General Information

Company Law

Company Law No. 32 1927

Type of Company

Corporation

Language of Legislation and Corporate

Documents

Spanish

Taxation of Foreign Profits

Nil

Exchange Controls

None

Length of Time to Incorporate

5 working days

Shelf Companies Available

Yes

Corporate Names

Name Restrictions

Names identical, similar or offensive words

Endings and Abbreviations Required

Corporation, Incorporated, Sociedad Anonima, or its abbreviations

Length of Time to Verify Name Availability

2 hours

Reservation of Names Permitted

Yes

Language of Name

Any language using the Latin alphabet

Name of Banks, Insurance, Investment Fund, Trust Company or their equivalents requiring consent or license

Yes

Capital and Shareholders

Minimum Number of Shareholders

One

Local Shareholders Required

No

Corporate Shareholders Permitted

Yes

Disclosure of Shareholders

No

Minimum Authorised Capital Required

Yes

Bearer Shares Permitted

Yes

Registered Shares Permitted      

Yes

No Par Value Shares Permitted

Yes

Directors and Officers

Minimum Number of Directors

Three natural persons or corporate bodies

Qualifications of Directors

Legal age

Officers Required

Yes

Corporate Directors/Officers Permitted

Yes

Local Directors/Officers Mandatory

No

Appointment of Subsequent Directors/Officers

Articles of Association

Meetings

Annual General Meeting of Shareholders Required

No

Annual General Meeting of Directors Required

No

Location of Directors and Shareholders Meetings

Anywhere

Adoption by Consent Permitted

No

Quorum required for purposes of meetings

Determine by Company’s Articles of Association

Local Requirements

Qualified Registered Office/Agent

Yes

Government Register of Shareholders

No

Government Register of Directors/Officers

Yes

Government Register of Charges

No

Register of Directors/Officers to be kept at Registered Office

Yes

Copy of Minutes to be kept at Registered Office

No

Copy of Share Register to be kept at Registered Office

No

Company Seal Required

No

Annual Requirements

Minimum Annual License Fee or Franchise Tax

USD300

Annual License Fee or Franchise Tax Due Date

July 15 (for companies incorporated from January to June)

January 15(for companies incorporated from July to December)

Applicable Surcharges

US$50 (Additionally a US$300 penalty applies for nonpayment of more than one franchise tax)

Requirement to File Annual Returns

No

Requirement to Submit Annual Audited Accounts

No

Other Relevant Information

Member of Apostille of the Hague Convention

Yes

Increase or Reduction of Capital

Shareholder's resolution

Redomiciliation Prohibited

No

Reinstatement at Registry

No

Removal from Registry

Even if a company is dissolved, its corporate documents are kept at the Registry.