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Company Formation · Uruguay

Set up a company in Uruguay.

Senior advisory on incorporation, banking and compliance in “the Switzerland of South America.” Territorial tax system, sophisticated banking, investment-grade rating — the credible LATAM holding-company jurisdiction. We deliver end-to-end, with a fixed quote in 48 hours.

25% Corp. Tax
0% Zona Franca
22% IVA (VAT)
2-4 Weeks to Live
Why Uruguay

The credible LATAM holding hub.

Uruguay holds the highest credit rating in Latin America, runs a territorial tax system, and offers OECD-aligned regulation with a sophisticated banking sector. For holding companies, software exporters, regional headquarters and family offices — it is the most credible jurisdiction in the region.

01

Territorial tax system

Uruguay taxes only Uruguayan-source income. Most foreign-source passive income (dividends, interest, royalties from outside Uruguay) is exempt from corporate tax — a structural advantage for holding companies and regional headquarters.

02

Zona Franca free zones

Qualifying companies in Uruguay’s Free Zones (Aguada Park, Zonamerica, WTC FZ, Punta Pereira) pay 0% corporate income tax, 0% VAT and 0% wealth tax on activities serving non-residents. The genuine offshore-grade incentive inside a credible jurisdiction.

03

Investment-grade rating

Uruguay is the only South American country other than Chile rated investment-grade by all three major agencies. Political stability, rule of law and central-bank credibility make it the regional bond-market benchmark.

04

Software industry exemption

Software development and consulting for export are eligible for a corporate tax exemption on qualifying income. Uruguay is now Latin America’s largest per-capita exporter of software services — with a growing tech ecosystem in Montevideo.

05

MERCOSUR member

Founding member alongside Argentina, Brazil and Paraguay. Free trade access to a combined market of 295 million consumers — plus active bilateral and trade-association agreements with Chile, Mexico, the EU, China and others.

06

100% foreign ownership

Uruguay’s Foreign Investment Law (Ley 16.906) explicitly guarantees national treatment for foreign investors. 100% foreign ownership is permitted across virtually all sectors, with full rights to repatriate capital and dividends.

Business Structures

Choose the right entity. First time.

The Companies Law (Ley 16.060) plus the Simplified Corporations Law (Ley 19.820, 2019) provide a flexible set of entity options. For most foreign investors, the SAS is now the right answer — faster, cheaper, and as robust as an S.A.

Most common · Recommended

Simplified Corporation (SAS)

Sociedad por Acciones Simplificada

Introduced in 2019 to modernise Uruguayan company formation. Faster, simpler and lower cost than a traditional S.A. while offering the same legal protection.

  • Min. 1 shareholder, 1 director (can be the same person)
  • 100% foreign ownership permitted
  • Electronic incorporation process
  • Flexible share classes and shareholder agreements
Larger ventures · listed potential

Corporation (S.A.)

Sociedad Anónima

The traditional Uruguayan corporation. Suitable where bearer-style anonymity is desired (though now registered with the BCU under transparency rules) or for listing on the Bolsa de Valores de Montevideo.

  • Min. 2 shareholders, supervisory board
  • Higher governance requirements than SAS
  • Required for certain regulated sectors
  • Notarised constitution mandatory
Smaller ventures · partnership

Limited Liability Company (SRL)

Sociedad de Responsabilidad Limitada

Partnership-style entity with limited liability. Less common since SAS arrived, but still used for smaller ventures or family-owned operations.

  • Min. 2 partners, max. 50
  • Capital in “social quotas,” not shares
  • Less flexible for capital raises
  • Full foreign ownership permitted
For foreign parent entities

Branch (Sucursal)

An extension of an overseas parent, registered in Uruguay. Useful where the parent wants to operate directly without forming a local subsidiary.

  • No separate legal personality
  • Parent liable for branch obligations
  • Locally-resident legal representative required
  • Annual filings of parent and branch accounts
Costs & Timeline

What it costs. How long it takes.

Indicative ranges for a foreign-owned SAS. Final fixed quote depends on structure, shareholders and ongoing support level — we confirm within 48 hours of a discovery call.

