Much has been said about the upcoming and imminent obligations regarding the issuance of invoices and tickets, as well as the future obligation of electronic invoicing, with all the IT adaptations and changes that all this will entail.

But there is still a confusion regarding the date of its entry into force and the real changes and adaptations that these issues will entail.

This document will attempt to bring some clarity to the current situation.

1. THE VERI*FACTU

• What is the objective of the regulation regarding VERI*FACTU?

The VERI*FACTU system and its regulation aim to combat tax fraud and, in particular, to prevent it when it is carried out with the help of software that facilitates the manipulation or concealment of sales.

From a practical point of view, compliance will basically involve the implementation of formal and technical requirements in the computer systems for issuing invoices, which will imply a general adaptation of the same, excepted only in the case where the company or professional is excluded from its application.

• Where and when was it regulated?

Its regulation began with Law 11/2021, which modified article 29 of the General Tax Law (hereinafter LGT) by drafting an apparently obvious addition: billing computer programs must guarantee aspects such as conservation, accessibility, ... but also their integrity, traceability and inalterability, even providing for a regulatory development that would require prior certification of compliance with these requirements by its producer (a qualified certificate that must be accepted by the AEAT, for which the system provider must appear on the list of qualified providers of trusted electronic services).

This was followed by the implementation of new sanctions (with fixed fines, among others, of €150,000 per year in case of non-compliance) introduced in article 201 bis of the LGT. 

Royal Decree 1007/2023 was subsequently approved, regulating some of the requirements for computer billing systems, which have finally been developed at the level of technical, functional and content details in Order HAC/1177/2024 recently published in the BOE of October 28, 2024.

The latter has allowed various computer programmers to recently begin their work on adapting their programs, now in accordance with official and published regulations.

It is important to note that the VERI*FACTU Regulation adds obligations to computerized billing systems (hereinafter SIF), but does not substantially change the content of invoices, beyond requiring the printing of a QR code on all invoices (including simplified invoices) printed.

• Where does it affect?

The changes affect taxpayers with tax domicile throughout Spain, except if it is located in the foral territories, which already have their own regulations in this regard.

• Who does it affect?

To all business owners and professionals who issue invoices with SIF except those included in the SII on a voluntary basis (because they have opted) or compulsory basis (which are those companies with a turnover of more than €6,010,121.04, those registered in the monthly refund scheme -REDEME- and VAT groups).

If being registered with the SII excludes you from VERI*FACTO, it is worth considering and, if necessary, assessing the possibility that at the end of 2025, business owners may prefer to request voluntary registration with the SII instead of having to comply with the VERI*FACTU requirements. This will be a decision to consider at the appropriate time.

The following are also excluded from VERI*FACTU:

• entities exempt from Corporate Tax (State, Autonomous Communities, etc.) and those partially exempt (e.g. non-profit entities) for operations that generate exempt income.
• Personal income tax payers (individuals) who do not carry out economic activities (for example, the rental of property when it is not considered an economic activity because it is carried out without having a person hired)
• non-residents, therefore taxpayers of IRNR, who obtain income without a permanent establishment.
• entities under an income attribution regime (e.g. joint property) that do not carry out economic activities.
• Those who pay taxes under the special regime for agriculture, livestock and fishing, the equivalence regime or the simplified regime when they do not have to issue an invoice (but be careful, because they are not absolutely excluded: the system is mandatory in the case where the invoice is required and is requested by a client)
• What does it affect?

It affects all invoices issued with SIF, including simplified invoices (which we usually call tickets), excepting only those operations for which an invoice must not be issued in accordance with the regulations of RD 1619/2012.

• And what operations are exempt from issuing an invoice?

For example, and with some exceptions, according to RD 1619/2012, transactions arising from the leasing of flats to individuals, businesses that are under the equivalence surcharge regime or under the simplified regime, activities authorised by the AEAT not to issue an invoice, etc. should not issue an invoice.

