Results 1 to 6 of 6

Thread: Company Transformation Question (2017)

  1. #1
    Bronze
    Join Date
    Jun 2004
    Posts
    877
    Post Thanks / Like

    Question Company Transformation Question (2017)

    Would like some opinions on this matter on behalf of a family member.

    Situation: 2017

    One S.A. Company that holds title to a house in the Dominican Republic.

    The company was never transformed previously and is now in the process of being done.

    Current ownership by an American as President with 1 share, 5 other Americans with one share (all relatives of the President and were there for name only since it was previously required), and One Dominican with MOST of the shares. (Situation was so the President could control the property so that it would not be sold by the Dominican MAJORITY owner for her own protection/future).

    CURRENT intention is to transform the company as required a while ago, and while doing so, all the Americans are "selling" their one share to the Dominican. The President wishes to somehow keep control until he passes but doesn't want share ownership which would complicate matters upon death.

    The Attorney/Accountant want to transform the company to an IERL and have the current president be appointed the manager for a period of 6 years with no ownership.

    It seems to me that the IERL is for a single owner, (which is going to be the Dominican) and that even though the president would be the "manager / administrator" that the president could change that person anytime they want..............and WHY would there be a 6 year appointment??

    ANY THOUGHTS would be appreciated. Thanks!

  2. #2
    Platinum
    Join Date
    Jul 2004
    Posts
    24,648
    Post Thanks / Like

    Default

    I have one "thought question". Are the advantages of keeping the house in a company as valuable as they once were? Many advantages have disappeared as well as some tax disadvantages appearing over time. Does it still make sense to keep the house in a new company and pay for what that will cost?

  3. #3
    Bronze
    Join Date
    Jun 2004
    Posts
    877
    Post Thanks / Like

    Default

    Quote Originally Posted by windeguy View Post
    I have one "thought question". Are the advantages of keeping the house in a company as valuable as they once were? Many advantages have disappeared as well as some tax disadvantages appearing over time. Does it still make sense to keep the house in a new company and pay for what that will cost?

    NOT really sure, but I think if you were to take the property OUT of a company, you have fees associated with that also.

  4. #4
    Gold
    Join Date
    Feb 2007
    Posts
    6,764
    Post Thanks / Like

    Default

    Instead of selling the property, you sell the company. There would be no tax involved.

  5. Likes Robert liked this post
  6. #5
    Regular
    Join Date
    Mar 2017
    Posts
    292
    Post Thanks / Like

    Default

    Quote Originally Posted by rubio_higuey View Post
    Instead of selling the property, you sell the company. There would be no tax involved.
    Claro

  7. #6
    DR1 Expert
    Join Date
    Jan 2002
    Posts
    2,171
    Post Thanks / Like

    Default

    Apparently, the structure was not properly thought out from the beginning. If you (the American) are the real owner, holding the presidency does not prevent the nominee shareholder (the Dominican) from holding a meeting, changing the president and selling the property. The same holds for the new structure (a EIRL); the owner of the EIRL can change the manager at will even if originally designated for six years.
    Fabio J. Guzman
    Guzman Ariza
    Attorneys-at-Law
    Sosúa, Santo Domingo, San Francisco de Macorís, Cabrera
    Las Terrenas, Samaná, Bávaro (Punta Cana) and La Romana
    Dominican Republic


    info@drlawyer.com


    Website

    The opinion above should not be construed to be formal legal advice and was given without reviewing the facts and documents pertinent to the case. The reader should NOT act based upon this opinion without seeking professional counsel.

Bookmarks

Posting Permissions

  • You may not post new threads
  • You may not post replies
  • You may not post attachments
  • You may not edit your posts
  •