Countries › Uruguay › Guide › 4. Entities and setup › Annual corporate compliance in Uruguay: accounts, meetings, AIN filings and ICOSA

Annual corporate compliance in Uruguay: accounts, meetings, AIN filings and ICOSA

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

Every Uruguayan company closes a one year fiscal period, has its administrators prepare inventory, financial statements and a profit proposal within four months, and submits them to partners or shareholders within 180 days of the year end. Companies with yearly income above UI 26.3 million (about US$4.37 million), or above UI 4 million when at least 90 percent of income is foreign source, must also register their financial statements with the Auditoría Interna de la Nación (AIN) within 180 days and cannot pay dividends until they do. On top come the S.A. year end control tax ICOSA, the SAS yearly communication to the AIN and keeping the BCU beneficial owner register current.

USD figures use UYU 40.214 per US dollar, the Banco Central del Uruguay (BCU) quotation for DLS. USA BILLETE on 26 October 2026. Amounts set in Unidades Indexadas (UI) use UYU 6.6792 per UI (BCU, 27 October 2026); amounts set in Unidades Reajustables (UR) use UYU 1,940.77, the September 2026 UR (Decreto 229/026, IMPO UR table, the latest month published on the verification date). Conversions are for orientation only.

Key facts

Fiscal year length for commercial companies	12 monthsLey Nº 16.060 art. 88, as of 2026-10-27 · in force
Deadline to prepare financial statements after year end	4 monthsLey Nº 16.060 art. 87, as of 2026-10-27 · in force
Deadline to submit financial statements for approval after year end	180 daysLey Nº 16.060 art. 97, as of 2026-10-27 · in force
Income above which financial statements are registered with the AIN	26300000 UIDecreto Nº 156/016 art. 3, as of 2026-10-27 · in force
Income threshold when at least 90% is foreign source	4000000 UIDecreto Nº 156/016 art. 3, as of 2026-10-27 · in force
Days after year end to register financial statements with the AIN	180 daysDecreto Nº 156/016 art. 4, as of 2026-10-27 · in force
Fine for late registration of financial statements	2000 UIDecreto Nº 156/016 art. 7, as of 2026-10-27 · in force
Fine for distributing profits before registering financial statements	125000 UIDecreto Nº 156/016 art. 7, as of 2026-10-27 · in force
Legal reserve: minimum share of yearly net profit	5 %Ley Nº 16.060 art. 93, as of 2026-10-27 · in force
Legal reserve: target as share of capital	20 %Ley Nº 16.060 art. 93, as of 2026-10-27 · in force
S.A.: ICOSA rate at each fiscal year end (base UI 578,428)	0.75 %T.O. 2023 Title 16 art. 3, as of 2026-10-27 · in force
SAS: days after year end for the yearly AIN communication	180 daysDecreto Nº 399/019 art. 14, as of 2026-10-27 · in force
Deadline to report beneficial ownership changes (resident owners)	45 daysLey Nº 19.484 art. 30, as of 2026-10-27 · in force
UYU per US dollar used for conversions (BCU, 26 Oct 2026)	40.214 UYUBCU quotation DLS. USA BILLETE, as of 2026-10-27 · in force
Unidad Indexada value used for conversions (BCU, 27 Oct 2026)	6.6792 UYUBCU quotation UNIDAD INDEXADA, as of 2026-10-27 · in force

The rule

1. The fiscal year lasts one year and its closing date is set by the administrators; it can only change exceptionally with the partners' majority or the meeting's approval (and AIN consent for open S.A.). Within four months of the close, administrators must prepare at least the inventory of assets and liabilities, the financial statements under adequate accounting standards, and the profit distribution proposal if any, together with a management report explaining significant variations, reserves, outlook, related party dealings and any non cash dividend.
Cost to do it: Accounting and audit fees are set privately and are not quoted here.
Example: A company closing on 31 December 2026 must have its statements and proposal ready by 30 April 2027. / No statutory fee.Ley Nº 16.060, art. 87 to 89 as worded by Ley Nº 18.362, Art. 87, art. 88, art. 89 and art. 92, 2008-10-06 official text · verified 2026-10-27

