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The name of the company is verified by the Office of Corporations (Inspección General de Justicia) (IGJ)
Time to complete:
1 day
Cost to complete:
ARS 75
Name of Agency:
Comment:
The corporate name must be reserved to incorporate any new company or make any change to an existing name. A request must be submitted using the reservation of name form (reserva de nombre) for a cost of ARS 18. Such request expires in 30 days. The Inspección General de Justicia also provides online services for name verification of reservation http://www.jus.gov.ar/registros/IGJ/
Procedure 2.
Certify signatures of quota holders by a notary public
Time to complete:
1 day
Cost to complete:
ARS 250
Name of Agency:
Comment:
The company is not obliged to notarize its bylaws, which can be formally constituted under a private document. However, the signatures of the founding partners have to be certified by a notary public. Each signature certification costs about ARS 100. At the first meeting of partners, draft bylaws are approved and capital is fully subscribed and paid in, except in case of cash contributions were only 25% of the start up capital must be paid in at constitution and the balance has to be paid in within the next 2 years.
Procedure 3.
Deposit initial capital in National Bank (Banco de la Nación Argentina)
Time to complete:
1 day
Cost to complete:
ARS 30
Name of Agency:
Comment:
The company must deposit at least 25% of the subscribed capital, which must be no less than ARS 3,000, in the National Bank, and also obtain proof of payment. The deposit must be made at the central office of the Argentine National Bank (Banco de la Nación Argentina), or at the branch corresponding to the company's domicile. It can be withdrawn once the company's bylaws are registered by the Office of Corporations.
Procedure 4.
Publish the new company’s notice in the official paper (Boletín Oficial)
Time to complete:
1-3 days
Cost to complete:
ARS 1,391.50 (expedited publication fee)+ ARS 48.4 (legalization of signature)
Name of Agency:
Comment:
According to Resolution SLyT 64/08, published in the Official Gazette on November 28, 2008, there are 3 kinds of publication services : Ordinary procedure: (72 hours) For each line of text up to 70 spaces: ARS 16.10. Total, approx.: ARS 885.5. Semi-expeditious procedure: (48 hours) For each line of text up to 70 spaces: ARS 21.90. Total, approx.: ARS 1,204.5 Expeditious procedure:(24 hours) For each line of text up to 70 spaces: ARS 25.30. Total, approx: ARS 1,391.5
If the notice is signed by an attorney, to the cost of publication it should be added the cost of legalizing by the Attorneys Bar Association his/her signature (ARS 45), while if it is signed by the manager of the company, the cost for the legalization of his/her signature is ARS 48.40.
The publication fee ranges from ARS 800 to ARS 1,400 depending on the length of the notice and the form of publication chosen.
Procedure 5.
Payment of the incorporation fee
Time to complete:
1 day
Cost to complete:
ARS 30
Name of Agency:
Comment:
Procedure 6.
Registration with the IGJ, entity operating the Public Registry of Commerce in the City of Buenos Aires.
Time to complete:
5 days
Cost to complete:
ARS 282
Name of Agency:
Comment:
Companies located in the provinces (that is, outside the federal capital) must register the documents with the IGJ, the entity in charge of the organization and running of the Public Registry of Commerce in the City of Buenos Aires.Public Registry of Commerce under the jurisdiction of the local commercial court. The company representative must file the official record of incorporation, together with the documents approving the directorial nomination, a copy of the publication, and evidence of the guarantee required for principal directors and managers. During the formation period (that is, after the inaugural meeting and before the final registration at the Public Registry of Commerce), the corporation may validly operate (with the exception of customs clearing) under its name by adding the words "en formación." However, its partners and managers are jointly responsible and are not protected by limitation of liability during this period unless their actions have been expressly authorized in the inaugural meeting deed.
Filing Time: - Regular filing: 5 to 20 days ( 10 days, if no objection). - Special and urgent filing: 1 to 5 days.
According to Resolution 7/2005 (effective as of February 7, 2005), the company directors must put forth a guarantee. The cost is borne by the directors not the company.
Procedure 7.
Buy special books
Time to complete:
1 day
Cost to complete:
fees included in procedure 8.
Name of Agency:
Comment:
Procedure 8.
Get a form from the Public Notaries College and have a notary public submit the company books for rubrication by IGJ
Time to complete:
5 days
Cost to complete:
ARS 565
Name of Agency:
Comment:
Once the IGJ registers the SRL, the company must obtain the rubric of at least a Book of Minutes of Partners' and Managers' Meetings and four accounting books (Buyers VAT Book, Sellers VAT Book, Inventory and Balance Book, and Journal). This procedure can only be started once the company is registered. A notary public has to request a form from the Notary Public's College and submit the rubric request of the company books to the IGJ. The form includes up to five books for their rubric. If the company needs to obtain the rubric for more than five books, another form of the same value has to be filed. The cost add in books (ARS 200), form (ARS 115), and notary fees (about ARS 250).
Procedure 9.
