Practice Area

Business Formation in Colombia

SAS incorporation, tax registration, commercial licensing and ongoing compliance, for companies with foreign shareholders or foreign management.

The SAS, and Why Almost Everyone Uses One

The Sociedad por Acciones Simplificada was created by Ley 1258 of 2008 and is now the default vehicle for almost every small and medium company in Colombia. It can be formed by a single shareholder, it limits that shareholder's liability, and its internal rules are largely whatever the bylaws say they are.

Foreign nationals and foreign companies can hold shares. There is no residency requirement to be a shareholder. A legal representative must be appointed, and practical banking and signing requirements usually mean that person needs Colombian documentation, which is where most foreign founders hit friction.

Formation is fast by international standards. Ongoing compliance is the part people underestimate: the commercial registration is renewed annually, tax filings run on a schedule tied to your NIT, and letting either lapse creates problems that cost more to fix than to avoid.

  • Formation Documents

    Bylaws setting out the corporate purpose, capital structure, share classes and the powers of the legal representative. Drafted once, and worth drafting properly, because amending them later means going back to the Camara de Comercio.

  • Camara de Comercio

    Registration with the chamber of commerce in your city creates the company and produces the matricula mercantil. This is renewed every year, and the renewal is a common thing for foreign owners to miss.

  • RUT and NIT

    Tax registration with DIAN produces your NIT, the tax identification number. Required before you can invoice, open a corporate bank account, or hire anyone.

  • Banking and Capital

    Opening a corporate account is usually the slowest step for foreign-owned entities. If capital is coming from abroad, it should enter through the regulated exchange channel and be registered, which also protects your ability to repatriate later.

Services

What Corporate Attorneys Handle

Formation and compliance handled by corporate attorneys working with foreign-owned entities.

SAS Incorporation

Bylaws, name search and reservation, Camara de Comercio registration, and appointment of the legal representative.

Tax Registration

RUT and NIT registration with DIAN, activity code classification, and electronic invoicing setup.

Branch and Subsidiary Setup

Establishing a Colombian branch of a foreign company, including the additional documentation and apostille requirements that differ from forming a local SAS.

Foreign Investment Registration

Registering incoming capital through the regulated exchange channel so that dividends and eventual sale proceeds can leave the country cleanly.

Employment and Contractor Documents

Employment contracts under the Codigo Sustantivo del Trabajo, contractor agreements, and the distinction between the two, which Colombian labour authorities examine closely.

Ongoing Compliance

Annual matricula renewal, shareholder meeting minutes, statutory books, and the filing calendar tied to your NIT.

Fees are set by the attorney, not by us. You receive a written scope and quote before any work begins, and you are free to walk away at that point.

Forming a Company in Colombia?

Tell us what you are building and where. We will connect you with a corporate attorney who works with foreign founders.

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Company formation and residency are often planned together, and the order matters. Our visa page covers the immigration side. Visa & Immigration

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