Rule · BCR · 12 Dec 2012 · BOLPROS-OPE-LIQ
Stock Exchange Posts and Licensees must register products prior to negotiation, sign Commission Contracts, and submit Firm Offers in physical and electronic form. They must maintain chronological negotiation order files, ensure inquiries are resolved two business days before negotiation, and sign Sales Contracts within one business day (five for lots). Participants must use personal secret keys, respect base prices, and avoid self-bidding. Failure to sign contracts triggers guarantee execution, while system failures require immediate physical presence at Exchange headquarters.
OF THE EL SALVADOR PRODUCTS EXCHANGE, S.A. DE C.V.
GENERAL PROVISIONS
Art. 1. This instruction aims to regulate the process to be developed for transactions at the El Salvador Products Exchange, containing provisions regarding activities prior to trading, during trading, and the monitoring of closed contracts until their settlement.
Art. 2. Throughout this Instruction, the following expressions and definitions will be used:
a) Stockbrokers, referred to as: The broker or the brokers b) El Salvador Products Exchange, S.A. de C.V., referred to as: The Exchange. c) Real Operation Certificate: Document by which the carrying out of operations is authorized for a Stock Exchange Post or Licensee. d) Counteroffer: is an offer in which another previous one is changed or improved. e) Law of Products and Services Exchanges, referred to as: The Law. f) Technical Offer: Is a document that contains the technical terms of the products or services that the offeror declares to have and be willing to comply with, and submits it for the buyer's evaluation. g) Products and services Stock Exchange Posts, referred to as: The Stock Exchange Post or the post. h) Public Register: Is the entry of the products or services that will be subject to negotiation, approved by the Exchange under specific norms issued by it and of public knowledge. The registration of products and services is mandatory prior to their negotiation. i) Superintendence of the Financial System, referred to as: The Superintendence.
TYPES OF CONTRACTS ACCORDING TO DELIVERY TERM
Art. 3. The stock market operations carried out at the Exchange may be arranged through the following types of contracts:
a) Immediate delivery; b) Deferred delivery;
Art. 4. The immediate delivery sales contract results from a sales operation on products or services whose delivery must be made immediately or at the latest within three (3) business days following the negotiation. Under strict responsibility between the parties, contracts for the same day may be effected, which must be delivered on the same day of the negotiation.
Art. 5. The deferred delivery sales contract results from a sales operation on products or services that are available, and whose delivery will be made starting from the fourth business day after having been negotiated.
REGISTRATION OF PRODUCTS AND SERVICES
Art. 6. The Board of Directors of the Exchange will approve the registration of product or service categories in the public register. Stock Exchange Posts or Licensees may request the registration of products or services in this public register; the Exchange may also register them ex officio.
It is in the firm offers of purchase or sale where the characteristics and conditions of the products or services that will be subject to negotiation will be specified, according to the product or service categories approved by the Board of Directors.
The operations department will enter the products or services requested by Stock Exchange Posts or Licensees into the system.
Art. 7. The registration of a product or service in the public register is a prerequisite for its negotiation and may be requested by any interested party through a Stock Exchange Post or Licensee or may be ordered ex officio by the Exchange. If the registration is known by request of an interested party, the following requirements must be met:
a) The firm offer will serve as the request for the registration of the products or services detailed in it. b) That the products or services subject to registration are not prohibited by law. c) They must be included among the categories approved by the Board of Directors of the Exchange.
Art. 8. The public register will record the name, unit of measurement, category of the products or services, date and number of the Board of Directors meeting in which the negotiation of the product or service was authorized.
ON OPEN MARKET OPERATIONS
Art. 9. The open market corresponds to a type of sales operation of products or services, of immediate delivery or deferred delivery, in which buyer or seller clients act through the representation of Stock Exchange Posts. In this type of operations, Licensees may also participate. Open market negotiations are carried out through the public auction mechanism and the final prices are the result of the free play of supply and demand. This auction may take place in an electronic system or by voice.
CONTRACTS AND DOCUMENTS TO FORMALIZE EXCHANGE OPERATIONS
COMMISSION CONTRACT
Art. 10. Posts must sign a Commission Contract with their clients; this contract will serve to formalize their contractual relationship and is a requirement to participate in the negotiation process, presentation of samples, technical offers, and documentation required in firm offers. Posts are responsible for safeguarding the original contracts and having them available to the Exchange and to auditing entities, when these require them. The Exchange will provide the contract format, which will contain the minimum elements, of which each Stock Exchange Post will elaborate its own and must deposit it with the Superintendence in accordance with what is established in the Consumer Protection Law.
