Rule · BCRA · 27 Dec 2016 · A 6129
Financial institutions must obtain prior authorization from the BCRA to operate, with promoters and founders holding at least 25% of capital and votes proving suitability; applicants linked to terrorist financing or UN designations shall not be authorized. Applications require a $51,000 evaluation fee, constitutive act execution within 30 calendar days of authorization, 25% cash payment of subscriptions upon execution and the remainder within 60 calendar days, and commencement of activities within one year.
2016 - Year of the Bicentennial of the Declaration of National Independence
COMMUNICATION “A” 6129
27/12/2016
TO FINANCIAL INSTITUTIONS:
Ref.: Circular
CREFI 2 - 94
We address you to inform you of the ordered text of the rules on “Authorization and composition of the capital of financial institutions”, which includes the provisions in force contained in Chapters I and V of Circular CREFI – 2 whose original communication is “A” 2241, complemented by Communications “A” 2573, 2822, 2940, 3135, 3178, 3197, 3901, 4052, 4061, 4284, 4368, 4499, 4510, 4557, 4649, 4712, 5006, 5107, 5133, 5248, 5345, 5355, 5485, 5785, 5792 and 5841. Likewise, we point out that said compilation contains some formal adjustments for the purposes of facilitating its application.
We greet you attentively.
CENTRAL BANK OF THE ARGENTINE REPUBLIC
Matías A. Gutiérrez Girault
Issuance Manager of Rules
Darío C. Stefanelli
Principal Manager of Issuance and
Regulatory Applications
ANNEX
B.C.R.A.
ORDERED TEXT OF THE RULES ON
“AUTHORIZATION AND COMPOSITION OF THE CAPITAL OF FINANCIAL INSTITUTIONS”
-Index-
Section 1. Classes and denominations of financial institutions.
1.1. Classes.
1.2. Denominations.
1.3. Public financial institutions.
Section 2. New financial institutions.
2.1. Requirement of prior authorization.
2.2. Observance of requirements.
2.3. Basic conditions.
2.4. Requirements of the application.
2.5. Evaluation fee.
2.6. Resolution.
2.7. Operating fees.
2.8. Commencement of activities.
2.9. Conditions of the authorizations.
2.10. Non-compliances.
2.11. Fundamental changes in the conditions necessary to maintain the authorization.
Section 3. Merger of financial institutions.
3.1. Requirement of prior authorization.
3.2. Prior information on dealings and negotiations.
3.3. Basic conditions.
3.4. Requirements of the application.
3.5. Conditions of the authorizations.
3.6. Information regime.
3.7. Transfer of business funds.
Section 4. Transformation of financial institutions.
4.1. Requirement of prior authorization.
4.2. Basic conditions.
4.3. Requirements of the application.
4.4. Conditions of the authorizations.
4.5. Information regime.
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B.C.R.A.
ORDERED TEXT OF THE RULES ON
“AUTHORIZATION AND COMPOSITION OF THE CAPITAL OF FINANCIAL INSTITUTIONS”
-Index-
Section 5. Modifications of the shareholding composition and control structure.
5.1. Prior information on negotiations and talks.
5.2. Modifications of the shareholding composition.
5.3. Significant modifications of the shareholding composition.
5.4. Other modifications of the shareholding composition.
5.5. Offers in markets.
5.6. Significant modifications of the shareholding composition of legal entities domiciled abroad.
5.7. Non-compliances.
5.8. Information model on shareholders.
Section 6. Common provisions.
6.1. Deficient applications.
6.2. Personal background, asset declarations and sworn statements.
6.3. Information on sources of funds.
6.4. Requirements of the required documentation.
6.5. Transport of securities.
Section 7. Special information.
7.1. Persons linked to shareholders and authorities.
7.2. Consolidated financial statements.
7.3. Relatives of shareholders, authorities and external auditor.
7.4. Operations of foreign entities with residents in the country.
Correlation table.
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AUTHORIZATION AND CAPITAL COMPOSITION OF FINANCIAL ENTITIES B.C.R.A.
Section 1. Classes and denominations of financial entities.
Commercial banks are distinguished into:
They may carry out all active, passive and service operations, under the terms of article 21 of the Financial Entities Law.
They may carry out all active, passive and service operations that the law and regulations establish for first-tier banks, but they may only receive deposits from the country's financial sector and from foreign banks. They will also be subject to the relations on the splitting of credit risk that the regulations specifically provide.
In the case of public banks oriented to medium- and long-term financing for productive investment and foreign trade, they may additionally receive deposits from international credit organizations and from investors that make placements under the rules on “Deposits and time investments” for amounts not less than $ 5,000,000 or $ 2,500,000 (or their equivalent in other currencies) considered for each operation individually and for a term not less than 180 days or 365 days, respectively.
The taking of placements with funds from abroad will be subject to the current exchange regulations.
Cooperative credit unions may carry out the operations provided for in the rules on “Cooperative credit unions (Law 26.173)”.
The remaining classes of financial entities provided for in the Financial Entities Law – investment and mortgage banks, financial companies, savings and loan societies for housing or other real estate – may carry out the active, passive and service operations that legal provisions and regulations expressly authorize them to do.
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AUTHORIZATION AND CAPITAL COMPOSITION OF FINANCIAL ENTITIES B.C.R.A.
Section 1. Classes and denominations of financial entities.
The denominations of financial entities must unequivocally specify the class to which they belong and those that lend themselves to confusion or erroneous interpretations will not be admitted.
Public financial entities are considered to be those in which the National, provincial, municipal State or the Autonomous City of Buenos Aires holds a percentage of the capital and/or votes that – directly or indirectly – grants it control of the legal entity.
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AUTHORIZATION AND CAPITAL COMPOSITION OF FINANCIAL ENTITIES B.C.R.A.
Section 2. New financial entities.
To operate as a financial institution, prior authorization from the Banco Central de la República Argentina (BCRA) must be obtained.
Those that have the character of public or mixed entities of the Nation, of the provinces, of the municipalities or of the Ciudad Autónoma de Buenos Aires are also subject to that requirement, in which case the pertinent rules shall apply insofar as they are compatible with their nature.
The requirements established for the authorization of financial institutions must be observed on a permanent basis. Their non-compliance may be considered grounds for revocation of the authorization to operate.
Those who are included in the grounds for disqualification established in the applicable legal provisions may not serve as promoters and founders of financial institutions.
Applicants who appear in the resolutions on terrorist financing communicated by the Unidad de Información Financiera (UIF) and/or have been designated by the Security Committee of the United Nations shall not be authorized, without prejudice to the other measures that must be adopted in accordance with the legislation in force in these matters (laws and regulatory decrees) and the related resolutions issued by the UIF.
The promoters and founders, in a proportion of no less than 25 % of the capital and votes of the entity, must prove suitability and experience in accordance with the criteria established in Section 2. of the rules on “Authorities of financial institutions”.
The level of probity and moral integrity of the person shall be weighed, taking into consideration whether they have violated rules, whether they have been linked to dishonest commercial practices, whether they have been convicted of crimes of money laundering and/or terrorist financing and whether they have been sanctioned with a fine, disqualification, suspension, prohibition or revocation by the BCRA, the UIF, the Comisión Nacional de Valores (CNV) and/or the Superintendencia de Seguros de la Nación (SSN).
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The information and/or sanctions communicated by foreign entities or authorities with equivalent powers shall also be taken into consideration.
For the weighing of sanctions, consideration shall be given to their age, the type, reason and –where applicable– the amount of the sanction applied, the degree of participation of the person in the facts and their position or function held, the possible alteration of the economic order and/or the damages caused to third parties, the benefit generated for the sanctioned party, the operating volume of the entity and its equity responsibility.
Persons proposed to serve on the administration and oversight bodies and as general manager, deputy general manager and other managers must comply with the requirements established in those rules on “Authorities of financial institutions”.
For the opening in the country of branches of foreign financial institutions, it shall be required that in the country where the financial institution that directly or indirectly –through a subsidiary– controls the local financial institution is located, it has implemented a consolidated supervision system –to the satisfaction of the Superintendencia de Entidades Financieras y Cambiarias (SEFyC)– through which it assumes oversight of liquidity and solvency, evaluating and controlling risks and equity situations on a consolidated basis, and that the pertinent information be accessible to that Superintendency.
Authorized branches of foreign financial institutions must effectively and permanently establish in the country the required capital and shall be subject to Argentine laws and courts.
2.3.4. In the cases of entities to be incorporated in a jurisdiction other than the Ciudad Autónoma de Buenos Aires, inclusion of consent to the prorogation of judicial jurisdiction in favor of the Federal Justice with seat in said city, for all legal effects of the relationship between the entity and the BCRA and the SEFyC.
The application for authorization must be filed by means of a note signed by persons who meet the status of future founders, with the following information and documentation:
2.4.1. Special domicile in the Ciudad Autónoma de Buenos Aires that is established for the purposes of processing the application before the SEFyC.
2.4.2. Class of financial institution for which authorization to operate is requested.
2.4.3. Name planned for the entity.
2.4.4. City or locality where it is intended to establish the entity and probable location within that area.
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2.4.5. Draft of the constitutive act and bylaws or charter by which the entity is to be governed, indicating the date of closing of the fiscal year planned within the alternatives established by regulation.
2.4.6. Capital to be initially paid in.
2.4.7. List of the persons committed to contributing the initial capital, indicating domicile, nationality and respective participation, accompanied by the documentation indicated in point 6.3., which proves that said persons possess adequate solvency and liquidity to make effective, within the period provided in point 2.9.3., the committed capital contributions. The statements of assets must correspond to the month immediately preceding the presentation of the application for authorization.
If legal persons are to be included among the shareholders, the following must also be provided:
2.4.7.1. Copy of the bylaws or social contract, with evidence of its approval and registration before the corresponding oversight authority by reason of the corporate form.
2.4.7.2. Financial statements and accounting reports corresponding to the last two closed fiscal years, certified by a public accountant.
2.4.7.3. List of the members of the Board of Directors or equivalent administrative body, management, Supervisory Board or Syndicate, accompanied for each of them by their personal data and the criminal record certificate, as indicated in points 6.2. and 6.4.1., respectively.
The submission of the "Sworn Declaration on the status of Politically Exposed Person" shall also be complied with, which must conform to the formal guidelines established by the UIF.
2.4.7.4. List of current shareholders or partners, indicating address, nationality, number of shares or social quotas, nominal value of the participation and voting rights corresponding to each person.
2.4.7.5. In the case of corporations, shareholder attendance recorded at the last two ordinary assemblies, with the data indicated in point 2.4.7.4. for each of them.
