How to Register Sole Shareholder Corporation in Argentina
Need help onboarding international talent?
Argentina is the second-largest country in South America. It was once the world's wealthiest nations, with its vast agricultural and mineral resources and a highly educated population. Argentina's economy is increasing, slowly but steadily, with great potential. With that said, starting a business in Argentina could be a good option for you.
Disclaimer: Be aware that this article is not a substitute for legal advice. Please always check official websites or seek legal advice before you take action.
What does "independent contractor" mean in Argentina?
There isn't a particular definition for a free temporary worker ("Independent Contractor") in Argentina. However, this sort of relationship is characterized by the need for any kind of subordination. There's a legal presumption that the rendering of administrations infers the presence of a labor relationship, and it is the one that benefits from the administrations (Employer) who has got to demonstrate otherwise.
Since the legal relationship between independent contractors and the user company is governed by the Argentine Civil and Commerce Code (Título III. Contratos de consumo), there are no specific rights or protection for this type of worker. The parties may freely agree with the terms and conditions of the services to be rendered.
Having this in mind, there isn't any particular process of registration for an independent contractor in Argentina.
What does "sole proprietor" mean in Argentina?
In case an individual wants to register Sole Shareholder Corporation (Sociedad Anónima Unipersonal), no special requirements are needed.
First of all, with respect to the structure and control of the Sole Shareholder Organization the following requirements must be met:
- The administration body should be a board composed of one or more executives (articles 255 of the Common Companies Act). The supreme larger part of the executives must be residents of the Argentine Republic (article 256 of the Enterprises Act); therefore, in the event that it was chosen to constitute a single-member board, the one who holds the office ownership must be an inhabitant of Argentina.
- The second thing is that a private control body must be assigned and overseen by an attorney or an accountant whose enlisted office is within the nation (art. 284 and 285, section 2 of the Common Companies Act).
- And the last one is that the Sole Shareholder Organizations are subject to the control of the State Control Body. (Article 299, paragraph 7 of the Common Companies Act)
Therefore, we consider that the Sole Shareholder Organizations are a simple and straightforward vehicle for Argentina's channeling investments.
Single Owner Corporation (Sociedad Anónima Unipersonal or "SAU")
Another possibility to consider when setting up as a sole proprietor is a Single Owner Corporation (SAU), a specific type of Stock Corporation, which Argentina introduced in 2016.
The special requirements for the registration of the SAU are as follows:
- The SAU may only be a corporation; no other entity may be registered by a single owner.
- The shareholder cannot be another single shareholder corporation.
- The corporate name should state Sociedad Anónima Unipersonal, or its abbreviation "SAU".
- SAUs may be formed by a single shareholder. Citizens of Argentina as well as foreign individuals, residing in the county or not, and any legal entity (incorporated in Argentina or abroad) may be the sole partner of a SAU. The only restriction is that another SAU cannot incorporate a SAU.
- SAUs' minimum capital stock is AR$ 100,000
Individual taxes in Argentina
Individual residents in Argentina are taxed on the global income and may obtain a foreign tax credit for taxes paid on foreign-sourced income.
Non-residents and foreign beneficiaries are only taxed on their Argentine-source income.
Residents and non-residents of Argentina are taxed at progressive income tax rates ranging from 5% to 35%. Keep in mind that the special tax rates are applicable in the case of gains derived from securities (including dividends), interest, and real property.