Corporate manager needs to obtain a Fiscal Code (Clave Fiscal)
Time to complete:
1 day
Cost to complete:
no charge
Name of Agency:
Comment:
According to National Tax Regulation 2007, the corporate manager needs to obtain the Fiscal Code (Clave Fiscal) prior to accessing the online tax system and obtain the Tax Identification Number (Código Único de Identificación Tributaria, CUIT). The procedure has been introduced to link the responsible individuals (the SRL corporate managers) to the new company, as a measure to limit operating companies that do not pay their taxes. The National Tax Office (Administración Federal de Ingresos Públicos, AFIP) has become stricter with respect to the requirements and formalities to be complied by individuals for their registration as managers. In order to obtain the mentioned Fiscal Code, they must file an online tax authority form, signed and certified by a notary public, along with a copy of the company's bylaws, certified by a notary public, and all the required documents to provide evidence of their position. The form includes information about the fiscal address where the individuals will render services as corporate managers -the corporate domicile of the company
Procedure 10.
Obtain a tax identification number (CUIT) from the National Tax Office (Administración Federal de Ingresos Públicos, AFIP) and register for social security
Time to complete:
4 days
Cost to complete:
no charge
Name of Agency:
Comment:
Tax and social security registration can be done jointly at the National Tax Office (Administración Federal de Ingresos Públicos, AFIP). For the company to obtain a tax identification number (Clave Único de Identificación Tributarial, CUIT) the company must file an application form subscribed by its legal representative (with the signature certified by a notary public). Registration includes income tax and VAT fees. The company must individually register all principals (with the AFIP) as managers of limited liability companies and obtain their corresponding tax identification number (CUIT) before registering the company. AFIP requires evidence of fiscal domicile, registration of company administrators (that is, CUIT received), and payment of their social security taxes.
Since April 2007, according to National Tax Regulation Nº 2239, a new electronic system to submit affidavits has been implemented. In order to access to this system, the legal representative must obtain a Fiscal Code (Clave Fiscal). To obtain this Fiscal Code, the legal representative must file a copy of the Company's Bylaws, certified by a public notary, and all the necessary documents to provide evidende of his position. To obtain the CUIT, the company must fulfill the following requirements: (a) fill out and submit AFIP form 420/J; (b) provide at least two references relating to the fiscal domicile; (c) submit company bylaws with IGJ registration.
According to AFIP's General Resolution 2337/2007 in November 2007, the company must now provide the authorities with a copy of the rental agreement for the office, with certified signatures and paid stamp tax. In the past, a ‘gratuitous loan for use’ would suffice (comodato). Additionally, companies must be registered as employers with the AFIP, by filing form 420/J, listing the number of employees and the date of hire. Employers pay pension fund, family allowances fund, social health, social services, however employees can choose between state and private pension systems.
Procedure 11.
Register turnover tax at local level at the Dirección General de Rentas (DGR) in the City of Buenos Aires
Time to complete:
1 day
Cost to complete:
ARS 50
Name of Agency:
Comment:
Each of the 24 jurisdictions -23 Argentine Provinces and the City of Buenos Aires- impose a tax on turnover (sales) generated within its boundaries, regardless whether the beneficiary of such sales maintains a domicile or place of business in its jurisdiction. The related rates of tax, rules, and other assessment procedures are determinable solely by each jurisdiction's government authority. Main activities are included in the following items but there are many special rates depending on the activity. - Primary production: 1% - Production of woods: 3% (special activities: 4.9%) - Industrial production: 1% - Financial activities: between 5 and 5.50%
The following documentation must be filed with the General Directory of Income (Dirección General de Rentas, DGR): (a) duly completed form F.N. 009/0024 (download: http://www.agip.gov.ar/web/impuestos/archivos/IB_F%20009-0024(frente).pdf ) and a copy of the CUIT (b) evidence of the fiscal domicile (e.g., photocopy of invoice for public services); (c) municipal authorization to perform commercial activity within each jurisdiction; (d) company bylaws, duly authorized person to file the petition; and (e) copy of the articles of incorporation, registered with the IGJ. The DGR must generally provide the company with the corresponding registration number when the documentation is filed.
Procedure 12.
Register with the Unified System for Labor Registration (USLR)
Time to complete:
1 day
Cost to complete:
no charge
Name of Agency:
Comment:
Once the employer files the early registration of its employees before the AFIP, they are automatically registered in the Unified System for Labor Registration (USLR). The company has to fill out and submit electronically with its Fiscal Code the AFIP form 931 in order to obtain the early registration. Employers must make social security withholdings and pay contributions to the USLR, calculated on the salaries paid to employees under labor relationship. This entity manages (a) the retirement pension fund, (b) the family allowances fund, (c) the social security fund, and (d) the unemployment fund.
Procedure 13.
Contract an insurance for employees with a risk labor company (ART, Aseguradora de Riesgos del Trabajo)
Time to complete:
1 day
Cost to complete:
no charge
Name of Agency:
Comment:
Risk Labor Companies (Aseguradora de Riesgos del Trabajo, ART) are private companies.
Procedure 14.
Register for pension with the Argentine Retirement and Pensions' Integrated System
Time to complete:
1 day
Cost to complete:
no charge
Name of Agency:
Comment:
Law No. 26.425 (in force since December 9, 2008) abrogated the private pension systems in Argentina (AFJPs). Therefore, employees must now be registered with the Argentine Retirement and Pensions' Integrated System (Administración Nacional de Seguridad Social- ANSES).
Procedure 15.
Rubricate books of wages in the Ministerio de Trabajo (Ministry of Labor)
Time to complete:
1 day
Cost to complete:
ARS 75
Name of Agency:
Comment:
Every jurisdiction has its own rules regarding the cost of rubricating books of wages in the Argentine Ministry of Labor.
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