2.4.8. With respect to each of the shareholders and members of the governing bodies (shareholders, partners or equivalent), administrative bodies (directors, counselors or equivalent authorities) and supervisory bodies (syndics and members of the Supervisory Board or equivalent) of the entity:
2.4.8.1. Background on responsibility, suitability and experience in financial activity.
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2.4.8.2. Sworn declaration stating that none of the disqualifications established by article 10 of the Financial Entities Law apply to them, that they do not appear in the resolutions on terrorist financing communicated by the UIF, that they have not been designated by the United Nations Organization Security Committee, that they have not been convicted of money laundering and/or terrorist financing crimes and as to whether they have been sanctioned with a fine, disqualification, suspension, prohibition or revocation by the BCRA, the UIF, the CNV and/or the SSN.
2.4.8.3. "Sworn Declaration on the status of Politically Exposed Person", as indicated in point 6.2.
2.4.8.4. Criminal record certificate, as indicated in point 6.4.1.
The information and documentation provided for in points 2.4.8.1. to 2.4.8.3. shall be submitted as indicated in point 6.2.
2.4.9. Administrative and functional organization, with projected organizational chart and description of functions, flowcharts of the main active and passive operations and commentary on their development, staffing with which the entity is to initially count, and probable amount of organization, incorporation and installation expenses.
2.4.10. Brief description of the building or premises with which it is planned to count for the installation of the entity, indicating whether it will be purchased, constructed or leased. In the case of own building, the estimated cost and the form of financing must be recorded and, if referring to a leased property, the annual rent to be paid, attaching in both cases, if feasible, the corresponding plans.
2.4.11. Feasibility study with a detailed economic and financial budget, including the activities planned to be developed, proportions and market segments to participate, etc.
2.4.12. For the authorization of branches of foreign financial entities, the requirements and conditions provided for the establishment of new financial entities apply, insofar as they are compatible with their nature, and the corresponding application must also be accompanied by the following documentation:
2.4.12.1. Power of attorney, letter of attorney or instructions given to the representative designated in the Argentine Republic to manage the requested authorization.
2.4.12.2. Bylaws, contract, law, decree or organic charter governing in the country of origin the operation of the applicant entity.
2.4.12.3. Note describing the deposit guarantee regime existing in the country of origin and whether it covers and to what extent those constituted in the Argentine Republic.
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2.4.12.4. Note by which the supervisory bodies of the parent company express a favorable opinion on the opportunity and convenience of establishing a branch in the country.
2.4.12.5. Main regulations to which the parent company is subject in its country of origin (consolidated supervision, liquidity, solvency, risk concentration, liquidation or bankruptcy regime). The SEFyC may dispense with this requirement when prior information on the matter is available.
2.4.13. In order to verify that the applicant entity from abroad is not a "shell bank", the financial entity must present certification from the supervisory authority of the country of origin stating that said entity conducts business in the jurisdiction in which it is authorized to carry out financial activity, maintains a record of operations at its domicile, is subject to inspection by the competent authority in matters of financial business and, furthermore, that it employs full-time management and administrative personnel at its registered office.
The applicant for authorization must pay $ 51,000 as the evaluation fee for the proposal and attach the corresponding payment receipt to the application.
When considering the authorization application, the BCRA will evaluate the convenience of the initiative, the characteristics of the project, the general and particular conditions of the market and the background and responsibility of the applicants and their experience in financial activity.
If the applicant is a foreign financial entity operating under the authorization granted by the authority of another country, the regulations in force in that country and the scope of the supervision regime to which it is subject shall also be particularly taken into account.
Once the authorization application has been favorably resolved, the following authorization fees must be paid:
2.7.1. Banks: $ 900,000.
2.7.2. Remaining classes of financial entities (except cooperative credit unions): $ 400,000.
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AUTHORIZATION AND CAPITAL COMPOSITION OF FINANCIAL ENTITIES B.C.R.A.
Section 2. New financial entities.
A financial entity is considered to begin operating on the day it starts providing its services to the public at the premises authorized for that purpose.
The commencement of activities of the entity must take place within a term of one year, counted from the date of the authorization granted.
If that term expires without the authorization having been granted, the authorization to establish the entity shall be void, and the proceedings shall be archived without further procedure.
The authorizations granted shall also be subject to compliance, within the term set for the commencement of activities, with the following conditions:
The constitutive act of the company must be executed within 30 calendar days from the date of the authorization granted.
The minimum capital requirement established in the rules on “Minimum capital of financial entities” must be met for the corresponding class of financial entity, according to the jurisdiction where the head office and, where applicable, the branches are located.
The minimum capital must be subscribed and paid in the following instances:
2.9.2.1. Upon execution of the constitutive act of the company, it must be fully subscribed and the shareholders must pay in cash no less than 25% of their respective subscriptions.
2.9.2.2. Within 60 calendar days following the date of the authorization granted, the shareholders must pay the remainder of their respective subscriptions.
To commence its activities, the entity must have paid in cash the total minimum capital required at that time.
No less than 30 calendar days prior to the scheduled date for the commencement of activities, the following requirements must be met:
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2.9.3.1. Registration of the company's bylaws by the competent corporate control authority in the Public Registry of the corresponding jurisdiction.
2.9.3.2. Submission to the SEFyC of the list of authorities designated by the constitutive assembly and of the managers –as defined in point 1.2. of the rules on “Authorities of financial entities”–, accompanied by the elements referred to in points 2.4.8.1. to 2.4.8.4., unless they are persons whose background is already in its possession because it was added to the pertinent authorization application.
2.9.3.3. Payment of the authorization fee.
2.9.3.4. Complete installation in an appropriate building or premises, functionally independent from other companies, with adequate security devices in accordance with the rules on “Minimum security measures in financial entities”, which must be reported by completing the reporting regimes of “Service Units of Financial Entities” and “Minimum Security Measures in Financial Entities”.
2.9.3.5. Quarterly submission to the SEFyC, from the date of authorization and until the commencement of activities, within the first half of each quarter after its end, of a balance sheet detailing the share capital, expenses and investments made and any other movement recorded up to the corresponding date, accompanied by an informative report on the status of the entity's organization and, in particular, compliance with each of the established conditions.
2.9.3.6. In the case of a branch of a foreign financial entity, once authorization has been granted and without prejudice to compliance with the requirements established in point 2.9.2. that are compatible with its nature, the applicant entity must send to the SEFyC, prior to the authorization of the subsidiary, evidence of compliance with the provisions of article 118 of the General Corporations Law.
2.9.3.7. Compliance with any other condition or requirement determined in the respective authorization resolution.
2.9.3.8. Obligation to have a Statutory Auditor or equivalent body.
Until the commencement of activities, only the following may be done:
2.9.4.1. Carry out steps related to the organization of the entity.
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2.9.4.2. Apply the capital resources to cover the expenses and investments inherent to those steps; make deposits in financial entities and make investments in national public securities.
Investments in property, plant and equipment, other fixed assets and the expenses required for the organization, incorporation and installation of the authorized entity shall be subject to the applicable rules on the matter.
Once all the requirements established for the authorization of the entity have been met, this must be notified –by note– to the SEFyC, so that it may rule on the matter.
Failure to comply, within the established terms, with any of the applicable rules shall result in the cancellation of the authorization granted.
Sanctions imposed by the BCRA, the UIF, the CNV and/or the SSN that fall on financial institutions and/or their authorities, weighed separately or jointly, may give rise to the revocation of the authorizations granted when, in the judgment of the BCRA's Board, fundamental changes have occurred in the conditions necessary to retain authorization, including the suitability, experience, moral probity or integrity of the members of their administration bodies (directors, board members or equivalent authorities), governance bodies (shareholders, partners or equivalents), audit bodies (statutory auditors and members of the Supervisory Board or equivalents) and other persons (such as managers) with respect to whom the BCRA requires that such conditions be proven through authorization or certification processes, as the case may be.
Likewise, for the purposes of the preceding paragraph, the information and/or sanctions communicated by foreign entities or authorities with equivalent powers may be taken into consideration, as well as other negative antecedents of the entity for having been involved in improper commercial practices.
For the weighing of sanctions, consideration will be given to their age, the type, reason and – where applicable – the amount of the sanction applied, the degree of participation of the persons involved in the events and their position or function exercised, the possible alteration of the economic order and/or the damages caused to third parties, the benefit generated for the sanctioned party, the operating volume of the entity and its equity responsibility.
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B.C.R.A.
AUTHORIZATION AND CAPITAL COMPOSITION OF FINANCIAL INSTITUTIONS
Section 3. Merger of financial institutions.
The merger that a financial institution agrees with another or other financial institutions of the same or different class shall be subject to the authorization of the BCRA.
Without prejudice to the provisions established in article 7 of the Law on Financial Institutions, financial institutions must inform directly to the Superintendent of Financial and Exchange Institutions, before assuming commitments, the talks or negotiations aimed at carrying out the following processes:
3.2.1. The merger of financial institutions when any of the following situations occurs:
3.2.1.1. The total deposits of the entity to be absorbed exceed 2 % of the total deposits of the financial system.
3.2.1.2. The total deposits of the entity to be absorbed exceed 50 % of the total deposits of the absorbing entity.
3.2.1.3. Any of the participating entities has a rating of 3 to 5 from the SEFyC.
3.2.2. The constitution of a new financial institution on the basis of the merger of operating entities, when any of the following situations occurs:
3.2.2.1. the deposits of any of the participating financial institutions exceed 2 % of the total deposits of the financial system and/or;
3.2.2.2. any of the participating entities has a rating of 3 to 5 from the SE-FyC.
3.2.3. The provisions in points 3.2.1. and 3.2.2. shall apply to cases of transfers of business funds or of assets and liabilities of financial institutions.
3.3.1. The merger agreement must state that it is “ad referendum” of the corresponding shareholders' meetings and of the authorization of the BCRA.
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3.3.2. The entity that would result from the merger or the one that absorbs another must present an economic-financial structure that, in the judgment of the BCRA, makes it feasible to authorize the completion of the project.
3.3.3. The participating entities must not record non-compliances in the presentation of the information regimes.
The application for authorization must be filed by the entities that merge to constitute a new entity or the absorbing entity with the following information and documentation:
3.4.1. Grounds on which the initiative is based.
3.4.2. Copy of the merger commitment.
3.4.3. Complete copy of the report that proves the legal, technical and economic-financial feasibility of the project, the possibility of complying with the minimum capital requirement established in the rules on “Minimum capital of financial institutions” or “Cooperative credit unions (Law 26.173)” – if applicable – and the administrative and functional organization of the entity that would result from the merger.
3.4.4. Study that demonstrates the viability of the systems for the proposed operation.
3.4.5. Copies of the minutes of the meetings of the Boards of Directors, Supervisory Boards or administration boards of the participating entities, in which the following were approved:
3.4.5.1. The report referred to in point 3.4.3.
3.4.5.2. The appointment of the representatives to sign the merger commitment.
3.4.6. Financial statements of the participating entities, individual and consolidated, accompanied by the corresponding external audit opinions.