• What are invoices issued with SIF?

A SIF is the set of hardware and software used to issue invoices by performing the following 3 actions:

• Allow the entry of billing information (by hand, importing it, …)
• Maintaining billing information (storage in the computer system itself, output to the outside on a physical medium, or via telematic transmission to another computer system)
• Process information to produce other results (for accounting, record books, etc.).

VERI*FACTU does not apply to the issuance of invoices made on paper, in Word, with an Excel template, etc., but it does apply if, for example, the Excel can then be exported to a macro for other uses, such as accounting preparation.

And of course, reiterate that it affects both full invoices and simplified invoices (tickets)

It should be noted that the same SIF can be used by the same user to support various taxpayers, provided that it can be used as if they were independent SIFs.

• What requirements does the application of VERI*FACTO entail?: the existence of two versions

In addition to general compliance with the SIF requirements for integrity (using a “hash” fingerprint), readability (with defined .XML format), traceability (chaining of invoices with a record of the date with time zone, day, hour, minute and second in which it is generated), etc., there are two alternatives or versions for compliance.

For this reason, programs must have either the version that we will call strict VERI*FACTU, or the double version that will contain strict VERI*FACTU and the one called NO VERI*FACTU.

What features and differences do the strict VERI*FACTU version and the NO VERI*FACTU version have?

a) NO VERI*FACTU: system for issuing non-verifiable invoices.

Its characteristics are as follows:

• The computer system will not send a copy of the invoice to the AEAT , which, as will be seen below, entails certain requirements and a reinforced registry of invoices.
• All invoices will contain a QR code when issued in paper form. If they are electronic, their graphic representation will be replaced by the URL contained in the QR code.
• Each invoice must contain a fingerprint or “hash”
• The system must contain, as additional requirements, that:
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  • The files must be kept under your responsibility and always available upon request of the AEAT.
  • Each invoice must contain the electronic signature
  • The system must have a log of events (for example, in the event of a power failure, detection of anomalies, restoration of backup copies, etc.).

b) VERI*FACTU strict: system for issuing verifiable invoices.

Its characteristics are as follows:

• All invoices will contain a QR code when issued in paper form. If they are electronic, their graphic representation will be replaced by the URL contained in the QR code.
• Each invoice must contain a fingerprint or “hash”.
• The computer system will send an instant copy of the invoice to the AEAT. Its preservation is therefore assured.
• Each invoice, whether electronic or not, must contain the phrase “Invoice verifiable at the AEAT electronic headquarters” or VERI*FACTU”
• The issuing entity does not require immediate availability of the invoices to the AEAT.
• invoices do not require electronic signature.
• This system will have a free application (probably designed for very small businesses) for use in the virtual headquarters of the AEAT that will allow invoices to be issued but only in one's own name or by a representative with validated representation capacity (it seems that the social collaborator will also need to have his representation capacity validated). With this free program from the AEAT all invoices, including simplified ones, must contain a recipient. The invoices issued by this application as well as the billing records generated linked to them, can only be managed from this application.

The customer can always send the data of the invoice received to the AEAT using the QR reader. The AEAT will retain the data. If the issuer is in VERI*FACTU strict, the AEAT will inform the buyer if the invoice appears in their information; if the issuer is in the NO VERI*FACTU version, the AEAT will inform them that it is a non-verifiable invoice. In both cases, the AEAT will retain the information received.

The user is allowed to change from the NO VERI*FACTU version to strict VERI*FACTU, but if this change is made during the calendar year, the user cannot return to the previous version until the end of the calendar year.

In relation to the linking of invoices in the event that there are several billing centres, a variety of POS terminals, etc., it will be understood that for the purposes of the standard, each of them is a SIF.

The computer system must be certified with a responsible declaration from the entity producing it (with a series of mandatory information) that will appear in the computer system itself in all its versions.

• When will the new VERI*FACTU system be mandatory?

