If you’re wondering how to establish a branch or subsidiary of a foreign company in the Dominican Republic, this article will guide you through the requirements for opening a branch and the steps to follow for companies or entities based abroad to set up in the country.
Dominican laws outline the requirements for opening a foreign branch in Article 11 of the General Law of Commercial Companies and Limited Liability Companies, which states:
“Commercial companies duly constituted abroad will be recognized as of right in the country, upon verification of their legal existence by the relevant authority, in accordance with the formalities established in the legislation of origin.”
Each branch of a foreign company is required to register and obtain a National Taxpayer Registration (RNC).
Branches of foreign companies are recognized with the same:
- Corporate purpose.
- Trade name.
- Partners or shareholders of the company.
- Subscribed capital of the company.
At Contadores Dominicanos, we are ready to provide you with the necessary advice, as we have extensive experience in corporate and commercial law.
Foreign Company Registration Requirements
Requirements and documentation for the registration of foreign companies in the Dominican Republic:
- Commercial Registry Application Form.
- Original document of the Company, authorizing operations in the Dominican Republic.
- Power of attorney for the representative, partners, and shareholders (if applicable).
- Photocopies of the passports of the representatives of the applicant company.
Certified copies of all constitutive documents of the company in accordance with its country of origin’s legislation. (The documents must be duly apostilled in their country of origin and translated into Spanish by a court interpreter.)
- Original and copy of the Corporate Body’s Act, where the chosen domicile of the company for its operations in the country is established and where jurisdiction is granted to the corresponding Chamber of Commerce.
- Payment of the corresponding fee, established by the corresponding Chamber of Commerce and Production.
Certified copies of the following documents:
- Copy of the Commercial Registry or its equivalent issued by the country of origin.
- Certificate of validity (if the validity of the company is not established in the commercial registry certificate).
- Certificate of incorporation or its equivalent issued by the country of origin.
Requirements and documentation for modification or renewal of foreign companies
Renewal of the Commercial Registry Certificate:
- Commercial Registry Application Form.
- Original Commercial Registry Certificate or, failing that, Request for Duplicate due to loss, through a sworn declaration before a Notary Public.
- Proof of payment of contribution to the Bar Association for renewal before the Chamber of Commerce and Production of the Dominican Republic.
Modifications:
- Commercial Registry Application Form.
- Company document, specifying the modification, if this document is made in the country of origin, it must be apostilled or sealed by the Dominican Consulate in the country of origin and duly translated into Spanish by a court interpreter (if applicable).
- Modification documentation in original and copy, signed by the partners and administrators of the company.
- Payment of the corresponding fee, established by the corresponding Chamber of Commerce and Production. The fee will be established according to the company’s share capital, converted into Dominican pesos, and charged according to the current tariff.
We hope this information is useful for understanding the requirements and documentation to register a branch or subsidiary of a foreign company in the Dominican Republic.
