Law 22/2015, 20 July, Audit Of Accounts.

Original Language Title: Ley 22/2015, de 20 de julio, de Auditoría de Cuentas.

Read the untranslated law here: http://www.boe.es/buscar/doc.php?id=BOE-A-2015-8147

FELIPE VI King of Spain to all that the present join together and act.

Know: That the Cortes Generales have approved and I come in to sanction the following law.

Table of contents preliminary title. Scope, object, status and definitions.

Article 1. Scope and object.

Article 2. Rules governing the activity of auditing accounts.

Article 3. Definitions.

Title I. The audit of accounts.

Chapter I. Modalities of Auditors.

Article 4. Audit of annual accounts and other financial statements or accounting documents.

Article 5. Annual accounts audit report.

Article 6. Duty to request and provision of information.

Article 7. Audit of consolidated accounts.

Chapter II. Requirements for the exercise of the audit of accounts.

Article 8. Registro Oficial de Auditores de accounts.

Article 9. Authorisation and registration in the official register of accounts auditors.

Article 10. Auditors of accounts authorized in other Member States of the European Union and in third countries.

Article 11. Audit companies.

Article 12. Low in the official register of accounts auditors.

Chapter III. Exercise of the activity of auditing accounts.

Section 1st skepticism and trial professionals.

Article 13. Professional skepticism and judgment.

Section 2 independence.

Article 14. General principle of independence.

Article 15. Identification of threats and safeguard measures.

Article 16. Causes of incompatibility.

Article 17. Extensions subjective to related entities or with a control relationship with the audited entity.

Article 18. Incompatibilities arising from situations that concur in relatives of the responsible major Auditors.

Article 19. Incompatibilities arising from situations that are persons or entities directly related to the accounts auditor or audit firm.

Article 20. Incompatibilities arising from situations that in other people or entities belonging to the network of the auditor or audit firm.

Article 21. Term of incompatibilities.

Article 22. Procurement regime.

Article 23. Bans following the completion of the audit work.

Article 24. Fees and transparency on the remuneration of the Auditors Auditors and audit firms.

Article 25. Causes of abstention by collected fees.

Section 3 liability and financial security.

Article 26. Civil liability.

Article 27. Financial guarantee.

Section 4 internal and organization of the work of the Auditors Auditors and audit firms.

Article 28. Internal organization.

Article 29. Organization of work.

Section 5th duties of custody and secret.

Article 30. Duty of conservation and safekeeping.

Article 31. Duty of secrecy.

Article 32. Access to the documentation.

Chapter IV. The auditing public interest entities.

Section 1 common provisions.

Article 33. Scope of application.

Article 34. Legal regime.

Section 2 of the reports.

Article 35. Annual accounts audit report.

Article 36. Additional report to the Audit Committee on public interest entities.

Article 37. Annual transparency report.

Article 38. Report to national authorities supervising the entities of public interest.

Section 3 independence.

Article 39. Incompatibilities and prohibited services.

Article 40. Recruitment, rotation and appointment of Auditors of accounts or audit companies.

Article 41. Fees and transparency.

Section 4 internal and organization of the work in relation to audits of public interest entities.

Article 42. Internal organization.

Article 43. Organization of work.

Article 44. Transfer record.

Article 45. Organizational structure.

Title II. Public oversight.

Chapter i. Function supervisor.

Article 46. Field of public oversight.

Article 47. Resources.

Article 48. Subjects on which the supervisory role is exercised.

Article 49. Supervisory powers.

Article 50. Place of proceedings of verification, investigation and inspection.

Article 51. Administrative cooperation.

Article 52. The activity of audit control: inspections and investigations.

Article 53. Investigations.

Article 54. Inspections.

Article 55. Assistance from professional and expert services.

Chapter II. Institute of accountancy and audit of accounts.

Article 56. The Institute of accounting and audit of accounts.

Article 57. The President.

Article 58. The Committee of audit of accounts.

Article 59. The Accounting Board.

Article 60. Confidentiality and duty of secrecy.

Article 61. Transparency and publicity.

Chapter III. Supervisory regime applicable to Auditors, as well as to companies and other audit entities authorised in Member States of the European Union and in third countries.

Article 62. Auditors, companies and other audit entities authorised in Member States of the European Union and in third countries.

Chapter IV. International cooperation.

Article 63. Duty to collaborate with the Member States of the European Union and the European supervisory authorities.

Article 64. Committee on Supervision of Auditors of European bodies.

Article 65. Transmission of information to the European Central Bank, the European system of central banks and the European systemic risk Board.

Article 66. Professional College of Auditors concerning competent supervisory authorities.

Article 67. Coordination with competent authorities of third countries.

Title III. Violations and sanctions regime.

Article 68. Administrative sanctioning.

Article 69. Specialties in the field of procedure.

Article 70. Administrative responsibility.

Article 71. Infractions.

Article 72. Very serious offences.

Article 73. Grave breaches.

Article 74. Minor offences.

Article 75. Penalties for infringements committed by auditors of individual accounts.

Article 76. Penalties for infringements committed by auditing companies.

Article 77. Penalties for infringements committed by auditors of accounts and audit in relation to entities of public interest entities.

Article 78. Other additional sanctions.

Article 79. Penalties for offences committed by persons not Auditors.

Article 80. Determination of the penalty.

Article 81. Enforceability of rulings.

Article 82. Advertising of the sanctions.

Article 83. Administrative responsibility of extinct societies of audit.

Article 84. Conservation of the documentation obligation.

Article 85. Prescription of infringements.

Article 86. Prescription of sanctions.

Title IV. Rates of the Institute of accountancy and audit of accounts.

Article 87. Rate of the Institute of accountancy and audit of accounts for the control and supervision of the activity of the audit of accounts.

Article 88. Rate of the Institute of accountancy and audit of accounts by issuing certificates or documents upon request and inscriptions and annotations in the official register of accounts auditors.

Title V. protection of personal data.

Article 89. Protection of personal data.

First additional provision. Compulsory audit.

Second additional provision. Audits in the public sector.

Third additional provision. Commission of audit of public interest entities.

Fourth additional provision. Collaboration of the National Commission of markets and competition in the execution of powers in relation to the audit market.

Fifth additional provision. Review of the evolution of the market.

Sixth additional provision. Audit companies.

Seventh additional provision. Mechanisms of coordination with bodies or public institutions with powers of control or inspection.

The eighth additional provision. Electronic communications.

Ninth additional provision. Collaboration with the General direction of the registers and notaries.

Tenth additional provision. Information on payments made to public administrations.

First transitional provision. Graduates, engineers, business professors, architects or university graduates.

Second transitional provision. Situations of incompatibility.

Third transitional provision. Fiscal year of implementation of the provisions contained in the tenth additional provision.

Sole repeal provision.

First final provision. Modification of the code of Commerce, approved by Royal Decree on August 22, 1885.

Second final provision. Modification of the law 24/1988, of 28 July, the stock market.

Third final provision. Modification of law 29/1998, of 13 July, regulating the contentious jurisdiction.

Fourth final provision. Modification of the text revised of the law societies of Capital approved by Royal Legislative Decree 1/2010 of 2 July.

Fifth final provision. Modification of law 27/2014 November 27, from corporate income tax.

Sixth final provision. Skill-related title.

Seventh final disposition. Incorporation of European Union law.

Disposal the eighth. Enabling legislation.
Ninth final disposition. Enabling for the modification of the statutes of the Institute of accountancy and audit of accounts.

Tenth final disposition. Authorization of the Institute of accountancy and audit of accounts.

Eleventh final disposition. Functions entrusted members of Institute of censors, juries accounts Spain, prior to the entry into force of law 19/1988, of July 12, audit of accounts.

Twelfth final provision. No increase in spending.

Thirteenth final disposition. Legal regime of the reserve by goodwill in the exercises started from January 1, 2016.

Fourteenth final disposition. Entry into force.

PREAMBLE the object of this law is adapting the internal Spanish law changes incorporated by the directive 2014-56/EU of the European Parliament and of the Council, of 16 April 2014, amending Directive 2006/43/EC of the European Parliament and of the Council of 17 May 2006 on statutory annual accounts and the consolidated accounts audits , in which does not conform to it. Next to that directive, approved the Regulation (EU) No. 537/2014, the European Parliament and the Council, of 16 April 2014, about the specific requirements for the statutory audit of public interest entities and that repealing Decision 2005/909/EC by the Commission.

The Directive repealed the then eighth directive 84/253/EEC, of the Council, of 10 April 1984, based on the letter g) of paragraph 3 of article 54 of the Treaty, concerning the authorization of persons responsible for the legal accounting documents control, incorporated into our legal system by law 19/1988, of July 12, audit of accounts Thus regulating for the first time in Spain accounts audit activity. This activity, for its financial contribution to the transparency and reliability of the economic information of the companies and audited entities, an element inherent to the system of market economy contained in article 38 of the Constitution. Thus, configured as that which, through the use of certain techniques of review, aims at issuing a report about the reliability of the audited financial economic information, unless it is limited to merely check that the balances contained in his annotations of accounting agree with those offered on accounts that are audited, review and verification applied techniques allowing to with a high degree of certainty, provide a technical and independent opinion on accounting as a whole and also on other circumstances that affect the life of the company, were not collected in this process.

Audit activity is characterized by the public relevance which serves to provide a service to the revised entity and affect and concern not only this, but also to third parties who maintain or may maintain relations with it, given that all of them, entity audited and third parties, can know the quality of audited financial economic information which is issued audit opinion. In order to regulate and establish sufficient guarantees that the annual accounts or any other economic financial information that has been verified by an independent third party is accepted with full confidence by the interested third parties, in law 19/1988, of July 12, auditors, audit activity was defined and settled, inter alia , the conditions they must meet to access the official register of Auditors of accounts and be able to exercise such activity, the rules governing its exercise, the minimum content of the audit report of the annual accounts, the regime of incompatibilities and liability of Auditors of accounts, the regime of offences and penalties and the attribution to the Institute of accountancy and audit of accounts of the control of the activity and the disciplinary authority of the Auditors of accounts.

Over time, various standards occurred to complete this regime. Thus, firstly, law 4/1990, of 29 June, the State budget for 1990, incorporated a specific pathway of registration in the official registry of accounts auditors for people who, not having a university degree, they had, however, obtained one sufficient qualification for access to the University and acquired a practical training for 8 years greater than that required in General. At the same time, certain specific rules were established for the purpose of accredited practical training acquired prior to the entry into force of law 19/1988, of July 12, for audit of accounts, required to obtain authorization from the Institute of accountancy and audit of accounts for the purpose of registration in the official register of accounts auditors.

Subsequently, law 31/1991, of 30 December, from the State budget for the year 1992, changed the composition of the Advisory Committee of the Institute of accountancy and audit of accounts and the law 13/1992, June 1, on own resources and supervision on a consolidated basis of the financial institutions, modified infractions and sanctions regime. Also, was established the obligation for Auditors of accounts of entities subject to the planned monitoring regime in the aforementioned law 13/1992, June 1, immediately issue the corresponding audit report when they knew and to check the existence of alleged irregularities or situations that might seriously affect stability, solvency or continuity of the audited entity.

With law 3/1994, of 14 April, which adapts the Spanish legislation on credit institutions to the second policy coordination Bank and introduces other amendments concerning the financial system, joined the obligation subject to audit the accounting information that foreign credit institutions should be made public annually for branch offices that have in Spain When you do not have to present annual accounts of its activity in Spain.

Law 2/1995, of 23 March, limited liability companies, included the possibility of extend annually the audit contract once the initial contract period.

Subsequently, law 37/1998, of 16 November, reform of the law 24/1988, of 28 July, the stock market, gave a new wording to the obligation for Auditors of accounts of entities subject to the system of supervision of the Bank of Spain, of the National Commission of the market values and the General direction of the insurance quickly inform institutions supervising any fact or decision on the audited entity that had knowledge in the exercise of their functions and that may affect an important to the exercise of its activity, its continuity, stability or solvency, or in cases in which opinion in its report was denied or unfavorable or that it prevented the issuance of the audit report.

In addition, through the law 41/1999, of 12 November on payment and securities settlement systems, within a year as a specific period was set to resolve and to notify the decision in the proceedings arising from the Commission of offences provided for in law 19/1988, of July 12, of audit of accounts.

Along with these major changes, it should be noted two substantial reforms. The first one was carried out by law 44/2002 of 22 November, of financial system reform measures, articles 48 to 53, which introduced substantial amendments affecting various aspects: the review of the unified system of access to the registry official of Auditor, the obligation to follow courses of continuing education of Auditors of accounts the incorporation of specific access roads to the official register of accounts auditors to officials belonging to certain bodies of the administration whose formation and functions were related to the audit of the public sector, the duty of independence and the causes of incompatibility, the duty of the auditor in relation to certain auditees rotation, the liability of Auditors of accounts , the duty of custody of the documentation of the work of audit and access to such documentation, offences and sanctions regime, the powers of the Institute of accountancy and audit of accounts in relation to the control of the activity of audit of accounts and the creation of the rate of the Institute of accountancy and audit of accounts by issuing audit reports.

Subsequently, law 62/2003, of 30 December, fiscal measures, administrative and social order, amended the composition and functions of the governing bodies of the Institute of accountancy and audit of accounts.
Law 16/2007, 4th of July, reform and adaptation of the commercial law on accounting matters for international harmonization based on the regulations of the European Union, in its additional provision quinta, amended in turn by disposal fourth law 34/2007 of 15 November, air quality and protection of the atmosphere , modified the Law 19/1988, of July 12, audit of accounts, concerning deadlines for hiring of Auditors of accounts, to enable the renewal of the audit contract for successive periods of up to three years after completed the initial contract period.

The second reform substantial law took place with the entry into force of law 12/2010 of 30 June, amending the Law 19/1988, of July 12, audit of accounts, law 24/1988, of July 28, the stock market and the revised text of the law of corporations approved by Royal Legislative Decree 1564 / 1989 of 22 December, to its adaptation to Community rules.

With this law, Directive 2006/43/EC of the European Parliament and of the Council of 17 May 2006 on statutory audits of annual accounts and consolidated accounts, for amending Directives 78/660/EEC and 83/349/EEC of the Council and repealing Council Directive 84/253/EEC was transposed into our domestic law. The time elapsed since the entry into force of Directive 84/253/EEC, the changes in the environment economic and financial with largest quotas of globalization and internationalization, and the lack of an approach to auditing in the field of the European Union, mainly in the field of public oversight, harmonized made imperative to undertake a process of reform in this area which culminated with the aforementioned Directive 2006/43/EC.

This policy was an important step to achieve greater harmonization of requirements that are required for the exercise of the activity of audit in the sphere of the European Union, as well as of the principles that should govern the system of public oversight in this area, assuming a turning point in the regulation of the activity of audit at the time of its adoption. The new regulation was based on the understanding that the audit activity has a role of public interest, understood by the existence of a comprehensive set of people and institutions that rely on the performance of the auditor of accounts, that correct and proper execution are factors that contribute to the proper functioning of markets by increasing the integrity and efficiency of financial statements insofar as vehicles of transmission of information. Front of the repealed Directive containing basic rules of authorization, independence and advertising by the Auditors of accounts, Directive 2006/43/EC expanded its scope at the same time seeking to harmonise more aspects: the authorisation and registration of Auditors and audit companies, including those in other States of the European Union and third countries the rules of professional ethics, of independence and objectivity, the audits in accordance with international standards of auditing adopted by the European Union, the full responsibility of the auditor carrying out the audit of consolidated financial statements, the quality control of the Auditors and audit, effective investigation and punishment systems companies, specific provisions concerning the entities of public interest and the cooperation and mutual recognition among the competent authorities of Member States the European Union, as well as the relations of third countries.

In addition to incorporating into national law Directive 2006/43/EC, the law 12/2010, June 30, modified certain aspects contained in the Law 19/1988, of July 12, which were necessary due to the changes that had taken place in commercial law and to incorporate improvements of technical practice.

Thus, highlighted modifications that affect the minimum content of the audit report in order to promote comparability in the international economic environment; the assumption of full responsibility to be assumed by the auditor of Auditors responsible for the audit of annual accounts or consolidated financial statements; the system of legal sources that the activity of audit of accounts, should be held consisting of three groups of standards, auditing standards, ethics standards and the standards of internal quality control of Auditors and corporate audit, incorporating as the international standards on auditing auditing standards that are adopted by the European Union; the authorisation and registration in the official register of Auditors who is authorized in another Member State of the European Union, or in a public register of third countries in accordance with the requirements of reciprocity and equivalence, the obligation to register those who issue audit reports on annual or consolidated accounts of companies domiciled outside the European Union and whose securities are admitted to trading on Spain , and the possibility that can be partners of audit firms other audit companies authorised in a Member State of the European Union, which was not previously permitted; the liability of Auditors only for damages which are attributable to, if not to prevent the fair compensation of the injured party; the extension of the duty of secrecy to all those individuals involved in the conduct of the audit of accounts; the scope and purpose of the activity of the audit control, differentiating between the external quality control, of regular and procedural nature, that may derive in general the formulation of recommendations or requirements; and technical control, which aims to detect and correct inadequate execution of a particular aspect of the activity of the auditor or audit work; and certain modifications in relation to the offences and sanctions regime, related in his almost all with built-in new obligations.

A substantially modified aspect was the duty of independence of Auditors, which is based, on the one hand, on the other hand, in the enumeration of a set of circumstances and the enunciation of a general principle of independence which obliges all auditor to refrain from acting when his objectivity in relation to the financial audit economic information, could be compromised situations or specific relationship in which it is considered that, in the case of concur, the Auditors do not enjoy independence from a particular entity, being the only solution or possible safeguards the non-realization of the audit work.

In relation to the duty of independence, joined the obligation to document and establish safeguard systems that detect and respond to threats to the independence of the Auditors. If these threats are of such importance that they compromise the independence, the Auditors should refrain from conducting the audit. In any case, avoid any situation that could pose a possible participation in the audited entity or relationship with this. Also, certain situations or services that generate incompatibility for conducting the audit were modified and reduced the period of temporary computation of situations of incompatibility from three to two years.

In addition, the concept of network to which belongs the auditor or audit firm, in order to observe the duty of independence, settling on the basis of the existence of the unit's decision and on the existence of relations of control and significant influence, so that persons or entities that are part of this network who incur in any of the cases of incompatibility referred to legally joined they will be equally incompatible accounts auditor or audit firm in relation to the respective entity, with certain particularities. Also, the field of subjective Extensions was modified to include certain relatives.

On the other hand, to merge at that time the concept of public interest entities, obligations were introduced as the publish an annual transparency report and the rotation of the signer of the report, as well as the obligation for certain entities have an Audit Committee.

Finally, taking into account the numerous modifications produced, Royal Legislative Decree 1/2011, July 1, approved the text consolidated from the law of audit of accounts, a comprehensive of the rules applicable to the activity of auditing, systematic text, harmonized and unified.

II
The evolution experienced in the economic and financial context since the entry into force of Directive 2006/43/EC of the European Parliament and of the Council of 17 May 2006 and, in particular, the financial crisis which occurred in recent years, led to question the adequacy and sufficiency of this Community framework, embarked on a process of debate about how the audit activity could contribute to financial stability , culminating in the approval and publication of the directive 2014-56/EU of the European Parliament and of the Council, of 16 April 2014, and of Regulation (EU) No. 537/2014 of the European Parliament and of the Council, of 16 April 2014, both with the ultimate aim of strengthening the confidence of users in financial information by improving the quality of audits of accounts within the scope of the European Union.

Unlike the previous framework, is considered necessary the development of a separate regulatory instrument for the entities of public interest so as to ensure that audits of these entities have a quality high, contributing to a more effective functioning of the internal market, and at the same time ensuring a high level of protection of consumers and investors at the European Union level.

So, with the new rules of the European Union, firstly, to increase transparency in the performance of the Auditors clarified the function that performs the audit and the scope and limitations have, in order to reduce the so-called gap of expectations between you expect a user of an audit and what it really is. This seeks greater harmonization of the rules of the European Union, as well as a minimum level of convergence in regards to auditing standards, designed to be used in carrying out audits of the annual accounts of entities of all type, size and nature. For this purpose, we want to highlight new content of the audit report requirements, which will be greater in the case of those issued in connection with the entities of public interest, improving the information that must be provided to the audited entity, investors and other interested parties. So, who audit these entities are compelled, on the one hand, to submit an additional report to the Audit Committee of these entities that reflects the results of auditing, strengthening the added value that represents the audit and contributing in the improvement of the quality of the financial economic information that is audited; and on the other hand, auditors of accounts should be incorporated into the annual report of specific transparency financial information that is specified in the directive. It is also intended to strengthen the channels of communication between auditors and supervisors of public interest entities.

Secondly, with the rules of the European Union approved aims to strengthen the independence and objectivity of the Auditors in the exercise of its activity, basic and fundamental pillar in which resides the confidence deposited in the audit report. To do so, joining requirements more restrictive than the of Directive 2006/43/EC of 17 May 2006, promoting the attitude of professional skepticism and the special care that must be taken to avoid conflicts of interest or the presence of certain commercial interests or otherwise, taking account of cases in which operates in a network environment.

In order to strengthen the attitude of professional skepticism and objectivity, prevent conflicts of interest arising from the provision of non-audit services, and reduce the risk of possible conflicts of interest caused by the current system in which 'the auditee selects and pays the Auditor' and the threat of familiarity for relations extended the cited regulation (EU) No. 537/2014, 16 April, incorporates to auditors of public interest entities, a list of prohibited non-audit services that may not lend themselves to those entities, its parent company and its subsidiaries; certain rules by which are limited fees may be perceived by the permitted non-audit services or in relation to a particular public interest entity; as well as the obligation of external rotation or maximum period of hiring.

Similarly, and with the purpose of contributing to strengthen the independence of these auditors and the quality of the audits carried out in relation to these entities, reinforce the functions attributed to their audit committees, in particular, those related to this duty, at the same time strengthening its independence and technical capacity.

Thirdly, given the problems detected in relation to the structure of the market and the difficulties of expansion, they arbitrate certain measures that they can stimulate and open audit market, incorporating the so-called 'European passport' and contribute to the integration of the audit market, although with the compensatory measures which can take the host Member State where it is intended to carry on the business , and declaring the nullity of contractual clauses that limit or restrict the Faculty of choosing auditor.

The above measures are accompanied by those that are incorporated in the Regulation (EU) No. 537/2014, 16 April, related to incentives to joint audits, the participation of entities of a smaller size in the bidding processes compulsory, public and periodic, governing is to simplify the choice of auditor, and external rotation obligation.

In order to improve the environment and entrepreneurship, with the rules of the European Union has three groups of measures aimed to reduce the transaction costs associated with the conduct of activities in the field of the European Union for small and medium-sized entities: the application provided to the complexity and size of the activity of the auditor and the audited entity , the faculty that Member States simplify certain requirements for auditing small entities and specific provisions for small and medium-sized audit entities.

Fourthly, in order to avoid a fragmentation in the market of audit in the field of the European Union, the new legislation aims to a greater degree of harmonization, not only in the rules governing the activity, but that watch it and discipline, as well as in the European Union and international cooperation mechanisms. In this regard, reinforcing the powers of the Authority public supervisor, in order to strengthen compliance with those standards, at the same time introduced the criterion of risk as rector in reviews of quality control to be performed that authority and powers are attributed to this to impose minimum disciplinary standards. That authority, as stipulated in Directive 2014-56/EU of 16 April 2014, should be separate as a premise to ensure the integrity, autonomy and adequacy of the system of public oversight.

In relation to the Auditors of public interest entities, mechanisms, on the one hand, are incorporated to make a follow-up on the evolution of the market, especially with regard to risks arising from a high concentration of the market, in particular in specific sectors, and the functioning of the audit committees; and on the other hand, in relation to the monitoring of risks that could occur in qualified systemically important financial institutions, establishing a sectoral and anonymous dialogue between those who audit these entities and the European systemic risk Board.

That is why in the policy 2014/56/EU of 16 April 2014, which transposes in this law, addressing aspects related to the access of Auditors of accounts and audit companies authorised in Member States, objectivity and independence, the Organization's Auditors, standards and report of audit reports to the Audit Committee and the hiring and dismissal. On the other hand, Regulation (EU) No. 537/2014, on April 16, 2014, collected fees and independence standards, audit, communication, conservation and safekeeping obligation, as well as temporary limitations on recruitment or external rotation and certain obligations of the Audit Committee, such as those referring to the process of selection of the auditor. In both texts, mechanisms are incorporated to strengthen the system of public oversight in order to ensure the full effectiveness of the new regulatory framework.

In short, the new regulations of the European Union introduces substantial changes in existing legislation, arising from the need to put clear in the European Union, regain the confidence of the users in the financial economic information that is audited, especially that of the entities of public interest and strengthen the quality of audits, strengthening its independence.

III the structure of the new Act must be explained from one side and in what Auditors of public interest concerns, its integration with the Regulation (EU) No. 537/2014, April 16, and on the other hand, of the need to transpose the EU directive 2014/56. Both the directive and the regulation of the European Union cited constitute the fundamental legal regime that should govern the activity of auditing in the field of the European Union.
The law regulates the General aspects of the regime for access to the exercise of the activity of audit, the requirements to be followed in its exercise, ranging from objectivity and independence until the issuance of the report, through the rules of organization of the Auditors and their work, as well as the regime of control and sanctioning established in order to ensure the full effectiveness of the rules. Regulation (EU) No. 537/2014 of the European Parliament and of the Council, of 16 April 2014, lays down the requirements to be followed by auditors of accounts of the entities of public interest, without prejudice that is applicable to these what is established in General for the Auditors of accounts and that law dealt with those issues on which the referred regulation cited gives Member States different options. Before this duality of regimes, this law devotes a title on the auditing of accounts in General, and other auditors of accounts of entities of public interest.

Thus, this law is structured into a preliminary title and five titles, in which are contained eighty-nine articles, ten additional provisions, three transitional provisions, a repealing provision and fourteen final provisions.

Preliminary title includes the General provisions of the legal regime whereby must abide audit activity, collecting its scope and legal sources system that integrates its regulatory legislation, which shall apply likewise who audited entities of public interest. These Auditors them is equally apply the regime established in the Regulation (EU) No. 537/2014, April 16. In such a legal regime underlying public interest function responds that the exercise of the activity of auditing accounts.

Regarding the auditing standards, will continue to maintain the international auditing standards that are adopted by the Commission of the European Union. At this point, establishes the possibility that currently existing technical audit rules and the new issue may impose additional requirements to those referred to in international auditing standards adopted by the European Union, according to the directive 2014-56/EU of the European Parliament and of the Council of 16 April 2014.

Also, and following the provisions of the directive, which was transposed, includes definitions for the purposes of this law, notably that of small and medium-sized entities, that, as he has been pointed out, specific mentions by reason of size, are incorporated and following parameters contained in Directive 2013/34/EC of the European Parliament and of the Council on the annual financial statements, consolidated financial statements and other reports related to certain types of companies, 26 June 2013. It should be noted that these parameters do not match, for the purposes of this law, defined as those who determine that an audit is compulsory.

Title I, dedicated to accounts auditing, regulates the essential aspects of the activity of auditing in accordance with the directive, transposing, although it should be noted that the audit which is regulated does not guarantee about the future viability of the audited entity or the efficiency or effectiveness with which the audited entity has directed or go to direct its activity. This title is divided into three chapters. Chapter I defines rules for Auditors and the new content of the audit report, which incorporates certain additional content according to the Faculty given to the Member States. At the same time, expanding its scope with respect to the annual report which in your case is issued. Equally, regulates the regime to be applied in the event of audit of consolidated accounts, which is modified to incorporate certain clarifications regarding the work of evaluation and review of the auditor of the group.

Chapter II regulates the regime of access to the exercise of the activity of audit, as well as the official of Auditor's register, whose public content is modified to incorporate the European mandate of advertising of the sanctions. Pursuant to this standard, embodies the possibility that a society's auditing authorised in another Member State can exercise its activity in Spain, who sign on its behalf the report is authorized in Spain.

Moreover, and without prejudice to what is available to the regulations of the European Union, amending certain aspects of the regime of registration mandatory, in the official register mentioned, those auditors of accounts and companies of audit issued audit reports on accounts annual or consolidated of certain companies domiciled outside the European Union whose securities are admitted to trading on Spain , prior fulfilment of requirements equivalent to those requiring auditors of national accounts.