3.4.7. Consolidation of the statements inherent to the regulations established regarding liquidity and solvency by the provisions in force.
3.4.8. In the case that additional capital contributions are required, they must present the information indicated in point 6.3. The asset declarations must correspond to the month prior to the presentation of the authorization application.
3.4.9. Regarding the entity resulting from the merger:
3.4.9.1. Constitutive act and bylaws by which the company resulting from the merger would be governed or draft reforms to be introduced to the bylaws of the incorporating company in the case of a merger by absorption.
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3.4.9.2. List of the shareholders of the entity resulting from the merger, or of the acquiring entity, indicating address, nationality and individual participation, when it exceeds 2% of the capital and/or votes.
3.4.9.3. List of the future members of the administration bodies (directors, board members or equivalent authorities) and of the audit bodies (statutory auditors and members of the Supervisory Board or equivalent) of the entity resulting from the merger or of the acquiring entity, as applicable, accompanied for each of them by:
i) Sworn statement on personal and criminal background in which they state that none of the disqualifications established in article 10 of the Law on Financial Entities applies to them, that they have not been convicted of crimes of money laundering and/or terrorist financing, that they do not appear in the resolutions on terrorist financing communicated by the UIF, that they have not been designated by the Security Committee of the United Nations and as to whether they have been sanctioned with a fine, disqualification, suspension, prohibition or revocation by the BCRA, the UIF, CNV and/or the SSN, as indicated in point 6.2.
Persons who have entered all this information in the SEFyC within the 30 calendar days prior to the filing of the merger application are exempt from complying with this requirement.
ii) The criminal record certificate, as indicated in point 6.4.1.
3.4.9.4. Establishment where the head office or main office of the resulting or acquiring entity is to operate, also clarifying whether the remaining offices will continue operating once the merger is completed or whether they will be closed. In the first case, the category to be assigned to each office must be reported.
The authorizations granted for the merger of entities are conditioned upon compliance, within the periods established by the respective resolutions, with the following requirements:
3.5.1. That the respective general shareholders' meetings approve:
3.5.1.1. The merger agreement.
3.5.1.2. The incorporation of the entity resulting from the merger or the amendment of the bylaws of the acquiring entity.
3.5.1.3. The dissolution of the merged entities, when applicable.
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AUTHORIZATION AND COMPOSITION OF THE CAPITAL OF FINANCIAL ENTITIES B.C.R.A.
Section 3. Merger of financial entities.
3.5.2. Registration before the corresponding control authority by reason of the corporate form of the definitive merger agreement and of the bylaws by which the resulting company will be governed or of the amendments introduced to the bylaws of the acquiring company.
In cases of mergers that do not result in the incorporation of a new company, this condition may be fulfilled within the period established in the respective resolution after the date on which the merger is completed.
3.5.3. Any other condition or requirement established in the authorization resolution.
3.5.4. All requirements must be fulfilled no less than 30 calendar days prior to the date scheduled for the commencement of activities of the entity resulting from the merger, notifying such circumstance to the SEFyC so that it may issue its opinion thereon.
The financial entities authorized to merge must continue preparing and submitting to the SEFyC, until the month prior to the month in which the new entity begins operating, the corresponding financial statements and the remaining reporting regime that is applicable.
When the entity resulting from the merger begins its operations, it shall submit to the SEFyC:
3.6.2.1. The individual closing balance sheets as of the day prior to that date and the opening balance sheet of the new entity. Subsequently, at the end of each calendar month, including the opening month, the new entity must submit the monthly financial statements in accordance with the regulations in force.
3.6.2.2. At the close of the month in which activities begin, the remaining reporting regime, consolidating the data of its predecessors corresponding to the concepts that make up the different reports, during the period from the first day of that month to the day prior to the date on which it began operating. In the following periods, they must continue observing the respective provisions for the purposes of submitting the corresponding statements.
The balances of the different concepts making up the income statement accounts of the predecessor entities must be consolidated by the new entity in the pertinent line items of the financial statements, which the latter must submit at the close of its first monthly period after the date of commencement of activities.
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If fiscal years of irregular duration occur in the new entity, the update of the residual value of the assets and their respective amortizations must be made as if they were complete fiscal years, provided that the assets subject to revaluation are included in the entity's patrimony at the beginning and at the end of the irregular fiscal year.
The new entity must preserve, for the periods established by applicable legislation, all documentation and records of the accounting entries of the predecessors.
The rules relating to the merger of financial entities shall govern, insofar as they are compatible, the transfer of business funds of the entities.
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To change class, financial entities must have the prior authorization of the BCRA.
In order to be able to request authorization for their transformation, financial entities must comply with the following conditions:
4.2.1. Not register non-compliances in the integration of minimum capital that determine an impediment to granting the requested authorization, in accordance with the rules on “Minimum capital of financial entities” or on “Cooperative Credit Banks (Law 26.173)”, as applicable.
4.2.2. Not have registered deficiencies in the integration of minimum cash that determine an impediment to granting the requested authorization, in accordance with the rules on “Minimum cash” or on “Cooperative Credit Banks (Law 26.173)”, as applicable, in the six months prior to the date on which the pertinent authorization requests are submitted and up to the last statement in the possession of this Institution at the date of the resolution, nor that the periods of such deficiencies total three consecutive months within the twelve months prior to the date of the submissions.
4.2.3. Be framed within the other liquidity and solvency rules established by the Law of Financial Entities, and not be affected by problems of liquidity, solvency, risk and profitability nor be subject to a regularization and restructuring plan.
4.2.4. Not have been warned, through the information or inspection regimes, of the assumption of risks higher than normal that could compromise its equity or the resources of third parties.
4.2.5. Not present organizational problems nor be foreseeable that they will arise from the projected expansion.
4.2.6. Not register non-compliances in the submission of the information regimes.
4.2.7. Have a rating of 1, 2 or 3 from the SEFyC, in all of the following aspects:
4.2.7.1. The entity as a whole.
4.2.7.2. The computer systems.
4.2.7.3. The work of those responsible for the evaluation of the internal control system.
4.2.8. Not register debt for financial assistance from the BCRA due to illiquidity.
4.2.9. Be framed within the provisions of the rules on “Minimum security measures in financial entities”.
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The authorization application must be filed by note, with the following information and documentation:
4.3.1. Copy of the minutes of the extraordinary shareholders' meeting in which the transformation project has been approved “ad referéndum” of the BCRA authorization, certified by public notary.
4.3.2. Report approved by the Board of Directors or Board of Administration that considers the following aspects:
4.3.2.1. Grounds on which the initiative to adopt the new chosen institutional class is based and description and evaluation of the project.
4.3.2.2. Modifications to be introduced in its administrative, functional and accounting organization, to adapt it to the requirements of the new institutional type.
4.3.2.3. Demonstration of the possibilities of integrating, within the established term, the basic minimum capital corresponding to the institutional class that it proposes to adopt, formulating, if applicable, the respective framing program and individualizing the shareholders that will integrate the additional capital and their respective participations, in which case the documentation indicated in point 6.3. shall be attached, which accredits the solvency and liquidity necessary for those purposes. The asset declarations must correspond to the month immediately prior to the submission of the authorization application.
4.3.2.4. Draft of reforms to be introduced in its social statute.
The authorizations granted will be subject to compliance, within the terms established in the respective resolutions, with the following conditions:
4.4.1. Registration of the reforms introduced to the social statute before the corresponding control authority by reason of the corporate form.
4.4.2. Sending to the SEFyC of the personal data and backgrounds of the managers, unless they are persons whose information is already in its possession.
4.4.3. From the date of authorization and until the start of activities in the new class, quarterly sending to the SEFyC within the first fortnight after the end of each quarter, of an informative review about compliance with each of the established conditions.
4.4.4. Any other requirement set in the respective authorization resolution.
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4.4.5. All requirements related to the transformation must be complied with no less than 30 calendar days prior to the date of initiation of activities in the new class, notifying such circumstance to the SEFyC so that it may rule on the matter.
At that time, a certification extended by its external auditor and its signature visaed by the Professional Council of Economic Sciences must be attached, in order to demonstrate that the minimum equity responsibility corresponding to the new class is met in accordance with the rules on “Minimum capital of financial entities”, in the terms of the following text:
“I certify that the detail of the items that make up the equity responsibility of ...................., coincides with the annotations of the principal and auxiliary accounting of the entity as of ............ and that its imputation, besides responding to generally accepted technical accounting principles, adjusts to the definition of the concept “Equity Responsibility” determined by the Central Bank of the Argentine Republic”.
In cases of transformation, it is considered that there is total continuity of the entity.
Consequently, when the entity's commencement of activities in the new class does not occur on the first day of the month, it must submit in its name the information required by the SEFyC considering globally all operations of that month, both those corresponding to the new class and the previous one.
Likewise, in accordance with said continuity criterion, the entity operating in the new class must present the financial statements at the respective closing date.
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Without prejudice to the provisions established in articles 15 and 29 of the Law on Financial Entities, the following provisions must be observed:
Financial entities must directly inform the Superintendent of Financial and Exchange Entities, before assuming commitments, of the negotiations or talks aimed at acquiring shares of another financial entity in a proportion such that it allows exercising control of the corporate will of the latter, when any of the following situations occurs:
5.1.1.1. The total deposits of the entity whose shares would be transferred exceed 2 % of the total deposits of the financial system.
5.1.1.2. The total deposits of the entity whose shares would be transferred exceed 50 % of the total deposits of the acquiring entity.
5.1.1.3. The entity that would acquire the shares has a rating of 3 to 5 from the SEFyC.
Companies that directly or indirectly control financial entities must directly inform the Superintendent of Financial and Exchange Entities, before assuming commitments, of the negotiations or talks aimed at acquiring, directly or indirectly through branches or subsidiaries, shares of another financial entity in a proportion such that it allows exercising control of the corporate will of the latter, when any of the following situations occurs:
5.1.2.1. The total deposits of the entity whose shares would be transferred exceed 2 % of the total deposits of the financial system.
5.1.2.2. The total deposits of the entity whose shares would be transferred exceed 50 % of the total deposits of the already controlled entity.
5.1.2.3. Any of the financial entities controlled by the acquiring company of the shares of another financial entity has a rating of 3 to 5 from the SE-FyC.
When one of the intervening entities is not a financial entity, the responsibility to provide this information shall fall on the financial entity involved.
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The transmissions of shares of financial entities provided in points 5.3. to 5.5., as well as of legal persons that directly or indirectly control them, are covered by the provisions of this section, whatever the reason: exercise of purchase option, subscription, inheritance, donation, syndication or other act. Furthermore, it includes those transmissions that produce changes in the entity's rating.
Also included is the capitalization of irrevocable contributions for future capital increases.
General conditions:
5.2.1. In the documents that instrument the respective legal acts, it must be stated that the intervening parties know these rules.
