Put real work in Chile. Keep the decisions in the United States.
Most companies arrive asking how to incorporate. The more useful first question is what the Chilean company is actually for — which functions it absorbs, who inside the group it serves, and what that does to your cost base. We help you settle that, and then we build the entity around the answer.
What you end up with.
A Chilean company is not one registration, it is a sequence — and a company that is incorporated but not tax-registered cannot issue a single invoice. We take it through to the point where it can actually trade.
The entity
Bylaws drafted for your business rather than pulled from a template, the incorporation executed, and the extract registered with the Registro de Comercio and published in the Diario Oficial.
Tax identity
Company ID (RUT), commencement of activities before the Servicio de Impuestos Internos, electronic invoicing enabled, and the tax-domicile verification that catches out companies using a virtual office.
Legal representative
A representative with standing in Chile, holding powers drafted to match what the company actually needs to do — and nothing beyond that.
Banking and notary
Coordination with the notary and the bank, including the know-your-customer file the bank will require on your shareholders and ultimate beneficial owners.
Two ways to incorporate, and they are not interchangeable.
Chile offers a simplified electronic regime and the traditional notarial route. Online platforms default to the fast one. That is the right answer often enough — and the wrong answer exactly when it matters.
Standard-form bylaws, signed electronically and recorded in a state-run registry. Days rather than weeks, and materially cheaper. It works when the structure is simple: one or two shareholders, an ordinary business purpose, nothing unusual in the governance.
Bylaws written from scratch and executed as a public deed, with the extract registered in the Registro de Comercio and published in the Diario Oficial. Necessary once you need share classes, transfer restrictions, reserved matters, tailored representative powers, or anything an investor or a future buyer will read line by line.
Taking the fast route to save two weeks, then amending the bylaws later, costs more than drafting them properly once.
Amending standard-form bylaws means a formal reform — the same notarial and registry steps you avoided in the first place, now done twice. If there is any realistic prospect of outside capital, a shareholders’ agreement or a sale, the notarial route is usually the cheaper decision measured over the life of the company rather than over the first month.
The reverse is equally true. A single-shareholder subsidiary that will never raise capital, and exists to employ a team and invoice its parent, does not need bespoke bylaws, and paying for them is waste. The point is that this should be a decision, not a default.
General information, not legal advice for a specific case.SpA, limitada, or a branch of the parent.
Three vehicles come up in practice. The right one depends less on tax than on what you expect to happen to the shares.
SpA — sociedad por acciones
The default for foreign investors. A single shareholder is enough, there is no statutory minimum capital, and shares transfer without amending the bylaws. It is also the structure venture and private-equity investors expect to see when they look at a Chilean subsidiary.
Sociedad de responsabilidad limitada
Still common and perfectly sound, but every transfer of an interest is a bylaw amendment, with the notarial and registry steps that implies. Workable for a closely held business that will not change hands; friction the day it does.
Branch — agencia
Not a separate legal person: the foreign parent is directly on the hook for what the branch does. Heavier to establish, and rarely the right answer unless a regulator, a counterparty or a public tender requires the parent itself to be the contracting party.
There is no minimum, but the figure you declare is a commitment.
An SpA has no statutory minimum capital. What it does have is a deadline: the capital must be subscribed and paid within the period the bylaws set, and if the bylaws are silent the Code of Commerce gives five years, after which the capital is reduced by operation of law to whatever was actually paid in. Unless the bylaws provide otherwise, shares that are not fully paid carry no rights. Declaring an impressive capital you do not intend to fund is not free, and it is read by banks and counterparties.
Four to six weeks, and where the weeks actually go.
The incorporation itself is rarely the bottleneck. Documents arriving from abroad and bank onboarding are.
Week 1
Scoping and documents. We confirm the vehicle, the shareholding and the powers, then send the exact list of what has to be signed, notarised and apostilled abroad.
Week 2
Incorporation. Bylaws executed, extract registered and published. In parallel, the Chilean tax IDs your foreign shareholders will need.
Week 3
Tax registration. Company RUT, commencement of activities, electronic invoicing enabled, and verification of the tax domicile.
Weeks 4–6
Banking. Account opening, paced by the bank’s review of your ultimate beneficial owners. This is the one step no adviser controls.
What we need from you.
Almost all of it is paperwork your corporate counsel already holds. What catches companies out is the formalities, not the content.
Corporate documents of the shareholder
Certificate of good standing, certificate of incorporation or bylaws, and evidence of who is authorised to bind the company.
A power of attorney
Granted abroad in favour of whoever will sign in Chile, with the powers drafted on our side so that the scope matches the acts the company has to perform.
