2023-12-14 | NRP-47Added · Updated
Applicants for Savings and Credit Societies must submit authorization applications to the Superintendence, including a deed draft, business plan, and shareholder lists with at least ten members. Shareholders must provide identity documents, tax identification numbers, and proof of fund legitimacy, while directors must submit sworn declarations and criminal records. The minimum paid-in capital must be deposited in the Central Bank, and applicants have ten business days to resolve Superintendence observations. Societies must start operations within 180 days of constitution, notifying the Superintendence thirty days in advance with management lists and operational details.
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Alameda Juan Pablo II, between 15 and 17 North Avenue, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL NORMS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
THE COMMITTEE OF NORMS OF THE CENTRAL RESERVE BANK OF EL SALVADOR,
CONSIDERING:
I. That Article 2, letter b) of the Law on Cooperative Banks and Savings and Credit Societies establishes that Savings and Credit Societies are financial entities regulated by said Law.
II. That Article 157 of the Law on Cooperative Banks and Savings and Credit Societies establishes that the provisions of the Banking Law contained in Title Second, relating to organization, administration, and functioning, shall apply to savings and credit societies, with the modifications established in said article of the Law.
III. That Article 4, letter a) of the Law on Supervision and Regulation of the Financial System establishes that the Financial System Superintendence has the authority to issue pertinent resolutions for supervised entities, within the powers conferred by the laws.
IV. That Article 4, letter d) of the Law on Supervision and Regulation of the Financial System establishes that the Financial System Superintendence shall have the authority to authorize public promotion, establishment, functioning, and start of operations, modifications of social agreements and statutes, if applicable, and merger of the members of the financial system in accordance with what is provided in the special laws on the matter.
V. That Article 7, letter g) of the Law on Supervision and Regulation of the Financial System establishes that the supervision of cooperative banks, savings and credit societies, and federations regulated by the Law on Cooperative Banks and Savings and Credit Societies corresponds to the Financial System Superintendence.
THEREFORE,
by virtue of the regulatory powers conferred by Article 99 of the Law on Supervision and Regulation of the Financial System,
AGREES to issue the following:
Alameda Juan Pablo II, between 15 and 17 North Avenue, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL NORMS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
APPROVAL: 14/12/2023
VALIDITY: 02/01/2024
TECHNICAL NORMS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES
CHAPTER I
OBJECT, SUBJECTS, AND TERMS
Object
Art. 1.- These Norms have as their objective to establish the legal and administrative requirements and procedures required to establish and operate savings and credit societies, as well as to standardize the presentation of information.
Subjects
Art. 2.- The subjects obliged to comply with the provisions established in these Norms are persons interested in establishing a savings and credit society.
Terms
Art. 3.- For the purposes of these Norms, the terms indicated below have the following meaning:
a) Central Bank: Central Reserve Bank of El Salvador; b) Law: Law on Cooperative Banks and Savings and Credit Societies; c) Society/Societies: Savings and Credit Societies; and d) Superintendence: Financial System Superintendence.
CHAPTER II
REQUIREMENTS AND PROCEDURE FOR THE APPLICATION
Application for the establishment of a savings and credit society Art. 4.- Those interested in establishing a Society shall submit an application for authorization to the Superintendence accompanied by the following:
a) Draft of the deed of establishment of the Society in which the statutes will be incorporated. This draft must contain the requirements indicated in articles 22 and 194 of the Commercial Code and those mentioned in the Notary Law.
Societies must incorporate the expression “Savings and Credit Society” into their corporate name, in compliance with what is provided in Article 4 of the Banking Law.
The social deed must stipulate that the Society will also issue treasury shares at nominal value, for the necessary number so that the total value of said issued shares is equivalent to the equity fund possessed by the Society or the required equity fund, whichever is greater, as of December 31 of each year.
Societies that will dedicate themselves to promoting small and micro-enterprises and to the collection of deposits exclusively from their beneficiaries must express this in the aforementioned draft deed, for the purposes established in the final paragraph of Article 157 of the Law;
b) Business Plan, which must include the financial bases of the operations projected to be developed over two years, the commercial plans, and the market segment they will serve. This study must be prepared by professionals with experience in the formulation and evaluation of projects or by a company backed by professionals of that category;
c) List of future shareholders, who cannot be fewer than ten, with specification of their general information and their shareholding. When future shareholders are natural persons, they must present the following:
i. Copy of the Unique Identity Document;
ii. Copy of the Tax Identification Number (NIT), which shall be in accordance with what is established by the Tax Administration;
iii. Copy of passport, in the case of foreigners;
iv. Audited financial statements corresponding to the last accounting year, when required by law;
v. Application for authorization to acquire and be owner of shares in excess of one or ten percent onwards, with specification of the source of funds for their acquisition. Such application must be made in accordance with what is established in Annex No. 1 of these Norms;
vi. Valid certificate issued by the General Directorate of Penal Centers, stating no criminal record;
vii. Sworn declaration of not being in a situation of bankruptcy or insolvency; and
viii. Description of the source of resources for the acquisition of the shares.
When future shareholders are legal entities, they must present the following information:
i. Name or corporate name;
ii. Nationality and domicile;
iii. Copy of the Tax Identification Number (NIT), which shall be in accordance with what is established by the Tax Administration;
iv. Audited financial statements corresponding to the last accounting year;
v. Testimony of the deed of establishment and statutes, or creation law, as applicable, in both cases with their reforms and legal representation;
vi. Power of attorney granted to be represented as a shareholder;
vii. Certification of the minutes point, where the acquisition of the shares is authorized;
viii. Application for authorization to acquire and be owner of shares in excess of one or ten percent onwards, with specification of the source of funds for their acquisition. Such application must be made in accordance with what is established in Annex No. 5 of these Norms;
ix. Description of the source of resources for the acquisition of the shares; and
x. Foreign legal entities must prove their existence with documents in the Castilian language, which may be admitted without the need for legalization or apostille, provided they allow reasonable verification of their authenticity, integrity, and content, in accordance with what is provided in Article 4-A of the Administrative Procedures Law. When these are supervised financial entities, they must promote cooperation agreements between the Superintendence and the supervisory authority of their country of origin. (1)
Repealed (1)
d) List and general information of the directors, with the following information:
i. Sworn declaration of not having the disqualifications indicated in Article 15 of the Law, according to the model in Annex No. 8 of these Norms;
ii. Valid certificate issued by the General Directorate of Penal Centers, stating no criminal record; and
iii. Curriculum Vitae and accreditation of experience indicated in Article 15 of the Law.
The application and documentation may be submitted through the means made available by the Superintendence, which may be electronic. In any case, the period referred to in the first paragraph of Article 5 of these Norms shall begin to run from the next business day after the application has been submitted.
Likewise, the Superintendence may require interested parties, within a period of thirty days counted from the date of submission of the application, other information that it considers pertinent, which must be presented within a period of ten business days counted from the day following the notification, a period that may be extended at the request of the applicant when there are reasons justifying it.
The Superintendence in the same notice shall indicate to the applicant that if the information is not completed within the aforementioned period, it will proceed without further procedure to archive the application, leaving him free to submit a new application, which will give rise to a new procedure.
Authorization procedure to establish a savings and credit society Art. 5.- Upon receipt of the application for authorization to establish a Society, in accordance with what is established in Article 4 of these Norms, and after the periods established in the third and fourth paragraphs of said Article have elapsed, the Superintendence shall proceed to verify compliance with the requirements defined in the Law, the Banking Law, and these Norms, having one hundred twenty days counted from the date of submission of the application, for the authorization or denial of the application for authorization to establish the society.
