The First Year-End Marks the Start of Your SAS’s Formal Cycle

Once you have finished setting up a company in Uruguay as an SAS, the company’s operating period begins, and with it its formal obligations to the supervisory bodies. The first financial year-end is a key milestone: it is when your company prepares its financial statements for the first time, settles income tax on the period’s actual results and declares its net assets to DGI. Even if the SAS has a single shareholder, is small or is just starting, these obligations must be met. Failing to comply or filing late can lead to fines, loss of tax benefits or obstacles to normal operations. This article explains which documents you must prepare, for which bodies and when, and how to get through your first year-end smoothly.

What Is the Year-End Close and When Does It Happen?

The year-end close is the annual cut-off of the company’s accounting period. From that date, the company must reflect in its accounts the year’s results (profit or loss), its equity, assets and liabilities, and file the corresponding tax returns. In Uruguay the financial year generally lasts twelve months. You choose the closing date when setting up the SAS: 31 December (the most common), 30 June or another month-end. Once chosen, the date stays the same unless formally changed.

For a new SAS, the first financial year runs from incorporation to the first closing date you set, so it is usually shorter than twelve months. For example, if you incorporated on 15 March and chose a 31 December year-end, your first year runs from 15 March to 31 December. This flexibility lets you align the accounting close with your business cycle, but it also means you must mark the filing deadlines in your calendar.

The Closing Date: The Starting Point for Obligations

The closing date is not the filing deadline. It is the last day of the financial year, the cut-off on which the financial statements are prepared. From then on, the deadlines run to prepare, approve and file the information with DGI. The deadlines depend on the type of return, the taxpayer’s category and the annual tax calendar, and are usually a few months after the close. Knowing them and planning ahead is key to avoiding fines.

Financial Statements: The Balance Sheet and Its Components

The year-end financial statements show the company’s financial position and results at the end of the year. They include the statement of financial position (assets, liabilities and equity), the income statement (revenue, costs and result for the year) and the notes. They are prepared by a certified public accountant, signed by the SAS’s legal representative and, depending on the company’s size, accompanied by the corresponding accountant’s report.

In the first year, the financial statements reflect the initial investment (the paid-in capital), the transactions carried out during the period, the assets acquired and the obligations taken on. If the SAS had no real commercial activity, they will be very simple: capital, incorporation costs, bank charges and perhaps some minor payments. If it operated, they will include invoicing, costs, purchases, salaries, taxes, receivables and payables. Either way, they must comply with Uruguay’s accounting standards and be ready in time.

Signing and Approval by the Shareholders

The SAS has a simpler structure than a traditional corporation: decisions are taken by the shareholders (in a meeting or as provided in the articles) and management is carried out by the administrator. The financial statements must be approved by the shareholders, with the decision recorded in the minutes book. This formal process is a legal requirement and good governance practice, even in small or single-shareholder companies.

Tax Returns with DGI: IRAE, Wealth Tax and Others

DGI requires annual returns for the taxes that apply to the company. For an SAS, the main ones are IRAE (corporate income tax) and the Wealth Tax (Impuesto al Patrimonio). Both are calculated on information for the closed year and filed electronically through DGI’s online services within the deadlines DGI sets each year.

IRAE taxes Uruguayan-source net income at 25%. The IRAE return is based on the income statement: revenue, deductible expenses, accounting result and tax adjustments. In the first year, if the SAS made a loss, there may be no IRAE to pay — and the tax loss can be carried forward to future years under the rules — but the return must still be filed. Depending on the company’s size, IRAE advances may also be due during the following year.

The Wealth Tax applies to the company’s net taxable assets at year-end at a flat rate of 1.5%; unlike individuals, companies have no non-taxable minimum. It is filed together with or close to the IRAE return. Unlike the corporation (SA), the SAS does not pay ICOSA (the corporate control tax), one of the advantages that explain why so many entrepreneurs choose it among the types of companies in Uruguay.

VAT: Periodic and Annual Returns

If your SAS is registered for VAT, it must file its VAT returns as its category requires (monthly for some taxpayers, annually with monthly advances for smaller ones), and certain annual information returns may also be required. Periodic returns must be filed even when there has been no activity. Check with your accountant which returns apply to your company.

BPS: Social Security Obligations

If your SAS had employees, it must have filed monthly payroll declarations with BPS and paid employer and employee contributions throughout the year; the year-end is a good time to check that everything is up to date. The administrators or partners who work in the company may also have their own social security obligations, depending on how they are paid.

Being up to date with BPS is essential: BPS issues the common certificate that is required for public tenders, collecting from public bodies and certain corporate procedures. Keeping your position regular from the first year also helps avoid unexpected costs from fines or regularisations, a key part of how much it costs to run a company in Uruguay.

