General Resolution JD-12-2020 Establishing Special Considerations for Regulated Entities and Users of the Securities Market Superintendence to Mitigate COVID-19 Contagion Risk

Promulgated in Official Gazette No. 29188 on December 31, 2020.
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REPUBLIC OF PANAMA
BOARD OF DIRECTORS
SECURITIES MARKET SUPERINTENDENCE
General Resolution SMV No. JD-12-20
Of December 29, 2020
"Establishing special considerations for regulated entities and users of the Securities Market Superintendence to mitigate the risk of COVID-19 contagion"

The Board of Directors of the Securities Market Superintendence, in exercise of its legal powers, and

CONSIDERING:

That Law 67 of September 1, 2011, reformed Decree-Law 1 of July 8, 1999, and created the Securities Market Superintendence as an autonomous state agency, with legal personality, own assets, and administrative, budgetary, and financial independence.

That the Board of Directors, in accordance with articles 5, 6, 10 (item 20), 19, and 20 of the Single Text of the Securities Market Law (hereinafter: Single Text), acts as the Highest Consultative Body for regulation and setting of general policies of the Superintendence, and among its attributes is to issue resolutions of general application, which must be published in the Official Gazette and will enter into force from their promulgation, unless the Board of Directors establishes another date.

That the Superintendence, by virtue of article 3 of the Single Text, has the general objective of regulating, supervising, and auditing the activities of the securities market developed in the Republic of Panama or from it, promoting legal certainty for all market participants and guaranteeing transparency, with special protection of investors' rights.

That through Law 126 of February 18, 2020, effective from its promulgation in Official Gazette No. 28965-A of February 19, 2020, telework is established and regulated in the Republic of Panama, which, by virtue of the definition in article 2 of this Law, allows the provision of services subordinated, without physical presence in the workplace or public entity, through computer, telecommunications, and analogous means, through which control and supervision of the work are also exercised.

That there is a duty to periodically report information to the Superintendence by its regulated entities, whether licensed or registered, as well as to comply with the requirements established through Agreements adopted by this Board of Directors.

That, in this sense and through various Agreements adopted by this Board of Directors, the Superintendence implemented the Electronic System for Information Submission (SERI) as a means to fulfill the periodic reporting of a series of information by regulated entities.

That the Ministry of Health, through Executive Decree No. 472 of March 13, 2020, intensified sanitary measures following the declaration of a pandemic of the infectious disease COVID-19 by the World Health Organization (WHO).

That the Cabinet Council, through Cabinet Resolution No. 11 of March 13, 2020, declared the State of National Emergency as a consequence of the effects generated by the infectious disease COVID-19.

That in light of the situation the country is facing and the measures announced by the Ministry of Health on December 27 regarding COVID-19, which are described in Executive Decree No. 1686 of December 28, 2020, including the order for a new confinement period from January 4 to 14, 2021, this Superintendence concludes that it is necessary to establish special considerations for the requirements and duties established for regulated entities through Agreements, which are consistent with the measures they must adopt to mitigate the risk of possible contagion and, in turn, are reciprocal with preserving the health of the Superintendence's officials and users, so that the provision of services and the fulfillment of administrative functions continue.

That COVID-19 has as its focus for propagation the concentration of people in a specific site, so this Superintendence must strive to decrease, as much as possible, the aggregation of people in its offices.

Promulgated in Official Gazette No. 29188 on December 31, 2020.
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Therefore, the Board of Directors of the Securities Market Superintendence, in exercise of its legal powers,

RESOLVES:

ARTICLE FIRST: REITERATE that the telework modality, contemplated by Law 126 of February 18, 2020, may be implemented by regulated entities, with license issued or registered with the Securities Market Superintendence, to fulfill the requirements established by the respective Agreements adopted, for the effects of continuity of the service provided by our regulated entities.

Regulated entities that adopt this work modality must guarantee the development and continuity of their operations and the attention of their clients, as well as contemplate and apply pertinent measures to preserve the confidentiality and integrity of their clients' information.

Furthermore, they must inform their clients of the adoption of this work modality and communicate it to the Securities Market Superintendence via email: tramites_smv@supervalores.gob.pa.

ARTICLE SECOND: EXTEND until January 31, 2021, the deadline for the delivery of reports and information by those regulated entities, with license or registered with the Securities Market Superintendence, whose original delivery date expires on January 15, 2021.

EXTEND until February 15, 2021, the deadline for the delivery of reports and information by those regulated entities, with license or registered with the Securities Market Superintendence, whose original delivery date expires on January 31, 2021.

These reports must only be delivered electronically, through the Electronic System for Information Submission (SERI).

Those reports that current Agreements determine their physical delivery before the Securities Market Superintendence must be sent scanned, in PDF format, to the email address: tramites_smv@supervalores.gob.pa.; therefore, their physical delivery in the offices of this Administrative Authority will not be necessary.

ARTICLE THIRD: ESTABLISH, in a special and temporary manner, that regulated entities that must make supervision fee payments corresponding to the year 2021, whose due date is during the month of January 2021, may be paid by them until February 15, 2021, without the application of late fees.

ARTICLE FOURTH: CLARIFY that what is provided in the second article does not exempt regulated entities from the duty to immediately inform the Securities Market Superintendence of any event of importance or relevant circumstance that affects or may affect the development or continuity of their operations or the interests or rights of investors or the requirements established by the Securities Market Law for the development of their activities, respectively.

ARTICLE FIFTH: REITERATE the content of General Resolution SMV No. JD-3-20 of April 3, 2020, which adopts the special procedure for the notification of administrative acts issued by virtue of the procedures that enter and advance in the Superintendence as part of the temporary measures adopted by the State of National Emergency declared by COVID-19.

ARTICLE SIXTH: URGE regulated entities and users to send or elevate their inquiries to the Securities Market Superintendence, via telephone or email: info@supervalores.gob.pa; as well as the presentation of information and/or documentation to the electronic address tramites_smv@supervalores.gob.pa, for due processing (complaints, petitions, inquiries, notifications by memorial, and other documents) that must enter physically for the consideration of our entity.

Promulgated in Official Gazette No. 29188 on December 31, 2020.
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ARTICLE SEVENTH: VALIDITY. This resolution will enter into force from its promulgation in the Official Gazette.

LEGAL BASIS: articles 3, 5, 6, 10 (item 20) 19 and 20 of the Single Text of the Securities Market Law and Law 126 of February 18, 2020.

NOTIFY, PUBLISH, AND COMPLY,

(signed) (signed)
Eduardo Lee Luis Chalhoub
President of the Board of Directors Secretary of the Board of Directors.
/rd.