Basic Law and its effects on customs matters

On Friday, June 28, 2024, the Law called “Bases and Starting Points for the Freedom of Argentines” was approved, which declares an emergency in the administrative, economic, financial and energy areas, establishing a specific legal framework in ten titles.

After the list of reformed topics and laws, we review two aspects related to customs matters and foreign trade, namely:

A) Administrative Procedures

B) Large Investment Incentive Regime (RIGI)

In detail: 

Themes

Title I – Declaration of emergency (Art. 1)

Title II – State Reform (Arts. 2 to 62)

• Chapter 1: Administrative reorganization.
• Chapter 2: Privatization.
• Chapter 3: Administrative Procedures. 
• Chapter 4: Public employment.

Title III – Contracts and transactional agreements (Arts. 63 to 74)

• Chapter 1: Force majeure in current contracts and transactional agreements.
• Chapter 2: Concessions.

Title IV – Promotion of registered employment (Arts. 75 to 80) 

Title V – Labor modernization (Arts. 81 to 98)

• Chapter 1: Amendments to Law 24.013.
• Chapter 2: Amendments to the Employment Contract Law.
• Chapter 3: Cessation Fund.
• Chapter 4: On independent workers with collaborators.
• Chapter 5: Agricultural work.
• Chapter 6: Repeals.

Title VI – Energy (Arts. 99 to 161)

• Chapter 1: Hydrocarbons. Amendments to Law 17.319.
• Chapter 2: Natural gas. Amendments to Law 24.076.
• Chapter 3: Amendments to Law 26.741.
• Chapter 4: Unification of Regulatory Entities.
• Chapter 5: Adaptation of laws 15.336 and 24.065.
• Chapter 6: Uniform environmental legislation according to law 27.007.

Title VII – Incentive regime for large investments -RIGI- (Arts. 162 to 226)

• Chapter 1: Creation and scope.
• Chapter 2: Term. Qualified subjects.
• Chapter 3: Requirements and conditions for inclusion in the RIGI. Investment plan. Procedures and effects.
• Chapter 4: Tax and customs incentives.
• Chapter 5: Exchange rate incentives.
• Chapter 6: Stability. Compatibility with other regimes. Transfers.
• Chapter 7: Termination of incentives under the RIGI.
• Chapter 8: Infringement and Recursive Regime Applicable to the VPU.
• Chapter 9: On the enforcement authority.
• Chapter 10: Jurisdiction and arbitration.
• Chapter 11: Local Jurisdictions. Declaration of National Interest.
• Chapter 12: Transitional provisions of the RIGI.

Title VIII – Social Security (Arts. 227 to 228)

Title IX – Fiscal measures for equitable and quality adjustment (Arts. 229 to 233)

• Chapter 1: Tobacco

Title X – Final provisions (Arts. 234 to 239)

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Reformed, adapted or repealed laws

1. Law 14.546 Traveling Salesman 
2. Law 15.336 Electric Energy Regime 
3. Law 17.319 Hydrocarbons
4. Law 17.520 Public Works 
5. Law 19.549 Administrative Procedures
6. Law 20.744 Employment Contract
7. Law 23.696 State Reform
8. Law 24.013 Employment Law
9. Law 24.065 Electric Energy
10. Law 24.076 Natural Gas
11. Law 24.674 Internal Taxes 
12. Law 24.185 Collective Labor Agreements
13. Law 25.013 Labor Reform
14. Law 25.164 National Public Employment Regulatory Framework 
15. Law 25.323 Employment Contract 
16. Law 25.345 Prevention of Tax Evasion
17. Law 26.727 Agricultural Work
18. Law 26.741 Fiscal Oil Fields 
19. Law 26.844 Domestic Services 
20. Law 27.705 Pension Debt Payment Plan

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Aspects related to customs matters and foreign trade

The following are the substantial points that have an impact on customs and foreign trade matters, dividing the analysis into: a) Administrative Procedures and b) Incentive regime for large investments.

A) Administrative Procedures

Noting that the Customs Code (Art. 1017, section 1) accepts the supplementary application of Law 19.549, a rule referring to administrative procedures, mention is made of the modifications that have been introduced in this law.

The provisions of this law shall apply directly to: 

1) The centralized and decentralized national Public Administration, without prejudice to the provisions of special laws;

2)The bodies of the Legislative Branch, the Judicial Branch and the Public Prosecutor's Office of the Nation, when they carry out materially administrative activities.

Titles I, II and III shall apply on a supplementary basis to:

1) Non-state public entities, non-state public law persons and private persons, when they exercise public powers granted by national laws;

2) The administrative procedures governed by special laws that are developed before the bodies and entities indicated in subparagraphs (1) and (2) above.

?The law (19.549) will not apply: 

State-owned companies, state-owned corporations, joint stock companies with majority state participation, mixed-economy companies and all other companies and other business organizations where the national State has, directly or indirectly, total or majority participation in the capital or in the formation of corporate decisions. The aforementioned entities, as well as the Banco de la Nación Argentina and any other financial or banking entity owned by the national State, shall be governed in their relations with third parties by private law. 

Without prejudice to the foregoing, it is established that the head of the cabinet of ministers, following an opinion from the National Treasury Attorney's Office, may, at the request of the interested party, submit the controversy to the scope of public law provided that, for the resolution of the case, in accordance with the law at stake, the application of a rule or principle of public law is relevant.

Military, defence and security organisations:

This law shall apply except in matters governed by special laws and in those issues that the Executive Branch excludes because they are linked to the discipline and technical and operational development of the respective forces, entities or organizations.

2) PRINCIPLES: Article 1° bis is incorporated (See Art. 25 of the Basic Law), specifying: 

The fundamental principles of administrative procedure, indicating legality, reasonableness, proportionality, good faith, legitimate trust, transparency, effective administrative protection, administrative simplification and good administration. Based on this, the procedures governed by this law shall also comply with the following principles and requirements:

a) Effective administrative protection: (1) Right to be heard, (2) Right to offer and produce evidence, (3) Right to a reasoned decision, (4) Right to a reasonable period of time,  

b) Ex officio promotion and instruction. 

c) Economy, speed, simplicity, effectiveness and efficiency in the procedures. Free of charge.

d) Bureaucratic efficiency: interested parties will not be obliged to provide documents that have been prepared by the centralized or decentralized Administration, provided that the interested party has expressed his consent for said documents to be consulted or collected. The Administration may collect electronic documents through its networks or state databases by consulting the intermediation platforms or other systems enabled for this purpose. In the case of reports already prepared by an administrative body other than the one processing the procedure, these must be sent within ten (10) days from the request.

e) Informalism.

f) Business days and hours. 

g) The deadlines.

h) Filing of appeals out of time. Allegation of illegitimacy: once the time limits established for filing administrative appeals have expired, the right to file them will be lost; this will not prevent the petition from being considered as a complaint of illegitimacy by the body that should have resolved the appeal, unless the latter decides otherwise for reasons of legal certainty or, due to the reasonable time limits being exceeded (which in no case may exceed one hundred and eighty (180) days from the date of notification of the act), it is understood that there was voluntary abandonment of the right.

j) Interruption of deadlines due to the articulation of administrative appeals or legal actions. 

i) Loss of right not exercised within the time limit: the Administration may consider the right not exercised within the corresponding time limit to have lapsed, without prejudice to the continuation of the procedures according to their status and without going back to stages, provided that it is not the case referred to in the following section.

k) Expiration of procedures: after sixty (60) days have elapsed since a procedure is suspended for a cause attributable to the interested party, duly proven, the competent body will notify the interested party that, if another thirty (30) days of inactivity elapse, the expiration of the procedures will be declared ex officio, archiving the file. Procedures related to social security and those that the Administration considers should continue due to their particular circumstances or because the public interest is compromised are excepted from expiration. Once the expiration has occurred, the interested party may, however, exercise his claims in a new file, in which he may assert the evidence already produced.

