Companies are required to submit their annual accounts to the Mercantile Registry no later than the end of July. But we often come across companies that have no activity and do not record their accounting. The question in these cases is: do inactive companies have to file annual accounts?
The answer is clear: yes. Companies, basically limited and joint-stock companies, have always had the obligation to present the annual accounts, whether the company is active or inactive. But it is not until 2010, with the Capital Companies Act, that the application of sanctions for not presenting annual accounts is regulated. In practice, this was rarely the case; so many inactive companies did not submit annual accounts in order to save on the cost of submitting them.
The novelty of this year is the publication of a regulation that gives the power to mercantile registrars to sanction companies that do not submit annual accounts to the Mercantile Registry, when before it was a sole competence of the Institute of Accounting and Auditing of Accounts (ICAC). In addition, the amount of the sanction is more defined:
a) The penalty shall be 0.5 per thousand of the total amount of the asset items, plus 0.5 per thousand of the sales figure of the entity included in the last declaration submitted to the Tax Administration.
b) In the event of not providing the tax return mentioned in the previous letter, the sanction must be established at 2 per cent of the share capital according to the data contained in the Mercantile Registry.
c) If the tax return is provided, and the result of applying the aforementioned percentages to the sum of the items of assets and sales is greater than 2 per cent of the share capital, the penalty will be quantified in the latter reduced by 10 per cent. The publication of this new regulation provides for the possibility of increasing the number of inspections in inactive companies and, in general, in all companies that have not submitted the annual accounts for non-prescribed years, that is the last 3 years. Therefore, if the case arises, it is advisable to keep up to date with the presentation of the annual accounts of our company.