CORPORATE AND COMMERCIAL LAW
CORPORATE AND COMMERCIAL LAW
STERN COMAS advises businesses, investors, entrepreneurs, and business groups on corporate and commercial matters related to the formation, organization, growth, and protection of their operations in the Dominican Republic. Our practice combines experience in corporate structuring, corporate governance, commercial agreements, and private investment transactions.
We regularly advise corporations, family-owned businesses, domestic and foreign investors, and growing enterprises requiring legal assistance with corporate structuring, business reorganizations, acquisitions, shareholder relations, and complex commercial transactions. We also assist in matters involving foreign investment, regulated industries, and business expansion projects.
Our experience includes coordinating matters involving business entities, shareholder agreements, mergers and acquisitions, strategic contracts, investment structures, and corporate governance, seeking solutions that are legally sound, commercially practical, and aligned with our clients' business objectives.
SERVICES WE OFFER
Company Formation
Advising on the establishment of corporations, limited liability companies, branches, family-owned businesses, and investment structures.
Corporate Governance
Design and implementation of governance structures, decision-making mechanisms, and management frameworks for businesses.
Shareholder Agreements
Drafting and negotiation of shareholder agreements, investor protections, and governance arrangements.
Mergers, Acquisitions and Reorganizations
Assistance with business acquisitions, corporate restructuring, reorganizations, and ownership transitions.
Commercial Contracts
Drafting, reviewing, and negotiating commercial agreements, distribution agreements, service contracts, supply agreements, and strategic business arrangements.
Foreign Investment
Advising foreign investors on the establishment and structuring of investments and business operations in the Dominican Republic.
Regulated Industries
Legal assistance for businesses operating in regulated sectors, including healthcare, free zones, and other activities subject to administrative oversight.
Corporate Compliance
Support with recurring corporate matters, regulatory compliance, corporate maintenance, and interactions with government authorities.
FEATURED ARTICLES
The Sale of Shares in Medical Centers in the Dominican Republic
The acquisition or sale of shares in a medical center involves considerably more than a traditional corporate transaction. In addition to standard corporate considerations, these transactions require an assessment of healthcare licenses, relationships with health insurers, regulatory compliance, labor risks, medical equipment, institutional reputation, and the continued involvement of key physicians who contribute directly to revenue generation. As a result, a successful acquisition requires specialized due diligence combining corporate, regulatory, financial, real estate, and healthcare analysis.
Should a Foreign SaaS Company Incorporate in the Dominican Republic? A Legal and Tax Perspective
The Dominican Republic has become an increasingly attractive destination for technology entrepreneurs, digital service providers, and Software-as-a-Service (SaaS) businesses seeking access to the Caribbean and Latin American markets. However, deciding whether to operate through a foreign entity or establish a Dominican company requires a careful assessment of corporate, tax, regulatory, banking, and operational considerations.
This article analyzes the legal and tax implications of incorporating a SaaS business in the Dominican Republic, including the treatment of locally and foreign-sourced income, corporate taxation, ITBIS considerations, transfer pricing issues, intellectual property ownership, employment matters, and regulatory compliance. It also examines practical factors such as banking access, customer relationships, substance requirements, and long-term business expansion, providing international entrepreneurs with a framework for determining the most appropriate operational structure for their Dominican activities.
Corporate Governance and Business Continuity in Family-Owned Companies
Family-owned businesses often face challenges related to succession planning, decision-making procedures, and the preservation of business assets. A well-designed corporate governance structure can help preserve stability, reduce internal conflicts, and facilitate generational transitions.
Foreign Investment and Business Structuring in the Dominican Republic
The Dominican Republic offers a favorable legal framework for foreign investment and business development. However, selecting the appropriate corporate structure, ensuring regulatory compliance, and properly organizing relationships among investors are critical factors for building secure and sustainable operations.