General Resolution SMV No. JD-2-20 of March 16, 2020 Establishing Special Considerations for Regulated Entities and Users of the Securities Market Superintendence to Mitigate COVID-19 Contagion Risk

Promulgated in Official Gazette No. 28983-A of March 18, 2020.

REPUBLIC OF PANAMA
BOARD OF DIRECTORS
SECURITIES MARKET SUPERINTENDENCE

General Resolution SMV No. JD-2-20
Of March 16, 2020

“Establishing special considerations for regulated entities and users of the Securities Market Superintendence to mitigate the risk of COVID-19 contagion”

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

CONSIDERING:

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

That the Board of Directors, in accordance with articles 5, 6, 10 (numeral 20), 19, and 20 of the Single Text of the Securities Market Law (hereinafter: Single Text), acts as the Highest Consultation, Regulation, and Policy-Setting Body of the Superintendence and has among its attributes the issuance of resolutions of general application, which must be published in the Official Gazette and enter into force from their promulgation, unless the Board of Directors establishes another date.

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

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

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

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

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

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

That given the situation the country is facing and what has been announced by the relevant Authorities regarding COVID-19, this Superintendence concludes that it is necessary to establish special considerations for the requirements and duties imposed on regulated entities through Agreements, which are consistent with the measures these must adopt to mitigate the risk of possible contagion and, in turn, are reciprocal with preserving the health of the Superintendence's officials and users, so that the provision of services and the fulfillment of administrative functions continue.

That COVID-19 has as its focus for propagation the concentration of people in a specific location, so that this Superintendence must seek to reduce, as much as possible, the gathering of people in its offices.

Therefore, the Board of Directors of the Securities Market Superintendence, using its legal powers,

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RESOLVES:

ARTICLE ONE: INFORM that the telework modality, contemplated by Law 126 of February 18, 2020, may be implemented by regulated entities, with issued licenses or registered with the Securities Market Superintendence, to fulfill the requirements established by the respective Agreements adopted.

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

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

ARTICLE TWO: EXTEND until April 30, 2020, the deadline for the submission of information by those regulated entities, with licenses or registered with the Securities Market Superintendence, whose original submission date falls within the months of March and April 2020.

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

Those reports that current Agreements determine must be submitted physically to the Securities Market Superintendence must be sent scanned, in PDF format, via the email: info@supervalores.gob.pa; therefore, physical submission at the offices of this Administrative Authority will not be necessary.

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

ARTICLE FOUR: CLARIFY that what is provided in articles two and three also applies to registered issuers, understood as: any issuer that has registered securities and registered investment companies with the Securities Market Superintendence.

ARTICLE FIVE: URGE regulated entities and users to send or submit their inquiries to the Securities Market Superintendence, via telephone or through the email: info@supervalores.gob.pa

ARTICLE SIX: VALIDITY. What is provided in this resolution will apply until April 30, 2020.
This resolution will enter into force from its promulgation in the Official Gazette.

LEGAL BASIS: articles 3, 5, 6, 10 (numeral 20), 19, and 20 of the Single Text of Decree-Law 1 of July 8, 1999. Law 126 of February 18, 2020.

NOTIFY, PUBLISH, AND COMPLY,

(fdo.) (fdo.)
Eduardo Lee Luis Chalhoub
President of the Board of Directors Secretary of the Board of Directors.
/aatencio.