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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 two 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)

    • Two or more shareholders
    • The local management is in charge of a board of directors, which may have at least one member with no maximum number (at least three directors and one alternative director in case the company's capital stock exceeds ARS50 million). Directors shall last between one and three 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 two 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 one shareholder
    • The local management is in charge of a board of directors, which may have at least one member with no maximum number (at least three directors and one alternative director in case the company's capital stock exceeds ARS50 million). Directors shall last between one and three 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 one regular and one 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)

    • One or more shareholders
    • The managers must be individuals, who may be appointed for an indefinite period. At least one 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 two 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)

    • Two 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 one regular and one 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 two 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 February 2022: ARS66,000).

    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

Obtaining a name and naming requirements

Argentina

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.

Australia

Branch

A foreign company must determine that the business name it wishes to use in Australia is available and must reserve that name with ASIC. Once registered, the foreign company must display its name in a conspicuous position and in legible characters outside every office and place of business in Australia that is open and accessible to the public.

Proprietary company

A new company must have a name that is different from the name of a company that is already registered. A proprietary company limited by shares must have the words "Proprietary Limited" or "Pty Limited" as part of its name.

Public company

A new company must have a name that is different from the name of a company that is already registered.

A public company must have the words "Limited" or "Ltd" as part of its name. A company must display its name prominently at every place at which the company carries on business and that is open to the public.

Austria

Stock corporation (AG)

The name must not be misleading and must not cause confusion. The name must include a reference to the legal entity of a stock corporation in German; therefore, either "Aktiengesellschaft" or an abbreviated form, such as "AG,” must be included.

Limited liability company (GmbH)

 The name must not be misleading and must not cause confusion.  The name must include a reference to the legal entity of a limited liability company in German; therefore, either "Gesellschaft mit beschränkter Haftung" or an abbreviated form, such as "GmbH,” must be included.

Bahrain

With Limited Liability (WLL)

A WLL can have a special commercial name, which can be derived from its business objectives and include the name of a partner or partners, followed by the phrase or abbreviation "(With Limited Liability)" or "(WLL)."

Closed Shareholding Company (BSC(c))

A BSC(c) must derive their name from their business objective. The name of the company must always be followed by the phrase or abbreviation: "(Bahrain Closed Shareholding Company)" or "(BSC (Closed))."

Foreign Branch (Branch)

A branch of a foreign company that is established in Bahrain shall have a commercial name which must be identical to the name of the parent company.

Belgium

Public limited company (société anonyme/naamloze vennootschap)

Almost any name can be used, provided that it is not the same as, or similar to, another corporate name and that the use of the corporate name does not cause any confusion with or infringe on another company's name or trademark.

A company may require another company, having adopted the same or a very similar name which may cause confusion, to change its name and to pay for the damage caused by such confusion. Therefore, a preliminary search to determine whether the proposed name will create confusion with another company's name is required.

Limited company (société à responsabilité limitée/besloten vennootschap)

Almost any name can be used, provided that it is not the same as, or similar to, another corporate name and that the use of the corporate name does not cause any confusion with or infringe on another company's name or trademark.

A company may require another company, having adopted the same or a very similar name which may cause confusion, to change its name and to pay for the damage caused by such confusion. Therefore, a preliminary search to determine whether the proposed name will create confusion with another company's name is required.

Belgian branch office of a foreign company

Almost any name can be used, provided that it is not the same as, or similar to, another corporate name and that the use of the corporate name does not cause any confusion with or infringe on another company's name trademark. Names cannot be reserved in Belgium. In practice, Belgian branch offices use the name of the foreign company and add "Belgian branch office."

Brazil

Limited liability company (Sociedade Limitada)

A Brazilian company may have any name which is not being currently used by another company or is in conflict with an existing trademark or trade name of a potential competitor or a relevant company.

The company's name must include either the word "Limitada" or its abbreviation "Ltda." as the last word and indicate the core business of the company.

Corporation (Sociedade Anônima)

A corporation may have any name which is not being currently used by another company or is in conflict with an existing trademark or trade name of a potential competitor or a relevant company.

