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Formation. Only licensed Agents may organize company in Uruguay, by subscribing to a Memorandum and Articles of Association as incorporators. The usual procedure is for a nominee to act in this capacity. The Memorandum and Articles of Association must be signed by the subscriber. OLYMPUS SERVICES provides the service to act as the nominee shareholder

 

Board of Directors. The Board of Directors of the company shall consist of at least one person who may be an individual or a company.

 

Taxation. The Financial Investments Corporations pay only a single annual tax of 0.3% on capital and capital reserves. This tax is computed on the basis of the Balance Sheet of the company, depending on the operations of the company.  

 

Capital. The authorized standard capital is US$100,000.00. It is necessary to issue shares to 5% of the capital. The capital may be expressed in any foreign currency and the Accounting Book may be kept in this currency as well.

 

Bearer Shares. Bearer shares are allowed within this jurisdiction.

 

Purposes. A SAFI may engage in commercial activities or invest, directly or indirectly, abroad, in titles, bonds, shares, debentures, real or personal assets, on its own account or on account of third parties.

 

It must invest abroad, at least fifty percent of its assets, and the income from foreign sources must be in excess of fifty percent of its total income.

 

Powers of Attorney. A company may grant general or special Powers-of-Attorney to any person, to act on its behalf and to execute contracts, agreements, deeds and other instruments. These powers are not recorded in the Public Registry.

 

Amendments. The Memorandum and Articles of Association may be amended by either a resolution of directors or of shareholders and the amendment filed with the Registry of Companies.

 

Certificates of Good Standing. Good Standing Certificates for SAFI or HOLDING can be obtained upon application to the Registrar of Companies.

 

Change of corporate domicile. An Uruguay company may transfer its domicile to a foreign jurisdiction permitting such transfer. A foreign jurisdiction company may continue its existence as an Uruguay company upon approval of the necessary Resolution by the Board of Directors or appropriate corporate body, registration of the Articles of Incorporation with the Registrar of Companies, and issue of a Certificate of Transfer .The company will then continue as an Uruguay company regardless of provisions to the contrary, under the laws of its former jurisdiction.