The regulation initially stated that VERI*FACTU should be applicable as of 1 July 2025. However, a period of 9 months had also been provided for computer operators to work on, adapt and certify their programmes from the publication of the Order that would allow their technical development. The publication of the latter on 29 October directly pushed the adaptation period to a date later than that planned for its application, which was contradictory.

As a result of all this, it is assumed that a modification of Additional Provision 4 of RD 1007/2023 will be approved soon, whereby the entry into force for legal entities will be postponed until January 1, 2026 and for natural persons until July 1, 2026.

As regards producers and marketers of computer systems, they must offer their products fully adapted before 29 April 2025 (the 9-month period provided for will therefore remain in effect), except for those computer systems included in multi-annual maintenance contracts, which must be adapted before 1 July 2025.

2. THE ELECTRONIC INVOICE

• What is the objective of the new regulation on mandatory electronic invoicing?

Its primary objective is to reduce late payments.

The regulations on electronic invoicing and VERI*FACTU can create synergies, but they have different objectives, with the electronic invoice being, above all, the control of late payments through an automatic information report to the AEAT on the invoice issued.

This information may result in delinquent entrepreneurs being excluded from competitions or not being granted subsidies, among other consequences.

• Where and when was it regulated?

At the moment, its regulation is limited to what was implemented in Law 18/2022 called Crea y Crece, which modified its article 2 bis providing for the implementation of electronic invoicing in the private sector.

• Who does it affect?

The need to issue electronic invoices has been mandatory since January 2015 for all B2G operations (between suppliers and public administrations).

The aim now is to extend the obligation to use electronic invoicing to taxpayers who are obliged to issue invoices and are affected by the Spanish Invoicing Regulations in the VAT application territory (hereinafter TAI) so that all B2B operations (between suppliers and their business clients) are included in TAI, regardless of the volume of operations of those affected.

Please note: there may be minority cases, but also affected ones. For example, non-TAI residents who issue an invoice to a TAI entity to which the reverse charge rule does not apply, because it is a rental of property in TAI. In this same case, there are doubts about its application if, for example, the landlord were also a non-TAI entity.

Conversely, a TAI business invoice to a non-business client (natural person) is outside the scope of electronic invoicing . Similarly, an EU business with a transaction subject to tax at destination would be outside the subjective scope of the electronic invoicing obligation.

Simplified invoices are excluded, but qualified simplified invoices (those that qualify for VAT deduction) are included.

Also excluded are cases where the invoice is issued voluntarily without being obliged to do so.

• When will it be mandatory?

Only to determine the start date of the obligation to apply it, the volume of operations of the immediately preceding calendar year has been taken into account, since if this is greater than €8 million, the obligation will begin one year after the development Regulation is approved, being 2 years for the rest of the entrepreneurs.

The latest version of the draft Regulation (not yet approved as of today) was released on January 24, 2024.

• How will it be applied?

Through two alternative systems:

a) with the use of private electronic billing platforms

b) with the use of a public platform, managed by the AEAT

• What information will be provided to the Tax Agency?

Both private platforms (and obviously the public one) and although the former can support various formats (Xml, UBL, Edifact, Facturae, ...) must always send a copy of all invoices to the public platform in Facturae format.

To do this, private platforms must be prepared to interconnect in all supported formats.

Likewise, the recipients of the invoices must inform the public platform within 4 calendar days (excluding Saturdays, Sundays and national holidays) of the status of the invoice (accepted or rejected, full payment and date thereof and, additionally, partial payment of the invoice).

In conclusion, these are two parallel systems, with common points but completely different purposes, which in any case will force all companies, regardless of their size, to undergo a significant IT, procedural and management adaptation process, for which, thanks to the extension of the deadlines, there will now be a reasonable amount of time to analyse how to manage all these changes that will inevitably occur.

As always, we remain at your disposal to clarify or expand on any questions that this article may have raised.