In short: an Estonian private limited company (OÜ) and a Spanish sociedad de responsabilidad limitada (S.L.) are both limited-liability companies that one person can found. They differ in how the company is formed, in how a share changes hands, in the yearly filings and in when the company's profit is taxed. This page sets the facts of both side by side from the official texts; it does not say which is better for you.

The facts side by side

The company and its owners: Estonian OÜ: One founder with one share is a valid company (Commercial Code § 148(1)); a shareholder is not personally liable for the company's obligations (§ 135(2), (3)); Spanish S.L.: The capital is divided into participations, and the partners are not personally liable for the company's debts (Capital Companies Act, art. 1.2); a single-member company can be formed by one person (art. 12); if a company comes to have one partner and this is not entered in the Mercantile Register within six months, the sole partner is personally liable for the debts of that period (art. 14.1)
Forming the company: Estonian OÜ: At a notary in Tallinn or by power of attorney; online without a notary for a founder with an e-residency card or Estonian ID card; Spanish S.L.: A public deed (escritura pública), entered in the Mercantile Register (art. 20)
Minimum capital: Estonian OÜ: Share capital in euros (Commercial Code § 136); the smallest share has a nominal value of one cent (§ 148(1)); Spanish S.L.: At least one euro (art. 4.1); while the capital is below three thousand euros, at least 20 percent of the profit goes to the legal reserve until reserve and capital together reach three thousand euros, and in a liquidation the partners are jointly liable for the difference between three thousand euros and the subscribed capital (art. 4.1)
Transfer of a share: Estonian OÜ: Notarised; the notary sends the notice to the register within two days (Commercial Code § 149); Spanish S.L.: The transfer of participations must be in a public document (art. 106.1)
Yearly filing: Estonian OÜ: Annual report within six months after the end of the financial year (Commercial Code § 179); Spanish S.L.: The directors draw up the annual accounts within three months of the year end (art. 253.1); the ordinary general meeting is held within the first six months of the year (art. 164.1); the accounts are deposited with the Mercantile Register within the month after their approval (art. 279.1)
How company profit is taxed: Estonian OÜ: Corporate income tax is paid when profit is distributed; no income tax is paid on profit while it stays in the company — see how Estonia taxes company profit; Spanish S.L.: Corporation tax on the taxable base: the general rate is 25 percent (Corporation Tax Act, art. 29.1). A company whose net turnover in the previous period was below one million euros pays, for periods starting in 2026, 19 percent on the first 50 000 euros and 21 percent on the rest (transitional provision 44, paragraph 2), and from 2027 the article's own scale of 17 and 20 percent (art. 29.1); a newly created company with an economic activity pays 15 percent in its first period with a positive base and the next, with exceptions (art. 29.1)
VAT number: Estonian OÜ: An Estonian VAT number is an EU VAT number that customers can check in VIES; Spanish S.L.: Spain is a member state of the European Union

This is general information, not tax advice: in Estonia the tax becomes due when profit is distributed, and LexorCorp Global does not provide tax advice. The rule and its official sources are in the guide How Estonia taxes company profit.

What each route requires

Estonia. Customer due diligence by the service provider, a registered address in the commercial register and, if the company's address is abroad, a contact person in Estonia (Commercial Register Act § 24). A ready-made company or a formation at a notary needs no e-residency.
Spain. A public deed of formation entered in the Mercantile Register (Capital Companies Act, art. 20), and each year the accounts drawn up, approved and deposited (art. 164, 253 and 279).

How an Estonian company is obtained

Choose the route: a ready-made company that already exists, a new company formed at a notary or by power of attorney, or online formation with an e-residency card.
Order online and pay by card; the order form shows the total before you pay.
Identification. As a provider licensed by the Estonian Financial Intelligence Unit (FIU000117) we identify every client first.
Signing at a notary in Tallinn, by a power of attorney signed in your country, or digitally on the online route.
Register entry and documents in PDF by email.

Documents

For an Estonian company you are asked for an identity document and proof of address of the board members and beneficial owners; on the remote route a power of attorney signed before a notary in your country, as a rule with an apostille.

Prices of the Estonian routes

ready-made company: €900 Registered address and contact person service for one year are included. in person, €1,200 remote; with a VAT number €1,150 and €1,450;
new company: €950 Registered address and contact person service for one year are included. in person, €1,250 remote;
online formation for an e-resident: €950 Registered address and contact person service for one year are included..

The Estonian notary fees and state fees, the registered address and the contact person for the first 12 months are included in these prices. We do not form Spanish companies, and this page states no Spanish notary or register fee.

Timeline

The Spanish texts used here set no number of days for the register's entry, and for Estonia this page states none either: the time depends on the notary's appointment, on customer due diligence and on the register. A ready-made company already exists, so only the transfer has to be done.

Limits of this comparison

It compares formation, capital, share transfer, yearly filing and the company's own tax rate, not the tax result for you: where a company is taxed depends on where it is managed and where its owner lives. If you will run an Estonian company from Spain, see Estonian company run from Spain.
The Spanish corporation tax has more rates and conditions than this page names, among them those for entities of reduced size (art. 101); whether one applies is a question for a Spanish tax adviser.
Opening a bank or payment account is decided by the bank or payment institution in both countries.
The Spanish figures are those of the consolidated texts on the day they were read (22 October 2026) and can change.

Related service

If the Estonian route fits, start with the ready-made company packages or the list of companies for sale; ready-made or new compares the two Estonian routes.

Official sources

Spain: Real Decreto Legislativo 1/2010, Ley de Sociedades de Capital, art. 1, 4, 12, 14, 20, 106, 164, 253 and 279; Ley 27/2014 del Impuesto sobre Sociedades, art. 29 and transitional provision 44 (added by Ley 7/2024) — consolidated texts in the Boletín Oficial del Estado, read on 22 October 2026;
Estonia: Commercial Code §§ 135, 136, 148, 149 and 179, Commercial Register Act § 24 — Riigi Teataja; company data — e-Business Register.

This guide is general information, not legal or tax advice for your specific situation.

Sources are named in the text, without links. To see which of our services your company needs, open the Business Navigator.

Estonian company (OÜ) or Spanish S.L.: the official facts compared