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Selling listed Colombian shares as a foreign investor: the 3 percent exemption, the portfolio investor withholding regime and when a return is needed

Last verified: 2026-10-27 · Status: Stable

Gains on shares listed on the Colombian stock exchange are not taxed when one beneficial owner sells no more than 3 percent of the company's outstanding shares in a tax year. Foreign portfolio investors are taxed through monthly withholding by their local administrator (generally 14 percent, 25 percent for tax haven residents, 5 percent on fixed income), which is their final tax, and they file a return only if they exceed the 3 percent limit. Portfolio transfers of registered securities do not need the change of ownership return unless that limit is exceeded.

USD figures use the TRM (tasa representativa del mercado) of COP 3,157.94 per US dollar valid 27 October 2026, from the official TRM series certified by the Superintendencia Financiera and published on datos.gov.co. Conversions are for orientation only.

Key facts

Listed share gains exempt up to this share of outstanding shares per year per beneficial owner	3 %ET art. 36-1 (Ley 2277 de 2022), as of 2026-10-27 · in force
Foreign portfolio investor withholding, general	14 %ET art. 18-1 num. 4 lit. e, as of 2026-10-27 · in force
Foreign portfolio investor withholding, tax haven residents	25 %ET art. 18-1 num. 4 lit. e, as of 2026-10-27 · in force
Foreign portfolio investor withholding on fixed income	5 %ET art. 18-1 num. 4 lit. f, as of 2026-10-27 · in force
Listed foreign share exemption from indirect transfer rule, maximum holding by one beneficial owner	20 %ET art. 90-3 par. 1, as of 2026-10-27 · in force

The rule

1. Gains from selling shares listed on a Colombian stock exchange are neither income nor occasional gain when the shares belong to one beneficial owner and the sale does not exceed 3 percent of the company's outstanding shares in the same tax year. Gains on derivatives that are securities with underlying assets exclusively in Colombian listed shares or indices are also exempt.Estatuto Tributario (art. 36-1 inciso modified by Ley 2277 de 2022 art. 16; inciso added by Ley 1430 de 2010 art. 37), Art. 36-1, 2022-12-13 official text · verified 2026-10-27 · changed: Ley 2277 de 2022 (13 December 2022) set the exempt threshold at 3 percent of outstanding shares per beneficial owner per tax year.

2. Foreign portfolio investors are income taxpayers on their gains, but the tax is paid entirely through withholding applied at the end of each month by the administrator of the investment on the monthly net result less net administration expenses. The general rate is 14 percent for investors not in a jurisdiction classed as a tax haven and 25 percent otherwise; fixed income securities and derivatives on them bear 5 percent. Exempt income and non taxable gains are not subject to that withholding; monthly losses offset later months.
Example: Monthly yield of COP 200,000,000 on Colombian government bonds: withholding at 5 percent, COP 10,000,000. / Yield US$63,332, withholding US$3,167.Estatuto Tributario (art. 18-1 as modified by Ley 1607 de 2012 art. 125 and Ley 2010 de 2019 art. 82), Art. 18-1 num. 1, 2, 4 lit. e and f, and 7, 2019-12-27 official text · verified 2026-10-27

3. These withholdings are the final tax and the investor is not required to file, except where gains exceed the 3 percent limit of art. 36-1: then the investor files an annual return only for those gains, which the administrator files on its behalf. The administrator must supply DIAN with investor and beneficial owner information. The regime does not apply to investments whose beneficial owner is a Colombian tax resident who controls them.Estatuto Tributario, Art. 18-1 num. 5 and parágrafos 2 to 5, 2019-12-27 official text · verified 2026-10-27

4. Transfers of securities registered in the Registro Nacional de Valores y Emisores that qualify as portfolio investment do not require the change of ownership return, unless the sale exceeds 3 percent of the company's outstanding shares in one tax year, in which case the investor must file the annual income tax return.Decreto 1625 de 2016 (parágrafo modified by Decreto 219 de 2023 art. 5), Art. 1.6.1.13.2.19 parágrafo, 2016-10-11 official text · verified 2026-10-27

5. While a company's shares are listed on a stock exchange, any bylaw clause restricting their free transfer is treated as not written. Shareholders who are absent or dissent from a voluntary delisting from the Registro Nacional de Valores or the exchange have a withdrawal right.Código de Comercio; Ley 222 de 1995, Código de Comercio art. 407; Ley 222 art. 12, 1995-12-20 official text · verified 2026-10-27

6. The Colombian indirect transfer rule does not apply when the foreign shares sold are listed on an exchange recognized by a government authority with an active secondary market and no beneficial owner holds more than 20 percent.Estatuto Tributario (art. 90-3 as modified by Ley 2010 de 2019 art. 62), Art. 90-3 parágrafo 1, 2019-12-27 official text · verified 2026-10-27

Worked example

A foreign fund sells 2 percent of a listed Colombian bank's outstanding shares during 2026: the gain is not taxed and no change of ownership return is needed.
If the same fund sells 4 percent in one tax year, the exemption is lost for those gains and its administrator must file an annual income tax return for them on its behalf.
Monthly bond yield of COP 200,000,000 (US$63,332) bears COP 10,000,000 (US$3,167) withholding as final tax.

Step by step

Track cumulative sales per beneficial owner against 3 percent of outstanding shares in each tax year.
Confirm the investor is registered as portfolio investment and the administrator applies the right rate (tax haven status matters).
If the 3 percent limit is exceeded, arrange the annual return through the administrator.
Remit proceeds through the administrator's FX channel; portfolio investment carries the same exchange right to remit.

Common traps

The 3 percent limit counts all sales by the same beneficial owner in the year, not per trade or per fund vehicle.
Residence in a jurisdiction classed as a tax haven raises withholding from 14 to 25 percent.
The portfolio regime is unavailable where a Colombian resident controls the foreign investment.
A non resident with a registered direct investment (not portfolio) selling listed shares is under separate rules in ET art. 36-1; check with an adviser before relying on the exemption.

Sources

← Selling the shares of a Colombian company as a foreign seller: transfer formalities, the 15 percent rate, minimum price rules, the one month DIAN return and the Banco de la República updateSelling a foreign holding company that owns Colombian assets: the indirect transfer tax, the 20 percent tests, the one month return and the subsidiary's liability →