NEGOTIATION ORDER
Art. 11. Once the commission contract is signed, and to initiate the purchase or sale instructions of their clients, stock exchange posts will receive from them the negotiation orders (See Annex 1) duly signed, which must contain at least: a) client name, b) sequential number of pre-printed orders or printed directly from a computer system always with a sequential number, c) date and time the order is received, d) identity of the person sending the order, e) type of order, f) detail of the products or services, g) minimum or maximum prices, h) validity of the order.
The Stock Exchange Post must have a file of negotiation orders, ordered chronologically, which must be available to the Exchange and to the Superintendence.
FIRM OFFER
Art. 12. The Firm Offer is an official document presented to the Exchange, to buy or sell products or services under which the Stock Exchange Post or Licensee presenting it commits to comply with it according to the conditions stipulated in said document (See Annex 2).
The Firm Offer of Purchase or Sale must contain at least:
a) Detail of the products or services. b) Base Price. c) Technical Specifications d) Deadlines for delivery and payment. e) Documents necessary to offer. f) Presentation of samples or catalogs, as well as evaluation procedures.
g) Required guarantees
Stock Exchange Posts and Licensees must prepare the Firm Offer of Purchase or Sale, which will contain all the negotiation conditions and technical specifications of the products or services; this document must be presented in physical and electronic form to the Exchange.
The Exchange, in a time not greater than three business days, will review the firm offer presented and if there are observations, it will notify the interested party for the respective clarifications and modifications. If there are no observations, it will be published on the Exchange's website, where consultation times, presentation of samples, technical offers, and required documentation will be established.
At the time of publishing the firm offer, the Operations Department will assign a sequential number for its respective identification. The sequential number will reset each year.
INQUIRIES INTO PUBLISHED FIRM OFFERS
Art. 13. When publishing the firm offer, the maximum time to make inquiries will be established, which cannot be less than five business days. These will serve to clarify or expand data on the technical specifications or any other element detailed in the firm offer and its annexes.
For the purpose of ordering the inquiry process, the following guidelines must be followed:
1) The interested party may make inquiries via email and subsequently must submit them in writing, duly signed and stamped by the Agent. The inquiries will be directed directly to the Stock Exchange Post or Licensee that presented the Firm Offer, with a copy to all participants and to the Exchange.
2) Inquiries must be made as clearly and simply as possible, in a chronological order, similar to the drafting of the firm offer, mentioning the corresponding section.
3) Inquiries to different Firm Offers must not be mixed in the same letter.
4) The Stock Exchange Post must receive the observations from all its clients regarding the same Firm Offer, make a summary, and then draft a single document of inquiries.
5) The Stock Exchange Post or Licensee that presented the Firm Offer must respond to the inquiries at the latest two business days before the negotiation. Additionally, within the same deadline, it must present the offer with its modifications. The responses must be directed to all participants and to the Exchange.
6) The inquiries and the responses will be published in the bulletins, for greater transparency of the process.
TECHNICAL SPECIFICATIONS OF PRODUCTS OR SERVICES Art. 14. The technical specifications of each product or service will be contained in the firm offer document or its annexes.
These must be drafted without reference to brand names, catalog numbers, or types of equipment from a specific manufacturer or supplier; unless it is a unique manufacturer or supplier of the good or service subject to negotiation.
Art. 15. It is the responsibility of the Stock Exchange Posts or Licensees participating in the negotiations to comply with the technical specifications of the published firm offers.
In the commission contract signed between the client and the selling Stock Exchange Post, the client's obligations must include at least the following: a) providing all relevant product or service information for the transaction, b) that the client will be liable to the Stock Exchange Post for non-compliance with the technical specifications of the published offers.
Art. 16. When negotiations require the presentation of samples, technical offers, or additional documentation; this must be established in the firm offers. The technical evaluation or analysis of samples will be carried out according to the procedure established in said offers.
Art. 17. For a product sample to be taken into account for the evaluation process, it must respect the presentation conditions established in the Firm Offer; it is the responsibility of Stock Exchange Posts and Licensees that such samples meet the requirements.
If it is a requirement that the sample remains in the possession of the buyer client, it must be mentioned in the Firm Offer. Only the buyer client may keep the samples from the winning client, having to return the rest.
The evaluation of the samples may be carried out with or without the presence of those who presented said samples; this will be defined by the buyer.
Art. 18. If a sample or technical offer is not accepted, the technically justified reason for excluding it must be detailed. Likewise, in case the seller disagrees with the result, they have the right to request in writing from the Exchange a review of the results, exposing the grounds for such request. The request must be presented within a maximum deadline of one business day after the evaluation result has been notified.
For the purpose of a review, the Exchange will rely on specialists according to the type of product or service in question, and the costs incurred for these effects will be borne by the party that is not in the right. The Exchange will ensure that the costs of such evaluations are in line with market prices for the type of service required; for these purposes, the Exchange will request at least three quotes that meet the requirements and choose the lowest cost one. The negotiation will not begin until the review has been resolved.