3) JURISDICTION RESOLUTION: Replacement of Article 4 (See Article 26 of the Basic Law), stating:

The Executive Power or the Chief of Staff when the former so decides, shall resolve questions of competence that arise between ministers and those that arise between authorities, agencies or autonomous entities that carry out their activity in the headquarters of different ministries. The holders of these ministries shall resolve those that arise between authorities, agencies or autonomous entities that act within the sphere of their respective State departments.

4) REQUIREMENTS OF THE ADMINISTRATIVE ACT: Replacement of Article 7 (See Art. 27 of the Basic Law), specifying:

Essential requirements of the administrative act:

a) It must be dictated by a competent authority whose will is not vitiated by error, fraud or violence; b) It must be based on the facts and background that serve as its cause and on the applicable law; c) The object must be certain, physically and legally possible; it must decide on all the requests made, but may involve other requests not proposed, after hearing the interested party and provided that this does not affect acquired rights; d) Before the act is issued, the procedures provided for and those implicit in the legal system must be complied with. Without prejudice to what is established by the special regulations, the latter include (1) respect for the effective administrative protection of those who may be affected by the act of particular scope in their rights or legally protected interests; and (2) the opinion coming from the permanent legal advisory services when the act could affect legally protected rights or interests; e) It must be motivated, expressing in a concrete manner the reasons that lead to issuing the act, also recording the requirements indicated in section b) of this article; f) The purpose resulting from the regulations that grant the relevant powers to the issuing body must be fulfilled, without being able to covertly pursue other purposes, public or private, other than those that justify the act, its cause and object. The measures that the act.

5) FORMALITY OF THE ADMINISTRATIVE ACT: Replacement of Article 8 (See Art. 28 of the Basic Law)

The administrative act shall be expressly expressed in writing, whether in graphic, electronic or digital form; it shall indicate the place and date on which it is issued and shall contain the signature of the authority issuing it; only in exceptional cases and if circumstances permit, a different form may be used. An act that lacks a signature shall not produce any legal effects. The same shall occur with an act that lacks a written form unless circumstances permit the use of a different form. The regulations shall establish the different modalities and conditions to which the use of electronic or digital means for the issuance of administrative acts shall be subject.

6) PUBLIC CONSULTATION PROCEDURE: Incorporation of Article 8 bis (See Art. 29 of the Basic Law).  

In cases where the law requires the participation of users and consumers in matters of tariffs and regulation of public services, a public consultation procedure must be carried out that safeguards access to adequate, truthful and impartial information, and provides interested parties with the opportunity to express their opinions in the necessary breadth, within reasonable time limits. The regulatory authority must give reasoned consideration to the opinions expressed in the public consultation. It may also choose to hold a non-binding public hearing, when the circumstances of the case so warrant, justifying the decision on the grounds of economy, simplicity and speed.

7) ADMINISTRATION'S DUTY TO ABSTAIN: Replacement of Article 9 (See Art. 30 of the Basic Law). 

a) To carry out material conduct that involves administrative acts that are detrimental to legally protected rights or interests; b) To put into effect an act while an administrative appeal is pending, which, by virtue of an express rule, entails the suspension of the executive effects of said act, or which, having resolved an administrative appeal, has not been notified; c) To establish electronic, computer or other mechanisms that, through the omission of alternatives or other defects or technical resources, have the practical effect of making impossible conduct that is not legally prohibited; d) To impose measures that by their nature require prior judicial intervention, such as seizures, searches or other measures of similar characteristics on the domicile or property of individuals.

8) SILENCE POSITIVE AND NEGATIVE MEANING: Replacement of Article 10 (See Art. 31 of the Basic Law).

The silence or ambiguity of the Administration shall be governed in accordance with the following rules.

Negative Sense:

When the claims are made that require a specific pronouncement, they will be interpreted as negative. Only through an express provision can silence be given a positive meaning.

If the special regulations do not provide for a specific period for the decision, this may not exceed sixty (60) days. Once the corresponding period has expired, the interested party may consider the silence of the Administration to be established.

Positive Sense:

When a regulation requires administrative authorization for individuals to carry out a certain conduct or act within the framework of the exercise of a regulated power of the Administration, upon expiration of the period provided for resolving without an express resolution having been issued, silence will have a positive meaning. The estimation by administrative silence has for all purposes the consideration of an administrative act finalizing the procedure.

This shall not apply in matters of public health, the environment, the provision of public services or rights over public domain property, except when the specific applicable rule gives positive meaning to silence. The regulations may determine other specific cases in which this section shall not apply.

8) SILENCE POSITIVE AND NEGATIVE MEANING: Replacement of Article 10 (See Art. 31 of the Basic Law).

The silence or ambiguity of the Administration shall be governed by the following rules:

Negative meaning: 

When the claims are made that require a specific pronouncement, they will be interpreted as negative. Only through an express provision can silence be given a positive meaning.

If the special regulations do not provide for a specific period for the decision, this may not exceed sixty (60) days. Once the corresponding period has expired, the interested party may consider the silence of the Administration to be established.

Positive sense: 

 When a regulation requires administrative authorization for individuals to carry out a certain conduct or act within the framework of the exercise of a regulated power of the Administration, upon expiration of the period provided for resolving without an express resolution having been issued, silence will have a positive meaning. The estimation by administrative silence has for all purposes the consideration of an administrative act finalizing the procedure.

This shall not apply in matters of public health, the environment, the provision of public services or rights over public domain property, except when the specific applicable rule gives positive meaning to silence. The regulations may determine other specific cases in which this section shall not apply.

Once silence is established in a positive sense, the interested party may demand registration, issuance of a certificate or corresponding authorization at the administrative headquarters.

The provisions set forth in paragraph b) of this article shall come into effect once the corresponding regulations have been approved.

9) EFFECTIVENESS OF THE ADMINISTRATIVE ACT: Replacement of Article 11 (See Art. 32 of the Basic Law). 

For an administrative act of specific scope to become effective, it must be notified to the interested party, and for an act of general scope, it must be published in the Official Gazette. However, the administered parties may request compliance with these acts beforehand if this does not result in prejudice to the rights of third parties. Acts of general scope become effective after the eighth day of their official publication or from the day specified therein.

10) PRESUMPTION OF LEGITIMACY: Replacement of 12 (See Art. 33 of the Basic Law). 