In any case, in what refers to the authorization regime, since the public relevance who carries out this activity the former compliance requires a set of requirements and conditions before, the mere presentation of responsible for statements or prior communications does not by itself the start of this activity. For the same reason, we cannot understand estimated by silence the request that, in their case, to be able to exercise the activity of audit of accounts.

Chapter III, which regulates the various aspects that govern the exercise of auditing activity, contains five sections, divided into twenty articles. The 1st section, incorporates ex lege by mandate of the European Union, the obligation of professional skepticism, as well as the application of professional judgment, that must govern the realization of any audit work from its planning until the issuance of the report.

Section 2 establishes the diet of independence that all auditors of accounts and auditing companies are subject, including auditors who audited entities of public interest, in accordance with the references contained in chapter IV and the issues dealt with in the Regulation (EU) No. 537/2014, April 16. Maintaining the regime contained in the standard which is now repealed and that is configured as a system based, on the one hand, the enunciation of a general principle of independence which obliges all auditor to refrain from acting when his objectivity in relation to the financial economic information might be compromised to audit, and on the other hand , in the enumeration of a set of circumstances, situations or specific relationship in which it is considered that, in the case of concur, the Auditors do not enjoy independence from a particular entity, being the only solution or possible safeguards the non-realization of the audit work.

This regime is part of the regulation contained in the directive 2014/56/EU, which continues to collect, as well as the previous directive, as principles to ensure by the Member States, the independence, the not to participate in the decision-making process and assess threats to the independence and where appropriate safeguards applied to mitigate those (self-revision (, advocacy, self-interest, familiarity or trust or intimidation) which could compromise the independence and refrain from conducting the audit where appropriate. Also, still compelling to each Member State to ensure that an auditor of accounts do not perform an audit in relation to an audited entity when there is financial, commercial, labour relations or other of such importance that it compromised the independence of the auditor. The new community writing still forcing the auditor to consider the network environment in which it operates for the purpose of observing its independence.

However, the new directive to transpose incorporates more restrictive requirements, not covered above, such as the obligation that States members to ensure that anyone, not just the auditor, which can influence the outcome of the audit to refrain from participating in the process of decision-making of the entity; accounts auditor or audit firm to take steps to avoid conflicts of interest or business relationship or otherwise, direct or indirect, actual or potential, which may compromise independence; accounts auditor or audit firm, its staff or who provide services in the exercise of the activity of auditing, and certain relatives, do not possess significant interest direct or perform certain operations with financial instruments of the audited entity; that such persons do not participate in the audit if they have financial instruments of the audited or have any interest or commercial or financial relationship with the same. Finally, it contains certain requirements with regard to gifts, situations which have arisen affecting the audited entity and subsequent prohibitions, and with the minimum period during which the obligation of independence should be observed. Therefore, and as a result the purposes expressed to strengthen the independence, the regime contained in the new directive goes beyond a principled approach.
In so far as the scheme incorporated the text revised from the law of audit of accounts, which is repealed, fit in the previous wording of the directive, it is more than justified to maintain the same mixed system, given that independence is fundamental pillar on which resides the confidence deposited in the audit report , and that the new policy is more restrictive than the previous one.

Therefore, on the basis of the joint arrangements are incorporated, strengthening the system of incompatibility or prohibition, new requirements dealing with the character of minimum directive 2014-56/EU, of 16 April 2014, and certain issues are modified so that the regime applicable to auditors of accounts in General is more restrictive to that which was required in the Regulation (EU) No. 537/2014 16 April, so that certain adjustments are introduced in the period of computation that extend certain incompatibilities. This does not mean that the independence of the auditor may not be compromised by threats derived from commercial, labor, family relationships or interests or from another class, existing prior to the established computation period.

Thus, legally embodies the obligation to establish safeguard systems to deal with threats that may arise from conflicts of interest or any commercial, labor, family relationship or other. In any case, avoid any situation or relationship that might appear a possible participation in the audited entity, relationship, or its management, defining what is meant by this, so that one could conclude that independence is compromised, such as directive. According to the recommendation of the European Union of 16 May 2002, on the independence of Auditors of accounts in the European Union: principles, are two substantial requirement of independence, real and appearance elements, so that the Auditors should be and appear to be independent. This being unobservable mental attitude with the rules and international practice defines situations or services that are configured as presumptions iuris et de iure, generators of incompatibility with the conduct of the audit.

In addition, amending certain situations or services that generate incompatibility to perform the audit, including those related to transactions with financial instruments, holding significant interests and acceptance of gifts of significant value. Also maintains the period of temporary computation of certain situations of incompatibility in the period preceding that relate the audited financial statements, reducing it to one year for the vast majority, that coincide with the services that are forbidden for Auditors of public interest entities. At the same time, include actions that auditors must perform in situations which have arisen in which it acquires a financial interest or the audited entity is affected by a combination of business. Adjustments are also introduced in incompatibilities resulting from circumstances or situations in which incurred the relatives.

The are transposing Directive that they can affect the duty of independence the existence of relationships, situations or services not only between the audited entity and the auditor or audit firm, but also between that and the network to which it belongs the auditor or audit firm. Rules of extension it is differentiated between network auditing and non-auditing network, which is due to the need to establish more exceptions when concur incompatibility causes no auditing network given its theoretical distance. The meaning of the rules of extension that is collected is if individuals or entities included in the scope are incurred in any of the cases of incompatibility referred to in this law and other legal provisions, they will do equally incompatible accounts auditor or audit in relation to the respective entity society, while taking into account the particularities that are established in the law. In the field of subjective extension is also, among others, those who are bound by certain relations of kinship, as parents, children and siblings and their spouses, given that in these cases there are or there may be the same threats to independence which may occur in the same way that in the case of the spouse of the auditor, excluding from the scope of this extension and shrinking the circle of family members for certain assumptions.

On the other hand, and also in accordance with the directive, is reduced to one year the period that applies to the prohibitions imposed subsequent to the completion of the work of audit and the auditor, in order to avoid that they comply with the objective performance of the audit or arise situations that may involve a risk or a threat to independence by the existence is subject , during the realization of commitments or future expectations that may compromise the objectivity of the auditor in the performance of the audit. Only remains the period of prohibition of two years in the case of Auditors of public interest entities.

The modifications incorporated in such situations or services in any way does not mean that, when they are modified or suppressed situations or other situations or services provided during prior periods, do not constitute or may not constitute threats to independence, being so the auditor of accounts shall establish concerning the appropriate system of safeguards for their evaluation and, where appropriate , elimination. Similarly, it does not mean that the auditor can perform audit work in the event that these circumstances persist and are of such importance or entity that would compromise their independence in relation to the audited entity. As usual, the same must be understood in the case of occurring situations different from those defined as causes of incompatibility which, by its nature and timing of, can pose a threat that compromise, despite the established safeguards the independence of the auditor.

Section 3 regulates the liability of Auditors in the exercise of the activity of audit and the deposit must provide, without any modification be incorporated.

Section 4 joined, on one side, the principles and policies which must be the internal organization of the auditor and audit firm, which should be oriented to prevent any threat to the independence and must ensure the quality, integrity and critical and rigorous character with that audits are carried out. On the other hand, minimum standards are regulated, that must be set is the Organization of the work of the auditor.

5th section will provide for the duties of conservation and custody, and secrecy of each audit documentation and other documentation generated and required pursuant to this Act, incorporating certain exceptions in favour of certain international authorities in the terms laid down therein.

Chapter IV, divided into four sections, contains more stringent requirements for Auditors of entities of public interest, in addition to those laid down in title I which is not contradictory or excepted by regulated in this chapter, as set out in its section 1, and in accordance with the generic reference to the directive which is contained in article 1.2 of Regulation (EU) No. 537/2014 , April 16, 2014. For reasons of legal certainty and uniformity regulations will contain the references to the articles of that regulation and are required if certain aspects not dealt with in the same or the options that it provides for the Member States. The 2nd section regulates reports having to issue these auditors in order to increase the confidence of users of audited financial economic information and its responsibility for the performed audit. Thus, firstly, an audit report whose content is much broader that she is demanding provided a general rule, in the rules of the European Union must be issued information on the independence and its ability to detect irregularities, including those due to fraud. Secondly, these auditors should publish the annual report of transparency, respect to which the aforementioned European Union regulation incorporates certain financial information about their income and breakdown, whose criteria is determined by this law, and auditing network. In addition, requires that it is published separately from the network that could belong in order to achieve greater transparency and to avoid any confusion, without prejudice of the content that may be additionally developed by resolution of the Institute of accountancy and audit of accounts.
Section 3, concerning the scheme of independence, included in the first place, as well as the corresponding references to the articles of Regulation (EU) No. 537/2014, 16 April 2014, the referral provisions in sections 1 and 2 of chapter III of title I, bearing in mind that article 6 of that regulation establishes the obligation to comply with the provisions in article 22 ter of the directive precept which is incorporated in the above sections, and is obligated to meet, among others, the provisions laid down in relation to the regime of independence, as well as the obligation to evaluate the existence of threats that would compromise their independence and implement safeguards to be applied. According to the options granted to the Member States, and in accordance with the provisions of article 22 of the directive, extends the period of computation which should extend the prohibitions and will also prohibit detailed services when performed by close relatives. Secondly, it collects the exercise of the options attributed to Member States in relation to the maximum duration of hiring Auditors and the rules of limitation of fees for concentration with respect to a public interest entity, incorporated in Regulation (EU) No. 537/2014, on April 16, 2014. Regarding duration, not you choose to extend the maximum duration, taking into account which means that excessive prolonged relations generate a threat of familiarity of such entity that independence means committed. In relation to the rules of limitation of fees for financial dependence, means appropriate to impose the more restrictive requirement of prohibiting the conduct of audit in the following exercise, every time that reach a certain percentage of concentration it poses a threat of self-interest and even intimidation that can not be assuaged. In relation to the options exercised regarding fees, from forbidden services and external rotation rules, you choose to exercise certain options more restrictive, consistent in setting, on behalf also of greater legal certainty, certain situations that prevent the audit of accounts. With regard to the limitations of fees is required that the auditor consider in addition network operates in order to avoid that this compliance is circumvented. In this way is intended to ensure a uniform and consistent application of the standards of independence, fundamental pillar on which rests the confidence deposited in the audit report.

Finally, section 4 incorporates the specificities that are applicable to these auditors in relation to the rules of layout, organization of work and the transfer of records and article 45 authorizes regulations determine the requirements that must meet those audit entities of public interest, which is justified by the need to ensure the adequate provision of means and capabilities to audit entities whose information has a complex dimension and undeniable economic impact on the markets.

Title II regulates the system of public oversight and comprises four chapters. Chapter I determines the scope of the public supervision, whose full responsibility rests with the Institute of accountancy and audit of accounts, responsible authority in respect of audit of accounts, defining this field by subjects and functions attributed to reach. To which is currently exerting are added which require new regulations, concerning the monitoring of the evolution of the market of audit. This is achieved the objectives of the legislation of the European Union which requires a competent authorities specialising in financial economic information, as well as the legal framework that regulates the activity of auditing and surveillance, at the same time that it is guaranteed the absence of any conflict of interest, so that supervision has as sole purpose the improvement of the quality of audits and ensures that there are no regulatory market fractionation and the audit supervisor. This follows the existing practice in the almost all of the Member States. However, the attribution to the National Commission of the stock market's competition supervisor in relation to the attributed functions the audit of accounts of the entities of public interest commissions, refers to without prejudice to the powers conferred on the Institute of accountancy and audit of accounts, in the only ultimate system of public oversight competent and responsible authority , according to the new article 32.4 bis of the directive.

As it is with the rules of the European Union, and in order to fulfil their functions in a way adequate, effective, efficient and with integrity, the Institute of accountancy and audit of accounts must comply with the following premises: be independent, so that does not participate in their governing bodies or in the decision-making process who exercise the activity of audit of accounts; be transparent regarding the work programmes and activity reports; having the capacity, expertise and appropriate resources and sufficient and have funding adequate and safe, free from any undue influence by the Auditors and auditing companies. In particular, the new regulations of the European Union requires that the competent authority has the attribution of the competencies necessary to carry out its tasks, including the ability to take measures to ensure compliance with the new provisions, the ability to access data, information, and perform inspections or other verifications it deems appropriate, which may hire professional services or be assisted by experts keeping the Faculty agree with third parties, under certain conditions, tasks related to inspections of Auditors who are not in the public interest, including the corporate representative of Auditors of accounts existing in article 55. Also, kept the authorization to the Institute of accountancy and audit of accounts to develop criteria that it must follow in relation to the implementation of quality control. Chapter II focuses on the Institute of accountancy and audit of accounts, national supervisory authority which attributed competences in the field of audit, according to the rules of the aforementioned European Union.

It is interesting to highlight two aspects. On one side, the special prevalence and interest which require the work of audit of public interest entities, what justifies a greater specialization, care and dedication by the supervisor, and this requires proper planning and efficient and effective use of the means available for its proper performance. On the other hand, the special obligation, which had attributed the Institute of accountancy and audit of accounts, ensure the duty of independence, what gives, as acknowledged by the jurisprudence, the function specific and qualified to pronounce on compliance with this duty in the concrete development of the activity of auditing from its third objective status neutral and informed, while that technically, that should prevail against any criteria that could come of the audited entity and other entities. The functions assigned to the Audit Committee regarding are configured as a preventive safeguard which does not exempt the accounts auditor to observe the duty of independence, neither conditions nor excludes the powers of surveillance in this regard attributed to the Institute of accountancy and audit of accounts.

In addition, is required in more detail the scope and purpose of the activity of controlling the activity of auditing and of its two modalities, which will remain but that happen to be called, according to the terminology of the law of the European Union and that prevails in international practice, on the one hand, inspections - old quality control external- regular or periodical character and which may lead to the formulation of recommendations or requirements, for which it embodies as the guiding criterion of risk analysis; and another, research - that is incardina the current control technician-in order to detect and correct inadequate execution of a specific activity of the auditor or audit work. These control actions are still participating in the nature of previous actions of information, referred to in article 69.2 of the law 30/1992, of November 26, the legal regime of public administrations and common administrative procedure.

Adequate control of the activity of audit requires also to establish appropriate mechanisms for the exchange of information with other agencies or institutions, in particular, with the Bank of Spain, the National Commission of the stock market and the General Directorate of insurance and pension funds.
Finally, chapters III and IV regulates international aspects resulting from the new regulations of the European Union. The system of public oversight must include appropriate mechanisms that enable effective cooperation at European level between the activities of supervision of the Member States, in the factor contributing to ensuring a high and uniform quality of the audit in the European Union. Such cooperation rests on the principle of regulation and supervision in the Member State of origin in which the auditor or audit firm is approved and where the audited entity has its registered office. Inspections correspond in the case of cross-border services in the field of the European Union, to the authority of the Member State of origin, which is authorised auditor or society, and investigations to the authority of the Member State in which its registered office the audited entity, as specified in chapter II. Extends the duty of collaboration with the Member States of the European Union to the European supervisory authorities.

According to Regulation (EU) No. 537/2014, April 16, cooperation between the competent authorities of the Member States is organised in the framework of the Commission's bodies European of oversight of Auditors, which is integrated into the Institute of accountancy and audit of accounts as the authority responsible for the public supervision in the field of auditing , and that their active participation, is expected at the same time that the exchange of certain information.

European cooperation mechanisms referred to by the possibility of transmitting data to the European Central Bank, the European system of central banks and the European systemic risk Board, and create colleges of supervisors where you can exchange information, in particular in relation to the activities of Auditors operating in the framework of a network.

Likewise, remains the need for effective cooperation with the authorities of third countries given the complexity of cross-border groups audits and the economic environment increasingly internationalized, at the same time incorporated certain clarifications that the transmission should be held to third party information submitted or sent as a result of this cooperation.

In order to reinforce the obligations embodied in this law as a result of the transposition of 2014-56/EU and the application of the Regulation (EU) No. 537/2014, 16 April 2014, certain modifications are introduced into the regime of offences and sanctions, contained in title III. These changes mainly affect the inclusion of new offenders types as a result of new obligations that are imposed, as well as comply with the European mandate that the sanctions are effective and dissuasive. Also, some modifications have been introduced in the classification of offenders types, minor, but necessary to conform with the above principles. Also the rules of advertising the sanctions and denunciation are modified to comply with the mandates contained in the directive concerning. With respect to the complaint, without binding effect in order to the initiation of disciplinary procedure, treatment is dependent, through the planning and efficient and effective use of available media, to the proper performance of the skills of controlling the auditing activity, legally attributed to the Institute of accountancy and audit of accounts, so that it allows to achieve the ultimate goal of the overall improvement and altogether in the quality of audit work projecting such action on all those who are legally enabled to exercise the activity of audit and, in particular, who audited entities of public interest by the greatest relevance having third parties.

The title IV is dedicated to the rates of the Institute of accountancy and audit of accounts for the control and supervision of the activity of audit of accounts, by issuing certificates or documents upon request and by inscriptions and annotations in the official register of accounts auditors. Constitutes the taxable transactions of the rate for the control and supervision of the activity of auditing the provision by the ICAC of a service that affects Auditors Auditors or audit companies and that gets highlighted, among other actions, through the keeping of the official register of accounts audit , labor regulations, inspections and investigations or the disciplinary regime of the Auditors of accounts or audit companies. The cost of control and oversight activity is greater in audits of public interest entities, given the greater requirements of law which now approves to auditors or firms of audits that carry them out. Finally, the title V contains the regulation relevant to the protection of personal data.

In short, the regulation that is incorporated, the exercise of control actions assigned to the Institute of accountancy and audit of accounts should help achieve global and overall improvement in the quality of audit work, so that a high level of confidence in users of economic information and avoid conflicts of interest in the performance of the audits. This is intended to strengthen the assurances so that the annual accounts or any other accounting document which has been verified by a third party be accepted with confidence by the person trying to obtain information from them, precisely, have been issued by who, having the capacity and adequate training, is independent.

IV Finally, the law is accompanied by ten additional provisions, some of which are kept with the same content as in the legal text that is repealed, such as those concerning the compulsory audit and the Auditors in the public sector. Other provisions are subject to modification, as it happens and as he has exhibited, in relation to the mechanisms of cooperation, or are they incorporated former novo, as is the case with those concerning the monitoring and development of the market, auditing, electronic communications and the maximum duration of recruitment companies.

Highlight novelty incorporated through the third additional provision, which regulates the requirement of an Audit Committee for the entities of public interest, in accordance with the requirements, exceptions, derogations, compositions and functions that contains directive 2014-56/EU, of 16 April 2014, incorporating their content into the articles of the text revised of the law societies of Capital approved by Royal Legislative Decree 1/2010 of 2 July.

In the three transitional provisions are incorporated which are already contained in the law 12/2010, June 30, as well as those referring to duties or requirements that are considered novelties with this law in order to establish a transitional period that will facilitate the implementation of the new duties or requirements. It is the case of referrals to audit firms and situations of incompatibility.

The final provisions regulating certain policy changes, primarily to conform to the regulations of the European Union, must stand out to audit committees, and collect certain ratings, highlighting the change that leaves without effect the definition of entities of public interest by reason of size contained in the regulation which develops the text revised from the law of audit of accounts approved by the Royal Decree 1517 / 2011, on 31 October.

TITLE preliminary scope, object, status and definitions article 1. Scope and object.

1. this law aims regulating the activity of audit of accounts, both compulsory and voluntary, by the establishment of the conditions and necessary compliance for your exercise requirements, as well as the regulation of the system of public oversight and mechanisms of international cooperation in relation to such activity.

2 means audit activity consisting of the review and verification of the annual accounts, as well as other financial statements or accounting documents, prepared pursuant to the regulatory framework of financial information resulting from application, provided that such activity aims at issuing a report on the reliability of these documents you may have effects against third parties.

3. the audit of accounts will necessarily have to be carried out by an auditor of Auditors or an audit firm, through the issuance of the corresponding report and subject to the requirements and formalities laid down in this law.

4. the provisions of this law is not applicable to audits of accounts carried out by the State, regional or local public bodies in the exercise of its powers, which will be governed by its specific legislation in accordance with the provisions of the second additional provision.

Article 2. Rules governing the activity of auditing accounts.
1. the activity of audit will be subject to this law, its rules of development, as well as audit, ethics and independence and standards of internal quality control of Auditors Auditors and audit companies.

The audits of public interest entities accounts them shall apply as laid down in the Regulation (EU) No. 537/2014, the European Parliament and the Council, of 16 April, on the specific requirements for the statutory audit of public interest entities, and the provisions of chapter IV of title I of this Act.

2. the auditing standards constitute the principles and requirements which must observe the Auditors of accounts in the work of Auditors and on the actions required to express a responsible and independent technical opinion should be based. They are considered those contained in this law, in its regulation of development in international auditing standards adopted by the European Union and the technical auditing standards auditing standards.

These effects, shall be read by international standards of auditing international audit standards, the international standard of quality control, and other international standards issued by the International Federation of Accountants through the international auditing and assurance standards Board, provided that they are relevant to the activity of audit of accounts regulated by this law.

Technical standards of audit shall be aimed at the regulation of aspects not covered by the international auditing standards adopted by the European Union.

3. the ethical standards include, at least, the principles of professional competence, diligence, integrity and objectivity, without prejudice to the provisions of sections 1st and 2nd of chapter III of title I.

4. the technical auditing standards, the ethical standards and quality control standards internal auditors Auditors and auditing companies are to be compiled, adapted or be reviewed, in accordance with the General principles and practice commonly admitted in the Member States of the European Union as well as with international auditing standards adopted by the European Union public law corporations representative of those who carried out the activity of audit of accounts, prior public information within the period of two months and will be valid after its publication, by a resolution of the Institute of accountancy and audit of accounts, in their «official Gazette».

In the event of representative corporations under public law referred to in the preceding paragraph, prior requirement of the Institute of accountancy and audit of accounts, not to develop, adapt or revise any of the technical standards of audit, the standards of ethics and standards of internal quality control, in the form set forth above, this Institute will proceed to its elaboration adaptation or revision, informing the concerned representative public law corporations and also meeting the requirement of public information during the period of two months.

5. only they may impose requirements or procedures additional to those laid down in the international auditing standards adopted by the European Union when such requirements or additional procedures derived from requirements demanded by national law relating to the scope of audits of accounts or deemed necessary to enhance the credibility and quality of the audited financial statements.

These additional requirements will be communicated by the Institute of accounting and auditing of accounts the European Commission, at least three months before their entry in force or, in the case of already existing requirements at the time of the adoption of an international standard of audit, within a period not superior to three months from the date of adoption of the international standard of audit.

These additional requirements should be established by a resolution of the Institute of accountancy and audit of accounts in which declare the validity of the corresponding sections of the existing auditing standards to the adoption by the EU of the international standards on auditing on the same subject, or through the publication of new auditing rules limited to the concerned additional requirements. Resolution shall be published in the «Official Gazette», prior formality of public information during the period of two months.

Article 3. Definitions.

For the purposes of the provisions of this law, the following definitions shall apply: 1. regulatory framework for financial reporting: the set of rules, principles and criteria established in: to) with the rules of the European Union concerning the consolidated accounts, in the cases referred to its application.

(b) the code of Commerce and the remaining commercial law).

(c) the General Accounting Plan and its sectorial adaptations.

(d) the rules of mandatory who pass the Institute of accountancy and audit of accounts in development of the General Accounting Plan and its complementary norms.

(e) the rest of the Spanish accounting regulations resulting from application.

2. obligatory audit: audit of the annual accounts or consolidated accounts, that are required by the law of the European Union or national legislation.

3 auditor of accounts: physical person authorised to carry out audits of accounts by the Institute of accountancy and audit of accounts, in accordance with the provisions in article 8.1, or by the competent authorities of a Member State of the European Union or a third country.

4 audit firm: corporate, regardless of commercial corporate form taken, authorized to carry out audits of accounts by the Institute of accounting and audit of accounts, pursuant to article 8.1, or by the competent authorities of a State member of the European Union or a third country.

5 shall be regarded as public interest entities: to) CAs securities admitted to trading on secondary markets official of values, credit institutions and insurance institutions subject to the system of supervision and control, attributed to the Bank of Spain, the National Commission of the stock market and the General Directorate of insurance and pension funds , and autonomous bodies with powers of management and supervision of the insurance entities, respectively, as well as CAs of securities admitted to trading on the alternative stock market belonging to the segment of companies in expansion.

(b) the entities to be determined by regulation in view of its significant public importance by the nature of their activity, their size or their number of employees.

(((c) groups of companies in which the parent company is an entity referred to in letters a) and b) above.

6 main responsible auditor: to) accounts Auditor who signs the report of audit of accounts individually or on behalf of an audit firm.

(b) in the case of societies of audit, the auditor or auditors of accounts designated as responsible for audit work on behalf of this company in its case by audit firm.

(c) in the case of audits of accounts consolidated or consolidated other financial statements or accounting documents, the auditor or auditors of accounts designated in your case as auditor or auditors main responsible for conducting the audit in entities that are significant consolidatable altogether.

7. Member State of origin: the Member State of the European Union which authorized the accounts auditor or audit firm to perform audit activity in that State in accordance with the provisions of its national legislation as a transposition of article 3, paragraph 1, of Directive 2006/43/EC of the European Parliament and of the Council of 17 May 2006 on statutory audits of annual accounts and consolidated accounts, as amended by Directive 2014-56/EU of the European Parliament and the Council on April 16, 2014.

8. host Member State: the Member State of the European Union, other than the home, in which an auditor of Auditors or an audit firm authorized by their Member State of origin for the activity of audit of accounts, obtain the authorization to carry out the activity in that State, in accordance with the provisions of its national legislation as a result of the transposition of articles 3 bis and 14 respectively, of Directive 2006/43/EC.

9 small entities: entities having over two consecutive years, to the closing date of each one of them, at least two of the following circumstances: to) the total of the assets items not exceeding four million euros.

(b) that the total amount of your annual turnover does not exceed eight million euros.

(c) that the average number of employees during the fiscal year does not exceed fifty.

Institutions will lose this consideration if they fail to meet, over two consecutive years, two of the circumstances referred to in this section.
In the first year since its creation, transformation or merger, the entities will have this consideration if met, at the end of this year, at least two of the three circumstances expressed in this section.

10 medium-sized entities: entities that, without consideration of small entities, over two consecutive years meet, at the closing date of each one of them, at least two of the following circumstances: to) the total of the assets items not exceeding the € 20 million.

(b) that the total amount of your annual turnover does not exceed the 40 million euros.

(c) that the average number of employees during the financial year is not more than two hundred and fifty.

Institutions will lose this consideration if they fail to meet, over two consecutive years, two of the circumstances referred to in this section.

In the first year since its creation, transformation or merger, the entities will have this consideration if met, at the end of this year, at least two of the three circumstances expressed in this section.

11 the custom team: staff auditor of accounts or audit firm that participate in the realization of a concrete audit work, including those who, being members or not, whether employees or any person whose services are at the disposal or under the control of the accounts auditor or audit firm.

12 relatives of the main auditor responsible for: the spouses of the Auditors or persons with whom they have similar affectivity relationships, and those with whom the auditor have links of direct first-degree or second-degree collateral consanguinity, as well as the spouses of those who have cited ties of consanguinity.

13 family members with close ties the person affected by the cause of incompatibility: spouses or those who maintain similar relation of affectivity, who have ties of consanguinity in descending grade and who, irrespective of the degree, have links of consanguinity and live in your home for a minimum period of one year.

14. network: the structure which belongs to an auditor or an audit firm which is aimed at cooperation, as well as having clearly aim share benefits or costs, or which shares ownership, control or management, political and common quality control procedures, a common business strategy, the use of a common trade name, or a significant professional resources part.

In any case, means forming part of the same network entities linked to the accounts auditor or audit firm in the terms referred to in the following paragraph.

15 entities linked to the audited entity: the entities that are linked directly or indirectly through the existence of a relationship of control in the terms referred to in the following paragraph, the existence of a unit of decision to be controlled by the audited entity and other entities by any means by one or more natural or legal persons who act jointly or are under single management agreements or statutory provisions , or by the existence of significant influence, in the terms provided for in article 47 of the code of Commerce.

16 entities control relationship with the audited entity: the entities linked directly or indirectly to the entity audited by the existence of a relationship of control referred to in article 42 of the code of Commerce.

Title I of the auditing rules for auditing of accounts article 4, chapter I. Audit of annual accounts and other financial statements or accounting documents.

