Do directors of an Argentine company need to be residents?

Last verified: 26 Oct 2026 · Status: Changing

Short answer. Partly. In an SA, an absolute majority of the directors must have their real domicile in Argentina, and every director must give a special domicile in Argentina (Law 19.550 art. 256). An SAS needs at least one administrator domiciled in Argentina (Law 27.349 art. 51). For SRL managers the law gives no express rule.

As of 26 Oct 2026. Rules in force at that date.

Key rules

The law asks for a real domicile in Argentina (domicilio real), the place where the person actually lives. It does not mention nationality or migration status. Whether the IGJ asks for proof of residence status is not stated in the sources (not confirmed by the IGJ).

SA and SAU. An absolute majority of directors must have real domicile in Argentina, and all directors must give a special domicile in Argentina where notices, including liability claims, are validly served (Law 19.550 art. 256). Absolute majority means more than half: a board of 1 or 2 must be fully resident, a board of 3 needs 2 residents.
SRL. Managers have the same rights, obligations, prohibitions and incompatibilities as SA directors (Law 19.550 art. 157). Every manager must give a special domicile under art. 256 (IGJ Rules art. 104(5), text of IGJ RG 3/2026 art. 5). Whether the majority residence rule also reaches SRL managers through art. 157 is not settled; no IGJ rule states a criterion; check with the IGJ.
SAS. At least one administrator must have real domicile in Argentina. Foreign members must hold a CDI, appoint a representative in Argentina and set a domicile there for notices (Law 27.349 art. 51). The sentence follows a clause on a plural management body, so whether a sole foreign administrator is allowed is arguable. The safe reading is that one administrator must always live in Argentina (the IGJ has not published a criterion).
CUIT, not CDI. Since 2 March 2026, non resident individuals, expressly including those who direct or manage an Argentine company, get a CUIT through a representative domiciled in Argentina (ARCA RG 5803/2025 arts. 6 and 34). The SAS law still says "CDI"; the practical reading is that the CUIT now meets art. 51 (not confirmed by the IGJ).
Guarantee. The bylaws set the guarantee each director gives (Law 19.550 art. 256; art. 157 for SRL managers). In CABA it may be a deposit, bonds, surety insurance, a third party guarantee, a sworn undertaking (caución juratoria) or other means, with no IGJ minimum; alternates give it only on taking office (IGJ Rules art. 70, text of IGJ RG 3/2026 art. 3). The SAS law has no guarantee rule; SRL rules apply to it supplementarily (Law 27.349 art. 49), and whether art. 70 binds SAS administrators is not stated (not confirmed in an official source).

Entity type	Residency rule	Article
SA and SAU	Absolute majority of titular directors with real domicile in Argentina; all give a special domicile in Argentina	Law 19.550 art. 256
SA under art. 299 (except sub para 7)	Board of at least 3, so at least 2 residents	Law 19.550 arts. 255 and 256
SRL	Special domicile in Argentina for every manager; majority residence not settled	Law 19.550 art. 157; IGJ Rules art. 104(5)
SAS	At least 1 administrator with real domicile in Argentina; foreigners need an identifier, representative and local domicile	Law 27.349 art. 51

What changes the answer

Entity type. An SAS needs only one administrator domiciled in Argentina (Law 27.349 art. 51).
Board size. A sole director SA must have a resident director. Adding a third seat lets one foreigner sit on the board (Law 19.550 art. 256).
Regulated sectors. Sector laws can be stricter. In air carriers the president, managers and two thirds of directors must be Argentine with legal domicile in Argentina (Aeronautical Code, Law 17.285 art. 99, as replaced by DNU 70/2023 art. 208) (not confirmed in an official source).
Province. This page follows the IGJ (CABA); provincial registries may differ (not confirmed in an official source).

Worked examples

A foreign group forms an SA in CABA with 3 directors: two live in Buenos Aires, one abroad. Pesos are converted at the dólar MEP rate of ARS 1,563.90 per US$ on 23 October 2026 (dólar MEP selling rate, dolarapi.com) (live rate).

Step or item	Time	Cost ARS	Cost USD
1. Check the board: 2 of 3 have real domicile in Argentina	At drafting	0	0
2. CUIT for the foreign director through a local representative	Not stated in RG 5803/2025	No fee in the text	No fee in the text
3. Special domicile in Argentina for all 3 directors	With the acceptance	0	0
4a. Guarantee, option A: sworn undertaking	With the acceptance	0	0
4b. Guarantee, option B: bylaws require a deposit of ARS 1,000,000 per director (assumed, not a legal minimum)	With the acceptance	3,000,000	1,918.28
4c. Guarantee, option C: surety insurance	Insurer's term	Premium not set in an official source	Not published in an official source
5. Publication of the appointment and IGJ filing	IGJ term not set in an official source	Not published in an official source	Not published in an official source

Step by step:

Residence count. 3 directors, absolute majority = 2. Two residents meet art. 256. If a resident resigns and a foreign alternate steps in, the board has 1 resident of 3 and breaches the rule.
Option B. ARS 1,000,000 × 3 = ARS 3,000,000. ARS 3,000,000 ÷ 1,563.90 = US$ 1,918.28 (US$ 639.43 per director). The figure is illustrative; the bylaws set the amount.
Option A. A sworn undertaking costs ARS 0 in cash (IGJ Rules art. 70).

Cost to do it: no government fee found for the residence and guarantee rules themselves (fees vary and are not set in an official source); guarantee from ARS 0 (sworn undertaking) to whatever the bylaws require; no capital effect. Time depends on the foreign director's CUIT and the IGJ filing, with no official term in the sources (not confirmed in an official source).

Practical traps

Thinking DNU 70/2023 repealed the rule. Its companies law changes are arts. 30 and 77 (DNU arts. 346 and 347). The DNU's own art. 256 amends the Civil and Commercial Code.
Forgetting alternates. When an alternate takes a seat, recount the resident majority.
Still asking for a CDI. Old checklists say CDI, but ARCA now issues non resident individuals a CUIT (RG 5803/2025 art. 6).

FAQ

Can all directors of an SA live abroad? No. More than half must have real domicile in Argentina (Law 19.550 art. 256).

Does a foreigner living in Argentina count? Yes. The law looks at real domicile, not nationality (not confirmed in an official source).

Can an SAS have a sole foreign administrator? Probably not, although art. 51's wording makes the point arguable (not confirmed in an official source).

Does a non resident director need an Argentine tax number? Yes, a CUIT obtained through a local representative (RG 5803/2025 art. 6).

Is the director guarantee expensive? Not necessarily. In CABA a sworn undertaking is allowed and there is no minimum (IGJ Rules art. 70).