Technical Standards for the Formation of Publicly Subscription-Based Anonymous Societies When the Subscription Sale Process is Conducted Through a Stock Exchange

NDMC-33
ANONYMOUS SOCIETIES BY PUBLIC SUBSCRIPTION WHEN THE PROCESS OF SALE OF SUBSCRIPTIONS IS CARRIED OUT THROUGH A STOCK EXCHANGE Approval: 12/14/2023 Validity: 01/02/2024

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

CONSIDERING:

I. That Article 9-A of the Securities Market Law establishes that, when an anonymous society intends to be constituted by public subscription, and the promoters wish for the process of selling the subscriptions to be carried out in a stock exchange, the norms contained in the Commercial Code and the regulations issued for such effect shall apply to it.

II. That Article 1 of the Law on Supervision and Regulation of the Financial System establishes that the Financial Supervision and Regulation System is constituted by the Superintendence of the Financial System, hereinafter referred to as "Superintendence," and by the Central Bank of Reserve of El Salvador, hereinafter referred to as "Central Bank." The supervision of the members of the financial system and other supervised entities in accordance with this Law is the responsibility of the Superintendence; the approval of the Macroprudential Regulatory Framework necessary for the adequate application of this and other laws regulating the members of the financial system and other supervised entities corresponds to the Central Bank of Reserve of El Salvador.

III. That Article 2, second paragraph, of the Law on Supervision and Regulation of the Financial System establishes that the proper functioning of the Financial Supervision and Regulation System requires, from the members of the financial system and other supervised entities, compliance with current regulations and the adoption of the highest standards of conduct in the development of their business, acts, and operations, in accordance with what is established in this Law, in other applicable laws, in regulations, and in technical standards issued for such effect.

IV. That Article 7 of the Law on Supervision and Regulation of the Financial System establishes the entities subject to the supervision of the Superintendence of the Financial System.

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:

NDMC-33
ANONYMOUS SOCIETIES BY PUBLIC SUBSCRIPTION WHEN THE PROCESS OF SALE OF SUBSCRIPTIONS IS CARRIED OUT THROUGH A STOCK EXCHANGE Approval: 12/14/2023 Validity: 01/02/2024

TECHNICAL STANDARDS FOR THE FORMATION OF ANONYMOUS SOCIETIES BY PUBLIC SUBSCRIPTION WHEN THE PROCESS OF SALE OF SUBSCRIPTIONS IS CARRIED OUT THROUGH A STOCK EXCHANGE

CHAPTER I
OBJECT, SUBJECTS, AND TERMS

Object

Art. 1.- These Standards aim to regulate the formation of Anonymous Societies by public subscription, only in the case where the promoters wish for the process of selling the subscriptions to be carried out in a Stock Exchange.

The formation of societies that require prior authorization from the State through the office that, in accordance with the Law, is responsible for their supervision, auditing, control, or oversight, is excluded from the object and scope of these Standards; for the purposes of these Standards, this corresponds to the Superintendence of the Financial System, as established in Article 9-A of the Securities Market Law.

Furthermore, societies are excluded whose formation process requires conditions that prevent the public subscription process.

Subjects

Art. 2.- The subjects obligated to comply with the provisions established in these Standards are natural or legal persons who intend to be constituted as an Anonymous Society by public subscription and whose promoters wish for the process of selling the subscriptions to be carried out in a Stock Exchange.

Terms

Art. 3.- For the purposes of these Standards, the terms indicated below have the following meaning:

a) Central Bank: Central Bank of Reserve of El Salvador; b) Stock Exchange: The Exchange; c) Brokerage House: Stock brokerage house; d) Banking Institution: Banking institution in which the restricted bank account is opened; e) Program: Document drafted by the promoters, which must include at minimum, the draft of the Social Constitution Deed, and the fundamental elements of the society intended to be constituted, such as the statutes, the characteristics of the shares to be issued, and the conditions to which the subscription process will be subject, as well as other aspects of the constitution, such as the proposal for the appointment of the promoters' representative;

NDMC-33
ANONYMOUS SOCIETIES BY PUBLIC SUBSCRIPTION WHEN THE PROCESS OF SALE OF SUBSCRIPTIONS IS CARRIED OUT THROUGH A STOCK EXCHANGE Approval: 12/14/2023 Validity: 01/02/2024

f) Promoter(s): Natural or legal person(s) who drives the formation of an Anonymous Society by using a Stock Exchange for the public process of selling the respective subscriptions, participating directly or through an intermediary person or proxy, in the preparation of a program, the draft social deed, and the corresponding economic feasibility study, and carrying out the remaining acts aimed at completing the social constitution process;

g) Advertising or Propaganda: Any form of communication directed to the public with the purpose of promoting, directly or through third parties acting on behalf of the promoters or their representative, the subscription of shares. In any case, it will be understood that there is advertising activity when the medium used to address the public is through telephone calls, home visits, personalized letters, email, or any other physical or electronic medium, which is part of a dissemination, marketing, or promotion campaign;

h) Representative of the Promoters: Natural or legal person elected by the promoters with the purpose of representing them throughout the social constitution process by public subscription, in accordance with the procedure indicated in these Standards;

i) Superintendence: Superintendence of the Financial System; and

j) Public Subscription: It will be understood that there is public subscription when means of advertising or propaganda are used making an appeal for the subscription of shares.

CHAPTER II
PROCEDURE FOR THE APPLICATION FOR CONSTITUTION BY PUBLIC SUBSCRIPTION

On the procedure to submit an application for constitution by public subscription

Art. 4.- When it is intended to constitute an anonymous society by public subscription and the promoters wish for the process of selling the subscriptions to be carried out in a Stock Exchange, the representative thereof must request it through a Brokerage House, which, in turn, must request it from the Superintendence and subsequently from the Stock Exchange.

Such application must be accompanied by the program, the documentation referred to in Articles 9 and 10 of these Standards, and a study demonstrating the feasibility of the project, indicating the destination of the resources.

Art. 5.- Once the competent authority of the Stock Exchange has approved the application, it must inform the promoters of this circumstance through the respective Brokerage House. In the same manner, it must inform the Superintendence of the above, presenting to it for its respective verification the program, the project feasibility study, and the documentation referred to in Articles 9 and 10 of these Standards.

Content of the Draft Social Deed

Art. 6.- The draft social deed must, in all cases, meet the requirements required for such effect by the Commercial Code and other applicable legislation.

Content of the Feasibility Study

Art. 7.- The feasibility study must contain at least all the technical and financial information that allows potential investors to evaluate without any restriction the potential of the project, as well as its main disadvantages, such as, for example, cost/benefit report, rate of return, or environmental impact, with the explicit and clear indication of the destination of the resources being mandatory, which cannot be modified. Furthermore, mention must be made of the capital required for its development, which must be equal to or greater than the minimum capital established in the Constitution Deed.

On the deposit of the program in the Commercial Registry

Art. 8.- Once the program with the draft Constitution Deed has been approved by the Superintendence, the promoters must deposit a copy thereof in the Commercial Registry. Such copy must be recorded in a notarial act, and must be accompanied by the approval issued for such effect by the Superintendence.

In accordance with what is established in Article 191 of the Commercial Code, it is an indispensable requirement that the social name appearing in the program and in the draft social constitution be distinct from that of any existing society on the date the deposit is made. In this sense and in accordance with the above, the social name appearing in the documentation subject to deposit cannot be used by any other society intending to be constituted after the date of the aforementioned deposit; therefore, the Commercial Registrar cannot proceed to authorize the registration of any society intending to operate under the aforementioned name.

The restriction mentioned in the preceding paragraph will remain in force until any of the following circumstances occur:

a) Until one hundred eighty (180) business days have elapsed from the date the deposit was made; b) Until the Public Deed of social constitution is presented for its corresponding registration in the Commercial Registry, which must bear a reason signed by the Superintendence, stating its approval; and

NDMC-33
ANONYMOUS SOCIETIES BY PUBLIC SUBSCRIPTION WHEN THE PROCESS OF SALE OF SUBSCRIPTIONS IS CARRIED OUT THROUGH A STOCK EXCHANGE Approval: 12/14/2023 Validity: 01/02/2024

c) In the case where the Superintendence orders the definitive suspension of the subscription process, in accordance with Article 37 of these Standards, a circumstance that must be notified by the Superintendence to the Commercial Registry for the corresponding effects.

On the proposal for the appointment of the representative of the promoters

Art. 9.- The promoters of the project must, by unanimous agreement, propose a common representative, who will also serve as administrator of the funds contributed by the promoters themselves. Such agreement must be recorded in a notarial act.

On the representative of the promoters

Art. 10.- The representative proposed by the promoters must meet and demonstrate conditions of professional training, experience in the financial area, and especially regarding the handling of funds, and without antecedents that cast doubt on their honesty and suitability in handling third-party resources. For this purpose, the proposed representative must present to the Stock Exchange, together with the Notarial Act referred to in the previous article, their Curriculum Vitae, and likewise, all kinds of documentation by virtue of which they intend to prove the aforementioned facts.

On the revocation of the appointment of the representative of the promoters

Art. 11.- If the promoters decide to revoke the mandate conferred upon the representative appointed by them, such revocation must be carried out through a Notarial Act, which must be notified at the latest three (3) business days from the date of granting the aforementioned notarial act, to the revoked representative, to the Superintendence, to the Stock Exchange, and to the Brokerage House, as well as to any other person that the Superintendence deems necessary. The promoters have the obligation to elect a new representative following the requirements established in these Standards for such effect.

On advertising, propaganda, and dissemination

Art. 12.- Once the Superintendence has approved the registration of the program with the draft social deed, and after the deposit thereof has been made in the Commercial Registry and the appointment of the promoters' representative has been formalized notarially, the latter must disseminate the basic content of the program, at least once in two printed media of national circulation or another digital publication platform with greater or equal coverage, or on the website in accordance with what is established in the current legal framework, relating the number of the deposit entry in the Commercial Registry.

Art. 13.- The Brokerage House will be responsible for presenting to the Superintendence prior to its dissemination, for the purpose that it pronounces on the compliance with the pertinent requirements, any project of advertising or propaganda intended to disseminate and inform potential subscribers about the draft social constitution project.

In the same manner, for informational purposes, the respective Brokerage House must send a copy of any advertising project to the Stock Exchange.

Art. 14.- Both in the program deposited in the Commercial Registry and in any kind of advertising or propaganda made by the promoters, must be supervised by the Superintendence. However, such supervision does not imply certification on the viability or economic feasibility of the project nor on any

Under no case may any kind of advertising or propaganda be disseminated that has not been previously presented to the Superintendence for its respective verification of the aforementioned requirements.

CHAPTER III
ON THE PROMOTERS AND PUBLIC SUBSCRIPTION

On the contribution of the promoters

Art. 15.- The contributions made by the promoters must be made in cash, being mandatory that they sum at least fifty percent (50%) of the planned social capital. The representative of the promoters must request the Superintendence to deliver a certificate relating at least the following circumstances:

a) The purpose of the account; b) The manner in which the funds deposited in it will be released and the process in which such funds will be returned to the depositors, adhering in this last case to what is provided for such effect in these Standards; c) That the requirements mentioned in the preceding articles have been met and that therefore, there is no impediment to opening a restricted bank account.

The request made by the representative of the promoters referred to in the first paragraph of this article must be accompanied by a certificate issued by the Commercial Registry, stating that the deposit of the program has been made in the manner provided for in this regulation.

Art. 16.- Consequently, in order to open the account in reference, the representative of the promoters must present to the respective Banking Institution the following documentation:

NDMC-33
ANONYMOUS SOCIETIES BY PUBLIC SUBSCRIPTION WHEN THE PROCESS OF SALE OF SUBSCRIPTIONS IS CARRIED OUT THROUGH A STOCK EXCHANGE Approval: 12/14/2023 Validity: 01/02/2024

a) The certificates referred to in the previous article; b) A notarized copy of the mandate conferred upon him by the promoters; and c) Any other documentation required by the respective banking institution.

In the case where the representative of the promoters is a Brokerage House and it is part of a financial conglomerate, it will be unable to open the account in reference at the Banking Institution that is part of its same conglomerate.

Art. 17.- Once such account has been opened, the promoters must deposit in it the contributions that, by virtue of the documentation presented to the Superintendence, they have committed to make.

The contributions made by the promoters and future subscribers may be subject to transfer between them or to third parties under any title, in accordance with the applicable provisions contained in the Civil Code and the Commercial Code.

However, such circumstance must be notified in writing by the representative of the promoters to the Superintendence, to the Stock Exchange, and to the respective Brokerage House, so that the latter proceeds to update the register contemplated in Article 20 of these Standards.

On the restricted account

Art. 18.- The restricted account corresponds to the Bank account opened in a Banking Institution authorized to operate in the country by the Superintendence of the Financial System; it is opened by the Representative of the Promoters in the name of the society intended to be constituted, in which all amounts of money contributed as subscription by the promoters and future subscribers will be deposited.

The funds deposited in this account cannot be withdrawn until any of the following circumstances occur:

a) That the society has been constituted within the term fixed in this standard for such effect; b) That the term fixed for the constitution of the same has elapsed and it has not been possible; c) Or when, by reasoned resolution, the Superintendence orders the definitive suspension of the public subscription process in accordance with Article 37 of these Standards.

In any case, for the respective banking institution to proceed to open this type of account, it is necessary that the Representative of the Promoters present the certificate referred to in Article 15 of these Standards.

On the immobilization of funds

Art. 19.- The funds deposited in the restricted account cannot be withdrawn until any of the following circumstances occur:

a) That the testimony of the public deed of society constitution has been registered in the Commercial Registry within the term established in these Standards, when the Superintendence communicates to the respective banking institution that the society could not be constituted within the term fixed for it; and b) When the Superintendence orders, by reasoned resolution, the definitive suspension of the public subscription process of shares.

On the Register of Contributions

Art. 20.- The respective Brokerage House will have the obligation to keep and update at least every fifteen (15) days, a detailed register of the contributions made by the promoters. Such register must contain at least the following information:

a) The name of each subscriber; b) The date of each contribution; c) The amount of each contribution made; d) The sum of the contributions made weekly; and e) The detail of the subscriptions that have been subject to transfer, if applicable.

The respective Brokerage House must notify in writing at least every fifteen days, the status of such register, to the representative of the promoters, to the Banking Institution where the restricted account is opened, to the Stock Exchange, and to the Superintendence.

Notwithstanding the above, the Superintendence may request at any time from the Brokerage House or the Banking Institution where the restricted account is opened, any kind of information that in its opinion is necessary to ascertain the status as of that date.

In any type of certificate or statement that the banking institution issues regarding the status of the restricted account, mention must be made of the immobilization of the funds.

On Public Subscription

Art. 21.- Once the requirements referred to in the previous articles have been met and once the promoters have deposited in the restricted account the contributions corresponding to each of them and therefore the total amount of the capital they jointly committed to pay is deposited in it, the Brokerage House must notify such circumstance in writing to the representative of the promoters, to the Superintendence, and to the Stock Exchange, attaching to such notification a certificate issued by the Banking Institution stating such circumstance.

With the above, the Superintendence will authorize the public sale process of subscriptions. The negotiation process of the subscriptions must be carried out in accordance with what is established in the regulations and instructions issued by the Superintendence and by the Stock Exchange insofar as applicable.

On the content and formalities of the subscriptions

Art. 22.- Each subscription will be recorded in duplicate and must be signed by the representative of the promoters and the respective subscriber, with the original remaining in the possession of the former and the duplicate in the possession of each of the subscribers.

Additionally, a notarially certified copy of each of the subscriptions made will remain in the custody of the Brokerage House. Each subscription must contain at minimum the following information:

a) Name and address of the subscriber; b) The quantity of shares subscribed, their nature, category, and value; c) The manner and terms in which the subscriber obligates themselves to pay the first installment; d) The determination of assets other than money, when the shares are to be paid with these; e) The manner of making the call for the constitutive general meeting and the rules according to which it must be held; f) The date on which the subscribers' right will expire; g) The declaration that the subscriber knows and accepts the program, the draft social deed, the economic feasibility study, and the Statutes, if any; h) The circumstance that the program has been deposited in the Commercial Registry; i) The signatures appearing in each of the subscriptions must be authenticated by a notary; and j) The subscribers must also be given a copy of the mandate contract concluded between the promoters and their representative.

Prohibition on Promoters or Their Representative Receiving Funds Art. 23.- Under no circumstances may the promoters or their representative receive, as subscription, any of the amounts to which subscribers have pledged to contribute in cash; these amounts must in all cases be deposited into the restricted account, so that they may be delivered to the representatives of the society once it has been legally constituted, or in the event that the deadline for its constitution has elapsed and this has not been possible, or in the event that the Superintendence orders the definitive suspension of the social constitution process by public subscription.

Contributions in Kind
Art. 24.- Contributions in kind shall be formalized at the time the society is constituted. However, while the society is not yet constituted, subscribers may jointly with the representative of the promoters enter into a promise of contribution contract, which must comply with legal formalities so that it may be enforceably executed.

Art. 25.- For the purpose of determining the value of the assets intended to be contributed, the provisions of Article 196 of the Commercial Code shall apply.
Notwithstanding the foregoing, the liquidation process of contributions in kind shall be subject to the mechanisms established for this purpose in the instructions issued by the Stock Exchange.

Procedure in Case a Subscriber Fails to Fulfill Contribution Obligation Art. 26.- If a subscriber fails to fulfill their contribution obligation, the promoters, through their representative, may judicially demand compliance or declare the shares unsubscribed, and in both cases, claim compensation for damages and losses.

Deadline for Total Subscription of Shares
Art. 27.- All shares must be subscribed within a term of one hundred eighty (180) days, counted from the date of deposit of the program in the Commerce Registry. This term may be shortened but never extended.

Procedure in Case the Subscription Process is Not Completed Within the Stipulated Time Art. 28.- If, upon conclusion of the term set forth in the preceding article, not all subscriptions have been sold and, as a consequence, the social capital is not fully subscribed or for any other reason the society is not constituted, subscribers shall be released from their contribution obligation. The respective Brokerage House must immediately inform this circumstance to the Stock Exchange, the promoters through their representative, the subscribers, the banking institution where the restricted account is held, and the Superintendence. The notification to subscribers shall be made via a notice published for this purpose in national circulation printed media or another digital publication platform with greater or equal coverage, or on the website, in accordance with the provisions of the applicable legal framework, and by letter sent directly to each subscriber.

NDMC-33
ANONYMOUS SOCIETIES BY PUBLIC SUBSCRIPTION WHEN THE SUBSCRIPTION SALE PROCESS IS CARRIED OUT THROUGH A STOCK EXCHANGE Approval: 14/12/2023 Validity: 02/01/2024

Art. 29.- Upon receipt of such notification, the respective Banking Institution must refrain from receiving any kind of money deposit into the restricted account.
For its part, the Stock Exchange must declare the public subscription process concluded and inform this circumstance to the Superintendence.

Convening to the General Assembly
Art. 30.- The promoters, through their representative, must convene, via a notice published in national circulation printed media or another digital publication platform with greater or equal coverage, or on the website, in accordance with the provisions of the applicable legal framework, the subscribers of the shares to a General Assembly, in which the mechanism to be followed for the return of funds received as subscription is communicated. This mechanism must in all cases be carried out complying with the formalities and requirements set forth in these Standards.

At the latest three (3) business days after the aforementioned General Assembly is held, the representative of the promoters is obligated to send to the Superintendence, the Stock Exchange, and the Brokerage House, a notarially certified copy of the minutes recording the holding of the aforementioned General Assembly and the points discussed therein.

Art. 31.- At the latest, thirty (30) days after the Banking Institution has been notified of the circumstance provided for in Article 28 of these Standards, it must proceed to return the funds deposited in the restricted account. The reimbursement process must be carried out in accordance with the contributions made by each of the promoters and subscribers, all in accordance with the amounts each contributor listed in the corresponding registry has made, and both the representative of the promoters and the Banking Institution must communicate to the Superintendence, the Stock Exchange, and the Brokerage House, the moment when the return process has been completed.

Procedure in Case the Subscription Process is Completed Within the Stipulated Time Art. 32.- If within the term set forth in these Standards, the total social capital planned has been subscribed, the Brokerage House must communicate this circumstance to the promoters through their representative, to the subscribers via national circulation printed media or another digital publication platform with greater or equal coverage or on their website, in accordance with the provisions of the applicable legal framework, to the Stock Exchange, the Banking Institution, and the Superintendence.

