Requirement of Pre-Tax Registry to Create a Business before the Bogota Chamber of Commerce is Eliminated

One of the essential requirements to create a company, open branches of a foreign company or register non-profit entities, is the completion of a draft of the Tax Registry (RUT, by its Spanish acronym), known as “pre-RUT” and its filing before the Chamber of Commerce. This form contains all the information that allows the identification of the company and the individuals that constitute it. However, in order to simplify and expedite this process, the Bogota Chamber of Commerce and the Colombian National Tax Authority (DIAN, by its Spanish acronym) reached an agreement to eliminate this requirement.

The completion and submission of this “pre-RUT” form represented an additional process since it had to be reviewed and approved by DIAN officers, which implied a longer waiting time in the generation of the commercial registration. However, thanks to this decision to eliminate the “pre-RUT”, it is now only necessary to fill out the Business Registry Form (“RUES”, by its Spanish acronym) and submit it before the Bogota Chamber of Commerce virtually or in person, along with the other forms and documents required according to the type of company to be created. Once this application is submitted, the Tax Identification Number (NIT, by its Spanish acronym) will be obtained automatically and immediately, without any additional process being required.

It must be noted that the elimination of this requirement applies only to the Bogota Chamber of Commerce, that is, in the city of Bogotá and in the municipalities of Cundinamarca in which it has jurisdiction. However, it is expected that in the near future more Chambers of Commerce will join this decision in order to simplify this procedure throughout the country.

In case you require more information, do not hesitate to contact us.

What Should You Do if Your Workers Have COVID-19?

Decree 1109 of 2020 established various measures that must be considered when following up on cases of workers infected with COVID-19 or who had contact with infected individuals. Additionally, “Sustainable Selective Isolation” was regulated, understood as the guarantee that workers have to remain in mandatory isolation, due to their diagnosis or suspicion of contagion with this virus, without their income being affected. In this regard, the Colombian Ministry of Labor recently specified[1] that treating physicians will be able to determine the need to grant medical leave to workers in consideration of the symptoms they have. In addition, physicians must consider whether or not workers have the possibility of carrying out their work remotely, through telework or work from home. Thus, in the event that workers can perform their functions under any of the aforementioned modalities and their health allows it, medical leave will not be necessary. On the contrary, if workers’ physical presence in the workplace is required, treating physicians must grant medical leave to allow them to comply with mandatory isolation.

In addition to the above, the Colombian Ministry of Labor established how to proceed with workers who belong to the Contributory Health Regime and the differences with those who belong to the Subsidized Health Regime, as follows:

  1. In the event that workers belonging to the Contributory Health Regime have medical leave: healthcare entities (EPS, by its Spanish acronym) or workers’ compensation administrators (ARL, by its Spanish acronym), will be responsible for recognizing payments to workers.
  2. In the event that workers belonging to the Contributory Health Regime do not obtain medical leave despite their diagnosis or suspicion of contagion with COVID-19: employers must allow workers to perform their duties through telework or work from home during the period that they must remain isolated, without their salary being affected. This measure is also applicable to those workers who, although the performance of their functions does not use information and communication technologies, can nonetheless perform them without requiring their physical presence in the workplace.
  3. In cases where workers belong to the Subsidized Health Regime: If workers have a confirmed diagnosis of COVID-19 and comply with mandatory isolation, they will be entitled to receive a temporary economic compensation that corresponds to seven (7) days of the Colombian daily minimum wage, for a single time. In this case, whether or not they have a medical leave is not taken into consideration, only whether they complied with mandatory isolation.

In addition to the above, the Colombian Ministry of Labor reminded employers that they have different tools to protect and preserve jobs during the health emergency that lasts until June 30th, such as: (i) work from home, (ii) telework, (iii) annual, anticipated, and collective paid vacation, (iv) paid leave, (v) salary without provision of services, and (vi) compensable paid leave.

For more information regarding this topic, do not hesitate to contact us.

[1] Ministry of Labor, response No. 2EE2021410600000061823.

