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Countries › Paraguay › Guide › 4. Entities and setup › Empresa por Acciones Simplificada (EAS) in Paraguay: one shareholder, online formation, capital, governance, books and closure

Empresa por Acciones Simplificada (EAS) in Paraguay: one shareholder, online formation, capital, governance, books and closure

Last verified: 2026-10-28 · Status: Stable

The EAS created by Ley 6480/2020 is the default vehicle for a foreign owned subsidiary in Paraguay: one shareholder, individual or company, domestic or foreign, is enough, there is no legal minimum capital and shares must be paid in within two years. It is filed only through the Ministry of Industry and Commerce SUACE window and registered with the Ministry of Economy registry of legal persons, in about 72 business hours on the model bylaws, which the MIC says carry no registry cost; bespoke bylaws need a Treasury legal opinion and take about 8 days. Governance is set freely in the bylaws (a legal representative is the only mandatory office), but the law still requires five corporate and accounting books, shareholder and beneficial owner filings within 45 business days and a tax and labor clearance before the company can be wound up.

USD figures use PYG 5,847.90 per US dollar, the Banco Central del Paraguay reference quotation for 27 October 2026, the latest daily sheet published on the verification date. Amounts set in jornales or minimum wages use the daily minimum wage of PYG 117,077 and the monthly minimum wage of PYG 3,044,000 in force from 1 July 2026 (Resolución MTESS 670/2026). Conversions are for orientation only.

Key facts

Minimum number of EAS shareholders1 shareholdersLey 6480/2020 art. 1, as of 2026-10-28 · in force
Legal minimum capital of an EASNone PYGLey 6480/2020; MIC company comparison sheet, as of 2026-10-28 · in force
Maximum period to pay in EAS shares2 yearsLey 6480/2020 art. 10, as of 2026-10-28 · in force
EAS registration time on the model bylaws (MIC)72 business hours hoursMIC SUACE company comparison sheet, as of 2026-10-28 · in force
EAS registration time with a private document or deed (MIC)8 daysMIC SUACE company comparison sheet, as of 2026-10-28 · in force
Maximum period of a bylaw ban on trading EAS shares (renewable unanimously)5 yearsLey 6480/2020 art. 16, as of 2026-10-28 · in force
Default notice to call an EAS shareholders meeting5 business daysLey 6480/2020 art. 22, as of 2026-10-28 · in force
Period to cure a cause of dissolution of an EAS6 monthsLey 6480/2020 art. 37, as of 2026-10-28 · in force
Period for creditors to challenge EAS in kind valuations in insolvency5 yearsLey 6480/2020 art. 12, as of 2026-10-28 · in force
EAS guarantee deposit at Banco Nacional de Fomento (cash capital above 1,200 minimum wages)20 % of cash capitalMIC EAS documentary requirements, as of 2026-10-28 · in force
Cash capital above which the EAS guarantee deposit applies3652800000 PYGMIC EAS documentary requirements; Resolución MTESS 670/2026 (1,200 x PYG 3,044,000), as of 2026-10-28 · in force
Corporate and accounting books an EAS must keep5 (meeting minutes, share register, board minutes, journal, inventory) booksLey 6480/2020 art. 31, as of 2026-10-28 · in force

