Argentina: IGJ Simplifies Regime for Foreign Companies

In brief

On 22 May 2026, the Argentine Public Registry of Commerce (IGJ) issued General Resolution No. 4/2026 (the "Resolution") to adapt the registration framework for foreign companies to principles of simplification, proportionality, legal certainty and openness to foreign investment, without affecting substantive control mechanisms aimed at protecting third parties and public economic order.

In depth

The most relevant aspects of the Resolution are:

• Simplification. Numerous provisions of IGJ General Resolution No. 15/2024 are repealed, and the applicable requirements for registration under Sections 118 and 123 of the General Companies Law No. 19,550 as amended (GCL) are consolidated in order to establish a clearer framework aimed at reducing formal burdens, unnecessary costs, and barriers to entry into the formal economy.
• Flexibility. The submission of updated consolidated versions of the foreign company’s bylaws is permitted, as well as a note from the legal representative including information on non-material amendments, thus avoiding unnecessary apostille and translation costs.
• Joint processing. The simultaneous filing of the registration of the foreign company and the incorporation of a local company in which it participates is permitted, thereby reducing timeframes and duplication.
• Digital or electronic signature. Acceptance of the position by the legal representative may be evidenced through digital or electronic signature.
• Accounting books. These may be requested together with the registration of the foreign company’s branch; likewise, authorization for mechanical or electronic record-keeping systems may be requested, as applicable.
• Financial statements. The authority to verify the maintenance of positive equity (or allocated capital) of the foreign branch is eliminated, as well as the authority to require its restoration and to request deregistration in case of non-compliance.
• Capital allocation. Evidence may be provided through funds transferred by the parent company into local or foreign financial accounts; in the case of non-cash assets, proof may be provided through an inventory and accounting certification, without the need to justify their valuation.
• Non-cooperative jurisdictions. A restrictive approach is maintained for foreign companies originating from non-cooperative jurisdictions or jurisdictions identified by the FATF as high-risk.
• Adjustment (Section 124 GCL). Requirements for adjustment processes are reduced, requiring compliance with the conditions applicable to the incorporation of a local company.
• Simplification. Documentary requirements for the voluntary closure and deregistration of branches or representations are simplified. Notwithstanding the foregoing, the provisions allowing the waiver of liquidation and the deregistration regime based on inactivity are eliminated.
• Closure of branches and IGJ powers. The specific regulation of grounds for closure and deregistration of branches and representations is eliminated, as well as the IGJ’s authority to initiate judicial action in cases of repeated non-compliance with the filing of financial statements and beneficial ownership disclosures.
• Documentation from abroad. Documents originating abroad may be submitted as printed copies of digital documents, provided that integrity, traceability, and immutability are ensured; formal requirements are simplified by reference to the applicable regulations.
• Resignation. The legal representative may unilaterally request registration of his/her resignation where it has not been considered by the company, once a period of ninety (90) days has elapsed from its formal notification.
• Foreign non-profit entities. Registration requirements for branches or representations of such entities are aligned with those applicable to foreign companies in general; specific requirements for foundations are simplified, requiring only the submission of a first-year activity plan and an accounting report on its feasibility and reasonableness.

The Resolution enters into force as from 27 May 2026.

Gabriela Nicoletti and Santiago Alvarez, Associates, have contributed to this legal update.

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