miércoles, 6 de julio de 2011

YEARLY ACCOUNTS Is it compulsory to submit them yearly?

The financial statements of a corporation or limited are a sample of fairly the assets, financial condition and results of the entity as stated in Article 172 of the Companies Act (LSA). The Supreme Court, to proclaim the principle of "fair" society, requires that the accounts have been closed in each year clearly and accurately reflect the financial position of the company, and the Balance Sheet, Profit and Loss Account and Memory is drafted so that its reading can be obtained an accurate representation of the economic situation of the company and the course of their business.

The law requires administrators to submit those accounts in the Mercantile Registry for filing and publication, so that anyone can access them and knowing the financial situation of the society. Failure to do so, covering up the market, partners, creditors and possible contracting entity that situation, putting it in the field of financial opacity against third parties, creating confusion in the market negative equity. The publication of accounts of a society through the Register allows other companies that wish to contract with it to know what your financial situation and avoid potential hazards that hinder or prevent its loans receivable.
 
This is why the law punishes the violation of this obligation on the part of the administrators, whether SA or Limited Liability Companies (which refers to the LSA regulations).

The failure to do so results in sanctions. Also, the lack of deposit in the registry makes it impossible to register any document referred to the society while the failure persists (with the exception of titles relating to the dismissal or resignation of directors, managers, general managers or liquidators, and the revocation or renunciation of power and the dissolution of the company and appointment of liquidators and seats ordered by the judicial or administrative).

When a year has passed since the closing date of the fiscal year without any deposit accounts, the registrar proceed to close the commercial registration and shall not register any document produced after that date, until, at the outset, the deposit is practiced. This way you can not register a capital increase, or a modification of statutes, or a change of registered office or other arrangements should access the Registry.
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It should be noted that within the first month of each year, the registers should be forwarded to the Directorate General of Registries and Notaries, and this, in turn, the Ministry of Economy and Finance, an alphabetical list of companies that had not been duly completed during the previous year, the obligation to deposit the annual accounts. So the tax authorities know which entities have complied with this obligation.

 On the other hand, is also provided in Article 221 of the LSA is a possibility that the Administration, through the Institute for Accounting and Auditing, initiate disciplinary proceedings against defaulting entity, which may involve the imposition of fines to the society.

Finally, in regard to directors' liability for breach of this obligation, the Act expressly does not punish them with concrete consequences, but the Court has considered this failure as a reasonable indication of negligence and lack of responsibility, together with other violations (like leaving to convene Board for dissolution of the company if it falls within legal reason), could result in the declaration of the personal liability of directors for corporate debts.

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