Annual corporate obligations in Spain: Key requirements for companies

Spanish companies must fulfil a variety of obligations under the Capital Companies Act. The Ecovis consultants explain these in detail. 

Spanish companies, whether limited liability (SL) or public limited (SA), are required annually to comply with the legal obligations established by the Capital Companies Act (LSC). These obligations, when managed with expert guidance and supervision, ensure orderly compliance and promote transparency and good corporate governance.

The main annual obligations for companies

• Preparation of annual accounts: Directors or administrators must prepare the annual accounts within three months after the end of the financial year. These documents must then be approved by the shareholders’ meeting within the following six months.
• Filing with the Commercial Registry: Once approved, the accounts must be filed electronically with the registry within one month (normally before 30 July if the year closes on 31 of December).
• Legalisation of corporate books: Companies are required to legalise their corporate books (minutes books, shareholder registers, and accounting records) within four months of the year-end.
• Audit obligations: An external audit is mandatory if the company exceeds certain thresholds for assets, turnover, or number of employees. In such cases, auditors must be appointed and registered.
• Annual General Meeting (AGM): Companies must hold an AGM to approve accounts, decide on profit distribution, appoint or renew directors, and adopt other relevant resolutions.
• Ongoing updates: In addition to the annual cycle, companies must notify the registry of changes such as director appointments, changes of registered office, amendments to bylaws, or powers of attorney.

We provide companies with expert advice on regulatory compliance, allowing them to focus on their growth.

Isabel De Ron, Lawyer, Partner, ECOVIS Legal Spain, Madrid, Spain

Advice for companies

Annual obligations can be time-consuming, and delays may lead to penalties or reputational risks. Early planning and the support of legal professionals ensure that all requirements are handled properly, and nothing is left to chance. Companies should ensure that their advisors can support them in preparing and filing annual financial statements, convening and documenting shareholder and board meetings, or certifying company books and processing electronic filings.

For further information please contact:

Christian Koch, Lawyer, Partner, ECOVIS Legal Spain, Madrid, Spain
Email: christian.koch@ecovis.es
Isabel De Ron, Lawyer, Partner, ECOVIS Legal Spain, Madrid, Spain
Email: isabel.ron@ecovis.es