Formation Cost
From $2,800
All-in incorporation: RNC registration, DGI RUT tax number, electronic articles, registered office, government fees included.
Ongoing Compliance
From $550 /month
Bookkeeping, monthly DGI filings, annual financial statements, statutory filings, payroll for up to 10 staff.
Time to Live
2-4 weeks
From signed engagement letter to certificate of registration, RUT issued and operational bank account opened. SAS is materially faster than S.A.
Note: Free Zone (Zona Franca) operations, banking, insurance and certain regulated sectors require additional licensing which adds cost and time. We flag these on the discovery call.
Quick Estimator

Get an estimate in 30 seconds.

Three quick choices. We’ll show you an indicative cost range, monthly support fee and time to live — then send a fixed quote within 48 hours.

Step 1 · Structure

Which entity type do you need?

SAS (Simplified Corp.)
S.A. (Corporation)
SRL (Limited Liability)
Branch (Sucursal)
Step 2 · Setup

What does your shareholding look like?

100% foreign-owned
Zona Franca operation
Holding company structure
Step 3 · Services

How much ongoing support do you need?

Formation only
Formation + accounting & compliance
Fully managed
Your indicative estimate
Setup Cost
—
Monthly Support
—
Time to Live
—
Get my fixed quote → Talk to an adviser
Registration Process

From signed engagement to live entity.

The full Uruguayan SAS sequence under Ley 19.820. We handle every step — you sign electronic documents and review progress weekly.

Name reservation

Check availability and reserve the proposed company name through the Registro Nacional de Comercio. Two backup names recommended.

Authority: RNC · Timeline: 1-2 days

Articles of association (Estatuto)

We draft the constitutional documents in Spanish to match the agreed share structure, director arrangements and corporate purpose under Ley 19.820. For SAS, signed electronically; for S.A., notarised before a Uruguayan notary.

Drafted by G&G · Timeline: 2-3 days

RNC filing & certificate

Submit the constitutional package to the Registro Nacional de Comercio. Certificate of incorporation and unique company number issued on approval.

Authority: RNC · Timeline: 3-7 working days (SAS)

Tax registration (RUT)

Apply for the company’s Registro Único Tributario with the Dirección General Impositiva. The RUT is required before any commercial activity or banking.

Authority: DGI · Timeline: 3-5 working days

BPS social security registration

Register the company with the Banco de Previsión Social. Required if employing staff. Combined employer + employee contributions average around 22.5% of gross payroll.

Authority: BPS · Timeline: 3-5 working days

Beneficial ownership filing

Register the company’s ultimate beneficial owners with the Banco Central del Uruguay under transparency rules (Ley 19.484). Required for all Uruguayan companies.

Authority: BCU · Timeline: 2-3 working days

Bank account opening

Introductions to banks that actively onboard foreign-owned Uruguayan entities. Accounts opened in UYU and USD; both are routine in Uruguayan formal commerce.

G&G banking introductions · Timeline: 2-3 weeks (parallel)

Free Zone licence & investment registration

Where qualifying — we apply for a Free Zone user licence (User of Zona Franca) and register foreign investment with Uruguay XXI. Software exemption registration coordinated with DGI.

Authorities: Uruguay XXI + Free Zone operator · Timeline: variable
Laws & Regulations

The legal framework that applies.

A summary of the Uruguayan legislation that governs incorporation, tax, employment, data, environment and intellectual property. We track changes and brief clients ahead of filing deadlines.

Corporate Law

Formation & governance

  • Ley 16.060 — Companies Law (S.A., SRL)
  • Ley 19.820 (2019) — Simplified Corporations Law (SAS)
  • Ley 16.906 — Investment Promotion Law
Tax Law

Corporate & transactional

  • Código Tributario — tax administration
  • IRAE — corporate income tax (territorial)
  • Ley del IVA — value added tax
  • Ley 15.921 — Free Zones Law
Employment Law

Workforce & benefits

  • Ley de Empleo — employment contracts
  • Ley de Seguridad Social — BPS contributions
  • Ley de Seguridad y Salud en el Trabajo — workplace standards
Data Protection

Privacy & personal data

  • Ley 18.331 — Personal Data Protection Law (GDPR-aligned)
  • Regulator: Unidad Reguladora y de Control de Datos Personales (URCDP)
Environmental Law

Sustainability & permits

  • Ley 17.283 — General Environmental Law
  • Regulator: Ministerio de Ambiente
Transparency & AML

Beneficial ownership

  • Ley 19.484 — UBO registration with BCU
  • Ley 19.574 — anti-money-laundering framework
“
Why Grant & Graham

We’ve actually structured companies in Uruguay.

