From November 9, notaries will for the first time be able to process contracts, set up companies and appoint administrators electronically, remotely. It will be via video conference and the authorization and signature of the documents required in each case will be done through the notary’s electronic headquarters, which can be accessed through the Citizen’s Notarial Portal (Portalnotarial.es).
In this way, Spanish notaries will respond to the requirement of the European Union (embodied in directive 2019/1151) to allow any citizen to set up a limited company in another member country without the need for physical presence, a requirement that it was incorporated into Spanish legislation in May (law 11/2023) and notaries were given six months to adapt the computer systems and apply it.
“The video conference will make it possible to speed up corporate procedures that companies urgently need and to solve social situations in which it is difficult to gather in person all the people who should be present, because the legislators have extended the possibility of using telematic means for more procedures than the simple incorporation of companies as required by the directive”, comments José Alberto Marín, dean of the Notarial College of Catalonia, who has participated from the beginning in the process of digitizing notarial actions.
However, in this list of procedures that can be completed entirely online, there are practically none of the ones that individuals do more often, such as the signing of sales, loans or wills.
“The legislator has opted for prudence because advising and checking that people sign papers freely, without being coerced, is a fundamental task of the notary, and through video conference we only see a plan of the client, we cannot know in what conditions it is the person on the other side and if there are negative circumstances that affect the decision”, explains Marín.
For this reason, he says, purely telematic procedures are restricted to commercial documents, such as the incorporation of companies, increases in capital, appointment of administrators, changes in the address of companies, acts of general meetings… “They are acts which is signed by the administrator or the secretary of the board of directors, who are people who are familiar with the business and used to dealing with notaries”, he justifies.
One of the few procedures, if not the only one, that individuals can carry out by video conference is the processing of notarial powers of attorney, “as long as they are not general powers of attorney, but for a specific issue, because we consider that in this case the possible negative consequences are more limited”, explains the dean of the Notarial College of Catalonia. And it is also expected that wills can be signed in exceptional circumstances of confinement due to a pandemic.
But the fact that individuals cannot electronically sign marriage, divorce, inheritance and mortgage papers does not mean that they cannot take advantage of the notaries’ digital portal and systems such as videoconferencing to speed up the procedures. They can carry out all the previous counseling interviews, the consultation of documents or deeds already signed electronically, and in this way they will only have to travel to the notary on the day of the signature.