FAQ: Non-Compliance with the “Ongoing Business Hypothesis” as a Cause for Dissolution

Law 2069 of 2020 expressly repealed the ground for dissolution for losses, according to which, companies had to be dissolved when losses decreased their assets below 50% of their share capital. In its place, this law establishes that companies will enter into dissolution for non-compliance with the principle of ongoing business hypothesis. Below, we answer the most frequently asked questions.

1.What is the ongoing business hypothesis?

It is understood as the intention and capacity that a company has to continue with its operations in the foreseeable future. Thus, an important consideration to take into account in the analysis of compliance with this hypothesis is if the company has the necessary resources to fulfill its obligations when they are enforceable[1]. In accordance with the above, in the event that the company’s financial, operational or legal information does not allow this continuity in business to be inferred, it will be understood that this cause for dissolution has been fulfilled, since the company has no real alternatives other than termination of its operations and liquidation[2].

2. When should compliance with this hypothesis be verified?

Decree 854 of 2021 establishes that verification of compliance with the ongoing business hypothesis must be done at the time of preparation of the general-purpose financial statements at the end of each financial year. However, during the accounting year, the company’s directors must monitor the company’s financial information to determine if there is any loss of equity or risks of insolvency.

3. What information should be considered when verifying this compliance?

Decree 854 establishes that, for the verification of compliance with the ongoing business hypothesis by the company’s directors, all information and projections about the company’s future must be considered. This information must cover, at least, the twelve (12) months following the end of the reporting period. Thus, it is presumed that in cases where a company has a history of profitable operations and easy access to financial resources, it complies with the ongoing business hypothesis and a detailed analysis is not required.

Additionally, Decree 1378 of 2021 establishes that, for the verification of compliance with this hypothesis, directors must take into account all the indicators that are applicable to the company’s business model and the sector in which the corporate purpose is pursued and, if applicable, the following:

  • In the event that the company’s total assets are less than $0, a loss of equity is to be understood.
  • Likewise, there is a loss of equity when negative profits are obtained in the results of two consecutive corporate years.
  • There will be a risk of insolvency when during two consecutive corporate years a result of less than 1.0 is obtained from dividing current assets by current liabilities for each year.

However, it is important to bear in mind that these indicators are intended to facilitate the monitoring of the company’s situation but the fact that there is a loss of equity and / or risk of insolvency does not necessarily imply that the company must be dissolved and liquidated. In these cases, the company’s directors must inform the highest company body of the possible breach of the ongoing business hypothesis, for it to determine if it is possible to continue with the company’s business or whether, on the contrary, it should be dissolved.

4. What should directors do if they find that the hypothesis is not met?

In cases in which directors reasonably consider that the company does not comply with the ongoing business hypothesis and that it is therefore in grounds for dissolution, or when the analysis of the financial statements and projections of the company indicates losses of equity and risks of insolvency, as explained in the previous section, they:  (i) must not initiate new operations other than those of the ordinary course of the company’s business and, (ii) must immediately convene the general assembly of shareholders or partners’ meeting to inform them of this situation and to let them adopt the decision to dissolve and liquidate the company or continue operating the business. This is because the ongoing business hypothesis allows the company´s associates to carry out an analysis of the company’s situation according to their own criteria and taking into account the company’s particularities, since it is not a strict and objective cause that necessarily results in dissolution. If the directors do not comply with these obligations, they will be jointly and severally liable for the damages caused to the associates or to third parties (Article 4, law 2069 of 2020).

5. Is this cause of dissolution in force?

In order to support companies and reduce the effects generated by COVID-19, this cause of dissolution was temporarily suspended. However, this period of temporary suspension expired on April 16, 2022 so that, from this date, it again came into force.

In case you have doubts regarding this or any other issue affecting your company, please contact us.

[1] Annex 5 of Decree 2420 of 2015.

[2] Opinion 220-047475 of 2021, Colombian Superintendence of Corporations.

Share Capital Reduction with Reimbursement of Contributions

On April 27th, the Superintendence of Corporations issued Opinion No. 220-106568 on the share capital reduction of a Colombian company with reimbursement of contributions, in which it relates its previously issued opinions on this matter. Bear in mind that the share capital of a company is made up of the contributions that the partners or shareholders have made, which then become part of the assets of the entity, which can use these good to pursue its corporate purpose.[1] In accordance with article 122 of the Colombian Commercial Code, this decrease in share capital requires the company’s by-laws to be reformed, therefore, in addition to requiring the approval of the partners or shareholders to proceed with this measure, it must comply with what the by-laws and the law establish for the approval and formalization of by-laws reforms[2]. Additionally, the reimbursement of contributions refers to the repayment to associates of the amount of the contribution they previously made to the company. This amount will be calculated depending on the share capital reduction that is effectively enacted and in proportion to each associate’s participation, if something different has not been established in the by-laws[3].

In addition to the above, the Superintendence of Corporations has established in its Basic Legal Memorandum that, in accordance with article 145 of the Colombian Commercial Code, it authorizes, in a general manner, the share capital reduction of all companies that are subject to its inspection, surveillance or control and that are included in one of the following circumstances: (i) the company does not have external liabilities, (ii) the company does have external liabilities, but once the capital reduction is made, the company assets are at least double the external liabilities, or (iii) the creditors expressly accept in writing the share capital reduction, regardless of the company’s assets amount. However, in the event that the above is not met, the company must submit in writing a special request for the superintendence to authorize the intended share capital reduction with reimbursement of contributions. Additionally, in the event that the external liabilities of the company stems from social benefits, the competent labor authority must give its approval.

The reimbursement of contributions to interested partners or shareholders can be made through the delivery of money or goods. However, the way in which this reimbursement will be made and the appraisal of the assets that will be delivered to the associates, must be discussed and approved by the highest social body (shareholders’ assembly or meeting of partners), since there is no legal provision that indicates the procedure to be followed.

Finally, it is important to bear in mind that the company’s legal representative and statutory auditor (if appointed), are liable for any damages caused to the associates that do not participate in the reimbursement, or to the company itself, with the execution of this operation. Likewise, they must ensure that the pursuit of the company’s purpose is not adversely affected by the realization of this reimbursement operation.

For more information, contact us.

[1] Official Letter 220-53255 of 2001, Colombian Superintendence of Corporations.

[2] Article 147, Colombian Commercial Code.

[3] Article 144, Colombian Commercial Code.

New Regulation for Work-From-Home Agreements in Colombia

On April 27, through Decree 649 of 2022, the Colombian Ministry of Labor regulated the procedure for authorizing work from home, understood as the occasional, temporary, and exceptional authorization given by employers to workers to perform their work from their home. This authorization is granted based on extraordinary circumstances that are expected to be overcome given time, which allows employers to accept that workers can perform their functions in a different location from their usual place of work, without this implying a modification or affectation to the rights and guarantees of workers or to the working conditions agreed upon at the beginning of the labor relationship. Thus, we explain bellow what the procedure for authorization is, as established in this new decree.

The authorization to work from home may be requested by workers, who must inform in writing, either by physical or digital means, of the occurrence of exceptional circumstances, attaching the evidence that accredits their occurrence, and asking for the authorization to carry out their duties from home. However, the mere submission of the application does not imply that employers must accept it, since it is not the worker’s right. On the other hand, the authorization to work from home may be implemented by employers regarding one or more of their workers because of the occurrence of these extraordinary situations, without the need of a prior request. In both cases, the decision to enable work from home must be made in writing, by means of a notice sent to workers, physically or digitally, in which they are informed of: (i) the occasional and exceptional situation that allows for the authorization of working from home to be granted; (ii) the term of this authorization, which may be a maximum of six (6) months, unless the circumstances that gave rise to the authorization persist, in which case it will remain in force until such circumstances disappear[1]; (iii) the duties that the worker must perform during the authorization; (iv) the means of communication through which employers and workers may report any updates, (v) the channels for complaints from workers so they may  submit their concerns or claims of infringement of their right to disconnect from work or of workplace harassment; (vi) the physical address from which workers will perform their duties, (vii) if there is an agreement for workers to use their own equipment for the performance of their duties, and if compensation will be paid or not, otherwise in case of a lack of agreement, it must be supplied by employers, indicating all the equipment and tools that will be delivered along with the liability regarding their custody and the procedure for the delivery and return of said tools, and (ix) the computer security measures workers must comply with. In addition, this decree also establishes new obligations, prior to the authorization for working from home, that employers must comply with, such as: (i) filling out the form provided by the workers’ compensation administrators (ARL, by its Spanish acronym), informing them about the authorization to work from home, the period for which the authorization will be granted and the physical address from which  workers will perform their tasks, (ii) having the necessary procedure to guarantee the right to disconnection from work, and (iii) training workers to ensure the proper use of information and communication technologies.

In case of receiving a request to authorize work from home, employers must respond in writing within a period not exceeding five (5) days and, take into account within the criteria to grant the authorization, in addition to the existence of exceptional circumstances, the possibility that workers’ duties can be performed outside the usual place of work without affecting the adequate provision of the service or workers’ productivity and whether the company has the necessary tools. Once the authorization to work from home is granted, employers must include work from home within their methodology to identify, evaluate, assess and control dangers and risks to workers and adopt all the necessary actions in the Annual Work Plan of the Occupational Health and Safety Management System (SG-SST, by its Spanish acronym). Likewise, employers must take the corresponding actions to protect and guarantee human dignity and workers’ rights.  When the period of authorization to work from home expires or the conditions that gave rise to this authorization are overcome, employers must inform workers, immediately, about the expiration and their return to the usual place of work.

Finally, bear in mind that the authorization to work from home includes the possibility of working from abroad with the prior authorization of the employer, who must report this situation to the ARL and take all necessary measures to ensure that workers are enrolled and protected by the Social Security System of Colombia. Additionally, there is also the possibility of implementing work from home under the alternation model, that is, employers may determine that some days of the week workers perform their duties in person at the usual place of work and other days from home.

In case you have doubts regarding these obligations or any labor issue, do not hesitate to contact us so that we can provide you with the counsel you need.

[1] Law 2088 of 2021, article 7.

FAQ: Registration of Books of Commerce Before the Chamber of Commerce

In accordance with article 19 of the Colombian Commercial Code, all merchants must be registered in the commercial registry and must register all acts, books and documents required by law. Specifically, with respect to commercial books, article 28 of the Colombian Commercial Code establishes that the Partners’ or Shareholders’ Registration Book and the Book of Minutes of the Meetings of Shareholders or Partners must be registered. In this regard, we answer some of the most frequently asked questions: 

1.Which are the books that must be registered and what do they consist of?

The books that must be registered are two: (i) the Partners’ or Shareholders’ Registration Book and (ii) Book of Minutes of the Meetings of Shareholders or Partners. In these books, as the name implies, records must be kept of the shareholders or partners that own the company and the minutes of the meetings that these partners or shareholders hold to discuss and make decisions regarding company matters.

In accordance with article 56 of the Colombian Commercial Code, these books may be of removable sheets or formed by a continuous series of cards, as long as the sheets or cards are numbered and allow their filing in order. They may also be kept in electronic files where the inalterability, integrity, security and conservation of information must be guaranteed.

2. Where and by whom must this registration be done?

The application for registration must be submitted by the legal representative, or a third party who has a validly granted power-of-attorney to perform this registration, before the Chamber of Commerce in which the company is registered.

3. When and how can this registration be made?

The registration of these books can be requested at any time and must be filed at the offices of the Chamber of Commerce in which the company is registered. However, in case of electronic books, registration must be done annually and can be done virtually. 

4. Where can these books be purchased? 

As for the acquisition of the Partners’ or Shareholders’ Registration Book and the Book of Minutes of the Meetings of Shareholders or Partners, there are two options:

  • They can be purchased in stationery stores where different options are offered, varying in the orientation of the sheets, the number of folios or pages available, among others.
  • It is usual for the Chambers of Commerce to provide the service of selling printed and coded sheets, allowing merchants to acquire only the amount of sheets they consider necessary and facilitating the process of numbering and coding the sheets, since it will be taken care of by the organization. Thus, it would not be necessary to buy a complete book but simply the amount of sheets that are required, which must be kept in folders that allow their proper storage and custody.

5. How should books be submitted for registration?

Merchants must submit blank books, that is, without any information, except for the consecutive numbering of the sheets with the selected code, as explained in the following section, and the name of the book. Likewise, the covers of the books must be labeled with the name of the book and the name of the company.

With respect to electronic books, it is enough to submit the virtual application for registration, filling out the information requested by the corresponding Chamber of Commerce, which will be responsible for reviewing and deciding on the application.

6. What documents must be submitted during this process? 

A written request executed by the legal representative must be submitted, specifying (i) the date of the application, (ii) the company name, (iii) the tax number of the company, (iv) the registration number, (v) the name or destination of the books (book of partners, shareholders, or minutes), (vi) the amount of useable sheets in each book, (vii) the consecutive numbering and (viii) the numbering range. In case the book has removable sheets, the code that will identify them must be indicated; this code must be between one (1) and six (6) characters and may be made up of letters and / or numbers. This code must be included in each of the sheets of the corresponding book. As an example, for the shareholders’ book, the code “SHA” may be chosen and for the book of minutes of meetings of shareholders or partners, the code “MIN”. In any case, any other code that complies with the aforementioned character limit and consists solely of letters and numbers may be chosen. 

Nonetheless, it is usual for the Chambers of Commerce to have a pre-established form that will facilitate this task because it will only be necessary to fill in the blanks with the information required by the Chamber. This form must be executed by the legal representative. Additionally, in the event that the person who is going to file the application is not the legal representative, a limited power-of-attorney by which they are granted the authority to file said application must also be presented, along with a copy of their ID. 

7. What should be done in case the book runs out of sheets or is lost?

In case the company already has a registered book but all the sheets have been used, a new book must be purchased and a new application for registration must be submitted. Thus, it is necessary to complete the registration application form again and submit, along with the new book, the previous completed book or a certificate issued by the statutory auditor or the public accountant of the company informing of the completion of the book or that it is about to be completed.

On the other hand, in case the book has been lost or destroyed, a new book must also be acquired and the registration application form must be completed again. Additionally, a copy of the complaint regarding the loss or destruction of the book, filed before the competent authorities, must be attached, which must include the company name, the book name and the Chamber of Commerce registration number of said book.

In case you have doubts about this or any other procedure before the Chamber of Commerce, do not hesitate to contact us. 

New Regulation for Remote Work Contracts in Colombia

On April 9, through Decree 555 of 2022, the Colombian Ministry of Labor regulated the conditions that must be met by employers, workers and workers’ compensation administrators (ARL, by its Spanish acronym), for cases in which workers provide their services remotely. This type of work is known as remote work and is a form of performance of employment contracts in which information and communications technologies or similar means are used. In other words, employers and workers do not interact physically, since all the stages of the contract are performed virtually [1]. Therefore, companies that want to implement remote work must have a procedure that recognizes and respects the rights and guarantees of workers, as well as promote the appropriate use of information and communication technologies in a way that eliminates barriers that limit the performance of remote work. In this regard, this decree establishes new obligations for  remote employers, who must comply with  sending of a copy of the remote employment contract to the ARL along with: (i) the information of the place chosen for the provision of the service, (ii) any changes to this, (iii)  weekly work schedule, (iv) the occupational risk classification corresponding to the tasks to be performed and (v) the occupational risk classification corresponding to the company or workplace, as well as filling out the form required by the ARL. Additionally, the methodology to identify, evaluate, assess and control dangers and risks to workers of the company must include the category of remote work in order to adopt all necessary actions in the annual Work Plan of the Occupational Health and Safety Management System (SG-SST, by its Spanish acronym).

Likewise, employers must inform workers about the available means of communication to report any updates related to the performance of remote work, work accidents and occupational diseases. Similarly, every employer must order periodic medical evaluations to identify the health conditions of remote workers. Finally, employers must provide workers with safe work equipment and adequate means of protection, and virtually verify the health and safety conditions of the place where workers will perform their functions.

With respect to remote employment contracts, this decree establishes that they must contain the activities that workers must perform and the physical conditions of the workplace. In addition, the work tools that will be delivered to remote workers for the effective performance of their functions must be included in the contracts, as well as the liability for the custody of these items, the way in which these items will be delivered to and returned by workers, and the computer security measures that remote workers must know and comply with. Furthermore, the value of the assistance fee that employers must pay to compensate for the cost of energy, Internet and / or telephone services used in the provision of the services by the worker must be specified, which may not be lower than the value of the transportation aid established by the National Government. Employers and workers may also agree on a monthly compensation value for the use of work tools owned by the worker.

Moreover, employers may require remote workers, in exceptional circumstances, to attend the employer’s office or workplace in-person. These exceptional circumstances must be included in the employment contract. In addition, flexible schedules may be agreed upon by the parties and employers may implement corresponding technological mechanisms to ensure and verify the effective compliance with the schedule, without prejudice to workers’ right to disconnect from work.

In case you have doubts regarding these obligations or any labor issue, do not hesitate to contact us so that we can provide you with the legal counsel you need.

[1] Article 3rd, Law 2121 of 2021.

What Are “Wage-Exclusion Agreements” and What Are Their Limits?

In accordance with article 127 of the Colombian Labor Code, anything workers receive as a direct compensation for the service they provide must be considered wages, regardless of whether it is paid in money or in-kind, or the type or name given to this payment. However, it is possible for employers to grant other occasional sums to workers in order to achieve the full performance of their duties, without seeking to grant benefits to workers or grow their wealth. Likewise, it is possible for the parties to expressly agree to grant certain benefits or aids to workers, either regularly or occasional, without these being considered as part of their salary, since these sums are not intended to remunerate the work they perform; this is known as a “Wage-Exclusion Agreement” and these payments may not exceed 40% of the total remuneration received by workers[1].

With respect to these agreements, the Colombian Supreme Court of Justice, in judgment SL5159-2018, and reiterated in judgment SL5146-2020, recalled that these can only apply to those payments that, despite not directly compensating work, in the absence of a previous wage-exclusion agreement, could generate discussions and confusion regarding their nature, that is, whether they constitute salary or not. Such is the case of extralegal bonuses for food, room or clothing, holidays or Christmas, among others. Thus, employers will have the burden of demonstrating that these payments, despite being regular and/or habitual, do not have the direct purpose of remunerating the services of workers or growing their wealth, but instead have a different objective, such as guaranteeing the fulfillment of tasks or covering certain needs. This is necessary because employers do not include these sums in the payment of social security contributions (pension, health, workers’ compensation administrators) or social benefits (legal bonuses, severance and its interests, legally mandated work uniforms), since the basis for calculating these payments is solely the sum that does constitute wages. Therefore, in the event that the existence of a duly executed wage-exclusion agreement cannot be proved, the employer will be obliged to pay workers, as compensation, a sum equal to the last daily wage for each day of delay in the payments of these sums (contributions and social benefits), in accordance with the provisions of article 65 of the Colombian Labor Code.

Consequently, on March 23, the Colombian Supreme Court of Justice analyzed an appeal against a judgment that declared two (2) companies jointly and severally liable, for an ineffective wage-exclusion agreement. In this regard, the Court argued that even though the worker freely agreed to execute this agreement, it is not possible to exclude from her salary any amount that, by its nature, essence and purpose constitutes salary, more so if the employer cannot demonstrate that these payments do not have the purpose of remunerating the services of the worker. In other words, the employer, through a wage-exclusion agreement, wanted to exclude sums that were constitutive of salary since they compensated the work performed by the worker. Additionally, the Court recalled that, in these cases workers must file their claim within 24 months following the termination of the labor agreement. Otherwise, workers are no entitled to the compensation established in article 65 of the Colombian Labor but only default interest accrued from the termination of the contract.

For the specific case, the worker had worked with a company for 13 years under an open-ended labor contract, after which she was notified that the employer would be replaced by another company. However, before this replacement was made, the worker executed an additional clause to the contract through which she would be granted a monthly remuneration plus a “non-salary benefit” that would not be included in the basis for calculating social benefits and contributions to the social security system. This clause, despite the employer substitution, was in force until the moment of termination of the contract. In this regard, the Court recalled that article 69, paragraph 1, of the Colombian Labor Code establishes that previous and current employers are jointly and severally liable for any obligations that at the date of substitution are enforceable against the previous employer. It is for this reason that the determination made by the court of appeals to declare both companies jointly and severally liable and order them to pay the sums owed along with the default interest, was correct, which is why the Court decided to confirm the ruling.

At BéndiksenLaw we can help you draft, review and modify the employment contracts of your workers to ensure full compliance with the regulatory provisions on labor matters. We can also settle any of your doubts regarding this or any other labor issue. Contact us.

[1] Council of State, Fourth Section, File No. 05001-23-33-000-2016-02496-01(25185) of December 9, 2021, C.P. Dr. Milton Chaves García.

New Measures to Prevent the Spread of COVID-19 in Workplaces

Due to the high risk of contagion for workers attending their workplace in-person, the Colombian Government has issued new measures that employers must implement for the management and mitigation of the risk of contracting COVID-19 in work environments. Thus, Resolution 350 of 2022 established that, in general, measures such as self-care, mental health care, hand washing and hygiene, physical distancing, the use of masks, adequate ventilation, cleaning and disinfection, waste management, and risk and healthcare communication must be implemented.

Additionally, and specially for the labor sector, through this resolution, special measures are dictated, such as: (i) updating  the Occupational Health and Safety Management System (SG-SST, by its Spanish acronym) with respect to the measures aimed at preventing the risk of contracting COVID-19 in the workplace; (ii) the implementation of a communication channel between the employer, healthcare entities (EPS, by its Spanish acronym), workers’ compensation administrators (ARL, by its Spanish acronym) and workers so that suspicions of contraction or any situation that jeopardizes compliance with biosecurity protocols at work can be reported, (iii) the dissemination of information related to alarm symptoms and self-care; and, (iv) compliance, in all cases, with the recommendations of the health authorities regarding the prevention of contracting COVID-19.

Regarding the obligation to update the SG-SST, the first (1) of April of this year, the Ministries of Health and Social Protection and Labor issued a memorandum in which it was expanded, establishing that employers must implement measures to identify the most vulnerable individuals who are most likely to suffer health complications. Likewise, it is necessary to implement measures that allow detecting possible outbreaks of COVID-19 within the company in a timely manner, in order to quickly generate the alerts and responses that are required to prevent and control these outbreaks. Additionally, the receipt of information regarding vaccination status form workers and contractors who completely or partially work in-person must be ensured in order to estimate the risk of contraction within the company and to create a risk map. Based on this information, employers may reorganize personnel if they consider it necessary to mitigate the risk of contagion, also being able to turn to the workers’ compensation administrators (ARL) to receive technical assistance in this regard.

If you have any doubts regarding compliance with these instructions or any other matter that affects your company, do not hesitate to contact us.  

Renew the “RUP” of your Company Before the Deadline

All individuals or corporations, whether Colombian or foreign with domicile or a branch office in Colombia, who are interested in entering into contracts with Colombian public entities, must register, at any time, in the Registry of Proponents (“RUP”, by its Spanish acronym) of the Business Registry (“RUES”, by its Spanish acronym) of the Chamber of Commerce of their main domicile, in accordance with the provisions of Decree 19 of 2012. This registry contains all the information related to the experience, legal, financial and organizational capacity of the individual or corporation, their classification according to the goods and services they offer and the fines or ineligibilities that have been imposed on them during the performance of other contracts.

 However, the information contained in this registry must be renewed annually. Consequently, persons registered in the RUP must submit the information to renew their registration no later than the fifth business day of April of each year, otherwise the effects of the RUP will cease. That is, the registration will be automatically cancelled in case of non-renewal. The foregoing does not prevent the information recorded regarding their experience and legal capacity from being updated at any time. To carry out this renewal, the RUES form must be completed and filed together with its annex 2, which corresponds to the RUP, and the supporting documents before the Chamber of Commerce and, subsequently, payment must be made of the corresponding fee.

Bear in mind that the law establishes certain exceptions with respect to the obligation to be registered in the RUP to enter into contracts with Colombian public entities, such as cases of direct contracting, agreements for the provision of health services, minimum value agreements, alienation of State property,  agreements whose purpose is the acquisition of products of agricultural origin or destination through commodity exchanges, acts and agreements whose purpose is the commercial and industrial activities inherent to industrial and commercial State companies  and  mixed ownership companies, and  concession agreements of any kind.

If you have doubts regarding the procedure you must follow or the documents that you must present or fill out to carry out the renewal, registration or modification of the RUP, do not hesitate to contact us.