Business Structures: Corporations, Laboral and Cooperatives
1. Public Limited Company (Sociedad Anónima)
Capital is divided into shares that may be sold.
1.1 Features
- Liability: Limited
- Minimum Capital: €60,101
- Taxation: Corporate Tax
- Naming: Must include 'SA'
1.2 Partner Rights
- Influence on decision-making
- Profit sharing
- Preferential subscription right (DPS)
1.3 Governing Bodies
- Shareholders Meeting: Composed of all members; decisions are taken by majority.
- Management Council: Elected board of shareholders to represent and manage the entity.
2. Labor Society (Sociedad Laboral)
Ownership belongs primarily to staff working full-time with permanent contracts.
2.1 Features
- Liability: Limited
- Minimum Capital: SAL: €60,101; SLL: €3,005.06
- Taxation: Corporate Tax
- Social Security: General regime
2.2 Membership Types
- Worker-Members: Indefinite, full-time contract.
- Non-Member Workers: No capital contribution.
- Employees: Without shares, working in the entity.
2.3 Financial Reserves
Retains 10% of profits to cover unexpected expenses.
3. Cooperatives
A grouping of people with common interests or needs.
3.1 Features
- Equal rights and obligations for all members.
- Free and open membership.
- Membership requires active participation; profits are distributed proportionally.
3.2 Membership Types
- Cooperative Member: Minimum 3 people (16+ years); capital and labor defined by statutes.
- Employee: Contracted by the cooperative; cannot exceed 10% of total staff.
- Adherent: Temporary members; capital contribution cannot exceed 33% of total partner contributions.
3.3 Social Bodies
- General Assembly: Composed of all members to reach agreements.
- Board: Manages the cooperative; formed by 3 members.
- Speakers: Review accounting; usually a maximum of 3 members.
- Resources Committee: Responsible for resolving conflicts between partners.
4. Non-Commercial Societies
4.1 Community of Goods (Comunidad de Bienes)
- Definition: Minimum of 2 people pooling assets.
- Naming: Must include 'CB'.
- Liability: Unlimited.
- Taxation: Personal Income Tax (IRPF).
4.2 Civil Society (Sociedad Civil)
- Definition: People pooling goods and money to divide profits.
- Liability: Unlimited.
- Minimum: 2 partners.
- Taxation: Personal Income Tax (IRPF).
- Naming: Must include 'SC'.