Corporate Law. Resolution No. 177/15.
Fines on companies, their directors and syndics are increased. Resolution No. 177/15.
On February 13, 2015, Resolution No. 177/15 issued by the Ministry of Justice and Human Rights (MJyDH for its Spanish acronym) was published in the Argentine Official Bulletin. This Resolution fixes at AR$100,000 the maximum fine the General Inspection of Corporations may impose on companies, their directors and syndics for violation of the law, the bylaws or internal regulations, pursuant to the provisions of section 302, subsection 3), of the Business Company Law.
In this connection, the express reference made in the Resolution to the decision of the Argentine Supreme Court of Justice (the “Supreme Court”) in “Einaudi, Sergio v. Tax Department in re. New Regulations” (handed down on September 16, 2014) should be pointed out. In said decision, the Supreme Court understood that a “teleological and systematic understanding of the law in force shows” that section 10 of Austral [former Argentine legal tender] Convertibility Law No. 23,928 of 1991 (which was afterwards ratified by Public Emergency and Amendment to Foreign Exchange Regulations Law No. 25,561 of 2002) only repealed the mathematical procedure for monetary correction, without altering the power of the Supreme Court to adjust the amounts in order to serve the purpose of the law.
In this line of thought, the MJyDH understands that its power to adjust the fine amount established by the Business Company Law so as to preserve its exemplary and deterring objective has not been affected.
Thus, the maximum amount of fines, which had been last adjusted in 1990, was increased from AR$6,801.47 to AR$100,000.