Dominican Company Incorporation
Dominican Company Incorporation main steps are the following:
- Search before the Dominican Trademark Office, draft and file the request of registration to obtain a company trade name.
- Draft by-laws, minutes of the incorporation meeting and related incorporation documents. These may be drafted as private documents or as a notary public act for signing by the partners and managers for legalization by the acting notary public;
- Pay the incorporation taxes of one percent (1%) of the company’s registered capital before the corresponding Dominican Tax Administration (DGII);
- Prepare the business register application and file it along with the corresponding company incorporation documents after payment of business registration fee to obtain the company’s business registration certificate;
- Prepare and file the request to obtain the company’s Tax Identification Number (RNC);
- Register at DGII’s web page to obtain access and request fiscal invoice numbers (NCF);
- Enroll employees before the treasury of social security (TSS) and the ministry of labor.
This schedule serves as a guidance of the time required to form a new Dominican Company:
Register of company trade name 2 to 3 days
Drafting incorporation documents plus 2 days
annexes (Incorporation Meeting, By-laws, Business Register application)
Paying incorporation taxes on capital less than 1/2 day
Incorporation Meeting of shareholders less than 1/2 day
Legalizations by Notary Public less than 1/2 day
Registration in Business Register 2 to 3 days
Registration as Tax Contributor (RNC) 7 to 10 days
The following founding documents are needed to form the SRL company:
- Business Register request of registration form for Dominican Company, duly signed by the person that is authorized by the company or by an empowered attorney, for which a copy of the power of attorney shall be provided.
- By- Laws/Articles of Incorporation in private or notary act form containing the details required in legislation (including company name, registered domicile and purposes.
- Attendance List and Minutes of the Incorporation Meeting.
- Updated List of Partners/ Shareholders
- Report of the Commissary of Contributions, if applicable.
- Receipt of payment of the tax on the incorporation of legal entities.
- Photocopies of the Dominican Identity and Electoral Card and if foreign, Passport photo page or other official document with visible photo from the country of origin for the partners, managers and account commissary.
- Copy of the Trade Name Certificate issued by the Dominican Trademark Office.
- Declaration of acceptance of the appointments by the managers if this is not apparent from the by-laws and minutes of the incorporation meeting.
Our professionals can advise on the best corporate entity form for your business activity and assist throughout the company incorporation process and requesting business licenses.
ABOUT THE AUTHOR: Dr. Felipe Isa Castillo is a Partner, Head of International Business, Foreign Investment & Real Estate at ACLAW, a law Firm in the Dominican Republic. He specializes in international business, foreign investment and real estate law (International Legal Studies LLM in Georgetown University Law Center & Masters in International Business in Universidad Pompeu Fabra in Spain) with more than 20 years of experience in International Business and Trade, Foreign Investment, Free Trade Zones and Cross Border Real Estate practice. Dr. Felipe Castillo is also a Certified Bankruptcy Conciliator and Liquidator and Legal Interpreter.
Email: [email protected]
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Disclaimer: This publication is not intended to provide legal advice or suggest a guaranteed outcome as individual situations will differ and the law may have changed since publication. For specific technical or legal advice on the information provided and related topics, please contact the author.