Art. 19. When the buyer client accepts a technical offer or a catalog of a product or service, and these do not coincide exactly with what was initially required in the firm offer, but improve the technical specifications, if they result as the winner of the negotiation, these documents will be an integral part of the Sales Contracts, a copy of which must be attached. The winning (awarded) selling Stock Exchange Post or Licensee will be responsible for providing the copies to both the buyer and the Exchange.
The acceptance of the documents referred to is the strict responsibility of the buyer client.
Art. 20. When firm offers request the presentation of samples, technical offers, and documents, the deadline for the start of presentation of these cannot be less than five business days after the publication of said offer.
The presentation must be made directly at the facilities designated by the client, which will be recorded in the firm offer. The entire process of receiving these must be coordinated by the Stock Exchange Post presenting the firm offer.
Art. 21. The Exchange will publish on its website the firm offers authorized so that they are known to the entire public. Additionally, it will keep an internal record of firm offers presented by Stock Exchange Posts and Licensees, which will be ordered chronologically.
The publication time of the firm offers will be according to the type of product or service to be negotiated, which will be assigned by the Exchange when reviewing and authorizing the publication of said Offer. In any case, such publication will not be less than five business days.
Art. 21-A. (2)
In cases of national emergency, public calamity, or natural disaster, duly declared, the Board of Directors may agree to reduce deadlines and modify the procedures established in the preceding articles, with the purpose of satisfying the contracting needs of goods and services linked to the declared emergency, calamity, or natural disaster. In these cases, the commissions charged by the Exchange will be those in effect at the time of the emergency declaration unless a lower commission is defined. (2)
The above must be made known to the Superintendence of the Financial System, at the latest three business days after having been approved by the Board of Directors. (2)
Art. 22. Negotiation rounds may be carried out through an electronic system or by voice; the latter will take place in the premises of the Exchange or any other place designated by it, provided they are public meetings where all authorized participants have access and freedom to intervene, have information available, and the price is determined in a public auction.
Both negotiation sessions will be directed by a Trading Floor Director, who will have the following functions:
a) Administer the start and development of negotiation rounds, ensuring that all technical aspects are functioning correctly.
b) Ensure compliance with ethical and behavioral norms during the development of exchange sessions.
c) Establish improvements in bid ranges to expedite negotiation.
d) Make verbal reprimands for improper behavior of participants within negotiation sessions.
e) Report to the superior hierarchical any abnormality that arises during the development of the session.
f) Cancel operations when requested by interested parties, in accordance with this instruction.
g) Sign a minutes document at the end of each negotiation round, in which what happened in it will be recorded.
Art. 23. Negotiation Rounds may be carried out through the electronic system, previously authorized by the Board of Directors of the Exchange, which will be provided by the Exchange and to which all Stock Exchange Posts and Licensees will have access, provided they have met the minimum technology requirements required by the Exchange for the proper functioning of said system.
Art. 24. Ordinary negotiation hours and cases in which the General Manager may call extraordinary sessions will be determined by agreement of the Board of Directors of the Exchange, which must be notified to the participants of the Exchange, to the Superintendence, and be disseminated through the Exchange's website twenty-four hours after being approved by the Board of Directors.
The General Manager will call extraordinary sessions to hold negotiation rounds when the conditions established by the Board of Directors are met; communicating the hours in a period not less than twenty-four hours before the start of the negotiation round, except in case of fortuitous event, force majeure, or national emergency.
Art. 25. Stock Exchange Posts and Licensees certified by the Exchange, through their Agents, will introduce their offers into the electronic negotiation system, provided that the base prices established in the firm offers are respected; otherwise, the offers will not be accepted by the system.
The system will have two matching priorities: best price and order of arrival. The best price matching priority will have preference.
Art. 26. When an operation is closed (awarded) through the electronic system, the Exchange will issue the respective Sales Contracts (See Annex 4), which must be signed the next business day after the transaction has been closed, by: the Buyer Agent or Buyer Licensee, the Selling Agent or Selling Licensee, and the Trading Floor Director. When it concerns negotiation by lots, the sales contracts must be signed within five business days following the closing of the transaction (1). In any case, one original contract and four copies will be issued; the original remains in the possession of the Exchange, Stock Exchange Posts or Licensees, and intervening clients will receive a copy of the contract. The Board of Directors of the Exchange may grant, for each particular case when it concerns negotiation by lots, an extension of the five-day deadline when necessary due to the volume of operations and contracts celebrated. (1)
The foregoing is excepted for contracting procedures related to critical goods and services carried out by public institutions, which remain subject to the validity of the General Budget of the Nation of the following fiscal year or approval of its extension, in which case the respective sales contracts will be issued at the latest on the third business day following the validity of the new General Budget of the Nation or the extension of the previous one. In the case provided for in this paragraph, the offer maintenance guarantee of whoever closed the operation must be extended until January thirty-first of the following year or until the day the guarantee of faithful fulfillment of the contract is presented. (3)
The sales contract must contain at least: 1) date of negotiation, 2) product or service negotiated, 3) closing price, 4) quantity, 5) contracting parties, and 6) Existence or non-existence of an arbitral clause.