The two types of audit of accounts that are included in the scope of application of this law are: 1. the audit of the annual accounts, which consist of verifying such accounts for the purpose of determining if they express the true and fair view of heritage, the financial situation and results of the audited entity, in accordance with the regulatory framework of financial information resulting from application.

It also includes the verification of the management report which, if appropriate, accompany the annual accounts, in order to decide on their consistency with those annual accounts and if its content is in accordance with that established in the applicable regulations.

2. the audit of other financial statements or accounting documents, which consist of check and decide whether such financial statements or accounting documents express the true picture or have been prepared in accordance with the regulatory framework of financial information expressly established for its development.

Provisions of this law on work and the annual accounts audit reports shall apply, with appropriate adaptation, works and other financial statements or accounting documents audit reports.

Article 5. Annual accounts audit report.

1 the audit of the annual accounts report is a commercial document that shall include, at a minimum, the following content: a) identification of the audited entity's annual accounts which are subject to the audit, the normative framework of financial information that was applied in its elaboration, of natural or legal persons who commissioned the work and, where appropriate people who go for; as well as the reference to the annual accounts have been drawn up by the Board of Directors of the audited entity.

(b) a general description of the scope of the audit performed, with reference to the compliance auditing standards this has been which conducted and, where appropriate, of the procedures that has not been possible to apply as a result of any limitations put of manifest in the development of the audit. Also, be informed about the responsibility of the accounts auditor or audit firm of expressing an opinion on these accounts as a whole.

(c) explanation that the audit has been planned and executed in order to obtain reasonable assurance that the counts per year are free of material inaccuracies, including those arising from fraud.

In addition, described the considered most significant risks of the existence of material inaccuracies, including those due to fraud, a summary of the responses of the auditor such risks and, where appropriate, of the essential observations derived from the mentioned risks.

(d) statement that you have not provided services other than the audit of the annual accounts or crowded situations or circumstances that have affected the independence required of the auditor or audit firm, in accordance with the regime regulated in sections 1 and 2 of chapter III of title I.

(e) a technical opinion in which manifests, clearly and precisely, if annual accounts offer the faithful image of heritage, the financial situation and results of the audited entity, in accordance with the regulatory framework of financial information resulting from application and, in particular, with the accounting principles and criteria contained in the same.

The opinion may take four forms: favorable, with caveats, unfavorable or denied.

When there are no caveats the opinion will be favorable.

In the event that there are such caveats, all of them must be reflected in the report and the technical opinion will be with caveats, unfavorable or denied.

Also, setting out where appropriate, the possible significant or material uncertainties related to events or conditions that could raise significant doubts about the ability of the audited entity to continue as a company in operation.

It will also cover matters which do not constitute an exception, the auditor of accounts should be or deemed necessary to highlight in order to emphasize them.

(f) an opinion on the agreement or not of the management report accounts for the same financial year, in the event that the aforementioned annual report accompany the annual accounts. It will also include an opinion on whether the content and presentation of the management report is in conformity with required by regulations resulting from application, and will be indicated, where applicable, the material inaccuracies which had been detected in this regard.

(g) date and signature of who or who had done it. The date of the auditor's report shall be that in which the accounts auditor and audit firm have completed the audit procedures necessary to form an opinion on the annual accounts.

2. the audit report must be issued by the accounts auditor or audit firm, so that it can fulfil the purpose for which the audit was hired. The lack of issuance of the audit report or the waiver to continue the audit contract, may only occur by the existence of just cause. In any case, it is considered that there is just cause in cases in which any of the following circumstances concur: to) existence of threats that compromise the independence or objectivity of the auditor of accounts or the society of audit, in accordance with the provisions of sections 1 and 2 of chapter III of title I and, where appropriate , in section 3 of chapter IV of title I.
(b) absolute impossibility of carrying out the work entrusted to the accounts auditor or audit firm by circumstances not attributable to these.

In the previous cases, as regards compulsory audits to inform it reasonably, both to the Mercantile Register corresponding to the registered office of the audited company, as the Institute of accountancy and audit of accounts, the circumstances determining lack of issuance of the report or the waiver to continue with the contract of audit, in the form and time limits to be determined by regulation.

3. the audit report will be issued under the responsibility of who or who had done it, and shall be signed by them.

4. the audit report shall be accompanied by all documents that make up the accounts object audit and, where applicable, of the annual report. The publication of these documents, together with the auditor's report, will be governed by the provisions of the regulatory framework of financial information which applies.

5. in no case the audit report can be published partially or in summary, or of the audited annual accounts separately.

When the report is public may be made mention of its existence, in which case, should refer to the type of opinion rendered.

6. the audit report will be drafted in language clear and unambiguous. In any case may use the name of any organ or institution with powers of inspection or control public so that you can indicate or suggest that the Authority endorses or approves the audit report.

Article 6. Duty to request and provision of information.

The audited entities shall be obliged to provide the information necessary to perform the work of Auditors; also who or who perform such work shall be obliged to require the information required for the issuance of the audit report.

Article 7. Audit of consolidated accounts.

1. this law shall apply to the audit of consolidated financial statements or other financial statements or consolidated accounting documents.

2. the accounts auditor that performs the audit of the consolidated annual accounts, or other financial statements or accounting documents consolidated, assumes full responsibility for the audit report issued, even if the audit of the annual accounts of the companies has been carried out by other auditors.

3 who issued the opinion on the consolidated financial statements or other financial statements or accounting documents consolidated, will be obliged to collect the necessary information, if any, to those who carried out the audit of accounts of the entities that form part of the consolidatable group, which shall be obliged to supply the information requested.

4. the accounts auditor that performs the audit of the annual accounts, consolidated, or other financial statements or accounting documents consolidated, made an evaluation and review of the audit work carried out by other auditors of accounts or audit corporations, including those of the European Union and third countries, in connection with audits of entities that are part of the whole consolidatable.

The assessment shall be documented in the working papers of the auditor of the consolidated accounts, including the nature, schedule and scope of the work carried out by other auditors or audit companies, as well as, where appropriate, the review carried out by the auditor of the consolidated accounts of relevant parts of the documentation of the aforementioned auditors audit carried out for the purposes of the audit of the consolidated annual accounts.

Also, accounts auditor carrying out the audit of the consolidated annual accounts, or other financial statements or accounting documents consolidated, review of audit work performed by the other auditors for the purposes of the audit of the consolidated annual accounts, and must document such review.

For these purposes, and for the auditor of the consolidated accounts can be based on the work of other auditors or audit firms will need to sign an agreement with these in order to transmit all the necessary documentation for the conduct of the audit of the consolidated accounts.

The documentation for the work of audit of the consolidated accounts, that it corresponds to preserve to the auditor or firm's audit of those accounts, should allow the review and control of the work carried out by the Institute of accountancy and audit of accounts properly.

5. when the auditor of the consolidated accounts can not review the audit work carried out by other auditors of accounts or audit corporations, including those of the European Union and third countries, in relation to the accounts of entities included in the consolidated accounts, it shall take appropriate measures and inform the Institute of accountancy and audit of accounts of such circumstances and their deadlines and form causes that determined by regulation. Among the measures to be adopted should include the realization of the necessary audit procedures for the audit of accounts consolidated, directly or in collaboration with other auditors, as appropriate, on the accounts of these entities.

6. in the event that the auditor of the consolidated accounts is subject to an inspection or investigation in relation to a work of audit of consolidated by the Institute of accountancy and audit of accounts, if required to do so, it will be made available to who make such control or research information that may act in its possession relative to the audit work carried out by other auditors of accounts or audit companies including those of the European Union and from third countries, in relation to the accounts of entities included in the consolidated accounts, for the purposes of the audit of the consolidated accounts, including work papers relating to the work performed by the aforementioned other auditors.

7. in the event that an entity that is part of the consolidatable group are audited by auditors of accounts or companies of audit of third countries with which there is no agreement for the exchange of information on the basis of reciprocity, the accounts auditor carrying out the audit of the consolidated annual accounts, or other financial statements or consolidated accounting documents you will be responsible for applying the procedures to be determined by regulation to facilitate that the Institute of accountancy and audit of accounts can have access to the documentation of the audit work done by the above Auditors of accounts or the third country audit companies, including working papers relevant to the audit of the group, being able to do so keep a copy of such documentation or agree in writing with these auditors of accounts or audit companies a adequate and unlimited so that the group auditor referred it to the Institute of accountancy and audit of accounts, when required by this access. If there are legal or other impediments that prevent the transmission of a third country audit work papers from the group auditor, the documentation retained by the auditor will include test that has implemented appropriate procedures to gain access to the documentation relating to the audit and, if derived from national legislation other than the legal impediments the test to demonstrate the existence of such impediments.

8. the provisions of this article shall apply also society audit that performs the audit of consolidated financial statements, or in other financial statements consolidated accounting documents, as well as the Auditors of accounts that made it on behalf of the society.

9. the provisions of this article shall not apply to the audits carried out by the public supervisory bodies of the financial management of the public sector on annual accounts or other consolidated financial statements in which the parent company is a public company, or other entity of public law and dominated societies could be corporations. This type of audit is governed by the public sector-specific legislation.

Chapter II requirements for the exercise of the auditing of accounts article 8. Registro Oficial de Auditores de accounts.

1 can perform audit activity natural or legal persons who, to meet the conditions referred to in articles 9 to 11, are registered in the official registry of Auditors of accounts of the Institute of accountancy and audit of accounts, and provide financial security to that referred to in article 27.

2. the official register of accounts auditors will be public and your information will be accessible by electronic means.

3 in the case of accounts auditors, shall contain the following information: a) name, address and number of registration and location in which they are enrolled.

b) in the case of be enrolled in acting situation, indicate the business address, address of web site, and registration number of the company or companies of audit which is related.
(c) all other entries as auditor of accounts before the competent authorities of other Member States and as auditor in third countries, with indication of the competent registration authorities, and where appropriate, registration numbers.

(d) the penalties imposed as a result of the exercise of the activity of audit, in accordance with the provisions of article 82.

4 in the case of audit firms, will contain the following information: a) name, domicile, legal form, address of each office in which to perform its activity, registration number and website address.

(b) the name, surnames, address and registration number of each of the partners, with an indication of who or who exercise the functions of administration or management.

(c) the name, surnames, address and registration number of the Auditors of the accounts at the service of the audit firm, with identification of those who are expressly designated to perform audits and sign audit reports on behalf of the society and of the period of validity of such designation.

(d) if the society is linked to the entities referred to in articles 19 or 20, you must provide information for the names and addresses of these entities, or indication where publicly such information can be obtained.

(e) all other entries as audit firm with the competent authorities of other Member States and third countries, with an indication of the competent authority for registration and, where applicable, the registration number.

(f) where appropriate, if the audit firm is registered pursuant to article 11(4), the indication of the Member State of origin in which it was authorized.

(g) the sanctions imposed as a result of the exercise of the activity of audit, in accordance with the provisions of article 82.

5. in the case of Auditors of accounts, as well as companies and other third-country audit entities, must be shown separately, and must in any case be identified as such those referred to respectively article 10(3) and article 11.5, with the mention that are not allowed for the exercise of the activity of auditing in Spain.

6. the registration in the official register of accounts Auditors do not entitle to the exercise of other activities other than those provided for in article 1, that require certification and licensing conditions required by the applicable legislation in each case.

7. the Auditors of accounts registered in the official registry of accounts auditors, except those referred to in article 10(3), shall follow courses and activities of training, which may be given, in the form and conditions established by regulation, by the Auditors Auditors representing corporations, authorized educational institutions or other entities.

Article 9. Authorisation and registration in the official register of accounts auditors.

1 to be registered in the official register of Auditor is required: to) be of age.

b) have Spanish nationality or that of one of the States members of the European Union, without prejudice to what is available to the rules on the right of establishment.

(c) lack of a criminal record for intentional crimes.

(d) having obtained the corresponding authorization of the Institute of accountancy and audit of accounts.

2 the authorization referred to in the letter d) of paragraph 1 above shall be granted to those who meet the following conditions: to) have obtained a university degree of official character and validity throughout the national territory.

This requirement who, fulfilling the requirements laid down in this paragraph, other have studied or obtained certificates enabling to enter University and acquired the practical training referred to in point (b) shall not be required) of this section, with a minimum period of eight years, at work in the financial and accounting especially relating to control of annual accounts, consolidated accounts and similar financial statements, of which at least five years have been made with an accounts auditor or an audit firm, and in the exercise of this activity in any Member State of the European Union.

For the computation of the period of practical training acquired prior to the entry into force of law 19/1988, of July 12, for audit of accounts of such practical training certification shall be responsible for those who, at that time, they were members of the Institute of censors sworn of accounts, from the registry of economists Auditors belonging to the General Council of schools of economists of Spain and of the General Register of Auditors belonging to the Consejo Superior de Colegios Oficiales Commercial holders of Spain.

(b) have followed theoretical education and acquired a practical training.

Theoretical education programmes must be on the materials referred to in point (c)) of this section.

Practical training must extend for a minimum of three years in work carried out in financial and accounting, and shall refer especially to annual accounts, consolidated accounts or similar financial statements. At least two years of such practical training must be an accounts auditor or an audit firm, and in the exercise of this activity in any Member State of the European Union.

(c) have passed an examination of professional fitness organized and recognized by the State.

Professional audition, which will be aimed at rigorous checking of the training of the candidate for the exercise of the audit, shall be on the following matters: regulatory framework of financial information; financial analysis; analytical accounting of costs and management accounting; risk management and internal control; audit of accounts and rules of access legislation applicable to the control of the audit of accounts and Auditors Auditors and auditing companies; international auditing standards; as well as ethics and independence standards. Also the cited review must cover, as are required for the exercise of the activity of auditing, the following matters: right of societies, other institutions and governance; law, bankruptcy, tax, civil and commercial; right to work and social security; the information technology and computer systems; overall economy, economy of the enterprise and financial economics; Mathematics and statistics, and fundamental principles of financial management of enterprises.

Those who possess a university degree of official character and validity throughout the national territory, from those established in the organic law 6/2001, of 21 December, on universities, will be dispensed in the professional examination of those matters that have completed the studies required for the obtaining of such titles.

3. the aptitude test will be made by the system of single call, a joint proposal of Auditors Auditors representing corporations, and secondarily by the Institute of accounting and audit of accounts, prior approval by the latter of the respective call for proposals, to be published by order of the Minister of economy and competitiveness.

According to the rules will be established the rules for the approval of the content of the programmes, the periodicity, the composition of the Court, which shall include at least one member of each representative of Auditors of accounts and the period of practical training corporations.

4 public employees may register in the official register of accounts auditors, whose formation and functions performed are related to the audit of public sector accounts, examine or appreciate the financial and patrimonial situation and the performance of financial or insurance institutions, and who have been selected as public employees through opposition or other evidence established to the effect that allow to verify the theoretical training and fitness required for the exercise of such functions, when they comply with the requirements for registration in the official register of accounts Auditors established in this article.

(The requirement relating to the monitoring of programs of theoretical teaching and the corresponding to the overcoming of the professional entrance examination, set out in the letters b)) and (c) of paragraph 2, shall be fulfilled by overcoming opposition or selective access to public employment tests referred to in the preceding paragraph.

Also means fulfilled the practical training requirement laid down in point (b)) of paragraph 2, by the effective performance of work corresponding to the auditing of annual accounts, consolidated accounts or similar financial statements of the Public Sector, insurance, or financial entities for a minimum period of three years, duly certified.

5. the presentation of a responsible statement or a prior communication will not allow the exercise of the activity of auditing accounts. Not will understand is estimated by administrative silence the request for access to the official register of Auditors of accounts and, therefore, authorization for the exercise of the activity of auditing accounts.
Article 10. Auditors of accounts authorized in other Member States of the European Union and in third countries.

1 the Auditors of accounts authorized may register in the official register of accounts auditors to perform auditing activity in other States members of the European Union, in the terms to be determined by regulation.

To obtain the authorization of the Institute of accountancy and audit of accounts must pass an aptitude test on the Spanish standards applicable to the audit whose knowledge has not had established in the Member State in which the auditor of accounts is authorized.

2 authorized accounts auditors can register in the official register of accounts auditors to perform the audit activity in third countries, under conditions of reciprocity, that meet requirements equivalent to those required in letters to), b), c) of article 9(2), as well as the obligation of training referred to in article 8.7.

To obtain the authorization of the Institute of accountancy and audit of accounts must at least prove the compliance with the requirements set out in the letters to)) and (c) of article 9(1), pass a test of fitness equivalent to which refers the preceding paragraph, in the terms to be determined according to the rules, and have domicile or permanent establishment in Spain or appoint a representative domiciled in Spain.

3. without prejudice to provisions of the regulations of the European Union, authorized accounts auditors must in any case register in the official register of accounts auditors to perform the audit activity in third countries that issued audit reports on annual accounts or consolidated annual accounts of a company incorporated outside the European Union and whose securities are admitted to trading on an official secondary market in Spain (, except when the audited entity to only issue debentures, bonds or other debt securities that meet any of the following conditions: to) who have been admitted to trading on an official secondary market in Spain before December 31, 2010, and whose nominal value per unit is at least on the date of issuance of 50,000 euros.

(b) that they have been admitted to trading on an official secondary market in Spain after December 31, 2010, and whose nominal value per unit is at least on the date of issuance of 100,000 euros.

This exception shall not apply when the entity issued securities which are comparable to shares in companies or that, if they converted or if the rights conferred, is exercised will give right to acquire shares or securities similar to shares.

The Auditors of the accounts referred to in this section shall meet the following conditions: 1st meet requirements equivalent to those required in the articles 9.1, letters) and c), and 9.2, lyrics to) and (b)).

2 appoint a representative domiciled in Spain.

3rd make audit reports which referred to this section in accordance with international auditing standards adopted by the European Union and as set forth in sections 1 and 2 of chapter III of title I or, where appropriate, in accordance with the rules and requirements declared equivalent by the European Union.

4th having posted on its web site the annual report of transparency referred to in article 37, or a report that meets equivalent disclosure requirements.

The registration in the registration official of auditor of these auditors of accounts not qualifies them for the exercise of the activity of audit in relation to entities domiciled in Spain.

Without prejudice to that provided with the rules of the European Union, audit reports issued by these auditors of accounts from third countries not registered in the official register of accounts auditors will have no legal validity in Spain.

Article 11. Audit companies.

1 may register in the official register of accounts auditors as societies of auditing companies which fulfil the following conditions: to) that individuals who perform the work and sign audit reports on behalf of an audit firm are authorized to carry on the business of auditing in Spain.

(b) that the majority of the voting rights correspond to auditors of accounts or audit companies authorized to carry out the activity of audit in any Member State of the European Union.

(c) that a majority of the members of the Board of Directors are Auditors Auditors or audit companies partners authorized to perform audit activity in any Member State of the European Union.

Where the Board of Directors does not have more than two members, at least one of them must satisfy the conditions laid down in this section.

2 it shall apply to audit firms in article 9.5. In addition, law 2/2007, of 15 March, professional societies shall apply to audit companies insofar as it does not contravene this law.

3. address and signature of audit work carried out by a partnership of Auditors shall be responsible, in any case, one or several Auditors of accounts who may exercise the audit activity in Spain and who are appointed by audit firm as main responsible Auditors to perform the audit, as well as to sign the report on behalf of that company.

4 they may register in the register of Auditors of accounts audit firms of Auditors authorised in another Member State of the European Union, seeking to exercise the audit in Spain, provided that the main auditor responsible or responsible for major Auditors carrying out the audit appear situation of practising registered in the official register of accounts auditors. The authorisation in another Member State may be required by the accreditation of a certificate issued by the appropriate authority within the three months prior to the application.

The registration of these societies will be communicated to the competent authorities of the States members of origin. Withdrawals of authorisation of companies registered in the official register of accounts auditors, when they were also registered in another Member State, shall be communicated to the host Member State, with an indication of the cause of it.

5. in any case must be registered in the official register of accounts auditors firms and other audit bodies authorized to carry out the activity of Auditors from third countries that issue audit reports in relation to the annual accounts referred to in article 10(3). In these cases, be required to those who sign reports on behalf of the entity compliance with the requirements laid down in that article.

To be registered in the official register of accounts auditors, these companies and other audit entities must meet the following conditions: a) to the auditor of accounts who sign the auditor's report on behalf of these and most of the members of its Board of directors meet the requirements equivalent to those required in the letters to) and c) of article 9(1) and in letters to) and b) of article 9(2).

(b) that the audit reports referred to in this paragraph are carried out in accordance with international auditing standards adopted by the European Union and as set forth in sections 1 and 2 of chapter III of title I, or where appropriate, in accordance with the rules and requirements declared equivalent by the European Union.

(c) that you appoint a representative domiciled in Spain.

(d) have published on its website the annual report of transparency referred to in article 37, or a report that meets equivalent disclosure requirements.

Audit reports issued by companies and other entities audit referred to in this paragraph not registered, will not have legal validity in Spain, without prejudice to what is available with the rules of the European Union.

The inscription on the official of Auditor's register of these companies and other audit entities not qualifies them for the exercise of the activity of audit in relation to entities domiciled in Spain.

Societies and other organisations of audit referred to in this section will cause drop in the official register of accounts Auditors when they fail to comply with any of the requirements set out in this paragraph, by voluntary resignation or sanction.

Article 12. Low in the official register of accounts auditors.

1 the Auditors of accounts will cause low temporarily or permanently, depending on the case, the official of Auditor's register, in the following cases: a) for breach of any of the requirements laid down in articles 9 and 10. Such failure shall be reported by the Auditors of the accounts to the Institute of accountancy and audit of accounts.

(b) by voluntary resignation.

(c) by punishment.
2. in addition to the same assumptions that are indicated in the previous section, audit firms cause low temporarily or permanently, depending on the case, in the official register of accounts auditors, when they fail to comply with any of the requirements set out in article 11(1), as well as not to maintain the financial guarantee provided for in article 27.

Audit firms must notify the Institute of accountancy and audit of accounts non-compliance with the requirements in article 11 for the registration in the official register of accounts auditors.

Such non-compliance will result in downward when registering when you hold for more than three months. Exceptionally, the Institute of accountancy and audit of accounts, at the request of the audit firm, may extend the deadline above for one period of up to another three months when crediting sufficient circumstances which justify it.

However, they within the three-month extension, the Institute of accountancy and audit of accounts may be requirements for remedying or compliance with the requirements in this article within a certain period, that of not to be served, may lead to the decline in the official register of accounts auditors.

Chapter III the activity of auditing section 1st skepticism and trial professionals article 13. Professional skepticism and judgment.

1. in carrying out any audit work, the auditor of accounts shall act with skepticism and apply their professional judgment in the terms provided for in this section and the rest of the regulatory audit activity.

2 means professional skepticism the attitude that implies maintaining always an inquisitive mind and special alert to any circumstance that could indicate a possible incorrectness in the audited annual accounts, due to error or fraud, and examine critically the conclusions of audit.

This attitude is recognize the possibility that there are material inaccuracies in the annual accounts audit, including fraud or errors, whatever the previous experience of the auditor of accounts in relation to the honesty and integrity of those responsible for the Administration and management of the audited entity.

En_particular, auditor of accounts or audit firm will maintain an attitude of professional skepticism: to) when checked the address of the entity estimates the fair value, impairment of assets and provisions and future cash flows determinants of the ability of the entity to follow as a company in operation.

(b) when performing the critical evaluation of the obtained audit evidence, which involves questioning the evidence of contradictory audit, the sufficiency and adequacy of the evidence obtained, and the reliability and integrity of documents, answers and other information from the audited entity.

3 refers to professional judgment enforcement competent, appropriate and consistent with the circumstances that they occur concurrently, practical training, knowledge and experience of the auditor of accounts in accordance with the rules of audit, ethics and the regulatory framework of financial information resulting from application to decision making in carrying out audit work.

The application of professional judgment should be documented properly. The mere referral to professional judgement as justification for that, otherwise, are not supported by the facts or attendant circumstances at work, by evidence of audit obtained or decisions which do not conform with the provisions of the regulations referred to in the preceding paragraph shall not be allowed.

Section 2 independence article 14. General principle of independence.

1. the accounts auditors and audit firms should be independent in the exercise of its function, auditees, and must refrain from acting when their independence in relation to the review and verification of the annual accounts, financial statements and other accounting documents is compromised.

2. the accounts auditors and audit firms, as well as any person in position to influence directly or indirectly the result of the audit, shall refrain from participating in any way in the management decisions of the audited entity. Not be considered participation in management decisions of the audited entity communications made during the implementation of the audit work that may be necessary for the fulfillment of the rules governing the activity of audit of accounts or those derived from actions required by other legal provisions.

3. in any case, auditors Auditors and auditing companies shall refrain from conducting the audit of accounts of an entity in those cases that incur in any cause of incompatibility provided for in articles 16 to 20, or of the situations referred to in articles 23, 25, 39 and 41.

4. in particular, they may not participate or in any way influencing the outcome of the work of audit of an entity, those who have a business, commercial or other relationship with the audited entity, which may generate a conflict of interest or be perceived, usually, as the cause of a conflict of interest.

5. the Institute of accounting and audit of accounts is the agency responsible to ensure proper compliance with the duty of independence, as well as assess the possible lack of independence of the audit firm or an auditor of accounts in each concrete work.

Article 15. Identification of threats and safeguard measures.

1. for the purposes of the provisions of this section, accounts auditors and audit firms must be establish the procedures necessary to detect and identify threats to this independence, evaluate them, and when they are significant, apply appropriate safeguard measures sufficient to eliminate them or reduce them to an acceptably low level that does not compromise their independence and.

2. the threats to independence may proceed factors such as the self-revision, self-interest, advocacy, familiarity or trust or intimidation, derived from the existence of conflicts of interests or of any commercial, financial, labour, family relationship or other, whether direct or indirect, actual or potential.

If the importance of these factors in relation to the safeguard measures applied is such that compromises their independence, the accounts auditor or audit firm shall refrain from conducting the audit.

3. procedures for the detection and identification of threats and safeguards will be appropriate to the size of the activity of audit of the auditor of accounts or audit firm, shall be subject to periodic review and will be applied in an individualized manner, where appropriate, for each audit work, and must be documented in each audit work papers.

4. the situations and threats referred to in the preceding paragraphs may also generate, when persons or entities referred to in articles 18, 19 and 20.

Article 16. Causes of incompatibility.

1. in any case, it shall be deemed that the accounts auditor or audit firm does not enjoy sufficient independence in the exercise of its functions with respect to a company or entity, apart from in cases of incompatibility provided for in other laws, when any of the following circumstances concur in the auditor of accounts, the society in the principal Auditors responsible for the audit work or audit (: to) circumstances arising from personal situations: 1 the status of Member of the body of administration, directors or proxy that has awarded in their favor a general power of the audited entity or perform jobs in the audited entity. Also concur this circumstance with respect to responsible for of financial economic area and who carries out tasks in supervision or internal controls in the audited entity, either that is the link to that entity.

2. have significant direct interest in the audited entity derived from a contract or the property of a good or the ownership of a right. In any case, means that there is such interest in the course of own financial instruments of the audited entity or an entity linked to this when, in the latter case, they are significant for any of the parties.

For purposes of the provisions on this issue, except interests having indirectly through diversified collective investment institutions.

3rd perform any operation related to financial instruments issued, guaranteed or supported in any way by the audited entity.

For purposes of the provisions on this issue, except for financial instruments having indirectly through diversified collective investment institutions.

4th request or accept gifts or favors from the audited entity, unless its value is insignificant or irrelevant.

(b) circumstances arising from services rendered:
1. the provision to the audited entity's preparation of the accounting records or financial statements or accounting services.

2nd the provision to the audited entity's valuation services, unless the following requirements are met: i. that they do not have a direct effect or have an effect of low relative importance, individually or in aggregate form, in the audited financial statements;

II. the estimate of the effect on the audited financial statements is documented thoroughly in the relevant to the work of audit working papers.

3 the provision of audit services internal to the audited entity, unless the management authority of the audited entity is responsible for the overall system of internal control, the determination of the scope, risk and frequency of procedures of internal audit, consideration and implementation of the findings and recommendations provided by the internal audit.

4th the provision of advocacy simultaneously to the audited entity, unless such services are provided by different legal entities and with different boards of Directors, and unless they can refer to the resolution of disputes on matters that may have a significant impact, measured in terms of relative importance, corresponding to the period or financial year audited financial statements.

