Company law and types of business entities in the Dominican Republic
The Dominican Republic is one of the few Caribbean nations not to have its own island, instead sharing the isle of Hispaniola with Haiti. Although Haiti is a former French colony, the island’s name comes from the Spanish explorers who colonized what is now the Dominican Republic. As a result, Spanish is the country’s official language and local company law follows the European civil law tradition.
The main type of company here is the Sociedad de Responsabilidad Limitada (SRL), which is the basic form of limited liability company found in most Spanish-speaking jurisdictions.
At least two shareholders must participate in the company, but only one director needs to be appointed. In keeping up with other civil law systems, there is no such position as a company secretary, but the company’s administrative requirements must still be tracked and complied with.
The minimum capital for the SRL is 100,000 Dominican Pesos, which currently converts to around US$2,230. As with many limited liability companies, there is a limited transferability of shares.
This makes SRLs more useful as a subsidiary or closely-held business than as large companies with a need to accept outside investment.
For organizations in need of more share liquidity, company law in the Dominican Republic provides for two types of corporations:
- The Sociedad Anonima (SA) has much higher capital requirements of 30m Dominican Pesos, but only 10% (US$67,000) needs to be paid up at incorporation. Although there is no changes on the requirement for two shareholders, there must be at least three directors on the company’s board.
- There is also a Simplified SA (SAS), whose capital requirement is 3m Dominican Pesos, and again only 10% of that amount needs to be paid up in advance. This results in a much more manageable initial investment requirement of US$6,700. The shareholders also have more freedom to determine the management structure of the SAS themselves in the company’s constitution, with the possibility of appointing a single director.
To avoid a capital commitment, companies established overseas can register themselves to maintain a place of business in the Dominican Republic through a local branch. The applicable company law will be that of the company’s incorporation, while the local operations are governed by Dominican regulations.
Starting a business in the Dominican Republic
If you are considering starting a business in, or expanding your business to the Dominican Republic, Healy Consultants Group PLC can assist you with company incorporation, licensing and bank account opening. To learn more, visit our page on Dominican Republic company registration or email us at
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