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  • Form of entity

    Corporation (Sociedad Anónima or SA)

    Separate and distinct legal entity. Admits a minimum of 2 shareholders. Managed by a board of directors who are elected by the stockholders of the corporation.

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    Separate and distinct legal entity. Admits exclusively 1 shareholder. SAUs are not allowed to be incorporated or wholly owned by SAUs. Managed by a board of directors who are elected by the only stockholder of the corporation.

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    Separate and distinct legal entity. Admits 1 or more shareholders. Managed by a board of directors who are elected by the stockholders. Its incorporation and development are entirely digital.

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    Separate and distinct legal entity. Admits a minimum of 2 members and a maximum of fifty. Managed by a single manager or several managers with full powers who may act individually, or by a Board of Managers acting by majority, appointed by the members.

  • Entity set up

    Corporation (Sociedad Anónima or SA)

    • 2 or more shareholders
    • The local management is in charge of a board of directors, which may have at least 1 member with no maximum number (at least 3 directors and 1 alternative director in case the company's capital stock exceeds ARS50 million). Directors shall last between 1 and 3 years in office, as provided in the bylaws. They may be re-elected. The majority of the board of directors must be composed of Argentine residents.
    • The president of the board is the legal representative of the company
    • Statutory auditor is optional. Mandatory if capital stock exceeds ARS50 million
    • Typical charter document: bylaws
    • Corporate Books: stock ledger, shareholders' meeting minutes, board of directors' meeting minutes and attendance records book
    • Should cash be paid out as consideration for the stock: only 25 percent must be paid up front, and the balance is paid within 2 years after that. When considerations for the stock are contributions in kind, the stock must be fully paid off at the time of subscription of the shares

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    • Only 1 shareholder
    • The local management is in charge of a board of directors, which may have at least 1 member with no maximum number (at least 3 directors and 1 alternative director in case the company's capital stock exceeds ARS50 million). Directors shall last between 1 and 3 years in office, as provided in the bylaws. They may be re-elected. The majority of the board of directors must be composed of Argentine residents
    • The president of the board is the legal representative of the company
    • Permanent control by government
    • Statutory auditor is mandatory (at least 1 regular and 1 alternate statutory auditor)
    • Typical charter document: bylaws
    • Corporate books: stock ledger, shareholders' meeting minutes, board of directors' meeting minutes and attendance records book
    • Capital stock shall be fully paid up upon execution of bylaws
    • SAUs are not allowed to be incorporated or wholly owned by another SAU

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    • 1 or more shareholders
    • The managers must be individuals, who may be appointed for an indefinite period. At least 1 director must be an Argentinean resident (provided that the Argentinian resident director is the legal representative of the company)
    • Statutory auditor is optional
    • Corporate books: carried by electronic means (stock ledger, minutes and attendance records book)
    • Should cash be paid out as consideration for the stock: only 25 percent needs to be paid up front, and the balance is paid within 2 years after that. When considerations for the stock are contributions in kind, the stock must be fully paid off at the time of subscription of the shares

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    • 2 or more members
    • The local management is in charge of single or several managers with full powers who may act individually, or a board of managers acting by majority. Managers may be appointed for an indefinite term. The majority of the board of managers must be composed of Argentine residents
    • The legal representative of the company may be a single manager. All managers or a president of the board of managers are entitled with full powers
    • Statutory auditor is optional. Mandatory if capital stock exceeds ARS50 million (at least 1 regular and 1 alternate member)
    • Typical charter document: bylaws
    • Corporate books: manager and quotaholders’ meeting minutes.
    • Should cash be paid out as consideration for the stock: only 25 percent must be paid up front, and the balance is paid within 2 years after that. When considerations for the stock are contributions in kind, the stock must be fully paid off at the time of subscription of the shares.
  • Minimum capital requirement

    Corporation (Sociedad Anónima or SA)

    Minimum capital of SA is ARS100,000.

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    Minimum capital of SAU is ARS100,000.

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    Minimum capital of SAS shall be twice the national minimum vital and mobile wage established at the time of its incorporation (as of January 2023: ARS 95,700).

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    No minimum capital requirement.

  • Legal liability

    Corporation (Sociedad Anónima or SA)

    Directors must act honestly and in good faith in best interests of the company. Directors may be held personally liable to the company, shareholders and third parties if they fail to comply with their general legal duties or specific duties contained in Argentine Law 19,550.

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    Directors must act honestly and in good faith in best interests of the company. Directors may be held personally liable to the company, shareholders and third parties if they fail to comply with their general legal duties or specific duties contained in Argentine Law 19,550.