If after the analysis of the documentation presented in accordance with Article 4 of these Norms, the Superintendence has observations or when the documentation or information presented is not sufficient to establish the facts or information that is intended to be accredited, the Superintendence shall notify the applicants to remedy the deficiencies communicated to them or present additional documentation or information requested.
Applicants will have a maximum period of ten business days counted from the day following the notification, to resolve the observations or present the additional information required by the Superintendence.
The Superintendence may, through a reasoned resolution, extend by up to another ten business days, the period indicated in the previous paragraph, when the nature of the observations or deficiencies notified so requires.
Extension period
Art. 6.- Applicants interested in establishing a Society may submit to the Superintendence an application for extension of the period indicated in the third paragraph of Article 5 of these Norms, before the expiration of said period, stating the grounds on which it is based and proposing, if applicable, the relevant proof.
The extension period may not exceed ten business days and will begin from the next business day after the expiration date of the original period.
Suspension of the period
Art. 7.- The periods of thirty and one hundred twenty days indicated in the third paragraph of Article 4 and in the first paragraph of Article 5 of these Norms, respectively, shall be suspended for the days that elapse between the notification of the request for information or documentation referred to in Article 4 and the second paragraph of Article 5 of these Norms, until the observations required by the Superintendence are remedied.
Alameda Juan Pablo II, between 15 and 17 North Avenue, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL NORMS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
APPROVAL: 14/12/2023
VALIDITY: 02/01/2024
Resolution
Art. 8.- Once the complete documentation has been presented in due form, the Superintendence, within a maximum period of five business days, must publish in two printed media of national circulation or another digital publication platform with greater or equal coverage or on its website, in accordance with what is established in the current legal framework, for one time and at the expense of the interested parties, the following:
a) List of shareholders in more than one percent of the social capital. In the case that the shareholders are other Societies, the list of shareholders of these must be published, when they are holders of more than five percent of the social capital; and
b) List of the initial directors of the Society, so that any person who has knowledge of any of the circumstances expressed in Article 15 of the Law and Article 33 of the Banking Law may object to the quality of the future shareholders or directors.
In the case that the Superintendence receives objections from the public, within a period not greater than fifteen days after the publication mentioned in the first paragraph of this Article, after verifying its truthfulness, it must make it known to the applicants so that within a period of thirty days they make the necessary substitutions.
The Superintendence shall proceed to notify the resolution to the applicants within a maximum period of three business days, from the date the resolution is issued.
Art. 9.- The Superintendence will grant the authorization to establish the Society, when in its judgment the projected financial bases, as well as the honorability and personal responsibility of the shareholders in more than one percent of the social capital, directors, and administrators of the Society, offer protection to the interests of the public; regarding this, it must consider the following:
a) Prove the good financial situation and solvency of shareholders of more than one percent, including the consolidated analysis for each of them, of the set of companies, businesses, assets, and debts affecting them. In any case, the equity of each of them must be at least equivalent to the capital they commit to contribute to the new institution. Interested parties must demonstrate the legitimate origin of the funds to be invested. Furthermore, they must not be in any of the circumstances mentioned in Article 11 of the Banking Law; and
b) The financial projections and business plans presented satisfactorily support the feasibility of the new Society.
Art. 10.- If the decision is favorable, the Superintendence will issue a resolution of authorization for the establishment of the Society, indicating in it the period within which the constitutive deed must be executed. In said deed, the certificates of the sums deposited in the Central Bank will be listed, which accredit the shares subscribed and paid by the partners.
The minimum paid-in social capital to found a Society will be that established in Article 157, letter d) of the Law, except for those Societies that will dedicate themselves exclusively to financing micro and small enterprises and to collecting deposits exclusively from their beneficiaries, in which case they will require a minimum paid-in social capital as established in the final paragraph of Article 157 of the Law.
To define the size of enterprises, the definition of the economic size of enterprises established in the “Law on Promotion, Protection, and Development for Micro and Small Enterprises” has been taken as a basis, which defines the following classification:
Concept according to Size of Economic Unit or Business Segment | Indicators (Dimensions) --- | ---
| Establishment | Labor (Permanent remunerated workers) | Financial (Gross Annual Sales)
Micro-enterprises | "Natural or legal person who operates in the various sectors of the economy, through an economic unit, with a level of income from gross annual sales of goods or services up to 500 current minimum monthly salaries of the commerce and services sector and who has up to 10 workers" (1) | Fixed | Up to 10 | Gross annual sales of goods or services up to 500 current minimum monthly salaries of the commerce and services sector. (1)
(1) According to their state of development, micro-enterprises are subclassified as follows: (1)
When a natural or legal person does not meet any of the previously established conditions, their classification will be determined according to their levels of income from gross annual sales of goods or services. (1)
Art. 11.- Prior to the presentation of the testimony of the deed of establishment in the Commercial Registry, it must be presented to the Superintendence so that it qualifies whether the terms stipulated in the social agreement adhere to the projects that were previously authorized, and verifies if the social capital has been effectively integrated in accordance with the authorization. The Superintendence will have a period of ten business days to carry out this verification.
If there are differences between the public deed of establishment and the draft of the same authorized by the Superintendence, it must communicate this to the applicant within the period indicated in the previous paragraph, so that the authorizing notary proceeds to make the respective adjustments, and the testimony of the new public deed must be presented again before the Superintendence, within a period of twenty business days from the date of communication of the inconsistencies or differences for verification.
In the deed of establishment, the deposit of the social capital in the Central Bank must be listed, which must be paid entirely in legal currency or by certified check.
Art. 12.- If it is determined that there are no inconsistencies between the public deed of establishment and the draft deed reviewed, or in the case that the inconsistencies that had been communicated in accordance with what is established in the previous article have been overcome; the Superintendence will proceed within a period of five business days to extend
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
a certificate signed by the Superintendence of the Financial System, which contains the favorable rating of said deed, with the objective that it may be presented to the Commerce Registry for the corresponding registration.
Procedure if the Commerce Registry makes observations on the Testimony of the public deed of social constitution, or denies its registration Art. 13.- When the Commerce Registry notifies the authorizing notary or any other interested party of the denial or the making of observations on the testimony of the public deed of constitution of a society, that person or party must, in turn, notify such circumstance to the Superintendence in writing and no later than the next business day after receiving the respective notification.
In said writing, the interested party or the authorizing notary must relate at least, the presentation number of the respective instrument in the Commerce Registry and state whether they will file any type of appeal aimed at achieving the registration of the testimony or, in its case, the manner in which they intend to remedy the respective observations, as well as the result of such actions, which must be notified to the Superintendence in the manner provided in the previous paragraph.
If the registration of the instrument in question requires modifying the conditions under which the Superintendence ordered its favorable rating, it may, upon written request of the future shareholders or their proxies, proceed to modify the certificate related in article 12 of these Standards.
Once the testimony is registered and the statutes deposited in the Commerce Registry, the society will send a copy of said instruments to the Superintendence.
Art. 14.- The testimony of the constitutive deed of a Society may not be presented for registration in the Commerce Registry without a reason signed by the Superintendent, in which the favorable rating of said testimony is stated.