5 the provision to the entity audited services design and implementation procedures of internal control and risk management related to the production or control of financial information, or the design or implementation of the financial information systems, used to generate part of the financial statements of the audited entity data except that it has responsibility for the global control system internal or the service is provided according to the specifications set forth by that entity, which must also take responsibility for the design, execution, evaluation and operation of the system.

2. for the purposes of this article, the references to the financial statements shall be deemed performed the rest of the documents referred to in article 1(2), when they are subject to audit.

Article 17. Extensions subjective to related entities or with a control relationship with the audited entity.

1 it shall be deemed that the accounts auditor or audit firm do not enjoy sufficient independence in the exercise of their functions when converge on entities linked to the audited entity the personal circumstances of incompatibility laid down in article 16(1). to).

(2. the provision of the services referred to in article 16(1). b) will only determine the incompatibility of the auditor or audit firm when they provide to other entities with which the audited entity has a relationship of control.

Article 18. Incompatibilities arising from situations that concur in relatives of the responsible major Auditors.

1 it shall be deemed that the accounts auditor or audit firm do not enjoy sufficient independence in the performance of their duties with respect to an audited entity, when in the relatives of the auditor or auditors main responsible for the audit work referred to in article 3.6, lyrics to) and (b)), the circumstances referred to in article 16.

This provision shall also apply when circumstances of inconsistency resulting from personal situations or services rendered to appreciate respectively in relation to entities linked or controlled by the audited entity referred to in the preceding article.

2 a the effects of the provisions of the preceding paragraph, the circumstances of incompatibility will be evaluated taking into account the following particularities: to) with respect to those derived from the condition held or been served in accordance with article 16(1). to). 1: 1 in any case, if the family has the status of Member of the Board of Directors of the audited entity its entity key or entity with respect to which the audited entity to exercise control or significant influence.

2nd if it plays jobs employment, these should affect the development of meaningful information, measured in terms of relative importance, containing financial statements and other accounting documents of the audited entity.

3rd in the other cases, there is inconsistency when they occur in the audited entity, its parent company or an entity for which the audited entity to exercise control or significant influence, in terms of relative importance, to the audited entity.

((b) as regards those resulting from own financial instruments as provided for in article 16(1). to). 2nd: 1 when the family ties of the auditor or auditors main responsible for holding financial instruments of the audited entity. If the instruments were of a related entity, must be significant.

2. when the rest of the family members have financial instruments which are significant from the audited entity, its parent company or a related entity for which the audited entity to exercise control or significant influence, in terms of relative importance, to the audited entity.

In the event that the spouses of these relatives have financial instruments of a related entity referred to in the preceding paragraph, there will be inconsistency when, in accordance with regulations, they are very significant.

((c) in regard to the conduct of operations related to financial instruments referred to in article 16(1). to). 3: 1 when the family ties of the auditor or auditors main responsible for performing operations with financial instruments issued, guaranteed or supported in any way by the audited entity, its parent company or a related entity with respect to which the audited entity to exercise control or significant influence and significant in terms of relative importance, for the entity audited.

2nd when the rest of the family carried out operations with financial instruments issued, guaranteed or supported in any way by the audited entity, and the volume of operations is significant or, if the spouses of these relatives, were very significant.

d) with regard to the circumstances of inconsistency relating to the provision of services provided for in article 16(1) b), means that there is inconsistency in the event that they occur in the audited entity, its parent company or an entity for which the audited entity exercises control and is significant, in terms of materiality to the audited entity.

Article 19. Incompatibilities arising from situations that are persons or entities directly related to the accounts auditor or audit firm.

1 it shall be deemed that the accounts auditor or audit firm do not enjoy sufficient independence in the performance of their duties with respect to an audited entity, when the circumstances provided for in article 16 or in other laws in the following persons or entities: to) persons, other than the responsible principal auditors are Auditors or not [and] or not part of the Organization of the auditor or audit firm that participate or have the capacity to influence the final result of the audit of accounts, or responsibility of supervision or management in the implementation of the audit work and they can directly influence their assessment and final result.

(b) the persons, other than those mentioned in the previous letter, which form part of the task team, whether they are employees or already provide services at the disposal of the accounts auditor or audit firm.

(c) members of audit firm, as well as auditors of accounts or companies from audit which had any direct or indirect links that are not included in the previous letters. For the purpose of considering the existence of direct or indirect involvement with the Auditors of accounts or audit corporations shall apply provisions of article 3.15, in relation to entities linked to the audited entity, as well as the existence of common partners.

(d) persons, other than those mentioned in previous letters, to be employed or whose services are at the disposal or under the control of the accounts auditor or audit firm and which directly involved in the activities of audit.

This provision shall also apply when persons or entities referred to in this section the circumstances of inconsistency arising from personal situations or services related to the entities linked or controlled by the audited entity respectively to that referred to in article 17.

2 a purposes as provided in the preceding paragraph, the circumstances of incompatibility will be evaluated taking into account the following particularities: to) with respect to those derived from the condition held or been served pursuant to article 16(1). to). 1. º:
1 when in persons referred to in paragraph 1, point (d)), there will be inconsistency when it comes to the audited entity, its parent company or a related entity with respect to which the audited entity to exercise control or significant influence and is, in terms of relative, significant importance to the audited entity. In any case, there will be a situation of incompatibility when they have the status of members of the Board of Directors.

2nd in the case of the family with close ties of persons referred to in paragraph 1, only there is incompatibility if they were managers or persons in charge of the financial area of the audited entity, its parent company or a related entity with respect to which the audited entity to exercise control or significant influence and is, in terms of relative importance significant to the audited entity.

Still, in the case of the family with close ties of persons referred to in letters c) and d) (1), inconsistency will arise only when, by reason of the structure and size of the audit firm, hazards related to possible effects or influence the outcome of the work of audit.

((((b) as regards those resulting from own financial instruments as provided for in article 16(1). to). 2nd 1 when people referred to in letters c) and d) of paragraph 1 and their families with close ties have financial instruments, significant of the audited entity, its parent company or a related entity for which the audited entity to exercise control or significant influence and that entity is significant in terms of relative importance, for the entity audited.

((2nd when the relatives with ties of persons referred to in letters a) and b) of paragraph 1.

((((c) in regard to the conduct of operations related to financial instruments referred to in article 16(1). to). 3rd 1st when relatives with ties of persons referred to in letters a) and b) of paragraph 1, carry out operations with financial instruments issued, guaranteed or supported in any way by the audited entity, its parent company or by a related entity with respect to which the audited entity to exercise control or significant influence and is significant, in terms of relative importance, to the audited entity.

((2nd when relatives with ties of persons referred to in letters c)) and (d) of paragraph 1, carry out operations with financial instruments issued, guaranteed or supported in any way by the audited entity, and the volume of operations is significant.

((((d) respect to those resulting from soliciting or accepting gifts or favors of the entity audited in accordance with the provisions of article 16(1). to). 4th, when in the family with close ties of persons referred to in letters a) and b) of paragraph 1.

((e) with respect to the circumstances of inconsistency relating to the provision of services provided for in article 16(1). b): 1 when people referred to in point (d)) (1), there will be inconsistency in the event that they occur in the audited entity, its parent company or an entity with respect to which the audited entity exercises control and meaningful in terms of relative importance, for the entity audited.

2. when the family with close ties of persons referred to in paragraph 1 provide services accounting or preparation of the accounting records or financial statements to the audited entity or an entity to which the audited entity control exercised and is significant, in terms of materiality to the audited entity.

(However, in the case of relatives of persons referred to in letters c) and d) (1), inconsistency will arise only when, by reason of the structure and size of the audit firm, hazards related to possible effects or influence the outcome of the work of audit.

Article 20. Incompatibilities arising from situations that in other people or entities belonging to the network of the auditor or audit firm.

1. it shall be deemed that the accounts auditor or audit firm do not enjoy sufficient independence in the performance of their duties with respect to an audited entity, when the circumstances referred to in article 16 or in other laws are in persons or entities, excluded persons or entities referred to in the previous article, that principal Auditors responsible for forming a network to that referred to in article 3.6 ((, letters a) and b), or the audit firm in whose name the audit is conducted.

For the purposes of this section of the network of the auditor or audit firm who may cause a situation of incompatibility shall be limited, in General, to which have the status of partner, administrator and Secretary of the organ of administration or agent with general mandate in an entity belonging to that network.

This provision shall also apply when the circumstances of inconsistency arising from personal situations or services respectively related to entities linked or controlled by the audited entity referred to in article 17, provided that the audited entity has control or significant influence and those are, in terms of relative importance, significant to the audited entity.

2 a purposes as provided in the preceding paragraph, the circumstances of incompatibility will be evaluated taking into account the following particularities: to) with respect to those derived from the condition held or been served in accordance with article 16(1). to). 1: 1 if the persons or entities referred to in paragraph 1 exert direct charge or play jobs they will affect the development of meaningful information, measured in terms of relative importance contained in the financial statements or other accounting documents of the audited entity.

2nd in the event that their families with close ties are administrators or managers the financial area of the audited entity, when, by reason of the structure and size of the audit firm, hazards related to possible effects or influence the outcome of the work of audit.

((b) as regards those resulting from own financial instruments as provided for in article 16(1). to). 2nd, there will be inconsistency when persons or entities referred to in paragraph 1 possess significant financial instruments of the audited entity, its parent company or an entity to which the audited entity to exercise control or significant influence always and when, because of the structure and joint dimension of the audit and the entities belonging to the network society, may exist regarding possible effects or influence the outcome of the work of audit.

((((c) does not apply to the cause of incompatibility regarding the request or acceptance of gifts provided for in article 16(1). to). 4 d) with respect to the services provided for in article 16(1). b), there is incompatibility if relatives with ties of persons referred to in paragraph 1 provide services accounting or preparation of the accounting records or financial statements to the audited entity always that, by reason of the structure and size of the audit firm, hazards related to possible effects or influence the outcome of the work of audit.

Article 21. Term of incompatibilities.

1 there will be a situation of incompatibility for the provision of services when such services are provided in the period since the beginning of the year to which they relate annual accounts, financial statements and other accounting documents audited to date in which the accounts auditor or audit firm completes audit work.

In the case of incompatibilities arising from personal situations, means that they exist when these occur in the period since the beginning of the first year preceding the financial year to which they relate annual accounts, financial statements and other accounting documents audited to date in which the accounts auditor or audit firm completes audit work.

Without limiting the foregoing, in the event of incompatibilities arising from article 16(1) concerned. to). 2nd, must resolve the situation of incompatibility prior to the acceptance of the appointment as an auditor of accounts.
(2 on the assumption that the possession of financial instruments referred to in article 16(1). to). 2nd occurs way arise subsequent to the acceptance of the order, the auditor of accounts or audit firm shall proceed to liquidate, undo or remove such financial within a month in interest since he had knowledge of such circumstance. If he could not resolve cited interest in the previous deadline by circumstances not attributable to the auditor, this may be extended, but the interest must be determined, in any case, before the issuance of the audit report. Do not proceed in this regard must refrain from performing audit work and carry out the communications provided for in article 5(2).

When, once accepted an assignment, the audited entity is acquired, merge or acquire another entity, the accounts auditor or audit firm shall identify and assess the interests, relationships or situations with the entity, in order to determine if their independence could be compromised. In the shortest possible time and, in any case, within three months, the auditor shall take measures necessary to remove relationships or interests that compromised their independence or to reduce the threats to an acceptably low level so that it is not committed.

3. the period of computation referred to in this article shall apply in the cases to that covered by articles 17, 18, 19 and 20, with peculiarities that contemplated in those articles.

Article 22. Procurement regime.

1. the accounts auditors and audit firms will be hired for a period of time determined initially, which may not be less than three years and no more than nine from the date that starts the first exercise to audit, and can be hired for successive maximum periods of up to three years once completed the initial period.

If finalized once the period of initial recruitment or extension thereof, nor accounts auditor or audit firm and the audited entity declare their will to the contrary prior to the date of approval of the audited annual accounts to the last period contracted or extended, the contract shall be tacitly extended for a period of three years.

2. during the initial period, or the period of extension of the initial contract, contract may not be terminate without that mediate just cause. Divergence of opinions on accounting treatments or audit procedures are not fair cause. In any case, auditors of accounts and the audited entity must notify the Institute of accountancy and audit of accounts the rescission of the contract of audit.

Shareholders who hold more than 5% of the share capital or of the voting rights of the audited entity or the Board of Directors of the entity may apply to the Court of first instance of the registered office of the entity the revocation of the auditor appointed by the general meeting and the appointment of another, when come just cause.

3. When accounts audits were not mandatory, they shall not apply temporary hiring limitations set forth in paragraph 1 of this article.

4 shall be null void agreements or contractual or statutory provisions which may restrict or limit the selection, appointment and recruitment by the competent bodies of the institution of any auditor of accounts or audit firm registered in the official register of accounts auditors.

Article 23. Bans following the completion of the audit work.

1. without prejudice to other prohibition events contemplated in other laws, during the year following the completion of the corresponding audit, the principal auditors work responsible for the audit work and audit firms in whose name is performed audit no may be part of organs of management or direction of the audited entity or entities with which it has a relationship of control , occupy since work, nor have financial interest directly or indirectly in such entities if, in either case, it is significant to either party.

2 the prohibition referred to in the preceding paragraph shall apply to the following persons: a) Auditors, partners or not, other than the principal Auditors responsible for the audit work, from audit firm who have responsibility of supervision or management in carrying out the work of audit and can directly influence their assessment and final result.

(b) those who are part of the team commissioned by the audit work when they have the status of Auditors of accounts, only in relation to the audited entity.

(c) members of audit firm and Auditors designated to perform audits on behalf of this not intervened or had influence in the work of the audit, except that they no longer have any relationship or interest with audit prior to become a firm part of the concerned bodies, occupy workstation in the audited entity or before having financial interest and provided objectivity not It might be jeopardized by the existence of possible reciprocal influences between such partners and signer auditor or audit firm.

3. the breach of the prohibition shall entail the incompatibility of Auditors of accounts and audit firms referred to in this article, for the accomplishment of the work of audit of the audited entity or the companies which form part of the group under the terms of article 42 of the code of Commerce, from the moment that it fails to comply with this prohibition, and in the following two years.

4. the provisions of this article shall not apply when the financial interest resulting from causes not attributable to the auditor of accounts which have arisen, or purchased under normal market by the auditor of accounts, or by the partner of the company's audit or auditor appointed to perform audits on behalf of this, provided that, in such situations It has ceased to have any relationship or interest in the audit firm.

Article 24. Fees and transparency on the remuneration of the Auditors Auditors and audit firms.

1. the fees for audit services shall be fixed, in any case, before the start of the performance of its functions and for the whole period in which to play them. These fees may not be influenced or determined by the provision of additional services to the audited entity. They may not be contingent or based on any condition other than changes in the circumstances that served as a basis for the fixing of fees. For the exercise of this function, or of accounts auditors or audit firms can receive other remuneration or benefit.

For these purposes, means by fees contingent on a custom audit those in which remuneration is calculated according to a formula preset depending on the results of a transaction or audit work. Not be considered contingent fees established by judicial decision or by the appropriate authorities.

2 Auditors Auditors and audit companies must notify the Institute of accountancy and audit of accounts each year hours and fees billed to each audited entity, distinguishing which correspond to audit of accounts and other services, as well as any other information stating the Institute of accountancy and audit of accounts for the exercise of their functions.

Article 25. Causes of abstention by collected fees.

1. when accrued fees arising from the provision of audit services and other than the audit to the audited entity by the auditor of accounts or audit, in the last 3 consecutive years firm, represent more than 30 per cent of the total of the annual income of the accounts auditor or audit firm, they shall refrain from conducting the audit of accounts for the following year.

2. also the obligation to refrain from conducting the corresponding audit in the next exercise when accrued fees arising from the provision of audit services and non-audit in the last 3 years consecutive to the audited entity and its related entities, by the auditor of accounts or the audit and society who are part of the network will be payable make up more than 30 percent of the total of the annual income of the auditor of accounts or audit and the aforementioned network society.

3. by regulation criteria will be determined to take into account the case of Auditors of accounts or audit which initiate their activity, as well as auditors of accounts and small audit societies. In addition, regulations total revenues will be determined to compute for the purpose of compliance with this limit.

Section 3 liability and financial security article 26. Civil liability.
1. the accounts auditors and audit firms will be responsible for damages arising from the breach of their obligations according to the General rules of the Civil Code, with the particular conditions laid down in this article.

2. the civil liability of accounts auditors and audit firms shall be enforceable proportional and direct way to economic damages that could be caused by his performance both the audited entity and a third party.

For these purposes, the term third party any person physical or legal, public or private, stating that he acted or left Act taking into consideration the audit report, being this element essential and appropriate for your consent form, motivate their performance or its decision.

Civil liability shall be enforceable form personal and individualized, with the exception of the damages caused by the audited entity or third party.

3. when the audit is performed by an auditor of accounts on behalf of an audit firm, will respond jointly and severally liable, within the limits given in the preceding paragraph, the auditor that signed the report of audit and audit firm.

4. the action to demand the contractual liability of the auditor of accounts and audit firm barred four years from the date of the audit report.

Article 27. Financial guarantee.

1. without prejudice to the liability regulated in the previous article, to respond in damages that may be caused in the exercise of its activity, accounts auditors and auditing firms will be obliged to provide financial security.

2. the financial guarantee may be through a deposit in cash, titles of public debt, backed by financial institution or insurance of civil liability and surety in the amount and in the manner established the Ministry of economy and competitiveness. The amount, in any case, will be proportional to their volume of business.

3. regulations shall be fixed, in addition to the amount of the financial guarantee for the first year of the activity, the essential elements that are needed to ensure their adequacy and effectiveness in order to serve its purpose.

Section 4 internal and organization of the work of the Auditors of accounts and audit article 28 firms. Internal organization.

1. the accounts auditors and audit firms will benefit from procedures administrative and accounting reliable, effective risk assessment procedures, operating mechanisms that ensure control and protection of their computer systems, as well as internal quality control mechanisms, which ensure compliance with the decisions and procedures at the heart of the functional structure of the accounts auditor and at all levels of the audit firm.

2. the accounts auditors and audit firms implemented a system of internal quality control that guarantees the quality of the auditing of accounts in accordance with the provisions of the standards of internal quality control to which refers article 2.

The last of the internal quality control system responsible will be an auditor of accounts registered in the registry official auditor's, that can perform the auditing of accounts in accordance with the requirements of article 8.1.

The internal quality control system shall include, inter alia, the following: a) effective organisational and administrative measures to prevent, detect, evaluate, communicate, reduce and, where appropriate, remove any threat to the independence of Auditors of accounts and audit firms, in accordance with the provisions of section 2 of chapter III of title I.

Such measures should include, among others, policies and procedures that ensure that the owners or shareholders, as well as the members of the organs of administration, direction and internal oversight of the companies of audit, or societies linked to which refer articles 19 and 20, not can intervene in carrying out an audit of accounts in any way that can compromise the independence and objectivity of the signatory of the report accounts auditor of audit.

In the case of Auditors of accounts, the policies and procedures referred to in the preceding paragraph refer to persons and entities linked to the auditor of accounts under the terms laid down in articles 19 and 20.

(b) policies and procedures suitable for carrying out the work of Auditors, relating to ethics and independence, acceptance and continuity of work, human resources, including training of staff and the realization of orders, including supervision and review of the work of Auditors, as well as the follow-up.

These policies and procedures shall include, among others, the following: 1 policies and procedures so that staff of Auditors and audit firms Auditors, as well as any other person that directly intervene in the activities of Auditors, possess the knowledge and experience necessary to carry out the functions assigned.

2. remuneration policies, including such participation in profits, which offer sufficient incentives to performance to ensure the quality of the audit. In particular, revenues to the accounts auditor or audit firm obtained from the delivery to the audited entity's services other than the audit of accounts will not form part of the evaluation of performance or remuneration of any person involved in carrying out the work of Auditors or that may influence the same.

3 policies and procedures concerning the Organization of the audit file referred to in article 29.

4th policies and procedures that ensure that the outsourcing of functions or activities of audit does not undermine the internal quality control of the auditor of Auditors and audit firms, or monitoring refers to which article 49. Such outsourcing shall not affect the liability of the auditor of accounts and audit against the auditee societies.

5 policies and procedures to verify and analyze the suitability and effectiveness of their systems of internal organisation and the internal control system, as well as the measures to be taken to correct any possible deficiencies.

Such procedures shall include, among others, media so that staff from the auditor of Auditors and audit firms may internally denounce the facts that might constitute infringements of regulatory of the auditing activity.

In any case, the auditor of Auditors and audit firms should be annual internal quality control system evaluation. Accounts auditor and audit firm will maintain records of the conclusions of this evaluation and the proposed measures, if necessary, to modify the system evaluated.

3. the accounts auditors and audit firms provide systems, resources and procedures appropriate to guarantee the continuity and regularity of its audit activities. For this purpose, they shall establish organisational and administrative measures to prevent, detect, resolve and record incidents which may have serious consequences for the integrity of its audit activity.

Simplified requirements referred to in the preceding paragraphs to those who exclusively perform audits of small entities are determined according to the rules.

4 the auditor of Auditors and audit firms should document the systems, policies, procedures, mechanisms and measures referred to in the preceding paragraphs, and put them in knowledge of its staff, as well as of persons and entities which referred to in articles 19 and 20 that involved or they can intervene in the work of Auditors.

5 accounts auditors and audit firms must be able to prove to the system of public oversight policies and procedures that have been established for the effective enforcement of the provisions of the preceding paragraphs are adequate, and must keep proportion with the magnitude and complexity of its activities, determined according to the dimension of the entities that are audited.

Article 29. Organization of work.

1. the accounts auditors and audit firms shall designate in accordance with criteria of quality, independence and competence, at least, a main auditor responsible for carrying out the work of Auditors. The main auditor responsible or responsible for major Auditors will actively participate in the work of Auditors, devoting time to the assigned audit work and shall have adequate resources, as well as staff with competence and capacity necessary to perform its functions properly.
2. the accounts auditors and audit firms shall draw up an audit file for each work of audit, which shall include, at least, the analysis and assessment carried out prior to acceptance or continuance of the audit work, including aspects relating to the duty of independence of the auditor required in sections 1 and 2 of chapter III of title I as well as other documentation pertaining to each job, including the auditor work papers that constitute the tests and support the conclusions reached in the realization of each audit work included appearing in the report.

The audit file will close within a maximum period of 60 days from the date of the audit report.

3 accounts auditors and audit firms should create and document the following records relating to its audit activity: to) record of violations serious or very serious of the rules governing the activity of audit of accounts, as well as their possible consequences and measures to remedy the violations and to modify the internal quality control system. An annual report containing a general summary of the measures taken, to be reported to the appropriate internal level will be developed.

(b) registration of queries containing the requests made and received expert advice.

(c) registration of audited entities, that includes the following information in relation to each audited entity: 1 name, tax ID, address and registered office number.

2. identification of the main responsible auditor or main responsible Auditors and, where appropriate, the quality control reviewer.

3rd accrued fees for each year in respect of audit and other services provided to the audited entity, broken down for each of these two types of services and by entity.

(d) registration of claims, that contain which have been made in writing and are related to the audits of accounts.

Section 5th duties of custody and secret article 30. Duty of conservation and safekeeping.

Accounts auditors and auditing firms retain and team during the period of five years, counting from the date of the audit report, conducted each audit by them documentation, including the roles of the auditor to work constitute evidence and support the conclusions contained in the report and other documentation information, files, and records referred to in articles 28, 29, 42 and 43.

Article 31. Duty of secrecy.

Signatory accounts auditor of the audit report, audit firm as well as members of this designated accounts auditors to perform audits on behalf of the company's audit and all persons involved in the conduct of the audit will be required to keep the secret of how much information are aware in the exercise of its activity failing to make use of the same for the purpose of the own audit of accounts, without prejudice to the duty of complaint provided for in article 262 of the Criminal Procedure Act.

The invocation of the duty of secrecy regulated in this section shall not prevent the application of provisions of this law and Regulation (EU) No. 537/2014, April 16.

Article 32. Access to the documentation.

Without prejudice to the provisions of the preceding article, may, in any case, access to each audit documentation, being subject to the duty of secrecy: a) the Institute of accounting and audit of accounts, both in the exercise of the supervisory role referred to in chapter I of title II, as for the purpose of international cooperation provided for in chapter IV of title II.

(b) those who are designated by judicial decision.

(c) the Bank of Spain, the National Commission of the stock market and the General Directorate of insurance and pension funds, as well as regional bodies in monitoring and control of the insurance companies, exclusively for the purposes of the exercise of the competences related to entities subject to its supervision and control, in especially serious cases , pursuant to article 38, and provided that not had been able to get such entities specific documentation require that access.

In addition, the National Commission of the stock market may request any information and documents from the Auditors of the accounts corresponding to the entities issuing securities admitted to trading on official secondary markets of values that are necessary for the exercise of the powers conferred.

(d) bodies that have powers of external and internal control of the financial management of the public sector, with respect to the audits to public entities in their respective areas of competence attributed by law. Such bodies and agencies may require the auditor of accounts or audit firm information that is available about a particular subject, in relation to the audit of the audited entity and the clarification, where appropriate, of the content of work papers.

(e) corporations representative of Auditors of accounts for the exclusive purpose of verifying compliance with the practices and internal procedures of its members in the exercise of its audit activity.

(f) the Auditors of accounts and auditing companies, besides in the case referred to in article 7, in case of replacement of auditor of accounts or the entity audit firm. In the case of substitution, predecessor audit firm or auditor of accounts allowed by his successor to all the information concerning the audited entity and the documentation of the most recent audit.

(g) the competent authorities of the Member States of the European Union and third countries, in the terms referred to in chapter IV of title II.

(h) those who are authorised by law.

Chapter IV of the audit entities of public interest section 1 common provisions article 33. Scope of application.

This title is applicable to auditors Auditors and corporate auditors performing work of audit of annual accounts or financial statements or accounting documents to entities of public interest, in accordance with article 1.2, as well as the entities of public interest with regard to the appointment and hiring of auditor.

Article 34. Legal regime.

Auditors of accounts and companies of Auditors performing work of audit of annual accounts or financial statements or accounting documents for public interest entities, shall apply the provisions in the Regulation (EU) No. 537/2014, April 16, as well as provisions of this law in accordance with the characteristics laid down in this title.

Section 2 of article 35 reports. Annual accounts audit report.

The audit of the annual accounts of a public interest entity report will be prepared and presented in accordance with the provisions of this law and in article 10 of Regulation (EU) No. 537/2014, April 16.

Article 36. Additional report to the Audit Committee on public interest entities.

1. the Auditors of accounts or companies of audit of public interest entities shall draw up and present a further report to the audit of the annual accounts, in accordance with the provisions of article 11 of the Regulation (EU) No. 537/2014, April 16. In the case of audit of consolidated financial statements, the auditor of the group must produce this additional report to be delivered to the parent.

2. when public interest entities supervisory national authorities so request, the additional report to the Audit Committee shall be provided without delay by the Auditors of accounts or audit companies.

Article 37. Annual transparency report.

1 accounts and audit firms Auditors carrying out the audit of public interest entities shall publish and submit individually a report of transparency in accordance with the minimum content laid down in article 13 of Regulation (EU) No. 537/2014, April 16, and in accordance with the following criteria: to) information relating to the total turnover of statutory auditors carrying out individual and societies ((audit which form part of the network of the auditor or audit, referred to in article 13.2 society. b) IV) Regulation (EU) No. 537/2014, of April 16, will include the corresponding Services audit of annual and consolidated financial statements, as well as services other than audit that had been lent to public interest entities and the institutions referred to in article 17.
(((b) information relating to the total turnover of accounts auditor or audit, referred to in article 13.2 firm. k), items (i)) and iii), of the Regulation (EU) No. 537/2014, of April 16, shall be broken down separately by each of the audited entities of public interest.

2. in accordance with the provisions of article 13(1) of Regulation (EU) No. 537/2014, of 16 April, the accounts auditors and audit firms must inform the Institute of accountancy and audit of accounts of the publication, on the website of the transparency report or update the same as appropriate, in the form and time to be determined by regulation.

