Types of Companies in Colombia (2026): S.A.S., Ltda. & S.A.

The most common types of companies in Colombia for foreign founders are the S.A.S. (simplified stock company), the Ltda. (limited liability company) and the S.A. (corporation). Foreign groups can also open a branch. Foreigners can generally own 100% of any of them, and in practice most foreign-owned companies today are S.A.S. What changes from one type to another is the number of owners, how the capital is paid in, how the company is governed and whether it needs a statutory auditor. This guide is current as of 2026.

1. Sociedad por Acciones Simplificada (S.A.S.)

Created by Law 1258 of 2008, the S.A.S. is the default choice for startups, subsidiaries and small and mid-sized companies.

• Owners: one or more shareholders, individuals or companies, Colombian or foreign. There is no maximum.
• Capital: no legal minimum. Capital is divided into authorized, subscribed and paid-in capital, and subscribed capital can be paid in within up to two years.
• Liability: limited to each shareholder’s contribution.
• Formation: by private document registered with the Chamber of Commerce of the company’s domicile. A public deed is only needed if real estate is contributed.
• Purpose: can be “any lawful commercial or civil activity”.
• Management: a legal representative is required. A board of directors is optional.
• Statutory auditor (revisor fiscal): only once gross assets exceed 5,000 monthly minimum wages or gross income exceeds 3,000 monthly minimum wages at year end.
• Limits: its shares cannot be listed on the stock exchange.

Best for: almost every foreign founder, from a single-owner company to a subsidiary of a foreign group.

2. Sociedad de Responsabilidad Limitada (Ltda.)

• Owners: two to 25 partners (Commercial Code, art. 356).
• Capital: divided into equal quotas and fully paid in when the company is formed (art. 354).
• Liability: limited to each partner’s contribution, but partners are jointly liable for the company’s tax debts in proportion to their stake.
• Formation: by public deed before a notary, registered with the Chamber of Commerce.
• Transfers: selling quotas means amending the bylaws, and the other partners have a right of first refusal.

Best for: family or closely held businesses. Most new foreign-owned companies choose the S.A.S. instead.

3. Sociedad Anónima (S.A.)

• Owners: at least five shareholders, and no single shareholder may hold 95% or more of the shares (Commercial Code, art. 374).
• Capital: at formation, at least 50% of the authorized capital must be subscribed and at least one third of the subscribed capital paid in. The rest is paid within one year (art. 376).
• Formation: by public deed, registered with the Chamber of Commerce.
• Governance: a shareholders’ meeting, a board of directors of at least three members and a legal representative.
• Statutory auditor: always required.

Best for: large companies, those that plan to list on the stock exchange and certain regulated activities.

4. Branch of a foreign company (sucursal)

A branch is not a separate legal entity. It is the foreign company itself doing business in Colombia, so the parent is liable for its obligations. A foreign company that carries out permanent activities in Colombia must open a branch or set up a local company (Commercial Code, arts. 471 and 474).

• Formation: the parent’s decision to open the branch, its bylaws and a certificate of good standing, apostilled and translated into Spanish, are recorded in a public deed and registered with the Chamber of Commerce.
• Capital: the branch must be assigned capital.
• Management: a legal representative (mandatario) with broad powers, plus a statutory auditor, which is always required for a branch.

Best for: foreign groups with a project or contract in Colombia that prefer to operate under the parent’s name.

Comparison table

Rules that apply to every type

• Registration: every company and branch registers with the Chamber of Commerce of its domicile and renews its commercial registration every year.
• Tax ID: the company is registered in DIAN’s RUT and receives its NIT as part of the registration.
• Foreign investment: capital from abroad must come in through the foreign exchange market and be registered with the Banco de la República, which protects the right to send profits and capital back abroad.
• Beneficial owners: companies report their beneficial owners to DIAN’s beneficial ownership registry (RUB).
• Address: a physical registered address in Colombia is required.
• Taxes: 35% corporate income tax, 19% VAT, municipal industry and commerce tax (ICA), and a 20% withholding on dividends paid to foreign shareholders out of profits taxed at company level.

Ready to start? Read how to set up a company in Colombia, step by step.

FAQ

Which type of company is best for a foreign founder in Colombia?

Usually the S.A.S. It can have a single owner, needs no minimum capital, is formed by private document and has flexible governance. The S.A. makes sense for large companies or a future stock-exchange listing, and a branch for foreign groups working on a specific project.

Can a foreign company be the only shareholder?

Yes, of an S.A.S. A Ltda. needs at least two partners and an S.A. at least five shareholders.

Do the owners need to live in Colombia?

No. Shareholders can live abroad and sign through a power of attorney. The company does need a legal representative who can act in Colombia.

Is there a minimum capital?

Not by law for the S.A.S., the Ltda. or the S.A. Some regulated activities, such as financial services, have their own capital requirements, and some visas tied to an investment require a minimum amount.

Need help choosing? Contact us. Easyco handles company formation, tax, accounting and payroll in Colombia.