Technical Standards for the Authorization and Registration of Issuers and Public Offering Securities Issuances

CNBCR-05/2015
NRP-10
TECHNICAL STANDARDS FOR THE AUTHORIZATION AND REGISTRATION OF ISSUERS AND PUBLIC OFFERING SECURITIES ISSUANCES Approval: 19/02/2015 Validity: 09/03/2015 Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador. Tel. (503) 2281-8000 www.bcr.gob.sv

THE STANDARDS COMMITTEE OF THE CENTRAL RESERVE BANK OF EL SALVADOR, CONSIDERING:

I. That Article 3 of the Securities Market Law establishes that any security that is the subject of a public offering, as well as the issuers thereof, must be recorded in the Public Stock Registry, which for this purpose will be maintained by the Superintendencia del Sistema Financiero and subsequently registered in a stock exchange.

II. That issuances and public offerings of securities are subject to what is provided in Article 9 of the Securities Market Law and Articles 72 and 93 of the Asset Securitization Law.

III. That Article 3, letter c) of the Law on Supervision and Regulation of the Financial System, establishes that it is the responsibility of the Superintendencia del Sistema Financiero to proactively monitor the risks of the members of the financial system and the manner in which they manage them, ensuring the prudent maintenance of their solvency and liquidity. (3)

IV. That Article 3, letter h) of the Law on Supervision and Regulation of the Financial System, establishes that it is the responsibility of the Superintendencia del Sistema Financiero to authorize the registrations, registry entries, modifications, and cancellations of the persons, institutions, and operations subject to such requirement, in accordance with the laws in this matter. (3)

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:

TECHNICAL STANDARDS FOR THE AUTHORIZATION AND REGISTRATION OF ISSUERS AND PUBLIC OFFERING SECURITIES ISSUANCES

CHAPTER I
OBJECT, SUBJECTS, AND TERMS

Object
Art. 1.- These Standards aim to develop the legal provisions applicable to the registration of issuers and issuances of public offering securities maintained by the Superintendencia del Sistema Financiero, with the purpose of providing general guidelines in the respective authorization requests, including the minimum content of issuance prospectuses, based on the applicable legal provisions. Such requests will be submitted to the Superintendencia, according to the procedure, format, and deadlines established by the Securities Market Law, the Asset Securitization Law, and these Standards. (3)

Subjects
Art. 2.- The subjects obligated to comply with the provisions established in these Standards are:
a) Stockbrokers; b) Securities issuers; and c) Securitization entities.

Terms
Art. 3.- For the purposes of these Standards, the terms indicated below have the following meaning:
a) Central Bank: Central Reserve Bank of El Salvador; (5) b) Stock Exchange(es): Stock Exchanges constituted in El Salvador and registered with the Superintendencia del Sistema Financiero; (5) c) House(s): Stockbrokers, authorized and registered with the Superintendencia del Sistema Financiero; (5) d) Board of Directors: Board of Directors of the Superintendencia del Sistema Financiero; (5) e) Depository: Entity specialized in the deposit and custody of securities constituted in El Salvador and registered with the Superintendencia del Sistema Financiero; (5) f) Issuer(s): Issuers of public offering securities according to the Securities Market Law. For the purposes of these Standards, the State and the Central Reserve Bank of El Salvador are excepted; (5) g) Fund: Securitization fund administered by a securitization entity; (5) h) Business Group: In accordance with Article 5 of the Securities Market Law, this is one in which a company or set of companies have a common controller, who acting directly or indirectly participates with at least fifty percent in the share capital of each of them, or that have common shareholders who, directly or indirectly, hold at least fifty percent of the capital of another company, which allows presuming that economic and financial performance is determined by common interests or subordinate to the group; (5) i) Law: Securities Market Law; (5) j) Registry: Public Stock Registry of the Superintendencia del Sistema Financiero; k) Business Relationships: According to what is established in Article 5 of the Securities Market Law, these are those that exist between controlling companies, subsidiaries, linking entities, or linked entities; as well as, when they maintain links of administration or credit responsibilities that make it possible to presume the possibility of common financial risks in the credits they receive, or in the acquisition of the securities they issue; (5) l) Superintendencia: Superintendencia del Sistema Financiero; and (5)

m) Securitization Entity: Securitization entity registered with the Superintendencia del Sistema Financiero. (5)

CHAPTER II
REGISTRATION OF SECURITIES ISSUERS

Entities Interested in Registering as Issuers
Art. 4.- The entity intending to be registered as a securities issuer will request its entry in the Registry through a Stockbroker, which will be responsible for ensuring compliance with the requirements and obligations established for such purposes.

Request and Information for Issuer Registration Art. 5.- For the authorization of entry in the Securities Issuers Registry, the legal representative or attorney-in-fact of a Stockbroker must submit to the Superintendencia a request for authorization of the corresponding issuer's registry entry, accompanied by the following documentation:
a) Sworn statement by the legal representative or attorney-in-fact of the issuer granted before a Notary, in which they declare that the information provided to the Stockbroker and accompanying the request for their registration as a securities issuer is true, accurate, and complete. Likewise, the commitment to keep the information updated at all times before the Superintendencia and to facilitate the information required by the Law; b) Copy of the testimonium of the issuer's social constitution deed, of its modifications, if any, registered in the Commerce Registry; as well as the current statutes, if applicable, duly deposited in the corresponding registry or, in its case, legislative decree of creation; c) List of partners, associates, or shareholders, with their participation in the society's capital, specifying the number of shares and percentage of participation, the type and number of the current identity document, and Tax Identification Number, which will be in accordance with what is established by the Tax Administration. The aforementioned list must contain updated information, as of the date of submission of the request, as well as a copy of the current identity document and Tax Identification Number of persons whose participation is equal to or greater than 10% of the issuer's social capital; (6) d) List of the issuer's administrators, indicating the type and number of identity document, Tax Identification Number, which will be in accordance with what is established by the Tax Administration, as well as a copy of the credentials of the Board of Directors, administrative attorneys, and administrators, indicating the respective term of office, duly registered in the corresponding registry, attaching a copy of the current identity document, Tax Identification Number, and curriculum vitae that accredits professional or business experience of each of the administrators; (6) e) Audited financial statements of the issuer, corresponding to the last three fiscal years prior to the request, by an external auditor registered with the Superintendencia. In the case of entities that have less than three years of existence, they must present the audited financial statements they possess as of the date of the request; f) Sworn statement by shareholders owning more than ten percent of the share capital, according to the format of Annex No. 1 of these Standards; g) Copy of the issuer's Tax Identification Number; h) If the issuer is part of a business group, as defined by the Law, it must provide the following information:
i. Name or corporate name of the companies comprising the business group;
ii. List of partners, associates, or shareholders whose participation is greater than ten percent of the capital of each of the companies comprising the business group, including the issuer's subsidiaries or affiliates. In the case that shareholders were legal entities, they must also present the list of their shareholders with more than ten percent of the capital;
iii. List of directors of each of the companies comprising the business group, including the issuer's subsidiaries or affiliates;
iv. Financial statements of the controlling entity, at the close of the last fiscal year;
v. Consolidated financial statements of the issuer with its subsidiaries or affiliates, at the close of the last fiscal year. Such financial statements must clearly identify the transactions carried out between these entities;
vi. Consolidated financial statements of the business group to which the issuer belongs, provided that the issuer maintains commercial or financial relationships with any of the entities comprising its business group, and that the issuer has established stabilization reserves of ten percent or more in any of the financial institutions of the system; and
i) Name or corporate name of entities with which the issuer maintains business relationships, as defined in the Law.
In the request, the Stockbroker must establish the place to receive notifications and the designation of the persons commissioned for such effect.

