The Council of State of the Republic of Cuba published this Tuesday in the Official Gazette Decree-Law 114/2025 "On the association between state and non-state business entities," a regulation that establishes the legal framework for the interaction between state and non-state economic actors through the creation of mixed limited liability companies, the acquisition of shares, mergers by absorption, and economic association contracts.
Additionally, the Ministry of Economy and Planning (MEP) issued Resolution 8/2026, which approves the procedure for the evaluation and approval of these associations, with the aim of boosting productive linkages and leveraging the capabilities of the Cuban business system.
Four Types of Association
Decree-Law 114, signed on December 10, 2025, by the President of the National Assembly of People's Power, Juan Esteban Lazo Hernández, recognizes four main ways to establish an association:
1. Establishment of mixed limited liability companies (mixed LLCs) based on the contribution of assets, rights, or equity from both state and non-state entities.
2. Acquisition of shares by a state enterprise in an already existing private limited liability company.
3. Absorption, whereby a joint-stock company with 100% Cuban capital or a state LLC can absorb a private LLC.
4. Economic association contracts, which do not create a new legal entity but establish a framework of collaboration with a common fund and profit sharing.
Participants
These associations may include state-owned enterprises, state limited liability companies, joint-stock companies with one hundred percent Cuban capital, budgeted units with special treatment—as state entities—and, on the non-state side, micro, small, and medium-sized private enterprises, as well as agricultural and non-agricultural cooperatives. Natural persons engaged in commercial activities are excluded.
