Spain's Startups Law: are you claiming all the tax benefits your company is entitled to?

Spain's Ley 28/2022, the Startups Law (Ley de impulso del ecosistema de las empresas emergentes), introduced an unprecedented package of tax advantages for innovative early-stage companies. Three years after its entry into force, many companies that could qualify are not applying these benefits — either because they are unaware of them, because they mistakenly believe they do not qualify, or because the ENISA certification process seems complex and time-consuming. The cost of this inaction is concrete and measurable: paying corporate income tax at 25% instead of 15%; stock options taxed as employment income at delivery rather than deferred to sale; and missing out on the expanded Beckham Law provisions that make your company genuinely competitive for international talent. Well-advised startups in Spain have a meaningful structural advantage over those that are not.

Since 2010 · 16 years Tax agent AEAT

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Why BM Consulting

Specialised advice and personal service

At BMC we analyse whether your company meets the Startups Law requirements, guide you through the ENISA certification process, and apply each available benefit in coordination with the company's overall tax and employment structure. Our [tax](/en/tax/rd-incentives) and [legal](/en/operational-services/startup-package) teams work in parallel to maximise the combined impact of the law on your cost structure and your ability to attract talent and investment.

  • Ley 28/2022 (Startups Law) provides 15% corporate income tax for the first 4 profitable years (vs 25% standard), 2-year deferral of corporate tax payment without guarantees, and enhanced stock options — conditional on ENISA certification as empresa emergente.

  • ENISA certification requires

    less than 7 years since incorporation (10 for biotech/strategic sectors), innovative business model, not listed, no dividends distributed, >60% workforce on Spanish employment contracts, not >25% owned by a non-startup company — certification is valid for 5 years and renewable.

  • Stock option annual exemption increased from €12,000 to €50,000 per employee, and taxation is deferred until shares are sold (not at option exercise) — this removes the tax-payment-without-cash problem that previously made equity compensation impractical.

  • Founders of certified startups can now access the Beckham Law (Art. 93 LIRPF) regardless of their ownership stake — the prior 25% shareholder restriction was removed by Ley 28/2022; the flat 24% rate applies for 6 years on Spanish-source income up to €600,000.

How we work

From first contact to case completion

  1. Eligibility assessment and ENISA certification

    We verify whether your company meets all Startups Law criteria: less than 7 years since incorporation (10 for biotech and strategic sectors), not listed on a regulated market, no dividend distributions, Spanish domicile or permanent establishment, not a spin-off from a non-startup company, and less than 25% ownership by non-startup companies. If eligible, we initiate the certification application with ENISA or the relevant regional authority.

  2. Reduced corporate tax at 15%

    We configure your corporate income tax filings to apply the 15% rate for the first four tax years with a positive tax base, instead of the standard 25%. This benefit is automatic once certification is obtained but requires careful planning of which costs to capitalise and the timing of the first profitable year to maximise the benefit period.

  3. Stock option plan design

    We design your employee stock option or share plan to take advantage of the 50,000-euro annual exemption per employee (previously 12,000 euros) and the deferral of tax until the shares are sold rather than at the moment of exercise. This makes equity compensation a genuinely attractive retention tool for competing with large technology companies on total package.

  4. Beckham Law activation for the international team

    The Startups Law expanded the Beckham Law special tax regime to include startup founders, digital nomads, and their families. We manage individual applications for team members who relocate to Spain under this regime, allowing them to pay a flat 24% tax rate for six years. This makes your company structurally more attractive for high-calibre international talent than almost any competitor in a high-tax European jurisdiction.

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The problem

Spain's Ley 28/2022, the Startups Law (Ley de impulso del ecosistema de las empresas emergentes), introduced an unprecedented package of tax advantages for innovative early-stage companies. Three years after its entry into force, many companies that could qualify are not applying these benefits — either because they are unaware of them, because they mistakenly believe they do not qualify, or because the ENISA certification process seems complex and time-consuming. The cost of this inaction is concrete and measurable: paying corporate income tax at 25% instead of 15%; stock options taxed as employment income at delivery rather than deferred to sale; and missing out on the expanded Beckham Law provisions that make your company genuinely competitive for international talent. Well-advised startups in Spain have a meaningful structural advantage over those that are not.

Our solution

At BMC we analyse whether your company meets the Startups Law requirements, guide you through the ENISA certification process, and apply each available benefit in coordination with the company's overall tax and employment structure. Our [tax](/en/tax/rd-incentives) and [legal](/en/operational-services/startup-package) teams work in parallel to maximise the combined impact of the law on your cost structure and your ability to attract talent and investment.