5.2.2. Legal persons that, at the date of signing the contract or pre-contract or the delivery of the earnest money or the payment on account, are not regularly constituted may not be acquirers in the negotiation of share packages of financial entities. Furthermore, in the case that such legal persons are directly or indirectly controlling of the financial entities, the shares with voting rights that represent their capital must be registered.
Foreign companies must be registered with the corporate control body, in accordance with the provisions of the General Law of Companies.
5.2.3. In the case where the acquirer is a foreign financial entity, for the purposes of verifying that it is not a “shell bank”, the financial entity must present certification from the supervisory authority of the country of origin stating that said entity conducts business in the jurisdiction in which it is authorized to carry out financial activity, maintains a record of operations at its domicile, is subject to inspection by the competent authority in matters of financial business and, furthermore, that it employs full-time management and administrative personnel at its registered office.
5.2.4. Financial entities that record debt for financial assistance from the BCRA due to illiquidity may not increase their participation in financial entities.
Included is all negotiation of shares and capitalization of irrevocable contributions made by shareholders of the entity that do not respond proportionally to their shareholdings, capable of altering the structure of the respective groups of shareholders or legal person constituted in the country that directly or indirectly controls the financial entity.
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5.3.2.1. The transmissions of shares or integrations of irrevocable contributions for future capital increases covered in point 5.3.1. must be arranged “ad referéndum” of the BCRA's approval, which must be stated in the documents that instrument the sale.
5.3.2.2. The earnest money or payment on account may not exceed 20 % of the price or of the income of the funds in the character of irrevocable contribution.
5.3.3.1. The following persons are obliged to inform the SEFyC of any negotiation of shares or capitalization of irrevocable contributions for future capital increases included in point 5.3.1:
i) Directors, members of the Supervisory Councils and statutory auditors of financial entities constituted as corporations.
ii) The Boards of Directors of financial entities constituted as cooperatives and their members.
iii) Transferors and acquirers of shares.
5.3.3.2. The information must be provided within a period of 10 calendar days counted from the date of the act that occurs first among the following:
i) Signing of the contract or pre-contract.
ii) Delivery of the earnest money or payment on account.
iii) Deposit of the funds as an irrevocable contribution.
Within 15 calendar days following the communication of the negotiation, the financial entity must send to the SEFyC the information detailed below, in accordance with the data provided by the parties involved in the corresponding operation:
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i) Characteristics of the operation: number of shares, class, votes, nominal value, negotiation value and payment conditions.
ii) Agreements entered into or to be formalized intended to transfer voting rights (share syndication or any other type of agreement).
iii) Identification of all final acquirers, in cases of purchases “on commission”.
For each of the natural persons acquiring the shares or contributing:
i) The following information, as indicated in point 6.2.:
a) Personal data.
b) Proof of suitability and experience in financial activity.
c) List of financial entities with which it operates, indicating in what capacity (current account holder, borrower, etc.).
d) “Sworn Statement on the status of Politically Exposed Person”, which must comply with the formal guidelines established by the UIF.
e) Complete statement of assets corresponding to the day immediately prior to the share negotiation, presented as indicated in point 6.3.1.1.
ii) Copies of the sworn statements submitted to the Federal Administration of Public Revenue for Income Tax and Personal Assets Tax or those that replace or complement them, corresponding to the last three years, with the respective presentation receipts, if they are subjects obligated to those taxes or, otherwise, a sworn statement that it is not a subject covered.
iii) Sworn Statement on personal and criminal background, in which the acquirer of the shares states that none of the disqualifications established by article 10 of the Law on Financial Entities applies, that it has not been convicted of crimes of money laundering and/or terrorist financing, that it does not appear in the resolutions on terrorist financing communicated by the UIF nor has it been designated by the Security Committee of the United Nations, and as to whether it has been sanctioned with a fine, disqualification, suspension, prohibition or revocation by the BCRA, the UIF, the CNV and/or the SSN, as indicated in point 6.2.
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iv) Criminal record certificate, as indicated in point 6.4.1.
The information referred to in this point may be submitted by the acquirers of shares or contributors, in a sealed envelope, through the financial entity or directly to the SEFyC with a note addressed to the Authorization Management.
i) Copy of the bylaws or social contract, with proof of its registration before the corresponding control authority by reason of the corporate form.
ii) Reports and financial statements corresponding to the last two closed fiscal years, with an external auditor's report – public accountant – whose signature is legalized according to point 6.4.4.
iii) Certification issued by an independent public accountant – whose signature is legalized according to point 6.4.4. –, stating that the company has the necessary available funds to meet the contribution or the obligations arising from the agreed share negotiation and the origin of such available funds when they do not come from sales income. In the case of having irrevocable contributions on account of future capital integrations, information must be provided on the procedures carried out or to be carried out for their capitalization and, in addition, present the information corresponding to the persons who have made the contributions, as required in point 5.3.4.2.
iv) List of the members of the Board of Directors, Management, Statutory Audit and/or Supervisory Council, accompanying the personal data of each of them – provided in the rules on “Authorities of financial entities” – and the criminal record certificate, as indicated in points 6.2 and 6.4.1. The list of shareholders shall also be provided according to the model included in point 5.8.
v) Attendance of shareholders at the last two ordinary assemblies held, according to the model included in point 5.8.
vi) When dealing with legal persons constituted abroad, the documentation indicated in point 2.4.12. that is pertinent must be presented.
i) List of shareholders, according to the model included in point 5.8., corresponding to the distribution of integrated capital before and after the transfer is completed.
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ii) Modifications to be made immediately in the Management, Statutory Audit and/or Supervisory Board and those to be introduced in them and in the Board of Directors after the eventual approval of the transaction. In the first case, they must submit the personal background and suitability and experience in financial activity and the criminal record certificate, as indicated in points 6.2. and 6.4.1.
The buyers or subscribers must submit to the inspections that the SEFyC may consider appropriate for the verification of the information received.
The BCRA shall rule, by resolution, on the opportunity and convenience of the operations.
For this purpose, the information arising from the elements of judgment referred to in points 5.3.4.2. and 5.3.4.3. shall be evaluated, in accordance with the provisions of the last paragraph of point 6.3.
In addition, it shall verify the non-existence of disqualifications established by article 10 of the Financial Entities Law and the level of probity and moral integrity of the person shall be weighed, taking into consideration whether they have violated regulations, whether they have been linked to dishonest commercial practices, whether they have been convicted of money laundering and/or terrorist financing crimes, and whether they have been sanctioned with a fine, disqualification, suspension, prohibition or revocation by the BCRA, the UIF, the CNV and/or the SSN. Applicants who appear in the terrorist financing resolutions communicated by the UIF and/or have been designated by the Security Council of the United Nations shall not be authorized.
The information and/or sanctions communicated by foreign entities or authorities with equivalent powers shall also be taken into consideration.
For the weighing of sanctions, their age, the type, reason and – where applicable – the amount of the sanction applied, the degree of participation of the person in the facts and their position or function exercised, the possible alteration of the economic order and/or the damages caused to third parties, the benefit generated for the sanctioned party, the operating volume of the entity and its equity responsibility shall be considered.
Until such resolution is issued, the following limitations shall apply:
i) The payment of the balance of the price.
ii) The delivery of the shares to the acquirers or their representatives.
iii) The registration of the transfer in the entity's shareholders' registry.
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iv) The capitalization of irrevocable contributions for future capital increases.
5.3.5.2. Only modifications may be introduced in the Management, Statutory Audit and/or Supervisory Board of the financial entity.
In corporations, the directors must continue in their functions, as well as the members of the Board of Administration in cooperatives. If the term of the directors or board members expires earlier, the pertinent legal means must be arranged to extend the respective terms, until completing said period.
Transfers by direct negotiations between the parties or capitalizations of irrevocable contributions that represent, individually or jointly considered in a period of 6 consecutive months, 5% or more of the capital and/or votes of the financial entity, must be communicated to the SEFyC within the period provided in point 5.3.3.2., even if in the entity's judgment they do not alter the structure of the shareholder groups. All negotiations or capitalizations of irrevocable contributions must also be communicated within the same term, whatever the percentage of capital, when it involves the incorporation of new shareholders.
The share negotiations or integrations of irrevocable contributions for future capital increases covered in point 5.4.1. must be arranged “ad referéndum” of the BCRA's approval, which must be stated in the documents instrumenting the purchase-sale.
The transmissions of shares and the capitalizations of irrevocable contributions for future capital increases covered in point 5.4.1. must be communicated to the SE-FyC within the period established in point 5.3.3.2.
The financial entity must send to the SEFyC the general and particular information of natural and legal persons indicated in points 5.3.4.1. to 5.3.4.3.
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Financial entities that make an offer of their shares in markets authorized by the CNV or institutionalized foreign markets must previously communicate to the SE-FyC their characteristics and, within 10 calendar days, who are the subscribers or acquirers involved, accompanying the respective identity, nationality and domicile data, if their individual holdings exceed 2% of the social capital. When this operation may give rise to a change in the entity's rating or alter the structure of the respective shareholder groups, the share offer prospectus must expressly clarify that the offerors who, if they become buyers, may affect those concepts, must have the prior authorization of the BCRA to formalize the operation, complying with all the requirements provided in point 5.3.
Significant modifications to the shareholding composition of legal entities domiciled abroad, which directly or indirectly control financial entities incorporated in the country, must be notified to the SEFyC within 15 calendar days of the change being effected.
In cases of non-compliance, the provisions of article 41 of the Law on Financial Entities shall apply to those responsible, without prejudice to adopting a resolution on the corresponding operation with the evidence gathered.
ENTITY: .............
CAPITAL: .............
SHARES
CLASS ..... CLASS .....
...... VOTE ...... VOTE
Subscribed ...................... .......................
Paid-in ...................... .......................
List of shareholders as of ...............
_______________________________________________________________ (')
Attendance of shareholders at the ordinary general meeting held on .............
| Surname and name | Address | Natio-nality | Number of shares | Total votes | Nominal value in $ | Repre-sentative | Irrevocable contri-butions | |
|---|---|---|---|---|---|---|---|---|
| Class | Class | |||||||
['] - Strike out what does not apply.
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If the authorization applications provided for in Sections 2., 3. and 4. are not submitted in full compliance with the requirements established for each case, their complete adjustment shall be requested by certified letter with acknowledgment of receipt within 30 calendar days.
Applications shall not be considered as such until the information has been completed and the requirements provided for in these rules have been satisfied, within said period. Upon expiration of this period without the requested action having been taken, the filing shall be automatically archived.
The information on personal background, asset statements and sworn declarations regarding the absence of disqualifications established by article 10 of the Law on Financial Entities, that the person has not been convicted of crimes of money laundering and/or terrorist financing, that the person does not appear in the resolutions on terrorist financing communicated by the UIF nor has been designated by the Security Council of the United Nations, and as to whether the person has been sanctioned with a fine, disqualification, suspension, prohibition or revocation by the BCRA, the UIF, the CNV and/or the SSN shall be provided through the application “Personal background of authorities of financial entities” available on the BCRA website (www.bcra.gob.ar).
