Colombia SAS formation lawyer
Forming a Colombian Sociedad por Acciones Simplificada (SAS) is one of the most efficient ways to establish a business presence in Colombia. The SAS structure, introduced by Law 1258 of 2008, offers flexibility for single or multiple shareholders, limited liability, and a streamlined electronic registration process. International entrepreneurs and US-based companies frequently choose the SAS when entering the Colombian market because it requires minimal paid-in capital, can be incorporated quickly, and allows customized corporate governance. Law Offices of SRIS, P.C. helps clients navigate the cross-border dimensions of setting up a Colombian SAS — from coordinating with Colombian-licensed counsel to ensuring US tax and compliance considerations are addressed. Our firm, a US law firm with an international clientele, collaborates with a network of foreign-jurisdiction-admitted Of Counsel attorneys. For Colombian corporate matters, we work alongside Eric Duport Jaramillo, our Of Counsel for Colombia practice, who is licensed in Colombia. (Mr. Duport Jaramillo is licensed in Colombia; not admitted in any US state bar. His practice with the firm is limited to Colombian law and to serving as a liaison for international clients with US-licensed attorneys.) Contact us at (888) 437-7747 to discuss your SAS formation needs.
Understanding the Colombian SAS
The Colombian SAS is a versatile corporate form that allows a single individual or entity to hold all shares and acts as a vehicle for virtually any lawful business purpose. Enacted through Law 1258 of 2008, the SAS has become the dominant incorporation choice in Colombia because it dispenses with many formalities required by traditional Colombian company types. The SAS can be formed entirely online via the electronic portal of the Chamber of Commerce, often within a few business days. The governing document is a private agreement — the SAS statutes — rather than a notarized public deed, which drastically reduces start-up costs. Key features include limited liability for shareholders, the ability to issue multiple share classes, and the option to have a single member or a complex ownership structure. Foreign investors appreciate that there is no minimum statutory capital, and the SAS may hold bank accounts and conduct business abroad.
While the SAS is straightforward on its face, crossing from a US legal environment to Colombian law requires careful handling. Matters such as the capital registration, foreign exchange regulations, and treaty-based protections under the U.S.–Colombia Trade Promotion Agreement or investment treaties must be evaluated. The firm’s US-admitted attorneys work with Colombian-licensed professionals to bridge that gap. We help clients understand how a Colombian SAS interacts with US reporting obligations (e.g., the Form BE-10 survey or the FBAR for bank accounts), and we coordinate with local counsel for the preparation and filing of the *registro único tributario* (RUT) and the *Cámara de Comercio* registration.
How Law Offices of SRIS, P.C. Approaches Colombia SAS Formation
We combine US corporate and cross-border legal experience with a vetted network of Colombian-licensed attorneys to provide a seamless formation process. Mr. Sris, the firm’s founder and a US-licensed attorney, oversees the engagement and ensures that all US-side legal considerations — such as foreign-owner liability structures, US tax implications, and OFAC/sanctions compliance (as of 2026) — are properly addressed. On the Colombian side, Eric Duport Jaramillo, Of Counsel for the firm’s Colombia practice, serves as the primary liaison with Colombian counsel. Mr. Duport Jaramillo, a Colombian-licensed attorney, brings substantial institutional knowledge from his background as a former Minister Counselor at the Colombian Embassy to the EU. He coordinates the drafting of SAS statutes, the electronic filing with the Chamber of Commerce, and the issuance of the Colombian tax registration, all while maintaining close communication with the US-based team.
Because US lawyers cannot practice Colombian law directly, the engagement is structured so that clients receive representation by Colombian-admitted counsel for local law matters, with US-side oversight and coordination by Law Offices of SRIS, P.C. This dual-jurisdictional model gives clients the comfort of a single point of contact while ensuring full compliance with both Colombian professional rules (Ley 1123 de 2007) and US bar regulations. The firm collaborates with Colombian-licensed attorneys who are not admitted in any US state bar, and their role is limited to Colombian law matters and liaison services. We maintain a physical presence in Pereira, Colombia, further reinforcing our commitment to the market. All consultations are by appointment, and prospective clients are encouraged to contact us to receive an overview of the process, timelines, and estimated costs.
