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PUERTO RICO CORPORATION

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STARTING A CORPORATION IN PUERTO RICO

Here you’ll find everything you need to know about Puerto Rico corporations. Whether you’re registering an established corporation in Puerto Rico, forming a new corporation, or selling one, Northwest Registered Agent has the information you need. Take a look:

Puerto Rico Incorporation Overview

Although Puerto Rico is technically an unincorporated US territory, in many ways it feels like a different country. But the territory’s Corporation Act is based upon Delaware’s corporate laws, so most of the formation, maintenance, and registration processes will be familiar to those who have formed corporations elsewhere.

Starting a new corporation in Puerto Rico

In PR, you file a form called the Certificate of Incorporation with the Department of State to incorporate a corporation. This can be done on-line on the Department of State’s website.

Registering a foreign corporation in Puerto Rico

To do business in PR with a corporation previously established elsewhere, you need to file a Certificate of Authorization to Do Business form with the Department of State. These can be filed on-line on the department’s website.

See our Puerto Rico LLC page to learn more about LLCs in Puerto Rico.

Puerto Rico Incorporation Specifics:

What you need to know about incorporating in Puerto Rico:

  • How do I incorporate/register my corporation in Puerto Rico?
    We can form or authorize your corporation in Puerto Rico for you
  • Puerto Rico incorporation fees?
    Form a corporation in Puerto Rico (aka: domestic corporation): $150
    Register a foreign corporation in Puerto Rico: $150
  • How long will it take?
    On-line filings are the simplest and best way to complete a Puerto Rico corporate filing. Your corporation will be registered or formed with the PR Department of State immediately after completing your filing.
  • Name reservation?
    You do not need to reserve a name prior to filing. When you file on-line, you’ll be required to do a name search prior to completing the filing, and you’ll know immediately whether your desired business name is available.
  • Name requirements?
    Your business’ name must include the word “corporation”, “incorporated”, “corporacion”, “incorporado”, or the abbreviations of those words (“inc.” or “corp.”).
  • How are corporations in Puerto Rico formed?
    Corporations are formed with the Puerto Rico Department of State, but internally, day-to-day, a corporation is governed by its corporate bylaws, a document that lays out everything the corporation does, how profits will be shared, who is responsible for what, everything.
  • Where can I find forms for my Puerto Rico corporation?
    In our free corporation forms section, you’ll find every legal document you’ll need for your Puerto Rico corporation.
  • What forms will I need?
    Below, you’ll find links to forms commonly used when forming corporations in Puerto Rico:

Puerto Rico corporation maintenance

Annual reports

All Puerto Rico corporations must file an annual report with PR Department of State by April 15.

In Puerto Rico, a major part of the Puerto Rico annual report is a financial statement prepared by an independent certified public accountant (CPA) in Puerto Rico. The financial information utilized in the report pertains only to the corporation’s financials directly related to business done in Puerto Rico, which means if the company does business elsewhere, that income does not need to be included in the Puerto Rico financial statement.

Taxes

Puerto Rico has a state corporate tax rate of 20 percent, plus a graduated surcharge rate. However, moving an existing company to Puerto Rico could make for a massive tax savings. See our Puerto Rico taxes page for more information.

Doing business outside Puerto Rico

To register your corporation in a US state or territory other than Puerto Rico, you’ll likely need to obtain a certificate of good standing from the Puerto Rico Department of State. See our Puerto Rico foreign corporation registration page for more information.

Amendments

To formally alter your corporation in any way, you will need to file a Puerto Rico corporation amendment. This is also the only way to change your Puerto Rico registered agent.

Corporate Compliance
by Local Corporate Guides®