1. Renewal of the Commercial Registration. The commercial registration of the branches shall be renewed annually, before March 31st. The merchant who fails to comply with this obligation may be sanctioned with fines of up to 17 monthly legal minimum wages in force (for 2021 COP$17,254,660, equivalent to about US$5,065.92). Failure to renew the commercial registration for 5 years will have the effect, in the cases of the branches, of cancelling the registration.
Furthermore, be informed that the mercantile registration is mandatory to perform any economic activities in Colombia. Failure to comply with this provision could lead to the imposition of sanctions.
2. Renewal of the registration in the Sole Registry of Bidders. The branches registered in the Sole Registry of Bidders (RUP) administered by the Chamber of Commerce shall annually renew their registration no later than the fifth working day of April of each year, at the latest. The non-renewal will trigger the loss of the effects of such registry. For renewal purposes, the form provided by the Superintendence of Industry and Commerce should be filed attaching the required annexes.
3. Deposit of Financial Statements. In accordance with the commercial law, a copy of the general-purpose financial statements of the branch, together with the notes and the corresponding report, shall be deposited at the Chamber of Commerce of the corporate domicile, within the month following the date of approval by the competent body of the parent company. The above is mandatory, unless the branch is monitored, controlled or receives a special request from the Superintendence of Companies, in which case it is not obliged to submit information to the Chamber of Commerce, but shall submit (electronically) the information as of December 31st, on the dates provided by the Superintendence of Companies for such purpose. For 2021, such dates are provided in the External Circular issued by the Superintendence of Companies on December 10, 2020. This document can be accessed at the following link
4. Registry of Control Situation and Business Group. When a situation of control or business group is configured, the controlling company, shall register before the competent Chamber of Commerce a private document that must contain certain minimum information related to the assumption that gives rise to the situation of control or business group. The registration shall be carried out within 30 days following the configuration of the control situation or business group. In the situations of registered business group, it is necessary to present a special report to the highest corporate body, on the economic relations existing between the controlling company or its affiliates or subsidiaries with the respective controlled company.
5. LA/FT Risk Management and Self-Control Policy. Branches under surveillance of the Superintendence of Companies whose gross income or total assets as of December, 31, of each year, are equal to or greater than 40,000 minimum monthly wages in effect (for 2020 COP$35,112,120,000, equivalent to about US$10,640,037), or which belong to the real estate agents sector, precious metals and stones trading sector, legal services sector, accounting services sector, building construction and civil engineering works sector, virtual assets services, sectors of special supervision or special regimes (Commercial Self-financing Plan Management Companies - SAPAC, Libranza Operating Companies, under surveillance of the Superintendence of Companies, companies that carry out Multilevel Marketing Activities, livestock funds, companies that carry out factoring activities, under surveillance of the Superintendence of Companies), as long as they comply with the requirements established in Chapter X of the Basic Legal Circular of said entity, modified by External Circular 100-000016 of December 24, 2020, shall implement a Self-Control and Integral Risk Management System for Asset Laundering, Financing of Terrorism and Financing of Weapons of Mass Destruction Proliferation (approved by its Board of Directors or the highest corporate body of the parent company), no later than May 31st of the year following the cut-off date in which the above-mentioned threshold was exceeded or that being from the sectors mentioned meets the requirements. The branches that as of December 24th had SAGRLAFT according to Chapter X of the Basic Legal Circular 100-000005 of 2017 of the Superintendence of Companies, shall adjust their programs, no later than May 31st, 2021.
6. Cash Contribution of the Assigned Capital and Supplementary Investment. In accordance with the international investment regime in force in Colombia, the contributions of the assigned capital and supplementary investments in the branches of foreign companies to the assigned capital shall be made through the transfer of foreign currency through the exchange market and its formalization with the declaration of exchange for international investments (former Form No. 4) or through the performance of any act, contract or lawful operation, in which case, it is appropriate to register international investments through the filing with the Central Bank of the form "Declaration of Registration of International Investments" (Form No. 11), which may be filed at any time.
Capital movements and cancellations of foreign investment that have occurred shall be reported to the Central Bank within 6 months from the date of the respective transaction.The supplementary investment to the capital assigned to the branches of foreign companies of the general regime must be increased or decreased exclusively with foreign currency transferred through the exchange market and formalized in the declaration of exchange for international investments (former Form No. 4). The supplementary investment to the capital assigned in the branches of foreign companies under the special regime, i.e., applicable to branches dedicated to E&P of oil, natural gas, coal, ferronickel and uranium or to those providing services inherent to the hydrocarbons sector duly recognized by the Ministry of Mines and Energy, may be made in foreign currency or by virtue of any lawful act or contract. Therefore, they are obliged to register the annual movement of the supplementary investment to the assigned capital and update the registration of the foreign investment before the Department of International Exchange of the Central Bank, by means of the electronic presentation of the form for Registration of Supplementary Investment to the Assigned Capital and Update of Equity Accounts - Special Regime Branches (Form No. 13) no later than June 30th of each year.
7. Compensation Accounts. Current exchange regulations allow Colombian residents to have bank accounts abroad. However, in case such transactions are used to carry out operations of
mandatory channeling through the exchange market or payments in foreign currency between residents in Colombia, they must be registered with the Central Bank as compensation accounts. Such compensation accounts are subject to periodic reports before the Central Bank (monthly) and the Tax Authority - DIAN (quarterly).
8. Surveillance situation. The branches whose assets or income as of December 31st are higher than 30,000 monthly minimum wages in force as of the closing date of the last fiscal year, will be subject to the surveillance of the Superintendence of Companies. In such case, the branch must notify the Superintendence of the configuration of the surveillance situation within fifteen (15) business days following the date in which the financial statements evidencing such situation have been approved. Likewise, the branch office must pay the surveillance contribution rate indicated by the Superintendence of Companies.
9. Registration of web pages and internet sites of Colombian origin. Web pages and internet sites of Colombian origin that operate on the internet, whose economic activity is of a commercial, financial or service provision nature must be registered in the Commercial Registry.