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    Liability of directors of a corporation under Law 19,550 is applicable to SAS managers. In addition, individuals who are not managers or legal representatives of an SAS, or legal persons acting as managers, are liable in the same way as managers, and their liability will be extended to the acts in which they did not intervene but which they habitually performed.

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    In case of SRLs, when articles allow distribution of management powers among individual members of the board of managers, the board's liability depends on the individual performance of each manager.

  • Tax presence

    Sociedad Anónima (Corporation) and SRL (LLC)

    An SA, same as an SRL (LLC), is considered an Argentine resident for tax purposes and is obligated to pay taxes on income obtained worldwide, whether earned within Argentina or abroad. An SA may take the sums effectively paid abroad for analogous taxes for activities carried out abroad as a payment for taxes (within certain limits).

  • Incorporation process

    Corporation (Sociedad Anónima or SA)

    File bylaws for registration with the Public Registry. An "urgent" registration process may be followed to obtain the company's registration and its tax ID within 20 business days, in case no observations are made by the Public Registry in the City of Buenos Aires.

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    File bylaws for registration with the Public Registry. An "urgent" registration process may be followed to obtain the company's registration and its tax ID within 20 business days, in case no observations are made by the Public Registry in the City of Buenos Aires.

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    File bylaws for registration with the Public Registry. There is an established form of bylaws and public notice that, if used, shall enable the registration of the SAS within 20 business days through digital means in the City of Buenos Aires.

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    File bylaws for registration with the Public Registry. An "urgent" registration process may be followed to obtain the company's registration, its tax ID and corporate books within 20 business days, in case no observations are made by the Public Registry in the City of Buenos Aires.

  • Business recognition

    Corporation (Sociedad Anónima or SA)

    Well regarded and widely used.

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    This corporate type was introduced in Argentina in August 2016 pursuant the Argentine Civil and Commercial Code modification and is beginning to be used. Well regarded and widely used.

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    This corporate type aims to be a more agile and economic alternative, both in its incorporation and in administration and management. Its incorporation and development are required to be entirely in digital form. However, some provinces or jurisdictions have restored the use of digital corporate documents for this type of company.

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    Well regarded and widely used. This is the type of company is usually preferred by foreign shareholders due to tax purposes.

  • Shareholder meeting requirements

    Corporation (Sociedad Anónima or SA)

    Required to hold an annual meeting of shareholders to approve the financial statements of the company.

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    Required to hold an annual meeting of shareholders to approve financial statements of the company.

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    Required to hold an annual meeting of shareholders to approve financial statements of the company.

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    Required to hold an annual meeting of members to approve financial statements of the company.

  • Board of director meeting requirements

    Corporation (Sociedad Anónima or SA)

    The board shall meet at least once every 3 months.

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    Periodical meetings of the board are not required.

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    Periodical meetings of the board are not required.

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    Periodical meetings of managers are not required.

  • Annual company tax returns

    All corporations must annually file tax returns with federal and state tax authorities.

  • Business registration filing requirements

    Corporation (Sociedad Anónima or SA)

    Initial registration is required, as well as annual filings (ie, financial statements of the company before the Public Registry and the Tax Authority). Every appointment or resignation of directors, change of domicile or bylaws' amendments must be filed with the Public Registry for registration.

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    Initial registration is required, as well as annual filings (ie, financial statements of the company before the Public Registry and the Tax Authority). Every appointment or resignation of directors, change of domicile or bylaws' amendments must be filed with the Public Registry for registration.

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    Initial registration is required, as well as annual digital filings (ie. Financial statements of the Company before the Public Registry and the Tax Authority). Every appointment or resignation of directors, change of directors, change of domicile or bylaws' amendments must be filed with the Public Registry for registration.

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    Initial registration is required. Only SRLs which capital stock exceeds ARS50 million shall file their annual financial statements with the Public Registry. However, all SRLs must file their financial statements with the tax authorities.

  • Business expansion

    Corporation (Sociedad Anónima or SA)

    No need to change as business expands.

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    If the number of shareholders exceeds 1, the SAU must convert to an SA or SAS.

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    No need to change as business expands.

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    If the number of members exceeds 50, the SRL must convert to an SA or SAS.

  • Exit strategy

    Any corporate type shall file dissolution documents with the Public Registry.

  • Annual corporate maintenance requirements

    Corporations and single-shareholder corporations must pay annual fee to the Public Registry.

  • Director / officer requirements

    Not applicable for this jurisdiction.

    For more information on directors’ duties, see our Global Guide to Directors’ Duties.
  • Local corporate secretary requirement

    Not applicable for this jurisdiction.

  • Local legal or admin representative requirement

    Not applicable for this jurisdiction.

  • Local office lease requirement

    In some circumstances, the Tax Authority requires evidence of the declared domicile.

  • Other physical presence requirements

    Not applicable for this jurisdiction.