CHAPTER III
REGISTRATION OF SECURITIES ISSUANCES

Issuers Interested in Registering Their Issuances Art. 6.- The issuer interested in registering an issuance in the Registry maintained for such purposes by the Superintendencia must request the corresponding entry of the issuance through a Stockbroker, which will be responsible for ensuring compliance with the requirements and obligations defined in these Standards.

Request and Information for Issuance Registration Art. 7.- For the authorization of the registry entry of the issuance maintained for such purposes by the Superintendencia, the legal representative or attorney-in-fact of a Stockbroker must submit to the Superintendencia a request accompanied by the following documentation:
a) Sworn statement by the legal representative or attorney-in-fact of the issuer granted before a Notary, in which they declare that the information provided to the Stockbroker and accompanying the request for their registration of the issuance is true, accurate, and complete. Likewise, the commitment to keep, at all times, the information updated before the Superintendencia and to facilitate the information required by the Law; b) Certification of the agreement of the Board of Directors or the competent authority, which authorized the issuance. The aforementioned certification must be signed by the person authorized for such purposes; c) Complete report on the risk classification of the issuance or of the issuer when it concerns an issuance of shares; d) Repealed; (3) e) Draft of the public deed of issuance, which reflects the class of value to be registered and its characteristics. In the case of shares, a copy of the constitution deed, or in its case of increase or decrease of minimum capital or the certification of the increase or decrease in the respective book maintained by the issuer, as applicable, as well as the draft certificate that supports the corresponding shares, except when it concerns shares represented by electronic book entries of securities in account; f) Draft of the issuance prospectus, in accordance with the applicable type of value, which includes the minimum content defined in Annexes No. 2 and No. 3 of these Standards; g) When the issuance is guaranteed with a certain type of collateral or coverage, the documents proving its existence must be presented; if applicable, the appraisal performed by an expert registered in the Registry of Experts of the Superintendencia and the instrument accrediting the granting of the collateral or coverage in question must also be presented; h) When the issuance is guaranteed by an entity that is not an institution regulated by the Banks Law and the Cooperative Banks and Savings and Credit Societies Law, it must provide the information established in Article 9, letter d) of the Law; and i) When it concerns issuances of Green, Social, or Sustainable Bonds, an opinion issued by a third party independent of the issuer and the structurer of the issuance must be presented. Such evaluation must be prepared by entities, such as risk classifiers with specific methodologies for this type of instruments or internationally recognized certifiers. (6) The opinion must accredit the alignment of the instrument with applicable international principles and standards, such as the principles of the International Capital Market Association, the criteria of the Climate Bonds Initiative, or others related to the different types of Green, Social, or Sustainable Bonds. (6)

In the case of issuances by Banks, Cooperative Banks, and Savings and Credit Societies, in accordance with what is established by the Law on Supervision and Regulation of the Financial System in Article 3, letter c), they must present the issuer's projected financial statements, annually, for a period of three years, the cash flow, and projections that reflect the issuer's payment capacity in that same period, as well as the basic assumptions of projections used for the preparation, which will be presented by the method used by the issuer in accordance with International Financial Reporting Standards. (3) In the request, the Stockbroker must establish the place to receive notifications and the designation of the persons commissioned for such effect.

Request for Registration of Issuers and Issuances of Secured Securities Art. 8.- The respective Securitization Entity will be registered as a securities issuer for the issuances on behalf of the Funds it administers, for which Article 5 of these Standards will apply, observing the corresponding Securitization rules. (3) Art. 9.- The authorization request referred to in Article 7 of these Standards must refer to the name of the issuance, detailing the name of the Fund and whether it corresponds to debt securities or equity participation in the Fund's capital. For these purposes, in addition to the documentation indicated in said article, the following information must be attached:
a) Draft securitization contract, according to the corresponding regulation; b) Documents corresponding to the alienation of the assets to be securitized, duly formalized when applicable; c) Appraisal report of the assets to be securitized issued by an expert who meets the requirements defined in the Asset Securitization Law, including the valuation methodology. This appraisal must have a validity of no more than twelve months prior to the date of initiation of the issuance authorization process; (2) d) Detail of the individualization or determination of each of the assets comprising the Fund, if applicable; e) Detailed description of the guarantees or insurance covering the assets or rights to be securitized, if applicable; in addition, the appraisal performed by an expert, who meets the requirements defined in the Asset Securitization Law, and the instrument accrediting the granting of the collateral or coverage in question must be presented; f) Description of the credit enhancement mechanisms; g) Financial model of the securitization structure; h) Legal feasibility analysis of the presented structure; i) Document explaining the procedures for the execution of mortgages or pledges in the case of Funds constituted by mortgage or pledge credits, when applicable; j) Information established in the "Technical Standards for Real Estate Securitization Funds" (NDMC -20) approved by the Central Bank through its Standards Committee, in the case of real estate securitization Funds, when applicable; (3) k) Detail of the relationship of costs, expenses, and projected income charged to the Fund; l) Service contracts to be subscribed by the securitization entity in accordance with Article 26 of the Asset Securitization Law; m) General policies for Fund administration; n) Copy of the appointment of the securities holders' representative, the external auditor, and the fiscal auditor, if applicable, signed by the competent authority; and o) Other documentation and information that might be relevant for securities holders, upon request by the Superintendencia. In the request, the Stockbroker must establish the place to receive notifications and the designation of the persons commissioned for such effect. In any case, prior to the submission of the request, the Securitization Entity may request a meeting from the Superintendencia to expose the structuring of the Fund to be constituted, to facilitate the authorization process for the registry entry.

