Minutes of an S.L. annual general meeting approving the accounts (Spain)
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For the members of a Spanish limited company approving the year's accounts: Spanish minutes of the ordinary general meeting (all members present, or called by notice) approving the accounts, the allocation of the result and the directors' management, and the certificate of the resolutions filed with the accounts at the Registro Mercantil within a month of approval (art. 279 of the Spanish Companies Act). The certifier's signature is certified by a notary or, for online filing, made electronically. In Spanish.
- Made for use in Spain
- Last updated October 20, 2026
Published byDocMuse
When to use this document
- The deadline to approve the annual accounts of your limited company in Spain is coming up.
- You have to file the accounts with the companies registry and are missing the meeting minutes.
- The members want to decide whether this year's profit goes to reserves or is paid out.
- Your Spanish company is dormant but still has to approve its accounts every year.
What you fill in
The details the document asks for.
- Company name
- Company's NIF (Spanish tax number)
- Company's current registered office
- Registro Mercantil details (registry, volume, folio, sheet)
- Kind of general meeting
- Where the meeting was held
- Date of the meeting
- Time of the meeting
- Chair
- Secretary
- Share capital present or represented (percentage)
- Notice of meeting: date and channel (if the meeting was called)
- Financial year of the accounts
- Format of the annual accounts (Spanish chart of accounts)
- Date the directors drew up the accounts
- Result for the year (profit or loss, in euros)
- How the result is allocated (reserves, dividends, losses carried forward), with amounts
- Person issuing the certificate
- Votes for, against and abstaining (as % of the capital)
- DNI or NIE of the person certifying (Spanish identity number)
- Post of the person certifying (e.g. sole director, board secretary)
- Second signatory or person giving the approval (if needed)
- Post of the second signatory (e.g. board chair)
- DNI or NIE of the second signatory (Spanish identity number)
- Audit of the accounts
- City
- Date
Common questions
- By when must a Spanish limited company approve its accounts and file them?
- The ordinary general meeting is held within six months of the end of the financial year (art. 164 of the Spanish Companies Act), and the accounts are filed with the Registro Mercantil of the registered office within a month of approval (art. 279). If they are not filed, the registry enters no other document of the company while the failure lasts (art. 282), and the accounting regulator (ICAC) may impose fines (art. 283).
- How are the accounts filed with the Spanish Registro Mercantil, and who signs the certificate?
- They are filed on the accounts-deposit forms approved by the Spanish Ministry of Justice, which the Colegio de Registradores offers at registradores.org, on paper or online. The certificate is signed by the person entitled to certify, with the signatures certified by a notary; for online filing it carries an electronic signature and electronic certification, and the registry does not accept a handwritten signature there (art. 366 of the Spanish Commercial Registry Regulation).
- What can the meeting decide about the year's profit?
- The meeting decides how the result is allocated in the light of the balance sheet. Until the legal reserve reaches 20 % of the share capital, at least 10 % of the profit goes to it (art. 274 of the Spanish Companies Act), and dividends are paid only if net equity does not fall below the share capital as a result (art. 273). Write each use with its amount in the allocation: reserves, dividends or offsetting losses from earlier years.
How you can sign this document
- Print it and sign by hand. The signature lines in the document are left blank on purpose — sign on them in ink.
- Sign it yourself with a qualified electronic signature. If you already hold a QES — Evrotrust, B-Trust, StampIT, ZealiD or any qualified provider on the EU Trusted List, on a card, a USB token, in a mobile app or in the cloud — our signing guide explains step by step how to sign this exact file without invalidating it. Step-by-step help, and a way to check it worked
DocMuse sells documents, not legal advice. Acceptance always depends on the recipient's rules and your local law.
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