Likewise, certificates issued by the CNV and the SSN regarding the existence or non-existence of sanctions shall be submitted. The certificates submitted must be no more than 6 months old for the purposes of processing. Upon expiration of said period, interested parties must submit their update.
The “Sworn Declaration on the Status of Politically Exposed Person” must comply with the formal guidelines established by the UIF.
The signatures of the holders must be certified by a public notary.
Together with the respective authorization application, the following evidence shall be submitted to the SEFyC:
6.3.1.1. Complete asset statement, as indicated in point 6.2., accompanied by documentation proving the origin and ownership of the reported assets.
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It must be made in analytical form and at least the following concepts must be detailed:
Assets.
I. Cash (when it does not exceed 5% of the individual contribution to be paid, it will not be necessary to justify its origin).
II. Cash deposits.
In the country.
Abroad.
III. Credits.
In the country.
Abroad.
IV. Securities.
In the country.
− Public and private securities.
− Shares, units of mutual funds, equity interests.
Abroad.
− Securities, shares and equity interests.
V. Assets of sole proprietorships or single-person businesses.
VI. Real estate.
In the country.
Abroad.
VII. Other assets.
In the country.
− Rights in rem.
− Motor vehicles.
− Vessels.
− Aircraft.
− Registrable movable property.
− Personal property and household goods.
− Other assets.
Abroad.
− Rights in rem.
− Motor vehicles, vessels and aircraft.
− Movable and livestock property.
− Other assets.
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Liabilities.
Debts.
In the country.
− With natural persons.
− With financial institutions.
− Other debts.
Abroad.
− With natural persons.
− With financial institutions.
− Other debts.
Annual income:
I. Land income (1st category Income Tax).
II. Capital income (2nd category Income Tax).
III. Income from commercial operations (3rd category Income Tax).
IV. Employment income (4th category Income Tax).
V. Income from interests in companies (Income Tax).
VI. Other income: exempt and non-taxable income (Income Tax).
If the analytical statement of assets does not show the existence of sufficient liquid funds to make the capital contributions or acquire the shares, a declaration closely related to the assets or income must be submitted, detailing how the funds applied were appropriated.
In addition, for situations covered by Section 5., a copy of the documentation justifying the disposal of assets must be attached; in the case of income derived from the collection of fees, profit sharing, etc., a certification from the company that made the payment must be added. If the collection of income has been declared as resources, the supporting evidence must also be provided. In cases of cancellation of balances, it must be indicated how it will be met, specifying the assets that will be disposed of or the detailed estimate of the relevant monthly income and its source.
The statement of assets must have a certification issued by an independent public accountant regarding the content and other declared aspects.
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6.3.1.2. Copies of the sworn statements for the last three years submitted to the Federal Administration of Public Revenue for Income Tax and Personal Assets Tax or those that replace or supplement them, with the respective submission receipts, in the case of subjects obligated to those taxes or, otherwise, a sworn statement that it is not a subject covered.
Certification issued by an independent public accountant, stating that the company has the necessary available funds to meet the contribution or the obligations arising from the operation in question, as the case may be, and the origin of such available funds when they do not come from income from asset sales. In the event of having irrevocable contributions on account of future capital integrations, information must be provided on the procedures carried out or to be carried out for their capitalization and, additionally, present the information corresponding to the persons who made the contributions, as indicated in point 6.2.
For situations covered by Sections 2 to 4, if at the time of submitting the authorization request the company does not have sufficient liquid funds to carry out the capital contributions, the assets to be realized to obtain the resources must be indicated. At the time of each integration, a certification issued by an independent public accountant must be accompanied.
The SEFyC will evaluate the information arising from the elements of judgment referred to in the preceding points. The analysis to be carried out shall aim to verify that from the declared financial situation, sufficient solvency and liquidity is evidenced to allow compliance with the contributions committed for the capital integration, as well as to face the other obligations that correspond to them as shareholders in the future – in the case of the situations provided for in Sections 2, 3 and 4 –; or the commitments assumed provided for in Section 5, and that, essentially, such capacity comes from usual sources such as income from personal work or commercial activity, the company's business – if applicable –, income or realization of assets previously entered into the patrimony. In this framework, it may be considered that adequate own solvency is not possessed when it is feasible to presume that the resources have been provided by third parties or generated by other types of operations with the purpose of simulating such solvency, according to the evaluation carried out.
The criminal record certificates requested must have been issued by the National Registry of Recidivism within the 5 business days prior to the date of their submission to the BCRA.
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In the cases of natural persons who have their real domicile abroad, the equivalent certificate issued by the competent governmental authority of the country where they reside must also be submitted, as provided in point 6.4.3.
In all cases, copies of the required documentation (contracts, legal provisions, etc.) must be certified by a public notary.
6.4.3.1. The signatures of the intervening foreign authorities must be certified by the Consulate of the Argentine Republic in the respective country or legalized by the apostille system, in the cases of countries that have signed and ratified the Hague Convention of 05.10.1961.
6.4.3.2. When applicable, the documentation in its original language must be accompanied by its translation into Spanish, made by a registered public translator.
The signatures of the professionals whose intervention is required in the preceding provisions must be legalized by the respective professional councils or associations.
Financial entities may only contract or use, as applicable, the valuables transport service provided by valuables transport companies authorized by the BCRA included in the list disseminated by the SEFyC.
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AUTHORIZATION AND COMPOSITION OF THE CAPITAL OF FINANCIAL ENTITIES B.C.R.A.
Section 7. Special information.
Financial entities incorporated in the country must provide the SEFyC with a detail, in accordance with the provisions established for this purpose in the pertinent reporting regime, of the companies or entities in the country or abroad linked to shareholders that hold 5% or more of the capital stock and/or of the total votes of instruments with voting rights issued by the financial entity and of the companies or entities in the country or abroad linked to the directors – or equivalent authority –, including the maximum local responsible in the case of branches in the country of foreign financial entities, trustee or members of the Supervisory Council and persons who perform functions of general manager or deputy general manager – or equivalents – in the entity. Those companies will be included even if they do not operate with the entity. The situation as of 30.6 and 31.12 of each year shall be provided no later than the following 31.7 and 31.1.
In the cases of entities whose shares are included in the public offering regime, the information on the companies or entities in the country or abroad linked to the holders of 5% or more of the capital stock and/or of the total votes of instruments with voting rights issued by the entity, must be provided only when it is verified that as of 30.6 or 31.12 the participation has been maintained for a period greater than 6 months. This will be applicable when dealing with persons who exclusively acquire the status of shareholders through transactions carried out with securities offered publicly and provided that the participation does not grant control or controlling influence.
Changes in participations will also be reported within 30 calendar days of their occurrence when at any time during the calendar half-year the transactions result in the possession of percentages exceeding 5%, even if they are not reached at the end of that period. In these cases, the SEFyC may require, if in its judgment it is justified, the submission of information on related persons.
The definitions of "relationship" contained in point 2.2. of the rules on "Credit risk diversification" will apply.
The information referred to in point 7.1.1. must be based on the sworn statements whose submission financial institutions must require from the persons indicated in said point, which must be made in accordance with the models included in point 7.1.2.4.
The sworn statements must be submitted in duplicate. The original will be sent by the financial institution to the SEFyC within 5 calendar days following the date of its submission, while the copy will be given to the submitter with proof of receipt.
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The sworn statements must be submitted to the financial institution by the obligated persons as indicated below:
i) Shareholders: before any subscription of shares.
ii) Other obligated persons: before taking on their respective duties.
This is without prejudice to the updates that must be submitted due to changes in the originally declared situation, which must be reported to the financial institution within 5 calendar days following the date on which they occurred.
Failure to submit the sworn statements will result in the application of the provisions of article 41 of the Financial Institutions Law with respect to the obligated persons.
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| CENTRAL BANK OF THE ARGENTINE REPUBLIC SUPERINTENDENCE OF FINANCIAL AND EXCHANGE INSTITUTIONS | SWORN STATEMENT OF SHAREHOLDERS, MEMBERS OF THE MANAGEMENT AND CONTROL BODIES, STATUTORY AUDITORS AND GENERAL MANAGERS AND DEPUTY GENERAL MANAGERS OF THE FINANCIAL INSTITUTION ON THE NON-EXISTENCE OF RELATIONSHIP WITH COMPANIES OR ENTITIES OF THE COUNTRY OR ABROAD |
|---|---|
| INSTITUTION: | |
| The undersigned (1), (2), who will serve as (1) the institution in the capacity of (3), declares under oath that the data provided herein are correct, complete and a faithful expression of the truth and that, in accordance with the relationship guidelines provided in points 2.2.1., 2.2.2. and 2.2.3. of the rules on "Credit risk diversification", he/she has/the firm he/she represents has (1) no relationship with any company, bank or other financial institution, of the country or abroad. | |
| Furthermore, he/she assumes the commitment to report any modification that occurs in this regard, within five calendar days of its occurrence, by submitting a new sworn statement which will also be integrated, even if no events occur that imply altering the situation, reporting the status as of 30.6 and 31.12 of each year. | |
| Date: | Signature: |
| Document: Type (4) | No. Country and Issuing Authority (5): |
| Capacity invoked (6): | |
| Name of the legal entity (7): | |
| C.U.I.T./C.U.I.L. (1) No.: | |
| We certify that the preceding signature matches the one registered in our books/was placed in our presence (1). | |
| (Seal of the institution and signatures of two authorized officers) | |
| Observations: | |
| (1) Strike out what does not apply. | |
| (2) In the case of natural persons obligated to submit this statement, complete with their first and last name, even if a representative signs on their behalf. | |
| (3) Indicate shareholder, director -or equivalent authority-, member of the Board of Directors, statutory auditor, general manager, deputy general manager. | |
| (4) Indicate the type of document in accordance with those admitted in the rules on "Identification documents in force". | |
| (5) Complete only in the case of foreigners who do not have residence in the country. | |
| (6) Indicate holder, legal representative, attorney. When dealing with an attorney, the power granted must be broad and general and be in force at the date on which this statement is signed. | |
| (7) Complete only in cases where the signer does so in the capacity of attorney or legal representative of a legal entity. | |
| This statement will be completed in duplicate, the one intervened by the financial institution will serve as proof of receipt of this statement. |
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| CENTRAL BANK OF THE ARGENTINE REPUBLIC SUPERINTENDENCE OF FINANCIAL AND EXCHANGE INSTITUTIONS | SWORN STATEMENT ON COMPANIES OR ENTITIES OF THE COUNTRY OR ABROAD RELATED TO SHAREHOLDERS, MEMBERS OF THE MANAGEMENT AND CONTROL BODIES, STATUTORY AUDITORS AND GENERAL MANAGERS AND DEPUTY GENERAL MANAGERS OF THE FINANCIAL INSTITUTION |
|---|---|
| INSTITUTION: | |
| The undersigned (1), (2), who will integrate (1) the entity in the capacity of (3), declares under oath that the data provided herein are correct, complete and a faithful expression of the truth and that, in accordance with the linking guidelines set forth in points 2.2.1., 2.2.2. and 2.2.3. of the rules on "Fractioning of credit risk", the companies, banks or other financial institutions, domestic or foreign, to which the undersigned/the firm he/she represents is linked (1) are limited to those reported in the Annex that forms part of this declaration and that, therefore, the existence of a link under said regulations is not verified in any other case. | |
| Furthermore, he/she undertakes to report any modification that occurs in this regard, within five calendar days of its occurrence, by submitting a new sworn declaration that will also integrate, even if no events that imply altering the situation are verified, reporting the status as of 30.6 and 31.12 of each year. | |
| Date: | Signature: |
| Document: Type (4) No. Country and Issuing Authority (5): | |
| Capacity invoked (6): | |
| Name of the legal entity (7): | |
| C.U.I.T./C.U.I.L. (1) No.: | |
| We certify that the preceding signature matches the one registered in our books/was placed in our presence (1). | |
| (Seal of the entity and signatures of two authorized officers) | |
| Observations: | |
| (1) Strike out what does not apply. (2) In the case of natural persons obliged to submit this declaration, complete with their first and last name, even when a proxy signs on their behalf. (3) Indicate shareholder, director -or equivalent authority-, member of the Board of Directors, statutory auditor, general manager, deputy general manager. (4) Indicate the type of document according to those admitted in the rules on "Identification documents in force". (5) Complete only in the case of foreigners who do not have residence in the country. (6) Indicate holder, legal representative, proxy. When it is a proxy, the power granted must be broad and general and be in force at the date on which this declaration is signed. (7) Complete only in cases where the signer does so in the capacity of proxy or legal representative of a legal entity. | |
| This declaration must be completed in duplicate, and the copy intervened by the financial entity will serve as proof of receipt of this declaration. |
Financial entities must require each of the shareholders, domestic or foreign, or, as the case may be, group of shareholders that controls it, to prepare semi-annual consolidated financial statements of the group or economic conglomerate they form, with an auditor's report. Such financial statements must be submitted to the SEFyC within 120 calendar days after the end of each semester, except for the exceptions determined by the Superintendent.
