Country:阿根廷 · Entity Incorporation
Argentina · Entity Incorporation
The mainstream entity forms in Argentina are the limited liability company (SRL) and the joint stock company (SA). About 78% of Chinese investors choose the SRL, whose minimum registered capital figures vary (about ARS 10,000–12,000; in practice at least USD 50,000 is recommended), with 25% paid in at incorporation; the SA minimum registered capital is about ARS 100,000 and a majority of board members must be Argentine residents. Registration is handled by the IGJ; foreign-language documents must be apostilled or consular certified.
Key points
- SRL (limited liability company): flexible structure and controllable risk; about 78% of Chinese companies choose it; minimum capital about ARS 12,000 (figures vary), 25% paid in.
- SA (joint stock company): minimum capital about ARS 100,000; a majority of board members must be Argentine residents.
- 100% foreign ownership is allowed; foreign shareholding above 25% must be registered with the Ministry of Economy.
- Registration requires notarized articles, IGJ approval, and an AFIP tax number (CUIT).
- Documents must be in Spanish; foreign-language documents require apostille or consular certification.
Procedure
- Name check (via the INCIGEB system).
- Draft and notarize the articles of association (Spanish).
- Open a provisional account and inject capital.
- Submit the registration application to the IGJ (approval 4–8 weeks).
- Complete AFIP tax registration (CUIT), ANSES social security registration, and municipal business license.
Hard requirements
- Spanish documents and certified documents; paid-in capital; a local accountant.
Costs
Fees include notarization, IGJ fees, and publication fees; lawyer and accountant services about USD 2,000–4,000.⏱ ⏱ Timeline:Approximately 45–60 working days.⚠ Common risks
- Minimum capital figures vary; the IGJ rules prevail.
- Failing to meet SA board residency requirements.
- Document certification and Spanish translation cause delays.
Handbook
📘 Step-by-Step Handbook (with owner / timeline / cost / penalties)
Applies to:Establishing a local operating entity in Argentina (SRL/SA/SAS/branch); applies to 100% Chinese-funded shareholding.
Prerequisites
- Entity type (SRL/SA/SAS/branch) and shareholding structure determined; 100% foreign ownership allowed (Foreign Investment Law 21.382).
- If held by a Chinese parent: complete domestic ODI filing/approval first, then remit capital abroad.
- Arrange at least one locally resident director or legal representative with lawful Argentine residence (required for SRL/SA; at least one local representative for SAS).
- Foreign-language documents (articles, passports, credit certificates) must be apostilled or consular certified and translated into Spanish.
| Step | Action | Owner | Timeline | Cost | Official form / system | Notes & penalties |
|---|---|---|---|---|---|---|
| 1 | Determine the entity type and structure. Choose SRL (flexible, common), SA (board majority must be residents), SAS (single-person incorporation, digital signatures supported), or a branch. Foreign capital can be 100%. If held by a Chinese parent, complete domestic ODI filing before remitting capital. | Investor or local lawyer. | 1–2 weeks. | Structure design is mostly internal cost; lawyer consulting varies with complexity. | No specific form (structure plan). | Penalty:Wrong entity type may cause unfavorable tax and compliance outcomes. |
| 2 | Name pre-approval. Check name availability with IGJ; the name must include the statutory type suffix (SRL / SA / SAS). Prepare 2–3 alternative names. | Applicant or local agent. | Online via IGJ, 1–3 working days. | Name reservation fee per IGJ published rates. | Name reservation application to IGJ (Sociedades por Constituir / TAD platform). | Penalty:Name conflicts or missing statutory suffix cause rejection and delays. |
| 3 | Draft and notarize the articles of association. Must be drafted in Spanish. SRLs must pay in 25% of capital and have at least 1 resident director; SAs need a majority of resident directors; SASs can be incorporated by digital signature as a public or private instrument. | Notary or lawyer. | 1–2 weeks. | Notary fees are proportional to capital, per local notary quotes (do not hardcode). | Articles of association (Estatuto/Contrato Social); foreign-language documents need Spanish translation and apostille or consular certification. | Penalty:False document content or missing certification leads to IGJ rejection and approval delays. |
| 4 | IGJ registration approval. Submit the notarized articles, name reservation certificate, and capital deposit certificate. The capital CABA and certain businesses fall under IGJ; other provinces are handled by the local commercial registry (e.g., DIPyJ in Buenos Aires province). | IGJ / provincial commercial registry. | 4–8 weeks (depending on jurisdiction). | IGJ registration fees per official published rates. | IGJ registration application (submitted via TAD). | Penalty:False information can lead to registration revocation. |
| 5 | Obtain the CUIT tax number (ARCA). Apply for CUIT with the registration certificate and register relevant taxes (e.g., IVA). CUIT is required to invoice, hire employees, and open bank accounts. | ARCA (formerly AFIP). | Usually 24 hours to 15 working days after submission. | Low government fees. | ARCA tax registration (CUIT). | Penalty:No CUIT means no invoicing, hiring, or account opening. |
| 6 | Social security, municipal permits, and bank account opening. Employees require ANSES registration; obtain the municipal business license per jurisdiction; open a corporate account with CUIT and the registration certificate (see the banking dimension). | Company / ANSES / municipality / bank. | Several weeks | Permit fees + account maintenance fees. | ANSES social security registration, municipal business license (Habilitación), bank KYC | Penalty:Operating without municipal permits is penalized; delayed account opening affects operations. |
✅ Self-check list
⚠ Common pitfalls
Missing resident director/legal representative影响:SRL/SA require local resident directors; otherwise registration cannot complete or corrections are demanded later.规避:Appoint a locally resident director or legal representative (apoderado) in advance and sign a service agreement to clarify responsibilities.
Confusing IGJ and provincial registry jurisdiction影响:Wrong registry leads to rejection and delays.规避:Confirm the business location: capital CABA and certain businesses fall under IGJ; other provinces under the local commercial registry.
Documents not certified/translated影响:Foreign shareholder documents rejected, registration stalls.规避:Apostille (or consular certify) foreign articles, passports, and credit certificates, and have them translated into Spanish by a certified public translator.
Misapplying the minimum capital figures影响:The SA minimum capital changed after the 2024 reform (Decree 209/2024); using old standards or false declarations creates compliance risk.规避:Follow the latest IGJ published rates and reserve paid-in capital (25% for SRL).
Injecting capital before ODI filing影响:Illegal outbound fund flow from China affects profit repatriation规避:The Chinese parent should complete NDRC, MOFCOM, and SAFE ODI filing before remitting capital
Delaying CUIT/municipal permits影响:Cannot invoice, hire, or operate lawfully规避:Complete CUIT and the local Habilitación promptly after registration
📅 Ongoing post-incorporation obligations
- Maintain a valid registered address and legal representative
- Annual financial statements and (where required) audit, corporate annual report
- Continuous CUIT tax filings (monthly IVA, annual CIT)
- Monthly social security contributions for employees (ANSES)
- Record articles or equity changes with IGJ promptly
- Keep beneficial owner information updated
🔗 Official portals
📎 Source:IGJ (Public Commercial Registry); AFIP; Companies Law and Commercial Law
Want to turn this into an actionable compliance workflow?
CompliGo · Outbound Compliance Automation
You now have the essentials. Hand it to CompliGo: auto-generate compliance documents, real-time validation, and one-click regulatory alerts. Free trial for new users.
CompliGo is an independent SaaS operated by the outbound team. This knowledge base only drives acquisition and never handles funds or collects/pays on your behalf.