The rule

1. Who can form it and when it exists. An EAS can be formed by one or more individuals or legal entities, by contract or unilateral act. It is always commercial in nature, but for tax purposes it follows the rules for its actual activities. A single shareholder EAS cannot form or join another single shareholder EAS. The bylaws and any amendment or liquidation are registered with the Ministry registry, and the EAS acquires legal personality on that registration, which is then reported to the Dirección General de los Registros Públicos. Until registration every member is jointly and without limit liable for obligations signed in the company's name; after it, members are not liable for the company's labor, tax or other debts and answer only up to their committed contributions.
Cost to do it: No statutory registry fee is set by the law; the MIC states the standard bylaws route costs 0.
Example: A Delaware parent can be the sole shareholder of a Paraguayan EAS; the name must then carry the word Unipersonal (MIC requirements). / Liability is capped at committed contributions once registered, for example US$85,501 of subscribed capital.Ley Nº 6480/2020 Que crea la Empresa por Acciones Simplificadas (EAS), Art. 1, 2, 3 and 4, 2020-01-08 official text · verified 2026-10-28
2. Founding document and filing. The EAS is created in a public deed, or in a private document with signatures certified by a notary or by the registry officer, unless contributed assets need a deed to be transferred (for example land), in which case a deed is mandatory. The document must state at least the members, the name followed by Empresa por Acciones Simplificada or EAS, the domicile, the purpose, the duration (indefinite if silent), the issued, subscribed and paid capital with class, number and par value of shares and payment terms, profit and loss sharing, and the organisation of management, meetings and any audit body, and must appoint a legal representative. It is filed only through SUACE, which forwards it to the Ministry registry; formation is published on the SUACE website. Any change to the approved model bylaws, or other bylaws, requires a favourable opinion of the Abogacía del Tesoro.
Cost to do it: Model bylaws: no registry cost per the MIC. A private document needs notarial certification of every signature; a deed needs full notarial fees (market rates, not set by the law).
Example: Model bylaws: about 72 business hours. Private document or deed: about 8 days (MIC comparison sheet). / The notary is the only professional cost on the standard route if signatures are certified.Ley Nº 6480/2020, Art. 5, 6, 7 and 8, 2020-01-08 official text · verified 2026-10-28
3. Capital and shares. Capital is divided into shares, which may be registered shares endorsable or not, ordinary or preferred, or book entry shares; bylaws state the votes per class, and single or multiple votes are allowed. Subscription and payment may follow terms different from the Civil Code rules for the S.A., but shares must be paid in within two years at most. Contributions in kind are valued by unanimous agreement of the members, with the justification stated in the founding document; in insolvency creditors may challenge that value for five years. Members jointly and without limit guarantee to third parties that committed contributions will be paid. Capital increases may issue shares at par or at a premium.
Cost to do it: No legal minimum capital. Where cash capital exceeds 1,200 monthly minimum wages, the MIC requires a 20 percent guarantee deposit at Banco Nacional de Fomento, withdrawable after registration.
Example: With the monthly minimum wage at PYG 3,044,000, the deposit applies above PYG 3,652,800,000 of cash capital; on PYG 5,847,900,000 of cash the deposit is PYG 1,169,580,000. / Threshold about US$624,634; on about US$1,000,000 of cash the temporary deposit is about US$200,000.Ley Nº 6480/2020, Art. 10, 11, 12, 13, 14 and 15, 2020-01-08 official text · verified 2026-10-28
4. Share transfers. Bylaws may prohibit trading of shares, or of a class, for up to five years from issue, renewable for further periods of up to five years only by unanimous decision of all shareholders; transfers in breach are voidable at the request of the other members. If the bylaws are silent, every transfer must be notified to the company and entered in the share register to bind third parties. Bylaws may also require prior approval by the shareholders meeting. In every case transfers must follow the reporting rules for companies with shares (Ley 5895: five business days to the company, then five business days to the Ministry).
Cost to do it: No transfer fee is set by the law; late reporting is fined 50 to 500 daily minimum wages (Ley 5895 art. 6).
Example: Fine range PYG 5,853,850 to PYG 58,538,500. / About US$1,001 to US$10,010.Ley Nº 6480/2020; Ley Nº 5895/2017, Ley 6480 art. 16, 17 and 18; Ley 5895 art. 5, 2020-01-08 official text · verified 2026-10-28
5. Governance. The bylaws freely set the company's structure. If they are silent, the shareholders meeting (or the sole shareholder) exercises the powers of the S.A. ordinary and extraordinary meetings under Civil Code art. 1079 and 1080, and management sits with the legal representative. Meetings may be held remotely, by successive communication or by written consent; unless the bylaws say otherwise the legal representative calls meetings with at least five business days' written notice, the quorum is a majority of paid shares and decisions pass by a majority of shares present. A board is optional; if there is one and no audit body, at least one alternate must be appointed. The S.A. director liability rules apply to the legal representative and board members, and a síndico or supervisory board is optional. Shareholder agreements bind the EAS only if approved unanimously.
Example: A sole shareholder parent can act as the shareholders meeting by signed decision and appoint a local legal representative with full powers. / No mandatory board or statutory auditor keeps running costs down compared with an S.A.Ley Nº 6480/2020, Art. 19 to 29, 2020-01-08 official text · verified 2026-10-28
6. Books, accounts and amendments. The EAS must keep a minutes book of the shareholders meeting, a share register, a minutes book of the board, a journal and an inventory book; the registry may allow digital substitutes. Financial statements follow current accounting and tax rules and are approved by the shareholders meeting (by the sole shareholder, recorded in the minutes book, in a single member EAS). Bylaw amendments pass by a majority of votes present, are recorded in a public or private instrument and registered with the Ministry registry. Any company may convert into an EAS, and an EAS may convert into another type only by unanimous vote of all voting shares.
Example: The MIC foreign investor guide says an EAS needs no corporate books, but art. 31 lists five; keep them.Ley Nº 6480/2020, Art. 30, 31, 32, 33, 34 and 39, 2020-01-08 official text · verified 2026-10-28
7. Dissolution and liquidation. An EAS dissolves on expiry of its term, impossibility of its purpose, judicial liquidation, causes in the bylaws, a members' decision, an order of a competent authority, or losses that make it economically impossible to pursue its purpose. Except on expiry of term, dissolution runs from registration of the decision with the Ministry. The cause can be cured within six months. Liquidation follows the Civil Code; the legal representative or a person appointed by the meeting acts as liquidator, and the liquidation ends only when the closing balance is registered, for which the registry requires certificates of no tax, labor and similar debts.
Example: Plan for DNIT and IPS clearance certificates before filing the closing balance; without them the liquidation cannot be registered.Ley Nº 6480/2020, Art. 36, 37 and 38, 2020-01-08 official text · verified 2026-10-28
8. What the MIC applies in practice. According to the MIC comparison sheet and EAS requirements: registration online in 72 business hours on the model bylaws and 8 days with a private document or deed; registry and publication with the Ministry's Dirección General de Personas y Estructuras Jurídicas y Beneficiarios Finales and the EAS website; no minimum capital but capital must suffice for the purpose; contributions in kind fully paid at formation; where cash capital exceeds 1,200 minimum wages a 20 percent deposit to the MIC account at Banco Nacional de Fomento (on the cash part only for mixed capital), withdrawable after registration and opening; activities regulated by the Central Bank excluded; standard tax obligations IVA, IRE, IDU and financial statements. Foreign corporate shareholders file their incorporation deed, a board resolution approving the investment, an apostilled or legalised power of attorney, their foreign tax ID and the IDs of their shareholders, with sworn translations if not in Spanish.
Cost to do it: Model bylaws: 0 per the MIC presentation. Translation, apostille and notarial costs for foreign shareholders depend on the home country.MIC SUACE company comparison sheet and EAS documentary requirements (applying Ley 6480/2020), Comparison sheet rows on registration, capital and object; EAS requirements points 1 to 3, 2025-05 official text · verified 2026-10-28
RouteDocumentWho signsExtra stepMIC time
Model bylawsBylaws generated by the platform, cannot be modifiedAll shareholders and the legal representative on every pageNone72 business hours
Private documentOwn bylaws with the minimum contents of art. 5All shareholders and the legal representative, signatures certified by a notaryAbogacía del Tesoro opinion (art. 8)8 days
Public deedDeed before a notary; mandatory if contributed assets need a deedBefore the notaryAbogacía del Tesoro opinion if the model is not used (art. 8)8 days