Certificates of Good Standing

Once all DGI and BPS obligations have been filed and paid, you can request the DGI single certificate and the BPS common certificate. They have limited validity and prove that your company is up to date. You will need them to work with public bodies, access bank credit, renew permits and carry out corporate changes. Having them available from the first year-end is a sign of good management.

Common Mistakes in the First Year-End and How to Avoid Them

The first year-end is when most mistakes are made, because the entrepreneur is still learning how Uruguayan taxes work. One of the most common is thinking that if the company did not invoice or make a profit, nothing needs to be filed. That is wrong: returns are mandatory even if the result is zero or negative. Another frequent mistake is confusing the closing date with the filing deadline and leaving everything to the last minute.

It is also common to underestimate the importance of keeping the accounts up to date throughout the year. If you wait until year-end to sort invoices, reconcile bank accounts and record transactions, the process becomes chaotic, error-prone and costly. Keeping the accounts monthly with an accountant lets you reach year-end with everything ready and helps decision-making throughout the year.

A third mistake is not formally documenting shareholders’ decisions: approval of the financial statements, profit distribution (if any), changes in management. Even in a single-shareholder SAS, these decisions should be recorded in minutes and kept in the corporate book. A lack of documentation can lead to observations in DGI or BPS audits and complications in due diligence, mergers or a sale of the company.

Fines and Penalties for Late Filing

Late filing of returns with DGI leads to automatic fines that vary by tax and delay, and late payment of taxes generates interest and surcharges that increase the debt quickly. In the case of BPS, penalties can include fines and other sanctions for repeated non-compliance. These consequences are entirely avoidable if you plan ahead and meet deadlines. If you miss a deadline for any reason, it is better to file voluntarily as soon as possible: penalties for spontaneous late filing are usually lower than those applied after a demand or audit.

Professional Support: Why Specialised Advice Matters

The first year-end is a technical process involving accounting, tax and employment rules. Although many forms and tools are available online, interpreting the rules correctly, applying deductions, completing returns and coordinating deadlines requires professional experience. A certified accountant ensures formal compliance, helps identify legitimate tax optimisation opportunities and keeps the documentation in order for future years.

At sociedadesanonimas.uy we have incorporated more than 500 companies and have a multidisciplinary team that supports entrepreneurs from incorporation to the first year-end and beyond. We offer accounting, payroll, tax returns and ongoing tax advice, 100% online. If you are approaching your first year-end and want to get it right, we can handle the whole process: preparing the financial statements, formal approval, filing the returns with DGI and BPS and obtaining the certificates of good standing.

We can also advise you on other key decisions: which legal structure to choose if you are considering an SRL or a sole proprietorship for other projects, how to manage the corporate wealth tax in Uruguay, or buying a ready-made SAS to speed up future projects.

Frequently Asked Questions

What if my SAS had no income in its first year?

Even if your SAS had no income during its first year, you must still file the IRAE and Wealth Tax returns and the VAT returns that apply if you are registered. Filing with a zero or negative result is mandatory and keeps your tax position regular. Not filing can lead to fines even if no tax is due. You must also prepare and formally approve the financial statements for the year.

Can I handle the first year-end without an accountant?

In practice, no. The financial statements must be prepared under professional accounting standards and, depending on the company’s size, accompanied by a report from a certified public accountant. Completing the returns correctly also requires technical knowledge. Doing it without professional support increases the risk of errors, fines and lost benefits.

How long do I have to file after the first year-end?

It depends on your closing date, your taxpayer category and the annual DGI calendar; the annual returns are generally due a few months after the close. Always check the current tax calendar with your accountant, as deadlines are set each year.

Conclusion: Preparing the First Year-End in Advance Ensures Compliance and Peace of Mind

Your SAS’s first year-end is a key administrative and tax milestone. It starts the annual compliance cycle and sets the basis for orderly accounts in future years. Preparing the financial statements in advance, meeting DGI and BPS deadlines and having professional advice are the keys to getting through it smoothly, avoiding fines and keeping your company in good standing from day one.

At sociedadesanonimas.uy we offer comprehensive accounting and tax support for SASs and all types of commercial companies. We prepare your financial statements, file all your returns, obtain certificates of good standing and keep your company up to date with every body. If you are approaching your SAS’s first year-end or want to delegate accounting and tax management to experienced professionals, get in touch or book a consultation.

Note: the information in this article is general and does not constitute personalised legal, accounting or tax advice. Deadlines, rates and procedures may vary according to each company’s situation and regulatory updates. Always consult a certified professional before making decisions.