The purpose of the following newsletter is to remind you of certain corporate and foreign exchange obligations that Colombian companies and its partners must comply with during the first semester of the year.
Summons and ordinary annual shareholder's meeting.
Pursuant to article 181 of the Code of Commerce, the Shareholders General Assembly or Board of Partners shall hold an ordinary annual meeting within the first three (3) months of the year.
For such purposes, summons to ordinary meetings shall take place (i) within fifteen (15) business days in advance for limited liabilities companies (Ltda.) and corporations (S.A.); or (ii) within five (5) business days in advance for simplified stock companies (S.A.S.). The abovementioned terms apply if the company's by-laws do not provide otherwise.
Ordinary meetings shall discuss (i) the situation of the company, (ii) appoint or ratify officers, (iii) determine the economic guidelines of the company, (iv) consider the accounts and balance sheets of the last fiscal period, (v) consider and approve the distribution of profits and (vi) approve all the measures required to ensure the compliance of the corporate purpose.
Furthermore, during the ordinary meetings, the Shareholders General Assembly or Board of Partners must consider and review (i) a report written by the manager of the company and (ii) a statutory auditor report (if applicable), of the last fiscal period.
Filing of the company's financial statements.
Companies that are not subject to the surveillance or control of the Superintendence of Companies shall file before the Chamber of Commerce a copy of its financial statements, within one month following to the date in which those documents were approved by the Shareholders General Assembly or by the Board of Partners.
On the other hand, companies subject to the surveillance or control of the Superintendence of Companies shall submit their financial statements for the last financial year, within the terms and conditions established for that purpose.
Renewal of the Commercial Registration.
As per Colombian law, companies shall renew its Commercial Registration within the first three (3) months of each year. This renewal shall be made before the Chamber of Commerce and must be met before March 31st, 2017. The same procedure is required for each registered business establishment. The renewal of the Commercial Registration is a requirement to maintain...