Legalization of electronic company records in Spain

Since the Law of Support to Entrepreneurs was passed, company records can only be legalized in electronic format and must be filed electronically in the Mercantile Registry.

If the accounting year corresponds to the calendar year (1 of January to 31 of December), the employer must submit the following books no later than the end of April:

  • Inventory books and Annual Accounts
  • Daily Log books
  • Books of Minutes of general meetings and the corporate bodies of the company
  • Record book of Registered shares
  • Record book of partners (Limited Companies)
  • Record book of contracts (only for Sole Traders)

The presentation of these books for legalization in the proper Mercantile Registry must be done online, within four months following the financial year end, i.e., before the end of April.

Blank hardbound books for later use or blank unbound books, made up of loose sheets, for fiscal years that began after 29 September 2013 cannot be legalized.

In case of loss, theft, physical or computerized destruction, or stolen books of the partners or registered shares, a book with the contents of the unusable books may be legalized for any reason, provided it is credited by a police report or by a notarial act of the the facts noted above. For this purpose, a record or a complaint file must be included to request the legalization of the books.

Companies that have not legalized their books subsequent to the formation of the company, in accordance with the previous legislation or the one that is currently being developed, may include with the first books submitted electronically all the minutes and vicissitudes of the company from the date of its establishment up until the year’s closing date.  The probative value of these books will be appreciated, where appropriate, by the Courts.

It is advisable to review all commercial documents that have been generated during the 2015 financial year and verify that all of the minutes and change of partners have been incorporated.

For further information regarding the legalization of company records in Spain,

Please note that this article is not intended to provide legal advice.

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