Sales contracts will include as an annex: the firm offer, the catalogs and technical offers presented; documentation that will remain in the possession of the buyer. Once the contract is closed, addenda may be signed in accordance with articles 82 and 83 of this instruction.
PARTICIPANTS IN ELECTRONIC NEGOTIATION ROUNDS
Art. 27. In Negotiation Rounds carried out under the electronic system, the following users may participate:
a) Exchange Officials: The Exchange will designate qualified officials to administer and control all operations carried out through the electronic system, these having the responsibility to enforce the laws, regulations, and instructions that apply. As well as to assist system users.
b) Stock Exchange Posts and Licensees: will act in the stock market through the Agents they specially designate.
Art. 28. Users will have the obligation to comply with the following rules:
a) Every authorized participant must have their respective user and secret key that identifies them as such and that will allow them to enter the electronic system. Such user and key will be assigned by the Exchange.
b) The use of the secret key is personal and non-transferable; therefore, any operation derived from its use is the strict responsibility of the same.
ELECTRONIC NEGOTIATION PROCESS
NEGOTIATION PROCESS
A. ENTRY OF FIRM OFFERS
Art. 29. A designee from the Exchange's operations department will be in charge of registering in the computer system all firm offers, whether purchase or sale, that are received and authorized for negotiation. This authorization will be given by the General Management or Operations Management. They will be entered with the base or reference prices detailed in the Firm Offers.
Art. 30. Any Firm Offer at the Exchange implies an obligation on the part of the offeror to buy or sell to any other stock exchange post or licensee, during the course of any negotiation round. The offeror's refusal to sign the sales contract will give rise for the counterparty to demand the execution of the offer maintenance guarantee.
Art. 31. "Firm Offers" that are under negotiation and have not been closed or those that still have an available balance, may be negotiated in the next negotiation round and so on until their closure or expiration; for the latter case, the system automatically removes them. The expiration is recorded in the Firm Offer presented to the Exchange and is published on the Exchange's website, as well as any extensions requested for them.
Art. 32. The firm offer that has not been negotiated, due to not reaching an agreement on the price by the participants, may be withdrawn by the Stock Exchange Post or Licensee that presented it, which will be notified by the Operations Management. The withdrawal request must be presented in writing to the Exchange.
Under no circumstances may a firm offer be withdrawn during the development of a negotiation session.
B. AUTHORIZED USERS TO NEGOTIATE DURING NEGOTIATION ROUNDS
Art. 33. Stock Exchanges and Licensees authorized by the Exchange and the Superintendence may participate in the negotiation round.
When firm offers require the presentation of samples, technical offers, or documentation, participation will be conditioned by the results of the evaluations. In addition, they must have presented the offer maintenance guarantees as established in the Guarantees Manual.
C. SYSTEM SCREENS
Art. 34. The electronic negotiation system administered by the Exchange contains screens developed in the following articles.
INDICATIVE PRICE SCREEN
Art. 35. The Indicative Price Screen shows firm offers with their base prices, which were entered by the Exchange.
Art. 36. Interested users may send their counter-offer prices, that is, their sale or purchase proposals, respecting the base prices.
Art. 37. There are no automatic matches on this screen. It is used solely so that the client who presented the firm offer can evaluate the prices offered by the market.
Art. 38. The offers remain on this screen until the day and time of negotiation arrive. Then, they move to the Negotiation Screen.
Art. 39. If a firm offer receives a counter-offer that matches it in price, it passes directly to the "Upcoming for Auction" Screen.
NEGOTIATION SCREEN
Art. 40. Upon arrival of the day and time of negotiation, according to what was published by the Exchange, firm offers and their counter-offers are displayed on the Negotiation Screen.
Art. 41. Interested parties must enter their counter-offers through this screen, respecting the base prices and the values to be fractioned, where applicable.
Art. 42. While no match is executed, participating users, buyers or sellers, may modify the prices of their offers.
Art. 43. The offers remain on this screen until an automatic match is executed or the end of their validity is reached. If a match is executed, it moves to the "Upcoming for Auction" Screen.
