Argentina (AR) — civil law.

Nothing on this page describes United States practice. There is no certificate sold to an investor, no administrative sale of land for unpaid tax, and no redemption window after a subasta judicial in Argentina. If you arrived carrying US assumptions, read falsos-amigos first.

Ley 19.550 — Ley General de Sociedades (scope: seizing and selling shares)

The Ley General de Sociedades (LGS) is national substantive law, renamed from Ley de Sociedades Comerciales by Ley 26.994 (the CCyC’s enacting law) from 1 August 2015. This page covers only what decides a forced sale of a participation. A partner’s creditors cannot force the sale of a parte de interés in a partnership-type company. In SRLs and share companies they can sell the debtor’s cuotas or acciones “con sujeción a las modalidades estipuladas” (art. 57). For SRL cuotas whose transfer the contract restricts (“cuotas limitadas en su transmisibilidad”), the law then writes the procedure itself. The company must be notified at least 15 days before the auction, and the judge may not award the cuotas if, within 10 days, the company presents a buyer or the company or partners match the price and deposit it (art. 153). Freely transferable cuotas (art. 152) are outside that special regime. The buyer of cuotas takes on the seller’s guarantee of unpaid contributions (art. 150). Ownership counts against third parties only on registration: cuotas in the Registro Público (art. 152), and nominative shares in the company’s libro de registro de acciones (arts. 213, 215). For how these rules play out at an auction, with a live example, see acciones-y-cuotas-sociales.

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