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Countries › Dominican Republic › Guide › 15. Exiting › Closing the branch of a foreign company

Closing the branch of a foreign company

Last verified: 2026-10-30 · Status: Stable

A branch has no separate legal person, so its closure is decided by the head office under its home law and then cancelled at the Registro Mercantil. It must clear its taxes, file a final return and withhold 10% on what it remits to head office as profits. A foreign company that leaves through a cross border reorganization has its own rule, including a final return within 60 working days.

USD figures use the Banco Central de la República Dominicana reference selling rate of RD$60.9007 per US dollar for 29 October 2026, the latest row in its published rate file on the verification date, rounded to the cent.

Key facts

Branch remittance to head office10 %Código Tributario art. 308 paragraph II, as of 2026-10-30 · in force

The rule

1. The law of the place of incorporation governs a foreign company's existence, capacity, functioning and dissolution, and Dominican law governs its local operations.Ley 479-08, General de las Sociedades Comerciales y Empresas Individuales de Responsabilidad Limitada, as amended by Ley 31-11, art. 11, 2011-02-08 official text · verified 2026-10-30
2. To cancel the Registro Mercantil entry the chamber asks for minutes of the competent corporate body, or a certified copy of the corporate document authorizing cancellation under home law, apostilled and translated into Spanish as needed.
Cost to do it: RD$50 Colegio de Abogados contribution per document. The fee schedule lists RD$5,000 (about US$82.10) plus RD$500 (about US$8.21) per document for a liquidation; ask the chamber which line it applies to a cancellation.Cámara de Comercio y Producción de Santo Domingo, foreign company requirements, section C.1, Cancelación registro mercantil, 2026-10-30 official text · verified 2026-10-30
3. A branch is a permanent establishment and pays tax on all income attributable to it under the rules for legal entities.Ley 11-92, Código Tributario, art. 270 and paragraphs I and II, 2012-11-09 official text · verified 2026-10-30
4. Permanent establishments withhold and pay the same 10% when they remit sums to the head office as dividends or something similar.Ley 11-92, Código Tributario, art. 308 paragraph II, 2012-11-09 official text · verified 2026-10-30
5. When the business ends, the tax year closes and a return is due within 60 days with the tax owed.Ley 11-92, Código Tributario, art. 325, 1992-05-16 official text · verified 2026-10-30
6. DGII asks foreign companies for the sworn statement authorizing dissolution and liquidation, stamped by the chamber, in place of meeting minutes, as well as the final return, the guarantee and a cancelled registry certificate or a certification of dissolution.DGII service sheet 57; DGII technical guide, requirements 9; items 3 to 5, 2026-10-30 official text · verified 2026-10-30
7. A foreign company with a permanent establishment that dissolves or withdraws its local operations in a cross border reorganization must be up to date and file a final return within 60 working days of the effective date.Norma General 01-2022 sobre Reorganización de Sociedades, art. 18 paragraph II, 2022-01-04 official text · verified 2026-10-30
8. The Tax Code says the Banco Central will not authorize buying foreign currency to withdraw capital or profits for a foreign company ending its activities until it proves that taxes up to the end of operations are paid or exempt.Ley 11-92, Código Tributario, art. 53 literal d, 1992-05-16 official text · verified 2026-10-30
9. A registered investor reports a liquidation to the investment registry within 60 calendar days and hands in the certificate before repatriating capital.Decreto 214-04, Reglamento de Aplicación del Registro de la Inversión Extranjera, art. 5 and paragraph I, 2004-03-11 official text · verified 2026-10-30

Worked example

  • A branch with RD$6,090,070 (about US$100,000.00) of after tax profits remits it all to head office on closing. It withholds 10%, RD$609,007 (about US$10,000.00), and RD$5,481,063 (about US$90,000.00) is sent. The branch reports the withholding by the 10th of the following month, and its registered capital follows the capital rules, not this one.

Step by step

  1. Head office resolution under home law, apostilled and translated.
  2. End employment and settle staff.
  3. Close suppliers, leases and local accounts.
  4. File the chamber cancellation and DGII closure with the final return.
  5. Remit profits with withholding, and capital after the registry step.

Common traps

  • The head office stays liable for branch debts, so a closed branch does not cap the exposure.
  • A branch does not fit the art. 291 wording on contributions, which speaks of a shareholder and a company. Document registered capital carefully, and expect DGII to focus on remitted profits.
  • The guarantee signer for DGII must have a domicile in the country, which is hard to find once local staff have left.
  • CT art. 53 still speaks of Banco Central authorization even though the 2004 decree removed prior approval for registered investors, so banks can ask for proof that taxes are paid.

Sources

Related pages

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