  • Sufficiency of virtual office

    Not applicable for this jurisdiction.

  • Provision of local registered address by law firm or third-party service provider

    A company must provide its registered address. In certain circumstances, a law firm office may provide the registered address until the local entity hires an office. In this case, the company is requested to move its registered office to its new location.

  • Provision of local director or corporate secretary by law firm or third-party service provider

    A company shall provide a local director. In certain circumstances, a law firm may provide a local director service at a monthly rate.

  • Nationality or residency requirements for shareholders, directors and officers

    Corporation (Sociedad Anónima or SA)

    Majority of members of the board must be Argentinean residents.

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    Majority of the members of the board must be Argentinean residents.

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    At least 1 director must be Argentinean resident (provided that the Argentinean resident director is the legal representative of the company).

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    Majority of the members of the board must be Argentinean residents.

  • Restrictions regarding appointment of nominee shareholders or directors

    Not applicable for this jurisdiction.

  • Summary of director's, officer's and shareholder's authority and limitations thereof

    Not applicable for this jurisdiction.

  • Public disclosure of identity of directors, officers and shareholders

    Not applicable for this jurisdiction.

  • Minimum and maximum number of directors and shareholders

    Corporation (Sociedad Anónima or SA)

    • 2 or more shareholders
    • Board of directors, which must have at least 1 member with no maximum number requirement (at least 3 directors and 1 alternative director in case the company's capital stock exceeds ARS50 million)

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    • 1 shareholder
    • Board of directors, which must have at least 1 member with no maximum number requirement (at least 3 directors and 1 alternative director in case the company's capital stock exceeds ARS50 million)

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    • 1 or more shareholders
    • The managers must be individuals, who may be appointed for an indefinite period

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    • 2 or more members (within a maximum of 50 members)
    • The local management is maintained by a single manager, several managers with full powers who may act individually, or a board of managers acting by majority. Managers may be appointed for an indefinite term
  • Minimum number of shareholders required

    Corporation (Sociedad Anónima or SA)

    At least 2 or more shareholders.

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    Only 1 shareholder is admitted.

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    At least 1 shareholder.

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    At least 1 or more members.

  • Removal of directors or officers

    Removal of directors or managers shall be approved by the shareholders meeting and then registered in the Public Registry.

  • Required and optional officers

    Not applicable for this jurisdiction.

  • Board meeting requirements

    Not applicable for this jurisdiction.

  • Quorum requirements for shareholder and board meetings

    Corporation (Sociedad Anónima or SA)

    The Board makes decisions by a simple majority of directors present at the relevant meeting, with a quorum of an absolute majority of total number of directors, unless the company's articles provide for a higher quorum and majority.

    In case of annual or regular shareholders' meetings, the required quorum shall be constituted by shareholders representing the majority of the voting shares. If quorum is not reached, the meeting may be held at a second call. In this case, the meeting is duly constituted with any number of shareholders present. On the other hand, special meetings require the presence of shareholders representing 60 percent of the voting shares, unless the articles provide for a higher quorum. If quorum is not reached, the meeting may be held at a second call. In this case, the meeting is duly constituted with the presence of shareholders representing 30 percent of the voting shares, unless the articles provide otherwise.

    Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

    The board makes decisions by a simple majority of directors present at the relevant meeting, with a quorum of an absolute majority of total number of directors, unless the company's articles provide for a higher quorum and majority.

    In the case of shareholders' meeting, quorum is reached if at least 1 shareholder of the company is present.

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    Meetings may be held physically or through digital means (ie, video or teleconference). Managers and members may call themselves to hold deliberations, with no need of prior notice. The management body's resolutions are valid as long as all members attend, and the majority as stated in the bylaws approve the agenda. Member's resolutions will be valid, provided that all partners attend and the agenda is passed unanimously.

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    The board makes decisions by a simple majority of the managers present at the relevant meeting, with a quorum of an absolute majority of total number of directors, unless the company's articles provide for a higher quorum and majority.

    In case of annual or regular members' meetings, required quorum is constituted by the shareholders representing the majority of the voting shares. If quorum is not reached, the meeting may be held at a second call. In this case, the meeting is duly constituted with any number of shareholders present. On the other hand, special meetings require the presence of members representing 60 percent of voting shares, unless articles provide for a higher quorum. If quorum is not reached, a meeting may be held at a second call. In this case, the meeting is duly constituted with the presence of members representing 30 percent of voting shares, unless the articles provide otherwise.

  • Must a bank account be opened prior to incorporation, and must the bank account be local?

    Not applicable for this jurisdiction.

  • Auditing of local financials. If so, must the auditor be located in local jurisdiction, and must the company's books be kept locally?

