Company Incorporation Guide

Company formation Colombia for owners abroad

Applicable country/region: CO - Colombia

Published: October 2, 2026Updated: October 3, 2026

Written by our advisory team
Colombia rules and requirements
Checked against official sources

Guide overview

From the types of companies in Colombia to the first filings

For company formation, Colombia relies on the commercial register (registro mercantil) kept by the Chamber of Commerce (Cámara de Comercio) of the company's domicile. No company may trade until entered there, the Chamber's certificate of existence and legal representation proves the entry, and the same filing carries its tax registration. Incorporation by foreign companies or individuals turns on these decisions, in order: an S.A.S. or an Ltda., and whether owners abroad may hold all of it; why papers from abroad are apostilled and translated, and whom they identify; which local conditions are law or practice, and how costs build; what the tax registration switches on; and what comes next, from investment registration to the bank account and yearly renewal.

COMPANY TYPES

Company formation Colombia: S.A.S. or Ltda. as the legal form

A Sociedad por Acciones Simplificada (S.A.S.), a simplified stock company under Law 1258 of 2008, suits a one-owner business and is formed by a private document with authenticated signatures, or by deed for some contributed assets. A Sociedad de Responsabilidad Limitada (Ltda.), a limited liability company under the Commercial Code, is formed as a rule by public deed, its name ends in "Limitada" or "Ltda.", and each cuota transfer amends the bylaws by deed. The trap is tax: Ltda. partners answer jointly for company taxes in proportion to their contributions and time held, while S.A.S. shareholders are shielded except in fraud. Either legal form may be wholly foreign-owned without prior authorization, outside closed activities such as defense and national security.

Reading the company types

Rows cover ownership, shareholder and director rules, capital and notes for each company type.

Colombia LTDA Basic Information

Ownership:

Private Ownership

Limited Liability:

Positive

Publicly Participates In Capital Market:

Negative

Colombia LTDA Shareholder / Director / Secretary Requirements

Requirements For Shareholders:

Minimum two shareholders

Requirements For Directors:

Minimum one director

Legal Representative Not Mandatory:

Negative

Local Directors Not Mandatory:

Negative

Local Secretaries Not Mandatory:

Positive

Colombia LTDA Registered Capital Requirement

Minimum Registered Capital Requirement:

No minimum capital requirement.

Capital Injection Not Required:

Positive

Capital Injection Requirement:

No minimum capital injection requirement.

REQUIRED DOCUMENTS

Why the owners' file is apostilled and who it must identify

A founder abroad need not travel, since an attorney-in-fact can act under a power of attorney. Colombia is a party to the Hague Apostille Convention, so each public document from another member State, including a power signed before a foreign notary, carries that State's apostille, and documents not in Spanish need an official translation by a licensed translator (traductor oficial). The file also reaches past a corporate shareholder: every Colombian company reports its beneficial owners to the Registro Único de Beneficiarios Finales (RUB), so a shareholder that is itself a legal entity must show it exists, who represents it and who owns or controls it. Apostilles are added abroad before anything is signed or filed in Colombia.

Reading the documents

Rows are document types grouped by who provides them; each entry ends with its process and format.

Legal Entity Shareholders's Required Documents

Natural Person Shareholders & Directors's Required Documents

Passport:

Shareholder and director's passport front page scan; English notarization, and Apostille.

Process: ApostilleFormat: Scan Copy

Power of Attorney:

Power of Attorney (document provided by our company). Requires English notarization, and Apostille.

Process: ApostilleFormat: Scan Copy

REQUIREMENTS AND ESTIMATED COST

What the law requires and what practice adds

The address is required by law: the founding document states the domicile and the Chamber records an address for notices, though no official rule sets a lease term or demands a physical office. A resident director is practice: Colombian law calls the role legal representative (representante legal), and no statute makes them live in Colombia. Tax returns use an electronic signature also issued to people abroad, but banks and daily signing run more easily through someone local. One-off costs are the departmental registration tax on contributions, any share premium included, under Law 223 of 1995; the Chamber's fees, set nationally each year; and an Ltda.'s notary fees. The recurring cost covers the address, a representative, accounting and filings.

Reading the requirements

Base cost is the service and government fees; each requirement shows if it is included and what solving it costs; the estimate adds them up.

Base Cost

Service Fee:

USD 2,825

Requirements

Registered Address: Requires a Colombia address

To register a company in Colombia, a Colombia address is necessary. If you do not have a Colombian address, you can choose the address hosting service provided by TKEG Expat ™ (CH).

Included: No · Solution availableEstimated Cost: USD 3,000

Nominee Director: Colombian resident director needed

In practice, at least one director needs to be a Colombian resident. If no Colombian resident serves as a director, you can choose the Nominee Director service provided by TKEG Expat ™ (CH).

Included: No · Solution availableEstimated Cost: USD 9,250

Estimated Cost

Estimated Cost:

USD 2,825 – 15,075

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TAX

The first tax duties of a new company

Registration in the Registro Único Tributario (RUT) of the Dirección de Impuestos y Aduanas Nacionales (DIAN), the tax and customs authority, gives the company its Número de Identificación Tributaria (NIT). It is free, rides on the Chamber filing and lists the company's responsibilities, which decide the returns that follow. A company owned from abroad is responsible for IVA, the value-added tax (VAT), from its first taxed sale, and before its first electronic invoice it completes DIAN's enablement. As a withholding agent it files monthly returns only when it withholds. In corporate income tax (CIT), the annual income tax return also tests a minimum tax, and even the first return adds a reduced advance (anticipo) toward the next year.

Reading the tax data

Rows cover corporate income, withholding, value-added and capital gains tax, plus effective rates, for each jurisdiction.

PwC World Tax Summary OECD Statistics

Corporate Income Tax (CIT)

General CIT Rate:

35 (surcharges may apply)

CIT Return Due Date:

Between April and May, depending on the tax ID of each taxpayer.

CIT Payment Due Date:

Large taxpayers pay in three installments, in February, April (with the CIT return) and June. Other companies pay in two installments: the first in May with the CIT return, the second in July.

CIT Estimated Payment Due Date:

Big taxpayers: 3 installments. Other taxpayers: 2 installments.

Withholding Tax (WHT)

Resident Withholding Tax (Dividend/Interest/Royalty):

10/0-20/0-20

Non-Resident Withholding Tax (Dividend/Interest/Royalty):

20/20/20

Value-Added Tax (VAT)

General VAT Rate:

Learn More Value-Added Tax (VAT)

Capital Gain Tax (CGT)

General Capital Gain Tax Rate:

Effective Tax Rate (ETR)

Composite Effective Average Tax Rate:

32.93%

Composite Effective Marginal Tax Rate:

32.59%

Conclusion

What follows registration and what to do first

The foreign capital contribution arrives through the foreign-exchange market, and the exchange declaration (declaración de cambio) registers it with the Banco de la República automatically; no registration deadline applies. That registration later lets profits and sale proceeds go back abroad. To open a corporate bank account, the company needs a separate approval. The bank's know-your-customer checks need a current certificate of existence and legal representation. Yearly compliance goes beyond accounting: the matrícula mercantil is renewed with the Chamber by 31 March, and a statutory auditor (revisor fiscal) becomes mandatory once prior-year gross assets reach 5,000 or gross income 3,000 minimum monthly wages. Before sending any money, agree with the bank how the capital will come in.

Colombia

Jurisdiction Overview

About Colombia

Colombia is Latin America’s fourth-largest economy, offering a strategic location between North and South America, a young skilled workforce, and growing sectors in technology and services.

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