As at 12 November 2026, the executive’s companies bill, PE-193/26, remains a proposal in the official record. The immediate signing route uses an existing Argentine company and its valid representation arrangements. Any later statutory designation requires a fresh check of the enacted rules, commencement and company records.
The proposal and the company behind the portal
The legislative position on 12 November 2026
The executive’s message 187/26 is dated 29 May 2026. The Senate received PE-193/26 through its Mesa de Entradas on 1 June and referred it to General Legislation on 11 June. Its docket records “Dado cuenta” on 16 July. That entry records the bill being reported to the Senate.
The later official record includes a committee hearing on 26 August. The Senate’s report says it resumed the adjournment agreed on 19 August and ended with another adjournment for continued consideration. As at 12 November 2026, the official record shows no approved substitute, passage by both houses, promulgated law or implementing automated-company registry regime. The Presidency’s 18 June communiqué is a policy announcement. (Senate, PE-193/26; Senate committee report, 26 August 2026; Presidency, communiqué 149.)
What the filed text would change
Proposed Article 14 applies to a company of any type covered by the bill. The company must pursue its corporate purpose through autonomous algorithmic systems or AI agents, without employees or human resources being required for ordinary operation. Its charter must expressly declare automation, and its name must include “Automatizada”. For a software supplier, eligibility would require evidence about its ordinary software-service operations as well as automated contracting.
Article 14 would make the automated company answer with its own assets for damage caused to third parties by those systems. The contracting entity therefore remains central to the buyer’s recourse. Recovery requires available assets. Other liability grounds require their own legal tests. (PE-193/26, proposed Art. 14, folio 21.)
The proposal also retains governance rules. Article 88 provides for human or legal-person administrators. Under Article 92, a legal-person administrator must designate a human representative. Article 93 addresses representation and acts binding the company. The sociedad de responsabilidad limitada (S.R.L.) provisions retain management through managers. A buyer would still need to examine the company type, charter and applicable representation arrangements. (Proposed Arts. 88, 92–93 and 186.)
Articles 101–102 explain why automation does not remove administrators from the analysis. Article 101 addresses their own fault or intentional misconduct, breach and causally connected damage. Liability is assessed by individual conduct; administrators are not guarantors of company debts. Article 102 permits AI-assisted functions or decisions while retaining responsibility for configuring and supervising the system and its results. Neither provision makes every system failure a personal debt. (Proposed Arts. 101–102, folios 52–53.)
The separate decentralised autonomous organisation, or DAO, chapter addresses another organisational route. Its Article 260 requires human legal representatives. DAO status requires the separate type’s statutory conditions. Representation evidence remains part of the supplier’s file. Argentina’s broader policy and data framework is covered in Argentina AI regulation.
Proposed Article 271 sets commencement at 180 days after publication in the Boletín Oficial. Article 272 would generally apply the law to existing companies, subject to provisions expressly dependent on their charters. (Proposed Arts. 271–272, folios 105–106.)
The existing company that can sign
For an annual services agreement, the route examined here uses an existing registered sociedad de responsabilidad limitada, or S.R.L. Its legal domicile and registered seat are in the City of Buenos Aires (CABA). This identifies the Inspección General de Justicia, or IGJ, as the relevant registry. A seat in Buenos Aires Province would require the provincial registry route instead.
The S.R.L. is a legal subject with patrimony separate from its members. Its formation documents and registration establish the company and its regular constitution. Private legal personality generally begins with constitution, while the Companies Law ties regular constitution to registration. The buyer should obtain the registered constitutive instrument, amendments and evidence of current existence. (Law 19,550, Arts. 2, 4–7 and 146–150; Civil and Commercial Code, Arts. 141–144 and 154.)
Administration and representation belong to one or more gerentes (managers). The constitutive instrument may distribute functions or require joint action. Article 58 generally binds the company through its representative for acts not manifestly outside its corporate purpose. Its protections can extend to specified contracts despite a breach of plural representation. Actual knowledge of that breach defeats that particular protection. Procurement must therefore resolve a disclosed joint-signature requirement before relying on one person’s approval. Managers’ breaches of loyalty or diligence can also produce liability for resulting loss. (Law 19,550, Arts. 58–59 and 157.)
A registry entry must be read with appointment, acceptance, term and cessation documents. IGJ Resolution 1/2026 treats registration as declaratory: a valid corporate appointment takes effect from that act. On term expiry, administrators continue until a successor assumes office. Filing and publicity obligations remain. A filing delay alone does not prove lack of authority. Conversely, an old entry cannot safely override known removal or replacement. (Law 19,550, Arts. 12 and 60; RG IGJ 1/2026, Arts. 1–7 and 9.)
An apoderado needs a valid power covering the proposed act. Check its grant, scope, required form, continuing validity and any restriction or revocation. Replacing the manager who originally signed a company power does not, by itself, necessarily revoke that power. Corporate office and a delegated power have different legal histories. (Civil and Commercial Code, Arts. 358–363, 374–375 and 380–381, where Argentine law governs the power.)
The Spanish buyer’s signing decision
Allocate each question to its governing law
Spanish law can govern the services agreement’s interpretation, performance and remedies. Rome I expressly excludes specified company-law questions and the authority of an agent or corporate organ to bind a principal or company. The contract’s governing-law clause therefore leaves additional questions to resolve. (Regulation (EC) 593/2008, Arts. 1(2)(f)–(g), 3 and 12.)