CHAPTER III
START OF OPERATIONS OF SAVINGS AND CREDIT SOCIETIES
Art. 15.- From the constitution of the Society, within a period of one hundred and eighty days thereafter, the application for authorization to start operations must be presented, incorporating the manuals of functions and operational procedures with the requirements contained in Annexes Nos. 9 and 12 of these Standards, description of the furniture and equipment to be used, of the surveillance systems and of the insurance to be contracted.
The application and documentation may be presented through the means made available by the Superintendence, which may be electronic. In any case, the
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024 period referred to in the first paragraph of article 16 of these Standards will begin to run from the next business day after the application has been presented.
Procedure for authorization of the start of operations Art. 16.- Upon receiving the application for authorization to start the operations of the Society, in accordance with what is established in article 15 of these Standards, the Superintendence will proceed to verify compliance with the requirements defined in the Law, the Banking Law, and these Standards, having a period not exceeding twenty business days, from the moment the requirements to start operations with the public have been met.
If the application is not accompanied by the complete and duly formatted information detailed in article 15 of these Standards, the Superintendence, due to the lack of necessary requirements, may require the applicants to present the missing documents within a period of ten business days counted from the day following the notification, a period that may be extended upon request of the interested parties, when there are reasons justifying such extension.
The Superintendence in the same warning will indicate to the applicants that if they do not complete the information within the aforementioned period, it will proceed without further procedure to archive the application, leaving them free to present a new application.
If after the analysis of the documentation presented in accordance with article 15 of these Standards, the Superintendence has observations or when the documentation or information presented is not sufficient to establish the facts or information intended to be accredited; the Superintendence will warn the applicants to remedy the deficiencies communicated to them or present additional documentation or information requested by them.
The applicants will have a maximum period of ten business days counted from the day following the notification, to resolve the observations or present the information requested by the Superintendence.
The Superintendence may, through a reasoned resolution, extend by up to another ten business days the period indicated in the previous paragraph, when the nature of the observations or deficiencies warned requires it.
Extension period
Art. 17.- The applicants may submit to the Superintendence an application for extension of the period indicated in the fifth paragraph of article 16 of these Standards, before the expiration of said period, stating the grounds on which it is based and proposing, if applicable, the relevant proof.
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
The extension period may not exceed ten business days and will start from the next business day following the expiration date of the original period.
Suspension of the period
Art. 18.- The period of fifteen business days indicated in the first paragraph of article 16 of these Standards, will be suspended for the days that elapse between the notification of the requirement to complete information or documentation referred to in the second and fifth paragraphs of said article, until the interested parties remedy the observations required by the Superintendence.
Resolution
Art. 19.- Once the complete and duly formatted documentation is presented, meeting all the requirements established in the laws and these Standards, verifying its controls and internal procedures, and the social deed registered in the Commerce Registry, the Superintendence will certify that the institution may start its operations with the public. The Superintendence will notify the certification to the institution within a maximum period of three business days from the date the resolution is issued. This certification will be valid for a period of one hundred and eighty days from its issuance.
If the period indicated has elapsed and the Society has not started its operations, the Superintendence may grant, based on the justifications presented, an extension of up to ninety days. This must be requested at least thirty days before the original expiration. The extension request must contain the reasons justifying the extension and its respective documentation, as well as a projected schedule of activities to be carried out until reaching the new estimated start of operations date by the entity.
Art. 20.- The certification of the agreement of the Board of Directors of the Superintendence, will contain the name of the Society, the data relating to the granting and registration of its social deed, the amount of paid-in social capital, and the names of its directors and administrators. This certification will be published at the expense of the Society, only once, in the Official Diary; in addition, it must be published in two printed media of national circulation or another digital publication platform with greater or equal coverage or on its website, in accordance with what is established in the current legal framework.
Art. 21.- The Society to start its operations must inform the Superintendence thirty days in advance, the following:
a) Start date of operations and public service hours; and b) List of the senior management of the institution and the registry of authorized signatures.
CHAPTER IV
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
REQUIREMENTS TO BE MET BY EXISTING ENTITIES TO CONVERT INTO SAVINGS AND CREDIT SOCIETIES
Art. 22.- The interested entity will submit an application for authorization to establish and operate a Society to the Superintendence, accompanied by the following information:
a) Certification of the Minute of the General Assembly or Shareholders or Associates Meeting of the entity, in which it is stated that said Body agreed to request authorization from the Superintendence to constitute and operate as a Society; b) When it concerns Societies, project of the deed of execution of the transformation agreement, which must be prepared in accordance with what is stipulated in articles 323 and 324 of the Commercial Code; c) Project of Modification of the Social Pact of the entity, which must consider the provisions of the Commercial Code applicable to Fixed Capital Societies, those mentioned in the Notary Law, all the purposes, rights, and obligations that for Societies the Law, the Banking Law, and the norms issued for such effect by the Central Bank through its Norms Committee contemplate.
The Society must incorporate the expression “Savings and Credit Society” into its name.
In the referenced project, it must be stipulated that the Society will also issue treasury shares at nominal value, in the number necessary for the total value of said issued shares to be equivalent to the equity fund possessed by the Society or the required equity fund, whichever is greater, as of December 31 of each year.
If the entity is dedicated to promoting small and micro enterprises and to the collection of deposits only from its beneficiaries, they must state this in the project of Modification of the Constitution Instrument referred to above, for the purposes established in the final paragraph of article 157 of the Law.
The minimum paid-in social capital to found a Society will be that established in article 157, letter d) of the Law, except those Societies that will be dedicated exclusively to financing micro and small enterprises and to collecting deposits only from their beneficiaries, in which case they will require a minimum paid-in social capital as established in the last paragraph of article 157 of the Law.
To define the size of the companies, the criteria established in article 10 of these Standards will be considered.
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024 d) Summary of the conditions of the entity at the date of the application, which must include at least the following:
i. Audited Financial Statements corresponding to the three immediate years prior to the application, accompanied by the notes and the corresponding opinion, and a copy of the financial statements corresponding to the month immediately prior to the application;
ii. Information on the operations developed by the entity, the market segments it serves, and the products with which it operates; as well as its positioning in the target market;
iii. Copy of the Strategic Plans of the entity and its progress to the date of the application;
iv. Number and location of the agencies or establishments with which the entity is equipped and its central offices, as well as the number of employees with which it operates;
v. Information on the Structure and management of the assets;
vi. Information on the Structure and quality of the credit portfolio;
vii. Description of the Funds Sources of the entity; and
viii. Certification of the Minute of the General Assembly or Shareholders or Associates Meeting of the entity indicating the operations the society will develop once authorized to start operations.
e) Economic-financial projections of the entity for a five-year period, presented in accordance with the Accounting Manual applicable to Societies, in which it is demonstrated that it will meet the requirements of social capital, minimum equity fund amount, solvency, indebtedness, risk assumption limits, and others applicable to Societies, contained in the Law and the Banking Law; f) Certified Report issued by an External Auditor registered in the Register of External Bank Auditors maintained by the Superintendence, in which it is proven that the paid-in social capital of the entity is equal to or exceeds the minimum required for the type of Society to be adopted, said certification must meet at least the following requirements:
i. Code and name of the accounts in which the minimum social capital of the entity is registered, balance and composition thereof;
ii. Specification of the sources used for the constitution of said capital, such as the case of the capitalization of actually received profits and/or contributions from Shareholders or Associates paid in cash;
iii. Valuation of the assets and liabilities of the entity in accordance with the regulations issued by the Central Bank through its Norms Committee for Societies and other applicable provisions, indicating whether there is a need to make any adjustments to said assets and liabilities and their impact on the social capital with its corresponding detail; and
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
iv. Other information that contributes to determining that there is adequate support and the proper accounting registration of the minimum capital.