Request for Registration of Share Issuances of Entities Authorized by the Superintendencia Art. 10.- When it concerns entities that, by virtue of the law, must be authorized by the Superintendencia for the constitution and start of operations in the country and are obligated to register their shares in a Stock Exchange, they may request their registration as securities issuers at the time of submitting to the Superintendencia the requirements for their start of operations. (3) The request for authorization of the registry entries in the Issuers and Securities Issuances Registry maintained by the Superintendencia, to which the previous paragraph refers, must be presented through a Stockbroker, for which the following documentation must be added:
a) Draft prospectus of the shares, insofar as applicable in accordance with what is established in Annex No. 2 of these Standards; and b) Draft certificate that supports the corresponding shares, except when it concerns shares represented by electronic book entries of securities in account. Art. 11.- Upon granting the authorization of Registry Entries as an issuer and of the issuance of its shares, the Stockbroker that managed the request will be notified, so that it, within a maximum period of thirty days, cancels the registration fees and submits the documentation in definitive form detailed in the previous article, for the granting of the corresponding registry entry. When the Superintendencia has issued the registry entry of the issuance, it will notify the next business day to the entity specialized in the deposit and custody of securities, in accordance with what is established in Article 35 of the Law on Electronic Book Entries of Securities in Account, and to the Stockbroker that carried out the procedure. (3) From the communication of the registry entry, the Stockbroker may request the registration of the issuer's shares in a stock exchange. Request for Issuers with Recurrent Issuances Art. 12.- When the registration of a new issuance is requested regarding an issuer to whom previous issuances have been registered, they will not be obligated to submit the documents supporting the information of the issuance prospectus, such as: credentials of the issuer's and business group's administrators and current bylaws, if they are updated in the Registries maintained by the Superintendencia. (3) In the case of the issuer's and business group's financial statements, if these are already in the possession of the Superintendencia, by virtue of being supervised entities, their presentation will not be necessary, and only those corresponding to the fiscal years that have not been submitted prior to the submission of the request will be presented. (3) In any case, active issuers are obligated to keep their information updated and to comply with information requirements and material events, which will be verified in the authorization procedure for a new issuance. (3)

CHAPTER IV
ENTRY IN THE SUPERINTENDENCIA'S REGISTRY
Art. 13.- The request for entry in the Registry of issuers or securities issuances, maintained by the Superintendencia, must be presented to the same, in a complete manner and with the formal requirements in accordance with what is established in Article 9 of the Securities Market Law and the procedure set forth in these Standards. (3)

Procedure for Authorization in the Register of the Superintendence

Art. 14.- Upon receipt of the application for authorization of entry in the corresponding Register, with complete formal information in accordance with articles 7 and 9 of these Norms, the Superintendence will proceed to verify compliance with the requirements defined by the Law and these Norms, having a period of up to fifteen business days to make the entry in the corresponding Register. Once this period has expired and without communicating observations to the Brokerage House, the Superintendence will proceed to register the issuer or the issuance in the corresponding Register. (3)

If the application is not accompanied by the complete information detailed in articles 7 and 9 of these Norms, the Superintendence, due to the lack of necessary requirements, may require the House 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 House when there are reasons justifying it. (3)

In the same warning, the Superintendence will indicate to the House that if it does not complete the information within the aforementioned period, it will proceed without further procedure to archive the application, leaving it free to present a new application. (3)

If after the analysis of the documentation presented in accordance with articles 7 and 9 of these Norms, the Superintendence has observations or when the documentation or information presented is not sufficient to establish the facts or information intended to be accredited in accordance with the type of registration process and what is stipulated in article 9 of the Law; the Superintendence will warn the respective House only once to remedy the deficiencies communicated or present additional documentation or information requested. (3)

The House 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. (3)

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. (3)

Extension Period (3)

Art. 14-A The House may submit to the Superintendence a request for extension of the period indicated in the fifth paragraph of article 14 of these Norms, stating the grounds on which it is based and proposing, if applicable, the relevant proof. (3)

The extension period may not exceed 10 business days and will start from the next business day after the expiration date of the original period. (3)

Suspension of the Period (3)

Art. 14-B The fifteen business day period indicated in article 14 of these Norms, will be suspended for the days that elapse between the notification of the request for information or documentation referred to in the second and fourth paragraphs of article 14 of these Norms, until the observations required by the Superintendence are remedied. (3)

Once the documents are presented in due form, the Superintendence will proceed to

Art. 15.-After communication of the favorable agreement to the application by the Board of Directors, the House within a maximum period of sixty business days, must make the payment of registration fees and send the following documents for the granting of the registration entry of securities issuances, as applicable to:
a) Debt securities issuance:
i. Certified copy of the Testimony of the issuance deed; (5)
ii. Final prospectus signed by the person authorized by the issuer to do so, including all annexes referenced therein; and
iii. Documentation proving the granting of guarantees, this applies only when the issuance is fully guaranteed.
b) Share issuance:
i. Final share certificate; and
ii. Final prospectus duly signed by the person authorized by the issuer to do so, including all annexes referenced therein.
c) Securitization securities issuance:
i. Certified copy of the Testimony of the securitization contract; (5)
ii. Final prospectus duly signed by the person authorized by the issuer to do so, including all annexes referenced therein;
iii. Certified copy of the Testimony of the administered assets securitization contract; (5)
iv. Final documents regarding the alienation of the assets;
v. Report of the appraiser of the securitized assets duly presented to the General Directorate of Internal Taxes of the Ministry of Finance, with its respective valuation methodology;
vi. Documentation proving the granting of guarantees, this applies only when the issuance has them; and
vii. Any other document that according to the authorized securitization structure must be granted in due form.
For the case of securitization securities, prior authorization from the Superintendence of the Fund's accounting system must be obtained.
Received by the Superintendence, the documentation and verified that it is in accordance with what was authorized by the Board of Directors, the Superintendence will proceed to issue the registration entry and notify the specialized society in deposit and custody of securities in accordance with what is established in article 35 of the Law on Electronic Annotations of Securities in Account, within a maximum period of five business days. (3)

