Legalization of Accounting Books in Spain: Deadlines and Penalties
Frequently Asked Questions About the Legalization of Accounting Books in Spain: Who Is Required to Comply, and What Are the Deadlines?
In this post, you will find information about the legalization of accounting books for 2025: the types that exist, the obligated parties, the form of submission, and the deadlines for their legalization in 2025, as well as the penalties for non-compliance. Need help? We can solve your problems.
What is the legalization of accounting books?
The legalization of business books is a formal obligation established by various legal provisions such as:
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the Commercial Registry Regulations (Article 329) or;
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the General Tax Law (Article 29).
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What types of accounting books exist?
We distinguish two types: accounting books and corporate books.
Among the accounting books:
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the Daily Book, where the operations related to the company’s activity are recorded day by day, and
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the Inventory and Annual Accounts Book, which opens with the initial balance and quarterly transcribes the balance of sums and balances. Annually, it includes the closing inventory and the annual accounts of the fiscal year.
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Among the corporate books:
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the Minutes Book, which records all the agreements made by the Ordinary or Extraordinary Meetings and the collegiate bodies of the company.
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the Shareholders Book: in the case of limited companies
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the Nominative Shares Book: in the case of public limited companies.
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the Contracts Book between the company and the sole shareholder: only in the case of single-member companies.
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Legalization and exceptions
These books must be legalized annually, although we find the following exceptions:
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- in the case of the Minutes Book, these can also be sent one by one or quarterly, for example;
- in the case of the Shareholders Book (Limited Companies) or nominative shares (Public Limited Companies), they can be legalized only when their content has changed.
In addition to the mentioned books, there is also the possibility of legalizing auxiliary books (for example, the general ledger) and others kept by the entrepreneur in their activity.
Who is required to submit accounting books?
The following must legalize the accounting books:
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As a general rule, all entrepreneurs – Article 25 of the Commercial Code;
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those required to register in the Commercial Registry – Article 81 of the Commercial Registry Regulations;
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those registered in the Commercial Registry by specific provisions such as the Retail Trade Regulation Law;
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those required to keep accounts according to the rules of the Commercial Code – Article 68 of the Personal Income Tax Regulations;
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individual entrepreneurs, even if they are not required to register in the Commercial Registry, when they are subject to the Personal Income Tax in the direct estimation regime, who will keep their accounts according to the rules of the Commercial Code.
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Form of submission of accounting and corporate books
Both accounting and corporate books must be submitted electronically for fiscal years closed after December 31, 2014 (Instruction of February 12, 2015, from the General Directorate of Registries and Notaries, on the legalization of business books, in application of the provisions of Law 14/2013 on entrepreneurs) in the corresponding Commercial Registry to the business’s registered office.
Deadlines for legalizing accounting books in 2025
The deadline for legalizing the books is 4 months from the closing date of the fiscal year.
What is the submission of accounting books in 2025?
If the fiscal year closes on December 31, 2024, the legalization period starts on January 2 of the following year (2025) and ends on April 30, 2025 (as we mentioned, four months after the closing).
Additionally, it is important to note that the deadline for filing the annual accounts in the Commercial Registry is until July 30, 2025 (one month after their approval by the General Meeting).
Penalties and fines for not legalizing accounting books
In the commercial field, no penalty has been established directly for the lack of legalization, but the General Tax Law establishes penalties indirectly for non-compliance with accounting and registration obligations (Article 200.3 of the General Tax Law), which will be considered a serious offense and will carry a fixed monetary fine of 150 euros.
Additionally, for inaccuracy or omission of operations or the use of accounts with a different meaning, a proportional fine of 1% of the omitted, inaccurate, or falsified charges or credits is imposed, with a minimum of 150 euros and a maximum of 6,000 euros.
Furthermore, in the event of bankruptcy, failure to keep accounts when required to do so, or keeping double accounts or committing significant irregularities in them will result in the bankruptcy being classified as culpable.
Other relevant information to consider
The Commercial Code establishes that the evidentiary value of business books and other accounting documents will be assessed by the Courts.
The communication of the books implies a general acknowledgment, while the exhibition of the books entails a partial acknowledgment that can be decreed ex officio or at the request of a party when the person to whom they belong has an interest or responsibility in the matter.
The acknowledgment of the books will be made at the business’s establishment, in the presence of the entrepreneur or the person they delegate.
What format should the books have for their legalization?
The books must be submitted in digital format through the electronic platform of the Commercial Registry, using the official program or accepted formats such as PDF or XML.
Can I legalize the books if the company is inactive?
Yes, even if the company is inactive, it must comply with the obligation to legalize books if it is still registered in the Commercial Registry.
Do not hesitate to contact our managers to carry out the legalization of accounting books.
✅ Legalization of accounting books in the Commercial Registry
Companies must face the tedious process of legalizing accounting books in the Commercial Registry, one of the key dates of the year for those in charge of accounting.
It is a complicated process that requires experience and staying up to date with the content of the books, as well as the deadlines and the different ways to submit them. As we have seen, doing it wrong can lead to penalties.
If you have any questions, at Adlanter we are at your disposal to handle the legalization of your company’s accounting books and to help you with the corporate maintenance of your company.