TerraLex Cross-Border Guide to Cross-Border Guide to Business Investment in Latin America & the Caribbean - NEW

In Argentina, according to the General Companies Law No. 19,550, a foreign investor may incorporate:

• Corporation (Sociedad Anónima – SA)
• Single-Shareholder Corporation (Sociedad Anónima Unipersonal – SAU)
• Limited Liability Company (Sociedad de Responsabilidad Limitada – SRL)
• Simplified Corporation (Sociedad por Acciones Simplificada – SAS)
• Branch (Sucursal), which does not constitute a separate legal entity but an extension of the foreign parent company duly registered with the Public Registry.

For a foreign company to incorporate companies in Argentina or participate as a shareholder in local companies, it must be registered as a foreign company pursuant to Section 123 of the General Companies Law No. 19,550. This is a formal registration aimed at establishing a domicile and appointing a legal representative in the country.

The principal legislation governing the legal entities that an investor may establish in Argentina is General Companies Law No. 19,550, a national law applicable to all commercial companies incorporated in the country.

Furthermore, companies are subject to the regulations issued by the Public Registry of the jurisdiction where they are incorporated and registered. Accordingly, companies incorporated in the City of Buenos Aires are governed by the rules and regulations issued by the General Inspection of Justice (Inspección General de Justicia), which oversees their incorporation, operation, and dissolution. Likewise, companies incorporated in the Province of Buenos Aires are subject to the regulations issued by the Provincial Directorate of Legal Entities (Dirección Provincial de Personas Jurídicas), among others.

Finally, all legal entities incorporated in Argentina are subject to the provisions of the Argentine Civil and Commercial Code, which establishes general rules applicable to legal entities and applies on a complementary basis to the General Companies Law.

The incorporation of legal entities requires the filing of the relevant corporate documentation with the Public Registry of Commerce of the jurisdiction where the company establishes its registered office. The formal requirements for submission (whether in physical or digital form) depend on the specific regulations of the competent Public Registry.

In the case of locally incorporated companies, the documentation to be filed generally includes, among others: (i) the articles of incorporation/bylaws, which must specify the manner in which the share capital is subscribed and paid in; (ii) sworn statements regarding politically exposed person (PEP) status of the appointed authorities; (iii) a beneficial ownership affidavit; (iv) a prequalification legal opinion (dictamen de precalificación profesional) issued by a qualified professional; (v) evidence of publication of the incorporation notice in the relevant Official Gazette; (vi) documentation evidencing the posting of the statutory guarantee by the appointed directors, where applicable; and (vii) formal acceptance of office by directors, if not included in the incorporation instrument.

In the case of the registration of a foreign company, the applicable requirements will also depend on the regulations of the Public Registry where the company seeks to be registered. However, the documentation generally required includes: (i) the foreign company’s articles of incorporation and bylaws, as well as any amendments thereto; (ii) the corporate resolution approving the company’s registration in Argentina pursuant to Section 123 of General Companies Law No. 19,550; (iii) a power of attorney granted in favor of legal representatives in Argentina, authorizing them to register the company, represent it before third parties and authorities, and attend and vote at shareholders’ meetings; (iv) a certificate of good standing or existence issued by the competent authority of its jurisdiction of incorporation, evidencing that the company has been duly incorporated and remains validly existing under the laws of its home jurisdiction; and (v) a beneficial ownership affidavit, among others.

All foreign documentation must generally be duly legalized and apostilled, and translated into Spanish by a sworn public translator in Argentina.

As a general rule, the General Companies Law does not establish a minimum share capital for most types of companies in Argentina, except for corporations (Sociedades Anónimas).

In the case of corporations (SA), the currently required minimum share capital is ARS 30,000,000 (approximately USD 20,000 at the current exchange rate).

For both corporations (SA) and limited liability companies (SRL), at least 25% of the subscribed capital must be paid at the time of incorporation, with the remaining balance to be fully paid within a maximum period of two years.

Argentina currently has foreign exchange controls in place, which essentially means that there are restrictions on transferring foreign currency out of the country, and that funds obtained from the export of goods and services must be transferred back to Argentina and converted into local currency. Transfers abroad are allowed only if they fall under the categories and circumstances expressly authorized by the applicable regulations.

Foreign exchange controls have been significantly relaxed since they were first implemented in 2019, and they are expected to become more flexible over time.

