The minimum capital for an SL is €1. The €3,000 you still see on many websites was the minimum before the 2022 Business Creation and Growth Act. That figure still matters, though: below it, the company has two conditions.
What changes if you put in less than €3,000
Legal reserve. The company must set aside at least 20% of its profit as a legal reserve, until reserve and capital add up to €3,000.
Partners’ liability on winding up. If the company is wound up and its assets aren’t enough to pay its debts, the partners are jointly and severally liable for the difference between €3,000 and the capital they subscribed.
In other words, if you start with €100 and the company is wound up with unpaid debts, the partners may have to cover up to €2,900.
Three figures to help you decide
| Capital | 20% reserve | Liability up to €3,000 | Notary and Registry with standard articles |
|---|---|---|---|
| Under €3,000 | Yes | Yes | €60 + VAT and €40 + VAT |
| €3,000 to €3,100 | No | No | €60 + VAT and €40 + VAT |
| Over €3,100 | No | No | €150 + VAT and €100 + VAT |
That’s why €3,000 is a very common figure: you avoid both conditions and keep the reduced fees.
Do you need the money on the day of signing?
Not necessarily. There are two options:
- Pay it in before signing. With the name certificate you open the account, make the deposit, and the bank issues a certificate for the notary.
- Contribute it later. No bank certificate is needed to sign, but the partners are jointly and severally liable for the money being contributed. There’s no set deadline, although we recommend doing it within the first year: until it’s all paid in, the partners are personally liable for the company’s debts.
Can you contribute something other than money?
Yes. You can contribute assets, such as a vehicle, machinery, computers or a trademark. They have to be described in the deed, and the partners are liable for the value they give them being real. It’s best to have invoices, valuations or technical sheets.
Capital isn’t an expense
It’s the company’s money: it can be used in the business, to pay suppliers, equipment or rent. What you shouldn’t do is treat it as the partners’ money and simply take it out.
How much is worth putting in?
It depends on what the business needs to get going and how much you want to risk. As a simple rule, €3,000 works if you can contribute it. If not, you can start with less, as long as you understand the two conditions above.
If you have questions, we’ll go through them with you before signing. We set up your SL in under a week, and you can read the full process in how to set up an SL and see how much it costs.