Surprising fact: since the Simplified Stock Company (SAS) appeared in 2008, over 95% of new companies choose it for its speed and flexibility.
We frame this guide as a practical buyer’s lens so you can see how declared capital interacts with company structures and law.
Most entities—SAS, SA, LTDA—have no statutory minimum, yet the declared capital still matters for registration taxes and some notarial steps.
We explain which structures fit different risk profiles, from partnerships with unlimited liability to foreign branches where the parent remains liable.
Our aim is to map the process from name clearance to DIAN RUT and commerce registry fees, so your investment planning and representative setup avoid surprises.
Key Takeaways
- SAS dominates because it allows private document incorporation and flexible bylaws.
- Declared capital affects a 0.7% registration tax and can change notarial needs.
- Choice of structure shapes liability, compliance, and auditor requirements.
- DIAN RUT/NIT registration differs by city — Bogotá offers in‑Chamber options.
- Plan for bank checks, initial deposits, and professional fees when budgeting.
Why minimum capital matters for business success in Colombia
Before you set an amount on paper, we explain why that figure affects more than just registration fees.
What it means in practice: For most modern company types—SAS, SA, and LTDA—there is no statutory floor. Still, the declared number you register drives a 0.7% registration tax and signals solvency to banks and partners.
Investor intent: balancing liability, flexibility, and tax exposure
We advise investors to match structure to goals. A SAS suits fast, single‑owner setups. An SA fits firms that want broader shareholder governance. An LTDA works for close partner groups but carries joint responsibility for certain labor and tax obligations.
Quick facts at a glance
- No floor: SAS, SA, LTDA usually do not require a starting figure.
- Registration cost: 0.7% of the declared sum at the Chamber of Commerce.
- Liability: Most entities limit liability to contributions; partnerships and branches can extend responsibility to parents or partners.
Practical tip: Size your declared amount to cover initial operations, banking requirements, and a small runway. Proper documentation speeds the registration process and reduces later legal friction.
minimum capital colombia by legal structure: SAS, SA, LTDA, partnerships, and branches
We compare common legal structures so you can match risk, governance, and registration to your plan.
Simplified Stock Company (SAS)
SAS allows a single shareholder and no statutory floor for starting funds. It uses private document incorporation and lets us amend bylaws by private agreement. Liability limits to contributed amounts and the name must include SAS.
Stock Company (SA)
An SA needs at least five shareholders and public deed incorporation. A statutory auditor is required. Deeds may remain private when assets are low or staff is under the threshold.
Limited Liability Company (LTDA)
LTDA fits 2–25 partners. Partners usually limit liability to contributions, but they share joint responsibility for labor and tax obligations. Transfers and amendments go through public deed and notary steps.
Partnerships and foreign branches
General partnerships expose all partners to unlimited liability. Limited partnerships split managing partners (personal liability) and limited partners (protected). Foreign branches act as the parent company and make the parent fully liable; they also require a statutory auditor and public deed registration.
Quick chooser: we prefer SAS for fast startups, SA for multi-investor governance, LTDA for partner groups, and branches only when parent-level risk fits the business model.
How capital levels affect fees, liability, and compliance
How much you register alters both one‑time charges and recurring obligations. We explain the cost drivers so you can pick an amount that balances fee efficiency and operational needs.
Chamber of Commerce registration tax at 0.7% of registered capital
The registration tax is fixed at 0.7% of the declared sum across the country. For example, a $50,000 USD declared amount typically yields roughly $350–$450 USD in total initial registration costs when you add ancillary fees.
Commercial registry fees tied to UVB values and asset classification
Annual registry fees use the UVB system (2025 UVB = 11,552 COP). Fees scale with reported assets. This design helps small businesses pay less and larger companies pay proportionally more.
Public deed, notarization, and when documents can remain private
When a public deed is required — SA and LTDA usually need notarization and deed registration. SAS often stays private unless complex asset transfers or contributions trigger notary steps.
| Registered Amount | Registration Tax (0.7%) | Est. Registry Fee (UVB‑based) | Typical Notary Fee Range |
|---|---|---|---|
| $10,000 USD | $70 USD | Low (UVB tier) | $50–$200 USD |
| $50,000 USD | $350 USD | Medium (UVB tier) | $150–$400 USD |
| $200,000 USD | $1,400 USD | High (UVB tier) | $400–$1,200 USD |
Practical steps: document contributions accurately, reserve your name via RUES to avoid delays, and forecast both the 0.7% registration tax and UVB‑based registry fees plus any notary costs. This gives a clear picture of initial and recurring compliance exposure for your company and partners.
From incorporation to DIAN: documents, RUT/NIT, and legal representative
Start-to-finish, we map the paperwork and local steps that convert signed bylaws into a registered company with tax identity.
RUT/NIT flow today: In Bogotá we can complete the RUT and receive the NIT at the Chamber of Commerce. Other cities use a provisional RUT first, then the final RUT/NIT at DIAN. DIAN registration is free, but timing varies by local office.
