If you’re thinking about creating an LLC in Palma de Mallorca, it’s important to understand all the legal options available under Spanish law before choosing a specific company structure. Making the right choice can make a real difference in the growth and protection of your professional activity.

Having a specialized business consultancy in Palma de Mallorca will help you evaluate which type of company best suits your interests — whether it’s a traditional Limited Liability Company or a less common form, such as a Single-Member Limited Liability Company (SLU).

Differences between a Limited Liability Company and a Single-Member Limited Liability Company

The main difference between a Limited Liability Company (SL) and a Single-Member Limited Liability Company (SLU) lies in the existence of a single shareholder. In an SLU, 100% of the shares belong to one person — either an individual or a legal entity. This condition must be explicitly stated in all company acts and documents, as well as registered in the Commercial Registry from its incorporation.

If this single-member status is not properly recorded in the Commercial Registry, the sole shareholder may be personally and jointly liable for the company’s debts incurred during the period in which such status was not officially declared. However, for tax, accounting, and labor purposes, there are no substantial differences compared to a standard Limited Liability Company.

The single-member nature does not restrict the company form, meaning there are also Single-Member Public Limited Companies (SAU). What matters is that the company adopts the corresponding legal framework with the specific requirements that come with single ownership.

Main characteristics of a Single-Member Limited Liability Company

The Single-Member Limited Liability Company is regulated by Articles 12 and following of the Spanish Companies Act, derived from EU Directive 89/667. This legal structure allows an individual entrepreneur to operate with limited liability toward third parties, protecting personal assets against company debts.

There are two types of single-member companies:

• Formed by a single shareholder: created from the start with only one owner, whose will determines the formation and management of the company.
• Subsequent single-member status: occurs when a company with several shareholders becomes owned entirely by one person. In this case, the single-member condition must be registered in the Commercial Registry, specifying the identity of the sole shareholder.

Even though there is only one shareholder, the SLU must maintain the legal bodies required by law, such as the General Meeting, although the sole shareholder may act as both chairman and secretary. All decisions must be recorded in minutes and may be executed by the shareholder or the company’s directors.

Finally, the single-member condition must appear in all official company documents, including invoices, contracts, communications, and purchase orders. This requirement not only fulfills a legal obligation but also ensures transparency in business relationships.

Professional support to create your LLC in Palma de Mallorca

Having the right guidance is essential to ensure all legal steps are properly completed. A business consultancy in Palma de Mallorca like Emprendix can help you create your LLC in Palma de Mallorca efficiently, securely, and tailored to your business needs.