UPCOMING FOR AUCTION SCREEN
Art. 44. Screen designed to notify participants of operations that are about to undergo the auction process; it is in this process where all participants have the opportunity to offer better prices through bids.
Art. 45. The operations are displayed in the order in which they were matched on the Negotiation Screen.
Art. 46. The operations remain on this screen until the hour of the Auction Period arrives. The auction periods are established by the Exchange, who makes them known to the market. These may be modified during the Negotiation Round by the Floor Director and according to the negotiation conditions at the time.
Matched operations must remain on the "Upcoming for Auction" screen for a minimum time of three minutes.
AUCTION SCREEN
Art. 47. Upon arrival of the hour of the auction period, the operations open one by one according to the order in which they matched, so that their prices can be improved. The operations may also be fractioned, respecting the fractioning values established in the firm offers.
Art. 48. The time intervals to start a bid, time between bids, and fractioning time will be established by the General Manager, who will make them known to the market, and they will enter into force within a minimum period of twenty-four hours after their notification.
Art. 49. If during the established time to start a bid, no bid is made, the system will close it and therefore it will be awarded to the initial users who matched it.
Art. 50. For each product, service, Lot or Sub-Lot, the operations department will assign a minimum and maximum bid value, which will be established at the time of entering the firm offer.
Art. 51. Characteristics of Bids:
a) The bid on the purchase side occurs when the initial buyer user is replaced by another who offers a higher price. b) The bid on the sale side occurs when the initial seller user is replaced by another seller who offers a lower price. c) Once the bid is initiated, the system validates and maintains the trend, either upwards or downwards, depending on how it was initiated. d) Every user will have the right to defend their position. e) "Self-bidding" will not be permitted. Self-bidding is understood as follows:
I. That the bid is initiated by the Agent who matched the operation and that such position corresponds to the same client who matched it.
II. That the Agent makes consecutive bids and these correspond to the same client, without the participation of another interested party.
f) The operation closes once the bid has concluded and is assigned to the final buyer and seller agents respectively.
Art. 52. Operations may be fractioned, according to what is detailed in the firm offers. The system will only allow the entry of quantities that respect the fractioning values established in the firm offers. The respective bidding process will then be carried out.
Art. 53. When an operation is fractioned, the remainder will be made available for the due bidding process and so on until it closes in its entirety (awarded).
Art. 54. Once the operations are closed, the respective Sales Contracts will be printed. Except as provided in the second paragraph of Article 26. (3)
CONTINGENCY PLAN FOR ELECTRONIC NEGOTIATION ROUNDS
Art. 55. Stock Exchanges and Licensees that experience failures preventing them from entering the system must communicate this to the Operations Manager at the time the event occurs and immediately move to the Exchange offices to continue their participation in the negotiation round, through workstations physically located at the Exchange headquarters. If the time to finish the round is insufficient for such Agents to access the system, the Operations Manager will evaluate the situation and decide whether or not to extend the round time. This decision must be recorded, duly reasoned, in the minutes of the day's session.
If the aforementioned failures are attributable to the Exchange, no remote station will have access to the system; therefore, the session will be suspended and the Agents must move to the Exchange offices so that the round takes place via Voice Auction.
Art. 56. Agents will have a maximum period of thirty minutes to (1) cross or agree on the open operations found in the list of Firm Offers. Any cross or agreement must be signed by the Agents preparing the "agreement minutes" (See Annex 3), which will be delivered to one of the Exchange officials designated for negotiation. An official from the operations department will type or write on a whiteboard the name of the product or service, the unit price, the name of the buying Stock Exchange, the name of the selling Stock Exchange, and these data will be projected for the knowledge of the rest of the participants in the negotiation round. If thirty minutes pass without any agreement minutes being presented, the session will be considered finalized.
Art. 57. Any Firm Offer at the Exchange implies an obligation on the part of the offeror to buy or sell to any other stock exchange or licensee, during any negotiation round. The offeror's refusal to sign the sales contract will give rise for the counterparty to demand the execution of the offer maintenance guarantee.
Art. 58. If the representative of the Stock Exchange or Licensee that presented the Firm Offer is not present in the floor, at the moment another Stock Exchange or licensee is interested in accepting the offer in whole or in part, as indicated by the offer itself, the interested party may proceed to fill out the agreement minutes respecting all terms and conditions established in the offer, and must present it to the Floor Director to be announced. The purchase or sale will be understood as performed in the terms of the firm offer, and the offering Stock Exchange or licensee is obligated in the terms of the firm offer and its annexes.
Art. 59. "Firm Offers" that are under negotiation and are not closed or those that still have a balance available, may be negotiated in the next negotiation round and so on until they close or expire. The expiration is stated in the Firm Offer presented to the Exchange and is published on the Exchange's website, as well as any extensions requested for them.
