The CNV Moves Forward with the Unification and Systematization of the Conceptual Framework of the Capital Markets

On December 23, 2025, the National Securities Commission (“CNV”) published Resolution No. 1097/2025, which provided for the comprehensive replacement of Title I – Preliminary Provisions of the CNV Rules (Consolidated Text 2013, as amended), thereby reconfiguring the general framework of definitions and interpretation applicable to the capital markets.

This reform is part of the guidelines for regulatory improvement and best practices in administrative simplification, and introduces significant changes to the conceptual and operational framework of the Rules by unifying, organizing, and systematizing the general rules of application, regulatory interpretation, and definitions that are used transversally throughout the entire regime, with the aim of strengthening interpretative clarity, predictability, and legal certainty for the various market participants.

Among the main changes is the incorporation of a broad and consolidated body of defined terms, together with express rules of regulatory interpretation, including criteria regarding legal references, the use of terms in the singular and plural, and terminological equivalences, aimed at unifying concepts, reducing ambiguities, and facilitating the correct application of the Rules by issuers, intermediaries, investors, and other regulated entities.

Likewise, the Resolution incorporates and updates relevant market concepts that now have general application within the Consolidated Text, such as Digital Representation, Thematic Security (SVS+), DUVA, Independent Evaluating Firm, Organizer, Qualified Investor, Fair Price, CEDEAR or CEVA Program, CEDEAR Ratio, CNV SME, CNV Guaranteed SME, and Significant Participation, among others, aligning the definitions with current regulations and market practice.

It was also provided for the repeal of definitions previously scattered throughout other titles of the Rules and their systematic reorganization within the new Title I, thereby improving accessibility, internal coherence, and understanding of the applicable regulatory framework, in line with other regulatory reforms aimed at simplifying the capital markets regime.

This provision entered into force on December 24.

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