Senior advisers only

Every Uruguay engagement is led by a practitioner who has incorporated, banked and structured holding companies in Latin America — not by a junior reading the DGI website with Google Translate open.

Holding & Free Zone structuring expertise

Uruguay’s territorial tax system and Zona Franca regime are powerful tools, but only if the structure is set up correctly from day one. We design with the end state in mind — not just the incorporation.

Bilingual delivery

All filings, notarial work and BCU registrations in Spanish. All client communication in English. Certified translations where needed. No language friction in either direction.

Honest advice on jurisdiction

If Uruguay isn’t the right answer for your business — if Panama, Paraguay or a non-LATAM holding location would serve you better — we’ll tell you on the discovery call. No commission gets in the way of the right answer.

Frequently Asked

Common questions about incorporating in Uruguay.

What is the territorial tax system — and how does it benefit me?
Uruguay taxes only Uruguayan-source income. Foreign-source passive income — dividends, interest, royalties and capital gains from outside Uruguay — is generally exempt from corporate income tax. This makes Uruguay highly attractive for regional holding companies, family offices and businesses with international royalty / licensing flows. Note: rules tightened in 2023 to comply with EU fair tax standards; substance requirements apply for certain categories.
What is the Zona Franca (Free Zone) regime?
Uruguay’s Free Zones (e.g., Aguada Park, Zonamerica, World Trade Center Free Zone, Punta Pereira) allow qualifying companies to operate exempt from corporate income tax, VAT, wealth tax and most other Uruguayan taxes — provided the activities serve non-residents. The regime is governed by Ley 15.921 and is widely used by software firms, regional shared-service centres, logistics, and trading operations. Substance and employment requirements apply.
Can a foreign national or company own 100% of an SAS or S.A.?
Yes. The Investment Promotion Law (Ley 16.906) guarantees national treatment for foreign investors. 100% foreign ownership is permitted across virtually all sectors, with full rights to repatriate capital, profits and dividends. Uruguay is one of the most foreign-investor-friendly jurisdictions in LATAM.
Is there a minimum share capital requirement?
There is no statutory minimum share capital for an SAS under Ley 19.820. For traditional S.A.s, capital must be defined but there is no statutory minimum. In practice we typically recommend a nominal authorised capital of UYU 100,000 (USD 2,500) for most operating SASs, which supports banking introductions. At least 50% must be paid up at incorporation.
Why use an SAS instead of an S.A.?
The SAS (introduced in 2019) is faster to form, requires only one shareholder and one director, allows electronic incorporation, and offers more flexible share class arrangements. It is now the default choice for most foreign investors and startups. The S.A. is still preferred for larger ventures, certain regulated sectors, or when listing on the Bolsa de Valores de Montevideo is in scope.
Do I need a local director or representative?
No, there is no legal requirement for a Uruguayan-resident director for an SAS or S.A. However, certain banking relationships and Free Zone operations are materially easier with at least one local director or legal representative in place. We can arrange a qualified nominee representative as part of our service.
How long does it take to incorporate?
From signed engagement to a usable company — certificate of registration, RUT issued, BCU UBO filing complete and operational bank account live — typically 2 to 4 weeks for an SAS. Traditional S.A. takes 4-6 weeks due to mandatory notarisation. Free Zone licensing extends the timeline by 4-8 weeks.
Can I operate in US dollars?
Yes. Uruguay is a Sol Peso (UYU) economy but USD is widely used in formal commerce, real estate, B2B contracts and banking. Most banks offer parallel USD accounts. There are no foreign exchange controls on capital, dividends or profit repatriation. The country is famously open to USD-denominated transactions.
Start the Conversation

Ready to set up
in Uruguay?

Tell us in 25 minutes what you need. We’ll tell you honestly whether Uruguay is the right jurisdiction, which structure makes sense, and what it will cost — with a fixed quote in 48 hours.