We provide a summary and update of the main corporate obligations that mercantile companies must fulfill during the first quarter of 2025 in Ecuador:

1. Women in the Composition of the Board of Directors of Companies

Until December 31, 2024, and following the rules of the Organic Law to Promote the Violet Economy (Law 9289-2023), the Board of Directors (composed of three or more members) of all companies under the control and supervision of the Superintendence of Companies, Securities, and Insurance of Ecuador (SCSI) must include at least one female director.

In non-compliance, the Superintendence is authorized to sanction the company with a fine of up to USD 5,640.00.

The SCSI has incorporated an online option to report the “Composition of the Board of Directors” into the “Data Update” process for companies.

2. Registration and Updating of Foreign Shareholders or Partners

A company with one or more foreign shareholders or partners must report that information through the SCSI web portal.  The deadline for submitting the report is February 5, 2025.

● A Power of Attorney granted to an Ecuadorian resident representing the foreign company.
● A certificate of legal existence of the foreign company (shareholder or partner), duly apostilled in its country of origin.
● A list of shareholders or partners of the foreign company. The ownership structure of foreign shareholders must be disclosed up to the level of individuals.

3. Submission of Financial Statements

All companies are required to submit their annual financial information to the SCSI:

● Annual Report of the Legal Representative
● Auditor’s Report (if applicable)
● External Audit Report (if applicable)                                                                                                                                                                                                    ● Balance Sheet and Income Statement for the 2024 Income Tax declaration to the Internal Revenue Service
● Financial Statements for the Superintendency of Companies (Balance Sheet / Statement of Financial Position)
● Minutes of the General Meeting or Assembly for approval of the Financial Statements and the Legal Representative's Report.

Deadline for submission: April 30, 2025.

Other Reports:

● Preparation and declaration of profits, processing through the Ecuadorian Institute of Social Security, and legalization.
● Payment of the Municipal License.
● Declaration and payment of the 0.15% corporate contribution based on the company’s total assets.

Consult with your legal advisor in Ecuador and review your Certificate of Good Standing, as issued by the Superintendence of Companies of Ecuador, to verify
outstanding obligations from the previous year, since some fines may be imposed.

Janet Hernandez (jhernandez@abreuip.com )
January 28 th, 2025