What French groups often discover too late
In France, an internal delegation of powers is enough to authorise an employee to sign contracts or represent the company. It takes effect without publicity, without a notary, without any filing. In Spain, this logic does not exist.
Any power granted to a representative of a Spanish company must be formalised by notarial deed (escritura de poder) and registered with the Registro Mercantil to be enforceable against third parties. An unregistered power of attorney will not allow you to open a bank account, sign a commercial lease, or enter into a contract with a Spanish partner who requires proof of authority. The same principle applies to governance changes: changing a director, amending the bylaws, appointing a general manager · every act goes through the notary.
Furthermore, setting up a company in Spain requires coordinating several parties simultaneously: notary, bank, gestoría, tax authorities, Registro Mercantil. A bottleneck with any one of them slows down the whole process. Lexwell orchestrates this coordination so that each step follows on without interruption.
Key takeaway: a French group that appoints a local manager in Spain without formalising their powers before a notary exposes the company to immediate operational blockages. Lexwell anticipates this step from the structuring phase onward.
Support designed for both sides of the border
Looking to set up or structure an entity in Spain? Lexwell supports you from obtaining the NIEs through to establishing operational governance · without you having to travel for every notarial formality: obtaining NIEs for shareholders and directors, incorporation before a notary and registration with the Registro Mercantil, name reservation, opening a bank account, depositing share capital, drafting and registering notarial powers of attorney, ongoing bilingual corporate secretarial services, and remote representation if travel is not possible.
Looking to set up or grow a presence in France? Lexwell guides you through the requirements of French corporate law, from registration through to governance: incorporating an SAS or SARL in France, drafting bylaws and a shareholders' agreement under French law, delegations of authority and group governance, compliance and long-term support.