European Cooperative Societies “SCE” with registered office in Spain (F)
(Regulation EC 1435/2003 of 22 July approving the Statute of the European Cooperative Society.
Law 31/2006, of October 18, on employee involvement in European public limited companies and cooperatives.
Law 3/2011, of March 4, regulating the European cooperative society with registered office in Spain)
The constitution of the European Cooperative Society, which in its corporate name will include the abbreviation “ SCE ” and where appropriate the mention “limited”, may be:
- By a minimum of five natural persons residing in at least two Member States.
- By at least five natural persons and companies or other entities governed by public or private law established under the legal system of a Member State, which are resident in or regulated by the legal system of at least two Member States.
- By companies and other entities governed by public or private law established under the legal system of a Member State, which are resident in or regulated by the legal system of at least two Member States.
- By merger of cooperatives established under the legal system of a Member State and with registered office and central administration in the EU, if at least two of them are regulated by the legal system of different Member States.
- For the transformation of a cooperative society established under the legal system of a Member State and with its registered office and central administration in the EU, provided that it has had an establishment or a subsidiary regulated by the legal system of another Member State for at least two years.
In general terms, the incorporation procedure is as follows:
- Preparation of a draft constitution.
- Approval of the project at the General Assemblies of the participating companies.
- Registration of the constitution of the SCE in the Commercial Registry, acquiring legal personality from that moment.
In addition, it will be necessary to provide:
- Photocopy of the NIF of the person who signs the census declaration, who must be a representative of the company. If the interested party appears before the Tax Authority, it will not be necessary to provide a photocopy of the NIF , provided that he/she authorizes the bodies of the AEAT to verify his/her identity data.
- Original and photocopy of the document that proves the capacity of representation of the person signing the census declaration (this will not be necessary if it appears as such in the articles of incorporation or in the bylaws)