An administrative act enjoys a presumption of legitimacy; its enforceable force authorizes the Administration to put it into practice by its own means, unless the law or the nature of the act required judicial intervention.

?Use of force:

The Administration may only use force against a person or their property, without judicial intervention, when it must protect public order, the public domain or fiscal lands owned by the National State, seize movable property dangerous to the safety or health of the population or, in the case of the Police or Security Forces, in the event of the commission of flagrant crimes.

Resources and effects:

Appeals lodged by the public authorities against administrative acts shall not suspend their execution and effects, unless there is an express provision to the contrary. However, the Administration may, ex officio or at the request of a party and by means of a reasoned resolution, suspend execution for reasons of public interest, when the execution of the act would cause greater harm than its suspension or when an obvious and absolute nullity is reasonably alleged.

11) ABSOLUTE NULLITY OF THE ADMINISTRATIVE ACT: Replacement of Article 14 (See Art. 34 of the Basic Law). 

The administrative act is absolutely and irremediably null and void in the following cases:

a) When the will of the Administration is excluded by: (1) Essential error; (2) Fraud, insofar as non-existent or false facts or antecedents are considered to exist; (3) Physical or moral violence exercised on the authority that issued it; (4) Simulation; or (5) A serious defect in the formation of the will of a collegiate body. b) When: (1) It was issued through lack of competence due to the subject matter, territory or time. In the case of lack of competence due to degree, when the act was issued by an administrative authority other than the one that should have issued it within the scope of the same sphere of competence, the nullity is relative, unless it is a matter of exclusive competences assigned by law to a certain authority by virtue of a special suitability; (2) It lacks cause because the facts or the right invoked do not exist or are false; (3) Its object is not certain, physically or legally possible, or in accordance with law; (4) The prior hearing of the interested party has been omitted when it is required or another serious violation of the applicable procedure has occurred; or (5) There has been a deviation or abuse of power.

Retroactive effect:

The judgment declaring absolute nullity shall have retroactive effect to the date of the act's issuance, unless the court orders otherwise for reasons of equity, provided that the interested party who benefited from the act did not commit fraud.

12) RELATIVE NULLITY OF THE ADMINISTRATIVE ACT: Replacement of Article 15 (C fr. Art. 35 Basic Law).

The administrative act is of relative nullity, and will only be voidable in court if it presents a defect or vice not foreseen in the preceding article 14. Non-essential irregularities or omissions do not give rise to any nullity.

Retroactive effects:

The judgment declaring relative nullity will have retroactive effect to the date of the act's issuance, unless the act was favorable to the individual and he had not committed fraud.

13) NULLITY AND EFFECTS OF THE ADMINISTRATIVE ACT: Replacement of Article 17 (See Art. 36 of the Basic Law).

An administrative act of particular scope affected by absolute nullity is considered irregular and must be revoked or replaced for reasons of illegitimacy in the administrative headquarters. However, once notified, if it has generated subjective rights that are being fulfilled or its purpose has been fully fulfilled, its revocation, modification or replacement in the administrative headquarters will not be appropriate, and its declaration of nullity may only be obtained in the judicial headquarters, except in the case provided for in the fourth paragraph of this article. The judgment that annuls the act will have the effect provided for in the last paragraph of article 14.

The effects of administrative acts that are considered to be affected by absolute nullity may not be suspended at the administrative headquarters when their revocation is not admitted at said headquarters.

The regular administrative act of particular scope, from which subjective rights have arisen in favor of the administered, cannot be revoked, replaced or suspended in the administrative headquarters once it has been notified.

Both regular and irregular administrative acts may be revoked, modified, substituted or suspended ex officio by the administrative body if the revocation, modification, substitution or suspension of the act favors the administered party without causing harm to third parties, if fraud on the part of the administered party is proven or if the right has been expressly and validly granted on a precarious basis.

It may also be revoked, replaced or suspended for reasons of opportunity, merit or convenience, compensating for any damages incurred, in accordance with the methodology provided for by the regulations. In such cases, the compensation shall include duly accredited loss of earnings.

14) REPEAL OF ADMINISTRATIVE ACTS: Replacement of Article 18 (See Art. 37 of the Basic Law).

Administrative acts of general scope may be repealed, in whole or in part, and replaced by others, ex officio or at the request of a party. All of this without prejudice to any acquired rights that may have arisen under the previous regulations and with compensation for any damage actually suffered by their holders.

15) POSSIBLE SANITATION OF THE ADMINISTRATIVE ACT: Replacement of Article 19 (See Art. 38 of the Basic Law).

An administrative act affected by defects that cause its relative nullity may be corrected by: a) Ratification by the higher body, when the act was issued with incompetence due to degree; b) Confirmation, either by the body that issued the act or by the body that should have issued the act or should have ruled on it before its issuance, correcting the defect that affects it.

?Effects:

The effects of the sanitation will be retroactive to the date of issue of the act subject to ratification or confirmation only when this benefits the individual without causing harm to third parties.

16) PRESCRIPTION BY REVIEW: Replacement of the name of Title I (See Art. 39 of the Basic Law).

The name of the section "Review" of Title I of Law 19.549 is changed to "Prescription."

17) DEADLINE FOR REQUESTING NULLITY: Replacement of Article 22 (See Art. 40 of the Basic Law).

The limitation period for requesting a judicial declaration of nullity of an administrative act of particular scope will be ten (10) years in the case of absolute nullity and two (2) years in the case of relative nullity, from the date of notification of the act.

18) RESOURCES AND DIRECT ACTIONS IN THE EVENT OF UNCONSTITUTIONALITY OF A RULE: Replacement of Article 23 (See Art. 41 of the Basic Law). 

The citizen whose rights or legally protected interests may be affected may challenge judicially when a) The act of particular scope: (1) Is definitive; (2) Totally prevents the processing of the claim filed even if it does not decide on the substance of the matter; (3) There is a case of silence or ambiguity contemplated in article 10 in paragraph d) of this article; or (4) The Administration violates the provisions of article 9. b) In the cases of sub-paragraphs (1) and (2) of paragraph a) the exhaustion of the administrative route will be a prerequisite for the judicial challenge unless: (1) The challenge is based exclusively on the invalidity or unconstitutionality of the norm of legal hierarchy or higher that the challenged act applies; (2) There is a clear conduct of the State that makes the certain ineffectiveness of the procedure presumable, transforming it into a useless ritualism; (3) An amparo action or other urgent process is filed; or (4) These are acts that were issued in relation to the subject matter of a judicial process, after the final and firm judgment has been issued. Such acts may be challenged directly in the judgment execution procedure. To the extent that they contradict or modify the provisions of the judgment, they will not produce legal effects of any kind. c) The following are considered to exhaust the administrative route: (1) The act that resolves a hierarchical appeal; (2) All acts issued by the national Executive Branch, at the request of a party or ex officio, with or without the intervention or hearing of the interested party; (3) Acts issued by the higher bodies of decentralized entities, with the exclusions provided for in article 1 of this law, at the request of a party or ex officio, with or without the intervention or hearing of the interested party; (4) Administrative acts issued by bodies with final decision-making authority of the National Congress, the Judiciary or the Public Prosecutor's Office, at the request of a party or ex officio, with or without the intervention or hearing of the interested party.

