Sworn Translations of the English and Spanish Certificates of Incorporation

Published at March 31, 2023

The demand for sworn translations of Spanish and English commercial documents continues growing as many Spanish and British companies continue setting up offices in the UK and Spain respectively.

A British company will need to submit the sworn translation into Spanish of the English Certificate of Incorporation if the company wishes to set up an office in Spain.

The Certificate issued by the Registrar of England and Wales will confirm the following information:

  • The name of the company
  • The number of the company
  • The type of company
  • The date of incorporation

In Spain, the equivalent of the Certificate of Incorporation is, normally, a very long document which is part of a Deed as companies are set up by virtue of a Deed signed before a Spanish Notary. The Certificate of Incorporation in English is one page.

The Spanish Deed of Incorporation is the equivalent to the English Memorandum and Articles of Association.

The Deed must be executed before a Spanish Notary by the incorporators.

The Deed will indicate:

  1. Particulars of the Incorporators/Members
  2. That the Incorporators wish to incorporate a company
  3. The business structure
  4. Share capital
  5. Capital provided
  6. Number of shares
  7. Articles of Association. The Articles will be enclosed with the Deed.
  8. The Certificate from the Spanish Registry of Companies which confirms the companies name is not taken by another company
  9. Particulars of the Board of Directors

In the UK, it is not necessary to sign the Memorandum and Articles of Association before a Notary. The Spanish Deed is a very complex legal and commercial document which will also include Spanish notarial formalities.

The sworn translation into English of the Spanish Deed of Incorporation will have to be submitted if a Spanish company is going to set up an office in the UK.

The Spanish and English legal systems are very different. These differences are also obvious in the way companies are set up, and therefore in the legal terminology. In most cases, there is not an exact equivalent between the Spanish and English business entities which means that the sworn translation is never straightforward.

Sworn translators are experts in legal terminology and the legal systems involved (English and Spanish) and will produce accurate sworn translations to be accepted by the British and Spanish Authorities.

About the Author

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Dalila SegadorHead of Official Translations

T: (+34) 951 55 22 54

E: info@nockolds.es

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Nockolds Lawyers Spain S.L. is a Spanish incorporated entity with Spanish Identification Number (NIF) B88495577; with place of business at C/ Goya 11 – 29680 Estepona (Málaga). Nockolds Lawyers Spain S.L. is an affiliated business of Nockolds Solicitors Limited. Spanish Lawyers (abogados) are regulated in their professional practice by the General Rules for Lawyers and the Spanish Lawyers Code of Conduct. They are also subject to local bar association provisions. These provisions are available via any of the Spanish Bar Associations. Nockolds Lawyers Spain S.L. is a subsidiary company of Nockolds Solicitors Limited, and it is not authorised or regulated by the Solicitors Regulation Authority of England & Wales.
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