Owning an SL (sociedad limitada, the Spanish limited company) does not make the company's money yours. To be paid as a director (administrador) you need a basis in the articles of association, the company withholds IRPF (personal income tax) at a fixed rate and pays it over every quarter. You, in turn, contribute to Social Security. Here are the steps under the law and the difference between drawing a salary and paying out dividends.
If you are still comparing being an autónomo with having a company, start with autónomo vs SL: when a limited company makes sense. This article is for anyone who already has an SL or is about to set one up.
First, the articles of association
The director's post is unpaid unless the articles of association (estatutos) say otherwise and set the pay system (article 217.1 of the Companies Law, Ley de Sociedades de Capital). This is the first thing to check in your deed.
- What the articles must say: that the post is paid and what the pay consists of. The law gives options such as a fixed allowance, attendance fees, profit sharing, variable pay, severance payments or savings schemes (article 217.2).
- What the shareholders' meeting approves: the maximum annual pay for all directors together, which stays in force until the meeting changes it (article 217.3).
- The limit the law sets: pay must be reasonably proportionate to the size of the company, its financial position and what comparable companies pay (article 217.4).
If your articles say the post is unpaid, changing them is a matter for the shareholders' meeting (junta general) and the resolution must be recorded in a public deed registered in the Commercial Register (articles 285.1 and 290.1). If you are about to set up the company, decide this before you sign.
How your salary is taxed in IRPF
What you receive as a director is employment income (article 17.2.e of the IRPF Law). It is taxed in the general part of your return, on the progressive state scale plus your region's. The brackets are in Spain's IRPF tax bands for 2026.
The withholding: 35% or 19%
Pay received for being a director does not use the general withholding table for salaries. A fixed rate applies instead (article 80.1.3 of the IRPF Regulation):
- 35% as a general rule.
- 19% if the company's turnover in its last tax period ended before the payment was below €100.000. If that period lasted less than a year, the figure is annualised.
Withholding is a payment on account: in your income tax return it is compared with what you actually owe and you get a refund or pay the difference.
If you also work for the company as a professional
If you are a shareholder providing your company with services from a professional activity in section two of the IAE (business activities tax) tariffs (such as law or architecture) and you are registered in the RETA, what you receive for those services is business income, not employment income (article 27.1 of the IRPF Law). In that case you invoice the company as a professional. How withholding works on those invoices is in IRPF withholding on autónomo invoices.
What the company does: modelos 111 and 190
The company is the one withholding, so it reports and pays over that withholding:
- Modelo 111, every quarter, within the first 20 calendar days of April, July, October and January (article 108.1 of the IRPF Regulation). If the company's turnover exceeded €6.010.121,04 the previous year, it files monthly (the same article refers to article 71.3 of the VAT Regulation). We explain it in modelo 111.
- Modelo 190, every January, the annual summary of what it paid you and what it withheld (article 108.2). See modelo 190.
Can the company deduct your salary?
The Corporate Tax Law does not allow donations and gifts (liberalidades) to be deducted (article 15.e). The same article makes clear that pay to directors for senior management functions or other functions under an employment contract with the company is not a gift.
For pay for the director's post itself, the safest basis is to comply with article 217 of the Companies Law: articles that provide for it, a maximum amount approved by the shareholders' meeting and a reasonable amount. Pay without that basis is what runs the risk of being treated as a gift and not being deductible. What the company books as an expense reduces its Corporate Tax base, which we explain in modelo 200.
Salary or dividends
Both are ways of taking money out of your SL, but they are taxed very differently:
| What changes | Director's salary | Dividends |
|---|---|---|
| For the company | Deductible expense if it meets the requirements | Not deductible: it is a return on equity (article 15.a of the Corporate Tax Law) |
| When | As the articles and the shareholders' meeting provide | When the shareholders' meeting resolves it, on the approved balance sheet and if equity does not fall below share capital (article 273 of the Companies Law) |
| In your IRPF | General part, progressive scale | Savings part: 19% up to €6.000, 21% up to €50.000, 23% up to €200.000, 27% up to €300.000 and 30% above (articles 66 and 76 of the IRPF Law) |
| Withholding | 35% or 19%, modelo 111 | 19% (article 90.1 of the IRPF Regulation), modelo 123 |
| For your autónomo contribution | Always counts | Counts if you hold at least 33% of the capital (25% if you are a director) |
A salary reduces Corporate Tax but is taxed on your progressive scale. A dividend comes out of profit that has already paid Corporate Tax and is then taxed in the savings part. Which suits you depends on your marginal rate, your company's tax rate and how much you need to take out each year, so run the numbers with your own figures. Modelo 123 was approved by Orden EHA/3435/2007.
Social Security
If you control the company, you contribute to the RETA as an autónomo societario, with a minimum base of €1.424,40 a month in 2026 (article 308.1.a, rule 4, of the General Social Security Law and article 3 of Orden PJC/297/2026). Your salary and, depending on your stake, dividends count towards your bracket. We explain it in the autónomo societario. If you run the company and are paid but do not control it, you go into the general employee scheme as assimilated to an employee (article 136.2.c).
If you pay the contribution yourself, you can deduct it from your employment income for IRPF (article 19.2.a of the IRPF Law). If the company pays it for you, that payment is part of what you receive for your work (article 17.1).
Let our team file it
At Facturaz the app keeps your SL's accounts and prepares its returns, including the 111 and 190 for your salary. With Empresa Go (€44 + IVA a month) you file them yourself with everything prepared. With Empresa Plus (€84 + IVA a month) our team files every return, Corporate Tax and its prepayments included, legalises the books and files the annual accounts. Both plans come with 14 days free on pricing for SLs.