Spanish Civil Code Article 9.11 directs corporate capacity, constitution and representation to the company’s national law. For this Argentine S.R.L., that requires the Argentine corporate-law analysis above. The company’s internal authority to grant a power also belongs in that inquiry.
Article 10.11 separately addresses legal and voluntary representation. For an apoderado’s external authority, establish any express submission governing the power and where the conferred authority is exercised. Without express submission, the latter country supplies the applicable law. Remote contracting requires evidence locating the exercise of that authority. Any claimed choice of law for the power must be established expressly. (Spanish Civil Code, Arts. 9.11 and 10.11.)
Use proportionate execution evidence
Spanish law recognises consent expressed through automatic devices when acceptance is manifested. Electronic contracts remain subject to the ordinary requirements for validity. The parties can agree a recorded acceptance process, approved commercial limits and an escalation route for terms outside those limits. The system’s output must be attributable to the company’s authorised commitment. (Spanish Civil Code, Art. 1262; Law 34/2002, Art. 23.)
An ordinary annual business-to-business software agreement does not acquire a general notarisation requirement because the supplier is Argentine. Deeds, notarised powers and registry proceedings raise additional documentary questions. In the 27 February 2014 registry decision, the defect concerned proof of the foreign company’s existence and subsistence. The 7 April 2025 decision addressed the evidence of the relevant corporate and representative authority. These decisions concern formal registry proceedings. (DGRN, 27 February 2014, BOE-A-2014-3539, grounds 6–7; DGSJFP, 7 April 2025, BOE-A-2025-10038, grounds 2–3.)
Request an apostille when the public document and its intended use require authentication. It authenticates the relevant signature, official capacity and seal. Establish substantive authority through the company’s corporate and representation documents. Argentine documents already written in Spanish need no Spanish translation solely because of their origin. Any translation request should follow the document’s language and the receiving procedure. (Hague Apostille Convention, Arts. 1–5.)
Correct the party identification and authority file
The portal, Order Form and agreement should use the same registered company name. The following paragraph works with a completed Order Form and authority schedule:
“The Supplier is the Argentine sociedad de responsabilidad limitada identified by its full registered name, CUIT (tax identification number), IGJ registration particulars and registered CABA address in the Order Form. The individuals identified in the Authority Schedule act for the Supplier in the combination required by its constitutive instrument or valid power. The named automated agent is the Supplier’s contracting interface. The Supplier accepts responsibility for commitments made through the acceptance procedure and within the limits approved in that Schedule. Contractual notices must be sent to the physical and electronic addresses specified in the Order Form.”
Those schedules must contain verified particulars and an approval by people with sufficient authority. Record which agreement version, prices, services, term and renewal changes the system may accept. Preserve the approval, acceptance record and timestamp.
The buyer’s request can be equally direct:
“Please provide your registered contrato social and amendments; current evidence of vigencia and sede social; and the appointment, acceptance and current authority of the gerencia. Identify any joint-representation requirement. If an apoderado will act, provide the poder, its scope and confirmation of any amendment or revocation. Supply the IGJ registration evidence, including the verifiable digital plancha where issued. Identify the people authorised to approve automated acceptance, confirm a disputed commitment and disable future acceptance. Please also confirm the notice addresses, responsible contact and agreed support for contractual recovery.”
For digital IGJ registrations, verify the digitally signed plancha and its embedded instruments, and retain the electronic original. Current corporate certificates and the underlying authority instruments perform different evidential functions. (IGJ, digital registration guidance implementing RG 5/2026.)
Give the remedy a practical route
The agreement should identify the supplier as the debtor, specify remedies and select a competent forum separately from its governing law. (Civil and Commercial Code, Arts. 2605–2607.) Obtain proportionate evidence of assets, insurance or agreed security supporting the exposure. Assess the supplier’s ability to meet the potential claim.
If a Spanish judgment must be enforced through the competent national court in CABA, plan for recognition through exequatur and execution. Absent an applicable treaty, the domestic rules require finality, jurisdiction acceptable under Argentine rules, proper service and defence, authenticity, public-policy compatibility and compatibility with prior or simultaneous Argentine judgments. Preserve evidence of lawful judicial service separately from contractual notices. (Argentine Code of Civil and Commercial Procedure, Arts. 517–518.)
Decide what can proceed
First, approve the existing S.R.L. only after its identity, current representatives and agreed acceptance scope are supported. A concrete stopping point arises where the buyer knows joint representation is required, one manager has been removed, and the supplier relies only on that manager’s old portal profile. Obtain a valid act by the required current representatives, an adequately authorised delegation or a legally effective ratification. An unresolved authority defect should delay acceptance.
Next, assign operational control. The supplier’s named system owner should be able to disable future automated acceptance. Its authorised gerentes or apoderado approve the acceptance procedure and limits. Within their powers, they handle confirmation or ratification of disputed commitments. The buyer’s procurement owner should pause new orders when authority evidence changes. Disabling the interface does not undo an obligation already validly incurred.
For future use of “Automatizada”, reopen the file. Require the final enacted text, promulgation and official publication, its operative commencement and applicable registry requirements. Then obtain the company’s compliant charter declaration, name and registration evidence, together with updated governance and authority documents. The buyer must approve any changed contracting process and reflect it in its supplier record. Statutory compliance and approval of the changed contracting process are separate requirements.
Plan the supplier review
The immediate next step is to assemble the contract, corporate documents and authority schedule before enabling automated acceptance. Licentium’s AI supplier contracts for EU and UK enterprise sales addresses that contract and procurement work. Wider launch decisions belong in AI Projects Across Jurisdictions.