Process

How we do it

1

Eligibility assessment and ENISA certification

We verify whether your company meets all Startups Law criteria: less than 7 years since incorporation (10 for biotech and strategic sectors), not listed on a regulated market, no dividend distributions, Spanish domicile or permanent establishment, not a spin-off from a non-startup company, and less than 25% ownership by non-startup companies. If eligible, we initiate the certification application with ENISA or the relevant regional authority.

2

Reduced corporate tax at 15%

We configure your corporate income tax filings to apply the 15% rate for the first four tax years with a positive tax base, instead of the standard 25%. This benefit is automatic once certification is obtained but requires careful planning of which costs to capitalise and the timing of the first profitable year to maximise the benefit period.

3

Stock option plan design

We design your employee stock option or share plan to take advantage of the 50,000-euro annual exemption per employee (previously 12,000 euros) and the deferral of tax until the shares are sold rather than at the moment of exercise. This makes equity compensation a genuinely attractive retention tool for competing with large technology companies on total package.

4

Beckham Law activation for the international team

The Startups Law expanded the Beckham Law special tax regime to include startup founders, digital nomads, and their families. We manage individual applications for team members who relocate to Spain under this regime, allowing them to pay a flat 24% tax rate for six years. This makes your company structurally more attractive for high-calibre international talent than almost any competitor in a high-tax European jurisdiction.

15%
Corporate tax rate for certified startups (vs 25% standard)
50,000€
Annual stock option exemption per employee
50%
IRPF deduction for investors in certified startups (up to 100,000€)

We got our ENISA certification within four months of founding. With BMC handling the tax structure, we applied the 15% corporate rate, built a stock option plan for our first eight employees, and brought in two engineers from Germany and the Netherlands under the Beckham Law. Our cost base and our team quality both improved significantly.

Laura Montserrat CEO and co-founder, B2B software startup, Valencia

The Startups Law three years on: what actually works

Spain’s Ley 28/2022 was passed with the ambition of making Spain a leading European hub for innovation and entrepreneurship. Three years after its entry into force, the benefits are real and well-established — but many companies are not capturing the full value of the legislation due to a lack of specialised advice.

The four pillars of the law that have the most direct impact on a startup’s tax burden and talent strategy are:

Reduced corporate income tax at 15%: For the first four tax years in which the company generates a positive taxable base, the rate drops from the standard 25% to 15%. For a company generating 500,000 euros of profit, this represents a 50,000-euro annual saving that can be reinvested in growth.

Expanded stock option regime: The annual exemption on the delivery of shares or share options to employees rises from 12,000 to 50,000 euros, with taxation deferred until the shares are actually sold. This fundamentally changes the economics of equity compensation for employees and makes it a genuine retention tool rather than a theoretical benefit with an immediate tax bill attached.

Beckham Law for founders and international employees: Founders of certified startups, international remote workers joining the company, and their families can all access the Beckham Law special regime — a flat 24% income tax rate for six years. For a company trying to hire senior engineers or executives from Germany, France, or the UK, the ability to offer a total package that includes this tax benefit is a significant competitive advantage.

Investor tax deductions: Individuals who invest in certified emerging companies can deduct 50% of their investment from their personal income tax return (IRPF), up to a maximum investment of 100,000 euros per year. This makes your company more attractive to individual investors and business angels, who can access a meaningful tax benefit that is not available for investments in non-certified companies.

R&D incentives on top of the Startups Law

The benefits of the Startups Law are compatible and complementary with R&D and innovation tax deductions under the corporate income tax regime, which can reduce the company’s effective tax rate further. A well-advised technology startup can combine the 15% corporate rate with R&D deductions to achieve an effective tax rate that is genuinely competitive within Europe.

The certification process: first steps

The ENISA certification application requires:

  1. A registration on the designated platform and creation of a company profile
  2. A descriptive memorandum explaining the business model and the innovation delivered (technical, commercial, or process innovation)
  3. Up-to-date corporate documentation
  4. A declaration of compliance with all eligibility requirements

We manage the entire ENISA certification process as part of our integrated startup package, which also covers company formation, shareholders agreement, employment contracts, and ongoing tax and legal compliance.

