Company incorporations are rising in Murcia: why the articles of association change everything

Company formation is enjoying a strong period in the Region of Murcia: according to the Commercial Companies Statistics of the National Statistics Institute (INE), company incorporations rose by 23.3% in April 2026. It is good news for the business fabric and, at the same time, a timely reminder: incorporating a company is now fast and inexpensive, but incorporating it well —with articles designed for the project— is what prevents disputes years down the line.

Incorporating is easy; the articles are what really matter

Law 18/2022 ("Create and Grow") allows a private limited company to be incorporated with share capital of one euro and electronically (through the CIRCE system and the Single Electronic Document) within a few days. The procedure is no longer the main obstacle. The real challenge lies in the document that often does not receive the attention it deserves: the articles of association, which form the company's internal rulebook and govern it throughout its existence. The company acquires legal personality upon the granting of a public deed and its registration in the Commercial Registry (Articles 20 and 33 of the Companies Act).

What is at stake in well-drafted articles

Tailored articles —not a generic template— settle in advance the decisions that cause the most disputes:

• The corporate purpose (Article 23 of the Companies Act). Neither so narrow that it must be amended as soon as the company grows, nor so generic that, taken from a standard model, it raises objections from banks or the Commercial Registry.
• The management body (Articles 210 et seq.). Sole director, joint and several directors, joint directors or a board: each option affects the agility of management and the scope of personal liability, which may extend to the director's own assets (Articles 236 et seq.).
• The transfer of shares. In the absence of a provision in the articles, the restrictive statutory regime of Articles 107 and 108 of the Companies Act applies. It is advisable to specify who may enter and leave and on what terms, to avoid the entry of an unwanted third party.
• Enhanced majorities for sensitive decisions, ancillary obligations (Articles 86 to 89) and rules to resolve deadlock situations.

A standard model contemplates none of these provisions; the initial saving usually turns into a far greater cost when the first corporate dispute arises.

Articles and shareholders' agreement: the pairing

The articles are public and registered in the Commercial Registry; the shareholders' agreement is a private contract governing what is best kept out of the public domain (vesting, non-compete, exit terms, or what happens if a shareholder leaves or dies). Its effect is inter partes: under Article 29 of the Companies Act, reserved agreements between shareholders are not enforceable against the company, which is why it matters to structure both instruments well. Properly combined, they are the best insurance for a project with several shareholders.

How we help at RCM Legal

We do not approach incorporation in a standardised way: we design a tailored corporate structure, draft the articles —and, where there are several shareholders, the corresponding agreement— with the company's likely development in mind, and coordinate the work of the notary and the registry. If you are about to incorporate your company, or wish to review the articles of one you already have, tell us about your project.

Company incorporation figures published by the National Statistics Institute (INE), Commercial Companies Statistics (Region of Murcia).