    All companies must have at least annual financial statements audited. The auditor must be located in Argentina and the company's corporate and accounting books must be kept locally.

  • Requirement regarding par value of stock

    Not applicable for this jurisdiction.

  • Increasing of capitalization if needed

    Not applicable for this jurisdiction.

  • Summary of how funds can be repatriated from your jurisdiction (ie dividends or redemption)

    When approving annual financial statements, shareholders' meeting may resolve to distribute dividends, which will be transferred to respective shareholders.

  • Restrictions on transferability of shares

    Corporation (Sociedad Anónima or SA)

    No restrictions, unless otherwise provided in bylaws. Transfers are reported to the company and recorded in the Stock Ledger Book.

    Single-Shareholder Corporation (Sociedad por Acciones Unipersonal or SAU)

    No restrictions, unless otherwise provided in bylaws. Transfers are reported to the company and recorded in the Stock Ledger Book.

    Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

    No restrictions, unless otherwise provided in bylaws. Transfers are reported to the company and recorded in the Stock Ledger Book.

    Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

    No restrictions, unless otherwise provided in bylaws. Transfers shall be reported and registered with the Public Registry of Commerce.

  • Obtaining a name and naming requirements

    Corporate name must contain the type of company it adopted. Name may be reserved before registering the company by paying and filing a form with the Public Registry, in case the chosen name is available.

  • Summary of "know your client" requirements

    Not applicable for this jurisdiction.

  • Approval requirements for amending charter document

    Amendments to bylaws in all companies must be approved by shareholders or members' meeting and then filed for registration by the Public Registry.

  • Licenses required to conduct business in jurisdiction

    Not applicable for this jurisdiction.

  • Process of purchasing and utilizing a shelf company

    Not applicable for this jurisdiction.

  • Key contacts
    Martin Mittelman
    Martin Mittelman
    Partner DLA Piper (Argentina) [email protected] T +5411 41145500 View bio
    Antonio Arias
    Antonio Arias
    Partner DLA Piper (Argentina) [email protected] T +5411 4114 5500 View bio

Minimum capital requirement

Argentina

Corporation (Sociedad Anónima or SA)

Minimum capital of SA is ARS100,000.

Single-Shareholder Corporation (Sociedad Anónima Unipersonal or SAU)

Minimum capital of SAU is ARS100,000.

Simplified Corporation (Sociedad por Acciones Simplificada or SAS)

Minimum capital of SAS shall be twice the national minimum vital and mobile wage established at the time of its incorporation (as of January 2023: ARS 95,700).

Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

No minimum capital requirement.

Australia

Branch

No specified minimum capital requirement.

Proprietary company

No specified minimum capital requirement.

Public company

No specified minimum capital requirement.

Austria

General Partnership and Limited Partnership

No minimum capital requirement.

Limited Liability Company

  • EUR35,000 minimum share capital, with at least EUR17,500 paid up in cash
  • A GmbH privileged at foundation may be established: the minimum share capital is EUR10,000, with at least EUR5,000 paid up in cash. The status as a GmbH privileged at foundation ends after 10 years after registration at the latest.
  • Formation by contribution in kind is possible.

Stock Corporation

  • EUR70,000 is the minimum share capital, with 25 percent of the minimum issue amount fully paid up in cash.
  • Formation by contribution in kind is possible.

Bahrain

With Limited Liability (WLL)

No minimum capital requirement as it depends on the activity/objective that will be undertaken.

Closed Shareholding Company (BSC(c))

Not less than BHD 250,000.

 

Foreign Branch (Branch)

No minimum capital required.

Belgium

Public limited company (société anonyme/naamloze vennootschap)

Minimum capital: EUR 61,500 fully paid up at the time of incorporation.

Above the minimum, each share must be paid up to 25 percent.

Next to a cash contribution, a contribution in kind can additionally be made.

Limited company (société à responsabilité limitée/besloten vennootschap)

There is no capital requirement. Obligation to have a net equity which is, taking into account other sources of financing, sufficient in the light of the envisioned activities.

Next to a cash contribution, also a contribution in kind or in industry can be made.

Belgian branch office of a foreign company

Not applicable for this jurisdiction.

Brazil

Limited liability company (Sociedade Limitada)

In principle, there is no legal requirement concerning the minimum capital for a Sociedade Limitada (except if a foreign person is expected to work as manager of the Brazilian company, in which case a minimum capital of BRL150,000 –approximately US$27,300 – plus the commitment to create 10 job positions within 2 years or a paid-in foreign capital amounting to at least, BRL600,000 – approximately US$109,000 – is required for visa purposes).