If the report issued by the external auditor concludes that the entity must make any type of adjustments to its assets and liabilities, these must be made by the entity itself, and the evidence must be sent to the Superintendence.
In the event that such adjustments imply the making of a capital increase, the same must be made entirely in cash and credited, in accordance with what article 8 of the Banking Law establishes, by deposit of the corresponding sum in the Central Bank; g) List of the Shareholders or associates of the entity, who must not be fewer than ten, with specification of their general information and their shareholding. When the Shareholders or associates are natural persons, they must present the following:
i. Copy of the Unique Identity Document;
ii. Copy of the Tax Identification Number (TIN), which will be in accordance with what is established by the Tax Administration;
iii. Copy of passport, in the case of foreigners;
iv. Audited Financial Statements corresponding to the last accounting year, when required by law;
v. Application for authorization to acquire and be owner of shares in excess of one or ten percent or more, with specification of the source of funds for its acquisition. Said application must be made in accordance with what is established in Annex No. 1 of these Standards;
vi. Sworn declaration of not being in a state of bankruptcy or insolvency; and
vii. Description of the source of resources for the acquisition of the shares.
When the future Shareholders are legal entities, they must present the following information:
i. Name or trade name;
ii. Nationality and domicile;
iii. Copy of the Tax Identification Number (TIN), which will be in accordance with what is established by the Tax Administration;
iv. Audited Financial Statements corresponding to the last accounting year;
v. Testimony of the deed of constitution and statutes, or creation law, as applicable, in both cases with their reforms and legal representation;
vi. Power of attorney granted to be represented as a shareholder;
vii. Certification of the minute, where the acquisition of the shares is authorized;
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
viii. Application for authorization to acquire and be owner of shares in excess of one or ten percent or more, with specification of the source of funds for its acquisition. Said application must be made in accordance with what is established in Annex No. 5 of these Standards;
ix. Description of the source of resources for the acquisition of the shares; and
x. Foreign legal entities must prove their existence with documents in Spanish, which may be admitted without the need for legalization or apostille, as long as they allow reasonably verifying their authenticity, integrity, and content, in accordance with what is provided in article 4-A of the Administrative Procedures Law.
When these are supervised financial entities, they must promote cooperation agreements between the Superintendence and the supervisory body of their country of origin. (1) Repealed (1) h) List and general information of the directors, with the following information:
i. Sworn declaration of not having the disqualifications indicated in article 15 of the Law, according to the model in Annex No. 8 of these Standards;
ii. Valid certificate issued by the General Directorate of Penal Centers, of not having criminal records; and
iii. Resume and accreditation of experience indicated in article 15 of the Law.
i) Name or trade name of the audit firm that will perform the external audit of the Society. This must be registered in the Register of External Bank Auditors maintained by the Superintendence; j) Appointment of the fiscal auditor, in case it does not exist in the current entity; k) List of the managers and other officials of the entity who have authorization to decide on the granting of credits, who must meet the same requirements as the directors; l) Notarized Sworn Declaration issued by the President and the Special Executive who for the purposes of the application procedures has been appointed by the entity, in which it is stated that their agencies and/or establishments will comply, on the date that the Superintendence authorizes the constitution and start of operations of the Society, with the security measures established in Annex No. 12 of these Standards; m) Notarized Sworn Declaration issued by the President and the Special Executive who for the purposes of the application procedures has been appointed by the entity, in which it is stated that in the development of its operations, compliance will be given, from the date that the Superintendence authorizes the constitution and start of operations of the Society, to the accounting and prudential norms issued for such entities and other applicable provisions;
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024 n) If the Society, in accordance with the Certification of the Minute of the General Assembly or Shareholders Meeting of the entity, required in letter d) roman viii) of this article, will not collect deposits from the public from the start of its operations, a notarized sworn declaration must be presented issued by the President and the Special Executive who for the purposes of the application procedures has been appointed by the entity, in which it is stated that it will not start the operations of collecting deposits from the public without prior notification to the Superintendence and that it will comply, on the date of start of such operations, with the requirements of these Standards; o) Copy of the manuals, policies, and internal regulations of the entity, which must consider the applicable legal and regulatory provisions for Societies. As well as all the information indicated in Annexes Nos. 10 and 11, of these Standards; p) Copy of the models of contracts of its operations, which must consider the applicable provisions for Societies, especially those established in the Consumer Protection Law, for their corresponding deposit in the Superintendence.
The application and documentation may be presented through the means made available by the Superintendence, which may be electronic. In any case, the period referred to in the first paragraph of article 23 of these Standards will begin to run from the next business day after the application has been presented.
Request for authorization to establish and operate as a savings and credit society Art. 23.- Upon receipt of the request for authorization to establish and operate as a Society, in accordance with what is established in article 22 of these Standards, the Superintendence will proceed to verify compliance with the requirements defined in the Law, the Banking Law, and these Standards, having a period of no more than thirty days for its review. If the request is not accompanied by the complete and duly formatted information detailed in article 22 of these Standards, the Superintendence, due to the lack of necessary requirements, may require the entity to present the missing documents within a period of ten business days counted from the day following the notification, a period that may be extended at the request of the entity when there are reasons justifying such extension. The Superintendence in the same notice will indicate to the entity that if it does not complete the information within the aforementioned period, it will proceed without further procedure to archive the request, leaving it free to present a new request.
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 12/14/2023
Validity: 01/02/2024
If after the analysis of the documentation presented in accordance with article 22 of these Standards, the Superintendence has observations or when the documentation or information presented is not sufficient to establish the facts or information intended to be accredited, the Superintendence will notify the entity to remedy the deficiencies communicated or present additional documentation or information requested. The entity will have a maximum period of ten business days counted from the day following the notification, to resolve the observations or present the additional information required by the Superintendence. The Superintendence may, through a reasoned resolution, extend by up to another ten business days, the period indicated in the previous paragraph, when the nature of the observations or deficiencies notified so requires.
Extension Period
Art. 24.- The entity interested in establishing and operating as a Society may submit to the Superintendence a request for extension of the period indicated in the fifth paragraph of article 23 of these Standards, before the expiration of said period, stating the grounds for the request and proposing, if applicable, the pertinent evidence. The extension period may not exceed ten business days and will begin from the next business day following the expiration date of the original period.