The corporation's name shall include either the words "Companhia," "Sociedade Anônima" or its abbreviation "S.A.," which is most commonly used, and shall indicate the core business of the corporation.

Canada

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

Proposed name can be reserved. Certain name requirements apply. It is possible to incorporate with a generic "numbered company" name.

Chile

As a general rule, the name of a company shall be established in the bylaws. The name may be freely agreed by shareholders or partners, but the use of a name may be restricted by companies that already use the same name.

Limited Liability Company (Sociedad de Responsabilidad Limitada or SRL)

The company’s name may contain the name of 1 or more of its partners or a reference to its purpose. The name must be followed by the word “limitada”. Without this word, partners will be jointly liable for the company’s obligations.

Corporation (Sociedad Anónima or S.A.)

The name must include the words “Sociedad Anónima” or the acronym “S.A.”.

Simplified Corporation (Sociedades por Acciones or SpA)

The name must end with "SpA".

Branch of a Foreign Legal Entity (Agencia)

The statement made by the agent must include the name under which the company will operate in Chile.

China

Proposed name must be reserved before incorporation or change of name.

Colombia

Proposed name must be approved by the Registry of Commerce.

Czech Republic

Limited liability company

Name has to be distinct and must show the legal form. Name must not be misleading or create a misunderstanding. Name must include a reference to the legal form of a limited liability company in Czech, therefore either "spolecnost s rucenim omezenym," or any abbreviated form like "s.r.o." or "spol. s r.o."

Joint stock company

Name must not be misleading or create a misunderstanding. Name must include a reference to legal form of a joint stock company in Czech, therefore either "akciova spolecnost" or an abbreviated form "a.s."

Denmark

Limited liability company (Kapitalselskab)

The name is required information in the memorandum of association and the articles of association.

The name must contain the name of the company form (A/S or ApS) and must be clearly distinguishable from the names of other enterprises registered by the Danish Business Authority.

The name must not include any family name, business name, distinctive name of real estate, trademark, distinctive mark or the like not belonging to the company.

Egypt

In general, a corporation may have any name that is not currently used by another company or that infringes on an existing registered trademark or trade name or cause confusion or misunderstanding to the company’s purpose or nature. An entity may submit its chosen name to GAFI for pre-approval.

JSC

A company's name can be derived from its purpose (ie, refer to its activity) or from the names of its shareholders. A Joint Stock Company must have the words "Joint Stock Company" or "JSC" as part of its name.

LLC

A company's name can be derived from its purpose or from a name of its quotaholders or any one of them. A limited liability company must have the words "Limited Liability Company" or "LLC" as part of its name.

OPC

A company's name may be derived from its purpose or from a name of its founder.

Branch

A branch must have the same name as a foreign-based company. The phrase "a branch of (name of foreign-based company)" must be added to a branch's name.

RO

An RO must have the same name as a foreign-based company. The phrase "an RO of (name of foreign-based company)" must be added to an RO's name.

Finland

Osakeyhtiö (Oy)

Company name is indicated in the articles of association. The Trade Register decides whether the name can be registered. The name must differ from other business names and trademarks in the company's line of business. The company name must include the word "Osakeyhtiö" or abbreviation "Oy," or Swedish word "Aktiebolag" or abbreviation "Ab." Public companies are required to include words "Julkinen osakeyhtiö" or "Oyj," or Swedish word "Publikt aktiebolag" or "Abp."

France

Société par actions simplifiée (SAS)

Must check that the name of the SAS has not already been registered with the French Trademark and Patent Office (Institut national de la propriété industrielle).

Société à responsabilité limitée (SARL)

Must check that the name of the SARL has not already been registered with the French Trademark and Patent Office (Institut national de la propriété industrielle).

Société anonyme (SA)

Must check that the name of the SA has not already been registered with the French Trademark and Patent Office (Institut national de la propriété industrielle).

Germany

GmbH – limited liability company

The name must be distinct and must show the legal form (GmbH).

Greece

Societe anonyme (S.A.)

Societe anonyme can be named after the type of business it is engaged in.

A company's name may also include the name and surname of founders or shareholders.

The company name must in any case include words "Societe Anonyme." If the company is single member, the name must include the words Single Member Societe Anonyme.

