OUR PRICES

The description of corporate structures and prices quoted below is serving as a general guide and may be subject to the most recent changes of the legislation in various jurisdictions. We invite you to contact us for the latest update and free quotation.

COUNTRY: Puerto Rico

Puerto Rican Corporations Legal form: Most businesses in Puerto Rico operate as corporations, partnerships or sole proprietorships. A corporation is an autonomous legal entity that exists apart from its shareholders, officers and directors; in contrast, neither a partnership nor a sole proprietorship may be considered truly distinct from the persons creating it. Puerto Rican corporations offer benefits and protection of operating within a U.S. jurisdiction with the added tax benefits of operating under a Controlled Foreign Corporation (CFC) structure. Profits from sales to the US mainland are free from U.S. taxation and goods enter the U.S. market duty-free. In addition, Puerto Rico offers a highly attractive incentives package that includes exemption from multiple taxes; special treatment for pioneer industries and much more. Incorporation: Under the Puerto Rico General Corporations Law, any legal entity or individual with legal capacity may individually, or in conjunction with other persons, organize a corporation to promote any lawful business or purpose. A corporation has legal existence as soon as its certificate of incorporation is filed with the Puerto Rico Secretary of State. The certificate of incorporation generally sets forth the basic business purposes of the corporation, the number of shares in each authorized class of stock and the rights of stockholders in each of these classes. Shareholders: Puerto Rico requires at least one founder or incorporator, who is not required to be a Puerto Rican resident. Puerto Rico generally does not prescribe a maximum or minimum number of shareholders, except for close corporations, which are limited to 35 shareholders.  Incorporators generally adopt corporate bylaws, which set forth the internal rules and regulations governing a corporation, including the rights and powers of the shareholders, directors and officers. The directors or shareholders may later amend the bylaws. The share capital: Puerto Rican corporations may issue various types of shares, including common and preferred shares. These shares may have a stated par value. Holders of common shares generally are entitled to vote and exercise control over the corporation and, on liquidation, participate in the distribution of the corporation’s earnings and assets after liabilities to creditors and preferred shareholders are satisfied. Holders of preferred shares generally have preferential rights to dividend distributions and liquidation distributions. The articles of incorporation establish the rights of each type of stock. Directors of the company: Shareholders elect the board of directors. Unless the certificate of incorporation or the company’s bylaws states otherwise, a director is generally not required to be a shareholder of the corporation or to reside in the state of incorporation or in Puerto Rico. Although management of the corporation is technically in the hands of the board of directors, day-to-day operations generally are carried out by the corporation’s officers, who are appointed by the board. Directors must make certain fundamental business decisions, however, and have a fiduciary obligation to the shareholders. The officers of a corporation generally include a president, a treasurer and a secretary. The bylaws may also provide for one or more vice presidents or other officers. The authority of these officers is usually specified in the corporation’s bylaws or in a board of directors’ resolution. Registered office and local agent: Puerto Rican corporation must have a resident agent with a Puerto Rican address. The resident agent may be a Puerto Rico resident individual whose designated office may be the same as the corporation’s Puerto Rico address, a domestic corporation, the corporation itself, or a foreign corporation authorized to do business in Puerto Rico whose address coincides with the corporation’s designated Puerto Rico address. Puerto Rico Tax Incentives Act of 1998: The Puerto Rico Tax Incentives Act of 1998 (the 1998 Act), as amended, effectively offers tax exemptions to eligible businesses engaged in the manufacture or production of articles in Puerto Rico, entities intending to perform, on a commercial scale in Puerto Rico, services destined for foreign markets, entities engaged in the development and operation of ports and transshipment facilities including supporting services businesses and entities engaged in partial recycling processes. In general, eligible businesses include companies that are new to Puerto Rico and existing companies that plan to expand their operations by more than 25%. Companies that qualify under the 1998 Act are entitled to the following tax incentives: The maximum corporate income tax rate is reduced to a flat tax rate ranging from 2% to 7% on industrial development income (IDI). IDI is the net income of the exempt business derived from its exempt operations, stipulated investment income, and the dividend income or the partnership profits derived from these sources. 2% special income tax rate to any exempt, as defined by the Act, service business that establishes Headquarters to cover the businesses’ North and South America or Worldwide operations. 4% special income tax rate to any exempt, as defined by the Act, service business that establishes Headquarters to cover the businesses’ Central and South American operations. 