Modification of Registration Entry

Art. 16.-When the Issuer intends to modify the characteristics of a current issuance, it must submit to the Superintendence a request for authorization of modification of the registration entry of the issuance, through a House, attaching the following documentation:
a) Communication of agreement of authorization of modification, issued by whoever has the corresponding approval authority, in accordance with what is established in the characteristics of the current issuance; b) Draft public deed of modification to the characteristics of the issuance; c) Explanation of the causes of the modifications made, including supporting documentation when applicable; d) Updated prospectus; and e) Risk classification report of the issuance, in case the modifications made vary the referred report.

Archiving of Proceedings Initiated by Registration Request

Art. 17.- The Superintendence will proceed without further procedure to archive the proceedings initiated in the registration procedure detailed in these Norms, when the following situations arise:
a) The House has not remedied the observations or has not presented the required information, in accordance with article 14 of these Norms; b) The Superintendence revokes the favorable authorization for not having presented the information required in article 15 of these Norms; or (2) c) The House presents a letter to the Superintendence, informing the desire to withdraw the application, at any time. In all cases, the interested parties will maintain their right to present a new application to the Superintendence, which will give rise to a new procedure.

CHAPTER V
PLACEMENT OF REGISTERED ISSUANCE SERIES OR TRANCHES

Art. 18.-The competent authority of the issuer in accordance with what is established in the issuance deed, must determine the series or tranches of the issuances, after the granting of the registration entry by the Superintendence and prior to their placement. (3)

Art. 19.-For the purpose of placement of series or tranches of an issuance, the House must communicate in writing to the Superintendence, the planned date of placement, as well as its form of placement, within a minimum period of three business days prior to the planned date for the placement of the series or tranche, attaching the following documentation: (2)

CNBCR-05/2015
NRP-10
TECHNICAL NORMS FOR THE AUTHORIZATION AND REGISTRATION OF ISSUERS AND PUBLIC OFFERING SECURITIES Approval: 02/19/2015 Validity: 03/09/2015 Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador. Tel. (503) 2281-8000 www.bcr.gob.sv a) Copy of the agreement or resolution adopted by the competent authority of the issuer regarding this matter; and b) Repealed. (1) (3) Notwithstanding the above, the period for sending to the Superintendence may be shorter in accordance with the corresponding Instruction of the Stock Exchange. (4) Additionally, when the series or tranches are guaranteed, they must present five business days prior to the planned placement date: (3) a) Legal document of granting the guarantee, as applicable; or (3) b) Testimony of the deed of granting the guarantee, when it is constituted by a credit portfolio, as well as the certification of the external auditor regarding the portfolio that constitutes the guarantee, including the list of credits as required by applicable standards and details thereof in printed form and in electronic spreadsheet format, containing the information established in the guarantee characteristic. For the case of issuers to whom the Bank Law applies, they must have previously obtained the communication of no objection issued by the Superintendence, regarding compliance with what is established in article 57 of the Bank Law.

Art. 20.- The Superintendence may suspend the placement of the tranche or series, when the documentation referred to in the previous article is not in accordance with what was authorized by the Board of Directors.

CHAPTER VI
OTHER PROVISIONS AND VALIDITY

Art. 21.-The documentation presented to the Superintendence, in compliance with what is provided in these Norms, must be in accordance with the corresponding legal formalities, especially regarding:
a) The photocopies presented must be legible and certified by a Salvadoran notary; b) The signatures that match in any type of documentation must be legalized by a Salvadoran notary; c) Public or authentic documents emanating from a foreign country, as well as their photocopies, 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 Law on Administrative Procedures; and (6) d) The lists of shareholders or directors, that are presented, must be duly signed by a person authorized to do so.

Transitory

Art. 22.- The applications presented in accordance with what is established in Standard RCTG12/2010 Registration of Securities Issuers and Securities Issuances to be traded on a Stock Exchange, that were in process at the time these Norms entered into force, will continue and conclude in accordance with the regulations under which they were initiated. Notwithstanding what is established in the previous paragraph, if six months have elapsed and the applicants have not continued with the registration procedure, prior notification by the Superintendence, the registration applications will be archived.

Unforeseen Aspects

Art. 23.- The aspects not provided for in regulatory matters in these Norms, will be resolved by the Standards Committee of the Central Reserve Bank of El Salvador.

Repeal

Art. 24.- These Norms repeal Standard RCTG-12/2010 “Registration of Securities Issuers and Securities Issuances to be traded on a Stock Exchange” approved in Session CD-9/2010 of May 11, 2010 by the Board of Directors of the Securities Superintendence, whose Organic Law was repealed by Legislative Decree number 592 which contains the Law on Supervision and Regulation of the Financial System, published in the Official Journal number 23 Volume 390 of February 2, 2011.

Validity

Art. 25.- These Norms will enter into force from March 9, 2015.

