Uruguay Company Formation - Sociedad Anónima
The Sociedad Anónima is the most frequently incorporated type of company by international investors in Uruguay.
A SA Corporation is considered to have offshore activities when the company has all its activities outside of Uruguay, nevertheless, it can be managed and domiciled in Uruguay.
The objectives of an SA corporation are very broad and must be geared towards activities outside Uruguay.
Your company name can be in any language, which uses the Latin alphabet, but the registrar may request a Spanish translation. We can check if your selected company name is available and then reserve it for you.
Our Company Formation fee includes:
- Company Name check and approval
- Filing incorporation documents with Registrar of Companies
- One set of standard corporate documents
- Registration of company directors with the public registry
- Provision of registered office address for one year
- Notarise company Articles of Association and signatures
- Obtain approval of company bylaws from the Auditoría Interna de la Nación
- Register with the National Registry of Commerce - Registro Nacional de Comercio
- Publish summary in the Official Gazette
- Dealing with the Tax Administration (Direccion General Impositiva) and certify the form after it is signed by shareholders
- Registration with the Tax Administration (Direccion General Impositiva) and the Social Security Bank (Banco de Previsión Social, BPS)
- Purchase the Libros de Trabajo - Labour Book
We can only give a fee quote once we know the activities and the number of directors and shareholders, the service we can provide include:
- Provision of a Company Secretary
- Provision of Registered offices with mail forwarding services
- Annual basic tax
- The Annual Fees include the following services:
- Annual Statutory Fee, which includes:
- Local registered agent
- Filing statutory returns with official departments;
- Attending to routine compliance matters, reviewing official correspondence received and other routine matters incidental to good corporate governance;
- Processing and Return Filing with Internal revenue, Registrar of Companies, and other official departments
- The Bylaws, publications and Certificate of Incorporation
- The Shares Certificates
- The Board Meetings Minutes Book
- The Shareholder Meetings Minutes Book
- The Daily book - for accounting entries
- The Inventory book - for accounting entries regarding the company’s capital
- All documents will be required certified
The shareholders can be of any nationality and need not be resident in Uruguay.
SA's only require one shareholder whose details do not appear on public record.
Only one Director is required and a local Director is not required.
Changes of Directors must be registered and communicated to government offices but they do not appear on the public file.
There is no restriction on the nationality, domicile or resident of the company directors
There is no minimum share capital requirement, the usual share capital is US$5,000.
Uruguay companies must maintain a registered office and registered agent within Uruguay, we can provide a registered office service in Uruguay.
There are no taxes on foreign assets or income, no taxes on distribution of dividends. The only tax due is an annual flat tax (ICOSA). Benefits from double tax treaties are also available.
Details of company directors and shareholders are not on public records.