Against acts that exhaust the administrative route, the filing of the administrative appeals that may be appropriate shall be optional. d) The term for filing administrative appeals that may exhaust the administrative route may not be less than thirty (30) days from the valid notification of the act being challenged. e) Administrative acts issued during the execution of contracts with the national State, as well as with other entities and bodies included in section a) of article 1, which the contractor has questioned, expressly, within thirty (30) days of being notified, shall be subject to judicial challenge until one hundred and eighty (180) days have elapsed from the termination of the contract, without prejudice to the application of the corresponding prescription rules. To this end, it shall not be necessary to have maintained the administrative challenge or promoted the judicial challenge, or the express or tacit denial of said challenge, during said execution.

19) CHALLENGE OF AN ACT OF GENERAL SCOPE: Replacement of Article 24 (See Art. 42 of the Basic Law). 

The citizen whose rights or interests are legally protected and may be affected by an act of general scope may challenge it judicially when:

a) The act affects or may affect such rights or interests in a certain and imminent manner, and the interested party has filed a claim with the authority that issued it and the result is adverse or any of the situations provided for in article 10 occur. The following shall be exempt from the obligation to make this claim: (i) Amparo actions or other urgent proceedings; and (ii) The challenge to decrees of the National Executive Branch issued in exercise of the powers conferred by articles 76, 80 and 99, paragraph 3 of the National Constitution. b) When the Administration has applied the act of general scope through definitive acts and the administrative instance against such acts has been exhausted without success.

The lack of a direct challenge to an act of general scope, or its eventual rejection, will not prevent the challenge to acts of particular scope that apply it. Likewise, the lack of a challenge to acts of particular scope that apply an act of general scope, or its eventual rejection, will not prevent the challenge to the latter, without prejudice to the effects of acts of particular scope that are final.

20) TIME LIMITS FOR JUDICIALLY CHALLENGING: Replacement of Article 25 (See Art. 43 of the Basic Law).

The legal action of challenge against the State or its autonomous entities provided for in the two (2) previous articles must be brought within the period of one hundred and eighty (180) judicial business days, computed as follows: a) If it is a matter of acts of particular scope, from its notification to the interested party; b) If it is a matter of acts of general scope against which a claim has been formulated and resolved negatively by express resolution, from the moment the interested party is notified of the denial; c) If it is a matter of acts of general scope challenged through individual acts of application, from the moment the interested party is notified of the express act that exhausts the administrative instance; d) If it is a matter of administrative facts, from the moment they are known by the affected party. There will be no time limit to challenge administrative de facto proceedings without prejudice to what is applicable in terms of prescription. The lack of challenge of acts that suffer from nullity will not prevent their presentation as a defense within the prescription period.

21) APPEAL – 30-DAY PERIOD – REPEAL OF CONTRARY SPECIAL RULES: Incorporation Article 25 bis (See Art. 44 of the Basic Law). 

When, by virtue of an express rule, the judicial challenge of the administrative act must be made by way of appeal, the period for filing it will be thirty (30) judicial business days from the notification of the final resolution that exhausts the administrative instance. All special regulatory provisions that establish shorter periods are hereby repealed.

In no case may the administrative body before which the judicial appeal is filed deny its admissibility, and must limit itself to referring it to the competent court. Unless a shorter period has been set, the period for referring the file shall be five (5) days. If this period is not met, the interested party may go directly to the judicial court.

The judicial appeal must include documentary evidence and offer all other evidence that will be attempted to be validated, the relevance and admissibility of which will be evaluated by the court in accordance with the guidelines provided for in article 364 of the Civil and Commercial Procedural Code of the Nation.

?Expresses the impossibility of demanding sanctions:

When the contested administrative act has imposed a financial penalty, its compliance cannot be required as a requirement for the admissibility of the judicial appeal. All regulatory provisions to the contrary are hereby repealed.

22) DEMAND BEFORE SILENCE: Replacement of Article 26 (See Art. 45 of the Basic Law).

The claim may be initiated at any time when the Administration remains silent. The action against the national State and the autonomous entities for the damages caused by their illegal acts will begin to run, for the plaintiff, from the date on which the judgment declaring their nullity becomes final.

23) NULLITY PROMOTED BY THE STATE: Replacement of Article 27 (See Art. 46 of the Basic Law). 

The action for annulment brought by the State or its autonomous entities shall not be subject to the time limits provided for in the previous articles, without prejudice to what is applicable in terms of prescription in accordance with the provisions of the preceding article 22.

24) JUDICIAL REQUEST FOR PROMPT DISPATCH: Replacement of Article 28 (See Art. 47 of the Basic Law).

Any party to an administrative procedure may request a court order for prompt dispatch. Such order shall be appropriate when the administrative authority has allowed the established time limits to expire or, in the absence of such time limits, when a period exceeding a reasonable period has elapsed without issuing the opinion, the explanatory interpretation or the resolution of mere procedure or substance that the interested party requires.

Once the petition has been submitted, the judge, if the deadline set for this purpose has expired or if he considers the delay unreasonable, will require the intervening administrative authority to report within a period of five (5) judicial business days the reasons for the alleged delay and the period within which it will issue the requested measure.

The petitioner will be informed of the report of said authority for another five (5) judicial business days.

Once the transfer has been answered or the aforementioned deadline has expired, as the case may be, without the authority or the petitioner having made a statement, the judge will accept the deadline reported by the administrative authority if he considers it reasonable in light of the nature and complexity of the opinion or pending procedures and the delay already incurred, or, if such deadline has not been reported or is considered unreasonable, he will set the deadline within which the requested authority must issue a ruling, being able to add, in all cases, the warning to consider the petitioner's request approved if the new accepted or set deadline is not respected.

The judge's decision may be appealed only in the following cases: (i) when he does not grant the protection due to delay; (i) when he accepts the deadline proposed by the Administration; (i) when he sets the deadline for the Administration to make a decision. The appeal will be granted for the sole purpose of devolution.

25) DISOBEDIENCE TO THE ORDER OF PROMPT DISPATCH: Replacement of Article 29 (See Art. 48 of the Basic Law). 

Disobedience to the prompt dispatch order will make applicable, for disciplinary purposes, the provisions of article 17 of decree-law 1.285/58, without prejudice to other responsibilities that may correspond to said disobedience.

26) OBLIGATION TO MAKE PRIOR ADMINISTRATIVE CLAIM: Replacement of Article 30 (See Art. 49 of the Basic Law).

Except in the cases set out in Articles 23 and 24, the national State may not be sued without a prior administrative claim addressed to the Ministry or Secretariat of the Presidency or the highest authority of the decentralized entity.

27) DEADLINES FOR RESOLVING: Replacement of Article 31 (See Art. 50 of the Basic Law).

