Companies Law & Corporate Governance
Today the Public Registry of the Autonomous City of Buenos Aires (“PR”) published in the Official Gazette the General Resolution No. 02/2021 (“GR 05/2020”) that provides new regulations applicable to the issuance and filing of the financial statements of the simplified corporations (“SAS”). The main aspects of the GR 02/2021 are described below:
(i) Deadline for filing
SAS must file their financial statements through the “Remote Proceedings” platform (“TAD” as per its acronym in Spanish) within 15 working days as of the approval of the financial statements by the governing body of the company.
(ii) Documentation to be filed
The SAS must file together with their financial statements:
(a) Minutes of the meetings of the managing and governing bodies, with the corresponding attendance registry, in which the financial statements were approved;
(b) Statutory auditors’ report, if any; and
(c) An accounting certification on the transcription to digital books of the financial statements and other corporate documentation according to the affidavit included as Annex I of the GR 02/2021.
(iii) Drafting of the financial statements
The SAS must issue and file their financial statements in accordance with the provisions set forth in sections 305 to 314, 316 to 320 and 324 of the PR’s General Resolution No. 07/2015.
Failure to comply with the provisions set forth in GR 02/2021 may result in the imposition of the sanctions provided in sections 12 and 13 of Law 22,315 and section 302 of Law 19,550 (warning; warning with publication of notices; or fines imposed to the company, the managers and/or the statutory auditors for up to AR$100,000).