On 5 September, General Resolution 19/2024 (the “Resolution”) of the Public Registry of Commerce (“PRC”) was published in the Official Gazette. It sets forth the regulations applicable to the so-called Dedicated Branches within the Incentive Regime for Large Investments (“RIGI”), pursuant to the provisions of Law No. 27.742, in particular article 170 thereof.
The Resolution establishes the procedures and conditions necessary to register these Dedicated or Special Branches in the Autonomous City of Buenos Aires. These requirements vary depending on whether they are branches of corporations, including sole proprietorships, limited liability companies, or branches of foreign companies registered under Article 118, third paragraph, of Law No. 19,550, as amended, that decide to join the RIGI.
In general terms, entities wishing to open such branches must register with the PRC. Among the requirements are the submission of the resolution adopted by the relevant corporate body, the appointment of a representative domiciled in the Autonomous City of Buenos Aires, and an accounting report on the assets committed to the capital of the branch.
Furthermore, it is stated that, in the case of branches located in other provincial jurisdictions, a document certifying the validity of the company’s registration in the relevant Public Registry, or a professional opinion verifying this requirement, must be submitted.
The Resolution also regulates the registration of amendments to the incorporation document of branches, as well as the possibility of canceling such registration once the investment project is completed or if the decision is taken not to continue it. Public Registries in other jurisdictions are also invited to adopt similar procedures in order to facilitate the implementation of the RIGI throughout the national territory.
This regulation entered into force on 6 September 2024.
