The choice of entity shapes how investors come in, how the company is managed and how partners exit. These are the key differences.
In Chile, the stock company (SpA) and the limited liability company (Limitada) are the most common vehicles for entrepreneurs and mid-sized businesses. Both limit the liability of their owners but work very differently.
Flexibility and new investors
In an SpA, capital is divided into shares that can be transferred more easily, which simplifies bringing in new investors. In a Limitada, any change of partners generally requires amending the bylaws with everyone's consent.
Management
An SpA can freely design its management structure in the bylaws. A Limitada tends to be more rigid, though it offers certainty for companies with a few trusted partners.
Incorporation
Both can be incorporated by public deed or through the Companies Registry (Law 20,659). The online route is fast, but standard bylaws do not always include the rules a company with partners or investors needs.
The right choice depends on your project, your partners and your tax planning. It is worth getting advice from the very start.
This article is for information purposes only and does not constitute legal advice.
Back
