Argentina's General Inspectorate of Justice (IGJ) published General Resolution 3/2026 on May 13, 2026, introducing substantive amendments to the corporate filing framework under IGJ RG 15/24. The resolution took effect the following day and applies to SA, SRL, foreign company branches, and all entities under Law 22,315.
The changes stem from a public consultation launched through IGJ RG 2/26, during which professional associations and registry operators identified specific friction points. The result simplifies without deregulating: each amendment removes a requirement that served no substantial control function.
What does the regulation establish?
Remote meetings (amended Art. 72)
Remote corporate body meetings are permitted without special authorization or qualified majorities, unless the bylaws expressly prohibit them. Requirements: simultaneous communication, digital recording for five years (unless all participants sign the minutes), transcription in corporate books, and notice of the communication method in the meeting convocation.
Board appointments and removal (amended Art. 104)
The successive registration (tracto) requirement for board appointments has been relaxed. It now suffices to show the immediately preceding administrators are registered, that the same people are renewed, or that their removal is requested simultaneously. Acceptance of appointment can be evidenced from the minutes, by note with electronic signature, or via the certifying attorney's verification.
Director resignations (amended Art. 111)
A standalone procedure is established with clear deadlines: the company has 5 business days to respond to the resignation notice. If it does not, the resigning director may file directly with the IGJ, which serves 10-day notice on the registered office. Silence enables registration by default. Resolves the common situation where resigning directors remained trapped in liability due to corporate inaction.
Director guarantees (amended Art. 70)
Freedom of form is introduced for director guarantees: fund deposits, government securities, surety insurance, third-party guarantees, or sworn pledge. Cost and conditions are freely agreed between the company and the director. The pre-qualification opinion is simplified: in several cases, a sworn declaration is sufficient.
Appeal against arbitrary objections (amended Art. 31)
An express defense mechanism is introduced against objections that are manifestly contrary to law or contradictory between inspectors. Applicants may request hierarchical review within 5 business days. If the superior's decision is unfavorable, the applicant may request a formal ruling by the Inspector General.
Who is affected?
Companies with dispersed or remote boards that need certainty about virtual meeting documentation requirements.
Companies with directors who resigned but remain registered — can now use the standalone procedure.
Companies initiating new board appointments that need to register designations without tracto delays.
Business groups and growing startups that frequently make changes to governance bodies.
What should companies do?
1. Review bylaws for any clauses prohibiting remote meetings and assess whether updates are warranted.
2. Verify the registration tracto of the current board or management, particularly if there are unregistered appointments.
3. Process pending resignation registrations using the new standalone procedure.
4. Update director guarantee criteria in light of the new permitted forms.
5. Consult specialized legal advisors before initiating IGJ filings under the new framework.
Conclusion
IGJ RG 3/2026 is a technically precise, well-grounded reform. For companies with active corporate operations, the impact is immediate: the next IGJ filing is already governed by these new rules. At Kaplan Abogados we advise SA, SRL, startups, and foreign companies on IGJ filings, governance structuring, and registry compliance. Contact us at kaplanabogados.com
Official source: IGJ RG 3/2026 — Official Gazette, May 13, 2026 · boletinoficial.gob.ar/detalleAviso/primera/341890/20260513