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In brief

On 7 April 2022, the Public Registry of the City of Buenos Aires (IGJ) issued General Resolution No. 4/2022, which establishes certain requirements to evidence the accuracy of the legal domicile fixed by simplified stock corporations (SAS) at the time of registration or when moving the same.


In particular, the resolution provides that the existence and accuracy of the legal domicile and registered office of SAS must be evidenced by means of one of the following instruments:

  • Notarial certification.
  • Invoices of utility services in the name of the company.
  • Title deed or rental or leasing contract of the real estate where the registered office is established.
  • Authorization or equivalent municipal authorization, when the activity of the requesting entity is carried out in buildings that require the same.

In case the domicile of the registered office coincides with the one declared by the legal representative of the company, proof of services in their name and any of the instruments described above must be submitted.

Prior to registration, the IGJ may carry out inspection visits to verify that the registered office is where the company works.

Additionally, the legal opinion to be filed on the registration process must include a statement that the professional has personally verified that the reported registered office is where the company works. In case of error or misrepresentation, the sanctions provided in General Resolution 7/2015 will be applied, i.e., the intervention of the respective bar association and corresponding legal actions.

Click here to access the Spanish version.

Author

Guillermo Cervio is a partner in Baker McKenzie’s Buenos Aires office. With more than 25 years of experience, he has been consistently recognized as a foremost practitioner in his field. He served as the coordinator of the Information Technology & Communications Group from 2008 to 2016. Guillermo has authored books and articles on legal matters. He has been awarded for his book “Derecho de las Telecomunicaciones” by the National Academy of Law (Mención de honor, 1998) and Austral University (Premio tesina,1997) and for his paper filed in the IX National Congress on Corporate Law (Tucumán, 2004). He has been a professor in universities including the University of Buenos Aires, Austral University, Palermo University, Catholic University and CEMA. Guillermo has been awarded with Folsom fellowship granted by Center for American and International Law, Dallas, US in 2003.

Author

Geraldine Mirelman focuses on Corporate Law and Mergers & Acquisitions. Geraldine is a member of the Buenos Aires Bar Association, author of the book "El deber de lealtad del accionista controlante en la compraventa de acciones" (Fiduciary duties of the controlling shareholder in a share purchase transaction), and has participated in numerous seminars and events related to her practice.

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