Argentina: General Resolution 10/2024 – Changes to regulation of foreign entities
The IGJ (Inspección General de Justicia) is adding flexibility to already existing regulations imposed to foreign companies doing business in Argentina (including annual recurring obligations). On March 27, 2024, General Resolution 10/2024 was published in the Official Gazette, through which the IGJ (Inspección General de Justicia) introduced material changes to regulations and requirements applicable to foreign companies doing business in Argentina. This has repealed the General Resolution 8/2021 and modified several articles of General Resolution 7/2015. This resolution came into effect on March 28, 2024 and applies to all ongoing procedures.
Key changes and requirements
As a result of the repeal of General Resolution 8/2021, which referred to the regime of companies established abroad as vehicle companies, the following are the most important aspects of the new resolution issued:
There are no longer restrictions on registering more than one vehicle company per group, nor on its registration when the controlling company is already registered.
The restriction on registering vehicle companies resulting from chains of sole-shareholder companies has been eliminated, as well as the restriction on a foreign sole-shareholder company being able to register a sole-shareholder company in Argentina.
The requirement for foreign companies participating as shareholders in companies established in the City of Buenos Aires to register in Buenos Aires city jurisdiction registry (Inspección General de Justicia) has been eliminated.
For registration purposes under Article 123 of the Company Law N° 19.550 (foreign shareholder of a local company), the presentation of an investment plan is no longer required.
Likewise, because of the modification of articles 212, 215, 217, 218, 219, 222, 239, 240, 245, 249, 255, and 256 of General Resolution 7/2015, the following modifications have been introduced:
The regime for demonstrating significant economic activity abroad for companies forming part of international groups that meet criteria of notoriety and public knowledge has been reinstated, through a declaration by the company under whose unified direction the group operates and certification of consolidated net worth by an accountant.
The treatment of companies from non-cooperative jurisdictions has been modified, abandoning the immediate rejection of registration based on a restrictive criterion in assessing compliance with General Resolution 7/2015, and allowing for the possibility of requesting additional information.
Compliance with the annual reporting regime has been made more flexible, extending to five consecutive fiscal years the possibility of compliance through an abbreviated regime in the absence of significant variations. The condition of submitting previous filings within the required term and not owing previous obligations has been removed from this method.
The requirement for exclusive action by the registered legal representative or a duly appointed attorney for the registration of acts of the participating company has been eliminated. It will suffice for the company to be registered.
How can we help?
Computershare Governance Services global team of professionals can provide advisory services in Argentina where you will be supported with the adoption of the new requirements that add flexibility to foreign companies. Our global team can also provide on-going compliance services in Argentina as well as 120+ jurisdictions as part of our global managed services offering.
Contact:
Please contact your dedicated Computershare Relationship Manager or send an email to globalentityservices@computershare.com for more information about how Computershare may assist you in responding to these new requirements.
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