The pronouncement on the claim must be made within ninety (90) days of its formulation. After this period, the interested party may request prompt processing and, if another forty-five (45) days have elapsed, the interested party may initiate the claim, which may be filed at any time, without prejudice to what is pertinent in terms of prescription. The National Executive Branch, at the request of the intervening body, for reasons of complexity or public emergency, may extend the indicated periods with justification, whether or not they are in progress, up to a maximum of one hundred twenty (120) and sixty (60) days respectively. The express denial of the claim may be appealed in administrative proceedings. The judicial claim must be filed by the interested party within one hundred eighty (180) business days of notification of said express denial or, where appropriate, of notification of the express denial of the administrative appeal that was attempted against it. The latter, without prejudice to the option that the administrator has to appeal the denial in the administrative headquarters, as provided for in article 23, section c) final.

28) CASES IN WHICH A PRIOR ADMINISTRATIVE CLAIM IS NOT NECESSARY: Replacement of Article 32 (See Art. 51 of the Basic Law).

The prior administrative claim referred to in the previous articles shall not be necessary if there is an express rule establishing this and when: a) It is a matter of recovering what was paid to the State by virtue of an execution or of recovering a tax paid unduly; b) Damages and losses are claimed against the State for contractual or extra-contractual liability or an eviction action is attempted against it or an action that is not processed through ordinary channels; or c) There is clear conduct by the State that makes it presume the certain ineffectiveness of the procedure, transforming the prior claim into a useless ritual.

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B) Large Investment Incentive Scheme (RIGI)

Title VII establishes the creation of this regime with the purpose of granting large investments that may qualify as such incentives with legal certainty and a system of protection of acquired rights. It is declared to be of national interest, useful and conducive to the prosperity of the country.

1)SCOPE: Applicable throughout the territory of the Argentine Republic and for large investments in projects in any sector that meet the requirements.

2) CONTRARY REGULATIONS: Any rule that limits, restricts, violates, hinders or distorts the provisions of this rule (RIGI) shall be absolutely and irremediably null and void, and the competent court must immediately prevent its application. (See Art. 163 of the Basic Law).

3) OBJECTIVES: Encourage large investments, whether national or foreign, in the Argentine Republic in order to guarantee the prosperity of the country. Develop and strengthen the competitiveness of the various economic sectors. Increase exports of goods and services abroad included in the activities developed in the RIGI. Favor the creation of employment. Immediately generate conditions of predictability and stability for the large investments planned in the RIGI and competitive conditions in the Argentine Republic to attract investments and ensure that they are realized through the temporary advancement of macroeconomic investment solutions without which certain industries could not develop; Create for the "Large Investments that comply with the requirements of the RIGI, a regime that grants certainty, legal security and special protection in the case of possible deviations and/or non-compliance by the public administration and the State to the RIGI; Promote the coordinated development of the competencies between the National State, the provinces and the respective application authorities in matters of natural resources. Promote the development of local production chains associated with investment projects covered by the RIGI. (See Art. 164 of the Basic Law). 

4) TERM: To join the RIGI, the period will be two (2) years, counted from the entry into force of this regime. The PEN may extend the term for one (1) more year from its expiration. (See Art. 166 of the Basic Law).

5)SUBJECT: Single Project Vehicles, hereinafter SVPs, are the holders of one or more phases of a project that qualify as Large Investments.

The following entities will be considered VPU:

a) Joint stock companies, including single-member joint stock companies and limited liability companies; b) Branches established by companies incorporated abroad in accordance with Article 118 of the General Companies Law; c) Dedicated Branches provided for in Article 168 of this Law; and d) Temporary unions and other associative contracts.

Holders of concessions related to the execution and/or exploitation of infrastructure works and/or provision, operation and/or administration of services, which are provided in competition with other concessionaires, operators or providers at the local or regional level, may join the RIGI if: (1) they present an investment plan that qualifies as Large Investments under this regime and (2) they satisfy the remaining requirements and conditions for their inclusion in the RIGI.

Likewise, suppliers of goods or services with imported merchandise may request registration with the RIGI exclusively for the purposes of obtaining the incentives and rights provided for in article 188 of this Law with respect to the merchandise, including inputs, that they import for the service they intend to provide to a VPU adhering to the RIGI. These incentives will apply exclusively to merchandise imported for the purpose of providing goods or services to an adhering VPU, and may not be applied to merchandise intended to be used for other purposes. If merchandise is imported for provision to a VPU and the supplier is unable to allocate said merchandise to provision to a VPU adhering to the RIGI, either because it has not been selected for a tender or because of termination of the contract that gave rise to the provision, or a similar cause, the beneficiary supplier must immediately inform the authority and request that the merchandise be removed from its intended use before it can be used for another purpose. (See Art. 167 of the Basic Law).

6) REGISTRATION PROHIBITED: Those who, on the date of adhesion and/or on the date on which the implementing authority must resolve the approval of the investment plan in accordance with the provisions of article 175 of this law, form and integrate a VPU and are included in one or more of the following situations may not request inclusion in the RIGI: a) Those convicted, with a conviction confirmed in the second instance, for any type of crime under law 27.401, or whose partners or shareholders are in such situation; b) Those declared bankrupt, under the terms of laws 19.551 and 24.522 and their amendments, as applicable; (c) Those convicted, with a conviction confirmed in the second instance, based on laws 23.771 or 24.769 and their amendments or the Tax Penal Regime of Title XI of law 27.430 and its amendments, or under Title I, Section XI of the Customs Code (law 22.415 and its amendments), or under the Foreign Exchange Penal Regime of law 19.359 (see Decree 480/95 and its amendments), as appropriate; (d) Those who register firm, enforceable and unpaid debts of a fiscal, customs or social security nature; e) Legal entities in which, as applicable, their partners, administrators, directors, legal representatives, trustees, members of the supervisory board or those who hold equivalent positions in them, have been convicted, with the conviction confirmed in the second instance, based on laws 23.771 and 24.769 and their amendments or the Tax Penal Regime of Title XI of law 27.430 and its amendments, or under Title I Section XI of the Customs Code (law 22.415 and its amendments), or under the Foreign Exchange Penal Regime of law 19.359 (see Decree 480/95 and its amendments), as applicable.

7)REQUIREMENTS, AMOUNTS, EFFECTS: Without prejudice to the details set out above, the Basic Law in Chapter III of Title VII establishes the requirements and conditions for inclusion in the RIGI, as well as the investment plan and procedures with their effects. It details the values, percentages, purposes and times in which the VPU subject must complete to join the regime.  

8) TAX AND CUSTOMS INCENTIVES (See Chapter IV Title VII of the Basic Law): 

8.1. Limit of use

Incentives may only be used by the VPU exclusively with respect to the affiliated project. The VPU may not be the owner or develop other activities or projects other than the affiliated project. Notwithstanding the foregoing, VPUs may merge and/or acquire already affiliated projects in order to form a single affiliated project. (See Art. 176, last part of the Basic Law).

8.2.Compliance control

The implementing authority shall monitor and control: a) Compliance with the minimum investment amount before the deadline; b) Compliance with the investment made within the first two (2) years counted from the date of notification of the act approving the adhesion to the RIGI; c) Compliance with the other obligations arising from the RIGI; and d) The proper use of incentives by the VPUs with respect to the adhered project.