Suspension of the period
Art. 25.- The thirty-day period indicated in the first paragraph of article 23 of these Standards will be suspended for the days that elapse between the notification of the request for information or documentation referred to in the second and fifth paragraphs of said article of these Standards, until the observations required by the Superintendence are remedied. Art. 26.- Upon completion of the requested information, within a maximum period of five business days, the Superintendence will proceed to:
a) Publish in two printed media of national circulation or another digital publication platform with greater or equal coverage or on its website, in accordance with what is established in the current legal framework, for a single time and at the entity's expense, the following:
i. List of the future Shareholders of the Society holding more than one percent of the social capital. In the case that the future Shareholders are other Societies
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 12/14/2023
Validity: 01/02/2024
the list of Shareholders or associates of these entities will be published, when they are holders of more than five percent of the social capital; and
ii. List of the initial directors of the entity, so that any person who has knowledge of any of the circumstances expressed in article 15 of the Law and article 33 of the Banking Law, may object to the quality of the future Shareholders or directors.
b) In the case that the Superintendence receives objections from the public regarding the quality of the Shareholders or directors of the future Society, within a period not greater than fifteen days after the publication mentioned in the previous paragraph, upon verification of their truthfulness, it will make it known to the entity so that within a period of thirty days they make the necessary substitutions; c) Verify the declarations referred to in letters l) and m) of article 22 of these Standards, through an inspection visit to the entity, the results of which will be made known to its Governing Body. When, as a result of the visit, it is determined that the entity is not ready to comply with the legal and regulatory provisions related to such declarations, the procedure will not continue until the Superintendence has verified the overcoming of such situation.
Art. 27.- Within a period of one hundred twenty days counted from having complied with the previous requirements, the Superintendence must rule on the matter.
The Superintendence will proceed to notify the resolution to the applicants within a maximum period of three business days, from the date the resolution is issued.
Art. 28.- The Superintendence will grant authorization for the entity to establish and operate a Society, when in addition to the entity having sent all the requested information, it is complete and to the satisfaction of the Superintendence, and when in its judgment the projected financial bases, as well as the honorability and personal responsibility of the future Shareholders holding more than one percent of the social capital, directors, and administrators of the Society, offer protection to the interests of the public; regarding this, it must consider the following:
a) Prove the good financial situation and solvency of the future Shareholders of more than one percent, including the consolidated analysis for each of them, of the set of companies, businesses, assets, and debts affecting them. The interested parties must not be in any of the circumstances mentioned in article 11 of the Banking Law; and b) The economic-financial projections, business plans, and manuals and policies presented satisfactorily demonstrate compliance with the legal and regulatory provisions applicable to Societies. Art. 29.- If the decision is favorable, the Board of Directors of the Superintendence will issue an agreement of authorization for the requesting entity to establish and operate as a Society, indicating in it the period within which the Deed of Modification of the Instrument of Constitution must be executed. Prior to the presentation of the Testimony of the Deed of Modification of the Instrument of Constitution of the entity in the corresponding Registry, it must be presented to the Superintendence to qualify whether the terms stipulated in it adhere to the projects that were previously authorized. Art. 30.- The Testimony of the Deed of Modification of the Instrument of Constitution of the entity may not be presented for registration in the corresponding Registry, without carrying a reason signed by the Superintendent, in which the favorable qualification of said Modification is recorded. Art. 31.- Once the Deed of Modification of the Instrument of Constitution of the requesting entity is registered in the corresponding Registry, the Board of Directors of the Superintendence will issue the certification of the agreement related in article 29 of these Standards, which will contain the name of the new Society, the data related to the execution and registration of the Modification of the Instrument of Constitution of the entity, the amount of paid social capital, and the names of its directors and administrators. This certification will be published at the expense of the Society, for a single time, in the Official Diary; in addition, it must be published in two printed media of national circulation or another digital publication platform with greater or equal coverage or on its website, in accordance with what is established in the current legal framework, as indicated in the second paragraph of article 20 of the Banking Law. Art. 32.- Once all the requirements established in the laws and these Standards are met, its internal controls and procedures verified, and the Deed of Modification of the Instrument of Constitution registered in the corresponding registry, the Society will begin its operations.
CHAPTER V
OTHER PROVISIONS AND VALIDITY
Sanctions
Art. 33.- Non-compliance with the provisions contained in these Standards will be sanctioned in accordance with what is established in the Law on Supervision and Regulation of the Financial System.
Repeal
Art. 34.- These Standards repeal the "Standards for Establishing and Operating Savings and Credit Societies and for Converting Existing Entities into Savings and Credit Societies" (NPNB1-03), approved by the Board of Directors of the
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 12/14/2023
Validity: 01/02/2024
Superintendence of the Financial System in Session No. CD-40/2001, of August 16, 2001, whose Organic Law was repealed by Legislative Decree No. 592 containing the Law on Supervision and Regulation of the Financial System, published in the Official Diary No. 23, Volume No. 390, dated February 2, 2011.
Transitory
Art. 35.- Requests presented in accordance with what is established in the "Standards for Establishing and Operating Savings and Credit Societies and For Converting Existing Entities into Savings and Credit Societies" (NPNB1-03) and that were in process at the time of entry into force of these Standards, will continue in accordance with said Standards.
Unforeseen Aspects
Art. 36.- Aspects not provided for in regulatory matters in these Standards will be resolved by the Central Bank, through its Standards Committee.
Validity
Art. 37.- These Standards will enter into force from January two, two thousand twenty-four.
MODIFICATIONS:
(1) Modifications in articles 4, 10, and 22, and Annexes No. 2, 3, 6, 7, and 8, approved by the Central Bank through its Standards Committee, in Session No. CN-04/2026, of May twenty-five, two thousand twenty-six, with validity from June nine, two thousand twenty-six.
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 12/14/2023
Validity: 01/02/2024
Annex No. 1
REQUEST FOR AUTHORIZATION TO ACQUIRE AND BE OWNER OF SHARES IN EXCESS OF 1% OR 10% AND BEYOND IN (NATURAL PERSONS) To the Superintendence of the Financial System Present.
I, [Name], [Age] years old, profession or trade [Profession], nationality [Nationality], from the domicile of [Address], with Unique Identity Document No. [ID Number] and Tax Identification Number (TIN) [TIN Number], request authorization to acquire and be owner of shares in [Entity Name] in excess of 1% of its social capital. For the purpose of the regulations established in Art. 157 of the Banking, Cooperative, and Savings and Credit Societies Law, I declare under oath the following personal information:
I. THAT I AM THE OWNER OF THE FOLLOWING INVESTMENTS IN ENTITIES THAT WILL BE SHAREHOLDERS OF THE SAVINGS AND CREDIT SOCIETY (OPERATING OR IN FORMATION):
Society N I T. Name of N I T Total Value of Nominal Value % Part. Financial Institution Shareholders or associates Nominal c/u Total Shares _______ _____ ____________ _____ _________ ________ _______ ______ _________ _______ _____ ____________ _____ _________ ________ _______ ______ _________ _______ _____ ____________ _____ _________ ________ _______ ______ _________ _______ _____ ____________ _____ _________ ________ _______ ______ _________ _______ _____ ____________ _____ _________ ________ _______ ______ _________ _______ _____ ____________ _____ _________ ________ _______ ______ _________
II. THAT I AM A DEBTOR IN THE FOLLOWING FINANCIAL INSTITUTIONS:
Financial Institution Amount Maturity Destination Guarantee _____________________ _____________ ____________ _____________________ ___________________ _____________________ _____________ ____________ _____________________ ___________________ _____________________ _____________ ____________ _____________________ ___________________ _____________________ _____________ ____________ _____________________ ___________________ _____________________ _____________ ____________ _____________________ ___________________ _____________________ _____________ ____________ _____________________ ___________________
III. THAT I HAVE BEEN AN OFFICIAL, DIRECTOR, OR MANAGER (FACTOR) IN THE FOLLOWING FINANCIAL INSTITUTIONS:
Financial Institution Position Held Period
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 12/14/2023
Validity: 01/02/2024
Annex No. 1
IV. POSSIBLE TRANSFERORS OR SOURCES OF ACQUISITION OF THE SHARES:
The names of the persons who will transfer their shareholding to me are:
___________________________________________________________________________ ___________________________________________________________________________ or the acquisition of shares I intend to carry out through a public offer of shares.