Art. 60. A Firm Offer that has not been negotiated, due to failing to reach an agreement on price by the participants, may be withdrawn by the Stock Exchange or Licensee that presented it, which will be notified by the Floor Director. The withdrawal request must be submitted in writing to the Exchange.
Art. 61. Any increase or decrease in the base price of a Firm Offer must be notified in writing by the interested Stock Exchange to the Exchange, at the end of a negotiation round, and the Exchange must publish it on the same day on the Exchange's website.
Art. 62. The operations official acting as auctioneer will start the announcement of the agreement minutes in the order in which they were received, their only function being to announce; another official from the operations department will have the function of scribe, who will be responsible solely for typing or writing the data of each of the agreement minutes so that they can be subject to bids leading to the closure of the operation, improving the seller's or buyer's position.
Art. 63. Once the agreement minutes are announced, a time interval will be given to make bids. If during this time no manifestation regarding the agreement is made, it will close and therefore be awarded to the initial signatories.
The time intervals to start a bid and the time between bids will be established by the General Manager, who will make them known to the market, and they will enter into force within a minimum period of twenty-four hours after their notification.
Art. 64. It is mandatory to announce all agreement minutes before closing them, to give the option to any Stock Exchange or Licensee to improve the purchase or sale position. If the winning position is different from the initial position, it must sign the agreement minutes, indicating the closing price. Subsequently, such minutes will be signed by the Floor Director.
Art. 65. The agreement minutes will be the basis for the preparation of the Sales Contract (See Annex 4), which must be signed, on the next business day after the transaction has closed, by the Agents of the Stock Exchanges or Licensees who made the prior agreement and who close the operation.
Art. 66. Characteristics of Bids:
a) The bid on the purchase side occurs when an initial buyer agent is replaced by another who offers a higher price.
b) The bid on the sale side can occur when the initial seller is replaced by another seller who offers a lower price.
c) The trend of the bid in price must be maintained, either upwards or downwards, depending on how it was initiated.
d) When an operation is crossed in the floor, and in the round proposals from other interested parties are presented, the Agent of the original floor that crossed the operation will have the right to defend their position.
e) "Self-bidding" will not be permitted. Self-bidding is understood as follows:
I. That the bid is initiated by the Agent who matched the operation and that such position corresponds to the same client who matched it.
II. That the Agent makes consecutive bids and these correspond to the same client, without the participation of another interested party.
f) The operation closes once the bid has concluded and is assigned to the final buyer and seller agents respectively.
Art. 67. Bids must be subject to the following provisions:
a) The operation must be awarded to the agent who presents the best offer out loud.
b) When the operation has been bid simultaneously out loud by two or more agents, it will be assigned according to the Floor Director's criteria, unless an agreement is reached between the interested parties.
Art. 68. Operations may be fractioned, according to what is detailed in the firm offers. The Floor Director will only admit quantities that respect the fractioning values established in the firm offers. The respective bidding process will then be carried out.
Art. 69. When an operation is fractioned, the remainder will be noted on the whiteboard and made available for the due bidding process and so on until it closes in its entirety (awarded).
Art. 70. The Stock Exchange Agent who participates in a bid without having a negotiation order backing it or bids outside the price limits established by their client, will be considered as a fictitious bid and will be sanctioned according to what is regulated in the General Regulations.
CHAPTER VI
ISSUANCE OF SALES CONTRACT AND PROCEDURE RELATED TO THE DELIVERY OF THE PRODUCT OR SERVICE
Art. 71. At the close of the bidding period for each operation, the respective Sales Contracts will be issued, which must be signed, on the next business day after the transaction has closed, by: the Buyer Agent, the Seller Agent, and the Floor Director. This deadline is excepted for the case considered in the second paragraph of Article 26. (3)
Art. 72. The Exchange will keep a record of open market operations which must contain at minimum: product or service, quantity, price, date of operation, delivery and payment term, buying and selling Stock Exchanges, and the name of the buying client.
Art. 73. The Exchange will provide the corresponding delivery orders for all sales contracts, so that they manage and coordinate the delivery of the goods or services negotiated, which will contain the details of what will be delivered, as well as the delivery dates and places. Delivery orders must be requested within five business days prior to the delivery date.
Art. 74. The buying and selling Stock Exchanges and Licensees have the obligation to coordinate the date and time when the delivery and receipt of the products or services will take place, so that those responsible for receiving and signing the receipt documents are present at the time of delivery.
Any change to the delivery date that has already been coordinated must be requested from the counterparty at least three business days before the same.
If having coordinated the delivery, it cannot take place due to the absence of one of the parties, the transportation costs will be borne by the party that failed to coordinate.