Assets that have been computed for the purposes of meeting the minimum investment amount must remain assigned to the attached project that is the subject of the approved investment plan for the term of its useful life or until the end of the stability period or the end of the useful life of the attached project, or until the date on which permission is given by the implementing authority to de-allocate, whichever occurs first.

The implementing authority may authorize, at the request of the VPU, the disengagement of assets for the duly justified sale and replacement operations provided for in section b) of article 181, provided that the amount invested in the replacement is equal to or greater than that obtained from the sale. (See Art. 177 of the Basic Law). 

Modifications to the Investment Plan may be modified under the terms, limits and conditions established in article 178 of the Basic Law.

8.3.Income Tax (See Art. 181 of the Basic Law)

• Aliquot:

a) The rate provided for in article 73 of the Income Tax Law will be twenty-five percent (25%) and the scale provided for in section a) of article 73 of Law 20.628 on Income Tax, text ordered in 2019 and its amendments, will not apply to said profits;

• Damping:

b) For the investments they make, VPUs may choose to make the respective amortizations starting from the fiscal period of allocation of the asset, in accordance with the rules provided for in articles 78, 87 and 88, as applicable, of the Income Tax Law, consolidated text in 2019 and its amendments, or in accordance with the regime established below: 

(1) In amortizable movable property acquired, manufactured, manufactured or imported: at least in two (2) annual, equal and consecutive installments;

(2) In mines, quarries, forests and similar assets or in infrastructure works started in said period: at least in the amount of annual, equal and consecutive installments that arise from considering their useful life reduced to sixty percent (60%) of the estimated life.

The incentive mentioned in this section will be applicable to the extent that the asset in question is qualified, understood as such when it is suitable for use in the respective project.

In the case of assets incorporated into the VPU through the assumptions provided for in the second and third paragraphs of article 172, in which such assets or works have been enabled in fiscal years prior to the one in which the application for membership and the investment plan are approved, the incentive provided for in the first paragraph of this subsection may be used for the remaining unamortized value of the assets or works subject to the benefit.

In the case of transactions that give rise to the option provided for in article 71 of the Income Tax Law, the special amortization provided for in the first paragraph of this section must be applied to the cost determined in accordance with the provisions of the aforementioned tax law. If the sale and replacement are carried out in different fiscal years, the excess amortization eventually computed must be reimbursed in the tax balance corresponding to said sale. The treatment provided for in this paragraph is subject to the condition that the assets acquired in replacement remain affected by the execution of the project. If this condition is not met, it will be necessary to rectify the sworn declarations submitted and pay the resulting tax differences plus the compensatory interest established in article 37 of law 11.683 (text consolidated in 1998 and its amendments), except in the case provided for in the following paragraph, without prejudice to the sanctions that may correspond to the application of the provisions of chapter VIII of this Title.

The aforementioned treatment will not expire in the case of replacement of goods that have enjoyed the exemption, as long as the amount invested in the replacement is equal to or greater than that obtained from its sale. When the amount of the new acquisition is less than that obtained from the sale, the proportion of the amortizations computed by virtue of the reinvested amount that is not covered by the regime will be treated as indicated in the previous paragraph;

The aforementioned treatment will not expire in the case of replacement of goods that have enjoyed the exemption, as long as the amount invested in the replacement is equal to or greater than that obtained from its sale. When the amount of the new acquisition is less than that obtained from the sale, the proportion of the amortizations computed by virtue of the reinvested amount that is not covered by the regime will be treated as indicated in the previous paragraph;

The aforementioned treatment will not expire in the case of replacement of goods that have enjoyed the exemption, as long as the amount invested in the replacement is equal to or greater than that obtained from its sale. When the amount of the new acquisition is less than that obtained from the sale, the proportion of the amortizations computed by virtue of the reinvested amount that is not covered by the regime will be treated as indicated in the previous paragraph;

The aforementioned treatment will not expire in the case of replacement of goods that have enjoyed the exemption, as long as the amount invested in the replacement is equal to or greater than that obtained from its sale. When the amount of the new acquisition is less than that obtained from the sale, the proportion of the amortizations computed by virtue of the reinvested amount that is not covered by the regime will be treated as indicated in the previous paragraph;

• Tax Loss: 

c) The tax loss suffered by the VPU in a fiscal period, which cannot be absorbed with taxed profits of the same period, may be deducted from the taxed profits obtained in the following years, without a time limit. After five (5) years have elapsed without such losses being absorbed by taxed profits, they may be transferred to third parties. In the case of Dedicated Branches of article 168, after five (5) years have elapsed without such losses being absorbed by taxed profits, they may be used to absorb taxed profits of the company to which they belong or transferred to third parties. The losses, as well as the general regime applicable to them, will be updated by the variation of the Wholesale Domestic Price Index (IPIM), published by the National Institute of Statistics and Census, a decentralized body acting within the scope of the Ministry of Economy, operated between the closing month of the fiscal year in which they originated and the closing month of the fiscal year being liquidated. For these purposes, it is clarified that article 93 of the Income Tax Law will not apply;

• Updates:

d) The updates provided for in the Income Tax Law will be carried out on the basis of the percentage variations of the general level Consumer Price Index (CPI) provided by the National Institute of Statistics and Census, a decentralized body acting within the scope of the Ministry of Economy, according to the tables prepared for such purposes by the Federal Public Revenue Administration, with Article 93 of the Income Tax Law not being applicable.

• Dividends and net earnings: 

The net profit of natural persons and undivided estates, derived from the dividends and profits referred to in articles 49 and 50 of the Income Tax Law, and the remittances of profits referred to in the second paragraph of section b) of article 73 of said law, originating from the VPU adhering to the RIGI, will be taxed at the rate of seven percent (7%).

When the dividends and profits referred to in the preceding paragraph are paid to beneficiaries abroad, the person paying them shall be responsible for withholding the relevant amount and paying said percentage to the Federal Public Revenue Administration as a single and definitive payment. (See 182 of the Basic Law). 

• Aliquot reduction: 

Once a period of seven (7) years has elapsed from the date of adhesion to the RIGI, the dividends and profits referred to in the preceding article will be subject to a rate of three point five percent (3,5%).

Payments made by VPUs holding projects declared as Long-Term Strategic Export Projects to foreign beneficiaries included in Title V of the Income Tax Law, text consolidated in 1997 and its amendments, for maritime leases or charters, for international transport services for exports and for services included in engineering, acquisition and construction management contracts, will be exempt from Income Tax. 

When VPUs with declared Strategic Export projects make payments not included in the previous paragraph to foreign beneficiaries included in Title V of the Income Tax Law, text ordered in 1997 and its amendments, net profit will be presumed, without admitting proof to the contrary, thirty percent (30%) of the amounts paid, unless there is a provision that implies a more favorable treatment, in which case the latter will apply.

For the purposes of withholding from foreign beneficiaries to be carried out by VPU with projects declared as Strategic Exports, the increase in profit contemplated in article 227 of the regulatory decree of said Income Tax Law will not be applicable under any circumstances. (See Art. 183 of the Basic Law).

• Transactions with related parties:

Transactions or operations that VPUs carry out with their owners, members or with local entities linked to them will be subject to the provisions of article 17 of the Income Tax Law, with the exception of the provisions of its eighth paragraph.

