ARGENTINA Law and Practice Contributed by: Manuel Tanoira, Lucía Rivas O’Connor, Luis Merello Bas and Dolores Nazar, TCA Tanoira Cassagne
• Debmedia/Numia in SaaS with a Series A round of USD3.5 million; • Biomakers in biotech with a Series A round of USD3.5 million; • DeepAgro in agtech with a SAFE round of USD2 million; • Calice in biotech/AI with a SAFE round of USD2 million; and • Teramot in AI with a SAFE round of USD1 million. Investment in 2024 focused on growth and scal - ing rather than exits, with few significant liquid - ity events recorded. The emphasis remained on building stronger foundations for future expan - sion. 2. Venture Capital Funds 2.1 Fund Structure Venture Capital Fund Structures in Argentina How funds are organised and structured Argentina’s VC funds align with global stand - ards, adapting their structures to maximise effi - ciency while complying with local and interna - tional regulations. Venture capital funds in Argentina adapt their set-ups based on who is investing and the local rules they must follow. Two main approaches dominate. First, local trusts, known as fide - icomisos , are popular for funds chasing tax advantages through the Incentivo al Capital Emprendedor (ICE) programme. These funds must register with the Registro de Instituciones de Capital Emprendedor (RICE), submitting details of their value proposition and ecosystem experience to the Registro Público de Comercio (Public Registry of Commerce) and tax authori - ties (AFIP/ARCA). Here, the general partner acts as the trustee, limited partners provide the capi -
tal, and a management team, supported by an investment committee, guides the strategy. Second, many funds opt for international struc - tures to ease cross-border investments, often setting up in jurisdictions like the Cayman Islands (22.12% of all estimated fund domi - cile registrations), Ireland (20.41%), Delaware (19.61%), Luxembourg (18.57%), British Virgin Islands (2.07%) or Canada (1.94%). Jurisdic - tions like Cayman Islands and British Virgin Islands typically follow a limited partnership model, governed by limited partnership agree - ments or trust agreements. Some funds blend both approaches, pairing an Argentine trust for local investors with an offshore entity for regional plays, sometimes adding special purpose vehi - cles (SPVs) for tax or strategy benefits. Whether a fund opts for a regulated or unregulated path depends on investor needs and legal demands. 2.2 Fund Economics Market Standard Terms for Fund Principals As stated in 2.1 Fund Structure , Argentina’s VC funds align with global standards. Fund manag - ers and key players in venture capital funds share in the financial upside through several channels. Management fees, usually around 2% of com - mitted capital each year, provide steady income. Carried interest, often set at 20% of profits once investors recover their initial stakes, rewards strong performance. Principals might also co- invest their own money to align their goals with investors, while performance bonuses kick in for exceeding targets, and equity in the general partner entity, tied to vesting schedules, secures long-term commitment.
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