Texto Ordenado de la Ley de Sociedades Comerciales. Sociedades Anonimas (incluye modificaciones Ley OPAS) actualizada al 7 de Available at http://www. legislnormativa/normativavalores/pdf_leyes/leypdf. Ley Títulos VI, IX y XVI Integrantes: Marcela Espinoza Mayra Castillo Diego Mira Título VI De las juntas de accionistas. Título IX. Nueva legislación sobre sociedades anónimas: índice analítico de materias, compendio alfabético, texto de la Ley 18, by Hernán Castro Ossandón(Book ).
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Foreign investors are basically free to choose the form of company in Chile. Possible shareholders are all domestic and foreign, legal and natural persons.
Neither of the companies require a minimum equity.
For foreign le, there is the possibility of opening branches in Chile. The establishment of such a branch of a foreign-based company needs no complex formalities except for the authorization of a representative by legalized power of attorney.
Special rules apply for the establishment of branches of foreign stock-corporations Agencias de Sociedades Anonimas Extranjeras. Those require the authorized representative of the foreign company filing a series of documents with Spanish translation at a Chilean notary for a list of documents listed in Art. A summary of the notarial protocol is then within 60 days of the commercial register Registro de Comercio registered and published in the Chilean Officia Journal Diario Oficial.
For the formation of a company with its own legal personality in Chile, the following types of companies to choose from: The most most favored are the of the stock corporation Sociedad Anonima, S. Ley introduced in the new company form of Sociedad por Acciones S. A is more flexible than S.
All companies must be entered in the local commercial register, indicating also powers and limitations. The open joint-stock company under the control of the Superintendent of Securities and Insurance Superintendencia de Valores y Seguros. Sobr closed joint-stock companies are exempt zobre supervision by the Superintendencia.
Legal basis of the S. The legal form of the Sociedad de Responsabilidad Limitada S. The legal basis is the Ley Especially small and medium enterprises opt for the S. This company form is sorbe generally required to publish their reports or convene annual general meetings. For the establishment, the resolution and amendment to the articles of a joint-stock-company a public deed is necessary, which must contain the following minimum information:.
The corporation is registered at its headquarters in the Registro de Comercio.
[CHL ¶1-003] GUIDE TO CHILEAN CITATIONS
Furthermore, a publication in the Diario Oficial must be done. This constitutive actions must take place within 60 days from the date of the public deed. Open joint-stock companies must also be registered in the securities register of the Superindendencia.
The name of the S. The foundation takes about three weeks to record, the only accruing fees are notary public, registration and publication. To establish the S. A Maximum of 50 shareholders are allowed. Within 60 days, the Company shall be entered in the Registro de Comercio, and publish in the Diario Oficial. The articles of incorporation must include the following content:.
The corporate purpose is not limited. Changes of the articles of anonimaz or the transfer of shares can in general only be done with consent of all partners.
[CHL ¶] GUIDE TO CHILEAN CITATIONS | Croner-i Tax and Accounting
The company or the company name of the S. The foundation of S. Inthe foundation of a single-member limited company was establishedv Empresa Individual de Responsabilidad Limitada, E.
The resolution of the S. The board is elected by the general meeting and must be least sociedadws closed S. The Board shall appoint the manager or managers of the corporation. The management represents the corporation. In mergers, splits and liquidation of public companies, a majority of two-thirds of the shareholders entitled to vote is required.
Law 18046 of stock corporations
In addition, the shareholders appoint the auditor for the annual report. Unless otherwise agreed on in the articles, all shareholders are authorized to the management of the the S. External management can also be appointed. An exception is made for banks and financial institutions. During the foundation process, at least a third of the capital agreed has to be subscribed and paid in, the remaining funds must follow within three years of its establishment.
Changes in the share capital may only be made by amendments of a special general meeting. Reductions of the share capital are subject to approval by the tax authorities. The equity states in the articles can be provied in any monetary values, for example, in labor. To increase or decrease the capital, the shareholders articles of corporation must be changed. For the obligations of S. The liability of shareholders is limited to the value of their contributions.
The liability of members of a S. As a rule, this corresponds to the shareholding of the shareholder. For the establishment, the resolution and amendment to the articles of a joint-stock-company a public deed is necessary, which must contain the following minimum information: The articles of incorporation must include the following content: