Excluding a member from a two-member company (LGS art. 93)
Article 93 of the General Companies Law permits the exclusion of one member from a two-member company for just cause: the innocent member assumes the assets and liabilities, without prejudice to the reduction to a single member (art. 94 bis).
What article 93
Article 93 governs exclusion for just cause in a company with two members.
In companies with two members, one may be excluded for just cause, with the effects provided in article 92; the innocent member assumes the company’s assets and liabilities, without prejudice to the application of article 94 bis.
Source: Law 19,550, art. 93 — InfoLEG (updated official text)
Commentary
In a two-member company, excluding one leaves a single member: the innocent member assumes the business, assets and liabilities. Under article 94 bis, reduction to one member does not immediately dissolve the company, which has a period to restore plurality or convert to a single-member form.
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