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This section identifies the bureaucratic and legal hurdles an entrepreneur must overcome to incorporate and register a new firm in Paraguay.
The country data appearing on this page was collected as part of the Doing Business project, which measures and compares regulations relevant to the life cycle of a small- to medium-sized domestic business in 183 economies. The most recent round of data collection for the project was completed in June 2009.
The table below provides a summary of the procedures and the associated completion time and cost for setting up a standardized company. The table is followed by additional country-specific information on business registration requirements.
* Takes place simultaneously with another procedure.
Registration Requirements Details
Procedure 1.
Check the uniqueness of the proposed company name
Time to complete:
1 day
Cost to complete:
no charge
Name of Agency:
Comment:
Procedure 2.
Draft the company deeds, signed by an attorney
Time to complete:
5 days
Cost to complete:
1 - 3% of the paid-in capital stock of the company with minimum USD 600
Name of Agency:
Comment:
Because company formation documents must comply with corporate laws and regulations, companies customarily resort to legal professionals. Registration and filing of applications (e.g., bylaws to the Treasury Attorney Office, to the court, to the registries) must be signed by an attorney either as the founders’ agent or counsel. The organization of companies by attorneys acting through powers of attorney is also a common practice. The fee for this formality is about 1% to 3% of the company’s paid-in capital stock, with a minimum of USD 600. Article 72 (1) of Law No. 1376/88 establishes the official legal fee for this task.
Procedure 3.
Notarize the company deeds
Time to complete:
3 days
Cost to complete:
0.75% or 2% of the paid-in capital stock of the Company, depending on the capital
Name of Agency:
Comment:
The public notary’s fee for notarizing company deeds is established in the Notary’s Fees Law. A licensed attorney usually drafts the bylaws but a licensed public notary notarizes the deed (the public deed is to be included in the notary’s protocol and registered at the public registries). Attorneys are not legally authorized to notarize or certify documents.
Procedure 4.
Buy the company commercial books
Time to complete:
1 day
Cost to complete:
22 USD
Name of Agency:
Comment:
The cost to buy company commercial books is about USD 22 for hardcover books in any bookstore. The books must be submitted to the civil and commercial court to have all the pages sealed by the judge. On the first page, a seal indicates how many sealed pages the book contains and that it was registered in the Public Registry of Commerce, specifying the court order number, the date, and the name of the judge who rendered the order.
The company must keep special commercial books at their registered office. The number of books and the accounting system to be used are left to the merchant’s discretion. At a minimum, however, a daily record of business transactions (daily record book) must be kept, and an accounting of current inventory must also be maintained in a separate book (inventory record book). Other books may be required for certain types of commercial activities according to law. Accounting books and documentation must be kept by a merchant for 5 years following the date that the last entry was made. All corresponding business receipts or vouchers must also be kept and maintained by the merchant during that 5-year time frame, to allow for auditing of the company’s books or records. A special request to use computer forms instead of books may be filed with the court and the tax authority. Corporate books are required to keep the records of the minutes of the board of directors and shareholders’ meetings, as well as the labor books pursuant to the Labor Code and regulations. Books must be authorized and sealed by each corresponding agency (corporate, tax, labor, social security).
Procedure 5.
Submit registration documents at the single access window (SUAE)
Time to complete:
25 days
Cost to complete:
USD 5.47 (Registro Publico) + USD 5.47 (Registro de Personas Juridicas Asociaciones) + municipal license fee + USD 6.56 (authorization of books) + USD 0.21 (Inscripcion Patronal, Ministerio de Justicia y Trabajo)
Name of Agency:
Comment:
In December 2006 the Ministry of Industry and Commerce established a one-stop shop to register a company. Through the new system, Sistema Unificado de Apertura de Empresas (SUAE), founders are required to comply with only the following procedures to register a company with the Ministry: - Submit all documentation at a single window for revision and approval. Once approved, the documents are scanned, and the information is uploaded to a single application form (formulario único). SUAE assigns an identification number that allows the founder to monitor the registration process through the Web site. - The bylaws and other company formation documents are submitted to the Treasury Attorney Office (Abogacía del Tesoro) who reviews them and issues a registration and publication order - Apply for tax registration with a delegate of the Ministry of Finance (Ministerio de Hacienda). - Obtain the taxpayer’s registry number (Registro Único de Contribuyentes, RUC). - Send the documents to the Municipality of Asunción for fee verification and assessment. The municipality issues the relevant license and permits (Patente de Comercio, Resolución y Certificado de Licencia de Habilitación de Establecimiento) upon inspecting the site and approving the documentation. - Register with Social Security Institute (Instituto de Previsión Social) for registration (inscripción obrero/patronal). - Register with the Ministry of Justice and Labor (Ministerio de Justicia y Trabajo) to start hiring employees (inscripción patronal). - Register with the General Migration Office (Dirección General de Migraciones) to obtain temporary and permanent residency (residencia temporal y definitiva).
Procedure 6.
Publication of an extract of the bylaws in the Official Gazette and a newspaper
Time to complete:
4 days, after registration with the Public Registry of Juridical Persons and Associations is completed
Cost to complete:
USD 16 Official Gazette + USD 133 newspaper
Name of Agency:
Comment:
The treasury attorney orders the publication of an extract of the bylaws in the Official Gazette and another newspaper of wide circulation in the market in which the company is located. The extract is published for 3 consecutive business days.
Procedure 7.
Municipality conducts an on site inspection
Time to complete:
2 days, simultaneous with procedure 5
Cost to complete:
no charge
Name of Agency:
Comment:
Before conferring the license, municipal inspectors perform an onsite inspection of the company’s main office to verify compliance with municipal ordinances.
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