In the case company's object covers many fields, the company's name may be formed from the most important among them.

For a company's international transactions, company name may be presented in a foreign language, accurate translation or the Latin alphabet.

Verification regarding the nonexistence of previous registration of the corporate name at stake on the General Commercial Registry is mandatory before obtaining a name.

Limited liability company (L.T.D.)

Name of LTD could be either objective, which means it is formed according to the object and the purpose of the enterprise; or subjective, meaning it is formed by the name of 1 or more of partners; or a combination of the above. In addition, written mention of "Limited Liability Company" is obligatory, mainly to inform transacting parties. If the company is single member, the name must include the words Single Member Limited Liability Company.

Verification regarding the nonexistence of previous registration of the corporate name at stake on the General Commercial Registry is mandatory before obtaining a name.

Private company (P.C.)

Name could be either objective, which means it is formed according to the object and the purpose of the enterprise; or subjective, meaning it is formed by the name of 1 or more of partners; or a combination of the

above. In addition, written mention of "Private Company" is obligatory, mainly to inform the transacting parties. If the company is single member, the name must include the words Single Member Private Company.

Verification regarding the nonexistence of previous registration of the corporate name at stake on the General Commercial Registry is mandatory before obtaining a name.

Hong Kong, SAR

Limited private companies

No name reservation system. Name must generally end with "Limited." There are specific words that relate to the government and certain industries, which are prohibited.

Hungary

A corporate entity's name cannot be confusingly similar to the name of any other corporate entity already registered in Hungary. A name can only contain reference to "state" or "national" if the Hungarian State holds a majority interest in the corporate entity. If a third party has a legal interest in a name,  (element of it), such name (element) can only be used with the consent of the beneficiary.

The name selected by the shareholders or quotaholders is registered in the course of the initial company registration procedure by the court of registration. Shareholders or quotaholders may also conduct a so called advance name reservation procedure (if the name of the company is critical) before the foundation of the company. If the court of registration confirms that the desired name is registerable, it will be reserved for 60 days in favor of the applicant (so that the foundation documents can be signed and filed).

India

Private limited company

The name should reflect the main objects/business of the Indian company. In case the Indian company uses the same name as used abroad, a letter from the foreign company must also be given. In all states, a corporate ending such as “private limited.” must be used. Further, it is recommended that generic names be avoided and the proposed name include a descriptor. Name can be reserved for a maximum period of 60 days (initially, it will be reserved for a period of 20 days, which can be further extended to another 40 days upon payment of requisite fees) from the date of approval. If not incorporated within this time, the name lapses and becomes available to other applicants. Upon expiry of 60 days, a fresh application is required.

Indonesia

Limited liability company

The proposed name of a company must be approved by the MOLHR. By law, the name of a company must satisfy several requirements, such as it must be in Roman script, not already be used or be identical to that of another company, not be contrary to public order and or morality and not be identical to that of a government entity or international organization, unless approved otherwise. Current practice suggests that the proposed company name must consist of 3 words.

Ireland

Private company limited by shares (LTD)

The CRO approves the names of all companies and will reject a name that is currently registered or if the proposed name is offensive, misleading or otherwise objectionable. Every LTD must include the word "limited" or "teoranta" as the last word of the registered name (although this may be shortened to "ltd." or "teo." in subsequent usage). Prior to incorporation, it is possible on payment of a fee to reserve a company name for a period of 28 days.

External company

A branch may use the name of the company or adopt a separate name – typically, the company name with the appendix "Irish Branch."

The CRO approves the names of all branches and will reject a name that is currently registered or if the proposed name is offensive, misleading or otherwise objectionable.

Israel

Company

Names cannot be reserved and are subject to the approval of the Registrar of Companies. Names cannot be misleading, insult the public or its feelings and cannot contain registered trademarks unless given the consent of the holder of such trademark.

Branch / representative office

The branch will be registered under the same name as the Original Entity.

Italy

Società a responsabilità limitata (S.r.l.) and Società per azioni (S.p.A.)