Corporation (Sociedade Anônima)

In general, there is no minimum capital requirement (except if a foreign person is expected to work as officer of the Brazilian company, in which case a minimum capital of BRL150,000 – approximately US$27,300 – plus the commitment to create 10 job positions within 2 years or a paid-in foreign capital amounting to at least BRL600,000 – approximately US$109,000 – is required for visa purposes).

Depending on the corporate purpose, there might be a minimum capital requirement, such as in the case of insurance companies and certain financial institutions.

Note: The Limited Liability Individual Company (EIRELI) is required to set up a corporate capital on the amount corresponding, at least, to 100 minimum wages in force in Brazil, which is currently equivalent to a total amount of R$110,000 (approximately US$20,000).

Canada

Corporate subsidiary (Corporation form rather than flow-through form) 

No minimum capital requirement – however, there are thin-capitalization rules that could deny deductions for interest payments to specified non-residents.

Chile

Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

There is no obligation for a minimum capital.

Corporation (Sociedad Anónima or S.A.)

There is no obligation for a minimum capital, except in the case of certain special corporations.

Simplified Corporation (Sociedades por Acciones or SpA)

There is no obligation for a minimum capital.

Branch of a Foreign Legal Entity (Agencia)

There is no obligation for a minimum capital.

China

No minimum capital required unless otherwise provided under the relevant laws, regulations or decisions of the State Council.

Colombia

General partnership (Sociedad Colectiva)

No minimum capital requirement. When incorporating a general partnership, partners must indicate amount of their contributions to the company.

Limited partnership (Sociedad en Comandita Simple y por Acciones)

No minimum capital requirement. The company's capital is composed of contributions made by limited partners. Managing partners may also contribute to the company's capital. 

Limited liability company (Sociedad de Responsabilidad Limitada)

No minimum capital requirement. When incorporating a limited liability company, partners must indicate amount of their contributions to the company.

Corporation (Sociedad Anónima)

Generally, there is no minimum capital requirement. Colombian Superintendence of Finance establishes minimum capital requirements if a corporation plans to  carry out financial activities. A corporation has authorized capital, subscribed capital and paid capital. 

Simplified stock company (Sociedad por Acciones Simplificada)

No minimum capital requirement. A simplified stock company has authorized capital, subscribed capital and paid capital. 

Czech Republic

Limited liability company

There is a minimum of CZK1.

Joint stock company

There is a minimum of CZK2 million or EUR80,000.

Denmark

Limited liability company (Kapitalselskab)

Limited liability companies must have the following minimum share capitals respectively:

  • Private limited company (anpartsselskab): DKK40,000.
  • Public limited company (aktieselskab): DKK400,000.
  • Limited partnership company (partnerselskab): DKK400,000.

The share capital may be paid in the form of cash, assets (non-cash contribution) or a combination of the 2.

It is possible to pay only 25 percent of the nominal share capital upon formation if the contribution is paid in cash only; however, at least DKK40,000 must be paid prior to registration.

The share capital may be increased or decreased late by following the procedures stipulated in the Danish Companies Act, which generally requires a decision by qualified majority of the shareholders.

However, the share capital may not be decreased below the company's legal minimum share capital.

Egypt

JSC

Minimum capital required is EGP250,000. However, the minimum capital of a JSC may vary depending on the company’s activity and the decrees issued regulating such activity. In respect of the JSCs whose shares are offered to public subscription, the required minimum capital is EGP500,000.

LLC

No minimum capital requirement. It is determined by the quotaholders in the company’s AoI.

OPC

Minimum capital required is EGP1,000.

Branch

Not applicable. The foreign-based company shall only deposit an amount equivalent to EGP5,000.

RO

Not applicable. The parent company shall only deposit an amount equivalent to EGP5,000.

Finland

Osakeyhtiö (Oy)

  • Private Limited Liability Company (Oy): EUR0
  • Public Limited Liability Company (Julkinen osakeyhtiö, Oyj): EUR80,000

France

Société par actions simplifiée (SAS)

The minimum is EUR1.

Société à responsabilité limitée (SARL)

There is a minimum of EUR1.

Société anonyme (SA)

EUR37,000.

Germany

GmbH – limited liability company

There is a minimum of EUR25,000.

Greece

Societe anonyme (S.A.)

The minimum share capital required for the establishment of a societe anonyme is currently EUR25,000, fully paid upon the establishment of the company.

Limited liability company (L.T.D.)

No minimum capital requirement.

Private company (P.C.)

No minimum capital requirement.

Hong Kong, SAR

Limited private companies

No minimum capital requirement.

Hungary

Private company limited by shares (Zrt.)

At least HUF 5 million (USD13,500).

Limited liability company (Kft.)

At least HUF 3 million (USD8,100).

India

Private limited company

No minimum capital requirement stipulated under the law. Typically, companies are incorporated with a nominal capital of INR100,000.

