No Panic, Just Planning: Your Argentina AGM Guide

Every company in Argentina must follow specific rules when organising its Annual General Meeting (AGM). This meeting is not just a legal requirement, it ensures financial transparency, protects shareholder rights, and supports proper governance.

Here’s what companies need to understand to stay compliant and avoid disruptions.

When does the AGM need to take place?

The process starts at the end of the financial year. Within three months, the Board of Directors must prepare and approve the financial statements after the auditors review them. After that, the AGM must happen within four months of the financial year-end. For companies with a December year-end, this means holding the AGM by April 30.

What if the AGM is postponed?

Sometimes companies need more time. If the meeting is delayed, the agenda must include a point that explains the reason. Even though there is no fine for a delay, the company still needs to hold the meeting soon after and follow proper notice rules.

How should the company call and notify the meeting?

After approving the financial statements, the board must schedule the AGM. The meeting must be called at least 10 days but no more than 30 days after board approval. Shareholders must confirm their attendance at least three working days before the meeting to be added to the attendance list.

Can the AGM take place online?

Yes, companies can hold the AGM in different ways if allowed by their bye-laws:

In-person meetings are the most common.
Electronic meetings are allowed if shareholders can participate securely and fully.
Remote meetings are an option for listed companies, but they must meet the special rules set by the Argentine Securities Commission (CNV).

One important note: shareholders must attend to vote, written resolutions are not allowed.

What are the rules for quorum and voting?

Companies usually adopt resolutions through a majority vote, but this can change depending on the meeting type:

Ordinary General Meetings (OGMs) handle topics like financial approval, profit distribution, and changes to directors.
Extraordinary General Meetings (EGMs) cover issues like mergers, by-law changes, or the company’s purpose.

Quorum requirements depend on the type of meeting and whether it’s a first or second call. For example, an EGM needs 60% attendance on the first call, but only 30% on the second, unless the bye-laws say otherwise. For key changes, such as dissolving the company—a majority of voting shares is required.

Can shareholders appoint proxies?

Yes, shareholders can choose someone to attend and vote for them. However, there are some limits:

Company insiders, including directors, auditors, and employees, cannot act as proxies.
The proxy must present a certified power of attorney, unless the company’s rules allow a simpler option.
In public companies, shareholders must meet CNV conditions related to ownership and holding time.

How are dividends approved and paid?

Before paying dividends, the company must cover any previous losses and confirm that profits are available and final. Also, the law requires companies to save 5% of profits until reserves reach 20% of capital.

To distribute dividends:

Shareholders must approve the payment through a vote.
Auditors and the supervisory board must review the proposal.
The company must publish the decision and notify the CNV within five business days.

Early payments are not allowed, except for companies under special supervision.

Can AGM documents be signed electronically?

No. Even if companies use electronic tools in other areas, AGM documents must be hand-signed in the company’s official books. E-signatures like DocuSign are not accepted.

How should companies keep AGM records?

The storage method depends on the company’s structure:

Corporations (SA) must keep printed books for meetings, attendance, and share registers.
Simplified corporations (SAS) may use electronic records.
SRLs must keep written minutes of meetings involving managers and shareholders.

Where and when should companies file financials?

Companies must file their approved financial statements with the Public Registry of Commerce (IGJ) within 15 business days after the AGM. This applies to:

All SRLs (for tax filing).
SRLs with capital over ARS 50 million.
Corporations under Article 299 oversight.

Klea’s local partners can take care of this filing and confirm that the documents were properly submitted.

What happens if a company fails to file?

Companies not under continuous oversight usually face little follow-up. The IGJ often marks the documents as received without further action. However, larger companies must take care. If they fall under special monitoring, they could face:

Warnings
Public notices
Fines of up to ARS 6,000 per violation, with updates every six months to reflect inflation

To avoid risk, companies must follow deadlines and keep accurate records.

What’s next?

Managing an Annual General Meeting in Argentina requires detailed planning and full legal awareness. For more insights into processes in other jurisdictions, explore our article, Changing a Director in Turkey? Here’s How to Get It Right.

Klea transforms entity management by offering centralised governance, automated compliance, and secure collaboration tools. For this reason, businesses looking for an efficient, scalable solution can take the following actions:

Request a Demo – See Klea in action for your organization.
Start a Trial – Experience firsthand how automation reduces workload and improves efficiency.
Talk to Our Experts – Get tailored recommendations based on your entity management needs.

Company secretarial software solutions play a crucial role in modern businesses that require structured governance, consistent compliance, and accurate legal entity management. With Klea, organisations can ensure corporate governance remains efficient, transparent, andrisk-free.

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The information provided on Klea’s website is made available “as is” for informational purposes only. Klea does not provide legal, tax, or financial advice and is not responsible for any actions taken or not taken based on the content found on this website. In no event shall Klea be liable for any loss or damages arising from reliance on the information contained herein.

For specific legal or compliance support tailored to your business needs, please contact Klea directly. Our team provides personalized guidance and expert solutions. Any reliance on general content without direct consultation does not establish any legal responsibility or liability on Klea’s part.

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