MODIFICATIONS:

(1) Modification approved by the Standards Committee of the Central Reserve Bank of El Salvador in Session No. CN-18/2015 of December 17, two thousand fifteen, with validity from January 4, two thousand sixteen. (2) Modifications to articles 9, 17 and 19 and modification of Annex No. 3 approved by the Central Bank through its Standards Committee in Session No. CN-03/2019 of February 27, two thousand nineteen, with validity from March 18, two thousand nineteen. (3) Modification to articles 1, 7, 8, 9, 10, 11, 12, 13, 14, 15, 18, 19, Annex No. 2 and No.3 and incorporation of Considerations and articles 14-A and 14-B approved by the Central Bank through its Standards Committee, in Session No. CN-01/2020 of January 9, two thousand twenty, with validity from February 3, two thousand twenty. (4) Modification to article 19 approved by the Central Bank through its Standards Committee, in Session No. CN-05/2023 of July 20, two thousand twenty-three, with validity from July 20, two thousand twenty-three. (5) Modifications in articles 3 and 15, approved by the Central Bank through its Standards Committee, in Session CN-07/2025, of August 28, two thousand twenty-five, with

Annex No.1

MODEL OF SWORN DECLARATION FOR ISSUER SHAREHOLDERS

I, _____________________________, (on behalf of the company _________________), shareholder of the company ________________, with 10% or more of participation in the capital, declare under oath that:

I am not (or it is not) a debtor (a) of the financial system for credits to which a
sanity reserve of fifty percent or more of the outstanding balance has been constituted.
I am not (or it is not) in a state of bankruptcy or insolvency.
I have not been convicted of a crime related to the administration of an institution or
national company.

San Salvador, _____ of ______________ of _____ ______________________ Name and Signature ID Number

NOTARY CERTIFICATION

Annex No.2

CONTENT OF ISSUANCE PROSPECTUS

The issuance prospectus must contain, in cases that apply according to the type of securities to be issued, at least the following information:

Cover, which must contain as a minimum:
a) Name of the issuer; b) Designation of the issuance; c) Main characteristics of the issuance; d) Date: Indicate the month and year of preparation of the prospectus; e) Literal Reasons:
i) "The securities subject of this offer are registered in the Public Register of the Superintendence. Its registration does not imply certification on the quality of the value or the solvency of the issuer"; ii) "The inscription of the issuance in the stock exchange does not imply certification on the quality of the value or the solvency of the issuer"; and iii) "It is the responsibility of the investor to read the information contained in this prospectus"; iv) If the issuance is backed by other companies, the following must be indicated:
"The guarantor of this issuance is jointly responsible for the payment of principal and interest of this issuance". f) Designation of the House; g) Social denomination of the structurer; h) Risk classification granted; and i) References of registration authorizations in the respective stock exchange and authorization of registration entry in the Public Register kept by the Superintendence, of the issuer and of the issuance.
Back cover which must contain the following information of the issuer, the House, the
structurer, the Stock Exchange, the external auditors, the legal advisors, and any other natural or legal person who has intervened in the structuring of the issuance:
Name, address, website, telephone, fax, email of the person designated as contact.
Index.
Declaration of truthfulness of the information contained in the Prospectus which must be granted
by the Legal Representative or attorney-in-fact of the issuer in a notarial deed.
Presentation of the prospectus signed by the person authorized to do so.
History and data of the issuer, including current legal personality of the issuer, brief description of the
issuer's business including its main activities whether local or international and its organizational chart.
Relevant information of the issuer (including lawsuits brought against it and condemning
payment judgments that may affect or reduce the issuer's payment capacity with respect to the corresponding issuance).
List of the Board of Directors of the issuer, with the registration data in the Commerce Register, and the term of validity of the same.
Brief curriculum vitae of the president, the general manager or executive director or whoever acts in their place and of the main executives of the issuer.

Annex No. 2
10) In case the issuer belongs to a business group it must also include the
denominations of the companies, with the respective participations when applicable:
a) The controlling company of the issuer; b) The affiliated and related companies of the issuer; c) The subsidiaries of the issuer; d) Those of other companies that are part of the business group; e) Brief description of the business group, the position of the issuer within the group; and f) The proportion of the voting right of the issuer with respect to the subsidiaries and to the controlling company.
11) Characteristics of the issuance which must contain as a minimum:
a) Name of the issuer; b) Designation of the issuance; c) Nature of the security; d) Class of security (when referring to shares, specify: the series, if they are common or preferred); e) Amount of the issuance (when referring to shares, it must separate as amount of the total social capital with the number of shares, minimum social capital and variable social capital); f) Minimum value and multiples of subscription of electronic annotations of securities in account, or nominal value when they are shares; g) Trading currency; h) Form of representation of the securities: by electronic annotations of securities in account or in case of shares, represented by share certificates; i) Transfer of the securities: Express that the transfers of the securities represented by annotations in account will be carried out through accounting transfer; j) Redemption of the securities: Detail the conditions under which the securities will be redeemed, or state that it does not apply; k) Term of the issuance; l) Form and place of payment: Detail the payment conditions of principal and interest; (3) m) Backing or guarantee of the issuance: Explain what the special backing or guarantee refers to, or inform that it does not have specific backing or guarantee; If the issuance has specific guarantee, it must be expressed what it consists of, with all its characteristics, including the procedure and jurisdiction in which it will be claimed or made effective the guarantee by the holders of the securities; n) Destination of the resources; o) Negotiability in the corresponding Stock Exchange; p) Structuring of the tranches to be traded of the issuance, detail the generalities of the form in which the tranches will be structured; q) Yield: interest or discount rate applicable during the entire period of validity of the issuance; when referring to shares, it must be replaced by dividend policy; r) Default interest: detail of all conditions related to the interest that arises in case of default in the payment of the principal;

Annex No. 2

s) Custody and deposit, detailing, when applicable, that the issuance of the securities will be deposited in the electronic records kept by the specialized company for the deposit and custody of securities contracted; t) Repealed; (3) u) Modification to the characteristics of the issuance; clearly indicating the procedure to follow to request approval of modifications; v) Trading period; w) When they are shares, the detail of the main rights and obligations according to the Commercial Code; x) The risk classifications assigned to the issuance, the names of the rating agencies, the meaning of the assigned classification and the date of the financial information used to prepare the report; y) Priority of payments; and z) Capital amortization: Detail the conditions under which the capital will be amortized, including content tables. (3)
12) Authorizations of the issuance:
a) Date and session of the competent authority of the issuer that authorized the issuance; and b) Date and session of the Board of Directors of the Superintendence that authorized the registry entry of the securities issuance.
13) Financial information:
a) Audited financial statements, unconsolidated and consolidated if belonging to a business group, external auditor's report and notes to the financial statements for at least two prior fiscal years; b) Financial statements of the issuer as of the most recent date, which must be from the two months prior to the date of submission of the documents to the Superintendence; (3) c) Financial indicators and their meaning, for the two prior fiscal years and as of a recent date, that is, from the last two months with respect to the date of submission of the documents to the Superintendence; and (3) d) Consolidated financial statements of the controlling entity of the issuer.
14) Complete reports of the risk classifications corresponding to the issuance or to the issuer in the case of shares.
15) Risk factors of the issuer and of the issuance.
16) Procedure to follow in case of default or judicial action against the issuer.
17) Last corporate governance report approved by the General Shareholders' Meeting of the issuer and reference to the issuer's website or offices where the policies and corporate governance code adopted by the issuer can be consulted.
18) Issuer's practices and policies on risk management.
19) Any other information of the issuer that is considered important to make known to the investing public, such as: the executive body of the issuing company, location of its agencies and branches, other services provided by the issuer, among others.

Cover, which must contain as a minimum:
a) Corporate name of the Securitization Company; b) Name of the Fund; c) The amount of the issuance, detail of the tranches with amounts; d) Nature of the asset to be securitized and the total value of the assets; e) Corporate name of the issuer (Securitization Company in charge of the securitization Fund), structuring agent (Securitization Company), Brokerage House and representative of security holders. f) Main characteristics of the issuance; g) References of:
i) Authorizations by the competent body of the issuer, to register in a Stock Exchange and register with the Superintendence as an issuer and of the Issuance; ii) Number and date of sessions of Board of Directors agreements that authorized the inscription in a Stock Exchange and of registration authorized by the Board of Directors of the Superintendence; and iii) Reference to the deed of the contract for the securitization of securitized assets, with the references of the same, signed by the Securitization Company and the representative. h) Literal reasons:
i) "The securities subject to this offering are recorded in the Public Registry of the Superintendence. Their registration does not imply certification on the quality of the security or the solvency of the issuer"; ii) "The inscription of the issuance in the stock exchange does not imply certification on the quality of the security or the solvency of the issuer"; iii) "It is the investor's responsibility to read the information contained in this prospectus"; and iv) If the issuance is guaranteed by other companies, the following must be indicated: "The guarantor of this issuance is jointly and severally liable for the payment of principal and interest of the present issuance". i) Date: Indicate the month and year of preparation of the prospectus.
Back cover, which must contain the following information of the Securitization Company, the brokerage house, the external auditor, the legal advisor and any other natural or legal person providing services to the securitization fund: Name, address, website, telephone, as well as the email of the person designated as contact.
Index.
Declaration of truthfulness of the information contained in the Prospectus which must be granted by the Legal Representative or proxy of the Securitization Company in a notarial deed.

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Annex No. 3
5) Presentation of the prospectus, which must be signed by the legal representative of the Securitization Company, acting in its capacity as administrator of the respective Fund.
6) Approvals of the Issuance. References of:
a) Authorizations by the competent body of the issuer of the registry entry in the Public Registry kept by the Superintendence, as an issuer and of the securities issuance; b) Number and date of sessions of the Board of Directors of the Superintendence, which authorized the registry entry of the Securitization Company as issuer in charge of the respective securitization Fund and the securities issuance; and c) Reference to the deed of the contract for the securitization of securitized assets (specifying the type of assets involved), with the references of the same, signed by the Securitization Company and the representative.
7) Characteristics of the Issuance. Must contain as a minimum, information referring to:
a) Name of the Securitization Company; b) Name of the issuance, stating whether they correspond to debt securities or participation in equity and the name of the corresponding Fund; c) Class of security; d) Nature of the security: Specify that it refers to securities representing participation in a collective credit held by a Fund or in the equity of a Fund, as defined in Art. 73 of the Asset Securitization Law; e) Form of representation: by electronic book-entry securities; f) Trading currency; g) Minimum value and multiples for contracting electronic book-entry securities; h) Term of the issuance; i) Destination of resources; j) Negotiability in the respective Stock Exchange; k) Interest or dividends: Specify the conditions related to the payment of interest or dividends considering the nature of the issued securities in accordance with what is established in article 73 of the Asset Securitization Law, including the policy for distribution of benefits obtained by the Fund; (2) l) Default interest: Detail all conditions related to the interest arising in case of default in the payment of principal; m) Structuring of the tranches to be traded: Detail the generalities of the way in which the tranches will be structured; n) Priority of payments; o) Form and place of payment: Detail the conditions for payment of principal and interest; p) Issuance guarantee: If the issuance has a specific guarantee, it must be expressed what it consists of, with all its characteristics, including the procedure and jurisdiction in which the guarantee will be claimed or made effective by the security holders;

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TECHNICAL NORMS FOR THE AUTHORIZATION AND REGISTRATION OF ISSUERS AND PUBLIC OFFERING SECURITIES EMISSIONS Approval: 02/19/2015 Validity: 03/09/2015 Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador. Tel. (503) 2281-8000 www.bcr.gob.sv
Annex No. 3
If the issuance has a specific guarantee, it must be expressed what it consists of, with all its characteristics, including the procedure and jurisdiction in which the guarantee will be claimed or made effective by the security holders; q) Transfer of the securities: Express that the transfers of the securities represented by book entries will be carried out by means of accounting transfer; r) Redemption of the securities: Detail the conditions under which the securities will be redeemed or state that it does not apply; s) Capital amortization: Detail the conditions under which the capital will be amortized, including content tables; t) Trading period: Expose the period with which the Securitization Company has to trade according to the Asset Securitization Law. (3) i) Repealed (3) ii) Repealed (3) u) Modifications to the characteristics of the issuance, clearly indicating the procedure to follow to request approval of modifications; v) Custody and deposit: Detail that the issuance of the securities will be deposited in the electronic records kept by the specialized company for the deposit and custody of securities contracted, for which it will be necessary to present the testimony of the corresponding securitization contract in favor of the custodian and the certification of the registry entry issued by the Superintendence, referred to in the final paragraph of article 35 of the Electronic Book-Entry Securities Law; w) Risk classification: Detail the assigned risk category and its meaning or implications, reference date of the classification and of the financial information used as a basis for the classification, as well as the name of the risk rating company; and x) Procedure to follow in case of default or judicial action against the Securitization Company.
8) Information of the Securitization Company:
a) Corporate name, trade name, Tax Identification Number, numbers and date of registration in the Registry, address of the main office, telephone and fax numbers, email, Internet site address; b) Detail of the shareholders, whether natural or legal person, owner, directly or through an intermediary person, individually or jointly with other shareholders, of more than fifty percent of the shares representing the capital. And in case the above do not exist, detail the shareholders owners directly or through an intermediary person, individually or jointly with other shareholders, of ten percent or more of the shares representing the capital; c) Detail the issuances registered in the Public Registry for a maximum of the five prior years to the present prospectus, indicating: name, amount, securitized assets and the date of registration; d) List of the Board of Directors, general manager or executive directors of the Securitization Company detailing the number of registry entry in the Public Registry and a summary of their curriculum vitae;

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TECHNICAL NORMS FOR THE AUTHORIZATION AND REGISTRATION OF ISSUERS AND PUBLIC OFFERING SECURITIES EMISSIONS Approval: 02/19/2015 Validity: 03/09/2015 Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador. Tel. (503) 2281-8000 www.bcr.gob.sv
Annex No. 3
e) Relevant information (including litigation promoted against them); f) In case the Securitization Company belongs to a business group, it must include a brief description of the group and the position of the Securitization Company within it; as well as the names with the respective participations of the companies that form part of the group and when applicable on:
i) The controlling and controlled entities with the Securitization Company; and ii) The subsidiary entities of the Securitization Company.
9) Securitized assets:
a) Description of the nature of the assets, including any background that is relevant to understand the nature of the type of asset to be securitized; b) Main characteristics of the assets to be securitized, as applicable: quantity of assets or rights, total value and percentage representation with respect to the amount of the issuance (which must not be higher than 100%), term of the assets, and any indicator relevant to describe the securitized assets; c) Present, when applicable, the individualization or determination of each of the assets that make up the Fund; d) Description of the expiration term of the assets transferred to the Fund, when applicable; e) Description of the technical procedure for valuing the assets to be securitized and of the Fund; f) Clauses regarding the procedure for the substitution of assets of the securitized fund. Including characteristics, such as: amount, term and percentages to be substituted; g) Indicate the proportion or reserve margin existing between the value of the assets subject to mobilization and the value of the issued titles when applicable; h) For the case of Funds formed by mortgage or pledge portfolios, it must additionally include, as applicable:
i) Criteria for the application of prepayments of credits; ii) Criteria for the treatment of open mortgages, if applicable; iii) Description of execution procedures; iv) Debt policy that the Fund will apply, including aspects such as: levels, causes and the administration of debt; v) Credit portfolio reinvestment policy; and vi) Selection of appraisers, in accordance with current regulations. i) For the case of Real Estate Funds, it must additionally include:
i) Minimum characteristics or conditions to be required of the construction companies in charge of the administration and execution of the projects in which the Fund is involved, as well as the guarantees that will be required for the fulfillment of their obligations; (2)

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TECHNICAL NORMS FOR THE AUTHORIZATION AND REGISTRATION OF ISSUERS AND PUBLIC OFFERING SECURITIES EMISSIONS Approval: 02/19/2015 Validity: 03/09/2015 Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador. Tel. (503) 2281-8000 www.bcr.gob.sv
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ii) Criteria for the selection of appraisers, specifying the periodicity of the appraisals. The valuation must be carried out by an appraiser registered with the Superintendence; (2) iii) Policy to be applied in the supervision of construction projects; iv) Financing policy that the Fund will apply, establishing the limits of maximum financing on the value of the autonomous equity, levels, causes and administration thereof; as well as the situations in which the Extraordinary General Meeting of Security Holders may authorize the contracting of financing, as well as the transfer or granting of the Fund's assets as collateral; (2) v) Reinvestment policy in real estate or other assets; vi) Description of insurance against risks covering real estate, specifying the covered risks and excluded risks; (2) vii) Procedures, policies and guidelines for the development, construction or performance of real estate projects referred to in article 46 of the Asset Securitization Law; (2) viii) Conditions for the administration of real estate, attending to the object established by the Fund; (2) ix) Policies and guidelines for the administration of real estate properties regarding their leasing in general, detailing if subleasing will be allowed; (2) x) Policies and procedures regarding the management of collections for leasing, delays in the payment of leases or others; (2) xi) Policies and procedures regarding the estimation and management of doubtful recovery lease amounts; (2) xii) Policies and guidelines for maintenance, repairs, remodeling, improvements and expansions; (2) xiii) Policies and procedures regarding the contracting of services; (2) xiv) Guarantee policies for the fulfillment of obligations of professionals or companies contracted for the Fund; (2) xv) General criteria for the contracting of professionals who provide services to the Fund, the accountability of their performance, as well as the management of potential conflicts of interest; (2) and xvi) For the case of Funds constituted with real estate to be built, it must additionally include the following: (2) xvi.i) Description of the real estate development project in which its stages must be detailed, when applicable; xvi.ii) Geographic location of the project; xvi.iii) Period in which the construction project is estimated to be developed; xvi.iv) Authorizations or permits of the project, specifying a detail of the same; and

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TECHNICAL NORMS FOR THE AUTHORIZATION AND REGISTRATION OF ISSUERS AND PUBLIC OFFERING SECURITIES EMISSIONS Approval: 02/19/2015 Validity: 03/09/2015 Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador. Tel. (503) 2281-8000 www.bcr.gob.sv
Annex No. 3
xvi.v) Mechanisms foreseen for the commercialization and sale of the Real Estate Securitization Fund Project.
10) Information of the Originator:
a) Corporate name of the originator of the assets, indicating the economic sector in which it participates and a brief description of the activities and businesses it carries out; and b) Indicate any relevant relationship, whether of ownership, commercial or other that exists with other participants in the securitization process. (Relationships arising as a product of the issuance are excluded).
11) Risk Factors:
a) Explanation of the risk factors that could affect the securitized assets and the generation of their cash flows; b) Explanation of the specific risk factors of the originator and its economic sector, as well as the effect they may have on the issuance; c) Explanation of the risk factors in the case of Securitization Funds of existing or constructed real estate, considering at least the following risks: (2)
i. Price risk;
ii. Counterparty risk in the acquisition and sale of real estate;
iii. Deterioration and adaptation risk of real estate;
iv. Disaster risk;
v. Vacancy risk, if applicable; and
vi. Other risks associated with the nature of the Real Estate Securitization Fund.
d) Explanation of the risk factors in the case of Securitization Funds of existing or constructed real estate, considering at least the following risks: (2)
i. Disaster risk;
ii. Risks associated with project financing;
iii. Risks of construction failures;
iv. Risk in the estimation or contraction of demand;
v. Risks associated with the increase in costs in the development of the project;
vi. Risks associated with the established times or schedules for the development of the project;
vii. Risks associated with the incompatibilities of the technical specifications established in the feasibility study or in the plans, in the development of the project;
viii. Legal risks derived from the non-compliance of contracts made with third parties for the development of the project; and
ix. Other operational risks appropriate to the nature of the project.
e) Description of other risk factors, which may affect the issuance. (2)

