Withdrawal of a dissenting member from a transformation (LGS art. 78)
Where unanimity is not required, members voting against the transformation and absent members have a right of withdrawal.
What article 78
Section 78 governs the withdrawal right of dissenting members and their reimbursement.
Where unanimity is not required, members who voted against the transformation and absent members have a right of withdrawal, without affecting their liability to third parties for obligations incurred up to registration. The right must be exercised within fifteen (15) days of the resolution unless a different period applies. Reimbursement shall be based on the transformation balance sheet.
Source: Law 19,550, art. 78 - InfoLEG (updated official text)
Commentary
A member who does not support the transformation may exit and receive the value of the interest based on the transformation balance sheet, subject to the short statutory deadline.
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