Business in Nicaragua

Business activity in Nicaragua includes a comerciante, empresa, emprendimiento or negocio operated formally or informally. The main national framework includes Ley 645 on MIPYME, Decreto 17-2008, the Código de Comercio and Ley 822 on taxation. Municipal rules and fees depend on the Alcaldía Municipal responsible for the business location, while activities such as food, tourism, health, environmental services, import and export can require additional approvals. Before operating, define the activity, business model, location, name, ownership, representation, capital, accounting method and main risks. A natural person can register as a comerciante and usually has a simpler setup, but personal liability risks remain. A legal entity can use forms such as Sociedad Anónima or compañía limitada under the Código de Comercio. Its setup normally requires a notarial act or deed, articles or bylaws, a legal representative or power of attorney, registration and company books. A foreign branch may also be possible. A legal entity cannot use Régimen Especial Simplificado or Cuota Fija. Formalization commonly starts with the business activity, legal form and fiscal domicile. The business then registers with the Registro Mercantil or Registro Público, obtains a RUC from DGI, registers with the relevant municipality and obtains a matrícula or taxpayer registration. The DUR can combine DGI, municipal and INSS information in cases covered by the procedure. A business with employees must register as an employer with INSS and register each employee within three days of starting work under the applicable official instruction. Employment rights and contracts are separate subjects from business formation, although they affect the business once staff are hired. VUI Managua is described in the 2024 MIFIC guide as an integrated in-person service for natural and legal persons, the Registro Mercantil, DGI, the Alcaldía and MIFIC. Ley 1240 of February 24, 2025 repealed the legal basis of Decreto 55-2006 on VUI and provides a formalization framework for foreign investment through MIFIC and the Dirección de Inversiones together with registration, DGI, municipal and INSS procedures. VUI should therefore be treated as a practical or transitional channel whose current availability and scope must be confirmed before applying. A Managua procedure cannot automatically be treated as a national procedure. Economic activity requires DGI registration for a RUC; without it, DGI may determine the registration or tax position ex officio. A natural person generally provides a cédula or passport and proof of fiscal domicile, and may need a notarial document. DGI registration itself has no arancel. Late registration or late changes can create charges of 30 to 50 units per month under the applicable rules. The simplified Cuota Fija regime is limited to natural persons with monthly revenue up to C$100,000 and inventory up to C$500,000. It excludes legal entities, independent professionals, businesses in shopping centers, importers and exporters, among others. It normally uses simplified records, does not require the regular monthly return and requires the monthly payment by the 15th of the following month. A business must give at least 30 days' notice before closing under this regime, and a simplified invoice is available on request. The Régimen General can involve IR, advance or PMD payments and IVA. The general IVA rate is 15%, while certain exports of goods or services may have a 0% rate. PMD is generally 1% of taxable gross revenue, subject to statutory exceptions. Invoices normally show the RUC and separate tax amounts. The exact obligations depend on the activity, transactions, regime and current rules, so the business should keep accounting records, books, receipts, invoices and tax filings that match its actual operations. The official MIFIC guide based on Ley 920 lists a Registro Mercantil fee of C$1,000 for incorporating a company with capital up to C$100,000, or 1% of capital above that amount up to C$30,000. Registration as a comerciante is listed at C$300, and company books at C$1 per folio. The guide describes approximate VUI processing times of two days for the registry, four weeks for a legal entity at DGI and one week for a municipal matrícula. Fees, requirements and processing times can change or differ locally and should be confirmed with the responsible office before filing. A MIPYME can register in the Registro Único de MIPYME, or RUM, administered by MIFIC. The RUM records classification, activity and location, and its certificate is stated in MIFIC terms to be valid for one year. It can provide access to advice, training, information and formalization or competitiveness programs through the MIFIC Dirección de Desarrollo Empresarial. RUM registration does not replace the RUC, municipal matrícula or sector-specific permits. A business name, trademark, emblem and advertising sign have different protection rules. MIFIC's Registro de la Propiedad Intelectual handles these rights. A trademark registration creates an exclusive right, while a nombre comercial is protected through first use and gains stronger evidence when registered. Transfers should be registered to affect third parties. Availability of a business name at a registry or of a domain name does not by itself establish trademark clearance. Foreign capital means a capital transfer through creating, acquiring or participating in a Nicaraguan company. Registration with the MIFIC Dirección de Inversiones is compulsory for the covered investment. The RUIE can support proof, procedures and statutory benefits, but registration does not automatically grant approval or a benefit. Strategic investments can require a sectoral agreement or additional review, and BCN reporting and other duties may apply under Ley 1240. During operation, the business must keep its tax and municipal registrations current, maintain books and supporting documents, report changes to its RUC, address or activity and handle applicable INSS contributions and personnel movements. Foreign trade uses VUCEN and may involve MIFIC DGFEX, customs, product, sanitary and origin requirements. Banking, credit and general financing belong to a separate subject, although a business may need them for its operations. Closing a natural-person or Cuota Fija business usually requires a DGI application, tax and municipal solvency, return of the RUC and certificate and municipal closure or inspection. A business in the Régimen General or a legal entity may also need final IR and IVA filings, inventory information, unused invoices, books and current financial statements. A company must register its dissolution and liquidation and cancel its legal personality at the Registro Mercantil before completing the related DGI and municipal steps. Bankruptcy or insolvency follows a judicial process and is not completed merely by cancelling a tax registration.