The choice of the name for a limited liability is free; however, we suggest:

  • To avoid choosing names which are equal or very similar to those of competitors companies and
  • To carry out preliminary researches at the Italian Companies' Register.
  • Finally, the name of the company must include the legal form (i.e., "S.r.l." or "S.p.A.," as the case may be).

Japan

Registered branch

A corporate name cannot be mistaken for other companies, but this limitation is only applicable when other companies are located at the same address.

Kabushiki-Kaisha (KK)

A KK should use in its corporate name the words "Kabushiki-Kaisha." A corporate name cannot be mistaken for other companies, but this limitation is only applicable when other companies are located at the same address.

Godo-Kaisha (GK)

A GK should use in its corporate name the words "Godo-Kaisha." A corporate name cannot be mistaken for other companies, but this limitation is only applicable when other companies are located at the same address.

Luxembourg

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

The corporate name of an S.à r.l. must be different from the denominations of all the other existing Luxembourg companies. Availability of corporate name can be checked with the Luxembourg Register of Commerce and Companies prior to its incorporation, but cannot be reserved. Trademark and IP laws also apply to corporate denominations.

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

The corporate name of an S.A. must be different from the denominations of all the other existing Luxembourg companies. Availability of corporate name can be checked with the Luxembourg Register of Commerce and Companies prior to its incorporation, but cannot be reserved. Trademark and IP laws also apply to corporate denominations.

Special limited partnership (Société en commandite spéciale or SCSp)

The corporate name of an SCSp must be different from the denominations of all the other existing Luxembourg companies and partnerships. Availability of corporate name can be checked with the Luxembourg Register of Commerce and Companies prior to its incorporation but cannot be reserved. Trademark and IP laws also apply to corporate denominations.

Malaysia

The Companies Commission of Malaysia first approves the company name. A company name is unlikely to be approved if it is:

  • Undesirable or unacceptable
  • Identical to an existing company, corporation or business
  • Identical to a name that is being reserved under the Companies Act 2016 or
  • A name that the Companies Commission of Malaysia is ordered not to accept for registration by the Minister of Malaysia.

Mauritius

In order to incorporate a company in Mauritius, a company name may be reserved with the Registrar of Companies before an application for incorporation is lodged.

Where the liability of the shareholders of a company is limited, the registered word "Limited" or the word “Limitée” or the name of the company shall end with the abbreviation "Ltd" or "Ltée."

Almost any name can be used, provided that it is not the same as, or similar to, another corporate name and that the use of the corporate name does not cause any confusion with or infringe on another company's name or trademark.

The use of certain words in the name of a company are prohibited unless you obtain the written consent of the ROC. These words include: Authority, Government, Mauritius, National, etc.

Mexico

S.A. de C.V.

Proposed name shall be approved by the Ministry of Economy.

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

Proposed name shall be approved by the Ministry of Economy.

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

Proposed name shall be approved by the Ministry of Economy.

Netherlands

Branch office

Proposed names cannot be reserved in the Dutch Trade Register. Usually, the notary checks in the online Dutch Trade Register if the name is still available (ie, not yet registered as name of another company). The name of a branch office is often composed of the name of the head office followed by “Netherlands branch” or “Dutch branch.”

B.V. (private company with limited liability)

Proposed names cannot be reserved in the Dutch Trade Register. Usually, the notary checks in the online Dutch Trade Register if the name is still available (ie, not yet registered as name of another company). The name of a BV must begin or end with “B.V.”

Co-operative U.A.

Proposed names cannot be reserved in the Dutch Trade Register. Usually, the notary checks in the online Dutch Trade Register if the name is still available (ie, not yet registered as name of another company). The name of a co-operative UA must include the word “Coöperatief” and “U.A.”

C.V. (a limited partnership)

Proposed names cannot be reserved in the Dutch Trade Register. Usually, the notary checks in the online Dutch Trade Register if the name is still available (ie, not yet registered as name of another company). The name of a CV must include “C.V.” To prevent the limited partner from becoming liable as if they were a general partner, the name of the limited partner shall not be included in the name of the CV.

New Zealand

Limited liability company

New companies must have a name that is different from the name of any other company that is already registered (ie, the reserved name cannot be identical to, or almost identical to, the name of any existing registered company). A limited liability company must have 'Limited' or 'Tapui (Limited)' as part of its name. Additionally, certain names are expressly protected or restricted and may not be used (for example, the use of 'royal' in a company name) and cannot be used.

