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Start-up and venture capital lawyers

From the idea to the round, on solid ground.

Start-up and venture capital lawyers in Buenos Aires: incorporation, founders’ agreements, early-stage instruments, funding rounds and equity plans for the team. For local founders and for foreign investors backing Argentine companies.

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What we solve

Nine fronts, one team.

From the founders’ agreement to the closing of the round. We work with founding teams, angel investors and funds.

_01Incorporation and structureCorporate set-up built to scale: entity type, contributions, initial cap table and registration.

_02Founders’ agreementVesting, roles and commitment, ownership of the intellectual property and what happens if someone leaves.

_03Early-stage investmentSAFEs, convertible notes and contribution agreements: discount, valuation cap and conversion terms.

_04Funding roundsTerm sheet, subscription agreement, shareholders’ agreement and conditions precedent to closing.

_05Cap table and dilutionRound-by-round modelling of the capitalisation table, keeping founder dilution under control.

_06Equity plansStock options and team incentive schemes, with the employment and tax treatment defined up front.

_07Intellectual propertyOwnership of the code and the brand, developer assignments and registration before the product goes out.

_08Product, data and usersTerms of use, privacy policy and personal data processing (Law 25,326).

_09International structureOffshore holding company, group reorganisation and intercompany agreements.

“In a start-up the paperwork gets postponed until an investor shows up and asks to see everything at once. The cost of fixing it late is not the fee: it is the valuation and, sometimes, the whole round.”

In depth

Start-ups and venture capital in Argentina, in depth.

Argentine start-ups usually incorporate as an SAS or an SRL and later restructure —often under a foreign holding— when institutional money arrives. Whatever the structure, investors run the same diligence: is the intellectual property actually owned by the company, is the cap table clean, are the founders bound by vesting, and is the team properly engaged. Fixing those four things after a term sheet is signed is expensive; doing it early costs almost nothing.

Incorporation and founders

Entity selection, contributions and initial cap table
Founders’ agreement with vesting, roles and leaver provisions
Assignment of IP created before incorporation

Investment instruments and rounds

SAFEs and convertible notes: discount, valuation cap and conversion mechanics
Term sheet, subscription and shareholders’ agreements
Preferences, tag and drag along, information rights and reserved matters

Team, equity and data

Stock option plans with their employment and tax treatment
Employment and contractor engagement, including remote teams abroad
Terms of use, privacy policy and personal data compliance

For foreign investors

Investing in an Argentine company involves foreign-exchange rules for the inflow of funds, withholding on dividends and interest, and the practicalities of enforcing shareholder rights locally. We structure the deal so that the exit works, not only the entry.

Legal insights · Start-Ups and VC

Related legal analysis.

Our analysis for founders and investors is published in Spanish. Read it with your browser’s translation or ask us for an English briefing.

Read the latest start-up insights (in Spanish) →

Frequently asked questions

What founders and investors ask us first.

Starting points for building or funding a company in Argentina.

Which entity type suits a start-up in Argentina?

The SAS was designed for start-ups and is the fastest to set up; the SRL and the SA remain common and are sometimes required by investors. The right answer depends on who will hold equity, how many rounds are expected and whether a foreign holding is planned.

Are SAFEs and convertible notes enforceable here?

They are used regularly, adapted to Argentine corporate law. The conversion mechanics have to match how share issuances actually work locally, which is where imported templates tend to fail.

Can a foreign fund hold shares in an Argentine company directly?

Yes, with registration formalities for the foreign shareholder and attention to the foreign-exchange rules governing the inflow of funds and any future repatriation. Many deals still prefer a foreign holding above the local entity.

Who owns the code if it was written by contractors?

Not the company, unless there is a written assignment. Argentine copyright law keeps rights with the author absent a written transfer, and this is the single most common gap found in diligence.

How do stock options work for an Argentine team?

They are viable but need to be designed with their employment and tax consequences in mind, since poorly structured plans can be treated as salary. The plan documents and the grant terms matter as much as the economics.

When should the structure be reorganised?

Usually before an international round, not during it. Reorganising under time pressure while investors wait is what turns a structural question into a valuation problem.

Other practice areas

One firm, every answer.

Employment and Labor Law→Commercial Contracts→Sports Law→Entertainment Law→Corporate and M&A→Insolvency and Bankruptcy→Intellectual Property→Tax and Customs→White-Collar Crime→Environmental Law→

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Your next round, with the house in order.

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