2. Where an internal control body exists, it receives the statements and the management report 30 days before the meeting and issues a report; copies stay at the registered office for partners at least 10 days before they are considered. The statements are submitted for approval within 180 days of the year end (open S.A. within the term set by regulation, at most 120 days). In companies without assemblies they are deemed approved if not challenged within 30 days of being communicated; the right to approve and challenge cannot be waived. Companies under state control send a copy to the control body.
Cost to do it: No fee.
Example: Year end 31 December 2026: approval by 29 June 2027; for an SRL, statements sent to partners on 1 June 2027 and unchallenged are approved on 1 July 2027. / No fee.Ley Nº 16.060, art. 97 as worded by Ley Nº 19.924, Art. 95 to 97, 2020-12-18 official text · verified 2026-10-27

3. Companies of any form must register their financial statements with the AIN Registro de Estados Contables, as must SAS, cooperatives, civil associations, foundations, non resident entities caught by Ley 18.930 and unsupervised trusts and funds, when total income at the year close exceeds UI 26,300,000, or exceeds UI 4,000,000 with at least 90 percent from non Uruguayan source, using the UI at the closing date (pro rated for short years). The term is 180 calendar days from the day after the year end. The company cannot distribute profits until it has registered the statements of the last closed year. Registered statements stay available to any interested party for three years. Banks, insurers, pension fund managers and securities brokers supervised by the BCU are excluded.
Cost to do it: No registry fee set in the decree. Late filing fine: UI 2,000, about UYU 13,358 (US$332), or UI 3,000, about UYU 20,038 (US$498), if repeated within five calendar years. Paying profits before registering: UI 125,000, about UYU 834,900 (US$20,761), or UI 250,000, about UYU 1,669,800 (US$41,523) if repeated, always within the 10,000 UR ceiling.
Example: UI 26,300,000 is about UYU 175,662,960 at the 27 October 2026 UI; a company over that threshold closing on 31 December 2026 registers by 29 June 2027. / About US$4.37 million of yearly income triggers registration; UI 4,000,000 is about US$664,366 for mainly foreign source income.Ley Nº 16.060, art. 97 BIS as worded by Ley Nº 19.149; Decreto Nº 156/016, art. 3 as worded by Decreto Nº 403/019, Ley 16.060 art. 97 BIS; Decreto 156/016 art. 3, art. 4, art. 6 and art. 10, 2019-12-30 official text · verified 2026-10-27

4. Once the AIN notifies a fine for not registering financial statements, it sends the DGI the list of non compliant entities and the DGI suspends their annual tax compliance certificate.
Cost to do it: Indirect cost: without a valid certificate the company cannot collect from public bodies or complete many transactions.
Example: A supplier to a state company that misses the AIN filing can see payments held until it registers and pays the fine. / Business cost; no fee.Decreto Nº 156/016, Art. 7 and art. 8, 2016-05-30 official text · verified 2026-10-27

5. At least 5 percent of yearly net profit goes to a legal reserve until it reaches 20 percent of capital; only net profit from regularly prepared and approved statements can be distributed, after covering prior losses and rebuilding the reserve, and declared profits are paid within 90 days. The S.A. holds its ordinary meeting within 180 days of the year end.
Cost to do it: Cash retained in the reserve.
Example: Net profit UYU 2,000,000: UYU 100,000 to the reserve until it reaches 20 percent of capital. / About US$49,734 of profit: about US$2,487 to the reserve.Ley Nº 16.060, Art. 93, art. 98, art. 99 and art. 344, 1989-09-04 official text · verified 2026-10-27

6. Every S.A. pays ICOSA at the close of each fiscal year, with or without activity: 0.75 percent of UI 578,428 valued at the UI of 31 December of the previous year, creditable against net wealth tax at the same date with no refund of excess. S.A. whose farming assets exceed 50 percent of fiscal assets and free zone user S.A. are exempt.
Cost to do it: For 2026 closes: UYU 27,866 (US$693), using the UI of 31 December 2025, UYU 6.4234 (BCU).
Example: An S.A. with a net wealth tax of UYU 40,000 for 2026 credits the UYU 27,866 ICOSA and pays UYU 12,134 of net wealth tax. / About US$693 a year per S.A.Texto Ordenado 2023, Title 16; Decreto Nº 256/025, T.O. 2023 Title 16 art. 3 and art. 4; Decreto 256/025 art. 1, art. 6 and art. 7, 2025-11-18 official text · verified 2026-10-27