Branch

The branch of an overseas company must be identical to the name used to register the company in its home country.

Nigeria

The first step towards incorporating a company in Nigeria is to conduct an “availability search” at the registry in order to confirm that the proposed name of the company has not already been used and that same does not offend any provisions of the law or any existing trademark or trade name. Certain names (usually containing words such as “Federal,” “National” or “State”) can only be used with the consent of the relevant authorities. In addition, the Registrar-General of the companies’ registry may require supporting evidence for the use of certain words such as “group” or “holdings.”

Where following an “availability search,” the proposed name of the company is available, the same would be reserved for the use of the promoters of the company for an initial period of 60 days and for further renewable periods of 60 days. During the period of reservation, no other company can be registered with the reserved name or any other name which in the opinion of the companies’ registry is similar or identical to the reserved name.

Norway

Private LLCs

The name must include the word "aksjeselskap" or the abbreviation "AS." The name may not be identical to a name already registered with the NRBE and contain at least 3 letters.

Public LLCs

The name must include the word "allmennaksjeselskap" or the abbreviation "ASA." The name may not be identical to a name already registered with the NRBE and contain at least 3 letters

Partnerships with unlimited liability

If the partners have joint and several liability, the company name must include the words "ansvarlig selskap" or the abbreviation "ANS." If the partners' liability is pro rata, the company name must include the words "selskap med delt ansvar" or the abbreviation "DA." The name may not be identical to a name already registered with the NRBE and contain at least 3 letters

Peru

As a general rule, the name of a company shall be established in the bylaws. The name may be freely agreed by shareholders or partners, but the use of a name may be restricted by companies that already use the same name.

Corporation (Sociedad Anónima or S.A.)

The name must include the words “Sociedad Anónima” or the acronym “S.A.”.

Closed Stock Corporation (Sociedad Anónima Cerrada or S.A.C.)

The name must include the words “Sociedad Anónima Cerrada” or the acronym “S.A.C.”.

Open Corporation (Sociedad Anónima Abierta or S.A.A.)

The name must include the words “Sociedad Anónima Abierta” or the acronym “S.A.A.”.

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

The name must include the words “Sociedad de Responsabilidad Limitada” or the acronym “S.R.L.”.

Branch of a Foreign Legal Entity (Sucursal)

The competent corporate body of the parent company shall agree the name under which the branch will operate in Peru, which must include the words “Sucursal del Peru”.

Philippines

Proposed name must be verified and reserved with the SEC to ensure that it is distinguishable from names which are already reserved or registered for use by another corporation, or from names already protected by law, or that its use is not contrary to existing law, rules and regulations.  . The RCC now requires corporations to manifest its willingness to change its corporate name, immediately upon receipt of notice or directive from the SEC that another corporation, partnership or person has acquired a prior right to the use of such name or that the name has been declared as misleading, deceptive, confusingly similar to a registered name or contrary to public morals, good customs or public policy.

Entity's name must end with "Corporation," "Corp.," "Incorporated" or "Inc."

Poland

Commercial companies and partnerships can operate under any name as long as it is distinguishable and it includes the name of the legal form of the company (eg, spóka z ograniczon odpowiedzialnoci or sp. z o.o. in respect of limited liability companies, and spóka akcyjna or S.A. in respect of joint-stock companies). The requirement that the name, full or abbreviated, must appear in the business name of an entity also applies to partnerships. In addition, business names of partnerships must feature the name of at least 1 of the partners.

Business names are recorded in the business register. They may be changed following the incorporation, normally by means of a resolution of the partners (with respect to partnerships) or of the shareholders' meeting or the general meeting (with respect to commercial companies and limited joint-stock partnerships).

Portugal

In the traditional and online incorporation processes, the company’s name approval must first be obtained with the relevant authority. This name is suggested by the shareholders or its representatives, in a slot of 3 proposed names. Upon of name approval request, the registered office and activity of the company must also be presented in connection with the names suggested.