Indonesia

Limited liability company

Generally, the authorized capital is determined based on the agreement of the company’s founders (without any minimum requirement). Certain lines of business (such as banking, insurance etc.) will be subject to relevant regulations that may require a minimum amount of capital. At least 25 percent of the authorized capital must be issued and paid up as required under the Indonesian Company Law. The shareholders of a foreign investment company (a company with any number of foreign shareholders - a PMA company) must invest more than IDR10 billion for each line of business, excluding the value of any land and or building. The investment value is to be realized at a later stage (not at the time of establishment). For the establishment of a PMA company, a minimum of issued and paid-up share capital or equity is IDR10 billion.

Ireland

Private company limited by shares (LTD)

No minimum capital requirement.

 

External company

Determined by the laws of the jurisdiction of incorporation.

Israel

Company

No minimal requirement.

Branch / representative office

Not applicable.

Italy

Società a responsabilità limitata (S.r.l.)

Minimum capital requirement of EUR 10,000. It is possible to incorporate a S.r.l. with a corporate capital of less than EUR 10,000 provided that:

  • The corporate capital is at least equal to EUR 1
  • The entire amount must be paid in cash by the directors of the company and
  • A special reserve is formed to fill the gap in the capital with the future profits of the company.

Società per azioni (S.p.A.) 

EUR 50,000.

Japan

Registered branch

Depends on the governing law of the foreign company.

Kabushiki-Kaisha (KK)

JPY 1.

Godo-Kaisha (GK)

JPY 1.

Luxembourg

Private limited liability company (Société à responsabilité limitée or S.à r.l.)

EUR 12,000, fully paid-up upon incorporation.

Public limited liability company (Société anonyme or S.A.)

EUR 30,000, fully subscribed and at least 1/4 of each share must be paid up.

Special limited partnership (Société en commandite spéciale or SCSp)

No minimum capital requirement.

Malaysia

The minimum capital requirement is 1 share. 

Mauritius

For Global Business Corporations and Authorised Companies, the minimum capital requirement is USD1.

There is no minimum capital requirement for the PCC and for domestic companies. In practice, it will be of USD1 for PCC and MUR1 for domestic companies.

Mexico

S.A. de C.V.

No minimum capital requirement.

S. de R.L. de C.V.

No minimum capital requirement.

S.A.P.I. de C.V.

No minimum capital requirement.

Netherlands

Branch office

Determined by governing law of the head office.

B.V. (private company with limited liability)

No minimum capital requirement. Issued capital can be as small as EUR0.01 (or 1 cent in any other currency).

Co-operative U.A.

No minimum capital requirement. The membership agreement or, if so determined in the articles, the general meeting of members, can commit a member to make a payment of initial or additional equity into the co-operative.

C.V. (a limited partnership)

No minimum capital requirement, as long as each partner contributes some capital or other assets to the CV, as to be agreed by the partners.

New Zealand

Limited liability company

Limited liability companies have no specified minimum capital requirements. However, the Board must be satisfied that the relevant company satisfies the solvency test set out in the Companies Act immediately after making a distribution. The solvency test will be satisfied if: (1) the company is able to pay its debts as they become due in the normal course of business; and (2) the value of the company’s assets is greater than the value of its liabilities (including contingent liabilities).

Branch

No specified minimum capital requirement.

Nigeria

The minimum issued share capital of a private company shall be a sum not less than NGN100,000. However, for a public company, the minimum issued share capital is not to be less than NGN2 million. It is worthy of mention that companies with foreign participation are required to have a minimum capital of NGN10 million. It is eimportant to note that the concept of authorized share capital no longer exists under Nigerian law, and, as such, a Nigerian registered entity only has issued share capital per time.

Some sector-specific laws and regulations have also imposed higher minimum capital requirements for companies operating within that sector.

 

Norway

Private LLCs

NOK30,000.

Public LLCs

NOK1 million.

Partnerships with unlimited liability

No minimum capital requirement.

Peru

Corporation, Closed Stock Corporation and Open Corporation (Sociedad Anónima or S.A., Sociedad Anónima Cerrada or S.A.C. and Sociedad Anónima Abierta or S.A.A.)

There is no obligation for a minimum capital.

Limited Liability Company (Sociedad de Responsabilidad Limitada or S.R.L.)

There is no obligation for a minimum capital.

Branch of a Foreign Legal Entity (Sucursal)

There is no obligation for a minimum capital.

Philippines

Subsidiary

USD200,000 equity capital for domestic market enterprise, or USD100,000 paid-in capital, if:

  • Involved in advanced technology as determined and certified by the Philippines' Department of Science and Technology (DOST) or
  • Employs at least 50 direct employees (Filipino personnel) as certified by the appropriate regional office of the Department of Labor and Employment (DOLE).
  • Above minimum capitalization requirement is not applicable if the subsidiary intends to export more than 60 percent of its products, in which case the company will be incorporated as an export market enterprise.