3 in the exceptional case in which, in accordance with the provisions of the last paragraph of article 13.2. k) of Regulation (EU) No. 537/2014, on 16 April, the auditor of accounts or audit firm decides not to publish the information indicated in article 13.2. f) of that regulation, concerning public interest entities audited during the previous financial year in order to prevent a serious and significant threat to the personal safety of any individual, the accounts auditor or audit firm must report to the Institute of accountancy and audit of accounts the reasons that they justify the existence of this threat in time and form to be determined by regulation.

4. the content of the report by transparency referred to in paragraph 1 may be developed by resolution of the Institute of accountancy and audit of accounts. This resolution shall conform to the procedure regulated in article 24.1 of the Law 50/1997, of 27 November, of the Government.

Article 38. Report to national authorities supervising the entities of public interest.

The Auditors of accounts and companies of auditing that conducted the audit of the annual accounts or other financial statements of the entities of public interest subject to the system of supervision and control, attributed to the Bank of Spain, the National Commission of the stock market and the General Directorate of insurance and pension funds, or the bodies autonomic with powers of management and supervision of the insurance entities , they will be required to communicate quickly in writing, to the aforementioned bodies or institutions as appropriate, all information relating to the entity or audited institution that had knowledge in the exercise of their duties in the cases referred to in article 12(1) of Regulation (EU) No. 537/2014, April 16.

Section 3 independence article 39. Incompatibilities and prohibited services.

Auditors of accounts and audit of public interest entities entities they shall apply: 1. the regime established in the Regulation (EU) No. 537/2014, 16 April and, in particular, articles 5.1, 5.4 and 5.5. They may however, provide services referred to in article 5(3) of that regulation, provided that the requirements laid down therein.

In addition, the prohibition of providing services outside the audit referred to in article 5(1) of the regulation will be extended to relatives of the main responsible for Auditors with the characteristics referred to in article 18.2 d) of this law, as well as to persons referred to in article 19 the particularities referred to in that article.

2 the regime established in sections 1 and 2 of chapter III of title I of this law, with the following particularities: to) the circumstances provided for in article 16(1) shall apply only the assumptions of the letter to), also resulting from application as provided in article 21 in relation to such circumstances and assumptions.

((b) shall apply the standards referred to in articles 17 to 20, in relation to the circumstances and assumptions referred to in the letter to) above.

(c) prohibitions subsequent to the completion of the work of audit set out in article 23 shall apply during the two years following the completion of the audit work.

Article 40. Recruitment, rotation and appointment of Auditors of accounts or audit companies.

1. in relation to the duration of the audit contract, shall apply the provisions of article 17 of the Regulation (EU) No. 537/2014, on 16 April, in particular the provisions of paragraphs 3, 5, 6 and 8. In addition, the minimum duration of the initial contract period of Auditors of accounts in public interest entities may not be less than three years, and may not exceed the total period of engagement, including the extensions, the maximum duration of ten years established in article 17 of that regulation. However, once the maximum total contractual period of ten years of an auditor or audit firm, this period may be extended in addition up to a maximum of four years, provided that you have engaged simultaneously to the same auditor or audit together with one or more other auditors firm or audit companies to act jointly in this additional period.

During the initial period, or the period of extension of the initial contract, the contract not may terminate without that mediate just cause, and can not be considered as such divergence of opinions on accounting treatments or audit procedures. In any case, auditors of accounts and the audited entity must notify the Institute of accountancy and audit of accounts the rescission of the contract of audit.

2. in relation to the rotation of Auditors Auditors and audit companies, shall apply the provisions of article 17.7 of Regulation (EU) No. 537/2014, on 16 April, in particular the provisions of paragraphs third and fourth. Additionally, after five years from the original contract, will be mandatory rotation of the principal Auditors responsible for the audit work, and must spend in any case within three years to get these people back to participate in the audit of the audited entity, in accordance with the provisions of article 17.7, first subparagraph, of Regulation (EU) No. 537/2014 , 16 April.

3. the designation of Auditors of accounts or companies of audit of public interest entities shall be subject to the provisions of paragraphs 2, 3, 4, 5 and 6 of article 16 of the Regulation (EU) No. 537/2014, April 16.

4. the shareholders who hold more than 5% of the share capital or of the voting rights of the audited entity or the Board of Directors of the entity may apply to the Court of first instance of the registered office of the entity the revocation of the auditor appointed by the general meeting and the appointment of another, when come just cause. In addition, the application may be carried out by the Institute of accounting and audit of accounts.

In any case, in the event of termination or revocation of the auditor of accounts, account auditor and the audited entity must communicate this fact to the national supervisory authority for the institution of public interest, giving the reasons that underlie it.

Article 41. Fees and transparency.

1. with the limitations of fees shall apply as laid down in the Regulation (EU) No. 537/2014, on 16 April, in particular, articles 4.1 and 4.2.

2 when accrued fees arising from the provision of audit services and other than the audit to the audited entity, the accounts auditor or audit firm, in each of the last 3 consecutive years, represent more than 15 percent of the total of the annual income of the accounts auditor or audit firm, such auditor or audit firm shall not carry out the audit of accounts for the following year.

In addition, will also be enforceable obligation to refrain provided in the preceding paragraph when accrued fees arising from the provision of audit services and non-audit in each of the last 3 years consecutive to the audited entity and its entities linked by the auditor account or social audit, and who are part of the network represent more than 15 percent of the total of the annual income of the auditor of accounts or audit and the aforementioned network society. Regulations total revenues will be determined to compute for the purpose of compliance with this limit.

However, in the terms in which by law is determined, where the audit firm is small or medium, the Audit Committee or equivalent body, on the basis of an examination to the threats to the independence and the measures taken to mitigate it, it may be authorized exceptionally make the audit of accounts of the immediately following year only once. This uniqueness must be properly justified and motivated.
3. the annual communication on fees to the Institute of accountancy and audit of accounts by the Auditors of accounts and companies of audit, referred to in article 24.2 of this law, will be showing separate audited entities having consideration of entities of public interest, in this case, distinguishing in fees for services other than the audit of accounts If such services are required by the law of the European Union or a national legal provision or not.

Section 4 internal and organization of the work in relation to audits of entities of public interest article 42. Internal organization.

Without prejudice to the policies and procedures that should be included in the system of quality control, referred to in article 28.2. b) of this law, auditors of accounts and companies of audit, in the work of audit of public interest entities, shall establish policies and procedures to carry out the review of the work of audit quality control , in accordance with article 8 of the Regulation (EU) No. 537/2014, 16 April, before issuing the report.

Article 43. Organization of work.

1. without prejudice to the provisions relating to the audit file to auditors Auditors and audit companies must be prepared for each audit work, in accordance with article 29.2 of the Act, the audit file documented the issues collected in addition, where appropriate, on articles 6 to 8 of the Regulation (EU) No. 537/2014 16 April, as well as the auditor of accounts and audit firm work papers that constitute the tests and support the conclusions contained in the reports referred to in articles 10, 11 and 12 of the aforesaid Regulation.

2 in relation to the obligation to draw up a record of audited entities, referred to in article 29.3. c) of this law, the data to be included in the register, they must bear the income referred to reference article 14 of the Regulation (EU) No. 537/2014, April 16, as well as with the detail to which refers article 37.1 of the Act.

Article 44. Transfer record.

In the event of replacement of accounts auditor or audit firm in entities of public interest, without prejudice to the provisions of article 32 of this law, shall apply the provisions of article 18 of the Regulation (EU) No. 537/2014, April 16.

Article 45. Organizational structure.

The requirements related to the organizational structure and dimension which should conform to accounts auditors or audit firms that perform audits of public interest entities may by regulation determine. Those requirements those referred to the number of accounts auditors, will include the number of employees, to the existence of technical and resources specialized in the treatment and analysis of complex issues and the quality of internal control systems. In any case, the requirements will be provided and is arranged according to the complexity of the audit work and the magnitude of the audited entity.

Title II monitoring public chapter I article 46 supervisory role. Field of public oversight.

1 are subject to the system of monitoring public, objective and independent, established in this law, all auditors of accounts and companies of audit, in the pursuit of the activities referred to in article 1, and other persons, entities or bodies whose work is framed within the scope of Regulation (EU) No. 537/2014, April 16.

2 the Institute of accountancy and audit of accounts is the authority responsible for the system of public oversight and, in particular: to) the authorisation and registration in the registry official of auditor of the accounts and audit firms Auditors.

(b) the adoption of standards in the field of ethics, standards of quality control internal activity audit and technical standards of audit in the terms provided for in this law, as well as its adequate compliance monitoring.

(c) the continuing education of Auditors of accounts.

(d) the system of inspections and research.

(e) regular monitoring of the evolution of the market of services of Auditors for entities of public interest.

(f) the disciplinary regime.

3 corresponds to the Institute of accountancy and audit of accounts, in addition to its legally attributed functions, responsibility and participation in the mechanisms of international cooperation in the field of auditing activity, referred to in this law, as well as in the Regulation (EU) No. 537/2014, April 16.

4. the register of Auditors of accounts depends on the Institute of accountancy and audit of accounts.

Article 47. Resources.

Against decisions handed down by the Institute of accounting and audit of accounts in the exercise of powers which he credited with this law may bring appeal to the Minister of economy and competitiveness, whose resolution will put an end to the administrative procedure.

As an exception, normative decisions issued by the Institute of accounting and audit of accounts, will be directly actionable before the contentious.

Article 48. Subjects on which the supervisory role is exercised.

1 the Institute of accountancy and audit of accounts can collect much information it deems necessary for the proper fulfilment of powers of supervision that has assigned the following persons and entities: a) the Auditors of accounts and companies of audit and of the entities referred to in articles 19 and 20.

(b) of the third parties that these auditors or audit firms have outsourced certain functions or activities.

(c) of persons who participate or who have participated in the activities of Auditors Auditors and audit companies, or have connection or relationship with these.

(d) of the audited entities, and their related entities, referred to in article 17.

2. the natural and legal persons referred to in the previous paragraph are forced to put at the disposal of the Institute of accountancy and audit of accounts books, records and documents required, irrespective of their support, and support requesting the Institute of accountancy and audit of accounts, including computer programs and files magnetic, optical or any other kind.

In addition, auditors Auditors and audit companies will be required to appear before the Institute of accountancy and audit of accounts, upon request.

3. the Institute of accounting and audit of accounts, in the exercise of its powers, can communicate and require auditors of accounts and auditing electronic companies the information and action taken pursuant to the provisions of this law.

Article 49. Supervisory powers.

1. in the exercise of its supervisory role, the Institute of accountancy and audit of accounts may be the actions of verification, inspection, investigation and discipline as it deems necessary, in relation to persons and entities referred to in the preceding article. En_particular, you can: to) access to any data, record or information related to the activity of audit of accounts held by the Auditors of the accounts and audit companies and receive or obtain copies of these, related to the activity of auditing accounts.

(b) carry out investigations and inspections, as well as the checks it deems necessary.

((c) access to any information, record or information held of the subjects mentioned in the previous article, and other than those mentioned in the letter a) of this section, whenever necessary for the proper fulfilment of the functions attributed to this Institute.

(d) require that you put an end to any practice that is contrary to the rules governing the activity of auditing accounts.

This decision can be taken as precautionary measure during a disciplinary file or as an aside from the exercise of powers to impose penalties, always be necessary for the effective protection of third parties or the proper functioning of markets, and will remain as long as remains the cause that had motivated them.

(e) impose sanctions and administrative measures, where appropriate, apply in accordance with the provisions of this title.

2. the powers referred to in the preceding paragraph may be exercised directly, in collaboration with other authorities or by application to the competent judicial authorities.

3. the Institute of accounting and audit of accounts may send to the courts made or circumstances that could cause signs of crime.

Article 50. Place of proceedings of verification, investigation and inspection.

1 actions of verification, investigation and inspection may develop, at the choice of the Institute of accountancy and audit of accounts: to) in any office, office or office of auditor of accounts or the society of audit, and the entities referred to in articles 19 and 20 and other persons or entities referred to in article 48.1.
(b) in own premises of the Institute of accountancy and audit of accounts.

2 when actions occur in the places mentioned in the letter a) of paragraph 1 above, the working hours of the same prejudice that can act jointly in other times and days will be observed.

Article 51. Administrative cooperation.

1. in the terms provided for by article 4 of law 30/1992, of 26 November, legal regime of public administrations and common administrative procedure, organs and organisms of any public administration, without prejudice to the duty of secrecy that covers them under the current legislation, are subject to the duty to collaborate with the Institute of accountancy and audit of accounts and are required to provide , at the request of this, the data and information that have and may be necessary for the exercise of the supervisory role.

2 also, they must notify the Institute of accounting and auditing of accounts the facts that would have had knowledge that might constitute breach of regulatory of the auditing activity.

3. in particular, the Institute of accountancy and audit of accounts may request national authorities supervising entities of public interest information deemed relevant for the exercise of their functions and in relation to the powers referred to in article 46.

In addition, the Institute of accounting and audit of accounts may request the collaboration of the State tax administration agency, in relation to data and information of the Auditors of accounts and auditing companies which are necessary for the exercise of its powers.

Article 52. The activity of audit control: inspections and investigations.

Control of the activity of audit of accounts, which will be carried out ex officio and in accordance with the human and material availabilities of the Institute of accountancy and audit of accounts, will be carried out through the following activities: a) investigations of the actions of Auditors of accounts and of b) inspection of Auditors of accounts audit and audit societies.

Article 53. Investigations.

1. investigations into certain tasks of audit of accounts or aspects of the activity of audit shall determine facts or circumstances that may involve the existence of evidence of possible breaches of the rules governing the activity of auditing accounts.

2 research actions consist of the examination of the working files of audit or other documentation held by the auditor of accounts and audit and societies of persons and entities referred to in articles 19 and 20, as well as in the conduct of inquiries and in obtaining and evaluation of any other information or relevant documents.

Article 54. Inspections.

1. inspections consist of periodic review of Auditors of accounts and companies of audit, with the objective of evaluating their systems of internal quality control, through the verification of procedures and the review of the work of selected audit files, including the evaluation of compliance with regulatory and audit activity in order to verify and conclude about the effectiveness of such systems.

In relation to the Auditors of accounts and audit firms carrying out audits on public interest entities shall apply the provisions of articles 26.6 and 26.7 of Regulation (EU) No. 537/2014, April 16.

2. the inspections will be carried out on the basis of a risk analysis. In the case of Auditors of accounts and audit firms carrying out audits required by the law of the European Union, the minimum frequency of inspections will be six years, without prejudice to the provisions of article 26.2 of the Regulation (EU) No. 537/2014, 16 April, with respect to the Auditors of accounts and audit firms carrying out audits on public interest entities.

3. inspections shall be appropriate and commensurate with the magnitude and complexity of the activities of Auditors and audit firms Auditors subject to them. For these purposes, verification of audits of small and medium-sized entities work files shall take into account the specific considerations that are established in the rules of audit for small entities.

By law actions and criteria will be determined to continue inspections of audit firms having substantial identity when they have expressed that they apply the same policies and procedures of internal control. For these purposes, means that there is substantial identity between societies of audit when sharing partners or auditors of accounts which constitute the majority of the share capital or of the Board of Directors.

4. the result of the inspections can be documented in a report containing the main conclusions of the quality control improvement requirements formulated, that must be applied by the auditor of accounts and in the time limit set for this purpose audit firms.

In inspections to accounts auditors and auditing companies which conduct audits on public interest entities shall apply the provisions of articles 26.8 and 26.9 of Regulation (EU) No. 537/2014, April 16.

5. the report referred to in the preceding paragraph shall be subject to publication on the website of the Institute of accountancy and audit of accounts, where it refers to auditors of accounts and audit of public interest entities entities.

Such publication shall not contain identifying data of the entities audited by the Auditors of accounts or audit companies revised and will remain on the website until the Institute of accountancy and audit of accounts issued a new report that contains the results of a new inspection.

The publication referred to in this paragraph shall be without prejudice to actions by monitoring of requirements where applicable formulated, action research which may be made or disciplinary actions that could start in those cases where there were indications of infringement.

Article 55. Assistance from professional and expert services.

1. functions of inspection, investigation or verification that correspond to the Institute of accountancy and audit of accounts will be carried out by the staff officer at your service.

However, when service needs so require, and is properly accredited the failure of media, in the cases listed in the following sections, it will be possible to attend the recruitment of third parties to carry out only purely instrumental work within the aforementioned functions.

Procurement be held through a service contract within the meaning of the law of contracts in the public sector.

2. in the implementation of inspections relating to auditors of accounts or companies of audit do not audit entities of public interest, and exclusively for the realization of mere instrumental work, is can hire, well Auditors representing corporations, well with third parties.

In any case, those who run these tasks on behalf of corporations or contracted third party, must always meet the following requirements: to) that are not practicing accounts auditors and that do not belong to audit companies.

(b) that they are independent of accounts auditors inspected and are free of any possible influence or conflict of interest by.

For these purposes, persons who are hired in these terms must declare that they have no conflict of interest with the accounts auditor or audit subject to control society.

In any case, are not eligible in this tender those persons who, in at least the three years prior to the start of the inspection, have been partners or employees, have provided professional services or have been associated with the accounts auditor or audit subject to inspection firm.

(c) have appropriate training and experience in audit of accounts and financial information, as well as specific training on quality controls.

(d) in the implementation of inspections the Institute of accountancy and audit of accounts can also hire experts with specific expertise in any of the materials or specialized areas related to any area of interest to exercise the powers of inspection. (These experts, shall meet the requirements set out in the letters b)) and (c) of this paragraph 2.

(e) the provisions of this section 2 shall be without prejudice to provisions of article 26.5 of Regulation (EU) No. 537/2014, 16 April for Auditors and audit companies Auditors performing audits on public interest entities.
3. Additionally, for the execution of research and other checks other than the referred in the previous section by the staff of the Institute of accountancy and audit of accounts, will be sought the assistance of experts with knowledge or experience in some subjects or specialized areas related to any area of interest in the exercise of the powers of the Institute. (These experts will meet requirements similar to that provided in paragraph 2, letters b) and (c)).

Such assistance will be hiring in the terms outlined in the preceding paragraphs.

4. those involved in purely instrumental work in implementation of inspection procedures, or the development of specific functions in inspections, investigations or other checks, will have access to documentation as needed concerning the Auditors of accounts or audit corporations, if so determined by expressly officials inspectors of the Institute of accountancy and audit of accounts of the corresponding action , being subject to the duty of secrecy established in article 60 and will act under the instructions of civil servants serving at the Institute of accountancy and audit of accounts.

5 when so required to carry out checks or specific functions, the Institute of accountancy and audit of accounts may request the assistance of professional services and experts who will be hired in the terms outlined in the preceding paragraphs. Such verification or specific functions, in any case, will not involve other activity than a mere instrumental work.

6. in all cases of inspection, investigation, verification or other actions which referred to in this article, the supervision and direction of the same it shall be officials inspectors of the Institute of accountancy and audit of accounts who will establish what are the duties of a purely instrumental character which in each case have to be third parties engaged to assist the performance of them.

7. the service contracts referred to in this article will have the duration strictly necessary for the provision of the service they provided.

Chapter II Institute of accounting and auditing of accounts article 56. The Institute of accounting and audit of accounts.

1. the Institute of accounting and auditing, an autonomous body attached to the Ministry of economy and competitiveness, governed his performance by laws and general provisions that are of application, and especially so for this type of public bodies has the law 6/1997, of 14 April of organization and functioning of the General Administration of the State and by this law.

2. the governing bodies of the Institute of accountancy and audit of accounts are: the President, the Committee of audit of accounts and the Accounting Board.

Article 57. The President.

The President, with director-general category, shall be appointed by the Government, on the proposal of the Minister of economy and competitiveness, and will hold the legal representation of the Institute of accountancy and audit of accounts, exercising the powers which are assigned by this Act and the implementing regulations shall determine.

It may not be President during the three preceding years: to) carried out audits of accounts.

b) has been a holder of voting rights in an audit firm.

c) has been a member of the organ of administration, direction or supervision of an audit firm.

d) has been a partner or maintained an other employment or contractual relationship with an audit firm.

Without prejudice to other cases of prohibition referred to in other laws, during the two years following the completion of the exercise of its functions, the Chairman may not incur in any of the circumstances referred to in the lyrics to) d) earlier.

Article 58. The Committee of audit of accounts.

1 the Committee of audit of accounts is the organ which mandatorily must be subject to consideration by the President matters relating to the following matters: a) definition of the rules to be followed the professional aptitude tests required for access to the official register of Auditors of accounts, as well as the calls of the same approved and published by ministerial order;

(b) publication of the rules of audit, ethics and quality control internal that they are developed, adapted or revised by public law corporations representative of those who carried out the activity of audit of accounts or, where appropriate, by the Institute of accounting and auditing of accounts;

(c) proposals for legislative or regulatory changes that raise the Minister of economy and competitiveness in relation to regulatory of the audit activity;

(d) determination of standards of training referred to in article 8.7.

(e) resolution of questions posed to the Institute of accountancy and audit of accounts by the Auditors of the accounts as a result of the exercise of such activity whenever deemed to have general interest;

(f) any others deemed appropriate by the Presidency of this Institute, excluding those related to the exercise of the powers to impose penalties.

2 the Audit Committee will be chaired by the President of the Institute of accountancy and audit of accounts, and will be composed of a maximum of thirteen members appointed by the Minister of economy and competitiveness, with the following distribution: to) a representative of the Ministry of economy and competitiveness, through the General Directorate of insurance and pension funds;

(b) a representative of the Ministry of finance and public administration, through the General intervention of the administration of the State;

(c) a representative of the Court of Auditors;

(d) four representatives of the Auditors representing corporations;

(e) a representative of the Bank of Spain;

(f) a representative of the National Commission of the stock market;

(g) a State Attorney;

(h) a member of the career judicial or fiscal or commercial Registrar;

(i) a University Professor;

j) and an expert of recognized prestige in accounting matters and audit of accounts.

They may not be members of the Audit Committee of accounts that people during the three preceding years: 1st carried out audits of accounts.

2nd have been holders of voting rights in an audit firm.

3rd have been members of the body of management, direction or supervision of an audit firm.

4th have been partner or maintained an employment or contractual relationship of another type with an audit firm.

Without prejudice to other cases of prohibition referred to in other laws, during the two years following the completion of the post of Member of the Audit Committee, these may not incur in any circumstances 1st to 4th referred to in the preceding paragraph.

3. the composition, organization and functions of the Audit Committee of accounts will be developed according to the rules.

4. assistance to the Committee of audit of accounts will give right to appropriate compensation.

Article 59. The Accounting Board.

1. the Accounting Board is the competent authority, once heard the Consultative Committee of accounting, to assess the suitability and appropriateness of any policy proposal or interpretation of general interest in accounting matters with the Conceptual framework of accounting regulated in the code of Commerce. For this purpose, it shall inform bodies and competent bodies prior to the adoption of accounting standards and their interpretations, issuing the corresponding non-binding report.

2. the Accounting Board will be chaired by the President of the Institute, which will have a casting vote, and along with it, comprising a representative of each of the centres, bodies or other institutions that have conferred powers of regulation on accounting matters in the financial system: Bank of Spain, National Commission of the stock market and General Directorate of insurance and pension funds. A public employee of the Institute of accountancy and audit of accounts will attend with voice but without vote, as Secretary of the Council.

Also a representative of the Ministry of finance and public administration appointed by the head of the Department will be part of the Accounting Board with voice but without vote.
3. the Consultative Committee of accounting is the Accounting Council advisory body. This Committee will be integrated by accounting experts recognized in relation to financial information, representing both public administrations and the various sectors involved in the development, use, and disclosure of such information. In any case, must be represented the ministries of Justice; Economy and competitiveness and of finance and public administration, through the Institute of accountancy and audit of accounts, the General Directorate of insurance and pension funds, of the National Institute of statistics, the General intervention of the administration of the State and the General direction of tributes; the Bank of Spain; the National Commission of the market of securities; the General Council of the school of economists; the Superior Council of business owners; a representative of associations or organisations representing issuers of financial companies and other users of accounting information; a representative of the issuing associations of accounting principles and criteria; a professional audit proposal of censors juries of accounts and a University Institute.

In addition, the President may appoint up to five persons of recognised prestige in the accounting field.

Additionally, when the complexity of the matter so requires, the President may invite to meetings to an expert in this field. To the deliberations of the Consultative Committee of accounting shall be any project or normative or interpretative proposal on accounting matters.

4. the powers of proposal correspond to the Consultative Committee of accounting, on such terms and conditions regulations established, in general the Institute of accountancy and audit of accounts, without prejudice to those concerning the financial sector which correspond in each case to the Bank of Spain, the National Commission of the stock market and the General Directorate of insurance and pension funds in accordance with their respective competencies, and without prejudice to proposed joint.

Composition and manner of appointment of its members and the way of action of the Committee will be that determined by regulation.

5 assistance to the Consultative Committee of accounting will be entitled to appropriate compensation.

Article 60. Confidentiality and duty of secrecy.

1. the information or data which the Institute of accountancy and audit of accounts have obtained in the exercise of their functions of public oversight and control of the activity of audit of accounts provided for in this law shall be treated as confidential and shall not be disclosed or provided to any person or authority.

2. all persons who play or have played an activity for the Institute of accountancy and audit of accounts, and have had knowledge of confidential information are required to keep secret. The breach of this obligation will determine responsibilities criminal, civil, and administrative provided for by laws.

These people do not may provide statement or testimony, or publish, communicate, display data or confidential documents, even after having ceased in the service, unless express permission granted by the Institute of accountancy and audit of accounts. If such permission is not granted, the person affected will maintain the duty of secrecy and shall be exempt from responsibility emanating from it.

3 exceptions to the duty of secrecy regulated in this article: to) when the person concerned consents expressly dissemination, publication or communication of data.

(b) the publication of aggregated data for statistical purposes, or communications in summary or aggregate form so that auditors Auditors and auditing companies may not be identified, according to the fifth additional provision.

(c) the information required by the competent judicial authorities or by the public prosecutor in criminal proceedings or in a civil trial.

(d) the information which, in the context of administrative or judicial resources initiated about administrative judgments in the exercise of the sanctioning jurisdiction referred to in article 68 are required by the competent administrative or judicial authorities.

(e) the information published by the Institute of accounting and audit of accounts in accordance with the provisions of articles 8, 61 and 82.

(f) the results of the activities of quality control carried out individually to the Auditors of accounts and auditing companies, without that include identification of auditees. Regulations will be determined the shape and content of the publication.

4 Notwithstanding the provisions of the preceding paragraphs, the confidential information may be provided by the Institute of accountancy and audit of accounts to the following persons and entities to facilitate the fulfilment of their respective roles, which in turn will be required to save the duty of secrecy regulated in this article: to) those who are designated by judicial decision.

(b) those who are authorised by law.

(c) the Bank of Spain, the National Commission of the stock market and the General Directorate of insurance and pension funds, as well as regional bodies with powers of management and supervision of the insurance entities.

d) the authorities responsible for combating money laundering and the financing of terrorism, as well as communications that may be made pursuant to section 3 of chapter I of title III of the Act 58/2003, of December 17, General tax.

(e) persons and entities to which the Institute of accountancy and audit of accounts order the execution of tasks or responsibilities in the terms established in the third additional provision.

(f) the authorities competent in the Member States of the European Union and third countries, in the terms referred to in, respectively, articles 63 and 67, as well as the colleges of supervisors in the field of audit of accounts pursuant to the provisions in article 66.

(g) the Committee of European agencies of oversight of Auditors, the European Securities and markets authority, the European banking authority, the European insurance and pensions for retirement authority, the Commission, the European system of central banks, the European Central Bank and the European Board of systemic risk in the terms established in chapter IV of this title.

(h) to the audit committees of public interest entities inspection reports in the part corresponding to the audit work relating to the respective entity of public interest, and for the purposes of the implementation of its powers, laid down in the Regulation (EU) No. 537/2014, on April 16, 2014, and in the article 529 quaterdecies of the text revised of the law societies of Capital approved by Royal Legislative Decree 1/2010 of 2 July.

Article 61. Transparency and publicity.

The Institute of accountancy and audit of accounts shall be published annually with a report in which are collected, at least, programmes or plans of action carried out by the Institute, a report of activities and the overall results and conclusions reached from the quality control system.

In relation to the Auditors of accounts and audit firms carrying out audits on public interest entities, the obligation of transparency and publicity shall be subject to provisions of article 28 of Regulation (EU) No. 537/2014, April 16. Additionally, the Institute of accountancy and audit of accounts, will publish the results and conclusions of the reports of quality control referred to in article 26 of that regulation. This publication will not include identifying information of audited entities whose work of audit have been subject to inspection.