Version: 1st. COMMUNICATION "A" 6129
Effective date:
28/12/2016
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The preceding information requirement is not applicable when the shareholders or group of shareholders have the status of a financial entity, domestic or foreign, provided that in the country of origin there is a consolidated supervision regime. In the case of consolidated financial statements of foreign groups, they must be audited by firms of recognized prestige.
The definitions of "economic conglomerate" and "control" contained in points 2.3. and 2.2.1. of the rules on "Fractioning of credit risk" shall apply.
Financial entities must require the annual submission of sworn declarations regarding their kinship relationships, according to the model contained in point 7.3.4., from the following persons:
7.3.1.1. Shareholders holding 5% or more of the capital stock and/or of the total votes of the voting instruments issued by the financial entity.
7.3.1.2. Directors –or equivalent authority– and the highest local officer of the branches of foreign financial entities.
7.3.1.3. Statutory auditor or members of the Supervisory Board.
7.3.1.4. General manager and deputy general manager or equivalents.
7.3.1.5. External auditor.
The entity must retain the sworn declarations for the purposes of the controls that the statutory auditor must periodically perform in accordance with the regulations in force on the matter.
The falsity of the data contained in the declarations of the aforementioned members and external auditor of the financial entity shall make those who sign them liable to the penalties provided for in article 296 of the Penal Code.
Version: 1st. COMMUNICATION "A" 6129
Effective date:
28/12/2016
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CENTRAL BANK OF THE ARGENTINE REPUBLIC
| CENTRAL BANK OF THE ARGENTINE REPUBLIC SUPERINTENDENCY OF FINANCIAL AND EXCHANGE ENTITIES | SWORN DECLARATION ON RELATIVES OF SHAREHOLDERS, MEMBERS OF THE MANAGEMENT AND CONTROL BODIES, STATUTORY AUDITORS AND GENERAL AND DEPUTY GENERAL MANAGERS AND EXTERNAL AUDITORS OF THE FINANCIAL ENTITY | ||
|---|---|---|---|
| ENTITY: | |||
| The undersigned (1), (2), in the capacity of (3), declares under oath that the data provided herein are correct, complete and a faithful expression of the truth and acknowledges that he/she will be liable to the penalties provided for in article 296 of the Penal Code in the event of falsity of the content of this declaration. | |||
| Furthermore, he/she undertakes to report any modification that occurs in this regard, within five calendar days of its occurrence, by submitting a new sworn declaration. | |||
| LIST OF RELATIVES (5): | |||
| Last name and first names | Type and No. of document (4) | Country and issuing authority (6) | Degree of kinship |
| .................................................................................................................................................................. | |||
| .................................................................................................................................................................. | |||
| .................................................................................................................................................................. | |||
| .................................................................................................................................................................. | |||
| Date: | Signature: | ||
| Document: Type (4) | No. | ||
| Capacity invoked (7): | |||
| C.U.I.T./C.U.I.L. No.: | |||
| We certify that the foregoing signature matches the one registered in our books/was placed in our presence (1). | |||
| Observations: | |||
| (1) Strike out what does not apply. | |||
| (2) Complete with the first and last names of the natural persons obliged to submit this declaration, even when a proxy signs on their behalf. | |||
| (3) Indicate shareholder, director -or equivalent authority-, member of the Board of Directors, statutory auditor, general manager, deputy general manager, external auditor. | |||
| (4) Indicate the type of document according to those admitted in the rules on “Valid identification documents”. | |||
| (5) Indicate spouse and all relatives up to the second degree of consanguinity or first degree of affinity. If the space provided is insufficient, complete the information on a supplementary sheet, which shall be considered an integral part of this declaration. | |||
| (6) Complete only in the case of foreigners who do not have residence in the country. | |||
| (7) Indicate holder, legal representative, proxy. In the case of a proxy, the power of attorney granted must be broad and general and be valid on the date on which this declaration is signed. | |||
| This declaration shall only be completed by natural persons. It shall be submitted in duplicate, and the copy intervened by the financial institution shall serve as proof of receipt of this declaration. |
Subsidiaries of foreign financial entities shall provide the information that the BCRA or the SEFyC request from them regarding operations that the controlling entity, branches and subsidiaries in other countries carry out with residents in the country, with or without their intervention or for their account and order, with the scope, form and frequency established by the BCRA or the SEFyC.
Version: 1st COMMUNICATION “A” 6129
Effective date:
28/12/2016
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B.C.R.A.
ORIGIN OF THE PROVISIONS CONTAINED IN THE RULES ON “AUTHORIZATION AND COMPOSITION OF THE CAPITAL OF FINANCIAL ENTITIES”
CONSOLIDATED TEXT SOURCE RULE
Sect. Point Para. Comm. Annex Chap. Sect. Point Para.
OBSERVATIONS
1.1.1. “A” 2241 I 1. 2nd According to Comm. “A” 4368,
5107 and 5841.
1.1.1.1. “A” 2241 I 1. 2nd According to Comm. “A” 4368,
5107 and 5841.
1.1.1.2. “A” 2241 I 1. 2nd According to Comm. “A” 4368,
5107 and 5841.
1.1.2. “A” 4712 According to Comm. “A” 6129.
1.1.3. “A” 2241 I 1. 1st According to Comm. “A” 6129.
1.2. “A” 2241 I 1. 1.1.4.
1.
1.3. “A” 5355 9.
2.1. 1st “A” 2241 I 1. 1st
last “A” 2241 I 1. 1.5.
According to Comm. “A” 6129.
2.2. “A” 2241 I 1. last
2.3. “A” 6129
2.3.1. “A” 2241 I 1. 1.1.3. According to Comm. “A” 5785.
2.3.2. “A” 2241 I 1. 1.1.2. According to Comm. “A” 4061,
4284, 5248, 5345,
5485, 5785 and 6129.
1st “A” 2241 I 1. 1.6.
1.6.1.
2.3.3. 1st According to Comm. “A” 6129.
last “A” 2241 I 1. 1.6.4.
2.3.4. “A” 2241 I 1. 1.1.5. According to Comm. “A” 6129.
2.4. 1st “A” 2241 I 1. 1.2.1. According to Comm. “A” 2940 and
6129.
2.4.1. “A” 2241 I 1. 1.2.1. According to Comm. “A” 2940 and
6129.
2.4.2. “A” 2241 I 1. 1.2.2.2. According to Com. “A” 6129.
2.4.3. “A” 2241 I 1. 1.2.2.1.
2.4.4. “A” 2241 I 1. 1.2.2.3.
2.4.5. “A” 2241 I 1. 1.2.2.5.
2.4.6. “A” 2241 I 1. 1.2.2.4. 1°
1° “A” 2241 I 1. 1.2.2.4. 1°
“A” 2241 I 4. 4.2.3.2.1. 1° According to Com. “A” 4510.
2.4.7.
2° “A” 2241 I 1. 1.2.2.4. último According to Com. “A” 6129.
2.4.7.1. “A” 2241 I 1. 1.2.2.4.1. According to Com. “A” 6129.
2.4.7.2. “A” 2241 I 1. 1.2.2.4.2. According to Com. “A” 6129.
2.4.7.3. “A” 2241 I 1. 1.2.2.4.3. According to Com. “A” 5485 and
6129.
2.4.7.4. “A” 2241 I 1. 1.2.2.4.4. According to Com. “A” 6129.
2.4.7.5. “A” 2241 I 1. 1.2.2.4.5.
2.4.8. “A” 2241 I 1. 1.2.2.6. According to Com. “A” 5248,
5485, 5785 and 6129.
2.4.8.1. “A” 2241 I 1. 1.2.2.6. According to Com. “A” 5248,
5485, 5785 and 6129.
2.
2.4.8.2. “A” 2241 I 1. 1.2.2.6. According to Com. “A” 5248,
5485, 5785 and 6129.