Identity and ownership chain
Passports of the signatories and the ownership structure up to the ultimate beneficial owners — which the bank will test considerably harder than the registry will.
A document that is right in substance and wrong in form is rejected at the counter.
Every document executed abroad has to be apostilled — Chile has been a party to the Hague Apostille Convention since 2016 — and translated into Spanish by a translator the Chilean authorities accept. Get the signatory, the wording of the powers or the apostille wrong and the document comes back, which means re-signing abroad and losing a week or two in courier time.
We send the formalities checklist before anything is signed, so that it is signed once.
Where foreign companies actually get stuck.
None of these are reasons not to incorporate in Chile. They are the four things that decide whether it takes five weeks or five months, and they are all manageable if they are handled before they become urgent.
The bank
Chilean banks apply conservative onboarding to foreign-owned companies with no local trading history. A complete file, assembled before you apply rather than in response to questions, is the difference between three weeks and three months.
Tax domicile
The tax authority verifies that the registered address is real. A virtual office with no evidence of actual use can fail verification and stall electronic invoicing — which means a company that legally exists but cannot bill anyone.
The representative’s powers
Powers drawn too narrowly block routine acts and send you back to the notary. Powers drawn too broadly are a governance problem the parent discovers later. This gets drafted against your actual decision rights, not copied from a precedent.
Currency reporting
Capital brought into Chile from abroad may have to be reported to the Central Bank under the foreign-exchange rules. Both the reporting system and the minimum amounts have changed in recent years, so we confirm this against the rules in force on the date of your transfer rather than against a guide written three years ago.
What market entry does not include.
Incorporation gets you a company that can trade. Three things sit next to it, and we would rather you know that now than discover it in month two.
Hiring
Employment contracts, payroll, social security and terminations are handled separately — under your new entity, or through our employer of record if you want people working before the entity exists.
Accounting and tax filings
A Chilean company has monthly bookkeeping and tax filings from the month it exists. We bring in the Chilean accountants we work with and coordinate them with the legal side, so it is one conversation rather than three.
Ongoing compliance
The annual calendar, corporate books, filings and the regulatory changes that affect you. Available as a monthly retainer once the company is running.
A fixed fee, in writing, before any work starts.
We quote market entry as a fixed fee after the scoping call, once we know the vehicle, the shareholding and whether the notarial route is needed. Notarial, registry and publication costs are third-party costs and are passed through at cost, itemised. There is no hourly meter running in the background, and the first conversation costs nothing.
What companies ask before they start.
Do I need to travel to Chile?
No. A Chilean company can be incorporated and operated by foreign shareholders without anyone travelling, provided the documents are properly granted abroad and apostilled, and the company has a legal representative with the required standing in Chile. Some banks will want a video call with a signatory, which is not the same as a flight.
Do I need a Chilean partner, director or nominee shareholder?
No. A Chilean company can be wholly foreign-owned. What it needs is a legal representative with standing in Chile. That is a function, not an ownership stake — it does not put anyone on your cap table, and the powers can be scoped so the representative cannot act beyond what you have authorised.
Can one person or one company own the whole thing?
Yes. An SpA can have a single shareholder, which is why it is the usual vehicle for a wholly owned subsidiary. A limitada cannot, which is one of the practical reasons it comes up less for foreign groups.
How much capital do we have to put in?
There is no statutory minimum for an SpA. The figure you choose is a commitment rather than a formality: it has to be subscribed and paid within the period the bylaws set, and if they are silent the Code of Commerce allows five years, after which the capital is reduced by law to whatever was actually paid. Banks and counterparties do look at it, so the number is worth choosing deliberately.
Can we start hiring before the company exists?
Yes, through an employer of record. The person is employed under a compliant Chilean employment contract by a legal employer already registered in Chile, while working day to day for your business, and can be transferred to your own entity once it is operating. This is the normal answer when the first hire matters more than the structure.
What if we incorporate and then do not use the company?
A dormant Chilean company is not free. It still has monthly tax filings and annual obligations, and winding it up properly takes time and money. If you are not yet sure Chile is the right market, hiring one person through an employer of record and incorporating later is usually cheaper than parking an unused entity for a year. We will tell you when that is the better answer, even though it is the smaller engagement.
Tell us what you are setting up in Chile.
A short call is usually enough to tell you which vehicle fits, whether you need an entity at all yet, and what the realistic timeline is for your situation. The first conversation is free, and you will hear back within one business day.
Thank you for your response. ✨
This page is general information about Chilean law and not legal advice for a specific matter. Sending this form does not create an attorney–client relationship.
