05 Feb POA Argentina
To begin with, Argentina has a presidential system, checked by a bicameral Congress. Indeed, the legislative branch of government (Congress), which consists of the House of Representatives and the Senate, enacts legislation.
Moreover, Argentina is a member of the Mercosur (Southern Common Market) trade agreement, along with Brazil, Paraguay, Uruguay, and Venezuela. The preferential import tariffs within Mercosur countries vis-à-vis third parties have helped to boost trade between the two major partners, Argentina and Brazil. Most of Argentina’s exports are to Mercosur countries, followed by the EU, the US, and Asia. Argentina’s main imports are industrial inputs, capital goods, parts, and food.
In addition to its natural resources, the most important industries are agribusiness, food and beverages, chemicals, petrochemicals, and motor vehicles. Actually, the government has created incentive regimes to develop other areas, such as software, biotechnology, biofuel production, and mining.
The government controls prices in some sectors. For example, urban transport; local telephone services; electricity, water and gas distribution at the retail level; and tolls on highways and rivers.
As a matter of fact, the Transfer of Technology Law 22,426 governs agreements relating to the transfer, assignment or licensing of technology or trademarks. Similarly, the law defines ‘technology’ to include patents, industrial models and designs and any technical knowledge applicable to manufacturing a product or rendering a service.
On the other hand, Law 25,859, which covers patents, also protects a patent holder by preventing third parties from using the holder’s patented procedure. Indeed, the law validates international research and technical examinations made by certain international patent offices. Patents are valid for 20 years from the date of publication. The owner of a patent has the right to prevent third parties from using, offering or selling the patent without his/her consent.
The registry of trademarks at the National Trademark Registry Agency establishes the right to the exclusive use or exploitation of a trademark for 10 years, which may be renewed indefinitely for further periods of 10 years.
Article 17 of the Constitution protects intellectual property. Law 11,723 on Intellectual Property provides copyright protection. Infringement of industrial property rights is a criminal offense. A foreign licensor or its local licensee may institute legal procedures.
The currency in Argentina is the Argentine Peso (ARS).
Banking and financing
Banks increasingly are funding their operations through deposit-taking, rather than through other financing options. Most deposits are short-term (the minimum term generally is 30 days).
Argentina’s financial center is the capital, Buenos Aires.
Foreign companies may invest in Argentina on an equal footing with domestic firms without prior government approval. Foreign investors have the same rights and obligations as domestic investors and may enter any area of economic activity without a local partner. In general, there is no need for approval or special procedures. However, if the investment of a foreign company consists of an equity holding in an Argentine company, the foreign company must be registered with the Superintendency of Corporations in the jurisdiction in which the Argentine company is located. The government also has adopted a tougher stance toward some new foreign companies, for example, by requiring that such firms provide information to the government about their shareholders.
Tax incentives are available for certain activities, such as mining, forestry, software production, biotechnology, and biofuel production. There is a tax-free zone (Tierra del Fuego) with special incentives for certain activities.
As a matter of fact, Argentina operates a complex foreign exchange control regime. The transfer of funds into and out of the country is in accordance with central bank regulations. Restrictions are imposed on inbound and outbound investment and on interest and other amounts payable in foreign exchange. It may be necessary to provide documentation or obtain authorization from the central bank, and 30% of certain inbound loans may be frozen for one year as a legal reserve deposit (i.e. a portion of the incoming funds will be held in a non-remunerated bank account). In addition, loans granted for investments in fixed assets and inventory are exempt from the reserve requirements (although minimum terms are required).
Power of Attorney POA Argentina
Dividends may be paid without prior approval out of profits recognized on an audited financial statement. Also, capital contributions can enter Argentina without restriction, but may not be repatriated without central bank authorization. Prior authorization from the tax authorities is necessary to purchase foreign currency.
Payments for professional services, computing services, royalties, and trademarks, among others, made to foreign-related entities (as defined by the central bank), entities located in tax haven jurisdictions (as defined by the income tax regulations) or bank accounts opened in tax havens are subject to central bank authorization. On the other hand, payments of less than USD 100,000 per year in the aggregate. However, are outside the scope of this rule.
Documentation related to the payment must be furnished to the bank making the transfer.
Types of shares:
Shares represent the capital stock. Shares must be nominative and nonendorsable and may be represented by certificates. In fact, the issuance and ownership of noncertificate shares arise from records in the company’s share registry book.
Unless all of the capital stock is represented at a shareholder meeting and all resolutions are adopted by unanimous vote, a meeting should be called by means of publication of a notice (in the official gazette five days before the meeting and, in specific cases, in a national newspaper at least 10 days (but no more than 30 days) before the meeting).
Shareholders’ meetings may be ordinary or extraordinary.
Shareholders representing the majority of the voting shares must attend ordinary meetings. The majority of the votes of those in attendance make the decisions. For instance, an initial extraordinary meeting must have a quorum of 60% of the votes of those present. Afterward, a second meeting requires a quorum of 30%.
Labor: There is no requirement that labor is represented on the board or in the management.