Financial Crime World

Doing Business in Ecuador

A. Entity Formation

Types of Entities

Ecuador offers several types of entities that can be incorporated, including:

  • Sole proprietorship
  • Partnership
  • Corporation (SA)
  • Limited liability company (SRL)

Registration Requirements

Registration with the Commercial Registry is required for all entities.

Foreign Entities

Foreign entities can establish a presence in Ecuador through branches or subsidiaries.

B. Corporate Governance

Main Requirements

Companies in Ecuador must comply with the following corporate governance requirements:

  • Shareholders’ meetings
  • Board of directors
  • Auditors

Annual Shareholders’ Meetings

Annual shareholders’ meetings must be held once a year during the first three months of the year.

Foreign Investors

Foreign investors can participate in local companies, but they must comply with Ecuadorian laws.

C. Compliance

Main Requirements

Businesses in Ecuador are subject to the following compliance requirements:

  • Tax compliance
  • Labor law compliance
  • Environmental regulations

Supply Chain Compliance

There are no specific rules regulating supply chain compliance.

Annual Accounts and Financial Statements

Companies prepare and disclose annual accounts/financial statements in accordance with past practice, usually applying GAAP rules.

D. Tax

Main Taxes

Businesses in Ecuador are subject to the following taxes:

  • Revenues Tax (25%)
  • Currency Outflow Tax (5%)
  • 15% revenue sharing for employees

Tax Incentives

There are tax incentive regimes available in Ecuador through investment contracts with the central government.

E. Merger & Acquisitions

Merger Control Regime

Ecuador has a merger control regime administered by the Superintendence of Market Power Control (SCPM).

Foreign Investors

Foreign investors can acquire local companies, but subject to certain conditions and regulations.

F. Entity Closure

Dissolution and Liquidation Process

The most common way to wind up/liquidate/dissolve an entity in Ecuador is through the dissolution and liquidation process, which involves:

  • Approval from shareholders
  • Public deed
  • Registration with the Superintendence of Companies

Contacts

For more information about doing business in Ecuador, please contact:

Ricardo Menendez, Partner at Deloitte in Ecuador

rimenendez@deloitte.com +593.4.3700100 ext 1234