Official
language of the Republic of Argentina: Spanish
Currency: Argentine pesos ($)
Form of government: representative, republican and federal levels (since
1853)
Representative means that people do not deliberate nor govern except through
their representatives and authorities established by the Constitution and
expressed it in the
article Nro 22
Republican means
the Organization of the State authorities are elected by citizens for a
specified period
Federal is a form of government in which several states
or provinces
united under a common government retained their autonomous local governments.
And so is the article
121 of the Constitution, "The provinces retain all power not delegated by
this Constitution to the federal government, and which are expressly reserved
by special pacts at the time of its incorporation"
Argentina has a system that recognizes three branches: executive, legislative
and judicial
Executive power is exercised by the President of the Republic who
it is elected by the citizens and lasts 4 years in implementing
its mandate and may be reelected for one consecutive period.
The Legislature
is bicameral. Chamber of Deputies and Senate
The Judiciary level
has courts
of first instante, Court of Appeal and the Supreme Court.
The provinces and the City of Buenos Aires are autonomous and elect their own
authorities recognizing three branches: executive, legislative and judicial
Economy
Argentina
is a country rich in natural resources with major competitive advantages for
investment in relation to the exploitation of these resources.
The most important industries are those related to agro-chemicals,
petrochemicals, food, beverages.
It is important to note that Argentina is one of the largest producers in
Latin American of
natural gas and oil reserves have more potential for a great
consideration with respect to sedimentary basins that have not been exploited.
On the other hand, is a country with great potential in mining.
It is also important to mention the great development in other areas such as
biofuels, biotechnology and informatics.
Foreign investment. External Trade
Argentina
appears to be attractive to foreign investors, not only by the group of
companies that have invested in the local economy but by the amount of
investment growing in recent years to the point of becoming leading agents.
Much of the leading companies worldwide are now in Argentina. Include
companies like: Coca Cola, Ford, Fiat, Univlever, Phillip, Renault, Firestone,
Siemens, etc.
Argentina is a member of MERCOSUR (Southern Common Market), along with Brazil,
Paraguay and Uruguay. This is a trade bloc
whose purposes are to promote the free exchange and movement of goods, persons
and capital between the countries in it, and move to greater cultural and
political integration among its member countries and partners.
The majority of exports from Argentina are the countries of Mercosur, followed
by the European Union, USA and Asia. Argentina's main imports are industrial
inputs, capital goods, parts and maintenance.
To export and / or import is important to bear in mind that it is compulsory
registration of exporters and importers of the Republica Argentina, which
takes place in the Directorate General of Customs.
The registration number is obtained enabling them to operate through any
office in the country, being able to place individuals or legal entities. The
registration application must be filed in the office that corresponds to your
home.
Foreign investors may invest in the country without prior approval and under
the same conditions that investors domiciled in the country.
Law No. 21382 and Decree No. 1853 of 1993 defines the legal framework for
Foreign Investment
It is important to note that foreign investors may: Transfer their
money and repatriate their investments at any time.
May use any of the legal forms of organization under national legislation of
their own choosing.
Local
Business of foreign capital may make use of domestic credit with the same
rights and under the same conditions as local companies of national capital.
Organization of firms. Legal Structure
Regarding
the establishment, functioning and liquidation of commercial companies are
regulated by the Companies Law No. 19550 and by the rules set by the corporate
entity.
All information must be filed with the Public Registry of Commerce.
Companies must register their operations in specific legal books, taking all
necessary documentation in order and keeping the same for a term of 10 years
at least.
In the case of companies operating in the country should appoint individuals
legally responsible and maintain separate accounting records for its
operations in the country.
Corporate types: corporation, limited liability company, joint stock,
partnership, limited liability company and industry, holding, temporary union
of companies, groups of collaboration, joint ventures, business cooperation
contracts (UTE) franchise contracts, branches of foreign companies.
The corporate types more used are corporations, limited liability companies,
joint ventures and branches of foreign companies.
To carry out a commercial
company will be
necessary make the corresponding registration of it in the
General Inspectorate of Justice (IGJ). The documentation to be submitted
varies with the type of company involved.