AUTHORIZATION AND CAPITAL COMPOSITION OF FINANCIAL ENTITIES
| UPDATED TEXT | SOURCE RULE | OBSERVATIONS | |||||||
| Sect. | Point | Para. | Com. | Annex | Chap. | Sect. | Point | Para. | |
| 2.4.8.3. | “A” 2241 | I | 1. | 1.2.2.6. | According to Com. “A” 5248, 5485, 5785 and 6129. | ||||
| 2.4.8.4. | “A” 2241 | I | 1. | 1.2.2.7. | 1° | According to Com. “A” 5485. | |||
| 2.4.9. | 1° | “A” 2241 | I | 1. | 1.2.2.8. | ||||
| 2.4.10. | “A” 2241 | I | 1. | 1.2.2.9. | |||||
| 2.4.11. | “A” 2241 | I | 1. | 1.2.2.10. | |||||
| 2.4.12. | “A” 2241 | I | 1. | 1.6. | 1° | ||||
| “A” 2241 | I | 1. | 1.6.2. | 1° | |||||
| 2.4.12.1. | “A” 2241 | I | 1. | 1.6.2.1. | |||||
| 2.4.12.2. | “A” 2241 | I | 1. | 1.6.2.2. | According to Com. “A” 6129. | ||||
| 2.4.12.3. | “A” 2241 | I | 1. | 1.6.2.3. | According to Com. “A” 6129. | ||||
| 2.4.12.4. | “A” 2241 | I | 1. | 1.6.2.4. | |||||
| 2.4.12.5. | “A” 2241 | I | 1. | 1.6.2.5. | According to Com. “A” 6129. | ||||
| 2.4.13. | “A” 2241 | I | 1. | 1.1.1. | According to Com. “A” 5006 and 5133 and 6129. | ||||
| 2.5. | “A” 2241 | I | 1. | 1.2.1. | According to Com. “A” 2940. | ||||
| 2.6. | “A” 2241 | I | 1. | 1.1.1. | 1° and 2° | ||||
| 2.7. | "A" 2241 | I | 1. | 1.4.3. | 1° | According to Com. "A" 2940, 4368. | |||
| 2.8.1. | "A" 2241 | I | 1. | 1.4.3. | last | According to Com. "A" 2940, 4368. | |||
| 2.8.2. | "A" 2241 | I | 1. | 1.4.3. | 1° | According to Com. "A" 2940, 4368, item 4. and 6129 | |||
| 2.9. | 1° | "A" 2241 | I | 1. | 1.4.1. | ||||
| 2.9.1. | "A" 2241 | I | 1. | 1.3.1. | 1° | According to Com. "A" 4368. | |||
| 2.9.2. | "A" 2241 | I | 1. | 1.3.1. | According to Com. "A" 4368 and 6129. | ||||
| 2.9.3. | "A" 2241 | I | 1. | 1.4.1. | According to Com. "A" 6129. | ||||
| "A" 2241 | I | 1. | 1.4.1.6. | ||||||
| 2.9.3.1. | "A" 2241 | I | 1. | 1.4.1.1. | According to Com. "A" 6129. | ||||
| 2.9.3.2. | "A" 2241 | I | 1. | 1.4.1.2. | According to Com. "A" 6129. | ||||
| 2.9.3.3. | "A" 2241 | I | 1. | 1.4.3. and 1.4.1.6. | According to Com. "A" 4368 and 6129. | ||||
| 2.9.3.4. | "A" 2241 | I | 1. | 1.4.1.3. | According to Com. "A" 6129. | ||||
| 2.9.3.5. | "A" 2241 | I | 1. | 1.4.1.4. | |||||
| 2.9.3.6. | "A" 2241 | I | 1. | 1.6.3. | |||||
| 2.9.3.7. | "A" 2241 | I | 1. | 1.4.1.5. | |||||
| 2.9.3.8. | "A" 4557 | I | 1. | 1.4.1.8. | According to Com. "A" 4649. | ||||
| 2.9.4. | 1° | "A" 2241 | I | 1. | 1.3.2. | ||||
| 2.9.4.1. | "A" 2241 | I | 1. | 1.3.2. | |||||
| 2.9.4.2. | 1° | "A" 2241 | I | 1. | 1.3.2. | ||||
| last | "A" 2241 | I | 1. | 1.3.3. | |||||
| 2. | |||||||||
| 2.9.5. | "A" 2241 | I | 1. | 1.4.1.6. |
AUTHORIZATION AND COMPOSITION OF THE CAPITAL OF FINANCIAL ENTITIES
| ORDERED TEXT | SOURCE RULE | OBSERVATIONS | ||||||
|---|---|---|---|---|---|---|---|---|
| Sec. | Point | Para. | Comm. | Annex Ch. Sec. | Point | Para. | ||
| 2. | 2.10. | “A” 2241 | I | 1. | 1.4.2. | |||
| 2.11. | “A” 5485 | 7. | According to Comm. “A” 5785. | |||||
| 3.1. | “A” 2241 | I | 2. | 2.1.1. | ||||
| 3.2. | “A” 3197 | 3., 4. and 6. | ||||||
| 3.2.1. | “A” 3197 | 3. | ||||||
| 3.2.1.1. | “A” 3197 | 3.1. | ||||||
| 3.2.1.2. | “A” 3197 | 3.2. | ||||||
| 3.2.1.3. | “A” 3197 | 3.3. | ||||||
| 3.2.2. | “A” 3197 | 4. | ||||||
| 3.2.2.1. | “A” 3197 | 4. | ||||||
| 3.2.2.2. | “A” 3197 | 4. | ||||||
| 3.2.3. | “A” 3197 | 5. | ||||||
| 3.3.1. | “A” 2241 | I | 2. | 2.1.1. | ||||
| 3.3.2. | “A” 2241 | I | 2. | 2.1.2. | ||||
| 3.3.3. | “A” 2241 | I | 2. | 2.1.3. | According to Com. “A” 6129. | |||
| 3.4. | 1° | “A” 2241 | I | 2. | 2.2.1. and 2.1.4. | According to Com. “A”3178 and 6129. | ||
| 3.4.1. | “A” 2241 | I | 2. | 2.2.1.1. | ||||
| 3.4.2. | “A” 2241 | I | 2. | 2.2.1.3. | ||||
| 3.4.3. | “A” 2241 | I | 2. | 2.2.1.2.1. | According to Com. “A” 6129. | |||
| 3.4.4. | “A” 3178 | 1. | According to Com. “A” 6129. | |||||
| 3.4.5. | “A” 2241 | I | 2. | 2.2.1.2. | ||||
| 3.4.5.1. | “A” 2241 | I | 2. | 2.2.1.2.1. | ||||
| 3.4.5.2. | “A” 2241 | I | 2. | 2.2.1.2.2. | ||||
| 3.4.6. | “A” 2241 | I | 2. | 2.2.1.5. | According to Com. “A” 6129. | |||
| 3.4.7. | “A” 2241 | I | 2. | 2.2.1.6. | ||||
| 3.4.8. | “A” 2241 | I | 2. | 2.1.2. | Pursuant to Com. “A” 4510. | |||
| “A” 2241 | I | 4. | 4.2.3.2.1. | 1° | ||||
| 3.4.9.1. | “A” 2241 | I | 2. | 2.2.1.4. | ||||
| 3.4.9.2. | “A” 2241 | I | 2. | 2.2.1.8. | Pursuant to Com. “A” 6129. | |||
| 3.4.9.3. | “A” 2241 | I | 2. | 2.2.1.7. | Pursuant to Com. “A” 5485, 5785 and 6129. | |||
| 3.4.9.4. | “A” 2241 | I | 2. | 2.2.1.9. | ||||
| 3.5. | 1° | “A” 2241 | I | 2. | 2.3. | |||
| 3.5.1. | “A” 2241 | I | 2. | 2.3.1. | ||||
| 3.5.2. | “A” 2241 | I | 2. | 2.3.2. | Pursuant to Com. “A” 6129. | |||
| 3.5.3. | “A” 2241 | I | 2. | 2.3.3. | ||||
| 3.5.4. | “A” 2241 | I | 2. | 2.3.4. | ||||
| 3.6.1. | “A” 2241 | I | 4. | 4.2.2. | 1° | According to Com. “A” 6129. | ||
| 3.6.2. | “A” 2241 | I | 4. | 4.2.2. | 2° | According to Com. “A” 6129. | ||
| 3.6.2.1. | 1° | “A” 2241 | I | 4. | 4.2.2.1. | According to Com. “A” 6129. | ||
| last | “A” 2241 | I | 4. | 4.2.2.2. | last | According to Com. “A” 6129. | ||
| 3.6.2.2. | “A” 2241 | I | 4. | 4.2.2.2. | 1° | According to Com. “A” 6129. | ||
| 3.6.3. | “A” 2241 | I | 4. | 4.2.2. | penultimate | |||
| 3.6.4. | “A” 2241 | I | 4. | 4.2.2. | last | |||
| 3.7. | “A”2241 | I | 2. | 2.4. | ||||
| 4. | 4.1. | “A” 2241 | I | 3. | 3.1. |
3.
