Understanding Spanish Accounting and Business Registries

Posted on Mar 22, 2025 in Law & Jurisprudence

Where and When to File Accounting Records in Spain

(Art. 279 LSC) The Corporate Law mandates that companies file their financial statements at the Mercantile Registry corresponding to their registered office location. This filing must occur within one month of approval, accompanied by:

  • A certificate of resolutions adopted by shareholders at the Annual General Meeting where the statements were approved.
  • The proposed distribution of profit.
  • Copies of the financial statements, directors’ report, and auditors’ report (if required or requested by minority shareholders). (Art. 284)

The Mercantile Registry is public, and corporate documentation is accessible through certificates, uncertified extracts, or copies of entries and filed documents, all in accordance with Spanish Law.

Special Requirements for Group Accountancy

Royal Decree 1159/2010, approved on September 17, adapts Spanish accounting legislation to EU law, establishing standards for preparing consolidated financial statements. These statements provide an aggregated view of a parent company and its subsidiaries’ financial positions, enabling an assessment of the entire group’s overall health rather than individual company positions.

Purpose of the Business Registry

The Business Registry serves to record the following:

  1. Sole traders
  2. Business companies
  3. Lending and insurance companies, as well as reciprocal guarantee companies
  4. Collective investment institutions and pension funds
  5. Any individuals or corporations, when required by law
  6. Economic interest groupings

Location and Functions of Business Registries

Business Registries are located in provincial capitals and towns as needed. The Central Business Registry in Madrid has these functions:

  • Collecting data entries from territorial records for informational purposes.
  • Publishing the BORME (Official Bulletin of the Mercantile Registry).
  • Maintaining a register of companies and entities that have transferred their residence abroad without losing Spanish nationality.
  • Maintaining a section for company names, which serves as an identification system to differentiate companies.

Who Can Register and What Must Be Registered?

  1. Registration at the Business Registry requires a public deed.
  2. Registrars verify the legality of document forms, the capacity and interest of grantors/signatories, and the validity of content based on the documents and Registry entries.
  3. Essential data from Business Registry entries are notified to the Central Registry and published in its Journal.
  4. The maximum term for classification and registration is fifteen days from the presentation entry date.

Description of Registration Proceedings

  1. Registration at the Business Registry requires a public deed.
  2. Registrars classify the legality of document forms under their responsibility.