For the purposes of determining whether cost-sharing or contribution agreements entered into by VPUs – including special branches – with their owners, members or with local or foreign entities linked to them are considered to be in accordance with normal market practices or prices between independent parties, the value of the contributions made by each participant must be adjusted to what an independent company would accept in comparable circumstances, taking into account the proportional share of the total benefits that it reasonably expects to obtain from the agreement. (See Art. 184 of the Basic Law).

8.4. Value Added Tax (See Art. 185 of the Basic Law)

• Payment by Tax Credit Certificate:

Regarding the Value Added Tax (VAT), VPUs adhering to the RIGI will be subject to the following regime:

a) When the VPUs have been invoiced VAT (including the respective collections) for the purchase, construction, manufacture, production or definitive import of goods for use or for investments in infrastructure works and/or services necessary for their development and construction and up to the limit of the amount arising from applying the rate to which said operations have been subject to the total net amounts of said purchases or definitive imports, the VPUs may pay VAT (including the collections) to their suppliers, or to the Federal Public Revenue Administration in the case of imports of goods, through the delivery of Tax Credit Certificates. Said goods for use or infrastructure works must comply with their allocation to the project provided for in article 177 hereof;

b) Tax Credit Certificates shall be treated for suppliers as provided for in the second paragraph of article 24 of the Value Added Tax Law. In those cases in which the supplier requests the return or transfer to third parties of balances originating from Tax Credit Certificates, and the Federal Public Revenue Administration does not proceed with the return within a period of three (3) months, the beneficiary may transfer the remaining unused balances to third parties without the need for prior approval by the Federal Public Revenue Administration. In this last case, the Federal Public Revenue Administration may verify the origin, accuracy and existence of the remaining balances after their transfer and, in the event that such remaining balances are found to be inappropriate, inaccurate or non-existent, claim from the VPU the payment of the amounts transferred by the supplier improperly to third parties. The Federal Public Revenue Administration may not challenge the calculation of the remaining amounts of these tax credits transferred by suppliers or third parties, nor claim from such suppliers or third parties the payment of taxes paid with such remaining amounts of tax credits;

c) Under no circumstances may VPUs compute actual tax credits paid with Tax Credit Certificates.

The regulations will establish the requirements, procedures and conditions for the issuance and delivery of Tax Credit Certificates and the transfer of the remaining tax credit balances. The implementing authority will dictate the regulations it deems necessary to implement the system, and may even use computerized means to implement the issuance and delivery of the aforementioned certificates, as well as the remaining tax credit balances.

8.5.Tax on debits and credits (See Art. 187 of the Basic Law)

VPUs adhering to the RIGI may compute one hundred percent (100%) of the amounts paid and/or received in the form of tax on debits and credits in bank accounts, established by regulation, as a credit for income tax.

8.6.Imports – Customs duties (Cfr. Art. 188 Basic Law)

Imports of new capital goods, spare parts, components and consumer goods, as well as temporary imports made by VPUs adhering to the RIGI, shall be exempt from import duties, from the statistics and destination verification tax, and from any system of collection, collection, advance payment or withholding of national and/or local taxes. Any imposition in this regard shall be considered a violation of the provisions of article 163 of this law.

• Transfer of benefited merchandise:

The ownership, possession, holding or use of the merchandise benefiting from the treatment provided for in the previous paragraph, except for inputs used for production, cannot be transferred, unless said transfer is made to another VPU adhering to the RIGI, which must be notified to the application authority within fifteen (15) calendar days after it occurs. Failure to comply with the obligations provided for in this paragraph will give rise to the application of the sanctions provided for in this regime.

The obligation imposed in the preceding paragraph shall be extinguished in the same cases as those provided for in Article 177.

8.7.Exports – Customs Duties (See Art. 189 of the Basic Law)

Exports for consumption of the goods obtained under the promoted project, carried out by the VPUs adhering to the RIGI will be exempt from export duties, after three (3) years have elapsed from the date of adhesion to the RIGI.

The exports referred to in the previous paragraph made by the VPU holders of declared Long-Term Strategic Export projects will be exempt from export duties, starting two (2) years from the date of adhesion to the RIGI.

8.8.Prohibitions on imports and exports (See Art. 191 of the Basic Law)

VPUs adhering to the RIGI may freely import and export goods for the construction, operation and development of said Adhered Project, without being able to apply direct prohibitions or restrictions, quantitative restrictions, quotas or quotas of any kind, or qualitative ones of an economic nature. Nor may they apply official prices or any other official measure that alters the value of imported or exported goods, or supply priorities to the domestic market, even when these are provided for in the legislation in force at the date of adhesion and except when they are expressly and specifically included in the approval by the implementing authority of the application for adhesion and the investment plan presented.

VPUs adhering to the RIGI, including those whose projects are classified as Long-Term Strategic Exports, may not be affected by regulatory restrictions on the supply, transportation and processing of inputs destined for such exports, including regulations that seek to subordinate or reassign the rights of the VPUs over such inputs or their transportation or processing based on domestic supply priorities or other priorities or regulatory rights in favor of other sectors of demand. 

• Prerequisites, licenses:

In particular, all VPUs adhering to the RIGI, including those whose projects are 'declared Long-Term Strategic Export Projects', are also guaranteed the inapplicability of any rule or restriction that: (1) forces them to acquire inputs from national suppliers under conditions less favorable than market conditions, without preventing the provinces and the Autonomous City of Buenos Aires from promoting and implementing policies for contracting local suppliers under market conditions; (2) prevent them from building and operating new transport and processing infrastructure for inputs of the attached project dedicated and exclusive to the respective project and (3) that affect the stability of long-term export authorizations for their products that have been previously granted. Advance sworn declarations, automatic and non-automatic licenses, import certificates, import or export monitoring systems and any other declaration, intervention, administrative act or presentation of a prior nature to the registration of the import clearance or the export shipping permit that requires express, tacit or systemic approval, authorization, validation or enablement by the State shall be considered to constitute direct prohibitions or restrictions on imports or exports of an economic nature, in accordance with the terms of this article.

• Certificates of origin with reservations:

Measures requiring the presentation of certificates of origin shall also be considered direct restrictions, except when the origin of the merchandise whose importation is requested entitles it to the application of tariff preferences or differential treatment, or when said merchandise is subject to the application of antidumping, compensatory or specific duties, or to safeguard measures. Any restriction and/or affectation in the terms of the preceding paragraphs shall be considered a violation of the provisions of article 163 of this law.

• Clarification on limits on tax incentives:

The tax incentives granted through this regime will not produce effects to the extent that they could result in a transfer of income to foreign tax authorities by applying a global minimum tax - whether through a profit inclusion rule, a low-tax payments rule or any other analogous measure - that implements or is aimed at implementing, in whole or in part, the second pillar of the Inclusive Framework of the Organization for Economic Cooperation and Development and the G-20 on base erosion and profit shifting. (See Art. 194 of the Bases Law)

8.9. Exchange incentives (See Art. 196 of the Basic Law)

Collections of exports of products from the Project Adhered to the RIGI made by the VPU are exempt in the percentages described below from the obligation of entry and/or negotiation and settlement in the exchange market: a) Twenty percent (20%) after one (1) year has elapsed from the date of start-up of the VPU; b) Forty percent (40%) after two (2) years have elapsed from the date of start-up of the VPU; c) One hundred percent (100%) after three (3) years have elapsed from the date of start-up of the VPU. 