Branch office

  • USD200,000 equity capital for domestic market enterprise
  • USD100,000 paid-in capital if:
    • Involved in advanced technology as determined and certified by the DOST or
    • Employs at least 50 direct employees (Filipino personnel) as certified by the appropriate regional office of the Department of Labor and Employment (DOLE)

  • Above minimum capitalization requirement is not applicable if the subsidiary intends to export more than 60 percent of its products
  • The Revised Corporation Code has removed the prescribed minimum paid-up capital requirement of PHP5,000. However, for certain corporations regulated by special laws which prescribe a minimum capitalization, such minimum capitalization will continue to apply. Further, if the branch will engage in business as a domestic market enterprise (ie, not for export) it is required to comply with the USD200,000 (or USD100,000) minimum capital discussed above.

  • In addition to the minimum capital requirement, the branch must deposit with the SEC acceptable securities with market value of PHP500,000
  • Within 6 months after each fiscal year, the branch must deposit additional securities equivalent in market value to 2 percent of its gross income in excess of PHP10 million

Representative office

Initial remittance of at least USD30,000. This is a one-time remittance requirement, but the representative office is fully subsidized by the head office.

Regional or area headquarters

Annual inward remittance of at least USD50,000.

Regional operating headquarters

Initial remittance of USD200,000. This is a one-time remittance requirement.

Partnership

  • USD200,000 equity capital for domestic market enterprise
  • USD100,000 paid-in capital if:
    • Involved in advanced technology as determined by the DOST or
    • Employs at least 50 direct employees (Filipino personnel).
  • Above minimum capitalization requirement is not applicable if the partnership intends to export more than 60 percent of its products

Poland

PLN5,000 for limited liability companies, PLN100,000 for joint-stock companies, PLN1 for simplified joint-stock companies and PLN50,000 for limited joint-stock partnerships. No limits exist in respect of other organizational forms.

As of March 1, 2021, all shares in non-public joint-stock companies and limited joint-stock partnerships are subjected to general and mandatory dematerialization. Shares in these entities can no longer exist in paper form but must instead exist as a digital record (ie, dematerialized form).

Mandatory dematerialization generates numerous obligations for joint-stock companies, in particular the companies are obliged to conclude an agreement with the external entity responsible for handling the register of shares.

Portugal

Save for some supervised entities (eg, fund management companies or collective investment companies), there are no capital requirements, except for the share capital minimum amounts above detailed in FORM OF ENTITY.

Puerto Rico

Corporations

No minimum capital requirement.

Limited Liability Companies

No minimum capital requirement.

Romania

Joint stock company (JSC)

  • Minimum share capital of RON90,000
  • Minimum nominal value per share of RON0.1

Limited liability company (LLC)

  • Minimum share capital – no minimum value
  • Minimum nominal value per share – no minimum value

Russia

Joint-stock company (public and non-public)

For a public joint-stock company: RUB100,000

For a non-public joint-stock company: RUB10,000

Limited liability company

There is a minimum of RUB10,000.

Saudi Arabia

Limited liability company

Although there is no statutory minimum capital requirement, in practice, MISA often requires foreign LLCs to have a capital of at least SAR500,000. In certain types of activities, specific minimum capital is prescribed by MISA:

  • Service/property investment project: SAR30 million

  • Service/property financing projects SAR200 million with 40 percent Saudi shareholding

  • Service/transport: SAR500,000

  • Contracting: SAR500,000 (but have revenue/asset value requirements)

  • Commercial (with minimum 25 percent Saudi partner): a minimum contribution from the foreign shareholder of SAR20 million and a pro rata contribution from the Saudi shareholder

  • Commercial (100 percent foreign): SAR30 million and commitment to invest at least SAR200 million – SAR300 million (subject to certain criteria) over the first 5 years.

Singapore

Limited liability company 

The minimum paid-up capital requirement is 1 dollar in the currency of the shareholder's choice unless a higher capital requirement is prescribed in a required license.

South Africa

There are generally no minimum share capital requirements in South Africa, however the laws of certain industries such as insurance and banking do impose minimum capital requirements. Companies can be formed with nominal share capital and funding can be provided by way of cash, assets or services subject to exchange control requirements in case of foreign investment.

South Korea

Joint-stock company (Jusik Hoesa)

Except for certain businesses that require additional licenses, there is no minimum capital requirement; however, in case of a foreign investor, at least KRW100 million is required for each foreign investor to be qualified for benefits under the Foreign Investment Promotion Law (the FIPL).