Then the company must register with the Federal Administration of Public
Revenue (AFIP).
In
case be necessary
need high capital and sources of funding the model should be Corporation.
Other option it is limited
liability companies
-Corporations
Partners: They can have two or more shareholders
The capital is divided into shares
Liability of partners: limited to the integration of the shares subscribed (core
capital)
Name: may take a fancy name or can include the name of one or more persons.
Must include the term "Company", its abbreviation or acronym SA.
The
contribution is made at the time of the
constituction of contract
Must be incorporated for not less than 25% of the contributions pledged to the
statute, by deposit in a bank official and completed within 2 years.
Can make contributions in goods
and must be fully integrated at the time of the constitution, backed by a
inventory signed by an
Accounter or
Lawyer
who practices the Sindicatura and the signing of the founding partners.
Partners should integrate all the contributions within the 2 years of
committed, produced its arrears are automatically suspended from the exercise
of all rights inherent in their social actions. The statute may also provide
penalties for the delay.
The transfer of shares is free. The statute may limit the transferability of
shares but does not prohibit it.
The statute may provide for its capital increase to five times, where the
increases will be decided by the Assembly of Shareholders. For amounts above
the statute should be amended, subject to the Board.
In the case of companies making public offering of its shares, the assembly
can increase its capital without limit, without amending the statute.
The Directory is
exercised by the Board and is composed of one or more directors appointed by
the shareholders meeting. The representation is the Chairman of the Board.
Controller of the
body, or Sindico Control is optional, except for those companies that are
covered by Section 299 of the Law of Commercial Companies, which are required
to have a private monitoring body.
The liquidators of the company are unlimited and severally liable for breach
of their obligations under the law, rules and regulations.
They are also the directors liable for the acts or omissions of these, when
the damage had not occurred if he had acted in accordance with the duties of
their office.
-Limited Liability
Company
Partners: At least 2 and no more than 50
The capital it is divided in
share fees
Liability of partners: limited to the integration of contributions to
subscribe or acquire
Name: You must include the name of one or more partners and must contain the
phrase "limited liability company", its abbreviation or symbol SRL.
The contribution is totally at the conclusion of the contract value.
Must be incorporated for not less than 25% of the contributions pledged to the
statute, by deposit in a bank official and completed within 2 years.
Can make contributions in kind and must be fully integrated at the time of
incorporation, stating the contract for the record to justify the valuation.
The partners jointly and unlimited guarantees to third in the cases of lack of
integration or valuation of the contributions. Third parties can enforce the
security in the event of insolvency or bankruptcy of the Company.
The shares are freely transferable, except as otherwise provided in the
contract, which may limit but not ban it
The increases will be determined by Act, which must by deed protocol to
register the increase in the body controller (General Inspectorate of Justice)
The direction is exercised by the Management - Comprising one or more managers,
partners or not.
You need to have a body controller, liquidator or audit committee: This is
optional, except for those companies whose capital reaches the amount of $
2,100,000 .-
The liquidators of the company are unlimited and severally liable for breach
of their obligations under the law, rules and regulations.
They are also liable to the managers for the acts or omissions of these, when
the damage had not occurred if he had acted in accordance with the duties of
their office.
-Joint Ventures
It is a kind of strategic alliance and is a commercial agreement for joint
investments in the long term between two or more people (usually individuals
or merchants)
Its benefits are: first to increase competitive advantage, embrace new markets,
expanding number of clients, sharing costs and risks of projects, advertising,
marketing, generate new business, introduce new products and services, manage
information from many other .
It is customary for access to foreign markets that require large investments
and a specific know-how of the country in which you try to enter.
There are no requirements on how to act. Companies can sign a partnership
contract, constitute a Transitional Union Companies (UTE), or even a company
owned by both.
It is necessary, however, a long-term
bond,
and is also characteristic of the joint venture companies which remain
independent of each other because there is neither absorption nor fusion
In a joint venture partners often continue to operate their business or
businesses independently. The joint venture represents a business, this time
with a partner whose profits or losses reported in the income of each
depending on the legal form that has structured the joint venture.
Within the joint venture contract should specify terms of business
administration.