Names are approved in obedience to an assessment of non-susceptible to confusion with previously approved names, in particular in the same geographical area, and subject to a strict connection with the company’s corporate purpose.

Puerto Rico

Corporations

The name of the corporation must include 1 of the following terms: (i) Corporation, (ii) Corp., (iii) CRL, (iv) SRL, (v) Incorporated, (vi) Inc. or (vii) words or abbreviations of similar importance in other languages, provided they are written in roman letters or characters.

Note that, whenever words or abbreviations of similar importance in other languages are used, Corporation, Corp., Incorporated or Inc. must be included at the end of the corporate name.

Limited Liability Companies

The name of every LLC must contain the terms: (i) Limited Liability Company, (ii) Compañía de Responsabilidad Limitada, (iii) L.L.C. (iv) C.R.L., (v) LLC or (vi) CRL.

Romania

Name reservation is required.

To the extent the name include attributes such as "national," "Romanian" or derivatives thereof and/or words specific to central or local public authorities and institutions, prior approval of competent authorities is required.

Russia

Joint-stock company (public and non-public)

The company must have a full company name and may have a short company name.

In the event of public joint-stock company, the full company name must contain an indication that the company is public.

It is not allowed to include the words "Russia" or "Russian Federation" and derivate words (including "Russian") in the company name without obtaining special approval by the Russian government (such approval may only be granted if the company meets certain criteria).

Limited liability company

The company must have a full company name and may have a short company name.

The company name shall include the words “limited liability company.”

It is not allowed to include the words "Russia" or "Russian Federation" and derivate words (including "Russian") in the company name without obtaining special approval by the Russian government (such approval may only be granted if the company meets certain criteria).

Saudi Arabia

Limited liability company

LLC should have "limited liability" at the end of its name, which shall be derived from its purpose. The proposed name must be approved by MOCI.

Singapore

Limited liability company

An application for approval of name change has to be obtained from ACRA and a special resolution has to be passed in favor of the name change at an Extraordinary General Meeting or by circular resolution of the shareholders. The name change is effective upon the receipt of the notice of incorporation of company under the new name evidencing the filing of this resolution with ACRA. The new name should not be identical to another, undesirable or contain restricted words.

South Africa

All companies in South Africa, if they wish to reserve a name, may do so by submitting proposed names to the CIPC. The name may not be the same as that of another company, be considered propaganda for war, incite violence nor advocate hatred.

South Korea

Joint-stock company (Jusik Hoesa)

Registration of a trade name may be restricted within a given district if a corporation with the same trade name (in Korean) is already registered within such district.

Limited company (Yuhan Hoesa)

Registration of a trade name may be restricted within a given district if a corporation with the same trade name (in Korean) is already registered within such district.

Spain

Branch (Sucursal)

There are no requirements for a branch in Spain.

Limited liability company (Sociedad Limitada)

A certificate declaring that nobody has used the name chosen for a company is required.

Joint-stock company (Sociedad Anónima)

A certificate declaring that nobody has used the name chosen for a company is required.

Sweden

Limited company (aktiebolag, AB)

Company name is indicated in the articles of association. The SCRO decides whether the name can be registered. The company name must include the word "aktiebolag" or "AB." Public AB's company name must be followed by the wording "(publ)" in the articles of association, unless it is already clear from the company name that the AB is public. It is optional if the public AB also registers "(publ)'' in the company name itself. A private AB may not have the word ''publikt'' in the company name.

Trading partnership (handelsbolag, HB)

Name of a HB is registered with the SCRO. The SCRO decides whether the name can be registered. The name must include the word "Handelsbolag" and may not contain the abbreviation ''HB''. Protection for the name is granted within the county (Län) where the HB has its registered address.

Limited partnership (kommanditbolag, KB)

Name of a KB is registered with the SCRO. The SCRO decides whether the name can be registered. The name must include the word "Kommanditbolag" and may not contain the abbreviation ''KB''. Protection for the name is granted within the county (Län) where the KB has its registered address.

Branch office (filial, Branch)

A branch name must be approved by the SCRO. The SCRO assesses the suggested branch name and investigates if there are any registered trademarks which may prevent registration of a branch name. The business name of a branch must contain the word "filial." If the foreign-based company is a bank, the branch's name must contain the word ''bank''.

