Callings to shareholders’ meetings of corporations

On October 31, 2006 the Public Registry of Commerce of the City of Buenos Aires (“PRC”) enacted General Resolution No 13/2006 which allows individual directors to request the call to shareholders’ meetings.
In order to do so, the directors must show evidence of the following:
(i) that a request has been made to the President of the Board of Directors of the Company, or whomever replaces him, for the Board of Directors to meet in order to resolve, in the term of 5 days since the notification has been received, the call to a shareholders’ meeting;
(ii) that the above mentioned Board of Directors meeting was never called, or, if it was called, that it could not be held because of the lack of quorum, or that the call to a shareholders’ meeting was denied with no basis;
(iii) that in the cases that the company has Statutory Supervisor, the request was not answered in the term of 5 days, or was denied with no basis.
The request will not need to comply with requirements mentioned in (i) and (ii) above, if the Board of Directors is vacant (no quorum), and the statutory supervisors have not corrected this matter as provided in the Argentine Commercial Law.
General Resolution No 13/2006 is in force since November 3, 2006.
This insight is a brief comment on legal news in Argentina; it does not purport to be an exhaustive analysis or to provide legal advice.