Limited Liability Company (S.R.L.)

Limited Liability Companies are legal entities or businesses formed by a minimum of two and a maximum of fifty partners,
who limit their liability to the amount of their capital contribution. The partners may be either individuals or legal entities.

Benefits of a Limited Liability Company (S.R.L.)

Incorporating this type of company benefits the partners since they are only liable up to the amount of their contributions.
Moreover, there is no minimum capital requirement for its formation, and management is simpler, as it is generally handled by the partners themselves.

Formation or Incorporation of a Limited Liability Company

A Limited Liability Company, whether civil or commercial, must be incorporated by a public deed.
This deed must include, in addition to the statements required by Article 352 of the Chilean Commercial Code,
a declaration that the partners’ personal liability is limited to their contributions or to the amount specified in the deed.

The company’s bylaws must include the following:

– Identification of the partners.
– The corporate name, which must include the business activity or at least one of the partners’ surnames, ending with the word “Limitada” (Limited).
– The type of company management.
– The business purpose or purposes.
– The capital.
– The duration of the company.
– Rules for liquidation and distribution of assets.
– Arbitration clause.
– The company’s registered address.

Dissolution of a Limited Liability Company

A Limited Liability Company may be dissolved for any of the following reasons:

– The death of a partner.
– The expiration of the company’s term, in cases where a specific duration was established.
– Any other cause established in the bylaws, such as the conclusion of the business purpose for which it was created or the loss of assets forming part of the company’s object, among others.