It is extremely important within the contract stipulated that on the use of
technology or on development of the same rights and intellectual property.
It should be noted that most terms of technology licensing documents will be
established in the agreements as collateral distribution, etc.
-Partnership
contracts
The aim is to provide mutual assistance in business development to increase
and better results in the same
-Transitory Union
of Companies (UTE)
It is limited in duration and form to fulfill a certain objective.
Disclaimer: the members are unlimitedly liable for the obligations of the
company and operate by themselves
The agreements must be registered with the Public Registry of Commerce
including goals, duration, and all legal aspects.
-Branches of
foreign companies
As a first requirement is the existence of the main branch or Headquarter
in enrolling foreign statute, contract and the articles in the General
Inspectorate of Justice.
It must have the certificate attesting to the validity of the company (at home)
and it is not subject to liquidation proceedings or any restrictions on
importing their goods and / or activities.
This information is credited to the contract or act of incorporation or
subsequent amendments, if any.
If the legal system of the country where the society is registered, does not
require the issuance of the official certificate, is to supply a report of a Lawyer
or Notary of that
country from the extremes that are mentioned.
The documentation must be submitted from abroad with the formalities
established by law in their country of origin, authenticated it and Apostille
or legalized by the Ministry of Foreign Affairs, International Trade and
Worship of Argentina, as appropriate and, if with its national language by
translator registered, whose signature must be certified by their college or
professional body empowered to this effect.
Justifying the decision to establish such representation and appoint the
person in charge: in proceedings of assemblies or the body corporate concerned,
approved the establishment of "branch", "developing purpose,
constitute society", etc.. And designated person in charge (responsible),
which should be given details of the LSC Art 11 (name, document, age or date
of birth, profession, nationality, address, marital status) in addition to the
ID, or CUIL CDI.
Set the record at the Act of
Assembly.
Branches should maintain separate accounts of the
Headquarter and subject to the control of the body corporate
comptroller completing all relevant requirements.
It should register the original contract of society, enabling reforms and
other documentation, as well as on their legal representatives in the Public
Registry of Commerce Argentino (in the case of a joint stock company must also
perform with the Registrar of Society for shares).
Regulating Migration
It is important to note that those wishing to invest in Argentina to observe
the implementation of existing legislation regarding regulation of migration,
which is established by law 25,871 and its regulatory decree, being the body
that is competent to understand what concerning the admission, granting
residence permits revenue, extensions, etc., the Directorate of Immigration
Tax structure
In a brief summary can be said that the tax structure in Argentina is composed
of:
National income
taxes, value added, excise and taxes on personal property
State Tax: gross income
tax, stamp tax and property tax
-Local tax rates are applied to cover costs of specific services and some of
little value.
Income Tax
Tax the income earned and the tax base differs according to the residence of
the taxpayer.
For the purpose of establishing whether income is a must to give Argentina the
following situations:
That the property located or used in Argentina to economic purposes, and
the conduct of business in Argentina is able to generate income.
Features of this tax on companies based in Argentina
The tax base is determined by the actual gross profit by deducting the
necessary expenses to obtain and maintain the sources of productivity
conditions.
A net income subject to tax is applied to an aliquot of 35%
Deductions that can make companies or companies
-All taxes on income-producing property are deductible from income tax except
the income tax itself.
-The forecasts for bad debts and tax payments, not having other forecasts
could deduct
-costs for the establishment of a business can be deducted in the year they
were made or amortized over a period not exceeding five years.
-Donations may be deducted when you do directly to governments or agencies,
religious institutions or charities or private entities that are exempt
certain objectives. The amount deductible is limited to 5% of net earnings for
the year.
-You can deduct other expenses needed to obtain, maintain or conserve the
taxable gain. This can be deducted, salaries, wages, commissions, fees of
directors (with the limitations imposed by law), for technical services,
contributions to pension funds and mobilization costs.
Value Added Tax (VAT)
It is an indirect tax that applies to almost all goods and services produced
or marketed in the development of the activity of a company or a professional.
We say that the VAT is an indirect tax because the company is not taxed to pay
all of it, but gross profit on each transaction. Who should pay the entire tax
is the final consumer, it is said that the VAT is a consumption tax