To flow funds into the country, foreign investors may bring capital contributions, intercompany loans, or other permitted financial transactions through the official foreign exchange market (Mercado Libre de Cambios, or “MLC”), subject to compliance with applicable regulations.

To move funds abroad, the reason for the transaction must fall within the categories permitted under foreign exchange regulations and meet specific requirements (e.g., payment for imports of goods and/or services).

• Import payments: International payments for imports are permitted, provided the conditions established by current regulations are met.

• Collection of export proceeds: Export earnings (goods and services) must be brought into Argentina and converted into pesos through the official foreign exchange market ("MLC”). The general deadline to transfer and settle export proceeds is 90 days from the date of export.

• Currency swap transactions: An individual who holds foreign currency in local bank accounts and also has an account abroad can freely transfer funds between their own accounts (in any currency). Legal entities, however, may not do so freely — any inflow or outflow must be tied to a transaction type permitted under foreign exchange regulations.

The General Companies Law does not require directors to be Argentine nationals. However, it does require that the majority of the appointed regular directors have a domicile in Argentina.

If the company’s share capital is below ARS 2,000,000 (approximately USD 1,334), the number of directors may range from one to any higher number. However, if the share capital exceeds that amount, the Board of Directors must be composed of at least three regular directors.

Accordingly, if a single regular director is appointed, such director must have the domicile in Argentina. If three regular directors are appointed, at least two of them must have domicile in Argentina.

In general terms, Argentine law does not establish a general quota system requiring specific demographic representation (such as gender, ethnicity, race, or disability) in the management or ownership of private legal entities.

Yes. Periodic statutory filing requirements depend on the regulations of the Public Registry where the company is incorporated or registered.

Both in the City of Buenos Aires and in the Province of Buenos Aires, companies are required to file their annual financial statements, duly approved and audited by an independent certified public accountant, within the applicable statutory deadlines. Additionally, local and foreign companies must annually update their beneficial ownership affidavit in accordance with the applicable regulations.

Tax reporting obligations:

In addition to corporate registry filings, companies are subject to periodic tax reporting obligations before the tax authorities, including annual corporate income tax returns, monthly VAT filings, and other applicable tax and withholding regimes, in accordance with Argentine tax regulations.

The key labour laws and regulations in Argentina that would affect a foreign investor are: (i) Employment Contract Law No. 20,744; (ii) Occupational Risks Law No. 24,557; and (iii) Collective Bargaining Agreements, if applicable.

In Argentina, foreigners do not obtain a separate work permit; rather, they are granted a migratory residence that authorizes them to work. The most common categories are temporary residence based on an employment contract for foreign employees, and investor residence for those making an investment in the country.

The process is handled before the National Directorate of Migration and requires the submission of personal documentation (passport, criminal records, among others) as well as documentation evidencing the employment relationship or the investment. Once the residence is approved, the foreign national is authorized to work legally in Argentina.

Argentina regulates foreign ownership of rural land through Law No. 26,737 (Rural Land Law), which establishes restrictions on the acquisition of rural real estate by foreign individuals and legal entities.

Under this law:

• Foreign individuals or foreign-controlled entities may not own more than 15% of the total rural land at the national level, nor more than 15% within the territory of a province or municipality.

• Within that 15% cap, ownership by foreign persons of the same nationality may not exceed 30% of such limit.

• Additionally, a single foreign individual or entity may not own more than 1,000 hectares in the “core agricultural zone” (zona núcleo), or its equivalent in other regions, as determined by regulatory criteria.

• Foreign ownership of rural land containing or bordering significant and permanent water bodies is restricted.

For purposes of the law, a company is considered “foreign” if more than 51% of its capital or voting rights are held by foreign individuals or entities.

Prior authorization from the National Rural Land Registry (Registro Nacional de Tierras Rurales) is required for transactions involving foreign acquisition of rural land.

Urban real estate is not subject to these restrictions.

Argentina is a party to various bilateral and multilateral treaties aimed at fostering international trade and foreign investment.

At the regional level, Argentina is a founding member of MERCOSUR, which promotes economic integration and free trade among its member states. In January 2026, MERCOSUR and the European Union signed a trade agreement intended to strengthen economic cooperation and expand market access between the two blocs.

Argentina is also a member of the World Trade Organization (WTO) and is party to multiple bilateral investment treaties (BITs) with countries in Europe, the Americas, the Middle East, and Asia, which provide legal protections for foreign investors.

