Offshore Company in Uruguay: Benefits, Taxes and How to Open

An offshore company in Uruguay makes sense when there is a real link to the country, such as a commercial operation, family or residency. Without that link, other structures are usually simpler. Uruguay charges 25% on Uruguayan-source income, and Brazil keeps taxing its residents under Law No. 14,754/2023 (Lei 14.754/2023), so planning has to look at both sides.

Is an Offshore Company in Uruguay Worth It for Brazilians?

It is worth it when the Uruguayan company is going to do something concrete: buy and sell with Brazil, provide services, manage family-related assets or support a residency plan. It is worth little when the choice is based on location alone, because Uruguay adds a local layer of accountant, tax domicile and obligations to the Uruguayan tax authority (DGI) that a simpler structure does not have.

A practical yardstick: if you cannot describe three operations the Uruguayan company will carry out in the next 12 months, the case for opening one is weak. In that scenario, compare it with a Delaware LLC, with Wyoming or, if the focus is protection from creditors, with Nevis. The comparison between jurisdictions shows how Brazil classifies each one.

How Does Uruguay Tax a Company That Earns Abroad?

Uruguay follows the territorial criterion: the Tax on Economic Activity Income (IRAE) applies to Uruguayan-source income (Title 4 of the DGI Consolidated Text, art. 1). Article 16 defines Uruguayan source as income from activities carried out, assets located or rights used economically in the country, and lists exceptions, such as certain services provided from abroad to IRAE taxpayers. The rate is 25% on net taxable income (art. 23).

In practice, foreign-source income is, as a rule, outside the IRAE base, with the exceptions in article 16 itself. This does not eliminate taxation in Brazil: a Brazilian resident who controls the company is subject to Law 14,754/2023, as the next section shows. To build that design, our international tax planning service covers both sides.

What Does the Receita Federal Say About Uruguayan Companies?

Uruguay is not on the favored-taxation country list in art. 1 of IN RFB 1,037/2010 (Instrução Normativa RFB 1.037/2010). Art. 2, II of the same rule mentions only the Financial Investment Companies (Safis) regime "until December 31, 2010". Because the list is amended from time to time, check the current version before deciding.

That does not exempt you from Law 14,754/2023. The rate is 15% on profits and dividends of entities controlled abroad (art. 2, § 1). If the company earns active income of its own below 60% of its total income, the profit is taxed on December 31 of each year, without any remittance (art. 5, § 5, II). In other cases, taxation occurs when the profit is actually made available to you (art. 6, II). A holding company that only receives interest, dividends or rent tends to fall under the first case.

There is also the Declaration of Brazilian Capital Abroad (CBE). The Central Bank of Brazil requires the annual CBE from anyone who had assets abroad totaling US$ 1 million or more on December 31, filed from February 15 to April 5 of the following year. For other obligations of the structure, see the compliance service.

What Does the Brazil-Uruguay Convention Change?

The convention to eliminate double taxation was signed in Brasília on June 7, 2019 and promulgated by Decree 11,747 of October 20, 2023. It entered into force for Brazil, internationally, on July 21, 2023. Four points of the text matter to anyone with a company in Uruguay.

Law 14,754/2023 also allows deducting tax paid in the country of origin when there is a treaty or reciprocity, without exceeding the difference between the personal income tax (IRPF) calculated with and without the income (art. 4). The convention therefore reduces friction, but does not replace an analysis of your case. Article 29 shows that the benefit is not automatic.

Does the SAFI Still Exist?

Not for new companies. Uruguayan Law 18,083 of December 27, 2006 prohibited the creation of new financial investment corporations (art. 4). The special tax regime for SAFIs does not apply to fiscal years ending after December 31, 2010, except for those that completed the consolidation provided for in Law 11,073 before April 1, 2006, and from January 1, 2011 they moved to the general regime (art. 5).

Anyone who still hears about the SAFI as an ideal structure for Brazilians is reading outdated information. Today the path is an ordinary corporation (SA) or limited liability company (SRL), with the tax treatment described above.

How Do You Open a Corporation in Uruguay?

The Uruguayan government describes the steps on its official portals. The sequence below summarizes what is published, and the details change depending on the type of company and the notary.

1. •Formalize the bylaws. The articles are signed by public deed and, for the SA's bylaws, the DGI accepts a public deed or a private document with certified and registered signatures.
2. •Register the contract with the Public Commerce Registry, within 30 days from the day after the date of execution.
3. •Make the required publications, in the Official Gazette and in another newspaper, because the SA is only considered regular after them.
4. •Register the company in the DGI's Single Taxpayer Registry (RUT), within 30 calendar days after the date of the incorporation minutes, with forms 0351, 0352 and, if applicable, 0353.

The bank account sits outside these steps, because the decision belongs to each bank, which analyzes the source of funds and documentation on its own. Plan for it from the start with our offshore banking page, and use corporate structures to define the ownership design before signing any document.

How Much Does It Cost to Open and Maintain a Company in Uruguay?

What can be stated from an official source is little. The IRAE rate is 25% on net taxable income. The procedure for registering an SA in formation with the RUT reports a professional stamp fee of $ 270 (Uruguayan pesos), valid from January 1 to December 31, 2026. Notary, accountant and advisory fees, publications and annual maintenance have no single official table and vary by provider, so we do not publish price ranges in this article.

Ask for a written quote that separates government fees, setup fees and annual maintenance cost, and compare it with other routes. Our article on how much it costs to open an offshore company and the Delaware LLC guide help build that comparison.