IGJ Changes the Registration Regime for Companies and SAS

On 22 September the IGJ (Inspección General de Justicia, the company registry of the City of Buenos Aires) published General Resolution 11/2026 in the Official Gazette, and it took effect the following day. It rewrites how companies, including the popular SAS, are formed and registered. The resolution repeals 33 articles of General Resolutions 15/2024 and 6/2017 and fully repeals General Resolutions 3/2020 and 11/2024, on the grounds that many requirements repeated what the General Companies Law or the Civil and Commercial Code already say, or imposed formalities with no verifiable value for the registry. For foreign founders, the practical effect is a lighter and more predictable formation file. This guide explains what changed and what still needs professional attention.

Neoclassical government building columns lit at dusk, representing the IGJ company registry in Argentina

What changes at a glance

AreaBeforeNow
Pre-qualificationA professional pre-qualification opinion was required to form a companyNo longer mandatory; it can still be filed voluntarily or where another rule requires it
Corporate purposeA detailed description, with activities that had to be connected, complementary or accessoryOne or more categories of activity in sectoral or functional terms, with no need for them to relate to each other
SAS purposeSame descriptive approachMay state any lawful activity
Capital and purposeCapital had to be shown as adequate for the stated purposeThat requirement is removed
Cash contributionsProof through the means the rules listedA wider set of means; small amounts (up to two minimum vital and mobile wages) can rely on a declaration or a receipt
Non-cash contributionsGeneral requirementsRules by asset type, including virtual assets
Electronic domicilePhysical registered office onlyOptional supplementary electronic domicile declared by email

This summary follows the IGJ’s own announcement and law-firm and press coverage of the resolution. Always check the exact text in force before relying on a specific point.

A broader corporate purpose

Until now, the corporate purpose was one of the most scrutinized parts of a formation file: registrars expected a detailed list of activities that were connected, complementary or accessory to each other. Under the new rules a company can state one or more categories of activity, expressed in sectoral or functional terms, without showing that they relate to each other. An SAS can go further and simply state that its purpose is any lawful activity.

Why this matters for founders

  • A holding or multi-line business can describe several activities without forcing them into a single narrative.
  • A software or AI startup can pivot its offering without amending its bylaws each time.
  • Regulated activities such as financial services, gambling or crypto businesses still need their own licences, however broad the stated purpose is..

Choosing the right vehicle still depends on liability, governance and exit plans, not only on how flexible the corporate purpose is.

No more mandatory pre-qualification

Company formation no longer requires a professional pre-qualification opinion (dictamen de precalificación). It can still be filed voluntarily, and it remains mandatory in the specific cases where another rule requires it. In practice this removes one professional sign-off from the critical path. The bylaws themselves, however, still need to be drafted by someone who understands both the law and your ownership structure, and that is where formation files usually succeed or stall.

Capital contributions: cash, assets and virtual assets

The requirement to show that capital is adequate for the corporate purpose was removed, and the rules for proving contributions were relaxed:

  • Cash contributions can be evidenced through a wider set of means. When the amount is equal to or below two minimum vital and mobile wages, a declaration by the partners or administrators, or a receipt from a designated representative, may be enough.
  • Non-cash contributions are now treated by asset type: real estate, movable goods, securities, commercial goodwill, equity interests and virtual assets.
  • Virtual assets, including crypto-assets, can be contributed to capital. According to press coverage of the resolution, they must be individually identified and the contributor must show prior ownership. We break down the full procedure for funding a company with crypto in a separate post.

If you plan to fund the company with a foreign bank transfer, remember that banks run their own onboarding checks, which this resolution does not change. See how we help with opening a corporate bank account in Argentina.

Electronic domicile as a complement, not a replacement

Companies can now declare a supplementary electronic domicile, designated through an email address, which becomes effective toward members and third parties once registered. It sits alongside the physical registered office and does not replace it, so a foreign-owned company still needs a valid legal address in Argentina. A registered address and mail service remains the simplest way to satisfy that requirement without leasing an office.

What foreign founders should do now

  • Review any formation file already in progress: purpose clauses and capital evidence may now be simpler than what was originally prepared.
  • Write the corporate purpose broadly but deliberately, and check separately whether your activity needs a sector licence.
  • Line up a legal representative in Argentina for signatures, notifications and ongoing filings. The resolution simplifies the entry step, not day-to-day compliance.
  • Follow the next reforms: the registry is also going paperless, as we explain in our post on the digital delivery of registered documents, and Congress is debating a bill to replace the General Companies Law altogether, which we analyze in our post on sectoral shares and the new bill.

If you want a second opinion on how these changes affect your structure, get in touch with SAXIA.

General information only. This article is not legal, tax, regulatory or accounting advice. Rules and requirements change and should be confirmed with qualified professionals before acting.

Frequently asked questions

When did General Resolution 11/2026 take effect?

It was published in the Official Gazette on 22 September and took effect on 23 September.

Do I still need a lawyer to form a company?

Pre-qualification is no longer mandatory, but drafting the bylaws, structuring ownership and handling the filing correctly still call for professional support, especially when the shareholders are foreign.

Can an SAS really carry out any activity?

An SAS may state any lawful activity as its corporate purpose. Regulated sectors such as banking, gambling or crypto still require their own authorizations.

Does the electronic domicile replace the registered office?

No. It is a supplementary, email-based domicile that sits alongside the physical one.

Source: Argentina.gob.ar, IGJ press release on General Resolution 11/2026.