Capital reduction
Reducing your company's capital isn't just signing minutes: the law protects creditors, because share capital is the guarantee behind the company's debts. We draft the minutes, take care of the creditor opposition formalities and record them for you.
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 that need to reduce their share capital: to absorb accumulated losses and clean up the balance sheet, to return capital to the shareholders, or to bring capital in line with the business's economic reality
What's included and what isn't
Everything clear from the start. No fine print.
Includes
- Drafting of the extraordinary shareholders' meeting minutes for the capital reduction.
- Advice on the reason for the reduction and the formalities regarding creditors.
- Coordination of the comisario's report.
- 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 fees of the comisario or the accountant, if financial statements are required.
- Publication of the minutes, which is quoted separately. Add it to your procedure ↓
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 7.
- Company registration documents and latest minutes
- Cédula (Venezuelan ID card) and RIF (Venezuelan tax ID) of the shareholders
- Shareholder register and shareholders' meeting minutes book
- The comisario's details
- Financial statements supporting the reduction
- The reason for the reduction (absorbing losses or returning capital to shareholders)
- 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, 10 to 14 business days.
- Step 1
Tell us the amount
You tell us how much you want to reduce and why.
You do this - Step 2
We review your case
We tell you the exact required documents and coordinate the comisario's report.
We do this - Step 3
We draft
We prepare the capital reduction minutes.
We do this - Step 4
You sign
You sign the meeting minutes.
You do this - Step 5
We file
We handle the creditor formalities and submit everything to the Commercial Registry.
We do this - Result
Done
We hand you your capital reduction, already recorded.
You receive it
Counted from when we have the minutes and the supporting documents, 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 $180, to draft the minutes and handle the entire procedure
The official registry fee charged by the Commercial Registry, which for a capital reduction is a flat fee of about $57 to $60 for filing the minutes, plus about $3 per page. Unlike a capital increase, a reduction 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 have accumulated losses and don't adjust the capital?
Your balance sheet shows capital that no longer exists. That causes complications with the comisario, the bank and any new shareholder who reviews the numbers.
How much is the registry fee?
A flat filing fee for the minutes of about $57 to $60, plus a per-page charge; no percentage applies. The professional fee, from $180, is ours and separate.
What about the creditors?
The law gives them a right to object when capital goes down; we take care of that formality so the procedure doesn't stall.
Do I need a comisario?
Yes, the comisario's report is mandatory.
Can I reduce capital to absorb losses?
Yes, it's one of the most common uses; tell us about it and we'll draft the minutes with that reason.
About this procedure
A capital reduction is used when a company needs to adjust its capital downward, either to absorb accumulated losses and clean up the balance sheet, or to return part of the capital to the shareholders. It's a delicate procedure, because share capital is the guarantee that backs the company's debts to third parties: that's why the law gives creditors a right to object when capital goes down. Mishandling that point can stall the entire procedure or leave the shareholders exposed. We handle the complete process: we draft the extraordinary shareholders' meeting minutes detailing the reduction and its reason, coordinate the comisario's report, make sure the creditor-protection formalities are met, and take everything to the Commercial Registry so it's formally recorded. You sign, and we hand you your recorded capital reduction, done with the care this procedure requires.
Legal framework and important notes
Código de Comercio (Commercial Code), articles 221 and 222 · Ley de Registros y Notarías (Registries and Notaries Law), article 85
- A capital reduction triggers the creditors' right to object. It's the most delicate point of the procedure and must be handled properly from the minutes onward
- Unlike a capital increase, it does not pay the 2 percent registry fee
- If the reduction includes returning capital to shareholders, it's wise to review the tax impact before carrying it out
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.