Financial statements in Uruguay: company obligations

In Uruguay, financial statements are the basis for the corporate income tax (IRAE) and net wealth tax returns, the document banks ask for and, for many companies, a filing obligation with the State. This guide explains who must prepare them, which accounting standards each company applies, which accountant’s report is required in each case, when they must be registered with the Auditoría Interna de la Nación (AIN) and what happens in case of non-compliance. A company’s general tax obligations are covered in company tax obligations in Uruguay.

Who must prepare financial statements in Uruguay

Commercial Companies Law 16,060 requires every commercial company, whatever its type (corporation or S.A., SRL, limited partnership and others), to keep accounting records and prepare financial statements at the end of each fiscal year. “Estados contables” is the legal term; “estados financieros” is the term used in international standards. In practice they are the same.

The basic framework of the law is as follows:

• One-year fiscal year (article 88): directors set the closing date, which may only be changed exceptionally.
• Preparation within four months (article 87): within four months of year-end, directors must prepare the inventory, the financial statements and, if there are profits, a proposed profit distribution.
• Directors’ report (article 92): directors explain the course of the business, the proposed reserves and dealings with related companies.
• Approval by shareholders (article 97): within a period that may not exceed 180 days from year-end; for open corporations, the regulatory period may not exceed 120 days.

SAS companies also prepare financial statements and are expressly listed among the entities required to register with the AIN. Beyond company law, the obligation also arises from tax rules: corporations (S.A.) always compute IRAE on actual accounting records, and other taxpayers must do so when their revenue in the previous year exceeded UI 4,000,000 (Decree 150/007, article 168).

Adequate accounting standards: which framework applies to each company

Article 91 of Law 16,060 tasks the Executive Branch with setting the “adequate accounting standards” financial statements must follow. Today the system rests on two main decrees:

Type of entity	Accounting framework	Rule
Issuers of publicly offered securities	Full IFRS issued by the IASB	Decree 124/011
General regime (most companies)	IFRS for SMEs, with some local options	Decree 291/014, amended by 372/015
Entities of lesser relative importance	Mandatory sections of IFRS for SMEs (“simplified accounting standards”)	Decree 291/014, articles 2 to 4
Banks, insurers and other supervised entities	Specific rules of the regulator	Central Bank (BCU) regulations

Who qualifies as an entity of lesser relative importance

Under article 2 of Decree 291/014, all of the following conditions must be met at the same time:

• No public accountability in the terms of Section 1 of IFRS for SMEs.
• Net annual operating revenue not exceeding UR 200,000.
• Debt with BCU-supervised entities that at no time during the year exceeds 5% of the Basic Equity Requirement for Banks (RPBB).
• Not being a state-owned company.
• Not controlling, nor being controlled by, an entity that fails these conditions.

These entities apply only the sections listed in article 3, disclose this in the notes and may choose the Uruguayan peso as their functional currency.

Options under the decrees

• Any entity may always apply full IFRS under Decree 124/011, disclosing it in the notes and applying the framework in full (article 7 of Decree 291/014).
• General-regime entities must apply IAS 12 for income tax instead of Section 29 of IFRS for SMEs.

What financial statements include

Under IFRS for SMEs, supplemented by Decree 408/016 on presentation, a complete set of financial statements includes:

• Statement of financial position: assets and liabilities split into current and non-current, with current assets ordered by decreasing liquidity.
• Income statement with expenses classified by function, and a separate statement of other comprehensive income, with items shown net of income tax.
• Statement of changes in equity.
• Statement of cash flows, with operating cash flows under the indirect method.
• Notes describing accounting policies and breaking down the figures.

Add to this the inventory, the directors’ report and the proposed profit distribution required by Law 16,060.

Accountant’s reports: compilation, limited review and audit

Financial statements are the responsibility of the directors; the independent public accountant (Contador Público) issues a report on them, of one of these three types:

Report	What the accountant does	Level of assurance
Compilation	Gathers and presents the company’s accounting information under the applicable framework, without verifying it	None: no opinion is expressed
Limited review	Performs inquiries and analytical procedures, with a narrower scope than an audit	Limited assurance: concludes whether anything suggests material misstatement
Audit	Examines evidence under auditing standards	Reasonable assurance: expresses an opinion

As a floor, Decree 408/016 provides that financial statements filed with public bodies must be accompanied at least by a public accountant’s compilation report, unless the body requires a report of broader scope. Reports follow the pronouncements of the Uruguayan Association of Accountants, Economists and Administrators (CCEAU).