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TECHNICAL NORMS FOR THE AUTHORIZATION AND REGISTRATION OF ISSUERS AND PUBLIC OFFERING SECURITIES EMISSIONS Approval: 02/19/2015 Validity: 03/09/2015 Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador. Tel. (503) 2281-8000 www.bcr.gob.sv
Annex No. 3
12) Losses and Early Redemption:
a) Explanation of the responsibility assumed by security holders in case of losses and early redemption of the issuance, as well as the procedure to follow, in accordance with the provisions of articles 74 and 75 of the Asset Securitization Law; and b) Detail of the conditions for early redemption by option of the Securitization Company.
13) Administration of the Securitized Assets:
a) Corporate name of the administrator of the assets, address of the offices, telephone number, fax and Internet site address; b) Detail of the shareholders who have more than 10% of the social capital of the administrator; and, in the case of legal persons that own more than 50% of the social capital, detail of the shareholders who have more than 10% of the social capital of the entity in question; c) Policies for the administration of the securitized assets; d) Detail of the regime for the withdrawal of extraordinary assets and the way to dispose of remaining goods; and e) Indicate any relevant relationship, whether of ownership, commercial or other that exists with other participants in the securitization process. (Relationships arising as a product of the issuance are excluded).
14) Custody of the Securitized Assets:
a) Corporate name of the custodian(s) of the assets, indicating whether the total or part of the securitized assets will be delivered for custody; b) Detail of the main obligations of the custodian(s) of the securitized assets; or of the custody policies when the Securitization Company is the one keeping custody of them; c) Detail of the shareholders, whether natural or legal person, owner, directly or through an intermediary person, individually or jointly with other shareholders, of more than fifty percent of the shares representing the capital. And in case the above do not exist, detail the shareholders owners directly or through an intermediary person, individually or jointly with other shareholders, of ten percent or more of the shares representing the capital; d) Indicate any relevant relationship, whether of ownership, commercial or other that exists with other participants in the securitization process (relationships arising as a product of the issuance are excluded); and e) In case part or all of the assets are custodied by the Securitization Company, the reasons for this fact and the additional measures considered for the safeguarding of these assets must be indicated.
15) Risk Classification: Attach the complete report of the risk classification of the issuance.
16) Representative of the Security Holders:
a) Corporate name of the Representative of the Security Holders, address of the offices, telephone number, fax and Internet site address. Reference to the authorization granted by the Superintendence to be a representative of security holders, when applicable;

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TECHNICAL STANDARDS FOR THE AUTHORIZATION AND REGISTRATION OF ISSUERS AND SECURITIES OF PUBLIC OFFERINGS Approval: 02/19/2015 Validity: 03/09/2015 Alameda Juan Pablo II, between 15 and 17 Av. Norte, San Salvador, El Salvador. Tel. (503) 2281-8000 www.bcr.gob.sv
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b) Reference of the appointment by the Originator to be the representative of holders of securities issued by the Fund; c) Details of shareholders who hold more than 10% of the social capital of the representative of security holders; and, in the case of legal entities that own more than 50% of the social capital, detail the shareholders who hold more than 10% of the social capital of the entity in question; d) Indicate any relevant relationship, whether ownership, commercial or otherwise, that exists with other participants in the securitization process (relationships arising as a result of the issuance are excluded); e) Main information obligations that the representative must provide to security holders and to the Superintendency; f) Details of the main control powers attributed to the representative of security holders, including among others the obligations established in Articles 78 and 80 of the Asset Securitization Law; and g) Details of the main rights of security holders, as defined in
Article 79 of the Asset Securitization Law.
17) Financial Information to Security Holders:
a) Audited financial statements of the Originator and the Fund as of the date of preparation of the prospectus; b) Frequency and method for providing financial reports to security holders; and c) Locations to obtain the financial statements. Briefly indicate that the last audited annual financial statement and its respective reasoned analysis are available at the offices of the Originator company, at the Superintendency and at the offices of the underwriters if applicable. The same information must be provided regarding the last individual and consolidated quarterly report (when applicable).
18) Information on services contracted by the Originator:
a) Information on External Auditors for the period covered by the financial information attached to the prospectus: Name, address, contact, telephone, website, registration number with the Council for the Surveillance of the Public Accounting and Audit Profession and registration entry number at the Superintendency; b) Information on the appraiser: Name, address, website, telephone, as well as name and email address of the person designated as contact; c) Information on the legal advisors of the Originator company: Name, address, telephone, contact, website, email address of the person designated as contact; and d) Information on any other third party providing services to the securitization Fund.
19) Taxes and Levies:
a) Clear description of the applicable tax regime, literally transcribing the applicable legal provisions; and b) Indicate the percentage of income tax on natural and legal persons derived from the issuance.

Costs and Expenses. Specifically detail all costs associated with the process,
including at least the following:
a) Commissions and expenses of the issuance that will be charged to the Fund, such as payments to the intermediary, advisors, risk rating agencies, custodians, asset managers, taxes, registration (Superintendency, Stock Exchange and any other entity), advertising and placement. The calculation basis used must be specified; and b) Clearly, truthfully and accurately indicate the conditions for the acquisition of the securities issued through securitization processes, including the commissions that will be borne by investors.
Any other information from the Originator that is considered important to disclose to the
public investor, such as: information on the Fund's financial statements, material events, locations to obtain information on the Fund, procedures, deadlines and rules for investor service, among others. (2) ---

Technical Standards for the Authorization and Registration of Issuers and Public Offering Securities Issuances

Lineage: In force

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