Required documents and name reservation
Prepare identification, the bylaws or public deed, and accurate corporate data to avoid rejections. We reserve the company name early through RUES to lock the preferred name and prevent rework.
Power of attorney, translations, and apostille
If founders are abroad, we secure a power of attorney and sequence apostilles and certified Spanish translations. Consular authentication may be needed for some foreign documents.
- Assign a legal representative with clear authority for filings, banking, and signing.
- Ensure partner information meets KYC and matches all documents exactly.
- Use a checklist to run RUES → Chamber registration → DIAN RUT/NIT in order.
| Step | Who | Typical Time |
|---|---|---|
| Name reservation (RUES) | Founders / Chamber | Same day to 3 days |
| Chamber registration & legal representative | Notary / Chamber | 2–10 business days |
| RUT/NIT finalization | DIAN (or Chamber in Bogotá) | Same day to 15 days |
Practical tip: we treat document consistency as non-negotiable. Matching names, numbers, and dates avoids notary or DIAN corrections and speeds business startup under Colombian law.
Bank accounts, transfers, and operational readiness
We guide you through bank setup and transfers so your company can start operations without cash-flow surprises.
Opening a corporate bank account: deposits and compliance
We align documents — bylaws, legal representative ID, and DIAN records — with the chosen bank’s onboarding checklist to speed the process.
Local banks can be flexible on opening balances. International banks usually ask for higher deposits but add global services and English support.
International wires and currency conversion
We plan initial transfers to cover wiring fees, FX spreads, and timing so your investment arrives intact. Typical recommendations range from a few hundred to several thousand USD to avoid delays.
Banking relationships, guarantees, and credit lines
We set signatory controls, gather proof of inflows, and build early bank relationships to access credit later. Foreign-owned firms may need personal guarantees or Colombian collateral. Además, es fundamental comprender los requisitos para accionistas en Colombia, ya que estos pueden influir en la capacidad de la empresa para operar y expandirse. Cumplir con estos requisitos no solo facilita las relaciones con las entidades financieras, sino que también mejora la percepción de la empresa en el mercado local. Así, asegurar una sólida base financiera y legal permite a las empresas extranjeras posicionarse de manera efectiva en el entorno colombiano.
- Process tip: complete registration and NIT before account opening when possible.
- Consider multi-bank setups to optimize fees and FX for recurring transfers.
| Need | Typical Ask | Benefit |
|---|---|---|
| Initial deposit | $300–$3,000 USD | Smoother onboarding |
| Proof of contributions | Bank statements, wire receipts | Clean accounting |
| Guarantees | Collateral or personal pledge | Credit access |
Budgeting your investment today: small, medium, and large capital scenarios
We outline three realistic funding scenarios so you can budget legal, banking, and tax costs from day one.
Small service companies with low funds: accessible SAS setup
Small service firms often choose a SAS for speed and low initial outlay. There is no statutory floor, DIAN registration has no fee, and the Chamber tax stays predictable at 0.7% of the declared amount.
Practical benefit: lean paperwork, private bylaws, and minimal bank deposit needs keep early costs manageable.
Medium-scale operations: proportional tax plus tailored legal and accounting
For medium-sized companies we budget the 0.7% registration tax, UVB-based registry fees, and more legal time when adding shareholders or special share classes.
Plan for ongoing accounting, potential audit thresholds, and increased professional fees as partners and governance complexity rise.
High-capital ventures: structuring, auditor triggers, and branch options
Large investments require detailed structuring. A stock company or branch can trigger mandatory auditors and stricter obligations.
Factor in wire fees, FX spreads, and more comprehensive tax planning. Align the legal representative’s authority with expected growth to avoid delays.
| Scenario | Key costs | Entity type | Notes |
|---|---|---|---|
| Small | 0.7% registration tax; low notary fees | SAS | Fast setup; private documents; low banking ask |
| Medium | Proportional tax; accounting fees; possible audit prep | LTDA or SAS | Budget for shareholder agreements and UVB registry tiers |
| Large | Higher tax base; audit, legal structuring, FX/wire costs | SA or branch | Statutory auditor likely; parent liability for branches |
For deeper market context and institutional guidance, consult this overview of market development to align investor expectations and funding plans.
Your next steps to incorporate with confidence in Colombia
Final checklist: we confirm your entity type, reserve the company name via RUES, and file at the Chamber of Commerce, accounting for the 0.7% registration tax.
We then coordinate DIAN steps so you receive your RUT and NIT promptly—either in‑chamber in Bogotá or via provisional RUT and DIAN elsewhere.
We appoint a legal representative with clear authority for filings, banking, and operations. We also set bank account requirements, anticipate deposits, and document contributions for future shareholders and partners.
Governance note: plan for auditors if you choose a stock company or a branch, and track UVB‑based fees and annual renewals so obligations stay current.
Workplan: name → Chamber registration → DIAN → bank account. We keep timelines tight so your company can operate fast and compliant.
