The Argentine Chamber of Commerce and Services (CAC) came out swinging against the comprehensive reform project of the General Companies Law (19,550) presented by Minister of Deregulation, Federico Sturzenegger. In a statement that leaves no room for doubt, the business entity warns that the initiative, far from being a simple update, implies a paradigm shift that leaves creditors offside and dilutes the responsibility of directors.
“In light of the recent presentation in the National Congress of a bill that proposes to comprehensively replace the General Companies Law, in force since 1972, the CAC considers it appropriate to make some considerations in this regard and, particularly, to point out aspects it deems inconvenient,” the text fires off. The entity acknowledges that the idea of simplifying business activity and reducing regulatory burdens is “welcome,” but clarifies that the project does not introduce specific modifications but rather “proposes a complete review of the Argentine corporate regime.” And there it draws the line: “This, in the Entity’s opinion, in itself constitutes a negative point, since it would be more appropriate to introduce updates to the current norm, to preserve valuable aspects of its structure.”
The CAC statement is a real missile against Sturzenegger’s initiative. According to the entity, the project grants excessive autonomy to companies, which “can generate distortions in corporate responsibility, both for the partners themselves and for third parties.” In particular, it criticizes that it presumes that managers’ decisions are made in good faith and are protected as long as they have been made in an informed manner and without personal interest, which “weakens their civil liability.”
Another point that raises hackles is the flexibilization of the corporate purpose. “Broad, multiple, and not necessarily related purposes are allowed, and even the lawfulness of any activity is presumed when the bylaws do not define a specific purpose, which can harm the minority shareholder, who loses predictability about the risk of their investment,” warns the CAC. Furthermore, the digitalization of corporate life – with digital signatures, electronic domiciles, digital books, and remote procedures – is viewed favorably, but the entity requests that it be optional or at least gradual, “particularly considering the existing asymmetries in the country’s productive units.”
The reform also reduces the types of companies to five figures and includes Simplified Joint-Stock Companies (SAS) in the general regime, allowing any type to be formed by a single partner. While the CAC considers these aspects “welcome,” it warns that the suppression of some current figures “could generate resistance, particularly in family businesses.”
But the most controversial point, according to the CAC, is the authorization for a company to declare that it operates through “autonomous algorithmic systems or Artificial Intelligence agents without human resources for its ordinary operation.” The entity poses a question that hangs in the air: “Who assumes criminal intent, fraud, or civil liability if the assets of the automated company are emptied or prove insufficient?”
The CAC demands a broad debate with academic participation and business entities, and warns that the implementation deadlines set – 180 days from publication – are “very tight for a transformation of this magnitude.” The message is clear: Sturzenegger has stepped into a minefield and the war is just beginning.
para mi la CAC es puro curro corporativo estos vendepatria no quieren soltar el poder sturzenegger la tiene re clara hay que liberar las empresas ya dejen de llorar manga de zurdos enchufados viva la libertad carajo
los comerciantes llorando por la reforma? para mi son los mismos q chorean con los precios y defienden a los bancos amigos. sturzenegger hace cualquiera pero esta vez le erran a la qja. viva la regulacion estatal abajo el capitalismo @juancito_rebelde