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2026-07-27
2026 Advance Payment: What Alternatives Does the Law Provide to Reduce the Calculation Base?
The advance payment on undistributed profits, provided for in Article 39.2.1 of the Internal Tax Regime Law (Ley de Régimen Tributario Interno), must, as of this year, be declared and paid in August 2026, in accordance with the ninth digit of the obligated taxpayer's RUC (Taxpayer Registry Number), with the possibility of deferring payment in three installments (August, September, and October 2026).
For 2026, the calculation base corresponds to the profits accumulated as of July 31 of fiscal year 2026, determined on the basis of the result of fiscal year 2025 (accounting profit or loss less employee profit sharing, income tax, and legal reserve), plus or minus profits or losses from prior years, less dividends distributed and capital increases carried out between January 1 and July 31, 2026.
In this regard, it is important to consider that the following actions, if implemented in a timely manner, may reduce the amount payable under this obligation, while also allowing recovery of the payment made for this same item during 2025, subject to the requirements set forth by law:
Distribution of Dividends
For this option, it is necessary that the decision be approved and recorded in the corresponding Minutes of the General Shareholders' Meeting, held no later than July 31, 2026, and that the corresponding withholding receipt be issued, even in cases where the withholding rate is 0%. If the General Shareholders' Meeting is held after that date, the calculation base for the 2026 advance payment will not be reduced.
For this option, it is necessary that, prior to holding the General Shareholders' Meeting, the following aspects be evaluated:
- Review bylaw restrictions, shareholders' agreements, financial covenants, or contractual limitations.
- Review the financial statements to confirm the availability of profits.
- Call and hold the general meeting of partners or shareholders in accordance with the law and bylaws.
- Expressly approve the distribution, identifying the amount, beneficiaries, among other aspects.
- Record the distribution in the accounting books and retain the complete corporate file.
- Consider that the distribution of dividends may reduce equity balances, but may also generate withholdings, cash outflows, impacts on shareholders, and possible financial restrictions. We recommend conducting a detailed analysis.
Capital Increase Charged to Profits or Reserves (Other than the Legal Reserve)
Another measure to consider is the capitalization of available profits or reserves through a capital increase. This alternative is advisable when the company wishes to strengthen its equity, improve financial indicators, or formalize profits that are to be reinvested or have already been reinvested in the business.
To strengthen this position, it is recommended to:
- Verify which balances are legally and accounting-wise capitalizable.
- Prepare a report on the advisability of the capitalization.
- Amend the bylaws when applicable.
- Approve the capital increase through the competent corporate body.
- Execute the transaction by public deed and register it with the Commercial Registry (Registro Mercantil) when the type of company and the transaction so require.
- Update corporate books, share or equity interest registries, and accounting records.
- It is recommended to approve, implement, and, whenever possible, register the capital increase by July 31, 2026. A scenario in which the capital increase is only approved but neither executed nor, much less, registered could lead the Tax Authority to include this item within the calculation base of the 2026 advance payment.
Review of Reserves and Equity Accounts
Before deciding between dividends, capitalization, or another measure, it is advisable to review and reconcile the equity accounts that could affect the calculation base, for which it is suggested to:
- Identify accumulated profits, discretionary reserves, legal reserves, contributions for future capital increases, and other surpluses.
- Review whether there are accumulated losses that must be absorbed in the accounting records before distributing dividends.
- Confirm that equity balances do not originate from adjustments subject to distribution restrictions.
- Technically document any accounting reclassification.
- These aspects should be analyzed before calling the meeting that will approve the dividends or capital increase.
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