V. AMOUNT OF THE TRANSACTION:
The transaction or transactions will amount to an approximate amount of (Amount of dollars in numbers and letters).
And for the purposes of the prior authorization required by the Banking Law, I sign this in ______ ________________, on the ____________ of the month of _____________ of _________.
Signature of the Applicant
Documents attached to the request:
a) Sworn declaration, according to the model, in which it is stated that they are not in any of the causes indicated in article 11 of the Banking Law, to not be authorized to acquire shares in excess of 1 percent of the social capital of a savings and credit society, expressly mentioning each of them; this declaration must indicate that the funds for the acquisition of the shares come from legitimate activities, as well as the immediate source of obtaining the resources. b) Certificate issued by the General Directorate of Penal Centers and the Attorney General's Office or sworn declaration of the applicant, issued before a Notary of not having criminal records. c) Copy of the Unique Identity Document. d) Certified photocopy of the passport, when the applicant is a foreign natural person. e) Copy of the Tax Identification Number (TIN) or its Graphic Representation. This requirement will not be necessary in the case of foreigners who present a request to the Superintendence for the first time. f) The last audited financial statements with their corresponding opinion and notes, when by legal provision the applicant is obliged to have an external auditor; in the case that the request is presented after June 30, the last trial balance must be attached, if the applicant is obliged to keep formal accounting.
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 12/14/2023
Validity: 01/02/2024
Annex No. 2
MODEL OF SWORN DECLARATION
(Natural Person)
In the city of _______________________________ at _____ hours on the day ____ of ______________ of _______________________. Before me, _______________________________, Notary of the domicile of ___________________ appears Mr. __________________________ of ______ years of profession (or trade) ____________________, from the domicile of ____________ whom I know (or do not know), holder of (or identified by) Unique Identity Document number (or passport number), consequently of requesting authorization for the acquisition of shares of the savings and credit society ______________________ in excess of one percent (or ten percent or more) of the social capital of that cited entity; under oath he tells me that: I) That he is not in a state of bankruptcy, suspension of payments, or creditors' agreement; II) That he has never been convicted of any intentional crime; III) That he has never been judicially proven to participate in activities related to drug trafficking and related crimes or with money laundering, terrorist financing, and financing of the proliferation of weapons of mass destruction; IV) That he is not a debtor in the Financial System of credits to which a reserve for sanitation of fifty percent or more of the balance has been required; V) That since December twenty, nineteen ninety, while he has been an administrator (or director or manager) of Financial System entities, no administrative responsibility has been demonstrated to him in patrimonial deficiencies of twenty percent or more of the respective entity, nor that the same has received contributions from the State or the Deposit Guarantee Institute for its sanitation, nor in the intervention by the competent supervisory body; VI) That he has never been convicted administratively or judicially for serious infringement of the laws governing the Financial System; VII) That the funds to acquire the shares come from lawful activities, which in an immediate manner have their origin in (a deposit, the sale of an asset, the obtaining of a loan, etc.), consequently, said funds are not related under any circumstance to situations contrary to the Special Law for the Prevention, Control, and Sanction of Money Laundering, Terrorist Financing, and Financing of Proliferation of Weapons of Mass Destruction; VIII) That he has never been a shareholder of a financial entity whose shares were fully amortized to absorb losses; IX) That he does not have direct or indirect shareholding in a bank or other savings and credit society that is greater than one percent of its social capital (only in the case of Relevant Shareholders). The applicant tells me that the above declaration is true and that he knows the responsibility he may incur for any falsity in it. Thus expressed the applicant to whom I explained the legal effects of this present notarial deed which consists of ______ pages; and having read to him what was written by me, in a single act, without interruption and entirely, he ratifies its content and
we sign: I HEREBY CERTIFY. (1)
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 12/14/2023
Validity: 01/02/2024
Annex No. 3
MODEL OF SWORN DECLARATION
(Of not having judicial evidence against)
In the city of _______________________________ at _____ hours on the day ____ of ______________ of _______________________. Before me, _______________________________, Notary of the domicile of ___________________ appears Mr. __________________________ of ______ years, of profession (or trade) ____________________, from the domicile of ____________ whom I know (or do not know), holder of (or identified by) Unique Identity Document number (or passport number), consequently of requesting authorization for the acquisition of shares of the savings and credit society ______________________ in excess of one percent (or ten percent or more) of the social capital of that cited entity; under oath he tells me that: I) That he has never participated in any form in crimes related to drug trafficking and related crimes, nor with money laundering, terrorist financing, and financing of the proliferation of weapons of mass destruction; consequently, his judicial participation in these types of crimes has never been judicially proven; II) That he knows the difference between being convicted judicially for the commission of a crime and being convicted for the same, by having been properly advised regarding this (or by being aware of the matter that governs our country). The applicant tells me that the above declaration is true and that he knows the responsibility he may incur for any falsity in it. Thus expressed the applicant to whom I explained the legal effects of this present notarial deed which consists of ______ pages; and having read to him what was written by me, in a single act, without interruption and entirely, he ratifies its content and we sign: I HEREBY CERTIFY. (1)
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 12/14/2023
Validity: 01/02/2024
Annex No. 4
SWORN DECLARATION MODEL
(No criminal record)
In the city of _______________________________ at _____ hours on the day____ of ______________ of_______________________ . Before me, , Notary of the domicile of appears Mr.________________ of ______ years of age, profession (or trade)____________________ , of the domicile of ____________ whom I know (or do not know), holder of (or identified by) Unique Identity Document number (or passport number), consequently requesting authorization to acquire shares of the savings and credit society______________________ in excess of one percent (or ten percent or more) of the social capital of that cited entity; under oath he tells me that: I) That he has never been convicted for having participated in any way in the commission of any intentional crime; II) That he knows the nature of intentional crimes, having been properly advised on the matter (or being knowledgeable of the matter governing our country). The declarant tells me that the above declaration is true and that he knows the responsibility he may incur for any falsehood therein. Thus the declarant expressed himself, to whom I explained the legal effects of the present notarial act which consists of ______ pages; and having read to him what was written, in a single act, without interruption and in its entirety, he ratifies its content and we sign: I HEREBY CERTIFY.
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 5
APPLICATION FOR AUTHORIZATION TO ACQUIRE AND BE OWNER OF SHARES IN EXCESS OF 1% OR 10% AND BEYOND (IN LEGAL ENTITIES) Dear Financial System Superintendence Present.
