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AML & Financial Services Regulatory

Argentina: Amendments to the regime of promotion and advice within the framework of public offering of marketable securities

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In brief

On 15 May 2024, the National Securities Commission (CNV) issued General Resolution No. 1002/2024 (“Resolution“), modifying the regime applicable to promotion and advice within the framework of the public offering of securities.

In depth

In particular, the Resolution provides that issuers, clearing houses, trading agents, and any other human or legal person that intervenes or offers services in the public offering of negotiable securities shall refrain from the following:

  1. Intervening in the public offering in any capacity that requires prior authorization, without having said authorization.
  2. Offering, buying, selling, or carrying out any type of transaction on negotiable securities that, due to their characteristics, should have obtained public offering authorization and have not obtained it at the time of the transaction.
  3. Carrying out transactions not expressly authorized by the CNV.
  4. Offering advisory services on negotiable securities without having the corresponding registration.
  5. Disseminating and promoting negotiable securities and/or attracting or linking clients to other entities without the corresponding authorization.

The relevance of the Resolution is that the following will not be considered advice for the purposes of item (iv): (a) opinions of a generic nature on investments or the mere disclosure of information or explanation of the characteristics and risks of a transaction or negotiable security; and (b) the preparation of reports or analyses of a general nature, even if they include a recommendation to buy or sell.

The Resolution became effective on 16 May 2024.

Click here to read the Spanish version.

Jeronimo Argonz, Associate, and Juana Allende, Associate, have contributed to this legal update.

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Author

Gabriel Gomez-Giglio is partner at Baker McKenzie’s Buenos Aires office, chair of the Latin America Banking & Finance Practice of Baker McKenzie and a member of the Global Steering Committee of the Firm’s Financial Institutions Industry Group. He advises clients on a variety of general commercial issues. His practice focuses on the areas of transactional and regulatory matters, including but not limited to multinational financial transactions, commercial agreements and mergers and acquisitions. Gabriel is a member of the Board and Adjunct Professor of Law at Universidad Torcuato Di Tella and a visiting professor with the Centre for Commercial Law Studies, Queen Mary College, University of London.

Author

Francisco José Fernández Rostello is a partner and member of the Firm’s Banking & Finance Practice Group in Buenos Aires. He has worked for the International Swaps and Derivatives Association and for Société Générale, New York Branch. He is knowledgeable on matters related to issuance of debt, derivatives transactions, local and cross-border financing, and securities transactions.

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