Foreign investors normally elect to set up a subsidiary under the type of Limited Liability Companies (Sociedades de Responsabilidad Limitada, “S.R.L.”) because the foreign investor’s liability is limited to the stock capital amount invested in the subsidiary. A Limited Liability Company requires at least two quota holders. In Argentina until today it is not possible to set up a “Unipersonal Limited Liability Company”.
However, there are some cases in which foreign companies prefer to set up a subsidiary under the type of Unipersonal Corporations (“Sociedad Anónima Unipersonal, “S.A.U.”). As in the S.R.L., the foreign investor’s liability is limited to the stock capital amount invested in the subsidiary. But in case of Unipersonal Corporations the company must appoint a statutory auditor and an alternate one. It's important to mention that the statutory auditor has to be a public accountant or a lawyer with real domicile in Argentina. Besides, the company should file before the Registry of Commerce all the proper documentation when they summoned a shareholder meeting and, after such a meeting, the company should also file the corresponding minutes.