I, , of ______ years of age, profession or trade , of nationality _______________, of the domicile of , with Unique Identity Document No. , and with Tax Identification Number (NIT) # , in the capacity of legal representative of the Society _______, of nationality , with Tax Identification Number (NIT) # ______________________, registered under No. Folio _____________ , Book , of date , of the Commercial Registry of ___________, I request that my represented party be authorized to be owner of shares in excess of 1% of its social capital. I declare under oath the following information about my represented party:
I. INVESTMENTS IN ENTITIES THAT WILL BE (OR ARE) SHAREHOLDERS OF THE SAVINGS AND CREDIT SOCIETY (OPERATING OR IN FORMATION) ART. 11 OF THE BANKING LAW:
Name T I N Quantity of Shares. Nominal Value Value Nominal c / u. Total Financial Institution Society Shares. Nominal c / u. Total Financial ___________ ______ _____________ __________ ____________ __________ ______________ ___________ ______ _____________ __________ ____________ __________ ______________ ___________ ______ _____________ __________ ____________ __________ ______________ ___________ ______ _____________ __________ ____________ __________ ______________ ___________ ______ _____________ __________ ____________ __________ ______________
II. THAT IT IS A DEBTOR IN THE FOLLOWING FINANCIAL SYSTEM INSTITUTIONS:
Financial Institution Amount Maturity Destination Guarantee _________________________ _____________ ____________ _________________________ _____________ ____________ _________________________ _____________ ____________ _________________________ _____________ ____________
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 5
III. LIST OF SHAREHOLDERS OF MY REPRESENTED PARTY:
Name T I N Nationality Qty. Shares. Value Nominal. Total % of in the Soci. Nominal. Total Participation ______________ _______ ____________ ____________ __________ _________ __________ ______________ _______ ____________ ____________ __________ _________ __________ ______________ _______ ____________ ____________ __________ _________ __________ ______________ _______ ____________ ____________ __________ _________ __________ ______________ _______ ____________ ____________ __________ _________ __________ ______________ _______ ____________ ____________ __________ _________ __________ ______________ _______ ____________ ____________ __________ _________ __________
IV. POSSIBLE TRANSFERRORS OR SOURCES OF ACQUISITION OF THE SHARES:
The names of the persons who will transfer their shareholding to me are:
___________________________________________________________________________ ___________________________________________________________________________ or the acquisition of shares I plan to carry out through a public offering of shares.
V. AMOUNT OF THE TRANSACTION:
The transaction or transactions will amount to an approximate amount of (Amount of dollars in numbers and letters).
And for the purposes of the prior authorization required by the Banking Law, I sign this in San Salvador, on the days of the month of _________.
Signature of the Legal Representative
Documents attached to the application:
a) Sworn declaration, according to the model, in which it is stated that they are not in any of the causes indicated in Article 11 of the Banking Law, to not be authorized to acquire shares in excess of 1 percent of the social capital of a savings and credit society, expressly mentioning each of them, said declaration must indicate that the funds for the acquisition of the shares come from legitimate activities, as well as the immediate source of obtaining the resources. The sworn declaration must be signed by the legal representative. b) Copy of the Tax Identification Number (NIT), which will be in accordance with what is established by the Tax Administration. This requirement will not be necessary in the case that it concerns foreign persons who submit an application for the first time to the Superintendence.
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 5
c) The last audited financial statements with their corresponding opinion and notes, when by legal provision the applicant is obliged to have an external auditor; in the case that the application is submitted after June 30, the last trial balance must be attached, if the applicant is obliged to keep formal accounting. d) Certification of the names of the main Shareholders or associates of the requesting legal entity, with their corresponding equity participation. e) Updated credentials of the board of directors, of the requesting entity.
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 6
SWORN DECLARATION MODEL
(Legal Entity)
In the city of _______________________________ at _____ hours on the day____ of ______________ of_______________________ . Before me, , Notary of the domicile of appears Mr.________________ of ______ years of age, profession (or trade), of the domicile of ____________ whom I know (or do not know), holder of (or identified by) Unique Identity Document number (or passport number), acting in his capacity as Legal Representative of, legitimacy of which I certify as being legitimate and sufficient having had the documents following:___________________________________________________________________ ___________________________________________________________________________ ; he tells me that in order that his represented party be authorized to acquire shares of the savings and credit society_________ in excess of one percent (or ten percent or more) of the social capital of that cited entity; under oath, regarding his represented party, he tells me that: I) That he is not in a state of bankruptcy, suspension of payments or creditors' agreement; II) That he is not a debtor in the Financial System of credits to which a reserve for the recovery of fifty percent or more of the balance has been required; III) That he has never been convicted administratively or judicially for a serious violation of the laws governing the Financial System; IV) That the funds to acquire the shares come from lawful activities, which immediately originate in (a deposit, the sale of an asset, the obtaining of a loan, etc.), consequently, said funds are not related under any circumstances in situations contrary to the Special Law for the Prevention, Control and Sanction of Money Laundering, Terrorism Financing and Financing of the Proliferation of Weapons of Mass Destruction; V) That he has never been a shareholder of a financial entity whose shares were fully amortized to absorb losses; VI) That he has no direct or indirect shareholding in another savings and credit society or in a bank that is greater than one percent of its social capital (only in the case of Relevant Shareholders or associates). The declarant tells me that the above declaration is true and that he knows the responsibility he may incur for any falsehood therein. Thus the declarant expressed himself, to whom I explained the legal effects of the present notarial act which consists of ______ pages; and having read to him what was written, in a single act, without interruption and in its entirety, he ratifies its content and we sign: I HEREBY CERTIFY. (1)
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 7
SWORN DECLARATION MODEL
(Shareholders or associates of requesting legal entities) In the city of _______________________________ at _____ hours on the day____ of ______________ of_______________________. Before me, , Notary of the domicile of appears Mr.________________ of ______ years of age, profession (or trade)____________________ , of the domicile of ____________ whom I know (or do not know), holder of (or identified by) Unique Identity Document number (or passport number), by reason of being a shareholder with a participation equal to or greater than twenty-five percent in the equity of the society____________________________ which is requesting authorization to acquire shares of the savings and credit society______________________ in excess of one percent (or ten percent or more) of the capital social of that cited entity; under oath he tells me: I) That he is not in a state of bankruptcy, suspension of payments or creditors' agreement; II) That he has never been convicted for any intentional crime; III) That he has never been judicially proven to have participated in activities related to drug trafficking and related crimes or with money laundering, terrorism financing and financing of the proliferation of weapons of mass destruction; IV) That he is not a debtor in the Financial System of credits to which a reserve for the recovery of fifty percent of the balance has been required; V) That since the twentieth of December of nineteen hundred ninety, while he has been an administrator (or director or manager) of Financial System entities, he has not been administratively proven responsible for equity deficiencies of twenty percent or more of the respective entity, nor that the same has received contributions from the State or the Deposit Guarantee Institute for its recovery, nor in the intervention by the competent regulatory body; VI) That he has never been convicted administratively or judicially for a serious violation of the laws governing the Financial System; and VII) That he has never been a shareholder of a financial entity whose shares were fully amortized to absorb losses. The declarant tells me that the above declaration is true and that he knows the responsibility he may incur for any falsehood therein. Thus the declarant expressed himself, to whom I explained the legal effects of the present notarial act which consists of ______ pages; and having read to him what was written, in a single act, without interruption and in its entirety, he ratifies its content and we sign: I HEREBY CERTIFY. (1)
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 8
SWORN DECLARATION MODEL FOR DIRECTORS OF SAVINGS AND CREDIT SOCIETIES Dear Financial System Superintendence Present.
I, ________________________________, of _______ years of age, profession or trade ______________________, of nationality, _________________________ of the domicile of ___________________________, with Unique Identity Document No. _______________ and Tax Identification Number (NIT) No. _____________________, in view of having been proposed to be part of the board of directors of the savings and credit society _____________________, I declare under oath that:
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 8
_______________________________ _________________________ Signature Date
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 9
INFORMATION REQUIREMENTS ON EQUIPMENT AND COMPUTER PROGRAMS For any computer system designed to operate active and passive transactions and accounting, it is a requirement to present to the Superintendence the following basic information:
General description of the system and the main processes.
