Spain Certificate of Good Standing – Nota Simple

In Spain the Certificate of Good Standing is know as Certificado Registro Mercantil

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

The Certificate includes the following:

• Registered Company Name
• Company Registration Number
• Date of Incorporation
• Company Type
• Name of the registry – Registro Mercantil Central
• Tax reference number
• Company object – this can be important in Spain, as a contract could be ‘ultra vires’ or subject to special rules
• Share Capital – issued and paid
• Name of Directors/ Administradores – or people with Power of Attorney (the POA is registered)
• Published Data – incorporation, lodging of accounts, changes in directors and others, as required by law

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.

Spain Certificate of Good Standing example