Beware of calling the general meeting through a private postal operator: the registry demands reliable proof to record resolutions
The BOE publishes a DGSJFP resolution that does not equate private operators' dispatch receipts with the registry proof required.
The Official State Gazette of 31 October 2026 publishes the Resolution of the Directorate General for Legal Certainty and Public Faith of 13 July 2026 on proving a general meeting call sent through a private postal operator. The novelty, as the Adara Legal analysis warns, is its official publication: it is not a new rule or a freshly issued resolution, but its appearance in the BOE turns the criterion into a reference for registrars and notaries.
The case: a director change that was not registered
The matter concerned a limited company whose bylaws required individual written notice by bureaufax, certified mail with acknowledgement of receipt or another reliable written means. Registration was sought of the removal of one director and the appointment of another, agreed at a meeting attended by 50 per cent of the voting rights. The documentation showed delivery attempts of the call and its subsequent non-collection.
The Directorate General dismisses the appeal and upholds the defect concerning the call. It reiterates, for the registry procedure and the circumstances examined, the difference between the documentary reliability attributed to the universal postal operator and the proof generated by other operators, whose assessment may require a contradictory judicial procedure. In plain terms: the dispatch receipt of just any private platform is not equated, without more, to the accreditation needed to register resolutions.
A second defect left unchallenged
The resolution contains an additional practical warning: the registry closure for failure to deposit annual accounts was a second defect that was not appealed. Even if the discussion about the call had been won, the file remained blocked.
What to review before sending the call
The practical check must happen before dispatch: the exact bylaw clause, each member's address, the means used and the documentation that will remain available for the notary and the Registry. The deposit of annual accounts should also be reviewed. The resolution does not allow stating that every private communication is invalid for any purpose; the problem addressed is its probative sufficiency in this specific access to the Registry.
Why reliable proof is decisive
Behind the criterion lies a simple evidentiary logic. The bureaufax and certified mail with acknowledgement of receipt provide an operator that certifies content and delivery; a private platform can prove dispatch, but its weight as full proof of the communication may require adversarial judicial proceedings, something incompatible with the speed of registry procedure. For the registrar, the question is not whether the call existed, but whether the documentation submitted accredits it with the sufficiency required for access to the register.
Source: Adara Legal, on BOE-A-2026-22840 (31 October 2026).
Related links
- Charges, land registry notes, mortgages and attachments
- Civil liability: what it is and how it works
- Ensis Legal and García Blanca merge into García Carbonell
Fuentes
- adaralegal.es. Accessed 2 November 2026.
The specific data in this article come from the official sources cited.