AUTHORIZATION AND COMPOSITION OF THE CAPITAL OF FINANCIAL ENTITIES
| ORDERED TEXT | SOURCE RULE | OBSERVATIONS | |||||||
| Sec. | Point | Para. | Comm. | Annex | Chap. | Sec. | Point | Para. | |
| 4.2. | “A” 2241 | I | 3. | 3.2. | Pursuant to Comm. “A” 6129. | ||||
| 4.2.1. | “A” 2241 | I | 3. | 3.2.1. | Pursuant to Comm. “A” 6129. | ||||
| 4.2.2. | “A” 2241 | I | 3. | 3.2.2. | Pursuant to Comm. “A” 4052 and 6129. | ||||
| 4.2.3. | “A” 2241 | I | 3. | 3.2.3. and 3.2.4. | |||||
| 4.2.4. | “A” 2241 | I | 3. | 3.2.5. | |||||
| 4.2.5. | “A” 2241 | I | 3. | 3.2.6. | |||||
| 4.2.6. | “A” 2241 | I | 3. | 3.2.7. | Pursuant to Comm. “A” 6129. | ||||
| 4.2.7. | “A” 3178 | 2. | Pursuant to Comm. “A” 5345 and 6129. | ||||||
| 4.2.8. | “A” 3901 | II | 1.3. | According to Com. “A” 6129. | |||||
| 4.2.9. | “A” 5345 | 5. | |||||||
| 4.3. | 1° | “A” 2241 | I | 3. | 3.3.1. | According to Com. “A” 6129. | |||
| 4.3.1. | “A” 2241 | I | 3. | 3.3.1. | |||||
| 4.3.2. | 1° | “A” 2241 | I | 3. | 3.3.1. | ||||
| 4.3.2.1. | “A” 2241 | I | 3. | 3.3.1.1. | |||||
| 4.3.2.2. | “A” 2241 | I | 3. | 3.3.1.2. | |||||
| 4.3.2.3. | “A” 2241 | I | 3. | 3.3.1.3. | |||||
| “A” 2241 | I | 4. | 4.2.3.2.1. | 1° | |||||
| 4.3.2.4. | “A” 2241 | I | 3. | 3.3.1.4. | |||||
| 4.4. | 1° | “A” 2241 | I | 3. | 3.4. | 1° | According to Com. “A” 6129. | ||
| 4.4.1. | “A” 2241 | I | 3. | 3.4.1. | According to Com. “A” 6129. | ||||
| 4.4.2. | “A” 2241 | I | 3. | 3.4.2. | According to Com. “A” 6129. | ||||
| 4.4.3. | “A” 2241 | I | 3. | 3.4.3. | According to Com. “A” 6129. | ||||
| 4.4.4. | “A” 2241 | I | 3. | 3.4.4. | |||||
| 4.4.5. | “A” 2241 | I | 3. | 3.4.5. | |||||
| 4. | |||||||||
| 4.5. | “A” 2241 | I | 4. | 4.2.1. | According to Com. “A” 6129. | ||||
| 5.1. | “A” 3197 | 6. | According to Com. “A” 6129. | ||||||
| 5.1.1. | “A” 3197 | 1. | |||||||
| 5.1.1.1. | “A” 3197 | 1.1. | |||||||
| 5.1.1.2. | “A” 3197 | 1.2. | |||||||
| 5.1.1.3. | “A” 3197 | 1.3. | |||||||
| 5.1.2. | 1° | “A” 3197 | 2. | ||||||
| 5.1.2.1. | “A” 3197 | 2.1. | |||||||
| 5.1.2.2. | “A” 3197 | 2.2. | |||||||
| 5.1.2.3. | “A” 3197 | 2.3. | |||||||
| 5.1.2. | last | “A” 3197 | 2. | last | |||||
| 5.2. | “A” 2241 | V | 1. | 1.1., 1.4. and 1.5. | 1°and 4° | Pursuant to Com. “A” 4510, 5006 and 6129. | |||
| 5.2.1. | “A” 2241 | V | 1. | 1.4. | |||||
| 5.2.2. | “A” 2241 | V | 1. | 1.3. | Pursuant to Com. “A” 6129. | ||||
| 5.2.3. | “A” 5006 | 1. | Pursuant to Com. “A” 5133. | ||||||
| 5.2.4. | “A” 3901 | II | 1.3. | Pursuant to Com. “A” 6129. | |||||
| 5. | |||||||||
| 5.3.1. | “A” 2241 | V | 1. | 1.1. | 1°and 4° | Pursuant to Com. “A” 4510, 5006 and 6129. |
AUTHORIZATION AND COMPOSITION OF THE CAPITAL OF FINANCIAL ENTITIES
| CONSOLIDATED TEXT | SOURCE RULE | OBSERVATIONS | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Sec. | Point | Para. | Com. | Annex | Chap. | Sec. | Point | Para. | |
| 5.3.2.1. | “A” 2241 | V | 1. | 1.4. | |||||
| 5.3.2.2. | “A” 2241 | V | 1. | 1.1. | 1° | According to Com. “A” 4510, 5006 and 6129. | |||
| 5.3.3.1. | “A” 2241 | V | 1. | 1.1. | 1° | According to Com. “A” 4510 and 5006. | |||
| 5.3.3.2. | “A” 2241 | V | 1. | 1.1. | 1° | According to Com. “A” 4510, 5006 and 6129. | |||
| 5.3.4. | 1° | “A” 2241 | V | 1. | 1.1. | 5° | According to Com. “A” 4510. | ||
| 5.3.4.1. | i) | “A” 2241 | V | 1. | 1.1.1.1. | According to Com. “A” 4510. | |||
| ii) | “A” 2241 | V | 1. | 1.1.1.2. | According to Com. “A” 4510. | ||||
| iii) | “A” 2241 | V | 1. | 1.1.1.3. | According to Com. “A” 4510. | ||||
| 5.3.4.2. | 1° | “A” 2241 | V | 1. | 1.1.2.1. | 1° | According to Com. “A” 4510 and 6129. | ||
| i) | “A” 2241 | V | 1. | 1.1.2.1. | 1° | Pursuant to Com. “A” 4510 and 6129. | |||
| i) a) | “A” 2241 | V | 1. | 1.1.2.1. | 1° | Pursuant to Com. “A” 4510. | |||
| i) b) | “A” 2241 | V | 1. | 1.1.2.1. | 1° | Pursuant to Com. “A” 4510. | |||
| i) c) | “A” 2241 | V | 1. | 1.1.2.1. | 1° | Pursuant to Com. “A” 4510. | |||
| i) d) | “A” 5485 | 10. | Pursuant to Com. “A” 5785. | ||||||
| i) e) | “A” 2241 | V | 1. | 1.1.2.1. | 1° and 2° | Pursuant to Com. “A” 6129. | |||
| ii) | “A” 2241 | V | 1. | 1.1.2.2. and 1.2.2.5. | Pursuant to Com. “A” 4510 and 6129. | ||||
| iii) | “A” 2241 | V | 1. | 1.1.2.3. | Pursuant to Com. “A” 4510, 5248, 5485, 5785 and 6129. | ||||
| iv) | “A” 2241 | V | 1. | 1.1.2.4. | Pursuant to Com. “A” 4510, 5485 and 5785. | ||||
| last | “A” 2241 | V | 1. | 1.1.2. | last | Pursuant to Com. “A” 4510 and 6129. | |||
| 5.3.4.3. | i) | “A” 2241 | V | 1. | 1.1.3.1. | According to Com. “A” 6129. | |||
| ii) | “A” 2241 | V | 1. | 1.1.3.2. | According to Com. “A” 4510 and 6129. | ||||
| iii) | “A” 2241 | V | 1. | 1.1.3.3. | According to Com. “A” 4510 and 6129. | ||||
| iv) | “A” 2241 | V | 1. | 1.1.3.4. | |||||
| v) | “A” 2241 | V | 1. | 1.1.3.5. | |||||
| vi) | “A” 2241 | V | 1. | 1.1.3.6. | |||||
| 5.3.4.4. | i) | “A” 2241 | V | 1. | 1.1.4.1. | ||||
| ii) | “A” 2241 | V | 1. | 1.1.4.2. | According to Com. “A” 6129. | ||||
| 5.3.4.5. | “A” 2241 | V | 1. | 1.1.4.3. | |||||
| 5.3.5. | “A” 2241 | V | 1. | 1.1. | 2° | According to Com. “A” 4510, 5248, 5485 and 5785. | |||
| 5.3.5.1. | “A” 2241 | V | 1. | 1.1. | 2° | According to Com. “A” 4510 and 6129. | |||
| 5.3.5.2. | “A” 2241 | V | 1. | 1.1.4.4. | |||||
| 5.4.1. | “A” 2241 | V | 1. | 1.2. | 1° | According to Com. “A” 5006 and 6129. | |||
| 5.4.2. | “A” 2241 | V | 1. | 1.4. | |||||
| 5. | |||||||||
| 5.4.3. | “A” 2241 | V | 1. | 1.2. | 1° |
CENTRAL BANK OF THE ARGENTINE REPUBLIC
AUTHORIZATION AND COMPOSITION OF THE CAPITAL OF FINANCIAL ENTITIES ORDERED TEXT ORIGINATING NORM Sec. Point Par. Com. Annex Cap. Sec. Point Par.
OBSERVATIONS
5.4.4. “A” 2241 V 1. 1.2. last According to Com. “A” 5006.
5.5. “A” 2241 V 1. 1.2. 2° According to Com. “A” 6129.
5.6. “A” 2241 V 1. 1.7.
5.7. “A” 2241 V 1. 1.6.
5.
5.8. “A” 2241 V 1. 1.8.
6.1. “A” 2241 I 4. 4.1.1. a
4.1.2.
6.2. “A” 3135
“A” 4499
According to Com. “A” 5485,
5785 and 6129.
6.3. 1° “A” 2241 I
V
4.
1.
4.2.3.1.
1.1. 3°
According to Com. “A” 4510.
1°and “A” 2241 I 4. 4.2.3.2.1. 1°and 2° 2° “A” 2241 V 1. 1.1.2.1. 1° “A” 2241 I 4. 4.2.3.2.1. 2°and 3°
6.3.1.1.
3°a last “A” 2241 V 1. 1.1.2.1. lasts
According to Com. “A” 4510 and 6129.
6.3.1.2. “A” 2241 I 4. 4.2.3.2.2. According to Com. “A” 4510
and 6129.
6.3.2. “A” 2241 I 4. 4.2.3.3. According to Com. “A” 4510
and 6129.
6.3. last “A” 4510 1. and 2. According to Com. “A” 6129.
“A” 2241 I 1. 1.2.2.4.3.
“A” 2241 I 1. 1.2.2.7. 1°
“A” 2241 V 1. 1.1.2.4.
“A” 2241 V 1. 1.1.3.4.
1°
“A” 2241 V 1. 1.1.4.2.
According to Com. “A” 4510,
5485 and 5785.
“A” 2241 I 1. 1.2.2.7. last
6.4.1. last
“A” 2241 V 1. 1.1.2.4.
According to Com. “A” 4510,
5485 and 5785.
6.4.2. “A” 6129
“A” 2241 I 1. 1.2.2.7. last
“A” 2241 I 1. 1.6.2. 1°
6.4.3.1.
“A” 2241 V 1. 1.1.2.4.
According to Com. “A” 4510,
5485 and 5785.
“A” 2241 I 1. 1.2.2.7. last
“A” 2241 I 1. 1.6.2. 1°
6.4.3.2.
“A” 2241 V 1. 1.1.2.4.
According to Com. “A” 4510,
5485 and 5785.
6.4.4. “A” 6129
6.
6.5. “A” 5792 6.
7.1.1. “A” 2241 I 1. 1.7.1. According to Com. “A” 2573
and 6129.
7.1.2.1. 1° “A” 2241 I 1. 1.7.1. 2° According to Com. “A” 2573.
last “A” 2241 I 1. 1.7.1. 5° According to Com. “A” 2573.
7.1.2.2. 1° “A” 2241 I 1. 1.7.1. 3° According to Com. “A” 2573.
last “A” 2241 I 1. 1.7.1. 4° According to Com. “A” 2573.
7.1.2.3. “A” 2241 I 1. 1.7.1. 6° According to Com. “A” 2573.
7.1.2.4. i) “A” 2573 III According to Com. “A” 6129.
7. ii) “A” 2573 IV According to Com. “A” 6129.
AUTHORIZATION AND COMPOSITION OF THE CAPITAL OF FINANCIAL ENTITIES
CONSOLIDATED TEXT ORIGINATING NORM
Sec. Point Para. Com. Annex Cap. Sec. Point Para.
OBSERVATIONS
7.2. “A” 2241 I 1. 1.7.2. According to Com. “A” 6129.
7.3.1. “A” 2573 4. 1°and 2° According to Com. “A” 6129.
7.3.2. “A” 2573 4. 2°
7.3.3. “A” 2573 4. last
7.3.4. “A” 2573 V According to Com. “A” 6129.
7.
7.4. “A” 2822 2.
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