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INCORPORATION IN ECUADOR

Incorporation in Ecuador divider

Lawyers of Latin America (LLA) has extensive international expertise in company formation services throughout Latin America and the world. Lawyers of Ecuador particularly has an extensive knowledge in Ecuador company formation and incorporation as well.

In the current global scenario, it is almost a must to incorporate locally in order to conduct business in most countries in which international investors and companies wish to expand or relocate to. You will be able to create a local and/or international legal structure that will serve your purposes to start a business in Ecuador thanks to our advisory services.

Incorporating in Ecuador companies

Forming a limited liability corporation in Ecuador should be a clear process that will enable you to engage into domestic business activities.

Incorporating in Ecuador

Creating Ecuador Companies

Our specialized attorneys will guide you through the entire incorporation process in Ecuador, in order to determine which type of legal entity is right for your objectives.

In general there are 2 main types of Ecuador companies:

1. Type of entity: Corporation or Compañia Anónima (S.A.)

Main characteristics:

  • The shareholders: a person and/or corporation, who can be Ecuadorian or foreign, public and/or private.
  • The shares can be freely negotiated without any limitation to third parties.
  • Because of the possible free trade of the shares this allows to have access to several legal instruments or methods that can be used to attract capital from outside investors.
  • It allows an unlimited number of shareholders. 

2. Type of entity: Limited Liability Company or Compañía de Responsabilidad Limitada (R.L.)

Main characteristics:

  • The shareholders: a person and/or corporation, who can be Ecuadorian or foreign, public and/or private.
  • The shares can NOT be freely negotiated without any limitation to third parties as the right of first refusal exists for outside investors.
  • Because of the possible free trade of the shares this allows to have access to several legal instruments or methods that can be used to attract capital from outside investors.
  • The company is controlled by its shareholders via the General Board.
  • The risk for its shareholders is limited to their capital contribution, protecting their personal patrimony from business related risks.
  • It allows up to a maximum of 15 shareholders.

Foreign nationals are not restricted as guaranteed by the Constitution to incorporate a company of Ecuador.

Common Requirements to Form an Ecuadorian Company

  • A minimum of 2 shareholders for either a RL or a SA.
  • Original Passport and Color Copy (for shareholders located in Ecuador).
  • If the shareholders are not physically in Ecuador, a Proxy will have to be prepared and properly legalized or Apostilled.
  • If the shareholder is a foreign company then a properly legalized Certificate of Goodstanding will be required.
  • If the shareholder is a foreign company a properly legalized Special Power of Attorney should be granted to a person or company located in Ecuador to appear before the Notary Public.
  • If the shareholder is a foreign company a properly legalized Minute Authorization of the Board of Directors authorizing its legal representative to form a local company on its behalf will be needed.
  • If the shareholder is a foreign company, a copy of the Articles of Incorporation will also be necessary.

Estimated Duration:

5 business days for companies that do not require very specific articles of incorporation or up to 3 weeks for more detailed articles of incorporation. In general, our expertise in forming and managing companies in Ecuador is centered on the formation of new legal entities and also in relation to opening subsidiaries and branches of foreign companies in order to take advantage of Ecuador business opportunities.

Other Related Services We Offer for Companies in Ecuador

  • Amendments of Articles of Incorporations and Bylaws
  • Amendments in the Social Capital of companies
  • Mergers and Dissolutions of Corporations
  • Direction of Board of Shareholder Meetings
  • Compliance with ALL local regulations including taxes and other obligations
  • Guides in respect to Corporate Governance

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