7. An SAS with yearly income up to UI 37,500,000 reports to the AIN once a year, within 180 calendar days after the year end, the changes in its paid in capital and its compliance with Ley 19.484; above that threshold it is supervised like a closed S.A. and reports capital contributions, reductions, redemptions, capital returns and withdrawal events. Every entity keeps its beneficial owner and shareholder filing with the BCU current within 45 days of a change (90 days for non residents), and reports address and similar data changes within 90 days after the calendar year end.
Cost to do it: No fee for either filing; beneficial owner fines reach UYU 1,322,000 (US$32,874) in 2026.
Example: An SAS closing on 31 December 2026 sends its AIN communication by 29 June 2027 and reports 2026 address changes to the BCU by 31 March 2027. / No fee.Decreto Nº 399/019; Ley Nº 19.484; Decreto Nº 166/017, Decreto 399/019 art. 14; Ley 19.484 art. 30; Decreto 166/017 art. 11, 2022-08-30 official text · verified 2026-10-27

Deadline	Obligation	Who	Source
31 Dec 2026	ICOSA year end taxable event (UYU 27,866)	S.A.	T.O. 2023 Title 16; Decreto 256/025
31 Mar 2027	Report 2026 address and similar data changes to the BCU	All reporting entities	Decreto 166/017 art. 11
30 Apr 2027	Inventory, financial statements, profit proposal and management report	All companies	Ley 16.060 art. 87
29 Jun 2027	Approval of the statements; S.A. ordinary meeting	All companies	Ley 16.060 art. 97 and 344
29 Jun 2027	Register statements with the AIN if over the income thresholds	Companies over UI 26.3 million (or UI 4 million mainly foreign source)	Decreto 156/016 art. 3 and 4
29 Jun 2027	Yearly AIN communication on capital and Ley 19.484	SAS up to UI 37.5 million income	Decreto 399/019 art. 14
Within 90 days of approval	Pay declared dividends	All companies	Ley 16.060 art. 99
Within 45 or 90 days of any change	Update the BCU beneficial owner filing	All reporting entities	Ley 19.484 art. 30

Yearly calendar for a company with a 31 December 2026 year end (statutory terms)

Worked example

An S.A. with UYU 200 million (about US$4.97 million) of 2026 income: registers its statements with the AIN by 29 June 2027, pays UYU 27,866 (US$693) of ICOSA for the 2026 close, and cannot pay the 2026 dividend before the AIN registration; doing so risks a UI 125,000 fine, about UYU 834,900 (US$20,761).

Step by step

1. Fix the fiscal year end in the bylaws or by administrators' decision.
2. Within four months, prepare inventory, financial statements, profit proposal and management report.
3. Send them to the internal control body 30 days before the meeting, if one exists, and make copies available 10 days before.
4. Approve within 180 days of the year end; allocate at least 5 percent to the legal reserve.
5. If over the thresholds, register the statements with the AIN within 180 days before any dividend.
6. S.A.: pay ICOSA for the close; SAS: file the yearly AIN communication.
7. Pay declared dividends within 90 days, only to holders identified to the BCU register.
8. Keep the BCU filing current throughout the year.

Common traps

The AIN registration must come before any dividend; paying first carries a fine of UI 125,000, far above the late filing fine of UI 2,000.
The income threshold uses the UI at the closing date, so a company near UI 26.3 million can cross it through inflation alone.
Holding companies with mainly foreign source income face the much lower UI 4 million threshold.
ICOSA is due for dormant S.A. at every year end; only exempt categories avoid it.
A missed AIN or BCU filing suspends the tax compliance certificate, which counterparties and public bodies check.

Sources

← Beneficial ownership and shareholder reporting to the BCU in UruguayIncorporation checklist for Uruguay: steps, statutory timelines and official fees →