Immediately after conceiving the idea that iniciates a new startup, the question that flies over the desks of the entrepreneurs - regardless the area in which it develops - is always the same: how do we organize the "business" to pay less taxes?
Monotributista or Responsible Inscribed? Is it convenient for me to have an Anonymous Society (SA), a Limited Liability Company (SRL, in Spanish) or the brand new Simplified Shares Company (SAS)? These types of questions tend to overwhelm not only the very person who came up with the idea of putting his project into practice, but also involves a thorough analysis by tax and corporate advisors of the companies.The ant trail
In a simple way, but with extensive experience in their backs, Nuria Plez, Partner in RPA Consulting, provides what would be the guiding principle when receiving the interested party in starting a new startup: "It is always our recommendation to make the ant way, starting from the simplest to the complex, as long as the risk of entrepreneurship is low and our market segment allows it". "From RPA we always suggest going from a simple structure to something more complex as the enterprise takes shape and we validate that our business is scalable, sustainable and profitable," says Plez.
It does not help to start with costly structures that require a lot of maintenance if you are just validating a customer segment. That is why, as long as the business allows it, it is advisable to start with a simple structure such as Monotributo.
"With a single monthly payment we are taxed in order, and if the venture goes wrong or our idea does not prosper, we can quickly get rid of this cost," the expert points out.Our daily volatility
In times of crisis - or "storms", according to the glass from which one looks at reality - there are several key aspects in defining the corporate structure of the new startup.
it is important to consider that we are going through a world that is usually called "VUCA", an acronym of the following terms:
- Volatility: what happens today changes earlier than expected.
- Uncertainty: what will happen is only probable.
- Complexity: what happens has several factors to consider.
- Ambiguity: what happens can be interpreted in one way or another.
The volatility and instability of the markets produce a change of direction that is undoubtedly accompanied by constant regulatory changes. This forces us to readjust the initial tax planning and to perform recalculations of the effective rates at the local and international level.A clear example of this situation is the recent restoration of export rights to a few months that were eliminated or significantly reduced, depending on the type of merchandise.
These abrupt changes generate the need for periodic reviews of the legal and fiscal frameworks of the businesses.The ABC of the segment
Analyzed in general lines the tax framing, it is convenient to delve into specific characteristics that are determining when setting up the new venture.
In order to make a correct decision it is necessary to understand which market segment is targeted.It is not the same a segment in which the product or service is B2C (Business to consumer, or from the Company to the Consumer) to another that is B2B (Business to Business, or from Company to Company).
"If my segment is B2B and within that segment my clients are multinationals, they probably will not accept a bill from Monotributo", Nuria Plez made clear.
We must also take into account the risk involved in the business, because if it is high, it may be advisable to shield the personal assets of the entrepreneur with some type of company. Understanding risk is the mere fact of hiring an employee in a not very regular way, which is a very common mistake among entrepreneurs.
Now, what to do when the project does not fit within the limits of billing of Monotributo or exceeds in some other parameter?
The options are:
- Become a Registered Manager or register a company. "You have to pay attention, because if this passage from Monotributo to Registered Responsible (in any of its variants, as a physical person or society) is not planned with time or I did not take it into account in the scalability of my project and my segment is B2C , I will lose 21% of profitability if I can not transfer the VAT to the final consumer and also I have to take into account the impact of Profits ", warned the expert.
If this issue was taken into account and projected correctly, at the time of going from Monotributo to Registered Manager, it is recommended to evaluate the possibility of choosing to constitute a Simplified Shares Company (SAS).
"Although the SAS are companies that can be incorporated in a unipersonal manner, and the tax effects of an Inscribed Responsible person and a SAS are not very different, however, the responsibility is limited to the capital contributed", they pointed out from RPA.Regulatory framework
Also, the tax consultant Karina Larrañaga said it is worth bearing in mind that "the Law of Entrepreneurs 27,349 is a formal legal instrument to channel this type of investment, not only by the rapidity in the formation of the legal structure, but because it also provides for the existence of tax benefits, which were reflected through decree 711/2017 ".
Among the benefits are the deduction a percentage of the capital invested, whether it is physical or legal persons.
The benefits provided for in the aforementioned law could be added to those established by provincial laws, in case these jurisdictions provide specific benefits.
The AFIP already made clear the tax treatment that the SAS must respect. The national treasury indicates that, until the enactment of the Tax Reform Law, the Income Tax Law did not contemplate the tax treatment applicable to Simplified Share Companies, which raised the controversy of whether this new type of company would be taxed under any of the following alternatives:
- In accordance with the provisions of article 69 of the Income Tax Law, such as capital companies, at 35%, even if they were not mentioned exhaustively in the paragraphs of the aforementioned article.
- According to the income of any other class of companies incorporated in the country or of sole proprietorships located in the country, framed in article 49 subsection b) of the Income Tax Law.
Under this last alternative, it is foreseen that the revenues will be distributed at the end of the year and the shareholders include the result in their Affidavit of Income Tax as individuals, as occurs in companies of persons.
In this way, the progressive scale of 5% to 35% would be applicable, such as partnerships.
From the tax reform, this problem was corrected by incorporating this type of taxation in paragraph a) of article 69, establishing that they will be taxed in the same order as other capital companies.