100% income tax exemption on IDI derived from businesses located in Vieques, Culebra and other municipalities with similar economic or unemployment conditions. An exemption from income tax is available for passive income derived from eligible investments made using IDI. Interest earned by financial institutions on loans of $50,000 or less that are granted to small and medium-size businesses to expand their operations is exempt. The “tollgate” tax on the repatriation of income to the parent company is eliminated. Investments in property, plant and equipment are fully deductible in the year the expenses are incurred. Any investment expenses in excess of eligible income may be carried forward and deducted in subsequent years. This deduction is also available for companies with tax exemption grants issued under any of the previous tax incentives acts. A 200% deduction is allowed for research and development costs. This deduction is also available for companies with tax exemption grants issued under any of the previous tax incentives acts. Special deductions are allowed for production payroll expenses. A special credit of 25% is available for the purchase of locally manufactured goods. A special credit of 35% is also available for the purchases of products made from recycled materials. A “super deduction” is allowed for training costs aimed at increasing employee productivity and enhancing management skills. Super deductions may equal 200% of the amount by which these training expenses exceed the average annual training costs for the preceding three years. This deduction is also available for companies with tax exemption grants issued under any of the previous tax incentives acts. Five percent of flat tax contributions is allocated to a special fund for economic development, which is used to finance scientific and technical research, management buyouts of tax-exempt businesses, strategic industries and risk-sharing programs for small businesses. Eligible businesses are wholly exempt from real and personal property taxes during initial construction and during the first year of operation. In subsequent years, these businesses receive a 90% property tax exemption and are exempt from personal property tax on intangible assets, including patents, trademarks and production licenses. Eligible businesses are exempt from municipal license tax during the construction period for the semester during which operations begin and for the two subsequent semesters. Eligible businesses then enjoy a municipal license tax exemption at a rate of 60%. A 100% exemption from excise taxes on raw materials, machinery and equipment is allowed for manufacturers. Under certain circumstances, manufacturers also receive an exemption from excise tax on fuel. Special incentives are provided for businesses locating in non-urban municipalities with high unemployment rates and few industries. Special 50% tax credit are provided for corporations that acquire the stock or assets of a closing exempted business. This credit is limited to $15 million in overall tax credit per year. Special income tax rates below 2% and as low as 0% are provided for businesses that establish a technological pioneering business with innovative technology not previously used. Excise tax exemption available to any machinery or equipment used to comply with any environmental, security or health requirement regulations. Certain eligible exempt businesses can claim a credit on the income tax withheld on royalties and license payments in excess of $100 million. Audit and financial returns: Every corporation doing business in Puerto Rico must file an annual report by April 15 of each year. The report must include a balance sheet of the corporation as of the close of its accounting year ended during the previous calendar year. With certain exceptions, the balance sheet must be audited by a Puerto Rico licensed CPA. Foreign corporations report only their Puerto Rico operations and account balances. The annual filing fee of the report is $100.00. If the report is not filed by the due date, including extension, a minimum $500 late filing fee will be imposed. Time needed for formation: Usually it is 1- 2 working days, but we need up to 10 working days for legalization of the documents and delivery by courier. To shorten the time for incorporation shelf companies are available. In order to proceed with the formation/purchase of the Puerto Rican Corporation please visit our  how do I start  page and then proceed to  filling in our application form Our fees and prices for the formation/purchase of Puerto Rican Corporation       Formation cost includes:   - Name check and approval   - Drafting and filing of Memorandum and Articles of Association   - One set of originals of all standard corporate documents with Apostille   - Payment of the government license fee   - Provision of registered address   - Provision of company secretary   - Courier fees   - Rubber stamp       Please contact us for  a free quotation, we shall respond immediately !     Optional services (to be chosen by the client) - Provision of nominee shareholder   - Provision of  nominee director   - Bank account opening in Puerto Rico   - General Power of Attorney  with Apostille   - Apostille of one document   - Company seal   - Good Standing Certificate with Apostille     Recurring maintenance fees from 2nd year and after   - Provision of registered office   - Provision of company secretary/local agent   - Annual license  fee   - Annual compliance fee       Please contact us for  a free quotation, we shall respond immediately !       More information about Puerto Rico is available on our web site.  Please visit our Jurisdictions Directory   to buy specific directory or register with our  offshore and tax knowledge database   which can offer you access to more than 3,000 pages of downloadable reference information and more than 2,000 various laws and regulations currently enacted in more than 60 countries around the world. For DeltaQuest Corporate Services please contact: Telephone: +357-25-878480 Fax:+357-25-761160 E-mail: info@mydeltaquest.com Mailing address: P.O.Box 57216, Limassol 3313, Cyprus Business address: 14, Louki Akrita Str., Ayias Zonis, Limassol 3030, Cyprus You can also fill our contact form For DeltaQuest Legal Services please contact: Telephone: +357-25-363609 Fax:+357-25-343347 E-mail: legal@mydeltaquest.com Mailing address: P.O.Box 54279, Limassol 3722, Cyprus Business address: 210 Makarios Avenue, Second Floor, Limassol , Cyprus You can also fill our contact form