Authentication of Statutory Books

Just like every other year, companies must authenticate the statutory books. Please bear in mind that all the statutory books must be authenticated online, which is the only option available to present them. The deadline to submit the statutory books is the 30th of April for companies whose fiscal year ends on the 31st of December.

Statutory books that must be authenticated


INVENTORY LEDGER AND FINANCIAL STATEMENTS that will contain the following data:

Monthly or quarterly trial balances.

Year-end balance sheet.

Income statement.

Closing stock (where appropriate).

Annual report.

If applicable the Statement of Shareholders Equity and the Cash Flow Statement must be included in this book

MINUTES BOOKS OF GENERAL MEETINGS AND/OR BOARD OF DIRECTORS MEETINGS or where appropriate the RECORD OF DECISIONS MADE BY THE SOLE MEMBER and RECORDS OF CONTRACTS AND AGREEMENTS SIGNED BY THE SOLE MEMBER, in which all the decisions made at general meetings, by the member and/or by other governing bodies of the company and the agreements made between the sole member and their company, where applicable, will be recorded.

SHAREHOLDER REGISTER only if there has been changes in the shareholding structure in the last year.

Companies that have not authenticated their books online yet, must include the printed copy of the fiscal year-end close certificate as a supplementary document along with the minute books and shareholder registers submitted by electronic means.

Preparing the books

To submit the statutory books online, the digital statutory book authentication program (Legalia) has to be used. It has been set up by the Spanish Mercantile Registry Offices and it is available at (online registration – download section), to generate the files that will contain the data from the statutory books online. With the majority of the existing accounting programs the accounting data can easily be transferred to the “Legalia” program.

With regard to the minutes, only one file that contains all the minutes of meetings written in the last financial year must be submitted.

Please note that the statutory books that are submitted online must bear the digital signatures of the authorised parties (among them the FNMT-Spanish Royal Mint). And the online services of the Registrars Association must have been subscribed and paid for, at least, five days beforehand.

There are detailed instructions available on the website about how to submit the statutory books online, if you need them.

Just like in previous years, this office has a service available for its clients to submit the statutory books that need to be authenticated at the Spanish Mercantile Registry Office. The cost charged for this service depends on the volume of the statutory books that have to be submitted.

If you would like to use our services, please get in touch with us. Remember that you should provide us with just one file per book and in PDF format, before the 30th of March.

Furthermore if you would like Gesem to keep the minute books and shareholder registers for you please get in touch with us and we will give you a quote according to your needs.

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