Chapter III supervisory regime applicable to Auditors, as well as to companies and other audit entities authorised in Member States of the European Union and in third countries article 62. Auditors, companies and other audit entities authorised in Member States of the European Union and in third countries.

They will be subject to the powers of control and the disciplinary system attributed to the Institute of accountancy and audit of accounts in this title: a) Auditors Auditors and audit companies authorized to perform audit activity was originally in a Member State of the European Union and enrolled in the official registry of accounts auditors, in relation to audit work carried out on entities with registered accounts in Spain , without prejudice of what established the regulatory arrangements that could celebrate with the States members of the European Union.

(b) the Auditors of accounts originally authorized to perform audit activity in third countries, entered in the official register of accounts auditors, are authorized to carry on the business of auditing in Spain.
(c) the Auditors of accounts, as well as companies and other audit entities authorized to perform auditing activity in third countries that issue audit reports on annual accounts or consolidated annual accounts of an entity of the concerned articles 10.3 and 11.5, in accordance with the derogations that are developed according to the rules, according to the statement and evaluation of equivalence that make the Commission of the European Union.

Chapter IV International cooperation article 63. Duty to collaborate with the Member States of the European Union and the European supervisory authorities.

1. the Institute of accounting and audit of accounts will collaborate with the European Securities and markets authority, the European banking authority, the European insurance and pensions authority and with the authorities of States members of the European Union that have powers conferred in terms of authorization, registration, quality control, research and disciplinary regime of audit activity and can to this end, Exchange information that is accurate, and both carry out an investigation at the request of a Member State of the European Union as allowing staff to join the staff of the Institute of accountancy and audit of accounts in the course of the investigation as well as request from a Member State carrying out an investigation under the same conditions.

Without prejudice to the provisions of article 11(4), in cases that an auditor of accounts or audit firm stop to be registered in the official register of accounts auditors, the Institute of accountancy and audit of accounts shall inform the authorities of the Member States that referred to in the preceding paragraph, in which the auditor or firm were authorized for the exercise of the auditing activity together with the reasons which justify it.

2. the exchange of information provided for in the preceding paragraph will be made with haste and due diligence, and must, in case of not be able to supply information in such conditions, communicate the reasons to the applicant authority.

The European supervisory authorities referred to in the preceding paragraph, the competent authorities of these Member States, as well as the Institute of accountancy and audit of accounts, observe the duty of secrecy referred to in article 60, the information you have accessed in accordance with the preceding paragraph. Such information may only be used for the exercise of the functions referred to in this law, in the context of administrative procedures related to such functions and proceedings, and may not be disclosed except in the cases referred to in article 60 and when required it the European Union law or national.

3. without prejudice to the provisions of the preceding paragraphs, the Institute of accountancy and audit of accounts may refuse to provide information to the competent authorities of other States members, to carry out an investigation requested by these authorities, or that its staff are accompanied by the staff of such authorities, when the provision of such information or conducting such research might harm the sovereignty security or public order, had initiated legal proceedings before Spanish authorities or by those authorities judgment in these proceedings on the same facts and the same Auditors and audit companies.

4. when the Institute of accountancy and audit of accounts reach the conclusion that are being or have been conducted in the territory of another Member State activities contrary to national provisions of that Member State that is has transposed Directive 2006/43/EC of the European Parliament and of the Council of 17 May 2006 concerning the statutory audit of annual accounts and consolidated accounts, shall inform the competent authority of that Member State.

5. with respect to the Auditors or audit companies which audited public interest entities, the Institute of accountancy and audit of accounts may collaborate with the competent authorities of another Member State in accordance with article 31 of Regulation (EU) No. 537/2014, April 16.

Article 64. Committee on Supervision of Auditors of European bodies.

The Institute of accountancy and audit of accounts, as Auditors concerning supervisory authority, shall cooperate with the Commission of European bodies of Supervision of Auditors, in accordance with provisions in the Regulation (EU) No. 537/2014, April 16.

In particular, the Institute of accountancy and audit of accounts will exchange information in accordance with provisions in the Regulation (EU) No. 537/2014, April 16.

Additionally, the Institute of accountancy and audit of accounts shall provide to the Commission of Auditors European supervisory bodies, as a minimum, the following information: a) on an annual basis, aggregate information regarding the administrative measures and sanctions imposed in the exercise of its powers of oversight.

(b) on a timely basis and as soon as possible, on sanctions, which have gained firm administrative, societies of auditing and auditors of accounts involving the withdrawal of authorisation or low short in the official register of accounts auditors, as well as the suspension of the authorization and low rainfall of up to five years in the official register of accounts auditors.

(c) on a timely basis and as soon as possible, sanctions of suspension of up to three years, which have won firmness in administrative proceedings, to the members of a body of administration or management of an entity of public interest for breach of the duties imposed by this law.

Also the Institute of accountancy and audit of accounts shall cooperate with the Commission's bodies European of Supervision of Auditors and the competent authorities of the Member States to converge in the implementation of the training requirements to perform the audit and auditors of accounts access authorized in other Member States.

Article 65. Transmission of information to the European Central Bank, the European system of central banks and the European systemic risk Board.

The Institute of accounting and audit of accounts will transmit to the European system of central banks, the European Central Bank and the European systemic risk Board, the information necessary for the exercise of their respective functions.

Article 66. Professional College of Auditors concerning competent supervisory authorities.

The Institute of accounting and audit of accounts will participate in the colleges of competent authorities in order to facilitate the implementation of the actions referred to in articles 46 and 63 of this law and article 31 of Regulation (EU) No. 537/2014, April 16.

Article 67. Coordination with competent authorities of third countries.

1. the Institute of accounting and audit of accounts, according to the principle of reciprocity, may conclude agreements for the exchange of information with the authorities of third countries, which are deemed suitable by the Commission of the European Union, competent in terms of authorization, registration, quality control, research and disciplinary regime regulated by this law. Such agreements for the exchange of information shall ensure that the competent authorities of third countries justifies each request, that the persons employed or formerly employed by the said competent authorities receiving the information are subject to obligations of professional secrecy, the competent authorities of third countries can use such information only for the exercise of their functions of public oversight quality assurance and investigations and sanctions equivalent to those laid down in this law and that that agreement does not undermine the protection of commercial interests of the audited entity, including industrial and intellectual property.

The Institute of accounting and audit of accounts shall notify these agreements for the exchange of information to the Commission on European bodies for Supervision of Auditors and the Commission.

In particular, and in the terms in which is agreed with the competent authorities of third countries, the Institute of accountancy and audit of accounts you may permit, prior justification of the request by the competent authority of a third country, submission to the competent authority of working papers or other documents that in possession of those auditors of accounts societies and other organisations of audit to audit the accounts of companies established in Spain and which have issued securities in that third country or companies which form part of a group that publishes the consolidated financial statements in that third country, as well as reports of inspection or investigation concerning these audits of accounts.
2. without prejudice to the provisions of the preceding paragraph, the Institute of accountancy and audit of accounts may refuse to provide information to the competent authorities of third countries when providing such information detrimental to the sovereignty, security or public order, or had initiated the Spanish authorities legal proceedings or dictated by the authorities ruling firm in these proceedings on the same facts and the same Auditors and audit companies or had been adopted by the Institute of accounting and audit of accounts resolutions which had gained strength in relation to the same facts and the same Auditors of accounts or audit companies.

3. in exceptional cases, the Institute of accountancy and audit of accounts may permit the sending of information directly by the Auditors of the accounts and audit companies, registered in the registry official auditor's, to the competent authorities of a third country, provided that they are concluded agreements for the exchange of information with those authorities, they have launched investigations in that country and previously reasoned report of each request to the Institute of accountancy and audit of accounts , and send the information does not harm the performances of supervision of the Institute of accountancy and audit of accounts to which auditors Auditors and auditing companies are subject.

4. to where information supplied in accordance with this article shall you apply the duty of secrecy referred to in article 60. Without prejudice to what is available to the European Union law, such information only may be used for the exercise of the functions of supervision, regulated in this law, as well as to the functionally equivalent to attributed to the authorities referred to in paragraph 1 of this article.

5. the Institute of accounting and audit of accounts may disclose confidential information received from the competent authority of a third country, in accordance with the provisions of article 37 of Regulation (EU) No. 537/2014, April 16.

6. the Institute of accounting and audit of accounts require that confidential information which has been communicated to the competent authority of a third country are reported in accordance with that established in article 38 of Regulation (EU) No. 537/2014, April 16.

The Institute of accounting and audit of accounts will collaborate with the competent authorities or of third countries, in accordance with the provisions of article 36 of Regulation (EU) No. 537/2014, April 16.

Title III system of infractions and sanctions article 68. Administrative sanctioning.

It will be up to the Institute of accountancy and audit of accounts exercise of sanctioning by the Commission of violations typified in this Act, with regard to responsible subjects referred to in article 70.1.

Article 69. Specialties in the field of procedure.

1 powers to impose penalties referred to in the preceding article shall be exercised in accordance with provisions of title IX of the law 30/1992, of November 26, the legal regime of public administrations and common administrative procedure, this Act and the regulations that develop it.

2. will be interested in the proceedings transacted pursuant to this title who are identified in the agreement of initiation as allegedly responsible.

3. the complainant of facts that might constitute some of violations typified in this law shall not be interested in the procedure which, where appropriate, to start, and the letter of complaint will not be part of the record, not being legitimized for the interposition of resources or claims in relation to the results of previous actions that could have been made , where, prior to the start of the sanctioning procedure, nor of the resolution which put an end to this.

4. the period to resolve and to notify the decision in the proceedings arising from the Commission of the offences envisaged in this law shall be one year, extendable as provided for in articles 42.6 and 49 of law 30/1992, of 26 November, legal regime of public administrations and common administrative procedure.

5. on terms that provide for by law, you may agree the sanctioning abbreviated proceedings when at the time of initiating the disciplinary record were held by the Institute of accounting and auditing all elements that allow to make the motion for a resolution. In this case, the proposal will incorporate initiation agreement, which shall be notified to the party concerned, indicating the implementation of manifesto of the record and giving within fifteen days so that it alleges as deemed suitable and present documents, supporting documents and evidence as he deems appropriate.

6. the civil or criminal liability which, in his case, the subjects responsible for violations typified in this law may incur will be enforceable in the form established in article 26 of this law and other laws that regulate those responsibilities.

7. in the agreement of initiation or at any later time is may adopt, as precautionary and in view of the particular circumstances of the alleged violation imputed, a request directed to the accounts auditor or audit firm that put an end to their performance and to refrain from repeating it.

Case completed the procedure with a sanction resolution, concerning the facts taken into consideration in formulating the indicated requirement, shall contain notice of this requirement in its operative thereof, notwithstanding that in addition the planned sanctions.

Article 70. Administrative responsibility.

1 will be considered, in any case, individuals responsible for violations typified in this law: to) the accounts auditors and audit firms and other audit entities.

(b) in the case of offences committed by audit firms, arising from a given work auditing, both as auditors of accounts, partners or not, that have signed the report of audit on behalf of those.

(c) persons and entities referred to in the articles 18,19 and 20.

(d) subjects not Auditors who reach the prohibitions laid down in articles 23 and 31, and other persons or entities refer to which the actions referred to in article 46.1.

2. not be considered sanctionable non-compliance with the auditing standards resulting from a legal or technical discrepancy reasonably justified in its interpretation or application. For these purposes, and in order to facilitate the verification of the reasonableness of the interpretation of the technical standards of audit by the auditor or audit firm, they must document the reasonableness of the interpretation made.

3. the Commission of any of the offences referred to in this law deduced from a single made only may give rise to the imposition of a single fine to the undersigned Auditors of audit on behalf of an audit firm, and a single sanction to the audit firm on whose behalf the report is signed.

Article 71. Infractions.

Offences committed by the subjects referred to in article 70.1 are classified in very serious, major and minor.

Article 72. Very serious offences.

Shall be considered as very serious infringements: a) the issuance of audit reports of accounts whose opinion was not consistent with the evidence obtained by the auditor in his work, provided that had mediated intent or especially serious and inexcusable negligence.

(b) failure to comply with the provisions in articles 4.1, 4.2 and 5.1 of the Regulation (EU) 537/2014, April 16, or in articles 14 to 20, 25 and 39, in relation to the duty of independence, provided that had mediated intent or negligence especially serious; obligation of maximum duration of recruitment required in article 40.1; or the limitations of fees referred to in article 41.1 and 2.

(c) the refusal or resistance by the Auditors of accounts or companies from audit to the exercise of the powers of control or discipline of the Institute of accountancy and audit of accounts or the lack of referral to the Agency of how much information or documents are required in the exercise of the legally attributed functions of control and discipline of the exercise of the activity of auditing , in accordance with the provisions of chapter I of title II of this law.

(d) the breach of the duty of secrecy laid down in article 31.

(e) the use of own or others benefit from the information obtained in the exercise of their functions.

(f) failure to comply with the ban in accordance with articles 77, second paragraph, and 78.1.

(g) failure to comply with the conservation and safekeeping duty laid down in article 30, unless force majeure greater not attributable to the accounts auditor or audit firm.
(h) the non-issuance of the report of audit of an entity of public interest, for reasons attributable to the accounts auditor or audit firm, including the case that no event circumstances required in article 5.2 for the lack of issuance of the audit report or the waiver to continue with the contract of audit; as well as the issuance of the audit report which, by reason of the date of their issuance, non-susceptible comply with the purpose for which it was commissioned for the work audit, for reasons attributable to the accounts auditor or audit firm.

(i) the non-issuance or delivery in term of the additional report to the Commission of audit of public interest entities, or their delivery with content substantially incorrect or incomplete, provided that had mediated the Audit Committee requirement.

(j) carry out work of Auditors without being registered as practising in the official register of accounts auditors or without having provided sufficient bail.

(k) the signature of an audit report on behalf of an audit firm, by an auditor of accounts that is not expressly designated by this company for its realization.

Article 73. Grave breaches.

Shall be considered as serious infringements: a) the breach of the obligation to carry out an audit of accounts contracted firm or accepted, in the case of judicial appointment or by the mercantile Registrar, for reasons attributable to the accounts auditor or audit firm, including the case that no event circumstances required in article 5.2 for the lack of issuance of the audit report or the waiver to continue with the contract of audit; as well as the issuance of an audit report which, by reason of the date of their issuance, non-susceptible comply with the purpose for which it was commissioned for the work audit, for reasons attributable to the accounts auditor or audit firm.

(b) non-compliance with the auditing standards that could have a significant effect on the outcome of its work and, consequently, in its report.

(c) failure to comply with the provisions of articles 4.1, 4.2 and 5.1 of Regulation (EU) No. 537/2014, April 16, or in articles 14 to 20, 25 and 39, in relation to the duty of independence, provided that have not mediated intent or negligence especially serious, as well as of articles 22 to 24, 40.2 and 40.3.

(d) the lack of referral to the Institute of accountancy and audit of accounts of those reports, periodic or circumstantial nature, required legal or regulations, when three months have elapsed since the completion of the deadlines to do so, or the remission of such information when it is materially incorrect or incomplete.

(e) the acceptance of the work of audit of accounts that exceed the annual capacity measured in hours from the auditor of accounts, in accordance with auditing standards.

(f) failure to comply with provisions of the seventh additional provision; or the issuance of the report or communication referred to in that provision that contains information substantially incorrect or incomplete; or breach of the obligation of communication to the national supervisory authorities of the entities of public interest required in article 38 of this law.

(g) the issuance of a report, identifying himself as an auditor of accounts, in a job other than those who are regulated in article 1, or different from those which, not having the nature of audit are attributed by law to auditors of accounts, when its wording or presentation can generate confusion with respect to its nature as a work of Auditors.

(h) failure to comply with the provisions of article 15, concerning the identification of threats and safeguard measures applied, when these are inadequate or have not been established.

(i) the non-compliance in term of the requirements formulated in the quality control referred to in article 54 or substantial lack of compliance in term of such requirements.

(j) breach of the obligation to publish the annual report of transparency; from the obligation to communicate and justify the reasons not to include information on the identification of entities of public interest; or when the published report contains information substantially incorrect or incomplete, in accordance with the content provided for in article 37, provided that a month has elapsed since the expiry of the deadline laid down for this purpose.

(k) the refusal or resistance from the not Auditors subject to articles 19, 20 and 48.1, the exercise of the powers of control or discipline of the Institute of accountancy and audit of accounts or the lack of referral to the Agency of how much information or documents are required in the exercise of these powers, pursuant to the provisions of chapter I of title II.

(l) the absence or substantial lack of implementation of internal quality control systems by the Auditors of accounts or audit companies; the breach of the obligation of keeping of the registers provided for in articles 28, 29, 42 and 43 with respect to the internal organization of the auditor or his keeping substantially incomplete or incorrect; or the lack of preparation of the review of quality control referred to in article 8 of Regulation (EU) No. 537/2014, 16 April, before issuing the audit report.

LL) the lack of communication of non-compliance with any of the requirements for Auditors of accounts or how practicing societies of audit for the registration in the official register of accounts auditors or audit companies, when they have continued exerting its activity.

(m) failure to comply with provisions of article 8.7 regarding the tracking of continuing education.

(n) the breach of the obligation to allow the auditor of accounts or successor auditor society, in the case of substitution of the auditor of the audited entity accounts, or accounts auditor or audit firm of the group, in the case of audit of consolidated accounts, access to documentation concerning the audited entity or the consolidated entities respectively.

(n) the non issuance or delivery time to the Audit Committee of the additional report provided for in article 36, or his delivery with a materially incorrect or incomplete content.

Article 74. Minor offences.

Minor offences will be considered: to) any actions and omissions implying non-compliance of audit and are not included in the previous articles.

(b) no referral to the Institute of accountancy and audit of accounts of those reports, periodic or circumstantial nature, required legal or regulations, within the time limits established for this purpose, if not after three months from the end of these terms.

Article 75. Penalties for infringements committed by auditors of individual accounts.

In the case of offences committed by an individual auditor shall apply to the offender the following sanctions regime: 1. for the Commission of serious offences will be imposed on the offender one of the following penalties: to) revocation of authorisation and definitive low in the official register of accounts auditors.

(b) suspension of the authorization and temporary low within two years and one day to five years in the official register of accounts auditors.

(c) fine amounting to six to nine times the amount invoiced for the work of audit which has been committed the infringement, without that you can, in any case, be less than 18.001 euros, nor exceeding 36,000 euros. This maximum shall not apply in those cases where the infringement relates to accounts of a public interest entity audit work. When the infringement was not committed in relation to a particular audit work, will be imposed a penalty of fine of a minimum of 18.001 euros amount and maximum of 36,000 euros to the auditor of accounts.

2 by the Commission of serious offences will be imposed on the offender one of the following sanctions: a) Suspension of the authorization and temporary low for period of up to two years in the official register of accounts auditors.

(b) fine amounting to two to five times the amount invoiced by the audit work that has been committed the infringement, without that it could, in any case, be less than 6.001 euros or more than 18,000 euros. This maximum shall not apply in those cases where the infringement relates to accounts of a public interest entity audit work. When the infringement was not committed in relation to a particular audit work, will be imposed a penalty of fine of a minimum of 6.001 euros amount and maximum of 18,000 euros to the auditor.

By the Commission of the serious offence referred to in article 73.d) shall be imposed to the auditor of accounts on an individual basis in any case the withdrawal of authorization and low in the official register of accounts Auditors when a firm administrative sanction had been imposed for the same type of infringement in the past five years.

3 the Commission of minor offences will be imposed on the offender one of the following sanctions: a) fine for up to 6,000 euros.

(b) private admonishment.
Article 76. Penalties for infringements committed by auditing companies.

In the case of offences committed by auditing companies shall apply the following sanctions regime: 1. by the Commission of very serious offences shall be infringing audit firm to one of the following sanctions: a) withdrawal of authorisation and definitive low in the official register of accounts auditors.

(b) a fine amounting to between three and six percent of the fees billed by activity of audit of accounts for the last financial year declared before the Institute of accountancy and audit of accounts prior to the imposition of the sanction, unless the resulting punishment can be less than 24,000 euros.

2 the auditor of accounts, designated, signed the report on behalf of a society of responsible audit of the very serious infringement by the audit firm, you shall be one of the following penalties: to) withdrawal of authorisation and definitive low in the official register of accounts auditors.

(b) suspension of the authorization and temporary low within two years and one day to five years in the official register of accounts auditors.

(c) fine for minimum amount of 12.001 euros and a maximum of € 24,000.

3. for the Commission of serious offences a fine shall be imposed to infringing audit firm for an amount of up to three per cent of the fees billed by auditing of accounts in the last financial year declared before the Institute of accountancy and audit of accounts prior to the imposition of the sanction, unless the resulting punishment can be less than 12,000 euros.

By the Commission of the serious offence referred to in article 73.d) shall be imposed to audit firm in any case the withdrawal of authorization and low in the official register of accounts Auditors when a firm administrative sanction had been imposed for the same type of infringement in the past five years.

By the Commission of the serious offence referred to in article 73.ll) shall be imposed to the auditing company suspension or withdrawal of the authorization and low in the official register of accounts auditors, or a penalty of fine for amount of up to three per cent of the fees billed by auditing of accounts for the last financial year closed prior to the imposition of the sanction.

4 the auditor of accounts, designated, to sign on behalf of a society of responsible audit of the serious infringement by the audit firm, you shall be one of the following sanctions: a) Suspension of the authorization and temporary low for period of up to two years in the official register of accounts auditors.

(b) fine for a minimum amount of $ 3,000 and a maximum of 12,000 euros.

5. by the Committee on minor offences a fine shall be imposed to infringing audit firm for up to 6,000 euros.

6 be imposed to the accounts auditor, designated, signed the report on behalf of a society of responsible audit of the slight infringement committed by that company, a private reprimand sanction.

Article 77. Penalties for infringements committed by auditors of accounts and audit in relation to entities of public interest entities.

When the imposition of a penalty of fine is a consequence of a work of Auditors in relation to an entity of public interest or breach of obligations imposed to those who are Auditors of public interest entities, can increase up to 20% the amount of the same that would apply, in General, in accordance with articles 75 and 76. The minimum and maximum amounts will be increased in the same proportion.

Where necessary impose sanctions consist of fines, in addition, may impose is liable for the infringement accounts auditors and audit firm suspension to carry out audits of accounts of entities of public interest for a period of up to 2 years in the case of serious offences and up to 5 years in the case of very serious offences. This period will start counting from the beginning of the financial year following that that sanction purchase firmness in administrative.

Article 78. Other additional sanctions.

1 when the imposition of a sanction for serious or very serious violation is a consequence of a work of Auditors to a particular entity, such punishment shall by entail the prohibition to individual accounts auditor or audit firm and responsible work major Auditors conducting the audit of accounts of the aforesaid entity corresponding to the first three exercises that start after the date that the sanction you purchase firmness in administrative proceedings.

2. in addition to the penalties imposed for offences very serious or serious consisting of withdrawals or suspensions of the authorisation and definitive or provisional low in the official register of accounts auditors, shall be infringing subjects the sanction of disqualification to practice administrator positions in auditing companies for the same period whereby those are imposed.

3 where in relation to the audit work carried out has been committed a serious or very serious violation included, in any case, its realization by those who are not approved, sanctioning resolution will contain, in its part operative, a statement that showed non-compliance issued audit report, the audit requirements laid down in article 5.

In the case that the audit has been made to an institution of public interest, be express reference to non-compliance with the requirements laid down in article 10 of Regulation (EU) No. 537/2014, April 16, and article 35.

Article 79. Penalties for offences committed by persons not Auditors.

In the case of offences committed by individuals not Auditors, the following rules shall apply: to) the very serious infringement referred to in article 72.b), for breach of the prohibition set out in article 39.2. d) be imposed them fine for minimum amount of 26,000 euros and maximum of 54,000 euros. In this case not be liable to the audit firm by concerned non-observance, without prejudice to their obligation not to perform the audit referred to in article 23.

((b) by the very serious infringement referred to in article 72.d), for breach of the duty of secrecy set out in article 31, a fine be imposed for minimum amount of 18,000 euros and a maximum of 36,000 euros.

((c) by the very serious infringement referred to in article 72.j), by carrying out audit work without being registered as practising in the official register of accounts auditors, or without having provided sufficient bond, a fine be imposed for minimum amount of 30.000 euros and a maximum of 60,000 euros.

((d) for serious breach referred to in article 73.c), for breach of the prohibition established in article 23, be them imposed the fine for minimum amount of 6,000 euros and maximum of 48,000 euros. In this case not be liable to the audit firm by concerned non-observance, without prejudice to their obligation not to perform the audit referred to in the aforementioned article 23.

e) for serious breach, as referred to in article 73.k), by refusal or resistance, a fine be imposed for minimum amount of 12,000 euros and a maximum of € 18,000.

In the case of offences referred to in article 73.k) committed by the entities audited or linked, a fine will be imposed for minimum amount of 12,000 euros and a maximum of € 36,000.

In the case of public interest entities, a fine will be imposed for minimum amount of 36,000 euros and maximum of 72,000 euros.

Article 80. Determination of the penalty.

1. sanctions applicable in each case by the Commission of violations shall be determined taking into account the following criteria: to) the nature and significance of the infringement.

(b) the severity of the injury or damage caused, or could cause.

(c) the existence of intentionality.

(d) the importance of the audited entity, measured on the basis of the total of the items of asset, of its annual business or the number of workers.

(e) the adverse consequences for the national economy.

(f) the previous conduct of the offenders.

g) the circumstance of having proceeded to perform on their own initiative actions aimed to remedy the breach or to lower their effects.

2. when in the last five years had been imposed a penalty which reached firmness in administrative channels by the same type of infringement, they imposed the sanctions referred to in articles 75 to 79 in its upper half, except as provided in relation to the Commission of the offence serious as referred to in article 73.d).

Article 81. Enforceability of rulings.

Resolutions to impose any of the sanctions listed in this title only shall be Executive when they have gained firm administrative.

Article 82. Advertising of the sanctions.
1. the party operative of the sanction resolutions that are Executive is published in «Bulletin of the Institute for accounting and auditing of accounts», and shall be entered in the official register of accounts auditors. Except for sanctions private admonishment.

When sanctions are appealed in the contentious, shall contain such circumstance in the official register of Auditors of accounts and, whenever possible, indicate the status of processing of the resource and the result of it.

2 you can access the information described in the previous section through the website of the Institute of accountancy and audit of accounts.

3. the penalties for offences in relation to work and audit of public interest entities reports will be published in the «Official Gazette» once they have gained firm administrative.

Separation and disqualification sanctions shall be entered also in the mercantile registry, once they have gained firm administrative.

4. the publication of the sanctions will include information about the type and nature of the offence and the identity of the natural or legal person which justifiably the sanction.

5 exceptionally may register in the registry official auditor's confidential, without proceeding to its publication, the sanctions that have won firmness in administrative proceedings, in those cases in which, in addition to the provisions of applicable law any of the following circumstances: to) that the publication of the sanction could endanger the stability of the financial markets or an ongoing criminal investigation.

(b) the publication of the sanctions could cause damage disproportionate to the institutions or persons concerned in relation to which the offence was committed.

Exclusion of the publication of the sanction may agree is approval by the Minister of economy and competitiveness, at the request of the interested parties, to resolve the appeal that had lodged in his case.

Article 83. Administrative responsibility of extinct societies of audit.

1. the penalties of fine imposed by the Commission of violations typified in this law to audit firms dissolved and liquidated in the law limiting the liability of partners, venturers or co-owners will be transmitted to these, which will be bound jointly and severally liable up to the limit of the value of the share of liquidation corresponding.

Fine sanctions imposed by the Commission of violations typified in this law the societies dissolved and liquidated in which the law does not limit the liability of partners, venturers or co-owners will be fully transmitted to these, which will be jointly and severally bound to compliance.

In addition, low or incompatibility sanctions imposed for offences committed by companies dissolved or extinguished only will be transmitted to companies or entities that participate and be the same partners or participants themselves that existed in the societies dissolved or extinguished.

2. in the event of termination or dissolution without liquidation of audit, fine sanctions imposed by the Commission of violations typified in this law shall be transmitted to the persons or entities that happen or are beneficiaries of the corresponding operation.