In February 2026, Argentina and the United States signed the Agreement on Reciprocal Trade and Investment, a bilateral instrument aimed at deepening trade and investment relations and enhancing economic cooperation between the two countries.

Argentina offers various government policies and incentives to encourage investment, including:

• Régimen de Incentivo para Grandes Inversiones (RIGI) (Incentive Regime for Large Investments);

• Régimen de Incentivo para la Industria Minera (RIMI) (Incentive Regime for the Mining Industry); and

• Ley de Inversiones Mineras N° 24.196 (Mining Investment Law).

These regimes provide benefits such as tax incentives, regulatory stability, and measures aimed at promoting both large-scale and sector-specific investments.

Argentina has a multi-level tax system, with taxes levied at the federal, provincial, and municipal levels.

The main federal taxes applicable to companies include Corporate Income Tax (Impuesto a las Ganancias), Value Added Tax (VAT), and the Tax on Bank Debits and Credits. Companies are subject to corporate income tax on income derived from Argentine and foreign sources, at progressive rates ranging from 25% to 35%, depending on the level of taxable income. Dividends distributed by Argentine companies to individual resident shareholders or foreign beneficiaries are generally subject to a 7% withholding tax.

VAT applies at a general rate of 21% to the sale of goods and the provision of services, with certain reduced or increased rates depending on the activity. Additionally, Argentine companies act as substitute taxpayers for Personal Assets Tax (Impuesto sobre los Bienes Personales) with respect to equity interests held by their shareholders, at an annual rate of 0.5% on the company’s net equity attributable to such shares.

At the provincial level, companies are subject to Turnover Tax (Impuesto sobre los Ingresos Brutos), which is levied on gross revenue at rates that generally range from approximately 1% to 7%, depending on the jurisdiction and the type of activity. Certain transactions may also be subject to Stamp Tax (Impuesto de Sellos).

At the municipal level, companies may be subject to local business activity or inspection fees, depending on the jurisdiction.

Companies are required to comply with the applicable tax filing and reporting obligations with the competent tax authorities at the federal, provincial, and municipal levels.

The main competition law in Argentina is the Ley de Defensa de la Competencia N° 27.442, which regulates anti-competitive practices such as cartels, abuse of dominant position, and economic concentrations.

Foreign investors must ensure compliance with merger control rules, as certain transactions (including acquisitions or corporate reorganizations) may require prior approval from the competent authority if turnover thresholds are met.

In general, the incorporation of a legal entity is not restricted by competition law; however, subsequent business activities and transactions must comply with applicable antitrust regulations.

The investment climate in Argentina is currently evolving, with a strong focus on macroeconomic stabilization and the promotion of private investment.

Recent economic reforms and a more market-oriented approach have contributed to improved business conditions, particularly in key sectors such as energy, mining, and agribusiness. Argentina offers significant potential due to its abundant natural resources, skilled workforce, and strategic position in Latin America. While these developments have been positively received, foreign investors generally require a sustained period of macroeconomic stability and regulatory consistency before committing to long-term investments.

Overall, Argentina is experiencing economic growth and offers significant investment opportunities, supported by a political and regulatory landscape increasingly oriented toward attracting foreign investors.

Argentina offers investment opportunities in the following key sectors:

• Energy (oil, gas and renewables)
• Mining (especially gold, copper, silver, lithium and other critical minerals)
• Agribusiness
• Infrastructure
• Technology and knowledge-based services
• Fintech

Infrastructure in Argentina presents both challenges and opportunities for foreign investment.

While certain areas such as transportation, logistics, and energy infrastructure require modernization and expansion, the country has well-developed infrastructure in key sectors such as agribusiness, manufacturing, and industry (including metallurgy and food processing), reflecting its long-standing productive tradition.

Overall, ongoing efforts to improve infrastructure are expected to support economic growth and enhance the country’s attractiveness for foreign investors.

Investing in Argentina may involve certain risks, including macroeconomic volatility, regulatory changes, and exchange rate fluctuations.

These risks can be mitigated through careful structuring of investments, the use of contractual protections, diversification, and seeking local legal and financial advice.

In addition, Argentina has implemented legal frameworks aimed at protecting and promoting investment, such as the Régimen de Incentivo para Grandes Inversiones (RIGI), the Ley de Inversiones Extranjeras N° 21.382, and the Ley de Inversiones Mineras N° 24.196, as well as recent regulatory reforms intended to encourage foreign investment and provide greater legal certainty.