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Companies Act 19,550 · Article 72 — Approval of financial statements and management

Approving the financial statements does not release liability (LGS art. 72)

Section 72 of the General Companies Law clarifies that approval of the financial statements does not amount to approval of the conduct of directors, managers or statutory auditors and does not release them from liability.

Source: Act 19,550

What article 72

Section 72 separates approval of the financial statements from approval of management and release from liability.

Official text · Act 19,550, art. 72

Approval of the financial statements does not imply approval of the management of directors, administrators, managers, members of the supervisory board or statutory auditors, whether or not they voted on the relevant resolution, nor does it release them from liability.

Source: Law 19,550, art. 72 - InfoLEG (updated official text)

Commentary

These are separate acts: approving the figures for the year is not the same as approving management conduct or extinguishing liability (governed by art. 275). The distinction is fundamental in claims against managers.

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