Relational Design of the Files.
Description and Detailed Design of the files and fields (Data Dictionary).
User Manual
List of the type of users who will have access, specifying the user's hierarchical level and the type of access they will have to each of the system options; as well as the frequency with which it is generated and the number of copies as they are distributed. If the systems are being developed, describe the procedure to test and approve the programs as well as the responsibilities of these activities. Printed copy of the source programs or make a tape back-up copy. Characteristics of the central and peripheral equipment. Detailed characteristics of the development tools. Copy of the warranty or maintenance contract of the central and peripheral equipment. Copy of the warranty or maintenance contract of the programs, if these have been contracted to consultants. Procedures to perform Back-up. Contingency plan in case of loss of information and/or failures in the computer equipment. Authorized procedures for the handling of access keys. Hygiene standards for computer equipment and its peripherals. Software Licenses to be used. NOTE: It is necessary that the new institution have an electronic communication system (Example: MODEM or GBNet) for sending and receiving information with the Superintendence.
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 10
INFORMATION REQUIREMENTS ON EQUIPMENT AND COMPUTER SYSTEMS FOR EXISTING ENTITIES For any computer system designed to operate active and passive transactions and accounting, it is a requirement to present to the Superintendence the following basic information:
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 11
MINIMUM REQUIREMENTS OF THE FUNCTION AND OPERATIONAL PROCEDURES MANUALS
Job Description Manual
It must contain the organizational chart and describe the functions of each component thereof, including those of temporary units, such as credit committees, of which it must also explain how they are integrated. The organizational plan must contain the adequate segregation of operations and the functions necessary for the control and supervision of transactions. For these purposes, it is necessary to create at minimum the following units or positions:
a) Cashier; b) Deposits; c) Credit processing; d) Loan control; e) Loan recovery through judicial channels; f) Custody of documents and securities; g) Information Technology; h) Accounting; i) Internal Audit; j) Portfolio rating; k) Loan and related credit control It must also include a section referring to the administration of the manual, which must have modification procedures, the subjects who may propose modifications, and those authorized to keep it under their custody.
Operational Procedures Manual
This manual must describe the internal control procedures (administrative and accounting) for each of the active, passive, and complementary operations that the Non-Bank Financial Intermediary will perform.
Internal control must be described by transaction cycles, preferably using the technique of flowcharts combined with narratives.
It must also include a section referring to the administration of the manual, which must have modification procedures, the subjects who may propose modifications, and those authorized to keep it under their custody.
2.1 Main Transaction Cycles
The cycles considered mandatory, depending on the operations performed by the intermediary, are the following:
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 11
a) Cycles for deposits
It must comprise the following stages: deposit opening, withdrawals and remittances, replacement of passbooks and safeguards, and deposit settlement; b) Loan cycles It must comprise the following stages: application processing and its respective controls, deed processing and its controls, granting, registration procedures for guarantees with their respective controls, and recoveries. In addition to the above, special recovery procedures through judicial channels must be developed, with the description of the corresponding controls; as well as policies to initiate this process and those regarding the recognition of losses when the results of the judicial process determine the unrecoverability of debts; c) Collection cycles From the receipt of documents until the reimbursement of the collected sum; d) Foreign currency purchase-sale cycle It must include procedures related to purchases and those for sales; e) Investment portfolio cycles It must comprise the acquisition, sale, and redemption of securities and repo transactions. Each of the cycles described above must comprise the following aspects:
a) Adequate segregation of functions; b) Description of the distribution of the original and copies of accounting documents; c) Timeliness in which transactions or accounting operations will be recorded; d) Quantification of transactions and operations; e) Authorization and approval systems for transactions and operations; f) Information technology procedures (General activities to be performed by means of computers must be described, indicating the base documents for introducing information into the system, authorizations to access the system, and the reports that will be issued); g) The method of organizing document files.
2.2 Accounting Systems and Procedures
In addition to the cycles described above, procedures must be designed on the following aspects:
a) The manner in which accounting operations will be recorded, in each of the legalized books and generally in the auxiliary accounting records; b) The manner of relating accounting vouchers to entries in the previous books and records; c) The authorization processes for accounting vouchers, generated by each operational department and by the accounting department; d) The calculation and accounting of interest and commissions to be received and paid.
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 11
2.3 Information Systems
This section of the manual must deal with the data processing systems that will be used in the different activities of an economic nature and must deal at minimum with the applications for deposits, loan portfolio, accounting, and cash operations. In each of these programs, at least the following must be described:
a) General description of the system and the main processes; b) Relational design of files; c) Description and detailed design of the Databases and Entity-Relationship diagram; d) User manual for the systems of:
2.4 Other Manuals and Policies with which the Entity is Equipped
2.5 Annexes
This section must contain the different forms that the entity will use to contract with the public, to attend to transactions with its clients, and for the registration of accounting operations, but especially what relates to:
a) Application forms, contracts, securities, remittances, withdrawals, and other documents that will be used in active and passive operations;
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 11
b) Models of the legalized accounting books that will be used; c) Forms for accounting documents for income (credit notes, receipts, cash summaries), expenses (checks, vouchers, etc.), and journal entries.
Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador.
Tel. (503) 2281-8000 www.bcr.gob.sv
CNBCR-11/2023 NRP-47
TECHNICAL STANDARDS FOR ESTABLISHING AND OPERATING SAVINGS AND CREDIT SOCIETIES AND FOR CONVERTING EXISTING ENTITIES INTO SAVINGS AND CREDIT SOCIETIES.
Approval: 14/12/2023
Validity: 02/01/2024
Annex No. 12
MINIMUM SECURITY MEASURES THAT AGENCIES OF SAVINGS AND CREDIT SOCIETIES MUST COMPLY WITH
For the operation of agencies of Savings and Credit Societies, or the relocation of existing ones to new premises, the following minimum security measures must be met:
a. The construction of the premises must be of mixed system or similar with exterior doors and windows protected by curtains or metal grilles. b. The premises must have work areas and space to serve the public, reasonably spacious to avoid accidents; they must not have interior communication with other adjacent premises.
c. The premises must have a reinforced concrete vault with a security door to store funds, securities, and accounting records. It must have a communication mechanism from the inside to the outside.
Additionally, dual control systems for vault doors must be maintained.
Any other solution must be previously justified to the Superintendency, who will determine if it is appropriate. d. Count on metal boxes with dual control and keys or other security means such as drawers, bags, etc., in the teller booths and install doors in teller booths, which must be equipped with lockable doors, which will be handled by the teller; machines or equipment to be operated by more than one teller may be installed between the booths. Install adequate alarm systems for the agency; and have at least one emergency exit. g. Maintain fire extinguishers located according to the established security measures; ensuring that these are suitable for the environment, said extinguishers must be reviewed periodically. h. Armored car services must have booths with bulletproof glass.
i. Maintain security personnel during office hours and outside them, in charge of the surveillance and protection of the premises.
It is sought that the properties occupied by the agencies have interior parking areas for armored vehicles that arrive to deliver or collect funds; as well as for users of the entity's services.
Extend insurance coverage to the protection of personnel, damage to physical assets, and other risks inherent to this type of institution.
For the application of the degree of enforceability of the security measures, the class of operational volume, geographic location, minimum and maximum balances of fund existence, and other factors deemed pertinent must be considered.
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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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