Country：西班牙 · Trade, Supply Chain & Exit
Spain · Trade, Supply Chain & Exit
Spain is an EU member within the EU single market and customs union: zero tariffs on intra-EU trade and a common external tariff. Imports require an EORI number and customs declarations; dual-use items are subject to EU export controls. The supply chain can leverage Spain's reach to 450 million EU consumers and North Africa/Latin America (language and cultural ties). Exit routes include voluntary liquidation, share transfer, and asset sale, requiring tax settlement and commercial registry deregistration per the Companies Law.
Key points
- EU single market: free movement of goods, services, capital, and people; zero internal tariffs.
- Common external tariff: imports from non-EU countries apply the EU common customs tariff; an EORI number and customs declaration are required.
- Export controls: dual-use items (civil-military) require EU and Spanish export authorizations.
- Supply chain hub: EU gateway plus Spanish-language ties radiate to Latin America and North Africa; ports (Barcelona/Valencia/Bilbao) are well developed.
- Exit routes: voluntary liquidation, share transfer (SPA), asset sale, branch closure.
- Tax settlement: complete CIT liquidation, VAT settlement, employee severance, and dissolution audit before exit.
- China home-country legal anchors (pkulaw verified 2026-07): overseas trade must comply with China's Foreign Trade Law (2025 revision, Presidential Order No. 67, effective 2025-12-27) — import/export business rights use a filing/recordal system; dual-use items/technology exports are subject to control lists and the unreliable entity list; trade with specific countries/regions must also satisfy China's export control and sanctions compliance.
Procedure
- Trade layout: assess zero intra-EU tariffs and the common external tariff.
- Imports: obtain EORI, declare commodity codes, pay customs duty and VAT.
- Exit: shareholder resolution → tax settlement → creditor notice → asset disposal → commercial registry deregistration → record retention.
- Share-transfer exit: sign an SPA; if FDI screening is triggered, file first → commercial registry change.
Hard requirements
- EORI and customs compliance.
- Dual-use export authorization (where applicable).
- Exit tax settlement and employee severance.
- FDI screening (when share transfers trigger sensitive areas).
Costs
Customs duty and VAT (imports).Liquidation/audit/legal fees.Exit tax and employee compensation.⏱ ⏱ Timeline：Import customs clearance takes days; liquidation and deregistration 3–6 months.⚠ Common risks
- Post-Brexit routes through the UK are no longer tariff-free and must be replanned.
- Dual-use export violations face EU sanctions.
- Unsettled exit taxes make responsible persons jointly liable.
- EU FDI screening is tightening; share transfers in strategic sectors require prior approval.
Handbook
📘 Step-by-Step Handbook (with owner / timeline / cost / penalties)
Applies to：Chinese companies using Spain as the EU gateway for single-market trade, radiating to Latin America and North Africa via ports, and exiting via voluntary liquidation or share transfer (within the EU customs union).
Prerequisites
- Chinese parent completed MOFCOM import/export business rights filing (see legal_review anchor).
- A company established in Spain with an EORI number.
- Dual-use exports assessed for EU and Spanish export authorizations.
| Step | Action | Owner | Timeline | Cost | Official form / system | Notes & penalties |
|---|---|---|---|---|---|---|
| 1 | China-side filing and dual-use screening. The parent completes MOFCOM filing; screen civil-military dual-use items for export controls and apply for Chinese permits and EU authorizations where necessary. | Trade compliance | Filing 1–2 weeks | Government fees per official published rates. | MOFCOM filing; dual-use export authorization. | Dual-use items are subject to dual-direction controls. Penalty：Illegal exports are penalized by both home country and EU. |
| 2 | EORI number and customs registration. Open an EORI with Spanish customs (AEAT/tax authority) and make customs declarations for imports from non-EU countries. | Customs agent | Several days | EU common customs tariff and import VAT | EORI registration and customs declaration (DUA) | Intra-EU trade circulates freely with zero tariffs. Penalty：No EORI, no customs clearance. |
| 3 | Rules of origin and EU FTA preferences. For imports from non-EU regions, use EU FTA preferences with partner countries; for exports, use EU rules of origin. | Trade compliance | Ongoing | Per official regulations | Certificates of origin and preference declarations | Leverage the EU common external tariff. Penalty：False origin loses preferences. |
| 4 | Customs compliance and valuation. Classify HS codes, value at transaction price, pay duties, and file VAT per the EU Combined Nomenclature. | Customs agent | Per shipment | Customs duty and VAT | DUA declaration | Post-Brexit UK transit routes are no longer tariff-free. Penalty：Classification errors lead to additional tax. |
| 5 | Supply chain layout (ports and Spanish-language ties). Set up distribution centers at Barcelona, Valencia, and Bilbao ports, radiating to Latin America and North Africa via Spanish-language ties. | Supply chain | Ongoing | Warehousing and logistics costs | Bonded warehouse/distribution center | EU gateway advantage. Penalty：Customs delays affect delivery. |
| 6 | Exit routes: voluntary liquidation/share transfer. Shareholder resolution → tax settlement → creditor notice → asset disposal → commercial registry deregistration; share transfers triggering FDI screening must file first. | Directors/liquidation committee | 3–6 months | Liquidation/audit/legal fees | Commercial registry deregistration / SPA changes | Strategic sector FDI screening is tightening. Penalty：Unsettled taxes make responsible persons jointly liable. |
✅ Self-check list
⚠ Common pitfalls
Post-Brexit tariffs on UK routes影响：Higher costs规避：Replan supply chain routes
Dual-use export violations影响：EU sanctions规避：Apply for EU and Spanish authorizations
Unsettled exit taxes影响：Responsible persons jointly liable规避：Settle taxes before liquidation
FDI screening not approved first影响：Share transfer invalid规避：File first, then transfer in sensitive sectors
Ignoring home-country export controls影响：Home-country penalties规避：Screen dual-use items before exporting
📅 Ongoing post-incorporation obligations
- Continue EU customs declarations and VAT compliance
- Maintain dual-use export authorizations (where applicable)
- Commercial registry deregistration and record retention after exit
🔗 Official portals
📎 Source：EU single market and customs union rules; European Commission DG Trade; Spanish customs; Spanish Companies Law M&A and liquidation provisions; https://www.mofcom.gov.cn; https://www.customs.gov.cn
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