Art. 75. It is the responsibility of the selling Stock Exchange to ensure that, on the date established for delivery, the product is available and in the conditions and terms established in the Sales Contract and its annexes.
Art. 76. During the process of receiving or withdrawing from the facilities established by the selling client, the buying client must verify that the product or service complies with the technical specifications established in the sales contract and its annexes. If it does not comply with the specifications, the product must be rejected and the Exchange must be informed immediately. In this case, the transportation cost will be borne by the seller.
Art. 77. Once the product is delivered, the selling Stock Exchange, within a period not greater than two business days after delivery, must present to the Exchange a copy of the duly signed and stamped delivery order (See Annex 5), stating the receipt date and the name of the person who received it. The non-presentation of this will be assumed to mean that the product or service has not been delivered.
Art. 78. When sales contracts stipulate that the buyer will raise Receipt Minutes, the deadline for preparing them must be established in the Firm Offer, as well as the responsible parties for signing them. In any case, this time, for deliveries within the country, must not exceed five business days after receiving the product or service, and in the Metropolitan Area of Greater San Salvador, three business days.
ON COACTIVE EXECUTION
Art. 79. If the delivery of the product or service is not fulfilled on the dates established in the sales contract, the affected party may, within a period not greater than five business days counted from the agreed deadline for delivery, request via letter addressed to the General Management of the Exchange, the forced or coactive settlement of the unfulfilled obligation.
Art. 80. Upon requesting coactive execution, the Exchange will announce it to the market so that in the next Negotiation Round, through an immediate delivery contract or forward delivery contract, the unfulfilled products or services can be obtained at the best possible price. If the price at which they are obtained is higher than the price closed in the operation of the unfulfilled contract, the Exchange will proceed to execute the contract fidelity guarantees up to an amount that allows fulfilling the referred payment obligation and the Exchange commissions corresponding to the buyer for the new operation that takes place.
When the guarantee has been constituted by check, the remainders will be returned with a credit to the Client's account; if it has been constituted by other forms stipulated in the Guarantees Manual, and if there is a remainder, it will be returned to the Client no later than one business day after all contract obligations have been fulfilled. The Exchange will verify the fulfillment of obligations in a period that cannot exceed ten business days.
Art. 81. If the obtaining of the products and services cannot be carried out within a period not greater than three negotiation rounds, the Exchange will proceed to execute the Contract Fulfillment Guarantee granted by the defaulting party and proceed to deliver it to the affected party. For this, the Exchange must draw up a delivery act of the money and the affected client must deliver a receipt voucher for the money.
ADENDAS TO SALES CONTRACTS
Art. 82. Any modification to the conditions detailed in the Sales Contracts and their annexes, whether increases or decreases in the quantities to be delivered, changes regarding the characteristics of the offered products or services, or other variation of technical specifications, must be formalized through an ADENDA issued by the Exchange, which the involved Stock Exchanges or licensees must sign voluntarily to certify their conformity and that of the clients, regarding the changes. For this, the possibility of making adendas must be stated in the firm offer, and the interested Stock Exchange or licensee must send a letter requesting the adenda, duly signed by both parties, detailing the contract date, contract number, product or service, and any other data related to the change, where it must specifically mention what the modification is.
Art. 83. Increases in contracted quantities in sales contracts will be admitted in a percentage not greater than thirty percent, according to the justifications presented by the Stock Exchange representing the buying client. Any percentage greater than thirty percent will be authorized by the Board of Directors.
BILLING
Art. 84. Once the product or service is received in conformity, the Selling Client must prepare the corresponding billing, in the name of the Stock Exchange representing them. Subsequently, said Stock Exchange must bill in the name of the Buying Stock Exchange, and finally, the latter must bill the final buying client.
If the seller is a licensee, they must bill in the name of the Buying Stock Exchange or buying licensee.
Art. 85. Direct Billing. The Exchange may authorize direct billing between selling client and buying client, without the involvement of a Stock Exchange, when the following cases arise: 1) the product or service is exempt, 2) the client or Institution enjoys fiscal exemption, 3) the source of financing enjoys fiscal exemptions, or 4) when the Institution's operational requirements so dictate, which must be authorized by the Board of Directors of the Exchange.
EXTENSIONS TO DELIVERY DEADLINES
Art. 86. Extensions to delivery deadlines may be requested for causes duly justified by the seller, observing the following:
a) The selling client, through a letter on company letterhead, duly signed and stamped by the General Manager or Legal Representative, must send to the Stock Exchange representing them, the extension request, in which they will detail the contract number, name of the negotiated product (if negotiated by lot, detail the products or services), quantity, delivery deadline, and date scheduled for delivery. They must attach all supporting documentation justifying the reason for the delay, no later than six days before the delivery deadline, agreed upon in the contract.
b) The Selling Stock Exchange will send the extension request letter to the buying Stock Exchange, with a copy to the Exchange; all documents mentioned in the previous paragraph must be attached, no later than five business days before the originally agreed delivery date.
c) The affected Stock Exchange, upon receiving the extension request, must send it to their client, and the latter, through a formal letter, signed by the contract responsible, will notify their decision, within a period not greater than two business days after receiving the request.
