Countries › Paraguay › Guide › 16. What is normal abroad but not here › No bearer shares, fast share transfer notices and a 10 percent beneficial owner test

No bearer shares, fast share transfer notices and a 10 percent beneficial owner test

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

Abroad, many share transfers are private and beneficial ownership registers use a 25 percent threshold. In Paraguay, bearer shares were converted into registered shares, every share transfer is reported in 5 plus 5 business days, and changes in beneficial owners are reported within 15 business days. A beneficial owner is anyone holding 10 percent of capital or controlling over 25 percent of votes; non compliance blocks bank accounts and the RUC.

USD figures use PYG 5,868.31 per US dollar, the Banco Central del Paraguay reference quotation for 28 October 2026 (planilla de cotizaciones). Conversions are for orientation only.

Key facts

Business days for the buyer to report a share transfer to the company	5 business daysLey 5895/2017 art. 5, as of 2017-10-05 · in force
Beneficial owner capital threshold	10 %Ley 6446/2019 art. 4 a, as of 2019-11-29 · in force
Beneficial owner voting control threshold (more than)	25 %Ley 6446/2019 art. 4 b, as of 2019-11-29 · in force
Business days to report beneficial owner changes	15 business daysLey 6446/2019 art. 7, as of 2019-11-29 · in force
Bearer shares allowed	no textLey 5895/2017 art. 2 and 3, as of 2017-10-05 · in force
Minimum daily wage (jornal mínimo) from 1 July 2026	117077 PYGDecreto 6225/2026; Res. MTESS 670/2026, as of 2026-07-01 · in force
BCP reference rate, PYG per US dollar, 28 October 2026	5868.31 PYGBCP planilla de cotizaciones, as of 2026-10-28 · in force

The rule

1. No bearer shares. The bylaws of companies with bearer shares were amended by law, and shareholders had 24 months to swap them for registered shares; companies below 90 percent conversion lose access to the financial system and have their RUC blocked. The conversion is tax exempt.
Cost to do it: No fee for the conversion (art. 7).
Example: A shareholder still holding bearer certificates must swap them before exercising economic rights. / Not applicable.Ley Nº 5895/2017, transparency in share companies (promulgated 5 October 2017, published 9 October 2017), art. 2, 3, 4 and 7, 2017-10-05 official text · verified 2026-10-28

2. Share transfers reported within days. The buyer must report every share transfer to the company within five business days, stating name, identity card or RUC and address; the company must report it to the authority within a further five business days. Fines range from 50 to 500 daily minimum wages. Listed issuers follow their own regime.
Cost to do it: No filing fee; fines PYG 5,853,850 to PYG 58,538,500 at the jornal of PYG 117,077 (Res. MTESS 670/2026).
Example: A transfer signed on Monday 2 November 2026 must reach the company by Monday 9 November and the authority within five more business days. / Fines of about US$998 to US$9,975.Ley Nº 5895/2017, art. 5, 6 and 8, 2017-10-05 official text · verified 2026-10-28

3. Beneficial owner registry. Companies, associations, foundations, trusts and investment funds must register their shareholders and managers and report their beneficial owners: natural persons who directly or indirectly hold 10 percent or more of capital, control more than 25 percent of votes, manage or use the entity's assets, can appoint or remove board members, or otherwise control it, including the full ownership chain. Changes must be reported within 15 business days, and supporting documents kept for five years. The Ministry directorate created by the law also replaced the Abogacía del Tesoro as the authority for Ley 5895/2017.
Cost to do it: No fee set in the law; budget legal time to map the chain.
Example: A Paraguayan S.A. owned 60/40 by two offshore holdings reports every individual with 10 percent or more of capital through the chain. / Not applicable.Ley Nº 6446/2019, legal persons and beneficial owner registries (promulgated 29 November 2019, published 2 December 2019), art. 2, 3, 4, 5, 7, 12 and 14 b, 2019-11-29 official text · verified 2026-10-28

4. Consequences. Until it complies, a non compliant entity cannot open accounts, issue securities, make deposits or remittances or other operations with banks, finance companies, exchange houses, brokers and cooperatives, has its RUC blocked and its filings with the authority suspended. Fines are 50 to 500 daily minimum wages or up to 30 percent of the profits or dividends to be distributed, also for false or incomplete information.
Cost to do it: Fines PYG 5,853,850 to PYG 58,538,500, or up to 30 percent of distributable profits.
Example: On a planned dividend of PYG 1,000,000,000, the fine could reach PYG 300,000,000. / About US$51,122 on a dividend of about US$170,407.Ley Nº 6446/2019, art. 8 and 9, 2019-11-29 official text · verified 2026-10-28

Step	Who	Deadline	Norm
Notice of transfer to the company	Buyer	5 business days	Ley 5895 art. 5
Notice to the authority	Company	5 more business days	Ley 5895 art. 5
Beneficial owner update	Company	15 business days	Ley 6446 art. 7

Reporting clock after a share sale

Worked example

A foreign fund buys 30 percent of a Paraguayan S.A. The fund notifies the company within five business days, the company notifies the authority within five more, and the company updates the beneficial owner registry within 15 business days with each individual behind the fund who reaches 10 percent of capital or more than 25 percent of votes.

Step by step

Add the 5 plus 5 business day notices to the closing checklist.
Map the ownership chain down to individuals at the 10 percent capital test.
Update the beneficial owner registry within 15 business days of any change.
Keep the supporting documents for five years (Ley 6446 art. 12).

Common traps

Using a 25 percent capital test from abroad: Paraguay uses 10 percent of capital (Ley 6446 art. 4 a).
Sending the notice to the Abogacía del Tesoro by habit: Ley 6446 art. 14 b moved authority to the new Ministry directorate.
Ignoring the banking block: non compliance stops accounts and remittances, which can freeze dividend payments (Ley 6446 art. 8).

Sources

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