EAS formation routes (MIC comparison sheet and Ley 6480/2020, verified 28 October 2026)

Worked example

  • A US parent sets up a single shareholder EAS with PYG 500,000,000 (about US$85,501) of cash capital on the model bylaws.
  • Registration: filed through SUACE, registered by the Ministry registry in about 72 business hours; no registry cost on the standard route per the MIC, no newspaper publication.
  • Guarantee deposit: none, because cash capital is below 1,200 minimum wages (PYG 3,652,800,000, about US$624,634).
  • If capital were PYG 5,847,900,000 (about US$1,000,000), the EAS would first deposit PYG 1,169,580,000 (about US$200,000) at Banco Nacional de Fomento, withdrawable after registration, and would have two years to pay in the shares.
  • Within 45 business days of formation it files shareholders and beneficial owners with the Ministry registry (see the beneficial ownership page).

Step by step

  1. Decide whether the model bylaws work; keep investor rights in a shareholder agreement approved by all members (art. 25) instead of changing the model and triggering a Treasury opinion.
  2. Prepare documents for each foreign corporate shareholder: deed of incorporation, unanimous board resolution approving the investment, power of attorney with notarised signature, apostilled or legalised, foreign tax ID and IDs of its shareholders, with sworn translation into Spanish.
  3. Register as a user on the SUACE EAS platform, complete the single form, download the model bylaws and have all shareholders and the legal representative sign every page (or sign digitally).
  4. If cash capital exceeds 1,200 minimum wages, deposit 20 percent at Banco Nacional de Fomento to the MIC account and upload the slip.
  5. After registration, SUACE routes the file for the RUC with DNIT and employer registration with IPS and the Ministry of Labor; per the MIC presentation the applicant must sign and complete biometric registration at a DNIT office within five business days of receiving the RUC unless a digital signature was used.
  6. Within 45 business days of formation file shareholders and beneficial owners with the Ministry registry; then keep the five books and approve the accounts each year.

Common traps

  • A single shareholder EAS cannot own another single shareholder EAS (art. 1); a chain of one member EAS companies under one parent is not allowed, so put a second shareholder in the intermediate company or use a different structure.
  • Members are jointly and without limit liable for anything signed before registration (art. 4); do not sign leases or employment contracts before the registry certificate.
  • Shares must be fully paid within two years (art. 10) and members guarantee unpaid contributions to third parties without limit (art. 13).
  • In kind contributions at inflated values can be challenged by creditors for five years in insolvency (art. 12); attach valuation support (the MIC asks for an appraiser report or invoices).
  • Any change to the model bylaws requires a Treasury opinion (art. 8) and moves the MIC timeline from 72 hours to about 8 days.
  • The MIC foreign investor guide says the EAS needs no corporate books, but Ley 6480 art. 31 requires five; banks and auditors will ask for them.
  • The EAS cannot carry on activities regulated by the Central Bank, according to the MIC sheet; banks, finance companies and similar need an S.A.
  • Converting an EAS into another type needs the unanimous vote of all voting shares (art. 34), so a minority investor can block it.
  • Ley 6480 still names the Ministry of Hacienda; its registry functions now sit with the Ministry of Economy and Finance directorate for legal persons and beneficial owners.

Sources

Related pages

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