The new amendments to the Code of Commerce introduce provisions to article 358 of said law. This relates to foreign companies, giving them the possibility to establish their domicile in El Salvador through a deed execution before a Salvadoran notary. In this case, the interested foreign company adapts its corporate agreement to the adequate type of company to establish its domicile in the country. This way those foreseen and recognized companies in the Salvadoran legislation preserve at the same time the continuity of its legal personality.
Said act must contain the clauses corresponding to the type of company they decide to adapt in accordance with the regulations already provided for in the Commercial Code. It should also be filed with the Commercial Registry requesting the registration of the establishment of the new domicile.
An important requirement to consider is that the corresponding documentation must state that the foreign company has complied with the legislation of its country of origin to carry out the change of domicile of the company.
The aforementioned reforms were approved by Legislative Decree number 905, dated December 6, 2023, which was published in the Official Gazette number 234, Volume 441, dated December 13 of the same year and will become effective sixty days after its publication in the Official Gazette; its implementation will be gradual according to the process of adaptation to them by the Registry of Commerce and the availability of resources for such purpose. Said institution shall also issue the necessary instructions and guidelines to guarantee the effectiveness of its implementation.
The information provided by ARIAS® is presented for informational purposes only. This information is not legal advice and is not intended to create, and does not constitute, an attorney-client relationship. Readers should not act upon this information without seeking advice from professional advisers.
Ana Mercedes López
Partner, Arias El Salvador.
anamercedes.lopez@ariaslaw.com
Laura Hernández
Associate, Arias El Salvador.
laura.hernandez@ariaslaw.com