Central Business Register
The organisation of the Business Register, which is made up of the regional Business Registers and the Central Business Register, comes under the Ministry of Justice in Spain. All matters relating to the Business Register are entrusted to the Directorate General for Registers and Notaries.
Regional Business Registers are set up in each of the provincial capitals, with their authority extending to the territory of the province and, in addition, to the cities of Ceuta, Melilla, Ibiza, Mahón, Arrecife, Puerto del Rosario, Santa Cruz de la Palma, San Sebastián de la Gomera and Valverde.
The Central Business Register is responsible for the following functions:
• Organising, handling and publishing for purely information purposes the data received from the regional Business Registers.
• Recording and publishing the names of companies and legal entities.
• Publishing the Official Gazette of the Business Register when required.
• Maintaining the Register of companies and entities which have transferred their registered office abroad without losing Spanish nationality.
The following information is entered on the Business Registers:
• The individual entrepreneurs and companies in general, together with the deeds and contracts relating thereto. Specifically, the following entities are entered on the register:
• The individual ship owner.
• Commercial companies (public limited companies, private limited companies, etc.)
• Mutual guarantee societies.
• Cooperative banks, mutuals and insurance cooperatives and social welfare mutual benefit societies.
• Mutual investment societies (commercial companies dedicated to granting personal guarantees by endorsement or by any other means to its members in respect of operations carried out by the said members within the transactions or business of the companies of which they are members).
• Economic interest groups (an entity whose purpose is to facilitate the development or improve the results of the activities of its members, who must be private individuals or legal entities carrying on business, agricultural or handicraft activities. They carry out an auxiliary activity which benefits their members, whilst remaining non-profit making).
• Savings banks.
• Investment funds.
• Pension funds.
• The branches of any of the above.
• The branches of foreign companies and other for-profit foreign entities with legal personality.
• Foreign companies which transfer their registered office to Spanish territory.
The following will be entered in respect of the individual entrepreneur:
• Identity of the entrepreneur and his business.
• The general powers granted to specific persons so that they can act on behalf of the company, together with any amendments, withdrawals or replacements.
• Opening, closure and other actions and circumstances relating to branches.
• Judicial rulings which modify the capacity of the individual entrepreneur (for example, if he has been declared wasteful).
• The appointment as a replacement, because of incapacity or a conflict of interest, of someone looking after or legally representing the individual entrepreneur, if not named in the initial entry.
• Marriage settlements and court rulings given in cases of divorce, separation or annulment of marriage, or proceedings determining the competence of the individual entrepreneur.
• Cessation of payments and bankruptcy.
In the case of companies, the following acts relating thereto have to be entered on the Business Register:
• Creation of the company.
• Amendment to the contract and articles of association, as well as increases or reductions in capital.
• Extension of the duration period.
• Appointment and retirement of directors, liquidators and auditors, together with the appointment and retirement of the secretaries and vice-secretaries of management bodies, even if they are not members of such bodies.
• General authorities and delegations of powers, together with any modification, withdrawal or replacement thereof.
• The opening, closure and other acts and circumstances relating to branches.
• The transformation, merger, de-merger, partial cancellation, winding-up and liquidation of the company.
• The appointment of the body responsible for keeping the accounting records in the event that the assets are represented by means of book-entry securities.
• Cessation of payments and bankruptcy, and administrative intervention measures.
• Legal or administrative decisions.
• Deeds or contracts in general which amend the content of the entries made.
• The issuing of bonds or other negotiable securities, grouped into issues, carried out by limited companies or bodies authorised for the purpose, and other acts and circumstances relating thereto.
• Recording the admission and exclusion of any kind of securities negotiable on an official secondary market.
The Central Business Register can be accessed through:
