Appointment or removal of the comisario (statutory auditor)
The comisario is a mandatory role in every compañía anónima: the watchdog who oversees management and reviews the balance sheets. If your comisario's term has expired or you want a new one, it has to be done through minutes. We draft and record them.
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.
- For companies whose comisario's term has expired or that have none
- For companies whose bank, tender or audit requires a current comisario
- For shareholders who want to replace the current comisario with one they trust
What's included and what isn't
Everything clear from the start. No fine print.
Includes
- Drafting of the shareholders' meeting minutes appointing or removing the comisario.
- Coordination of the incoming comisario's letter of acceptance.
- Visado (a lawyer's sign-off required before filing).
- Filing and follow-up at the Commercial Registry until recording is complete.
Does not include
- The official registry fee charged by the Commercial Registry (a flat filing fee plus a per-page charge).
- The comisario's own fees for the role.
- Publication of the minutes, which is quoted separately. Add it to your procedure ↓
- If you don't have a comisario, we help you find a licensed one; that service is arranged separately.
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 5.
- Company registration documents and latest minutes
- Shareholders' meeting minutes book
- Cédula (Venezuelan ID card) and RIF (Venezuelan tax ID) of the shareholders
- Details of the comisario being appointed (name, cédula and professional license number)
- We confirm the exact list for your case
How the process works
You do very little. We take care of the rest. The whole process: on average, 7 to 10 business days.
- Step 1
Tell us the change
You tell us whether you're appointing a new comisario, removing the current one, or both.
You do this - Step 2
We review your case
We tell you the exact required documents and coordinate the comisario's acceptance.
We do this - Step 3
We draft
We prepare the shareholders' meeting minutes.
We do this - Step 4
You sign
You sign the meeting minutes.
You do this - Step 5
We file
We submit everything to the Commercial Registry and follow up.
We do this - Result
Done
We hand you your comisario, appointed and recorded.
You receive it
Counted from when we have the shareholders' meeting minutes, to record and publish them.
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 always show them to you separately. Our professional fee, from $120, to draft the minutes and handle the entire procedure
The official registry fee charged by the Commercial Registry, a flat fee of about $57 to $60 for filing the minutes, plus about $3 per page. Appointing a comisario is not charged a percentage. That fee isn't our money; the government collects it. We give you the final number before we start, no strings attached Your lawyer gives you the exact number before you pay anything, no strings attached.
FAQ
What happens if I don't have a comisario?
The company is out of compliance and the important things get stuck: the bank, a tender or the annual meeting itself, because without the comisario's report the balance sheet can't be approved.
Does the price include the registry fee?
No. The professional fee, from $120, covers the work; the Registry's fee is paid separately and we tell you the amount beforehand.
Is a comisario mandatory?
Yes, every compañía anónima must have one; it's a requirement of the Código de Comercio (Commercial Code).
Who can serve as comisario?
A licensed professional: an accountant, business administrator or economist.
How often is the comisario changed?
According to the term set in the bylaws; if it has expired, a new appointment is needed.
Can you find a comisario for me?
We can help you find a licensed one; that's arranged separately.
About this procedure
The comisario is one of the most neglected roles in Venezuelan companies, and at the same time one the law requires most firmly. Every compañía anónima must have a comisario: the oversight body that monitors the directors' management, reviews the balance sheets and reports to the shareholders' meeting. The comisario must be a licensed professional: an accountant, business administrator or economist. The catch is that many companies have a comisario whose term has expired, or one who no longer practices, or one who was never updated after incorporation. That leaves the company out of compliance, and more and more often a bank, a public tender or an audit requires a current comisario. We take care of that: we draft the shareholders' meeting minutes to appoint a new comisario or remove the current one, coordinate their acceptance, and take the minutes to the Commercial Registry so they're formally recorded. You sign, and we hand your company back with its comisario in good standing.
Legal framework and important notes
Código de Comercio (Commercial Code), articles 287 and 309 to 311 · Ley de Registros y Notarías (Registries and Notaries Law), article 85
- Many companies discover their comisario's term has expired just when a bank or a tender requires one. It's best to check before it becomes urgent
- Appointing a comisario does not pay the 2 percent registry fee
- If you're also changing the board of directors, it can be done in the same minutes and costs less
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.