For-profit Registry Requirements

The most popular forms of companies in Argentina are Limited Liability Companies (Sociedad Limitada), Stock Corporations (Sociedad Anomina), and Branches of Foreign Companies. Some comparisons of the three are below:

• LLCs require ARS$12,000 in minimum paid-up capital while stock corporations require AR$ 100,000 (US$3500), while Branches require no paid-up capital.

• For LLCs of Stock Corporations, the majority of the company’s administrators must live in Argentina. Branches don’t require a board of directors or any other officers.

• Branches are that the foreign parent company of a branch is fully liable for the branch’s debts and the branch cannot raise capital from third parties. Corporations and Limited Liability Companies have limited liability and may offer shares publicly to get funding.

A comparison of the differences and requirements between the three can be found here or here.

Note that we have only listed the most common forms of association. Argentine Companies may be also be General Partnerships, Limited Partnerships and several other smaller company forms.

There are general steps to follow to incorporate any type of company in Argentina, which are

1. Register the name of the company with the Public Registry.
2. Grant the articles of incorporation signatures of partners by a notary public. The articles of incorporation must contain:
   • Details about the founding partners
   • The company’s name and domicile
   • The company’s objective
   • The company’s share capital
   • The term of duration
   • The internal administration
   • Rules as to distribution of profits and bearing of losses, as well as rights and obligations between partners.
   • Clauses related to the company’s dissolution and liquidation
3. Deposit at least 25% of the initial paid-up capital with the Argentine National Bank (Banco de la Nación Argentina). The remaining 75% may be paid in a period of up to two years from the date of incorporation. (Source).
4. A required publishing of the new company’s notice in the official paper (Boletín Oficial).
5. Payment of the incorporation fee and and file for incorporation.
6. Buy the company books.
7. Get a form from the Public Notaries College and have a notary public submit the company books for rubrication by the General Inspection of Justice (IGJ).
8. Obtain a tax identification number (CUIT) from the National Tax Office (Administración Federal de Ingresos Públicos, AFIP) and register for social security.
9. Register turnover tax at local level at the local jurisdiction.
10. Register with the Social Security Agency (Sistema Unico de Seguridad Social).
11. Contract an insurance for employees with a risk labor company (ART, Aseguradora de Riesgos del Trabajo).
12. Rubricate books of wages in the Dirección General de Empleo (Ministry of Labor) All processes will take 2-3 weeks if done in parallel and the total fees are approximately ARS 10,000, or US$400. (Source 1, Source 2).

Non-profit Registry Requirements

Non-profits in Argentina may be Foundations or Civil Associations. The difference is that in a Foundation, the objectives of the founders must be respected without change, whereas in civil associations, the objectives may change with a vote from the directors.

To start a Foundation or Civil Association in Argentina, you must have a legal address in Argentina. You must provide a statute with the name for your foundation, its precise goals, its initial and future capital, its domicile and territorial scope, its term, internal organization, board of directors and meeting régime, operational rules, the closing date of the accounting period each year, rules for reform of the foundation if necessary, and dissolution requirements. You can find the form for application on the Ministry of Justice website (in Spanish).

A foundation must have at least three directors on its board, which may be permanent or temporary, appointed by the founders.

You must deposit your initial capital in the Argentine National Bank (AR$80,000 for a Foundation and AR$1000 for a civil association). You may optionally found your organization with non-monetary contributions, which may be included in an inventory in the bank and certified by a public accountant.

The founder should then go to a public notary with the founding statues and the founding capital to incorporate the organization. The notarized founding deed should be brought with the proof of accounting capital contribution. After doing this, the founder will able to register the organization in the Public Registry. (Source 1 , Source 2).

See this source for the official government guide on how to set up a foundation or a Civil Association in Argentina (in Spanish).

Sources

• Starting a Business in Argentina
• Business Entities in Argentina
• How to set up a company in Argentina: choosing the vehicle and procedure
• Council on Foundations: Argentina
• How to Start a Foundation in Argentina
• Government Guide to Setting up a Non-profit in Argentina, In Spanish
• Incorporation Forms on Ministry of Justice website (in Spanish)
• Argentina’s Law of Corporations No. 19550. A Brief Analysis.