Value of Thresholds and Fines Updated

On February 25, 2025, by means of Resolution 21/2025, the Secretary of Industry and Trade fixed the value of the Adjustable Unit established in article 85 of the Antitrust Law 27442 at ARS 1,102.28. According to this new value, the amounts established in the Antitrust Law were automatically increased as follows:

Merger Control Threshold. If there is an economic concentration in which the aggregate volume of business generated in Argentina by the Involved Companies (acquiring group and target or merging entities) in a transaction exceeds 100,000,000 Adjustable Units, equivalent to ARS 110,228,000,000 (USD 104,729,691 and EUR 99,125,899, according to the relevant exchange rate as set out below), this must be notified before the Antitrust Commission.

1. If the company’s turnover is generated in Argentina by means of a local subsidiary, we recommend referring to the local financial statements which must be issued in local currency, thus avoiding any distortion in the exchange rates.

2. If the company is present through exports into the country (and, as such, has no local financial statements), the Antitrust Law states that the exchange rate that must be used is the sellers’ exchange rate published by Banco de la Nacion Argentina on the day the last fiscal year ended. For the financial year ending on December 31, 2024, the rate was USD 1 = ARS 1,052.5 and EUR 1 = ARS 1,112.

The “de minimis” threshold.  If a notification is triggered, the “de minimis” exemption could apply if the total local assets of the target and the local consideration of the transaction do each not exceed 20,000,000 Adjustable Units (equivalent to ARS 22,045,600,000 or approximately USD 20,398,427 and EUR 19,578,685 according to today’s exchange rate). This exception does not apply if any of the companies were involved in economic concentrations in the same relevant market that surpassed value in the last 12 months or 60,000,000 Adjustable Units (equivalent to ARS 66,136,800,000 or approximately USD 61,195,281 and EUR 58,736,056, according to today’s exchange rate), in the last 36 months.

1. In this case, for calculating the assets, we also recommend referring to the local financial statements, which must be issued in local currency, thus avoiding any distortion regarding exchange rates.

2. For calculating the value of the transaction, the exchange rate available at the time of the closing should be considered. For your reference, we have used today’s exchange rate, which is USD 1 = ARS 1,080.75 and EUR 1 = ARS 1,126.

Late filing fine. When it is not possible to use the other method of calculation established in the Antitrust Law, the parties that did not comply with the mandatory notification will be subject to a fine of up to 750,000 Adjustable Units per day of delay, equivalent to ARS 826,710,000 (approximately USD 764,941 and EUR 734,200, according to today’s exchange rate). For calculating the value of the fine, the exchange rate available at the time of closing the transaction should be considered. For your reference, we have used today’s exchange rate, which is USD 1 = ARS 1.080,75 and EUR 1 = ARS 1,126.

Fines for anticompetitive conducts. When the other methods of calculation established by the Antitrust Law are not viable, the parties that have conducted anti-competitive conducts will be subject to a fine of up to 200,000,000 Adjustable Units, which equals ARS 220,456,000,000 (approximately USD 203,984,270 and EUR 195,786,856 according to the exchange rate currently available). For your reference, we have used today’s exchange rate, which is USD 1 = ARS 1.080,75 and EUR 1 = ARS 1,126.

The value established in this Resolution will become effective as of February 25, 2025, and will remain in force until the value for 2026 is published.

Finally, the Resolution does not include changes regarding merger control proceedings. As such, the current non-suspensory regime continues to apply, which means the parties to a transaction can close it and notify it either before or up to one week after the closing.