It will be the affected Stock Exchange that will formally notify the requesting Stock Exchange, with a copy to the Exchange, of the client's decision, within a period not greater than one business day after receiving the client's decision.
d) The Exchange, if the extension is authorized, will proceed to substitute the Delivery Orders with the new authorized date. If the extension is denied, the affected client, through their Stock Exchange, will indicate whether to proceed with coactive settlement.
e) The documents of the extension requests and the notifications referred to in letters a), b), and c) of this article, may be sent scanned via email, but the original document must be delivered no later than one business day after the email is sent.
f) If deemed necessary, the Exchange, at any time, may request a meeting with the involved parties, drawing up minutes with the agreements reached, which will be signed by all involved parties.
g) If the process established in this article is not followed and the stipulated delivery date is not met, the Exchange will execute, at the request of a party, the procedure to forcibly or coercively settle the unfulfilled obligation.
CHAPTER VII
PROCEDURE FOR SETTLEMENT OF OPERATIONS
Art. 87. The monetary settlement of operations comprises:
a) The payment of commissions that Brokerages and Licensees must make to the Exchange, under the terms stipulated in the tariff and commission table. b) The payment of products and services that have been delivered in accordance with the deadlines and conditions established in the sales contracts and their annexes.
SETTLEMENT
Art. 88. Selling Brokerages or Licensees must present to the Exchange a copy of the document submission form for collection (See Annex 6) stating that they have delivered and have received confirmation of receipt of all documents requested in the contract to manage payment (invoices, delivery orders, shipping notes, etc.). The letter must contain the name of the person receiving it, signature, seal of the Brokerage representing the buyer or Licensee buyer, and the date on which the documents were received. This must be done no later than two business days counted from the date of its presentation.
Art. 89. Buying Brokerages or Licensees must present to the Exchange a copy of the document submission form for collection (See Annex 6) stating that they have delivered and the client has received confirmation of receipt of all documents referred to in the previous article. The letter must contain the name, signature of the person receiving them, seal, and date of receipt. This must be done no later than two business days counted from the date of its presentation.
Art. 90. The monetary settlement must be carried out within the times stipulated in the Sales Contracts and their annexes. For this purpose, the Exchange will provide a list of payment due dates, one week in advance. The foregoing does not exempt Brokerages and Licensees from maintaining their own control of payment due dates in accordance with the deadlines established in the sales contracts.
Art. 91. The payment of the long position must be made within the deadlines established in the sales contracts. Nevertheless, the Exchange's settlement process comprises two steps:
a) Payment of the long position. Upon arrival of the payment due date for invoices, the buying client deposits the monetary value into a bank account of the Brokerage representing them. The authorized bank accounts will be provided by the Exchange.
In the event that the buying client is a Licensee, they must transfer the funds to the bank account of the Brokerage representing the Seller. If the selling client is a Licensee, then they must transfer them to their account.
The Brokerage must transfer the received funds to the bank account of the Brokerage representing the seller, no later than ten o'clock in the morning on the next business day after the funds have been received.
b) Payment of the short position. Upon receipt of funds from the Buying Brokerage, the Brokerage representing the Selling Client must transfer the funds to the client's bank account. This must be done no later than ten o'clock in the morning on the next business day after receiving the funds.
The bank accounts of the Brokerages will operate with joint signatures between officials of the Brokerage and officials of the Exchange.
Art. 92. The Exchange will issue a settlement slip (See Annex 7) which will serve to document the payment of contracted products or services. This document will contain: 1) Payment date, 2) Payment method, 3) Bank name, 4) Bank account number, 5) Selling Brokerage or Licensee, 6) Contract, 7) Product, 8) Order number, 9) Amount, 10) Signature and seal of an official from the Exchange's operations department. Two copies of the settlement slip will be provided, one that the selling Brokerage must keep and another that must be delivered to the selling client.
DIRECT SETTLEMENT
Art. 93. The Exchange may authorize a direct settlement between the buying client and the selling client, in those cases where it cannot be carried out in accordance with the provisions of the previous article. For these cases, evidence of the execution of payments through the brokerage representing them must be presented to the Exchange.
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Source: Banco Central de Reserva de El Salvador — original document · Summary generated with machine assistance and reviewed before publication; the authoritative text is the regulator's original document. How RegAlert works
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