Also be transmitted only sanctions low or incompatibility imposed for infringements committed by audit firms dissolved or extinguished without liquidation cited companies resulting from these operations in those cases in the latter involving the same partners or participants themselves that existed in the societies dissolved or extinguished without payment.

The provisions of this section shall apply to any so-called global transfer of assets and liabilities of a company.

3. the provisions of the preceding paragraphs shall apply in those cases in which there is a covert dissolution or merely apparent. It considers that, in any case, there is covert dissolution or merely apparent legal person when continue their economic activity and keep the identity of substantial customers, suppliers and employees, or the most important part of all of them. In such cases, the sanctions will be transmitted to the company or individual that concur identity referred to in the preceding paragraph.

4. in the event that the corresponding disciplinary record has not started to declare the administrative responsibility for the Commission of offences covered by this law in the time of the extinction of the legal personality of the audit firm, the sanctions that could be imposed on successors to which this article refers, being able to understand the proceedings with any of them will be required. It means when the liability was not yet declared at the time of the extinction of the legal personality.

Article 84. Conservation of the documentation obligation.

In cases of temporary or permanent decline in the official register of accounts auditors, the accounts auditors and audit firms shall take necessary measures for the safeguard of the documentation with those audits of accounts that had been carried out and which are the subject of a civil liability action.

Article 85. Prescription of infringements.

1. the minor infractions will prescribe a year, the bass at the age of two, and the very serious to the three years of its Commission.

2. the limitation period shall be interrupted by initiation, with knowledge of the data subject, the sanctioning procedure, resuming the deadline if the record remained paralyzed for more than six months for reasons not imputable to the auditor of accounts or accounts subject to the procedure audit firm.

Article 86. Prescription of sanctions.

1. the sanctions imposed for minor offences will prescribe a year, those imposed for serious offences to two years, and those imposed for very serious breaches of the three years.

2. the period of limitation will start counting from the day following that which you purchase firm resolution which imposed the sanction, resuming the deadline if the record remained paralyzed for more than six months for reasons not imputable to the auditor of accounts or accounts subject to the procedure audit firm.

Title IV rates of the Institute of accounting and auditing of accounts article 87. Rate of the Institute of accountancy and audit of accounts for the control and supervision of the activity of the audit of accounts.

1. the rate of control and supervision of the activity of audit of accounts shall be governed by this law and other normative sources referred to in article 9 of the law 8/1989 of 13 April, fees and public prices, with the purpose of covering the costs of the exercise of the powers of the Institute of accountancy and audit of accounts.

2 taxable in this rate constitutes the exercise of the powers of control of the activity of auditing accounts by the Institute of accountancy and audit of accounts referred to in chapter I of title II, relating to the issuance of audit reports.

3. this rate is accrued the last day of each natural quarter, in relation to the audit reports issued in each quarter.

4 will be passive subjects of this tax auditors of accounts and audit companies enrolled in the situation of self-employed in the official register of accounts of the Institute for accounting of audit of accounts auditors, issued audit reports.

5. the tax share of this tax will consist of a fixed amount of 123,40 EUR by each audit report issued on an entity that is not in the public interest, and 246,90 euros in the case that the fees billed by the issued audit report is superior to 30,000 euros.

Tax fee this rate consist of a fixed amount of 246,90 EUR for each audit report issued on an entity of public interest, and 493,80 euros in the case that the fees billed by the audit report issued on an entity of this type is superior to 30,000 euros.

6. the management and fundraising volunteer during this rate corresponds to the Institute of accountancy and audit of accounts. The fundraising Executive via corresponds to the State Agency of the tax administration, in accordance with the legislation in force.

7. by regulation standards for settlement and payment of the quoted fee, being able to establish the obligation for taxable persons of autoliquidación and income of the corresponding amount will be determined.

8. revenues from the rate referred to in this article shall be regarded as budgetary income of the Institute of accountancy and audit of accounts, aiming to finance items that correspond to the expected expenditure for the functions of control and discipline of the auditing activity.

9. the fixed amounts of the fee referred to in paragraph 5 of this article may be modified by the law of the State budget for each year.
Article 88. Rate of the Institute of accountancy and audit of accounts by issuing certificates or documents upon request and inscriptions and annotations in the official register of accounts auditors.

1. is created the fee for issuance of certificates or documents upon request, as well as inscriptions and annotations in the official register of accounts auditors. Such rate shall be governed by this law and other normative sources referred to in article 9 of the law 8/1989 of 13 April, fees and public prices, with the purpose of covering the costs of the exercise of the powers of organization and maintenance of the official register of accounts auditors to that referred to in article 8.

2 constitutes the taxable rate of the exercise of the powers of the Institute of accountancy and audit of accounts referred to in article 6.2 of the Statute and the organizational structure of the Institute of accountancy and audit of accounts, approved by Royal Decree 302/1989 of 17 November, in what refers to the issuance of certificates or documents upon request and to the inscriptions and annotations in the official register of Auditors of accounts.

3. this rate will accrue the day of the request at the request of part of the expedition of certificates or documents and communication by the applicant of the inscribable Act to the official register of accounts auditors.

4 will be this rate taxable persons applying for the Institute of accountancy and audit of accounts the actions constituting the taxable transactions of this rate.

5. the tax share of this tax will consist of a fixed amount for each issuance of certificates or documents upon request and registrations and entries in the register. Such amount shall be: to) registration of an auditor in the official register of accounts Auditors: 75 euros.

(b) change in status: 75 euros.

(c) modification of data contained in the registration official of auditor of Auditors: 75 euros.

(d) registration of a society of audit in the official register of Auditor: a fixed amount of 100 EUR, over 48 euros by counselor/administrator.

(e) modification of data contained in the registration official of auditor of audit firms: 75 euros.

(f) issuance of certificates of registration in the registration official of Auditor both Auditors and audit companies: 24 euros.

6. the management and fundraising volunteer during this rate corresponds to the Institute of accountancy and audit of accounts. The fundraising Executive via corresponds to the State Agency of the tax administration, in accordance with the legislation in force.

7. by regulation standards for settlement and payment of the quoted fee, being able to establish the obligation for taxable persons of autoliquidación and income of the corresponding amount will be determined.

8. revenues from the rate referred to in this article shall be regarded as budgetary income of the Institute of accountancy and audit of accounts, aiming to finance items that correspond to the expenses provided for the exercise of the powers of organization and maintenance of the official register of accounts auditors.

9. the amounts of the fee referred to in paragraph 5 of this article may be modified by the law of the State budget for each year.

Title V protection of personal data article 89. Protection of personal data.

Access to the information and data required by the Institute of accounting and audit of accounts in the exercise of their functions of supervision is performed in accordance with article 11.2. to) of the organic law 15/1999, of 13 December, of protection of data of a Personal nature.

The Institute of accountancy and audit of accounts shall apply the regulations in force about data protection to the processing of personal data exchanged in the context of EU cooperation and with third countries.

The treatment of the complainant's personal data will be held in accordance with the organic law 15/1999, of 13 December, of protection of data of a Personal nature.

First additional provision. Compulsory audit.

1 without prejudice to other provisions, shall be tested in any case to the auditing of the accounts referred to in article 1(2) of this law, entities, what ever their legal nature, in which any of the following circumstances concur: to) that issued securities admitted to trading on official secondary markets of securities or multilateral trading systems.

(b) that it should bid obligations.

(c) that you engage on a regular basis to financial intermediation, and, in any case, credit institutions, investment service companies guiding societies of official secondary markets, multilateral negotiation, the society of systems, systems governing entities entities of central counterparty, the society of bags, the guarantee of investments and other financial institutions funds management companies including the institutions of collective investment, securitization funds and their managers, registered with the relevant records of the Bank of Spain and the National Commission of the stock market.

(d) have a social aim any activity subject to the text revised law of management and supervision of private insurance, approved by Royal Legislative Decree 6/2004, of 29 October, within the limits established by law, as well as pension funds and their management entities.

(e) that they receive subsidies, aid or performed works, benefits, services or provide goods to the State and other public bodies within the boundaries according to the rules set by the Government by Royal Decree.

(f) other entities that exceed the limits that Government regulations set by Royal Decree. Those limits will be referred, at least to the turnover, the total amount of assets according to the balance sheet and the annual average number of employees, and each one of them, or all apply, as permitted by the respective legal nature of each company or entity.

2. the provisions of this additional provision is not applicable to the entities that are part of the State, regional or local, public sector without prejudice to what is available to the rules and regulations governing these entities of the public sector. In any case, provisions of this additional provision will be applicable to commercial companies that are part of the State, regional or local public sector.

3. the branch office in Spain for credit foreign entities, when they don't have to submit annual accounts of its activity in Spain, shall submit to audit financial economic information that on an annual basis must make public, and that with restricted to submit to the Bank of Spain, in accordance with the accounting policy framework resulting from application.

Second additional provision. Audit in the public sector.

1. this law shall not apply to the activities of the review and verification of annual accounts, financial statements or other accounting documents, or to the issuance of the corresponding reports, carried out by supervisory bodies of public authorities in the exercise of its powers, that will continue to be governed by specific legislation.

2. the work of the audit of annual accounts or other financial statements or accounting documents of entities that are part of the State, regional or local public sector and are legally attributed to public economic management supervisory bodies financial of the public sector in the exercise of its powers, are governed by their rules, not resulting from application to these works set out in the regulatory audit activity.

The work of collaboration that could make the accounts auditors or audit firms registered in the official register of Auditors under contracts entered into by public bodies of control referred to in paragraph 1, and execution of the annual planning of audits of these bodies, shall be governed by its specific legislation, not resulting from application the provisions of this law.

The reports referred to in this paragraph, which could issue accounts / audit of public companies, auditors may not identify of Auditors, or their wording or presentation can create confusion with respect to its nature as a work of Auditors.

3. Notwithstanding the previous section, in cases where contracts concluded between public control bodies and auditors of accounts registered in the official register of accounts auditors is included, together with collaboration in the conduct of the public audit, the issuance of an audit report of accounts laid down in article 1 of this law to fulfill certain requirements provided for in sectoral rules or by other reasons commercial opinion or financial, such as attendance at international tenders or to obtain resources in financial markets, the audit report shall be submitted to provisions of the rules governing the activity of audit of accounts.
Excepted from the provisions of this section reports relating to accounts or States which formulated pursuant to the accounting regulations in the public sector or the audit work carried out pursuant to the applicable auditing standards of the public sector.

4. audit work performed by an auditor of accounts or audit firm, registered in the official register of accounts auditors, on annual accounts or financial statements and other accounting documents of entities of the State, regional or local public sector which, in accordance with its rules of application, are legally obliged to submit its annual accounts to the auditing of the accounts referred to in article 1 of this law subject to the provisions of the rules governing the activity of audit of accounts, provided these accounts or States not formulated according to accounting regulations in the public sector or audit works are not carried out according to the applicable auditing standards of the public sector. In particular, audit work carried out by an auditor of accounts are subject to the aforementioned rules governing audit activity or audit firm registered in the registration official of Auditor on the annual accounts of companies belonging to the mentioned public sector subject to the obligation to submit its annual accounts to audit compliance with the commercial.

5. in cases of annual accounts or other consolidated financial statements in which the parent company is a public company, or other entity of public law and dominated societies could be corporations, when the audit on these accounts by public control of the financial management of the public sector bodies, in carrying out this function shall not apply the provisions of article 7 of this law to be governed by the specific rules of the public sector.

Third additional provision. Commission of audit of public interest entities.

1. the entities of public interest, whose legislation does not require it, must have an Audit Committee with the composition and functions referred to in article 529 quaterdecies of the text revised of the law societies of Capital, approved by Royal Decree legislative 1/2010 of 2 July.

2 in the entities referred to in paragraph 1 having an organ with functionally equivalent to the of the Audit Committee, which has been established and operate in accordance with the applicable regulations, the Audit Committee functions will be assumed by the abovementioned body, such entities must make public on its website the body responsible for those functions and its composition.

Savings banks in the functions of the Audit Committee may be assumed by the Supervisory Board.

3 Notwithstanding the provisions of paragraph 1, shall not be required to have an Audit Committee: to) the entities of public interest whose only activity is to act as issuer of securities guaranteed by assets, as defined those values in article 2, point 5, of Regulation (EC) No. 809/2004 of the Commission.

b) of public interest entities provided for in article 3.5 b) which are SMEs, provided that their functions are assumed by the Board of Directors. When the Board of Directors to exercise the functions of the Audit Committee and its Chairman have assigned executive functions, this may not exercise functions that bylaws apply legal or as such.

((c) the entities of public interest provided for in article 3.5 b) that Community regulations allow exempting from this requirement and thus is determined according to the rules.

(d) the entities of public interest that are dependent, in accordance with the provisions of article 42 of the code of Commerce, of other entities in the public interest, provided that the following conditions: 1 that the subsidiaries are entirely owned by parent company.

2. that the management of the subsidiaries is not attributed to a Board of Directors.

3rd that the Audit Committee of the parent assumes, in the field of subsidiaries referred to in this paragraph, the functions of this Commission and any others that could be attributed.

The entities of public interest referred to in this section public will make on its website the reasons by those who consider that it is not appropriate to have an Audit Committee or a management or supervisory body responsible for carrying out the functions of the Audit Committee.

4 shall be exempt from compliance with the requirement of independence demanded the Audit Commission by paragraphs 1 and 2 of article 529 quaterdecies of the text revised of the law societies of Capital, approved by Royal Legislative Decree 1/2010 of 2 July, entities that meet the following requirements: to) that in the case of entities of public interest provided for in article 3.5. b) and are required to have Audit Committee.

(b) that the members of the Audit Committee are, in turn, of its Board of Directors.

(c) that its specific legislation does not require the presence of independent Board Directors.

5. the entities of public interest referred to in paragraphs 2 to 4 above shall communicate the circumstances therein collected authorities national supervisory of such entities. Such communication will be held within a month to have since adopted the relevant corporate agreement.

6 provisions of the functions provided for in the letters d) g) item 529 quaterdecies, paragraph 4, of the text revised of the law societies of Capital, shall be without prejudice to the powers conferred on the Institute of accountancy and audit of accounts in the rules governing the auditing of accounts in connection with the observance of the duty of independence.

7. the supervision of compliance with provisions of this additional provision corresponds to the National Commission of the stock market, in accordance with the provisions of title VIII of the law 24/1988, of 28 July, the stock market. This competition is understood notwithstanding the Institute of accountancy and audit of accounts which holds oversight of auditing activity.

On a timely basis and as soon as possible, the National Commission of the stock market will provide the Institute of accountancy and audit of accounts for its referral to the Commission of European Auditors oversight bodies imposed appropriate sanctions, where appropriate, information that have won firmness in administrative proceedings, the members of the Audit Committee concerning this additional provision.

Fourth additional provision. Collaboration of the National Commission of markets and competition in the execution of powers in relation to the audit market.

1 for the exercise of the powers referred to in article 46.2. e) of this law, the Institute of accountancy and audit of accounts may request the collaboration of the National Commission of markets and competition, in particular for the preparation of an annual report which is reflected as a minimum: a) the evolution of the market of statutory audit services provided to entities of public interest , and performance of the audit committees.

(b) the main operations that have occurred in the sector, which could affect level of concentration of the market, and the availability or provision of audit at a time or particular sectors.

(c) the identified risks, and in particular the identification of the risks arising from a high incidence of failures of quality of a statutory auditor or audit firm and the measures to take to their mitigation.

2. the National Committee on markets and competition and the Institute of accountancy and audit of accounts shall exchange relevant information for the purpose of the fulfilment of their respective competencies. In particular, the Institute of accountancy and audit of accounts shall inform the National Commission of markets and competition from the facts, conduct or practices which may suspect or deduce that evidence of practices contrary to the competition rules laid down in the law 3/2013, June 4, of creation of the National Commission of markets and competition there is.

3. the competent authorities and persons who work or have worked in the observance of this provision must observe the duty of secrecy set out in article 60 without prejudice to legal exceptions provided for, and the law 3/2013, June 4, of creation of the National Commission of markets and competition.

Fifth additional provision. Review of the evolution of the market.
Prior to June 17, 2016, and every three years at least after that date, the Institute of accountancy and audit of accounts and the European competition network shall draw up a report on the evolution of the market of legal services for entities of public interest, and shall submit it to the Commission of European agencies of Supervision of Auditors , European values and authority markets, European banking authority, the European insurance and pensions authority and the Commission.

Sixth additional provision. Audit companies.

Audit firms must make the corresponding modifications to adapt to that required by article 11 within the period of one year from the date of publication of this law in the «Official Gazette».

Where audit firms had not changed before that date, the Institute of accountancy and audit of accounts shall give them resign from office of the official register of accounts auditors.

Seventh additional provision. Mechanisms of coordination with bodies or public institutions with powers of control or inspection.

In addition to the provisions of article 38 of this law, where provisions of legal rank attributed to organs or public powers of control or inspection on entities that are subject to audit, the Government, by Royal Decree, establish systems, rules and procedures that will make it possible to its proper coordination, for the purposes of gathering of Auditors of accounts and companies audit the information necessary for the exercise of the aforementioned competencies.

The Auditors of the accounts of the entities of public interest subject to the regime of supervision and control, attributed to the Bank of Spain, the National Commission of the stock market and the General Directorate of insurance and pension funds, as well as regional bodies with powers of management and supervision of the insurance entities (, they shall be required to communicate quickly in writing to the aforementioned bodies or competent public institutions as appropriate, any fact or decision about the entity audited institution that had knowledge in the exercise of their functions, and you can: to) constitute a serious violation of the content of the laws, regulations or administrative provisions that establish the conditions for its authorisation or to regulate specifically the exercise of their activity.

(b) impair the continuity of their exploitation, or seriously affect its stability or solvency.

(c) involve an opinion with caveats, unfavorable or denied, or prevent the issuance of the audit report.

Notwithstanding the above obligation, the audited entity shall be obliged to forward a copy of the audit of the annual accounts report the authorities abovementioned competent supervisory. If within the period of one week from the date of delivery of the report, the auditor had no irrefutable proof that this remission has occurred, you must send directly the report cited authorities.

In addition, the Auditors of accounts dominated entities which are subject to the supervisory regime, in addition to supervisory jurisdiction, as set out in the first subparagraph, to inform the authorities also inform Auditors of the accounts of the parent.

Communication in good faith of the facts or decisions referred to the competent supervisory authorities shall not constitute a breach of the duty of secrecy laid down in article 31 of this law, or which may be enforceable contractually accounts auditors, nor imply any responsibility for these.

The eighth additional provision. Electronic communications.

Auditors of accounts and auditing societies shall be required to enable, in the time that is set for this purpose, the technical means required by the Institute of accounting and audit of accounts for the effectiveness of their systems of electronic notification in accordance with the provisions of article 27.6 of the law 11/2007, of 22 June , electronic access of citizens to public services.

Ninth additional provision. Collaboration with the General direction of the registers and notaries.

1. the General Directorate of registers and notaries shall refer to the Institute of accountancy and audit of accounts, in the months of March and September, a relationship of corporations and other entities registered in the corresponding commercial registers which had submitted annual accounts accompanied by the report of audit, with specification of the identification data of the accounts auditor or audit firm in the six months prior to your deposit , as well as the period of appointment. For this purpose, commercial Registrars must send cited information pertaining to your registration to the General direction of the registers and notaries in the month prior to those listed in the preceding paragraph.

2. previously to register the appointment of auditor in the register, the Registrar should verify accounts auditor or audit firm are registered in the official register of accounts auditors practising situation and not be in a position to prevent them carrying out the audit.

Tenth additional provision. Information on payments made to public administrations.

The first. Obligation to publish information on payments made to public administrations.

1. the companies active in industries extractive or logging of primary forests in which circumstances the of the following sections, will be required to the development and publication of an annual report on payments to the Government.

They be understood as companies active in the extractive industries, enterprises carrying out any activity involving the exploration, exploration, discovery, development and extraction of minerals, oil, natural gas deposits or other materials in the field of economic activities listed in section B, divisions 05 to 08, annex I, as well as the activities referred to in section A , division 02, group 02.2 of annex I to Regulation (EC) No. 1893 / 2006 of the European Parliament and of the Council of 20 December 2006 establishing the statistical classification of economic activities was born in its current version at any time, respectively.

He is meant by primary forest for the purposes of this provision, naturally regenerated mount, composed of native species and in which there are no obvious indications of human activities and where ecological processes have not been altered significantly.

Moreover, public administration will be any national, regional or local authority of a State, including departments, agencies or companies under the control of authorities, pursuant to article 42 of the code of Commerce.

2 However, the obligation referred to in the preceding paragraph only apply to those companies that meet any of the following circumstances and who are not exempt within the meaning of the fourth paragraph: to) that is a large, considering as such for this exclusive purpose enterprise that which, on the date of balance sheet, however, exceeds the limits of two of the three following criteria : i. that the balance sheet asset items total more than twenty million euros.

II. the net amount of your annual turnover to exceed the 40 million euros.

III. that the average number of employees during the financial year is greater than two hundred and fifty.

(b) which is an institution of public interest, understanding as such those who fulfil the conditions laid down in article 3.5 of this law.

Second. Content of the report.

1 the report shall contain the following information for the relevant financial year and the activities referred to in the second subparagraph of primero.1: to) the total amount of payments to each Government and it shall include any amount paid, either in money or in kind, by the subject activities.

(b) the total amount of payments made to each public administration under the following types of payments: i. rights over the production.

II. taxes on revenues, production or the benefits of societies, excluding taxes levied on consumption, as value-added tax, taxes on the income of natural persons or the sales tax.

III. canyons.

IV. dividends.

V. initial exploration, discovery and production bonuses.

VI. licenses, rentals, access rights and other benefits by licenses or concessions; and VII. Payments for improvements of infrastructure, excluding those carried out under the social responsibility of enterprises.

(c) when have payments been attributed to a specific project, the total amount, broken down by type of payment, as well as the total amount of the payments for each project.

However, payments made by the company in relation to obligations imposed at the level of the entity, may be recorded at the level of the entity instead of project-level.
Project means as operating activities are governed by a single contract, license, lease, concession or similar legal agreement and form the basis of a responsibility of payment front a public administration. However, if several of these agreements are substantially interconnected will be considered a project.

2 need not be entered in the report no payment, staged as a single payment or series of payments related, which is less than € 100,000 during the fiscal year.

3 when payments in kind, they shall include its value and, where appropriate, by volume, including explanatory notes to clarify the way in which such a value has been determined.

4. the appropriation of payments referred to in the second subparagraph shall reflect the Fund rather than the form of payment or activity concerned and should be broken down or added artificially payments or activities with the intention of evading the application of this law.

Third party. Consolidated report.

1. the companies that develop the activities subject to the requirement of paragraph first must formulate and publish a consolidated report on their payments to public authorities in the terms provided for in this Act if the parent is subject to the obligation to draw up annual accounts and report of consolidated management according to the provisions of article 42 of the code of Commerce.

It shall be deemed that a dominant company has activities in extractive industry or the logging of primary forests when any of its companies dominated activities in extractive industry or the logging of primary forests.

2. the consolidated report include only payments resulting from mining operations and/or operations related to the logging of old growth forests.

Room. Exemptions.

1 will not be obliged to elaborate and publish the report referred to in first, companies in the following circumstances: to) companies whose parent company is subject to the Spanish law or of a Member State of the European Union and whose payments are included in the consolidated report refers to the third paragraph in accordance with the provisions of the State in question.

(b) companies that prepare and publish a report that meets the requirements of information from a third country provided that these requirements had been declared equivalent to those laid down in this law, after applying equivalence procedures referred to in articles 46, paragraphs 2, 3 and 47, of Directive 2013/34/EU, the European Parliament and the Council on June 26, 2013, on the annual financial statements, consolidated financial statements and other reports related to certain types of companies, that amending Directive 2006/43/EC of the European Parliament and of the Council and repealing Council Directives 78/660/EEC and 83/349/EEC. However, the company in question must publish and deposited in the register the report in accordance with the provisions of the fifth paragraph.

2 will not be required to formulate the consolidated report, third paragraph, the following parent companies refers to: to) the dominant societies of a small group, except in the case of some of the dominated companies is an institution of public interest. These exclusive purposes, means that a group is small when consolidated way not be exceeded, at least two of the following limits on the date of the balance sheet of the parent company: i. that the headings of the assets of the balance sheet total does not exceed six million euros.

II. the net amount of your annual turnover does not exceed twelve million euros.

III. that the average number of employees during the financial year is not greater than fifty.

(b) the dominant companies of the median group, except in the case of some of the dominated companies is an institution of public interest. These exclusive purposes means that a group is medium when it is not small and consolidated way not be exceeded, at least two of the following limits on the date of the balance sheet of the parent company: i. that the headings of the assets of the balance sheet total does not exceed the € 20 million.

II. the net amount of your annual turnover does not exceed the 40 million euros.

III. that the average number of employees during the financial year is not more than two hundred and fifty.

(c) subject to the Spanish law dominant societies that are at the same time dominated companies and its own parent company is subject to the law of a Member State of the European Union.

3 companies which comply with, at least one of the circumstances of the following letters, will not have to be included in a consolidated report: to) that severe and long-lasting circumstances substantially hinder the exercise by the dominant company of its rights over property or management of that undertaking.

(b) that, exceptionally, the information necessary for the preparation of the consolidated report on payments to the administrations public object of this law cannot can obtained without disproportionate expense or undue delay.

(c) that the holding of shares or shares of this company aims exclusively their further transfer.

However, the exceptions of this section shall apply only if they are used also for the purposes of the consolidated financial statements.

Fifth. Approval and advertising. - reports of payments to public administrations will be subject to approval and publication within the first six months after the end of each fiscal year and will remain available for at least ten years. Also are they deposited in the register together with the documents that make up the annual accounts.

Sixth. Responsible for designing and publishing reports.

1. the administrators of the company will be responsible for ensuring, to the extent of their knowledge and abilities, which report on payments made to public authorities is made, approves, deposits and published in accordance with the requirements of this law.

2. the failure by the Board of Directors of the obligation to draw up, publish and deposit, within the deadline, the documents referred to in this law, and without prejudice to other responsibilities, will lead to the imposition of the corresponding sanction in the terms and conditions of the law applicable to the company in question.

First transitional provision. Graduates, engineers, business professors, architects or university graduates.

Who at the date of entry into force of law 12/2010 of 30 June, which modified Law 19/1988, of July 12, audit of accounts, were in possession of the titles of Bachelor, engineer, Business Professor, architect or university diploma is to retain the right to waiver in the examination of professional qualifications, in matters which have completed the studies required to obtain these titles in the terms established by resolution of the Institute of accountancy and audit of accounts.

Second transitional provision. Situations of incompatibility.

Incompatibility situations arising from the circumstances provided for in article 16(1) to), 2nd, 3rd and 4th, as well as in article 39.2, which modify the regime prior to the entry into force of this law, not determined the lack of independence of Auditors Auditors and audit companies when they had originated and concluded prior to January 1, 2016.

Prohibited services referred to in article 39.1, which modify the regime prior to the entry into force of this law, does not determine the lack of independence of Auditors of accounts and companies of audit in relation to audits of accounts initiated before that date and which have not completed with the issuance of the mandatory audit report.

Third transitional provision. Fiscal year of implementation of the provisions contained in the tenth additional provision.

The obligations regulated in the tenth additional provision of this single act will be payable in relation to activities in financial periods starting from 1 January 2016.

Sole repeal provision.

They are hereby repealed many provisions of equal or lower rank is contrary to the provisions of this law, and in particular the text revised of the law of audit of accounts, approved by Royal Legislative Decree 1/2011 from 1 July.

First final provision. Amendment of the commercial code, approved by Royal Decree on August 22, 1885.

The following changes are introduced in the commercial code, approved by Royal Decree on August 22, 1885: one. Paragraph 1 of article 34, is worded as follows: "1. at the end of the year, the entrepreneur must formulate the accounts of his company, including balance sheet, profit and loss account, a State which reflect the changes in the net worth of the exercise, a cash flow statement and the memory.» These documents form a unit. The statement of changes in equity and the cash flow statement will not be mandatory when a legal provision thus established it.»

Two. Paragraph 1 of article 38 bis, is worded as follows:
«1. assets and liabilities may be valued at fair value in terms that implementing regulations shall determine, within the limits of European standards.»

In both cases you must indicate if the variation in value arising out of the asset as a result of the application of this criterion should be charged to the profit and loss account, or be included directly in equity.»

