Partnership limited by shares formation (comandita por acciones)
We form your partnership limited by shares with the Commercial Registry, from start to finish. We do the drafting, reserve the name and handle the whole process. You just sign.
Requesting a quote doesn't commit you to anything
- You tell us about your case. It's free.
- We send you the price in writing, within 1 to 3 hours.
- You decide. If it works for you, we start. If not, you delete it with one click and pay nothing.
No one will pressure you. Your information is used only for your case.
Is it for you?
If any of these sounds like you, this procedure is for you.
- Projects that need to raise capital from several investors without losing control of management
- Entrepreneurs who want to attract shareholders but keep control in the hands of the general partners
- Businesses looking to combine the firm management of a limited partnership with the capital-raising ability of a C.A.
- Investors who want to participate through shares, with liability limited to their contribution
What's included and what isn't
Everything clear from the start. No fine print.
Includes
- Search and reservation of the business name (razón social) at the Commercial Registry
- Drafting of the articles of incorporation and bylaws, tailored to your business
- Structuring of the capital divided into shares for the limited partners
- Advice on the roles of general partners and limited partner shareholders
- Drafting of the management, share issuance and liability clauses
- Corrections and adjustments to the document as many times as needed
- Final review with you before filing
- Filing and handling of the company file at the Commercial Registry
- Assistance on signing day
- Follow-up on the company file until delivery
Does not include
- Official Commercial Registry fees and charges (paid separately, based on the declared capital)
- Revenue stamps
- Publication in a commercial gazette or newspaper (we offer it as an add-on) Add it to your procedure ↓
- Stamping of accounting books (add-on service) Add it to your procedure ↓
- Later procedures such as the RIF (Venezuelan tax ID), IVSS (Venezuelan Social Security Institute) or municipal permits (we handle them separately) Add it to your procedure ↓We can handle it separately:IVSS →Municipal permits →
Add to your procedure
Check it and we include it in your quote. You decide at the end.
What you need
Check off what you already have. You don't need everything to request your quote.
You have 0 of 8.
- One or more name options for the business name (we check availability)
- Partner details: name, cédula (Venezuelan ID card) or passport, and address
- Decide who will be the general partner (manages) and who will be the limited partner shareholders
- How the capital will be divided into shares, and their value
- The amount of capital you want to declare (we advise you on a sensible minimum)
- A description of the business activity the company will carry out
- The company's tax address
- You don't need to have everything ready: we build the complete structure for you
How the process works
You do very little. We take care of the rest. The whole process: on average, 15 to 20 business days.
- Step 1
We reserve the name
We check and reserve your business name at the Commercial Registry.
We do this - Step 2
We structure the capital
We prepare the articles of incorporation and allocate the share capital among the partners.
We do this - Step 3
We handle the filing
We submit the company file and follow up until it's approved.
We do this - Step 4
You sign
We go with you to the signing at the registry.
You do this - Result
Done
We hand you your partnership limited by shares, formed and ready to operate.
You receive it
From the time we have all the required documents, to draft, record and publish.
What it costs and how to pay
There are two separate payments, and we want you to see them clearly.
Our fee: we do all the work for you.
The official registry fee. It goes straight to the agency, and we give you the exact amount, with its receipt, before you pay anything.
How you pay: 50% when we start and 50% on delivery. In dollars, in bolívares at the official BCV exchange rate, or with Cashea.
How is your investment calculated?
Your investment has two parts, and we want you to see them clearly from the start. What you pay us, our professional fee for handling the process, from $300. That's what it costs for us to do all the work for you.
What goes to the government, the official Commercial Registry fee. That money doesn't stay with us; it goes straight to the Registry. For a company formation, the fee isn't fixed. It starts at a minimum of about $30 for the recording and goes up with the declared capital and the number of pages in the document (around $11 per page). Adding up the name search, recording, copies and stamping of the books, the total official fees usually come to around $300. Why don't we give you a single fixed price? Because a company with two partners and small capital is not the same as one with five partners and large capital. The government fee changes with the capital you declare and the number of pages in your document. Giving you a fixed number would be misleading you. The amounts you see here are a base estimate so you have a realistic idea. Our lawyer gives you the exact calculation — professional fee and official fees — before you pay anything, always with no strings attached.
FAQ
What happens if I raise capital without structuring it properly?
You could end up giving away control of the company without realizing it. This structure exists precisely to bring in investors without letting go of management.
Does the price include the registry costs?
No. The professional fee from $300 covers the handling; the registry fee is paid separately, based on the capital.
How is it different from a limited partnership (comandita simple)?
Here, the capital of the limited partners is divided into shares.
Who has unlimited liability?
The general partners, who manage the company; the limited partner shareholders are liable only up to the amount of their shares.
Does it work for attracting investors without losing control?
Yes, that's exactly what it's for. They come in through shares and management stays in the hands of the general partners.
About this procedure
The partnership limited by shares combines the best of both worlds: it has general partners (socios gestores) who run the company and are jointly and severally liable, without limit, just as in a limited partnership (comandita simple); but the limited partners' capital is divided into shares, as in a compañía anónima (C.A., a Venezuelan corporation). In other words, it lets you raise capital from several investors through shares, while management stays firmly in the hands of the general partners.
This structure is useful for projects that need to attract several investors without diluting the control of those who run the business. The limited partner shareholders contribute capital and receive profits according to their shares, with their liability limited to that contribution, while the general partners stay in charge.
We take care of everything: we reserve the name, draft the articles of incorporation and bylaws, structure the share capital and define the roles of general partners and shareholders, submit the company file to the Commercial Registry and stay with you on signing day. It's a more complex structure, so if you have questions, let's talk: we'll advise you, no strings attached.
Legal framework and important notes
Código de Comercio (Commercial Code), articles 201 and 235 · Ley de Registros y Notarías (Registries and Notaries Law), article 85
- The estimated time may vary depending on the Commercial Registry's availability
- The business name must be reserved before the procedure starts
- The final amount of official fees depends on the declared share capital
- It's a hybrid structure and more complex than the others; setting it up requires careful advice
- We support you with every decision
- If you're looking for something simpler, an S.R.L. (Venezuelan limited liability company) or a compañía anónima may suit you better
- Let's talk and we'll guide you
- If you want to handle your whole startup at once, the Set up your company route in our Solutions section brings these steps together in a single solution, at a package price
We guarantee our service, not what the agency decides. If something depends on them, we tell you clearly and in time.
Is your case different?Ask us, message us on WhatsApp or book a free consultation. A real person answers you.
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