Transformation does not erase prior liability (LGS art. 75)
Section 75 provides that transformation does not alter the members' pre-existing joint and unlimited liability, unless creditors expressly consent.
What article 75
Section 75 preserves members' prior liability despite transformation into a limited-liability form.
Transformation does not alter the members' pre-existing joint and unlimited liability, even for obligations to be performed after adoption of the new type, unless creditors expressly consent.
Source: Law 19,550, art. 75 - InfoLEG (updated official text)
Commentary
Transforming a general partnership into an S.A. does not release members from debts incurred when they had unlimited liability: prior creditors retain that protection unless they expressly waive it.
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