Creating a subsidiary in Argentina is a strategic step for foreign companies seeking to strengthen their presence in Latin America and operate directly in one of the region’s most relevant markets. The incorporation process requires compliance with a series of legal and formal requirements that should be thoroughly understood before initiating any procedures. Proper planning helps avoid delays and facilitates an orderly and secure establishment in the country.
Registration of the Parent Company in Argentina
The process of creating a subsidiary begins with the registration of the foreign company with the Inspección General de Justicia (IGJ), the authority responsible for corporate oversight in Argentina. This procedure enables the parent company to act as a partner or shareholder in a local entity.
To this end, the foreign company must submit documentation evidencing its legal existence, the appointment of a legal representative in Argentina, the establishment of a legal address, and the acceptance of the appointment by both the principal and alternate representatives, who must reside in the country. All documentation issued abroad must be duly certified and apostilled.
Obtaining the Tax Identification Number (CUIT)
Once registration with the IGJ has been completed, the foreign company must obtain its Clave Única de Identificación Fiscal (CUIT) from the national tax authority. This tax identification number is essential for the parent company to act as a shareholder in Argentina and to continue with the subsidiary incorporation process.
The usual timeframe for obtaining the CUIT ranges from two to three weeks, depending on the correct submission of the required documentation.
Incorporation of the Argentine Company
After the foreign company has been registered and the CUIT has been granted, the incorporation of the local entity can proceed. At this stage, in addition to the formal procedures, the drafting of the company bylaws begins. This document governs the subsidiary’s operations and defines the essential aspects of its legal and operational structure.
Drafting the Company Bylaws
Drafting the bylaws involves defining the corporate form to be adopted and determining whether the subsidiary will have one or multiple shareholders. The company name must also be selected, and the parent company typically proposes several alternatives until the availability of one is confirmed.
The bylaws must clearly establish the corporate purpose, detailing the activities the subsidiary will carry out in Argentina. They must also include information on the shareholders, the management structure, the registered address in the country, and the fiscal year-end date. Local regulations require the company to appoint at least one manager or director with a real domicile in Argentina, regardless of the corporate form chosen.
Choosing the Legal Structure of the Subsidiary
The most commonly used corporate forms for setting up subsidiaries are the Sociedad Anónima (S.A.) and the Sociedad de Responsabilidad Limitada (S.R.L.), both of which provide a legal framework that limits shareholders’ or partners’ liability to their capital contributions. In addition, the Sociedad por Acciones Simplificada (SAS) has gained relevance in recent years, as it allows for a faster incorporation process, even with a single shareholder, and offers a flexible governance structure. This makes it a frequent option for certain foreign investment projects, depending on the nature and scope of the business.
Formalization of the Subsidiary
Once the foreign shareholder has been registered and the bylaws have been approved, the incorporation deed of the local company is executed. From that moment on, the subsidiary is formally established and able to commence operations in Argentina.
Although the process can be complex from a regulatory standpoint, proper planning and professional management make it possible to move forward efficiently and reduce risks during the establishment phase.
Strategic Support
Biznelp supports companies in the creation of international subsidiaries in a secure, agile, and efficient manner, minimizing friction at every stage of the process. If Argentina is the next destination for expansion, we act as a strategic partner, combining in-depth knowledge of the local environment with an international outlook focused on sustainable growth.