Business bank account in Uruguay: SAS, SRL or free zone company explained

Choosing between SAS, SRL and SA

A business bank account in Uruguay follows the registration of the company in the RUT with the tax authority, whether it is an SAS, an SRL or an SA, and the identification of its ultimate beneficial owners declared to the Central Bank. The SAS, created by the 2019 entrepreneurship law, is quick to set up, the SRL remains common for family SMEs and the SA is preferred by groups with several investors.

The sociedad por acciones simplificada, created by the 2019 entrepreneurship law, is quick to set up and suits smaller projects. The SRL remains common for family SMEs, while the SA is preferred by groups and companies with several investors.

RUT, BPS and the company tax number

Before opening a company bank account in Uruguay, the company registers with the tax authority, which assigns a RUT number, and with the Social Security Bank for contributions. The bank checks these registrations and the registered articles of association.

Declaring beneficial owners to the Central Bank

Since the 2016 transparency law, Uruguayan companies declare their shareholders and ultimate beneficial owners in a register kept by the Central Bank. Bearer shares have been tightly regulated, and the bank compares these declarations with its own checks.

Foreign shareholders: apostilled and translated documents

A foreign corporate shareholder provides its corporate documents apostilled and translated into Spanish by a public translator. The bank also asks for the ownership chart down to individuals and evidence of the funds contributed to capital.

Free zones and international services companies

Uruguay's free zones, such as those in Montevideo or Colonia, host service, logistics and technology centres under a specific tax regime. The bank then checks the free zone user authorisation and that a real team is on site.

Invoicing, collections and currencies

A Uruguayan business often invoices exports in dollars and the local market in pesos, so its business account in Uruguay keeps balances in both currencies. With no exchange controls, foreign suppliers can be paid freely by SWIFT transfer.

Mandatory electronic invoicing

The tax authority's electronic tax receipts system has been extended to all taxpayers. Electronic invoices also help the bank understand the company's real activity during periodic know-your-customer reviews. Gaps between invoices and account flows raise questions.

Finance and SME services at the state bank

Banco de la República Oriental del Uruguay (BROU) serves a large share of the country's SMEs and farms; a newly formed company can request peso and dollar accounts there by presenting its RUT registration, articles and identification of beneficial owners.

Accepting card and electronic payments

Shops accept cards through terminals supplied by local acquiring networks, and the financial inclusion law has made electronic payments widespread. Online sales go through approved payment providers that settle to the company account.

Corporate tax and dividends to France

IRAE, Uruguay's business income tax, applies at 25 percent to Uruguayan-source income. Dividends paid to a French parent company fall under the France-Uruguay tax treaty, which governs withholding tax. A tax residence certificate is required to claim it.

Opening a business bank account in Uruguay: the steps in order

The usual sequence starts with forming the company, registering its articles and enrolling in the RUT with the tax authority, then with the social security institution. Next comes preparing the file identifying shareholders and beneficial owners, then booking the appointment with the bank. Following this order avoids arriving at the branch with a file in which one item still depends on an unfinished formality.

At the appointment, the adviser examines the articles, the corporate purpose, the address, the identity of the managers and the consistency between the declared activity and the expected flows. Prepare a simple presentation of your business model, main customers and suppliers and the countries you will trade with. The more precise the explanation, the faster the review and the fewer follow-up requests.

Once the file is accepted, the bank opens the peso account and, if needed, a dollar account, then activates online banking. In practice, timescales vary by institution and by the complexity of the structure.

Documents to prepare for a business account in Uruguay

Gather the registered articles, the RUT and social security registration, the list of managers with their identity documents, proof of the registered address and the declaration of beneficial owners. Each bank keeps its own list: ask for it in writing before the appointment, so that nothing is forgotten and you do not have to make repeated trips to the branch.

Where the shareholder is a foreign company, its corporate documents must be apostilled and translated into Spanish by a public translator. Attach the ownership chart down to individuals and evidence of the source of the funds contributed to capital. Plan these steps early, because they depend on foreign administrations whose timescales are hard to predict.

Add evidence of real activity: contracts with customers, electronic invoices, purchase orders, a commercial lease or correspondence with suppliers. The bank does not always require these papers, but they answer compliance questions about the economic purpose of the account. Keep digital copies that are easy to send, with clear file names.

Common mistakes with a company bank account in Uruguay

A spelling gap between the passport, the articles and the beneficial owner declaration is enough to delay the file. Have the whole set read before filing by someone who knows local requirements.

The second mistake is letting gaps arise between invoices issued and the flows seen on the account. The bank reconciles these items during its customer reviews, and receipts without invoices or payments without contracts prompt questions. Keep up-to-date documentation for each significant operation, especially if it involves a foreign country.

A change of shareholder, manager or address must be reflected in the register and at the bank. Also avoid mixing shareholders' personal spending with the company's flows. This separation protects the managers and makes the work of the accountant and auditors easier during periodic checks.

Questions to ask before opening a corporate account in Uruguay

Ask whether the bank opens a corporate account in Uruguay for companies owned by foreigners or by foreign structures, and whether it offers peso and dollar accounts under one agreement, with a minimum balance or not.

Ask about support: a dedicated adviser, assistance in English, response times and online banking documents, including how complaints are handled. If you export or import, find out about trade financing and the guarantees expected. Also clarify how the bank handles payments received from third countries and which supporting documents it requires for large transfers.

Automatic exchange of information under CRS and the American FATCA rules lead the bank to collect a tax self-certification from the company and its beneficial owners. Ask which information will be updated each year, and check exchange and tax rules with your bank and a local accountant before the first large flows.

Free zones and dividends to a French parent

A free zone user should expect the bank to read its authorisation and to ask who works on site. Hold a short file with the authorisation, the premises used in Montevideo or Colonia and the list of employees, so that a service or technology centre can show real activity under its special tax regime. If the same company also sells on the local market, explain how that income is invoiced, because the peso side of the business follows ordinary rules.

Before the first dividend leaves Uruguay, obtain the tax residence certificate of the French parent, since the France-Uruguay treaty governs withholding tax only for those who claim it. IRAE at 25 percent applies to Uruguayan-source income, so show the bank which profits come from local sales and which from exports. Ask the branch in advance for the wording it needs on the payment order, and keep the certificate in the account file with the board decision approving the distribution.