What the DGI requires

DGI Resolution 1,093/005 governs the financial statements that accompany the IRAE and net wealth tax returns:

• Who: taxpayers in the Large Taxpayers Division and in the CEDE group file their IRAE and net wealth tax returns together with their financial statements, with a public accountant’s report when book assets exceed 6,000 UR.
• Large Taxpayers: the report must be an audit.
• CEDE group: the report must be a limited review.
• Other taxpayers (NO CEDE): the resolution does not require a professional report, although the AIN or a bank may.

Late filing of the audit report by a Large Taxpayer carries specific fines, set by DGI Resolution 2,707/023, which increase with the delay. The DGI assigns each company to its group, and a change of group also changes these requirements. Overview in taxes for companies in Uruguay.

Registration of financial statements with the Auditoría Interna de la Nación

Article 97 bis of Law 16,060 created a public registry of financial statements kept by the Auditoría Interna de la Nación (AIN), the State’s internal audit and control body. Decree 156/016, as worded by Decree 403/019, defines who must register.

Who is required to register

Commercial companies of any type, SAS, civil companies and associations, foundations, cooperatives, agrarian companies and associations, trusts and investment funds not regulated by the BCU, private professional healthcare institutions (IAMPP) and certain non-resident entities with their place of effective management in Uruguay, when either of these conditions is met at each annual year-end:

• Total revenue in the income statement exceeds UI 26,300,000; or
• Revenue exceeds UI 4,000,000 and at least 90% comes from income not considered Uruguayan-source.

If the fiscal year is shorter than twelve months, revenue is annualized, and the UI is taken at its year-end value. Financial intermediaries, insurers, pension fund managers (AFAP) and securities intermediaries supervised by the BCU are excluded.

How to register

The process is online, through the Central de Balances Electrónica: an XBRL file with the statements, notes and professional report, electronically signed by the accountant and the company’s representatives, plus the applicable stamps. The AIN registers the filing without ruling on its content and issues a certificate.

Deadlines

Obligation	Deadline	Source
Prepare inventory, financial statements and proposed distribution	4 months from year-end	Law 16,060, art. 87
Approval by partners or shareholders	Up to 180 days from year-end (120 for open corporations)	Law 16,060, art. 97
Registration with the AIN	180 calendar days from the day after year-end	Decree 156/016, art. 4
Financial statements to the DGI (Large Taxpayers and CEDE)	With the annual IRAE and net wealth tax returns	DGI Resolution 1,093/005 and due-date calendar

Consequences of non-compliance

Decree 156/016 sets specific penalties for failing to register on time with the AIN:

• Late registration fine: UI 2,000, or UI 3,000 for a repeat offense within five years.
• Ban on distributing profits: entities that have not registered may not pay dividends until they comply. Doing so anyway carries a fine of UI 125,000, or UI 250,000 for a repeat offense, subject to the cap set by the decree.
• DGI certificate: once the fine is notified, the AIN reports non-compliant entities to the DGI, which may suspend their annual certificate. Without it, the company struggles to collect from public bodies and to complete many procedures.

Before the DGI, a missing audit or limited review report when required, or financial statements that do not match the returns, expose the company to fines and findings in a tax inspection.

Companies reporting to a foreign group

Subsidiaries and branches of foreign groups face two parallel requirements: local statements under Uruguayan standards and reporting to headquarters under the group’s framework (full IFRS, US GAAP or other). Key points:

• Choose the local framework wisely: since Decree 291/014 always allows full IFRS, a subsidiary of a group reporting under IFRS can use the same framework locally and reduce consolidation adjustments.
• Functional currency: many subsidiaries operate in US dollars. For fiscal years beginning in 2022 or later, Decree 108/022 requires entities whose functional currency is not the peso to present their statements in both currencies. For Law 16,060 purposes, the statements in functional currency prevail, and the translation difference is shown separately in equity.
• Timing: group reporting deadlines are usually much shorter than the AIN’s 180 days.

When the subsidiary has no in-house accounting team, it is common to outsource accounting and reporting; see accounting outsourcing in Uruguay.

Main guide: accounting services in Uruguay, with the scope of our bookkeeping, tax and annual financial statement services.

Frequently asked questions

Financial statements in order and on time

At GlobalTax we prepare annual financial statements, coordinate the required professional report and handle registration with the AIN and filing with the DGI, aligned with our tax and corporate advice. More information on our accounting services.