FAQ: Deposit of Financial Statements
Article 41 of Law 222 of 1995 establishes that companies’ financial statements must be public, which is why a copy must be deposited, along with certain additional documents, in the Chamber of Commerce of the company’s domicile. This way, the Chamber of Commerce may issue a copy of these documents to third parties that request them and pay the associated costs. Here we answer the most frequently asked questions.
1.Who must deposit this information?
All commercial companies have the obligation to publicize their financial statements through the deposit of these documents before the Chamber of Commerce of the company’s domicile.
2. Is this obligation fulfilled with the renewal of the commercial registration?
No, these are two different obligations. Although it is necessary to provide certain financial information to be able to renew the commercial registration, this does NOT fulfill the obligation to deposit the company’s financial statements.
3. What information must be deposited with the Chamber of Commerce and what is the deadline to do so?
The aforementioned article 41 of Law 222 of 1995 establishes that a copy of the following documents must be deposited:
- General-purpose financial statements, which may be basic or consolidated, and that consist of:
- The balance sheet,
- The income statement,
- Changes in equity statement,
- Changes in financial situation statement, and
- The cash flow statement.
- The notes to the financial statements and,
- The statutory auditor’s opinion, if the company has one.
Additionally, article 41 establishes that the deadline for making this deposit is within the month following the date on which the financial statements are approved.
4. Do the financial statements have to meet any requirements?
Financial statements must be prepared in accordance with International Financial Reporting Standards (IFRS). In addition, article 37 of Law 222 of 1995 establishes that the financial statements must be certified by the legal representative and the public accountant under whose responsibility they were prepared. This certification consists of declaring that the statements contained in them have been previously verified and that they have been faithfully taken from the company’s accounting books and comply with the requirements of the applicable technical regulations.
In addition to the above, the financial statements may be submitted in a simple or authenticated photocopy with clear text so that their content can be reviewed without inconvenience. Additionally, the deposited documents’ name and date must be indicated and these documents must be signed by the company’s legal representative and by the public accountant that prepared the financial statements or the statutory auditor in cases where the company has one.
5. How is this information deposited?
The registration process of the documents mentioned above must be carried out before the Chamber of Commerce of the company’s domicile and may be done either virtually or in person, depending on the services offered by the corresponding Chamber of Commerce. For this, a letter signed by the company’s legal representative must be presented stating that the deposit of the financial statements will be made, along with the corresponding payment for these documents’ registration.
6. Are there any exceptions to this obligation?
Article 41 establishes that the different entities that exercise “inspection, surveillance and control” may establish cases in which the deposit of this information is not required or an additional means of publicity is required. In this regard, it should be noted that, as a general rule, this entity is the Superintendence of Corporations, which has not established any exception or additional requirement for this obligation. However, depending on the economic sector in which a company’s activity is carried out, the inspecting entity may be different and there may be exceptions or additional requirements. (e.g. the Financial Superintendence inspects and surveils those companies that perform activities that involve the management, use and investment of resources collected from the public).
Moreover, this article establishes that in cases in which companies have already deposited their financial statements before the Superintendence of Corporations, either at the request of this entity or because they are obliged to annually present financial statements before this superintendence, it is not necessary to also deposit them before the Chamber of Commerce.
7. What happens if this obligation is not fulfilled?
The Superintendence of Corporations has established that the non-preparation and dissemination of financial statements may result in the imposition of fines of up to 200 legal minimum monthly wages (approx. US$ 50.000). Additionally, the directors and the statutory auditor will be liable for the damages caused to the company, the partners or third parties for the non-preparation or dissemination of the financial statements.
In case you have doubts about this or any obligation of your company, do not hesitate to contact us.
 Superintendence of Corporations, Opinion 340-036460 of August 2, 2004
 Superintendence of Corporations, Opinion 220-51734.