There are three phases that exactly surround the moment of closing and presentation of the annual accounts, being the same phases for both Public Limited Companies and Limited Liability Companies:
1st. Formulation.
The administrators of the company are required to formulate, within a maximum period of three months from the end of the fiscal year:
- The annual accounts (balance sheet, the profit and loss account and the report), signed by all the members of the administrative body.The management report, signed by all the members of the administrative body.The proposal to apply the result
In addition, they must formulate, where appropriate, the consolidated accounts and management report.
2nd. Approval
Once the annual accounts have been prepared, the Administrative Body must call the General Meeting to proceed, where appropriate, to its approval, and must also resolve on the application of the result of the year in accordance with the approved balance.
Regarding the character of the General Meeting, this will be ORDINARY in the case of a SA, a distinction that in the SRL does not occur as there is no difference in the latter corporate form between Ordinary and / or Extraordinary Meeting.
3rd. Deposit and Advertising of accounts
After approval, and within the month following it, the following documentation must be submitted to the Commercial Registry:
- The certification of the agreements of the general meeting of approval of the annual accounts and application of the result A copy of each one of these accounts A copy of the management report and the report of the auditors, when the company is required to audit or this it would have been done at the request of the minority.
Within the fifteen days following the date of the filing entry, the Registrar will qualify under his responsibility if the documents presented are those required by law, if they are duly approved by the general meeting and if the required signatures appear.
On the first business day of each month, the Commercial Registrars will send to the Central Registry a list of the companies that had fulfilled the obligation to deposit the annual accounts during the previous month.
The Official Gazette of the Mercantile Registry will publish the announcement of the companies that have complied with the deposit obligation.
In the event that this obligation is not carried out, the Law foresees from the registry closing until a fine amounting to € 1,202'02.- to € 60,101.21.-.
In practice, how is this calendar reflected ?, suppose two different closings of the year, one at December 31 (coinciding with the calendar year) and another, at September 30, and taking into account that the Board must meet within of the first six months from the end of the financial year for the censorship of social management and approval, where appropriate, of the annual accounts and application of the result:
