Cuban residents abroad can be partners in micro, small, and medium-sized enterprises (mipymes) and in private companies with more than 100 workers in Cuba.
The , expressly recognizes this right and establishes new rules for the establishment and operation of private enterprises.
The regulation amends Decree-Law 88 of 2024 and allows Cuban citizens over 18 years of age, both residents on the island and abroad, as well as foreigners with permanent residency in Cuba, to be partners. The same individual may participate in multiple enterprises, provided they meet the legal requirements.
The reform also allows for the establishment of private companies with more than 100 employees, direct import and export with authorization from the Ministry of Foreign Trade and Foreign Investment (MINCEX), and partnerships with foreign capital in accordance with current legislation.
How can a Cuban resident abroad participate?
The legislation outlines two possibilities: to participate as a founding partner of a new company or to join an already established private entity.
In the second case, the decision falls to the General Meeting of Partners. The incorporation becomes effective when the corresponding notarial deed is registered in the Commercial Registry, according to Article 57 of Decree-Law 88, amended by Decree-Law 133/2026.
To create a new company, interested parties must follow the procedure outlined in Resolution 2/2026 of the National Institute of Non-State Economic Actors (INAENE), which was also published in Official Gazette No. 71.
Private companies can be established as limited liability companies (S.R.L.) or single-member limited liability companies (S.U.R.L.), depending on whether they have multiple partners or just one.
The reform distinguishes four categories based on the number of people employed, including partners:
- Microenterprise: from one to 10 people.
- Small business: 11 to 35 people.
- Medium-sized business: from 36 to 100 people.
- Private company with more than 100 employees: a different category from micro, small, and medium enterprises.
How is capital contributed from abroad?
Article 24 of Decree-Law 88, amended by Decree-Law 133/2026, allows for monetary contributions in Cuban pesos or foreign currency. It also accepts tangible or intangible assets and economic rights that can be valued, provided they belong to the partners and meet legal requirements.
Work and services cannot be used as contributions to the share capital. The regulations do not establish a general minimum capital requirement for forming these companies.
When contributions are monetary, partners must declare the legality of the funds to the banking institution. The demand deposit account is used exclusively to credit the initial capital and does not generate interest.
Once the company is established and registered, the balance is transferred to its current account, and the account used for the initial deposit is closed. If the company is not formed, the funds are returned via the same method used for the deposit.
Resolution 98/2026 does not establish a specific procedure for transferring contributions from each foreign country. Therefore, partners residing outside of Cuba must consult with the relevant bank regarding the accepted methods for making the deposit and verifying the lawful origin of the funds.
Can one participate in the shareholders' meetings from abroad?
The bylaws must expressly provide for telematic attendance at meetings and voting through remote communication methods, in accordance with Article 33 of the amended Decree-Law 88.
This provision is particularly relevant for Cubans living abroad, as it allows them to regulate their remote participation in societal decisions.
However, telematic participation in meetings does not eliminate the notarization and registration requirements for establishing a company or incorporating new partners. Resolution 2/2026 stipulates that the notary informs the partners of the date, time, and the notary before whom they must appear to formalize the public deed.
The regulation does not specify a particular procedure for making that appearance from abroad. Those who are unable to travel must consult beforehand with the notary about the representation options permitted by the applicable legislation.
Who cannot be members?
Article 55 establishes incompatibilities for individuals seeking to participate in these businesses. Among them are serving as a cadre or official of the State or Government, holding certain elected professional positions in state bodies, and having debts with the bank or the State budget.
There are also restrictions for those who have been sanctioned for offenses incompatible with the requested activity during the enforcement of sanctions imposed by a competent court. In the case of offenses related to child care services and individuals in vulnerable situations, the regulation establishes a specific prohibition against applying for partner status in those activities.
Resolution 2/2026 also stipulates that applications will be denied when the partners are repeat offenders or have multiple prior offenses with outstanding tax or banking debts. To accept a new application in those cases, the effective settlement or renegotiation of the debt must be verified.
The steps to establish a private company in Cuba
The creation of a company includes the municipal application, the capital deposit, the notarial deed, and the commercial and tax registrations.
The requirements and deadlines for each procedure are also explained in this step-by-step guide to opening a micro, small, and medium enterprise (mipyme) in Cuba in 2026.
Check that the activity is permitted. Interested parties must define the business and verify that their activities are authorized for the private sector. Some may require additional permits. The corporate purpose must identify a primary activity and may include other production or service activities.
Designate a representative. Applicants for founding partner status may designate one of themselves or another person to submit the application. The designation is confirmed through a letter signed by the partners with their general information. The representative must authenticate themselves on the Economic Actors Platform (PAE).
Submit the documentation. The application is submitted through the platform to the Municipal Development Directorate corresponding to the registered address. It must include the details of the partners, the planned activities, the address, the establishments, the number of employees, a written declaration regarding criminal records, and the draft of the social statutes.
Await municipal approval. The Municipal Development Directorate has up to 20 working days, starting from the receipt of the application, to approve or deny it. The decision is communicated to the interested parties through the platform.
Deposit the capital. After approval, it is necessary to process the opening of a demand deposit account. Resolution 98/2026 of the Central Bank of Cuba grants the bank up to five business days from the receipt of the application to open it. Resolution 2/2026 also establishes a period of five business days for partners to make the capital deposit after approval.
Formalize the public deed. The digital file is sent to the Provincial Directorate of Justice for notarial assignment. Interested parties may choose a notary based in the region of the registered office. The deed must be authorized within a period of up to 20 days, counted from the receipt of the digital file.
Register the company in the Commercial Registry. The registry has up to 15 business days to issue the registration certificate once the corresponding documentation has been received.
Complete the tax registration. The National Office of Tax Administration (ONAT) has up to 10 business days, counted from the time it views the digital file, to register the company in the Taxpayers Registry.
Formalize the current account. After the necessary procedures, the bank informs the partners when they should come to sign the contract. Resolution 98/2026 establishes a deadline of up to seven business days from the signing of the adhesion contract to open the current account.
The regulations exceptionally allow for applications to be processed in person when there are prolonged electrical outages or connectivity issues, provided that the municipal administration authorizes this procedure.
Is a business license required?
The incorporation of a company does not automatically authorize the exercise of all economic activities. Depending on the type of business, additional licenses, permits, or registrations may be required.
The , regulates the procedure for commercial licenses. To register in the Central Commercial Registry, the company must first have a bank account as a legal entity.
Companies formed from pre-existing businesses, including those of self-employed workers, can retain the licenses and permits they already held if they continue to engage in the same activities, according to Resolution 2/2026.
What other obligations do private companies have?
Companies must register their operations with bank accounts, meet tax and labor obligations, keep the information registered in the Commercial Registry up to date, and obtain the necessary authorizations for their activities.
When engaging in real estate activities, they must maintain a record of tenants and accompanying individuals and keep this information for five years, even if the authorization to carry out the activity is revoked.
They must also notify the authorized body of the Ministry of the Interior of the required identification data when leasing properties to individuals residing abroad.
The Municipal Development Directorate retains the authority to authorize modifications such as changes in the main activity, registered address, or the opening of establishments. Resolution 2/2026 establishes a timeframe of up to 10 business days from receipt for these requests.
The establishment of companies, bank contributions, registration, and commercial authorizations remain subject to the procedures and requirements set by the Cuban authorities, both for partners residing in Cuba and for those living abroad.
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