Switzerland

Stock corporation

The business name must indicate the legal form and must be clearly distinct from every other business name of businesses already registered in Switzerland. A reservation of a business name is not possible.

Taiwan, China

A Chinese name reservation must be made before filing for incorporation of a company or registration of a branch office by a foreign company.

Thailand

Entity's name must comply with regulation of, and be approved by, the DBD.

Turkey

Each company form must have a business title that shows the companies type as JSC or LLC (in Turkish) and gives  a hint on the business activities of the company (in Turkish), this must also be registered with the Trade Registry. Other than these 2 parts, there are language constraints.

Ukraine

Limited Liability Company

Companies must have a name in Ukrainian and may optionally have a name in English or other languages. Any name can be used in the Ukrainian version as long as it:

  • Contains the words "Limited Liability Company" in the expanded version and "LLC" in short version
  • Is not equal to a name of another LLC already registered in the companies register
  • Does not contain certain words that can be used only by some entities (such as "insurance," "bank," or "corporate investment fund") and
  • Contains only those letters, digits and symbols prescribed by law (ie, Cyrillic letters for a Ukrainian name, Latin letters for an English name, Arabic and Roman figures).

There are no specific requirements for the name of the company in English.

Private Joint-Stock Company

Companies must have a name in Ukrainian and may optionally have a name in English or other language. Any name can be used as long as it:

  • Contains the words "Joint-Stock Company" in the expanded version and "JSC" in short version
  • Is not equal to a name of another PJSC already registered in the companies register
  • Does not contain certain words that can be used only by some entities (such as "insurance," "bank," or "corporate investment fund"); and
  • Contains only those letters, digits and symbols prescribed by law (ie, Cyrillic letters for a Ukrainian name, Latin letters for an English name, Arabic and Roman figures).

United Arab Emirates

LLC

The trade name reservation is done online, and the relevant payment is made for the DED licensing authority to issue the Trade Name Reservation certificate. Certain restrictions apply when obtaining a name; for example, a name may not contain the word "Dubai," “UAE” or the names of countries or offensive or religious words.

Branch

Same as LLC. Please note that the branch should have the same name as its parent, followed by the name of the Emirate in which the branch is established – for example, a branch in Dubai will have the suffix "Dubai Branch."

FZ-LLC

Certain restrictions apply when obtaining a name; for example, a name may not contain the word "Dubai" and must contain the word FZ-LLC (or other suffixes as may be applicable in the relevant free zones).

FZ-Branch

An FZ-Branch should have the same name as its parent.

Dual Licensee Branch

A Dual Licence Branch must have the same name as its parent.

United Kingdom

Private limited company

Companies may generally select any name as long as:

  • it ends with the word "Limited" or "Ltd"
  • it is not the same as or too similar to a name already on the index maintained by Companies House
  • it does not contain certain restricted or sensitive words, symbols or expressions (such as "authority," "agency" and "court") and
  • it does not give the impression of being connected with the British Government or with a local

Limited liability partnership (LLP)

LLPs may generally select any name as long as:

  • it is not the same as or too similar to a name already on the index maintained by Companies House
  • it does not contain certain restricted or sensitive words, symbols or expressions (such as "authority," "agency" and "court") and
  • it does not give the impression of being connected with the British Government or with a local

Registered UK establishment

An overseas company can be registered using its corporate name (its name under the law of the country of incorporation), or an alternative name under which it proposes to carry on business in the UK as long as:

  • it is not the same as or too similar to a name already on the index maintained by Companies House
  • it does not contain certain restricted or sensitive words, symbols or expressions (such as "authority," "agency" and "court") and
  • it does not give the impression of being connected with the British Government or with a local

United States

Proposed name can be reserved. Certain name requirements apply. For example, corporations incorporated in the state of Delaware will require a "Corporation," "Corp.," "Incorporated," "Inc." or similar corporate indicator in the name.

Vietnam

The company registers a name upon applying for incorporation. The company's name may not be the same as another company's name (which has been registered) or similar enough to another company's name (which has been registered) to cause confusion.