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🏛️ Register with the Spanish Tax Agency (AEAT)
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For fiscal obligations and VAT (if applicable)
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📋 Register with Social Security
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Partners must be self-employed (autónomos) and register under the RETA system
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✅ Sociedad Colectiva and Comanditaria must also be registered at the Mercantile Registry (Registro Mercantil)
💼 When Should You Choose a Partnership?
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👨⚖️ Small teams offering joint services (e.g., law, architecture, consulting)
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👥 Family businesses and long-term collaborations
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🚫 You don’t need limited liability or external investors
⚠️ For businesses involving significant capital or risk, consider forming a Sociedad Limitada (SL) instead.
💸 Taxation of Co-Partnerships in Spain
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Sociedad Civil: Transparent for tax purposes — profits taxed at partner level (IRPF)
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Sociedad Colectiva & Comanditaria: Taxed as legal entities (Corporate Tax) + distributions taxed to partners
📌 Annual accounting and tax declarations are required.
📍 Real Case Example
Client: Two French architects launched a Sociedad Civil to operate design services in Valencia.
We assisted with the NIEs, partnership agreement, tax registration, and their Social Security setup—all within two weeks.
⚖️ Legal Support for Partnerships by Borderless Lawyers
We help foreign entrepreneurs open co-partnerships in Spain with:
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✅ Partnership agreement drafting
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✅ Tax & Social Security registration
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✅ Advice on legal form (SC vs. Colectiva)
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✅ Risk and liability analysis
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✅ Mercantile Registry filings (if required)