Organisation and functioning of National Registries

The Public Registry of Commerce of the City of Buenos Aires (“Inspección General de Justicia”, hereinafter, “IGJ”) will be in charge of the organisation and functioning of these national registries. The IGJ will be the authority of application of this law. In addition, the Federal Tax Authorities (“Administración Federal de Ingresos Públicos”, hereinafter, “AFIP”) will pass rules related to tax information.

National registries will offer free access to the information, prior to payment of a fee, the amount of which will be determined by the Department of Justice and Human Rights. The public will be able to consult national registries through the computer system, which will be developed and supported by the AFIP.

As from the moment this law enters into force, the administrative departments and judicial authorities of the provinces that adhere to such law, should send all the information belonging to the entities (companies, foreign companies, foundations, etc., depending on each case) they register, amend or authorise by computer system to the IGJ.

In relation to the information to be sent, we can mention the following examples:

    (i) changes in the composition of the bodies of management, representation and supervision of legal entities;

    (ii) equity transfers subject to registration with the Public Registry of Commerce;

    (iii) filing of financial statements;

    (iv) proceedings of reorganisation, dissolution and liquidation.

The proceedings related to the administrative conformity, registry or authorization will be identified with a tax registration number (“CUIT”) allocated in said proceeding by the AFIP to the entities, through the relevant agency or local authority, notwithstanding the identification that such agency or local authority may add. If this requirement is not fulfilled, the AFIP will not register the legal entity as a taxpayer nor authorise any other tax proceeding regarding the legal entity. This tax identification number, or the one established by the AFIP in replacement, will be maintained during the entire term of validity of the entity.

he law provides the terms under which the adhered provinces will have to send the information to be included in the national registries pertaining to the entities that already exist, starting with the newest. Therefore, information concerning entities which have been established for less than five years should be sent first. Once this first stage is completed, there is a two year term to enter information pertaining to entities which have been set up for over five years.