DOUBTS CONCERNING THE ONLINE LEGALIZATION OF ENTREPRENEURS’ BOOKS HAVE BEEN RESOLVED

Even though this legal obligation was provided a few months ago, all the doubts concerning the online legalization of the books that all entrepreneurs must have, have just recently been swept away.
Thus, Article 18 of Law 14/2013, 27th September, to support entrepreneurs and their internationalization, stated that the books that all entrepreneurs must have had to be legalized online. Yet no specific way to do so was explained. As a result, the General Directorate of Registers and Notaries (GDRN) issued an Instruction, published in the Official Gazette on February, 16th, informing that the rule concerns all the books that entrepreneurs must file, meaning not only the accounting books, but also the legal books like the minute of the shareholders’ meetings book and the partners’ book, among others. Moreover, that legalization had to be carried out in the next four months after the end of the accounting year, should the latter start after 29th September 2013.
Since the instruction was dated in February 2015, the online legalization, according to the deadline, had to be done in just two months and a half, a really small period of time specially taking into account all the doubts dealing with the confidentiality of the books’ content and some other practical issues. Consequently,  on 27th April 2015, a Court of Madrid decided to cancel the application of the GDRN Instruction and, then, the online legalization of the books became voluntary and not compulsory, and entrepreneurs could legalize online their book  just if they wanted and without consequences had they decided to use the old system.

All the doubts have faded away with the General Directorate of Registers and Notaries 1st July 2015 Instruction

In any case, all the doubts have faded away with the GDRN 1st July 2015 Instruction, which stated that:
• The Registrar must fulfill all the obligations concerning the Data Protection Law, and will be forced to erase immediately the content of the book once the certification of legalization has been issued.
• The entrepreneur must save an identical file of the book to the one legalized
• The entrepreneur may encrypt the content of the books to be legalized, directly by using algorithms or through a third company
• The books already legalized with content dated between 29th September 2013 and 31st December 2014 which were not legalized online will not have to be legalized this way.
Summing up, this new instruction clears up all doubts dealing with the new online legalization, ruling about the confidentiality of the content to be legalized and providing a temporary period of time in which the old and the new system coexist. Lest we forget, however, that the new system, that means, the online legalization of the books that all entrepreneurs must have, will be compulsory for the content dated in accounting years from 1st January 2015 (and to be legalized, subsequently, before 30th April 2016).