Limited company (Yuhan Hoesa)

Except for certain businesses that require additional licenses, there is no minimum capital requirement; however, in the case of a foreign investor, at least KRW100 million required for each foreign investor to be qualified for benefits under the FIPL.

Spain

Branch (Sucursal)

There are no minimum capital (fund allocation) requirements.

Limited liability company (Sociedad Limitada)

Minimum of EUR3,000.

Joint-stock company (Sociedad Anónima)

Minimum of EUR60,000.

Sweden

Limited company (aktiebolag or AB)

SEK25,000 for private AB and SEK500,000 for public AB

Trading partnership (handelsbolag or HB)

No minimum capital requirement.

Limited partnership (kommanditbolag or KB)

No minimum capital requirement.

Branch office (filial)

Not applicable for this jurisdiction.

Switzerland

Stock corporation

Minimum stated capital of CHF100,000 (or an equivalent amount denominated in a foreign currency that is of importance for the business activity). When issuing registered shares, 20 percent of the share capital, but minimum of CHF50,000 (or, if the share capital is denominated in a foreign currency, an amount equivalent to CHF50,000 in the foreign currency) must be paid-in at the time of incorporation.

Taiwan, China

Company limited by shares

None, unless the company is engaged in a business/industry that is required by the competent authority to have a minimum amount of capital or if it employs a foreigner to work in Taiwan.

Closely-held company limited by shares

None, unless the CHC is engaged in a business/industry that is required by the competent authority to have a minimum amount of capital or if it employs a foreigner to work in Taiwan.

Limited company

None, unless the company is engaged in a business/industry that is required by the competent authority to have a minimum amount of capital or if it employs a foreigner to work in Taiwan.

Branch office of a foreign company

None, unless the branch office is engaged in a business/industry that is required by the competent authority to have a minimum amount of working capital or if it employs a foreigner to work in Taiwan.

Thailand

Private limited company

As the amount of a share must not be less than THB5 and the minimum number of shareholders is 2, theoretically, the minimum registered capital amount required to incorporate a private limited company is THB10. However, this is generally not the case in practice, as private limited companies usually have a minimum registered capital in the amount sufficient to operate its business (ie, more than THB10).

Public limited company

No minimum capital requirement.

Partnerships

No minimum capital requirement.

Turkey

Joint-stock company (JSC)

Minimum capital requirement is TL50,000, while this amount is TL100,000 for the non-public JSCs, which accept the registered capital system.

Limited liability company (LLC)

Minimum capital requirement is TL10,000.

Ukraine

Limited liability company (LLC)

None, although a low amount of charter capital may sometimes be a trigger for counterparties.

Private Joint-Stock Company

Minimum charter capital for a PJSC constitutes 200 minimum wages as of the date of PJSC incorporation (the amount of minimum wage is stipulated by the law annually). As of January 2023, minimum charter capital of PJSC amounts to UAH1,340,000 (approximately EUR33,770).

In case of decrease of charter capital, the changed amount of the charter capital should be no less than 200 minimum wages as of the date of such increase, otherwise the PJSC will have to be liquidated.

United Arab Emirates

LLC

The UAE Companies Law does not prescribe any minimum share capital but the entity should have adequate capital to achieve the purposes of its incorporation and the capital shall consist of shares equal in value. Until recently, the generally accepted minimum share capital for an LLC registered in Dubai was AED 100,000 but we have now seen lower capitalization. Presently, there is no requirement to deposit the share capital in a UAE registered bank. It will suffice to include details of its share capital in the LLC's memorandum of association and to have the same duly notarized by the UAE notary public. The New Law may also set further capitalization requirements depending on the nature of the activity being carried and whether foreign investment will exceed 49 percent.

Branch

Not applicable for this jurisdiction.

FZ-LLC

Varies depending on which free zone the company will be registered with and sometimes the proposed activity. For example, in Dubai Media City, the minimum paid-up capital requirement is AED50,000 except for when the proposed activity is within the Broadcasting TV Segment and Radio Segment, which has a minimum capital requirement of AED2.5 million.

FZ-Branch

Not applicable for this jurisdiction.

Dual Licence Branch

Not applicable for this jurisdiction.

United Kingdom

Private limited company

Companies must have a share capital, which can be any value above 0.

Limited Liability Partnership (LLP)

There is no concept of share capital, and no minimum capital requirement.

Registered UK establishment

Not applicable for this form of entity.

United States

C corporation

No minimum capital requirement.

S corporation

No minimum capital requirement.

Limited liability company (LLC)

No minimum capital requirement.

Vietnam

Generally, there are no minimum capital requirements, except for some strictly regulated businesses (eg, banking, insurance, securities, education and real estate development).