There are 5 main duties:
Every merchant and/or company has the obligation to annually renew the Commercial Registration and that of its commercial establishments. This must be carried out within the first three months of the year, i.e., no later than March 31, 2023.
Each company must summon to an ordinary meeting of its Board of Directors (if applicable) and, subsequently, of the Shareholders General Assembly or Quota-holders Board, as the case may be, within the time agreed upon in its bylaws, or the first three months of the year, if the bylaws are silent in this regard, in order to review the companies’ situation, approve financial statements of the previous fiscal year along with the management’s reports, grant dividends, appoint legal representatives and statutory auditors, among other topics.
3.1 Financial Statements
The Companys must deposit a copy of the Financial Statements with the Chamber of Commerce within the month following the date on which such information was approved at the ordinary meeting.
This, unless the company is under the surveillance or control of the Superintendence of Companies, or if the company is under inspection but it was required by the entity to file this information by means of an official order. In these cases, the information must be submitted before the Superintendence of Companies.
3.2 Consolidated Financial Statements
This duty is for companies that are controlling entities or those obliged to prepare combined Financial Statements (pursuant to the Superintendence of Companies’ regulation) that must also submit financial information before the Superintendence of Companies in the terms of point 3.1. of this document.
The consolidated or combined Financial Statements must be filed before May 31st, 2023.
3.3. Informe 42 – Business Practices Report
It’s a duty of entities under the Superintendence of Companies’ surveillance or control.
Whenever a Corporate Control situation arises, or a Business Group of Companies is formed, there is a mandatory registration to be made at the Mercantile Registry, within the following 30 days of its conformation.
Once a Business Group is registered there is no need to register a Corporate Control Situation as well. Any change in a Control Situation or Business Group Situation must be registered within the same term mentioned above.
Each commercial company that adopted the BIC status must prepare and submit to the maximum corporate body the BIC Management Report.
The BIC Management Report must be (i) prepared by the legal representative of the company, (ii) included in the management report at the end of the fiscal year, and (iii) present the development of the activities included in its corporate purpose.
BIC companies must submit the following information before the Superintendence of Companies:
- Copy of the BIC Management Report.
- Excerpt of the minutes of the highest corporate body where the BIC Management Report was presented and approved.
- Evidence of having published the BIC Management Report on the company’s website, or if the company does not have a website, that it is available at the company’s domicile.
This information must be sent no later than May 31st0, 2023 to [email protected], addressed to the BIC Companies Supervision Group.