Updating data companies, civil associations and foundations

Javier CanosaPartner, Canosa Abogados

On July 19, 2010 the Official Gazette published general resolution No. 1 of 2010 (the “Resolution”) of the Public Registry of Commerce (the “Registry”) which provides for an obligation to file an updating affidavit for companies (commercial, foreign and bi-national), and civil associations and foundations.

The Resolution provides that companies, associations and foundations must submit the affidavit signed by the relevant legal representative, whose signature must be certified by a public notary, together with the form K of the Registry, containing the following information:
(a)        effective corporate domicile expressing if it is registered and/or communicated to the Registry in the case of civil entities;
(b)        existing authorities including complete personal data, special domicile, position and term;
(c)         latter financial statements filed before the Registry, in case it may correspond by the type of entity;
(d)        last administrative tax paid, with the obligation to attach the debt statement issued by the correspondent authority;
(e)        fiscal identity number (CUIT); and
(f)        declaration regarding the existence of permanent governmental control, in case of commercial companies.
Additionally, the Resolution establishes a term of sixty (60) calendar days for filing of the affidavit according to the following schedule:
(i)        Civil associations and foundations: since August 2, 2010;
(ii)        Foreign and bi-national companies: since September 6, 2010; and
(iii)        Commercial companies: since October 4, 2010.
Finally, the Resolution provides that if from the examination of the affidavit arises that the entity has no pending registrations or procedures, nor owes taxes or filling of financial statements, the obligation will be considered accomplished.
The corresponding penalty will be applied in case the Registry detects any type of misrepresentation in the information provided, as well as in the case of failure to comply with the filing of the affidavit.
The Resolution came into force on 20 July 2010.