On August 6, 2026, General Resolution No. 1159/2026 (the “Resolution”) of the National Securities Commission (Comisión Nacional de Valores, the “CNV”) was published in the Official Gazette of the Argentine Republic. The Resolution amends the CNV Rules (N.T. 2013, as amended) (the “Rules”) with respect to the automatic public offering authorization regimes applicable to Financial Trusts (“FTs”).
The Resolution simplifies and consolidates the regulatory framework by eliminating the Low Impact and Medium Impact automatic authorization regimes and concentrating the simplified procedures into two main regimes:
- the Public Offering Regime for Trust Securities with Automatic Authorization due to Extended Medium Impact (Section XXI of the Rules); and
- the Public Offering Regime for Financial Trusts with Automatic Authorization for Frequent Issuances (Section XXII of the Rules).
The main provisions of the Resolution are summarized below:
- Mandatory automatic authorization: FTs that meet the conditions required to access any of the automatic authorization regimes must mandatorily be processed under such regime, with no possibility of opting for the ordinary prior authorization procedure before the CNV.
- Elimination of the Low and Medium Impact regimes: The Resolution eliminates the Public Offering Regimes for Trust Securities with Automatic Authorization due to Low Impact and Medium Impact. In particular, the CNV notes that the Low Impact regime had not recorded any issuances since its implementation, while the Medium Impact regime presented only minor differences compared to the Extended Medium Impact regime.
- Extended Medium Impact Regime: This regime applies when the aggregate nominal amount of trust securities issued by the same Trustor during the preceding twelve months does not exceed 100,000,000 UVA. This limit does not apply when the offering is directed exclusively to Qualified Investors.
- Absence of prior CNV review: Prospectuses and Prospectus Supplements corresponding to the automatic authorization regimes will not be subject to prior or subsequent approval or review by the CNV, without prejudice to the CNV’s supervisory and oversight powers.
- Responsibility for information: The absence of prior review by the CNV does not entail any reduction in the information and liability obligations applicable to the relevant parties. The accuracy, sufficiency, and updating of the information provided shall remain the responsibility of the Trustee, Trustor, and any other parties responsible under the applicable regulations.
- Frequent Issuances Regime: To qualify for this regime, at least five FTs must have been issued, of which at least two must have been issued during the preceding twelve months, while substantially maintaining the same characteristics, including the Global Program, the identity of the Trustee and Trustor, and a similar composition of the underlying assets.
- Simplification of offering documents: For frequent issuances, the Trustee may elect to use an Annual Prospectus Supplement for Frequent Issuances, supplemented for each issuance by an Abbreviated Prospectus Supplement, or alternatively submit an individual Prospectus Supplement in accordance with the general terms established under the Rules.
- Listing requirement: Trust securities issued under the automatic authorization regimes must be placed and listed on a Market authorized by the CNV.
- Transitional regime: Applications for authorization of new FTs initiated prior to the effective date of the Resolution that fall within any of the automatic authorization regimes will become null and void, without the need to file a request for withdrawal.
Why is this important?
The new framework reduces the time required to access the capital markets and simplifies the applicable documentation and procedures, shifting the focus of regulatory oversight from prior review of documentation toward a framework based on the responsibility of the relevant parties, ongoing disclosure requirements, and subsequent supervision by the CNV.
Effective Date of the Resolution
The Resolution entered into force on August 7, 2026, i.e., the day following its publication in the Official Gazette.