What comes next

FAQ

Frequently asked questions

A company qualifies as an emerging company (empresa emergente) if it meets all of the following criteria: no more than 7 years since incorporation (10 years for biotechnology, energy, industrial technology, and strategic sectors); it did not originate from a merger, spin-off, or transformation of a pre-existing non-startup company; it is not listed on a regulated securities market; it has not distributed dividends or returned capital; its registered office or permanent establishment is in Spain; more than 60% of its workforce hold Spanish employment contracts; and it is not more than 25% owned by a company that is not itself a startup or innovative company. Additionally, the company must demonstrate an innovative character through the ENISA certification process.
Certification as an emerging company is granted by ENISA (Empresa Nacional de Innovacion) at the national level, or by equivalent bodies designated by each autonomous community. The process involves submitting an application describing the business model and the innovation it delivers, along with the corporate documentation and financial information. ENISA has a three-month period to resolve applications, though in practice it is often faster. The certification is valid for five years and is renewable. Almost all Startups Law tax benefits require this certification as a prerequisite.
No. The 15% rate applies from the first tax year in which the company generates a positive taxable base, provided the ENISA certification is already in place at that time. If the certification is obtained in a subsequent year, the benefit applies from that year onwards — it cannot be applied retroactively to years already settled. This is why obtaining the certification as early as possible — ideally in the year of incorporation — is so important. A company that delays the certification application may permanently lose one or more years of the 15% benefit.
The Startups Law introduced two significant improvements to the stock option regime: the annual exemption per employee increased from 12,000 to 50,000 euros; and taxation is deferred until the moment the shares are actually sold, rather than triggering at the point of option exercise. Previously, employees who exercised their options faced an immediate income tax bill even if they had no cash to pay it — a major deterrent to accepting equity compensation. The deferral removes this barrier and makes equity genuinely valuable as a retention and motivation tool.
Yes, and this is one of the most significant changes introduced by the Startups Law. Before 2023, the Beckham Law special regime was not available to directors or administrators who held more than 25% of the company's shares. The Startups Law removed this restriction for founders of certified emerging companies, allowing them to access the flat 24% income tax rate for up to six years. Full details on the Beckham Law are available at [/tax/beckham-law](/en/tax/beckham-law).
Individual investors who invest in ENISA-certified emerging companies can deduct 50% of the amount invested from their IRPF personal income tax return, up to a maximum investment of €100,000 per year. The invested company must meet all Startups Law eligibility criteria at the time of investment. The deduction is significantly more generous than the standard 30% deduction for business angel investments in non-certified innovative companies (Art. 68 LIRPF). To claim it, the investor must obtain a certificate from the startup confirming its certified status. BMC advises startups on the administrative requirements for maintaining eligibility and issuing compliant certificates to investors.

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Frequently asked questions

Questions about Spain Startups Law 2022: Tax Benefits for Emerging Companies

A company qualifies as an emerging company (empresa emergente) if it meets all of the following criteria: no more than 7 years since incorporation (10 years for biotechnology, energy, industrial technology, and strategic sectors); it did not originate from a merger, spin-off, or transformation of a pre-existing non-startup company; it is not listed on a regulated securities market; it has not distributed dividends or returned capital; its registered office or permanent establishment is in Spain; more than 60% of its workforce hold Spanish employment contracts; and it is not more than 25% owned by a company that is not itself a startup or innovative company. Additionally, the company must demonstrate an innovative character through the ENISA certification process.
Certification as an emerging company is granted by ENISA (Empresa Nacional de Innovacion) at the national level, or by equivalent bodies designated by each autonomous community. The process involves submitting an application describing the business model and the innovation it delivers, along with the corporate documentation and financial information. ENISA has a three-month period to resolve applications, though in practice it is often faster. The certification is valid for five years and is renewable. Almost all Startups Law tax benefits require this certification as a prerequisite.
No. The 15% rate applies from the first tax year in which the company generates a positive taxable base, provided the ENISA certification is already in place at that time. If the certification is obtained in a subsequent year, the benefit applies from that year onwards — it cannot be applied retroactively to years already settled. This is why obtaining the certification as early as possible — ideally in the year of incorporation — is so important. A company that delays the certification application may permanently lose one or more years of the 15% benefit.
The Startups Law introduced two significant improvements to the stock option regime: the annual exemption per employee increased from 12,000 to 50,000 euros; and taxation is deferred until the moment the shares are actually sold, rather than triggering at the point of option exercise. Previously, employees who exercised their options faced an immediate income tax bill even if they had no cash to pay it — a major deterrent to accepting equity compensation. The deferral removes this barrier and makes equity genuinely valuable as a retention and motivation tool.
Yes, and this is one of the most significant changes introduced by the Startups Law. Before 2023, the Beckham Law special regime was not available to directors or administrators who held more than 25% of the company's shares. The Startups Law removed this restriction for founders of certified emerging companies, allowing them to access the flat 24% income tax rate for up to six years. Full details on the Beckham Law are available at [/tax/beckham-law](/en/tax/beckham-law).
Individual investors who invest in ENISA-certified emerging companies can deduct 50% of the amount invested from their IRPF personal income tax return, up to a maximum investment of €100,000 per year. The invested company must meet all Startups Law eligibility criteria at the time of investment. The deduction is significantly more generous than the standard 30% deduction for business angel investments in non-certified innovative companies (Art. 68 LIRPF). To claim it, the investor must obtain a certificate from the startup confirming its certified status. BMC advises startups on the administrative requirements for maintaining eligibility and issuing compliant certificates to investors.
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