About Mr. Sris and the Law Offices of SRIS, P.C. Of Counsel Network
Mr. Sris, the founder of Law Offices of SRIS, P.C., is a former prosecutor and is admitted to practice in Virginia, Maryland, the District of Columbia, New Jersey, and New York. He has led the firm’s cross-border practice initiatives, including the development of the Law Offices of SRIS, P.C. Of Counsel model. Mr. Sris testified before the Virginia House Courts of Justice Committee in support of 2019 HB 635, and he has been involved in legislative efforts that shape cross-border legal frameworks. With extensive experience in business law and international transactions, he provides strategic direction on every SAS matter, ensuring that US regulatory and compliance layers are not overlooked.
The firm’s foreign-jurisdiction network — including attorneys such as Eric Duport Jaramillo in Colombia — allows clients to access local legal knowledge without navigating a foreign legal system alone. While the firm does not employ foreign attorneys, it collaborates with independent practitioners who are admitted in their home countries. Mr. Duport Jaramillo, a graduate of Pontificia Universidad Javeriana and a former Executive President of the Pereira Chamber of Commerce, brings a unique combination of public and private-sector experience to the firm’s Colombia-focused engagements. (Mr. Duport Jaramillo is licensed in Colombia; not admitted in any US state bar. His practice with the firm is limited to Colombian law and liaison services.) The network model aligns with US bar rules and avoids any unauthorized practice of law concerns, making the firm a trusted partner for companies entering or operating in Colombia.
Frequently Asked Questions
What exactly is a Colombian SAS, and who can form one?
A Colombian SAS (Sociedad por Acciones Simplificada) is a corporate entity that can be formed by one or more natural persons or legal entities, Colombian or foreign. Under Law 1258 of 2008, it is a flexible, limited-liability structure designed to simplify incorporation. The SAS can engage in almost any commercial activity and issue its shares in a private transaction without the need for a public deed. Foreign individuals and companies may be sole shareholders, and the SAS can be created entirely by electronic means. The only requirement is that the statutes are filed with the commercial registry and the company is registered for tax purposes. Our Colombia-admitted Of Counsel and network counsel handle these filings in coordination with US-side advisers at the firm.
Why would a US business choose a Colombian SAS over a branch or other entity?
A Colombian SAS provides limited liability, fewer governance formalities, and the ability to hold real estate and other assets in Colombia with a separate legal identity. A branch, by contrast, exposes the parent company directly to Colombian liabilities. The SAS also allows for a flexible share structure, private agreements among shareholders, and simplified distribution of profits. For US businesses, the SAS can be an ideal vehicle for a joint venture with local partners, a wholly owned subsidiary, or a holding company for Colombian investments. The firm works with Colombian-licensed counsel to tailor the SAS statutes to the client’s specific business needs, from multinational consumer goods distributors to technology start-ups.
Do I need a Colombian-licensed lawyer to form a SAS?
Yes, a Colombian-licensed lawyer must prepare or review the SAS statutes and handle the electronic filing with the Colombian Chamber of Commerce, as this is considered the practice of Colombian law. US attorneys are not authorized to perform these acts. Law Offices of SRIS, P.C. does not itself file Colombian corporate documents; instead, we coordinate with a Colombian-licensed attorney to execute the formation. Our US-licensed lawyers provide advice on the transaction from a US legal perspective, including the choice of entity for US tax purposes, structuring to minimize double taxation under the U.S.–Colombia tax treaty, and compliance with US anti-money laundering and sanctions laws.
How long does it take to form a Colombian SAS, and what are the costs?
The electronic registration of a SAS can be completed in as little as a few business days, but the overall timeline depends on the complexity of the corporate structure and the responsiveness of the tax and commercial registries. Cost will vary depending on the amount of authorized capital, the number of shareholders, and whether any additional licenses or registrations are required for the business activity. Fees for the Chamber of Commerce registration, the annual renewal, and the issuance of the NIT (tax identification number) are set by Colombian authorities and change periodically. The firm provides a transparent cost estimate after reviewing the client’s intended business activity and corporate structure, working in close coordination with Colombian-licensed counsel.
Can a US lawyer help me open a bank account for my Colombian SAS?
US lawyers can advise on the documentation needed to satisfy Colombian bank due-diligence requirements and on the US tax reporting obligations that follow, but the account opening itself must be handled through a Colombian-licensed attorney or directly by the client. Colombian banks typically require a copy of the SAS’s registration, proof of the legal representative’s authority, and source-of-funds documentation. We assist clients in assembling the necessary corporate records and in navigating the US Treasury’s FinCEN reporting rules for foreign bank accounts. For the actual account opening in Colombia, clients will work with our network’s Colombian-licensed lawyer.