The new models for the commercial registry

The Official Gazette of the State has published the new models for filing the annual accounts in the Commercial Registry. Through the Resolution of May 18, 2023, issued by the Directorate of Legal Security and Public Trust, regarding the models for filing the annual accounts in the Commercial Registry, a series of changes and updates have been introduced that affect various accounting aspects. 

The main innovations introduced by the approved new models are as follows: 

(i) Regarding individual accounts: 

a. In the identification sheet, the Covid sheet that was introduced in 2020 and 2021 to assist the authorities in assessing the effects of the pandemic has been removed. Instead, the percentage of women on the board of Directors is included. 

b. In the beneficial ownership sheet, new fields have been incorporated to enhance the identification of natural persons, including the country of document issuance and the type of document. Furthermore, modifications and new tables have been introduced to report the percentage of direct participation in the capital or voting rights, in order to identify the chain of control. 

c. In the environmental sheet, in preparation for the forthcoming transposition of Directive (EU) 2022/2464 of the European Parliament and the Council, companies, regardless of their size, will have the possibility to voluntarily provide certain environmental-related information. This includes data on key environmental indicators such as CO2 emissions, water and electricity consumption, as well as specific information about their customers and suppliers. 

(ii) Regarding consolidated accounts: 

a. In the general identification sheets, a new table has been added to list the companies belonging to the consolidatable group. This entails two fundamental changes; providing information on direct participation throughout the chain of control to gain a direct and automated understanding of the group`s structure, and reporting both the entities included in the consolidation by global integration (indicating whether they are dependent or multigroup) as well as those included by equity method (indicating whether they are associates or multigroup). 

b. If the group subject to the obligation to file consolidated accounts decides to present them in a single European electronic format, it must generate a file that complies with the standards and specifications according to the XBRL taxonomy of the ESEF format, published on the website of the European Securities and Market Authority (ESMA). 

These innovations came into effect starting from May 31, 2023, and will be mandatory for the annual accounts formulated and approved by the obligated entities that are submitted to the Commercial Registry for filing. 

Marta Batalla Eguidazu 

martabatalla@gentile.law

+34 684 46 04 26