Simplified Joint Stock Company (SAS)
Sociedad por Acciones Simplificada
Création d'entreprise en Uruguay
The SAS is best suited for: Foreign founders seeking a flexible Uruguayan corporate vehicle, Regional holding structures for South American operations, Tech companies accessing Uruguay's skilled workforce, Companies prioritising stability and a territorial tax system, Free zone operations for international trading and services. Uruguay operates a territorial tax system — IRAE (corporate income tax) at 25% applies only to Uruguayan-source income. Foreign-source income is exempt from IRAE. This makes Uruguay attractive for holding structures and companies with primarily international revenue. IVA (VAT) is 22% standard (10% reduced rate on certain goods). Dividends distributed from Uruguayan-source income are subject to IRPF at 7%. Withholding tax on dividends to non-residents is 7%. Free Trade Zone companies are exempt from all national taxes (including IRAE, IVA, and wealth tax) on activities conducted within the zone. IP Box regime allows 90% exemption on qualifying patent and software income.
- Foreign founders seeking a flexible Uruguayan corporate vehicle
- Regional holding structures for South American operations
- Tech companies accessing Uruguay's skilled workforce
- Companies prioritising stability and a territorial tax system
- Free zone operations for international trading and services
Faits essentiels
Processus de constitution étape par étape
Draft the articles of incorporation
Prepare the articles of incorporation (contrato social) specifying the company name, purpose, capital structure, shareholder details, and management rules. The SAS structure introduced in 2019 allows significant flexibility in governance provisions. A Uruguayan attorney typically assists with drafting.
Register with the National Commerce Registry
File the articles of incorporation with the Registro Nacional de Comercio (National Commerce Registry) under the Auditoría Interna de la Nación (AIN). The registry reviews the filing and publishes it in the official gazette. This step formally creates the legal entity.
Register with the DGI for tax purposes
Register with the Dirección General Impositiva (DGI) to obtain a tax identification number (RUT — Registro Único Tributario). Register for IRAE (corporate income tax), IVA (VAT), and any applicable payroll taxes. This can be completed online through the DGI portal.
Register with BPS for social security
Register with the Banco de Previsión Social (BPS) for social security and employment contributions. This is mandatory even for companies with a single director-shareholder. Employer contributions are approximately 12.6% of payroll.
Open a corporate bank account
Apply at a Uruguayan bank such as BROU (Banco de la República Oriental del Uruguay), Itaú Uruguay, Santander Uruguay, or HSBC Uruguay. Bring the company registration certificate, RUT, director identification, and proof of business activity. In-person presence is typically required. Uruguay's banking sector is well-regulated and relatively straightforward for legitimate businesses.
Documents requis
- Passport or national ID of all shareholders and directors
- Articles of incorporation (contrato social)
- Proof of registered office address in Uruguay
- Power of attorney (if registering through a representative)
- AML/KYC documentation for banking
Aperçu des coûts
Traitement fiscal
Uruguay operates a territorial tax system — IRAE (corporate income tax) at 25% applies only to Uruguayan-source income. Foreign-source income is exempt from IRAE. This makes Uruguay attractive for holding structures and companies with primarily international revenue. IVA (VAT) is 22% standard (10% reduced rate on certain goods). Dividends distributed from Uruguayan-source income are subject to IRPF at 7%. Withholding tax on dividends to non-residents is 7%. Free Trade Zone companies are exempt from all national taxes (including IRAE, IVA, and wealth tax) on activities conducted within the zone. IP Box regime allows 90% exemption on qualifying patent and software income.
Avantages et inconvénients
- South America's most stable and transparent institutional environment
- Territorial tax system — foreign-source income is exempt from Uruguayan tax
- Free Trade Zones offer complete CT exemption for qualifying companies
- SAS structure allows single-shareholder formation with flexible governance
- Highest internet penetration in Latin America — strong digital infrastructure
- 100% foreign ownership with no restrictions
- No exchange controls — free movement of capital
- Strong rule of law and independent judiciary
- Small domestic market (~3.5 million people)
- 25% corporate tax rate is mid-range but higher than some regional competitors
- 22% VAT is one of the highest in the region
- Higher cost of living and labour costs than most South American countries
- Bureaucratic processes can be slower than Chile or Colombia
- Limited direct flights and logistics infrastructure compared to larger neighbours
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CommencerThis content is educational and does not constitute legal or tax advice. Always consult a qualified professional for your specific situation. Data last verified March 2026.