The Spanish S.L. (Sociedad de responsabilidad limitada) is a Spanish corporation that is comparable to the German GmbH. The Spanish S.L. also has annual obligations that must be fulfilled. The decisive factor here is the financial year, which usually coincides with the calendar year, but does not necessarily have to.
Accounting:
Throughout the year, the company is obliged to keep proper accounting records in a timely manner in order to correctly document all company transactions. The accounting records must generally be kept for six years.
Taxes:
The S.L. must submit various tax returns, including the corporation tax return (Impuesto sobre Sociedades) and, if applicable, the VAT return (IVA). The corporation tax must be submitted within 25 days of the end of the financial year.
The deadline for submitting VAT returns depends on the size of the company and must be submitted monthly or quarterly. As a rule, monthly returns must be submitted by the 20th of the following month, while quarterly returns are due by the 20th of the month following the end of the quarter.
In addition, social security contributions must generally be paid on a monthly basis. The contributions must be paid by the last day of the month for the previous month.
Annual financial statements and legalization of books:
The S.L. must prepare annual financial statements consisting of the balance sheet, the profit and loss account and the notes. These must be approved by the shareholders' meeting within three months of the end of the financial year. The approved annual financial statements must be submitted to the commercial register within one month of approval.
In addition, the company is obliged to keep an inventory list and a journal that records all daily transactions in connection with the company's activities. Together with the annual financial statements, these form the company's books. The books must be submitted to the commercial register within four months of the end of the financial year and legalized there.
Under certain circumstances, the company may also be obliged to prepare a management report (Informe de gestión), which reflects the economic situation of the company. As a rule, this must be approved and submitted at the same time as the annual financial statements.
Shareholders' meeting:
It is necessary to hold a shareholders' meeting at least once a year to decide on the approval of the annual financial statements and other important matters. Ideally, this meeting should be held shortly after the end of the financial year.
Minutes are kept of the content of the meeting, which should also be prepared promptly after the meeting and signed by the shareholders present; ideally 15 days after the meeting.
Commercial register:
If there are changes to the company, such as changes to the shareholders, articles of association, registered office or management, these must be submitted to and entered in the commercial register immediately, i.e. within 30 days of the change.
The approved annual financial statements must be submitted to the commercial register within one month of approval.
Other:
If the company employs staff, it is obliged to comply with labor law regulations throughout the year, including the registration of employees with social security and compliance with employment contracts.
The company must also comply with the provisions of the General Data Protection Regulation (GDPR) throughout the year, particularly if it processes personal data.
Accounting records and other relevant documents must generally be kept for at least six years.
Saskia Porta, a registered lawyer in the German and Spanish Bar Associations, is a recognized expert in inheritance, corporate and contract law with specialist knowledge of the Balearic Islands. She works alongside Dr. Dominic Porta, a recognized expert in international commercial law with specialist knowledge of Spanish real estate law, in his law firm in Mallorca. Here, the specialist lawyers advise clients of NEPTUNUS INTERNATIONAL Real Estate, among others, on all legal matters relating to real estate.
More information at https://www.anwaltmallorca.eu/
