Trámites filiales Navarro LLima Abogados Zaragoza Extranjero

What formalities must be completed for the opening of subsidiaries abroad?

One of the business growth strategies that can help you enter new markets is to open subsidiaries abroad. To do so, it is essential to understand the legal procedures involved in the country of origin (Spain in this case) and in the destination countries.

Consequently, Navarro Llima Abogados as an international expert will guide you through the essential steps to open a subsidiary:

1.Research and planning

Before starting to grow internationally, it is necessary to carry out market research in the target country. In particular, it will be necessary to identify the competition in order to discover new opportunities in the market.

2. Legal formulas for going international

The legal forms may vary according to the country of destination and its legislation. However, at a general level, some of the most commonly used formulas are: through branches, subsidiaries, joint ventures, commercial agents, etc…

It is of vital importance to make the right choice depending on different factors: such as the legal nature of the business, the legislation of the country of destination, the liability implications, etc.

Consequently, you will need a lawyer specialised in international law, with contacts with local partners in the target countries where you plan to expand.

Trámites filiales Navarro LLima Abogados Zaragoza Extranjero

3.Subsidiary registration

Depending on the country of destination, the legal requirements for establishing a subsidiary abroad will be different.

In addition, in Spain, it will be necessary to register the creation of a foreign subsidiary in the Mercantile Register. This must include the statutes of the subsidiary, a copy of the shareholders’ agreement, and other relevant documents.

4. Shareholders’ agreement or articles of association

It is important to define the rules and obligations of the foreign subsidiary in a shareholders’ agreement or articles of association. This should be drafted in accordance with the laws of the host country and in coordination with Spanish law.

5. Financing and equity capital

One of the most important issues will be to ensure that the subsidiary has the necessary capital to establish itself in the foreign country of destination. For this, one of the important steps will be how to finance the subsidiary and the investments.

Trámites filiales Navarro LLima Abogados Zaragoza Extranjero

6. Tax formalities

Opening a subsidiary abroad will entail tax compliance both in Spain and in the destination countries. Consequently, it will be necessary to consider the bilateral treaties and agreements between the different countries.

7. Employees and labour law

If you wish to hire employees in foreign subsidiaries, you must be familiar with and comply with the labour regulations of the host country, including employment contracts, social security and other employment-related aspects.

8.Sector-specific compliance

Each country will have specific regulations in various industries, such as pharmaceuticals, finance or food. It will be necessary to research and comply with regulations relevant to the sector.


As you can see, opening a subsidiary abroad is a complex process that requires a thorough knowledge of the laws both in Spain and in the country of destination. Navarro Llima Abogados is at your disposal to ensure that the expansion is successful and complies with all applicable regulations.

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