3. Paragraphs 3, 4 and 5 of article 38 are bis deleted.

Four. Paragraph 4 of article 39, is worded as follows: "4. the intangible fixed assets are assets of defined life.» When the useful life of these assets could not be estimated reliably they is amortized in a period of ten years, unless other legal or regulatory provision provides a different term.

Goodwill may only appear in the assets of the balance sheet when it was acquired for valuable consideration. It is presumed, unless evidence to the contrary, that the useful life of goodwill is ten years.

In the notes on the accounts is to inform about the period and method of amortisation of intangible assets.»

5. Article 43 is worded as follows: «article 43.

1. Notwithstanding provisions of the previous article, the societies mentioned will not be obliged to perform the consolidation, if it meets any of the following situations: 1 when the closing date of the exercise of the society forced to consolidate the set of companies does not exceed, in its latest annual accounts, two of the limits given in the Royal Legislative Decree 1/2010 2 July, which approves the revised text of the companies act of Capital, for the formulation of profit and loss account abridged, except that some of the companies in the group have the consideration of entity of public interest according to the definition established in article 3.5 of the law 22/2015, July 20 , audit of accounts.

2nd when forced to consolidate subject to Spanish law society is at the same time dependent of another that is governed by law or of another EU Member State, if this latter company owns 50 per cent or more of social contributions of those and the shareholders or partners who possess, at least 10 percent have not requested the formulation of consolidated accounts 6 months before the end of the year. In any case, it is necessary that the following requirements are met: to) that the company dispensed formalize the consolidation, as well as all the companies that should be included in the consolidation, be consolidated in the accounts of one larger group, whose parent company is subject to the legislation of a Member State of the European Union.

(b) that society dispensed formalize the consolidation enter in their accounts the mention be exempt from the obligation to establish the consolidated accounts, the group to which it belongs, the business name and address of the parent company.

(c) the consolidated accounts of the parent company, as well as the management report and the report of the Auditors, be deposited in the register, translated into one of the official languages of the autonomous community, where he has his domicile dispensed society.

(d) that the company dispensed formalize the consolidation has not issued securities admitted to trading on a regulated market of any Member State of the European Union.

3rd when forced to consolidate society to participate exclusively in subsidiaries that do not possess a significant, individual interest and altogether, for the faithful image of heritage, the financial situation and the results of the companies of the group.

(4th when all the subsidiaries may be excluded from consolidation by any of the following reasons: to) in extremely rare cases that the information required to prepare consolidated financial statements unable to obtain for duly justified reasons.

(b) that the holding of shares or shares of this society aims exclusively his subsequent assignment.

(c) that severe and long-lasting restrictions hinder the exercise of control of the parent company on this dependent.

2. a society not be included in consolidation when if one of the circumstances referred to in the previous 4th indication."

Second final provision. Modification of the law 24/1988, of 28 July, the stock market.

Added a paragraph b) to article 100 of the law 24/1988, of July 28, the stock market.

«b) lack of preparation or publication of the annual report of corporate governance or the annual report on remuneration of Directors referred to in, respectively, articles 540 and 541 of the text revised of the law societies of Capital, approved by Royal Legislative Decree 1/2010, of July 2, or the existence in these reports of omissions or false or misleading information; failure to comply with the obligations laid down in articles 512 to 517, 525.2, 526, 528, 529, 530, 531, 532, 533, 534, 538, 539, 540 and 541 of the Act; lacking the CAs of securities admitted to trading on official secondary markets of a Commission of audit and a Nominating Committee and remuneration under the terms established in articles 529 quaterdecies and quindecies of the aforementioned law or breach of the rules of composition and attribution of functions of these commissions of audit of public interest entities referred to in article 529 quaterdecies.»

Third final provision. Modification of law 29/1998, of 13 July, regulating the contentious jurisdiction.

Add a new paragraph 6 to the additional provision fourth of law 29/1998, of 13 July, regulating the contentious, with the following wording: "6. the resolutions of the Minister of economy and competitiveness that resolve resources of appeal against acts by the Institute of accounting and audit of accounts, as well as normative decisions issued by the Institute of accounting and audit of accounts directly» «, in sole instance, before the contentious-administrative of the High Court.»

Fourth final provision. Modification of the text revised of the law societies of Capital, approved by Royal Legislative Decree 1/2010 of 2 July.

The following changes are introduced in the text revised law of societies of Capital, approved by Royal Legislative Decree 1/2010, of July 2: one. The letter d) of paragraph 2 of article 107 is worded as follows: «d) the price of shares, pay and other conditions of operation, will be the agreed and communicated to the society by the partner transferring.» If the payment of the whole or part of the price was deferred in the transmission project, for the acquisition of shares will be a prerequisite that a credit institution guarantees the payment of the deferred price.

In cases where projected transmission was a different sales consideration or gratuitously, the purchase price shall be laid down by mutual agreement by the parties and, failing that, the fair value of the shares the day they had communicated to society the purpose of transmitting. It means fair value that determines an expert independent, different from the auditor of the society, appointed for this purpose by the administrators of this.

In case of contribution to society anonymous or limited by shares, it means real value shares resulting from the report prepared by the independent expert appointed by the mercantile Registrar.»

Two. Paragraph 2 of article 124 is worded as follows: "2. in this case, to reject the registration of the transmission in the book register of registered shares, the company shall present the heir to an acquirer of the shares or offered to acquire them herself at their fair value at the time that applied for registration, in accordance with provisions for the derivative acquisition of Treasury shares in article 146.»

It is understood as a reasonable value that determines an expert independent, different from the auditor of the company that, at the request of any interested party, the administrators of the company appoint for that purpose.»

3. Paragraph 3 of article 128 is worded as follows: «3. If parties do not reach an agreement on the amount to pay in the cases referred to in the two preceding paragraphs, this will be fixed, at the request of any of them, and at the expense of both, by an expert independent, different from the auditor of the society, appoint for that purpose the register.»

Four. Paragraph 3 of article 257, is worded as follows: «3. when it can be balance in abbreviated model, the statement of changes in equity and the cash flow statement will not be mandatory. "

5. Article 260 is worded as follows: «article 260. The memory contents.

Memory must contain, in addition to the information specifically provided for in the commercial code, by this law and by the corresponding regulatory developments, at least the following indications: first. The assessment criteria applied to the various items of the annual accounts and the methods of calculating the value adjustments.
For items included in the annual accounts that currently or in its origin had been expressed in currency other than euro, shall indicate the procedure used to calculate the exchange rate to euro.

The second. The name, address and legal form of the companies in which society is partner or in which held, directly or indirectly, a percentage not less to twenty percent of its capital, or that without reaching that percentage to exercise a significant influence.

Participation in the capital and the percentage of voting rights, as well as the amount of equity in the last fiscal year of those will be indicated.

Third. When there are shares or participation certificates unequal, the content of each one of them, and where there are several classes of shares, the number and the nominal value of those belonging to each of them and the content of the rights belonging to each class.

-Fourth. The existence of bonds of enjoyment, founder, of convertible bonds and bonds of securities or similar rights, with an indication of their number and the extent of the rights conferred.

Quinta. The number and the nominal value of shares subscribed during the financial year within the limits of an authorized capital, as well as the amount of acquisitions and disposals of own shares, and the shares or shares of the parent company.

6th. The amount of the debts of the society whose residual duration is more than five years, as well as all debts that have real warranty, with an indication of their form and nature.

These indications shall appear separately for each of the headings relating to debts.

Seventh.

(a) the total amount of guarantees committed to third parties, without prejudice to its recognition within liabilities in the balance sheet when it is probable that of them derives the effective fulfillment of an obligation.

Existing pension commitments and the related companies of the group must be mentioned with due clarity and separation.

(b) the nature and business purpose of agreements of the company which are not included in the balance sheet as well as their financial impact, whenever this information is meaningful and necessary for the determination of the financial situation of the society.

(c) significant transactions between the company and third parties linked to it, indicating the nature of the bonding, the amount, and any other information about the transactions, which is necessary for the determination of the financial situation of the society.

Octave.

(a) the difference that may arise between the calculation of the accounting profit for the period and which would result from completing a valuation of the items with tax criteria, by not matching these with mandatory accounting principles. When such assessment influences substantially on the future tax charges must be indications in this respect.

b) the difference between the tax charged to the exercise and the previous exercises, and the amount of tax or that must be paid by those exercises, where this difference has a certain interest regarding the future tax burden.

Novena. The distribution of the net amount of the turnover corresponding to the ordinary activities of the company, by categories of activity and geographical markets, to the extent that, from the point of view of the Organization of sale of products and the provision of services or other revenue from ordinary activities of the company , these categories and markets differ in a significant way. Societies that can formulate abbreviated profit and loss account may omit such mentions.

Tenth. The average number of persons employed during the financial year, expressed by categories, as well as staff costs which relate to the exercise, breaking down the amounts relating to wages and salaries and those related to social security, with mention of separate from those covering pensions, when they are not well entered in the profit and loss account.

The distribution by sex at the end of the exercise of the society staff, broken down into one sufficient number of categories and levels, which will include the senior managers and directors.

The number average of persons employed in the course of the year with greater disability or equal to thirty-three percent, indicating the categories to which they belong.

Eleventh. The amount of salaries, diets and remunerations of any class earned in the course of the exercise by the senior management staff and members of the body of administration, either resulting from any cause, as well as obligations in respect of payment of insurance premiums of life or liability with respect to the members past and present of the organ of administration and senior management personnel. When the members of the Board of Directors is a legal person, the above requirements refer to natural persons representing them.

This information may be on a global basis for remuneration.

Where society had met, totally or partially, the premium of the insurance of civil liability of all administrators or any of them for damage caused by acts or omissions in the exercise of office, expressly indicate in the memory with indication of the amount of the premium.

Twelfth. The amount of advances and credits granted to each of the members of the organs of administration and personnel management, with an indication of the type of interest, their basic characteristics and amounts eventually returned, as well as obligations borne by them as security. When the members of the Board of Directors is a legal person, the above requirements refer to natural persons representing them.

This information can be globally for each category.

Thirteenth. The amount broken down by concepts of fees for audit of accounts and other services provided by the auditor of accounts, as well as the corresponding to persons or entities linked to the auditor of accounts.

Fourteenth. The various items of the non-current asset movements.

15th.

(a) when financial instruments are valued at fair value will be indicated: the main assumptions underlying models and valuation techniques; the variations in the value recorded in the profit and loss account for each category of financial instruments and, in the case of derivative financial instruments, its nature and principal amount and calendar conditions and the movements of the reserve at fair value in the financial year.

b) when financial instruments has not been assessed by fair value the fair value for each class in the terms and with the conditions laid down in the chart of accounts will be indicated.

Sixteenth. The conclusion, modification or the early termination of any contract between a company and any of its partners or managers or person acting on behalf of them, in the case of an operation outside the regular traffic of society or which do not occur under normal conditions.

17th. Name and registered office of the society which draw up consolidated financial statements of the group to which he belongs society and the register where the consolidated annual accounts are deposited or, if appropriate, circumstances which exempt from the obligation to consolidate.

Eighteenth. When society is that of the greatest asset of the set of companies domiciled in Spain, submitted to a same unit decision, because they are controlled by any means by one or more natural or legal persons are not forced to consolidate, to act jointly, or because they are under single management agreements or statutory provisions, must include a description of the aforementioned societies , stating the reason for which are under a same decision unit, and will report on the aggregate amounts of assets, liabilities, net assets, turnover and result of all of the aforementioned companies.

He is understood by society's greatest asset that at the time of its incorporation to the unit's decision, present one higher number in the total assets of the balance model.

Remaining societies subjected to a unit of decision shall indicate in the notes on their accounts the unity of decision to which they belong and the register where the accounts of the company containing the information required by paragraph first of this indication are deposited.

19th. The amount and nature of the items of income or expenses whose amount or incidence are exceptional.

Twenty. The proposal for the application of the result.

Twenty-first. Nature and financial impact of significant materiality of circumstances that occur after the date of balance sheet and are not reflected in the profit and loss account or balance sheet, and the financial effect of such circumstances.'

6. Article 261 is worded as follows: «article 261. Short memory.

Societies that can formulate abbreviated balance may omit memory indications to be determined according to the rules.
In any case you must supply the information required in the display first, fifth, sixth, tenth in relation to the average number of persons employed in the course of the exercise, and fourteenth, fifteenth, nineteenth and twenty-first.

Additionally, the memory must be expressed globally the data referred to in the seventh and twelfth indication of that article, as well as the name and registered office of the company certifying the consolidated financial statements of the smaller group of companies included in the group that owns the company.»

7. Article 264 is worded as follows: ' 1. the person who must exercise the audit will be named by the general meeting before the end of the exercise to audit, for an initial period, which may not be less than three years and no more than nine, counting from the date that starts the first exercise to audit» without prejudice to the provisions of regulatory activity of Auditors with respect to the possibility of extension and the duration of the contracts in relation to companies rated as entities of public interest.

2. the Board may appoint one or more natural or legal persons acting jointly. When the appointed are individuals, the Board shall appoint as many deputies as titular Auditors.

3. the general meeting may not revoke the auditor before the end of the initial period for which it was named, or before the end of each of the works for which he was hired after completion of the initial period, unless any just cause.

4. any contractual clause limiting the appointment of certain categories or lists of statutory auditors or audit firms, shall be void."

8. Article 265 is worded as follows: ' 1. when the general meeting had not appointed the auditor before the end of the financial year to audit, and must do so, or the person named does not accept cargo or it to fulfil its functions, administrators and any partner may request the designation of the person or persons who are to perform the audit of the mercantile Registrar of domicile. "

In corporations, the application may be carried out also by the Commissioner of the Union of the debenture holders.

2. in societies which are not obliged to submit annual accounts to verification by an auditor, partners representing at least five percent of the share capital may request the commercial Registrar of the registered office which, at society expense, appoint an auditor of accounts to perform the review of the annual accounts of a particular period that had not spent three months counted from the date of closure of this exercise.

3. the petition for appointment of auditor and his appointment will be made pursuant to the regulations of the commercial registration. Before accepting the appointment the auditor of accounts must evaluate the effective fulfillment of the order pursuant to the rules governing the activity of auditing accounts.»

9. Add a final paragraph to section 266 with the following wording: "Additionally, in the case of companies of public interest, shareholders representing 5 percent or more of the voting rights or of the capital, the Audit Committee or the Institute of accountancy and audit of accounts may request the judge reversal of the auditor or auditors or society or societies of audit appointed by the General meeting or by the register and appointment» another or others, when come just cause.»

10. Added a paragraph 3 to article 267, with the following wording: «3. in cases of appointment of auditor by the mercantile Registrar, at the time of the appointment, this fixed remuneration to perceive by the auditor for the entire period that should play the charge or, at least, the criteria for its calculation.» Before accepting the assignment and for its registration in the register, the fees must be agreed. The Auditors may request proper bond or provision of funds to account of his fees before starting the exercise of its functions.»

Eleven. Paragraph 2 of article 270 is worded as follows: «2. whether, once signed and delivered the initial accounts audit report, administrators are forced to reformulate the annual accounts, the auditor shall issue a new report on the annual accounts reformulated. "

12. Paragraph 4 of article 273 shall be deleted.

13. Paragraph 1 of article 279, is worded as follows: ' 1. within the month following the approval of the annual accounts, the administrators of the company will present, for your deposit in the register of the registered office, certification of the agreements of the Board of partners of approval of these accounts, duly signed, and application of the result, as well as» , where appropriate, consolidated accounts, to which is attached a copy of each of them. Administrators will also present the annual report, if required, and the report of the auditor, when society is obliged to audit by a legal provision or this been agreed at the request of the minority or on a voluntary basis and the appointment of auditor in the register would have joined."

Fourteen. Letters to)) and (c) of paragraph 2 of article 308 are worded as follows: «a) administrators to draw up a report in which to specify the value of shares or the shares of the company and justify in detail the proposal and the consideration to satisfy new shares or new shares, with the indication of the persons that are to be attributed , and in corporations, that an expert independent, distinct from the auditor of the accounts of the society, appointed for this purpose by the Registrar, to develop another report, under its responsibility, on the fair value of the shares of the company, the theoretical value of the right of preference which intends to abolish or limit and the reasonableness of the data contained in the report of the administrator.

(c) that the nominal value of the new shares or new shares, more, in your case, the amount of the premium, corresponds to the actual value attributed to entries in the report of the managers in the case of limited liability companies or with the value resulting from the report of the independent expert in the case of public limited companies.»

15. Paragraph 1 of Article 353, is worded as follows: ' 1. in the absence of agreement between the company and the partner on the fair value of shares social or actions, or on the person or persons who have assessed them and the procedure to follow for their evaluation, will be valued by an independent expert, appointed by the mercantile Registrar of the registered office at the request of society or regular partners of investments» «or actions being valued.»

Sixteen. Article 354 is worded as follows: «article 354. Report of the independent expert.

1. for the exercise of its function, the expert can get society all information and documents deemed useful and carry out all the checks it deems necessary.

2. within a maximum period of two months since his appointment, the expert will issue its report, which shall immediately notify Attorney through the society and members affected, accompanying copy, and another be deposited in the register.»

Seventeen. Article 355 is worded as follows: «Article 355. Remuneration of the independent expert.

1. the remuneration of the expert will be borne by the society.

2. However, in cases of exclusion, society may deduct amount to reimburse to the excluded partner whichever apply to satisfied fees the percentage that the partner is in the capital.»

Eighteen. The letter b) of paragraph 2 of article 417 is worded as follows: «b) in the report of the independent expert is containing a technical judgment on the reasonableness of the data contained in administrators and report on the adequacy of the conversion ratio, and, where appropriate, of its adjustment formulas, to compensate a possible dilution of the economic participation of shareholders.»

Nineteen. Paragraphs 1, 2 and 3 of article 505 are drafted as follows: "1. Notwithstanding provisions of the second paragraph of the preceding article, the general meeting of shareholders of company listed, once you have the report administrators and report required independent expert on article 308, may agree the issuance of new shares at any price» , whenever it is greater than the net equity value of these resulting from the report of the auditor, the Board may limit the to establish the procedure for its determination.

2 so that the general meeting may adopt the agreement referred to in the preceding paragraph, it will be necessary for the administrators report and the report of the independent expert to determine the net asset value of the shares.
3. the independent expert will determine the net asset value on the basis of the latest audited accounts of the company or, well, if they are of later date than these, on the basis of the last financial statements audited society conforming with article 254, formulated, in either case, by the directors in accordance with the accounting principles set out in the code of Commerce. The closing of these accounts or these States date may not be earlier in more than six months from the date that the shareholders adopt the expansion agreement, provided that significant transactions are not carried out. In the determination of value shall be taken into account the possible caveats that could have put clear in his report the auditor of the annual accounts or financial statements.»

20. Article 529 quaterdecies is worded as follows: «article 529 quaterdecies. Audit Committee.

1. the Audit Committee shall be composed exclusively of non-executive directors appointed by the Board of Directors, most of whom, at least, shall be independent directors and one of them shall be appointed taking into account their knowledge and experience in accounting, auditing or both.

As a whole, the Commission members will have relevant technical expertise in relation to the sector of activity to which belongs the audited entity.

2. the Chairman of the Audit Committee shall be appointed from among the independent directors that are part of it and must be replaced every four years, and may be reelected once after a period of one year from its cessation.

3. the statutes of the society or the regulation of the Board of Directors, in accordance with which those are available, they will establish the number of members and regulate the functioning of the Commission, and must promote independence in the exercise of their functions.

4 without prejudice to other functions which attributed the statutes social or in accordance with them, the regulations of the Board of Directors, the Audit Committee shall have, as a minimum, the following: to) inform the general meeting of shareholders on issues raised in relation to those matters that are the competence of the Commission, and in particular on the outcome of the audit explaining how this has contributed to the integrity of the financial information and function the Commission has played in this process.

(b) monitor the effectiveness of internal control of the company, internal audit and risk management systems, as well as discuss the significant of the system of internal control weaknesses detected in the development of the audit, all without breaking their independence with the auditor of accounts. To such effects, and where appropriate, they may submit recommendations or proposals to the Board of Directors and the corresponding term for follow-up.

(c) supervise the process of preparation and submission of mandatory financial information and submit recommendations or proposals to the Board of Directors to safeguard its integrity.

(d) raise to the Board of Directors proposals for selection, appointment, re-election and replacement of the accounts auditor, responsible for the selection process, in accordance with the provisions of articles 16, paragraphs 2, 3 and 5, and 17.5 of Regulation (EU) No. 537/2014, April 16, as well as the conditions of your contract and regularly gather the information on audit and its implementation plan as well as preserving its independence in the exercise of their functions.

(e) establish appropriate relations with the external auditors to receive information on those matters which may pose a threat to its independence, for consideration by the Commission, and any others related to the process of development of the audit, and, where applicable, the authorisation of services other than the prohibited, in the terms referred to in articles 5 (, paragraph 4, and 6.2. b) of Regulation (EU) No. 537/2014, April 16, and the provisions of section 3 of chapter IV of title I of law 22/2015, of 20 July, audit of accounts, on the regime of independence, as well as those other communications provided for in legislation of Auditors and the auditing standards. In any case, they must receive annually external auditors their independence in relation to the entity or entities linked to this direct or indirectly, as well as the information detailed and individualized the additional services of any kind provided and corresponding fees perceived these entities by the external auditor or by persons or entities linked to this in accordance with the rules governing the activity of auditing.

(f) to issue annually, prior to the issuance of the audit report, a report which expressed an opinion on whether the independence of Auditors of accounts or audit companies is committed. This report must contain, in any case, the reasoned assessment of the provision of all and each one of the additional services referred to in the letter above, individually considered, and altogether, different statutory audits and in relation to the regime of independence or with the rules governing the activity of audit of accounts.

(g) report, prior to the Board of Directors on all matters provided for in the law, the bylaws and the Council regulation and, in particular, upon: 1 the financial information that the society should be made public periodically, 2nd creation or acquisition of shareholdings in entities of purpose special or domiciled in countries or territories which have the consideration of tax havens and 3rd operations with related parties.

The Audit Committee shall not exercise the functions provided for in this letter when they are assigned to another Committee bylaws and is composed only by non-executive directors and, at least two independent directors, one of whom shall be the Chairman.

«((5. Lo establecido en las letras d), e)) and (f) above shall be without prejudice to the rules governing the audit of the accounts.»

Fifth final provision. Modification of law 27/2014 November 27, from corporate income tax.

With effects for the tax periods starting from 1 January 2016, the following changes are introduced in law 27/2014, of 27 November, tax: one. Amending paragraph 2 of article 12, which is drawn up in the following way: «2. intangible fixed assets are amortised according to its useful life.» When it does not can be estimated reliably, the depreciation will be deductible up to the annual maximum of the twentieth part of the amount.

Amortisation of goodwill will be deductible up to the annual maximum of the twentieth part of the amount."

Two. Repealing paragraph 3 of article 13.

3. Modifies the fifth thirty transitional provision, which is worded in the following way: «thirty-fifth transitional provision. System of taxation applicable to intangible assets acquired prior to January 1, 2015.

The fiscal regime provided for in article 12(2) of this law will not be applicable to intangible assets, including goodwill, acquired in tax periods-initiated prior to 1 January 2015, entities that part with the acquirer of the same group of companies according to the criteria laid down in article 42 of the code of Commerce regardless of the residence and the obligation to formulate annual accounts consolidated.»

Sixth final provision. Skill-related title.

This law is issued under cover of the provisions of article 149.1.6. ª of the Constitution, which attributes to the State exclusive jurisdiction over "commercial law".

This competition except for the second final provision covering on the competences of the article 149.1.11. 2nd and 13th of the Constitution which attributed to the State competition on «bases of management of credit, banking and insurance» and «bases and coordination of the general planning of economic activity», respectively; and the third final provision, which is run under the protection of article 149.1.6. ª of the Constitution, which attributes to the State the exclusive competence to issue the 'procedural legislation, without prejudice to necessary specialties resulting in this order from the particularities of the substantive law of the autonomous communities'.

Seventh final disposition. Incorporation of European Union law.

This law was incorporated into Spanish law the directive 2014-56/EU of the European Parliament and of the Council, of 16 April 2014, amending Directive 2006/43/EC on statutory audits of annual accounts and consolidated accounts.

Disposal the eighth. Enabling legislation.

It authorizes the Government, on the proposal of the Minister of economy and competitiveness, handed down the necessary rules for the development of the provisions of this law.
In the period of one year from the publication of this law, the Government, on the proposal of the Minister of economy and competitiveness, will determine the conditions to be fulfilled the entities to be regarded as entities of public interest because of its significant public importance by the nature of their activity, their size or their number of employees (, referred to in article 3.5 b) of this Act.

Ninth final disposition. Enabling for the modification of the statutes of the Institute of accountancy and audit of accounts.

The Government by Royal Decree, at the initiative of the Minister of economy and competitiveness and on the proposal of the Minister of finance and public administration, shall, in its case, the corresponding statutory adaptation of the Institute of accountancy and audit of accounts.

Tenth final disposition. Authorization of the Institute of accountancy and audit of accounts.

It authorizes the Institute of accountancy and audit of accounts so that, by resolution, and according to the detailed rules issued by the Government, develop the criteria to be followed concerning the scope, implementation and monitoring of the system of quality control, in accordance with the provisions of Directive 2014-56/EU of the European Parliament and of the Council of 16 April 2014 by amending Directive 2006/43/EC on statutory audits of annual accounts and consolidated accounts and the provisions in the Regulation (EU) No. 537/2014, on April 16, 2014, on the specific requirements for the statutory audit of public interest entities and that repealing Decision 2005/909/EC by the Commission. This resolution shall conform to the procedure regulated in article 24.1 of the Law 50/1997, 27 November from the Government.

Eleventh final disposition. Functions entrusted members of Institute of censors, juries accounts Spain, prior to the entry into force of law 19/1988, of July 12, audit of accounts.

The tasks entrusted to members of the Institute of censors sworn accounts of Spain in the laws and other provisions of general character are understood attributed, since the entry into force of law 19/1988, of July 12, audit of accounts, auditors of accounts and Corporate Auditors for the audit exercise.

Twelfth final provision. No increase in spending.

The measures provided for in this law will not bring increased remuneration, allowance, or other costs of personnel.

Thirteenth final disposition. Legal regime of the reserve by goodwill in the exercises started from January 1, 2016.

In exercises initiated from 1 January 2016, the reserve by goodwill will be reclassified to the voluntary society reserves and will be available from that date in the amount exceeding the goodwill included in the assets of the balance sheet.

Fourteenth final disposition. Entry into force.

1. this law shall enter into force from June 17, 2016.

However the above, as provided for in chapters I, III and IV, sections 1st to 4th, of title I, in relation to work of audit and the issuance of the corresponding reports, shall apply to the work of audit on annual accounts for fiscal periods that begin after that date , as well as to those of other financial statements or accounting documents for this fiscal year.

2 in addition, the following provisions shall enter into force the day after the publication of this law in the «Official Gazette»: to) article 11, concerning the requirements for audit firms.

(b) the article 69.5, in relation to empowerment contained in relation to abbreviated processing of the disciplinary procedure.

(c) the additional provision. Fourth, regarding the collaboration of the National Commission of markets and competition.

3 in addition, shall enter into force from January 1, 2016 the following provisions: to) the articles 21(1), first subparagraph, in relation to the period of validity of the incompatibilities, and 39.1, in relation to the period of computation of incompatibilities referred to in article 5(1) of the Regulation (EU) 537/2014, 16 April.

(b) article 58, concerning the accounts Audit Committee of the Institute of accountancy and audit of accounts.

(c) articles 87 and 88, in relation to the rates of the Institute of accountancy and audit of accounts.

(d) paragraphs one to three, seven-eleven and fourteen to nineteen of the fourth final provision, which modifies the text revised of the law societies of Capital.

(e) the twelfth final provision, referred to not increasing spending.

4. the provisions of the tenth additional provision (information from payments made to public administrations), in the fourth final provision (modification of the text revised of the law societies of Capital) away four to six, twelve and thirteen, in the first final provision (modification of the code of Commerce), in the fifth final provision (modification of the law of corporation tax) and in the thirteenth final disposition (status of the reserve for goodwill) will be of application to financial statements that correspond to the periods beginning after January 1, 2016.

Therefore, command to all Spaniards, private individuals and authorities, which have and will keep this law.

Madrid, 20 July 2015.

PHILIP R.

The Prime Minister, MARIANO RAJOY BREY