These funds in the percentages referred to will be freely available.

VPUs will not be required to enter and/or settle in the exchange market the foreign currency and/or any equivalent corresponding to other items or concepts (such as capital contributions, loans or services) linked to the project subject to the approved investment plan, having the free availability of the same.

The currencies exempted from the obligation to pay and settle in the preceding terms will be freely available to the VPU.

In the case of the collection of exports referred to in the first paragraph of this article made by VPU holders of Long-Term Strategic Export Projects declared, for the purposes of the exception of the obligation to enter and/or negotiate and settle in the exchange market, the terms indicated in the preceding paragraphs shall be computed as follows: (1) Twenty percent (20%) from the date of implementation of the VPU; (2) Forty percent (40%) after one (1) year has elapsed from the date of implementation of the VPU; (3) One hundred percent (100%) after two (2) years have elapsed from the date of implementation of the VPU.

• Profit Priority:

The provisions set out in this article shall apply to the VPU, provided that those set out in the general trading and settlement regime of the foreign exchange market for export operations are not more favourable.

• Free availability:

Foreign currency from local or external financing taken by VPUs adhering to the RIGI, which were disbursed after the entry into force of this law, will not be subject to restrictions regarding their free availability abroad or in the country. These funds will be freely available to the VPU and/or the Adhering Project and their amounts may be freely used for any purpose. 

No restrictions on the holding of liquid or non-liquid external assets imposed by foreign exchange regulations will apply to VPUs adhering to the RIGI.

Without prejudice to the provisions of the preceding paragraphs, the amount of liquid external assets that VPUs hold abroad by virtue of the benefits of the RIGI may be taken into account by those regulations that establish, or may establish in the future, restrictions or prior authorizations for access to the foreign exchange market based on the holding of liquid external assets. However, said regulations may only require VPUs to pay commercial and/or financial debts abroad, pay principal and interest on loans, distribute dividends and profits, and/or repatriate direct investments of non-resident subjects, primarily with said liquid external assets or that they cannot access the foreign exchange market for the payment of the same while they hold such liquid external assets. (See Art. 197 of the Basic Law).

• Absence of restrictions:

Likewise, the exchange regulations that establish, or may establish in the future, restrictions or prior authorizations for access to the exchange market for the payment of capital on loans and other financial indebtedness abroad, and/or the repatriation of direct investments by non-resident subjects, are not applicable to VPUs, to the extent that the amount of foreign currency entered and settled in the exchange market as loans and other indebtedness abroad and/or capital contributions or other direct investments by VPUs is at all times greater than or equal to the amounts in foreign currency that such access requires.

The exchange regulations that establish, or may establish in the future, restrictions or prior authorizations for access to the exchange market for the payment of profits, dividends or interest to non-resident subjects are not applicable to VPUs, to the extent that such profits, dividends or interest have been generated by capital contributions or other direct investments, or by loans or other financial indebtedness with foreign countries, entered and settled in the exchange market by the VPU as of the date of adherence to the RIGI, without the quantitative limit provided for in the previous paragraph applying in this case. (See Art. 197 of the Basic Law).

• Obligation of entities to promote due process: 

Public bodies and private entities involved in the administrative procedure relating to compliance with the formal and/or substantial requirements and/or conditions established in the exchange regulations so that the VPUs adhering to the RIGI may access the exchange market to acquire foreign currency or foreign currency for the concepts mentioned in the preceding paragraphs shall ensure that their processing does not affect the normal development and execution of said project. (See Art. 197 of the Basic Law).

• BCRA regulations issued:

The Central Bank of the Argentine Republic, in exercise of the powers assigned in its organic charter, will dictate within a maximum period of thirty (30) calendar days from the publication of this law, the necessary regulations in order to implement in the regulations of the exchange market the rights recognized in this article. .(Cfr. Art. 197 Basic Law).

8. 10. State guarantee to VPU (See Art. 198 of the Basic Law)

The national State guarantees to the VPU adhered to the RIGI:

a) Full availability of the products resulting from the project, without obligation to market them on the local market. The export of products resulting from such project shall not be subject to any type of restriction or barrier to export;

(b) The full availability of its assets and investments, which shall not be subject to confiscatory or expropriatory acts, de facto or de jure, by any Argentine authority. The State shall provide the VPU with all necessary cooperation to repel confiscatory or expropriatory acts, de facto or de jure, from any national authority, or from local or foreign jurisdictions;

c) The right to continued operation of the project without interruption, unless there is a court order and the VPU has the opportunity to previously exercise its right of defense, recognizing that the viability and continued operation of the project throughout its useful life is of an essential nature;

d) The right to pay profits, dividends and interest through access to the exchange market without restrictions of any kind and without the need for prior approval from the Central Bank of the Argentine Republic to the extent that the investment has entered through the Single and Free Exchange Market;

e) Unrestricted access to justice and other legal remedies available for the defense and protection of their rights related to the project that is the subject of the approved investment plan.

9) TAX, CUSTOMS AND EXCHANGE STABILITY (See Art. 199 of the Basic Law)

The VPUs adhering to the RIGI will enjoy, with regard to their projects, regulatory stability in tax, customs and exchange matters, consisting of the fact that the incentives granted in Chapters VI and V of this title may not be affected by the repeal of this law or by the creation of tax, customs or exchange regulations, respectively, more burdensome or restrictive than those contemplated in the RIGI. The tax, customs and exchange stability provided for herein, together with the regulatory stability provided for in this article, will be in force for thirty (30) years following the date of adhesion by the VPU. Starting with the fiscal years immediately following the expiration of said term, the RIGI will no longer have stability for the adhering VPU and may be modified by the general regulatory, tax, customs and exchange regime.

The implementing authority may provide that the tax, customs, exchange and regulatory stability enjoyed by the VPUs adhering to the RIGI whose projects are declared Long-Term Strategic Export and are executed in successive stages, extends up to thirty (30) years after the estimated date of start-up of each stage of the Project, provided that the first stage complies with the minimum investment commitments provided for in section a) of article 170. The estimated dates of start-up of each stage of the project and the end of the validity of the tax, customs, exchange and regulatory stability of each stage of the project, must be stated in the administrative act that approves the application for adhesion and the investment plan, and in no case will the stability of the successive stages extend beyond thirty (30) years counted from the tenth year of the start-up of the first stage of the project.

9.1. Validity of taxes (See Art. 200 of the Basic Law)

The taxes to be applied to the VPUs adhering to the RIGI will be those in force on the date of accession with the modifications arising from Chapter IV of this Title. New taxes created from the date of accession, other than those in force on the date of accession or those provided for in Chapter IV of this Title, will not be applicable to such VPUs. Increases in taxes existing on the date of accession or those provided for in Chapter IV of this Title will not be applicable to the VPUs.