With the enactment of General Resolution No. 675, which establishes a simplified authorization procedure applicable to financial trusts that comply with certain requirements, the Argentine Securities Commission (the "CNV") sought to expedite this proceeding, and generate a control process and a more efficient use of resources by facilitating the analysis and processing of information to any investor interested in trust securities.
The aforementioned Resolution regulates a simplified procedure only with regard to frequent issuers of such securities; that is to say, those entities that have issued, in the last twelve months, at least three financial trusts' series with identical characteristics under a global trust securities' program. Moreover, the Resolution requires that the entities acting as trustee and settlor are maintained, as well as the composition of the underlying asset.
Those entities that choose the simplified procedure must submit certain documentation to the CNV on an annual basis and at the moment of requesting authorization for each series of securities. The documentation required by the commission for this purpose is as follows:
- Prospectus Supplement of General Terms: must be updated annually and must include all the information that will remain unchanged during the term of its validity (such as Sections related to warnings to investors, risk considerations for the investment, description of trustee and settlor, graphical representation of the trust structure, among others). Such Supplement must be published prior to the beginning of placement of the first series issued during the respective calendar year; and
- Prospectus Supplement of Specific Terms: must contain the specific terms of each trust securities' series and must be submitted at the moment of the authorization request for the respective series of public offerings. In addition to including the specific information of each trust securities' issuance (such as the summary of the terms and conditions of the trust securities, updated information of settlor, payment schedule of services, description of the placement procedure, among others) this document must include any fact or circumstance that modifies any information included in the Prospectus Supplement of General Terms.
Finally, the Resolution expressly provides that the terms and conditions which are not included in the Prospectus Supplement of Specific Terms must be included in the Prospectus Supplement of General Terms and must not be removed or modified by the parties without the express authorization of the CNV.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.
