All commercial companies are obliged to file their annual accounts annually with the Commercial Registry of the province where they are domiciled.
What is a registration sheet?
A registration sheet could refer to a document containing detailed information about the company or company in question. This information may include details such as the company name, registered office, corporate purpose, directors, share capital, shares issued, amendments to the articles of association, among other aspects relevant to the company. A company’s registration form is essential to know its legal status, organisational structure and administrative history, and is usually managed by the Commercial Registry or other corporate control bodies depending on the jurisdiction.
What happens if you do not deposit them within the legal deadline?
Article 378 of the Regulations of the Commercial Registry (“RRM”) provides that, if one year has elapsed since the end of the financial year without the deposit of the duly approved annual accounts, the Commercial Registrar shall provisionally close the company’s registration sheet.
The closure of the registration page makes it impossible to make new entries in the Commercial Register, except in the case of operations listed in Article 378 of the RRM: deeds relating to the cessation or resignation of directors, managers or liquidators, appointment of liquidators, revocation or renunciation of powers, dissolution of the company or entries ordered by a judicial or administrative authority.
The reopening of the registration sheet is achieved by correctly depositing the annual accounts pending registration. If the accounts have not been deposited for several years, the Commercial Register requires the deposit of the annual accounts for the last three financial years.
What is the Tax Agency’s Entity Index?
An index of entities is kept at each State Tax Administration Agency Delegation in which entities with a tax domicile within its territorial scope are registered, with the exception of exempt entities. Provisional deregistration from this index may be agreed for entities in which any of the following circumstances apply: a) The entity’s tax debts to the State Treasury are declared to have failed in accordance with the provisions of the General Collection Regulations. b) The entity has not filed a corporate income tax return for three consecutive tax periods. When provisional deregistration from the index of entities is agreed, the taxpayer may also be deregistered from the Intra-Community Operators and Monthly Refund Registers.
When the provisional deregistration from the index of entities is agreed, the tax agency notifies this situation to the corresponding Companies Register, which will draw up a marginal note on the sheet open to the entity affected, and no entry may be made on this sheet, and the register sheet will therefore be closed.
In order to reopen the registration sheet, it will be necessary to submit the outstanding corporate taxes and request in writing to the tax office to notify the relevant Commercial Register of the situation for the cancellation of the marginal note and the reopening of the registration sheet.
If you need help with the reopening of the registration sheet due to the non-filing of annual accounts or corporate taxes, do not hesitate to ask us for a quotation.