Art. 33.- Once the total social capital is subscribed and the legal contributions have been made, the promoters, through their representative, within a term of fifteen (15) days, shall convene, via correspondence sent to each of the promoters and subscribers listed in the registry of the respective Brokerage House, and by publication in national circulation printed media or another digital publication platform with greater or equal coverage or on their website, in accordance with the provisions of the applicable legal framework, the notice for the meeting of the Constitutive General Assembly in the manner provided in the program. In this term, the day of publication of the notice and the day of the holding of the Assembly shall not be counted. Such notices must in all cases meet the following requirements:
a) When the shares are registered, a notice addressed to the shareholders shall also be sent; b) Name of the society; c) The type of Assembly being convened; d) The indication of the necessary quorum; e) The place, day, and time of the Assembly; f) The place and the advance notice required for the deposit of the shares, and the nomination of the person who shall issue receipts for them, when such deposit is necessary; g) The agenda of the session; and h) The name and position of the person or persons signing the notice.

Of the Constitutive General Assembly
Art. 34.- The Constitutive General Assembly shall be recorded in a notarial deed and shall begin with the election of a president and a secretary for the session, and shall have the following objectives:
a) Verify that all requirements required by law, those listed in the program, and the applicable regulations issued by the Stock Exchange and the Superintendence have been satisfied; b) Verify the existence of the first capital contribution provided for in the project; c) Examine, and if applicable, approve the appraisal of assets other than money that one or more partners have pledged to contribute. Subscribers shall not have voting rights regarding the acceptance of the appraisal of their in-kind contributions. All without prejudice to the provisions of Article 196 of the Commercial Code; d) Decide on the participation that the promoters have reserved for themselves in profits; e) Elect the administrators and the auditor who shall function during the term set forth in the deed, designating which of the first shall use the corporate signature; and f) Approve the draft of the society's constitution deed and proceed to its execution, designating the persons who shall execute the instrument before a Notary Public, on behalf of the shareholders.

NDMC-33
ANONYMOUS SOCIETIES BY PUBLIC SUBSCRIPTION WHEN THE SUBSCRIPTION SALE PROCESS IS CARRIED OUT THROUGH A STOCK EXCHANGE Approval: 14/12/2023 Validity: 02/01/2024

Of the Execution of the Public Deed of Constitution of the Society Art. 35.- Once the Constitutive General Assembly has been held and the corresponding Public Deed of Constitution of the Society has been executed, it must be presented to the Superintendence, so that it may verify that it has been drafted in accordance with the project approved in advance and, likewise, so that it may verify if the capital stated therein corresponds to that stated in the respective program.

The constitutive deed of a Public Subscription Anonymous Society may not be submitted for registration in the Commerce Registry without a statement signed by the Superintendence confirming the conformity of said deed with the project deposited in the Commerce Registry.

Of the Issuance of Shares
Art. 36.- Once the Public Deed of Constitution of the Society is registered, the administrators named therein must proceed to issue the corresponding shares, complying with all legal requirements. Such issuance shall have the character of a public offering and, therefore, must comply with what is established for such effect in the Securities Market Law and the regulations issued for such effect by the Standards Committee of the Central Bank.

Of the Suspension of the Subscription Process
Art. 37.- Notwithstanding the foregoing provisions, the Superintendence, ex officio or at the request of a party, may suspend, by reasoned resolution, definitively or temporarily, and at any time, the social constitution process by public subscription, provided that any of the following circumstances occur:
a) When there are sufficient elements to presume that there has been falsity in any fact, event, or documentation presented to the Superintendence for the purpose of authorizing the public subscription process contemplated in these Standards; b) If during the public subscription process, the promoters or their representative provide potential investors, the Stock Exchange, the respective Brokerage House, and the Superintendence with false information, news, or background; c) In the event that the representative of the promoters fails to meet the necessary requirements and qualities so that the Superintendence does not object to their appointment; d) When it is determined that any of the participants in the subscription process is engaging in practices contrary to sound financial market practices; e) When any kind of advertising or dissemination that has not been previously presented to the Superintendence for its respective verification is made; f) When the promoters revoke the mandate conferred upon the representative they appointed. In this case, the subscription process shall be suspended until a new representative is appointed in accordance with the procedure set forth in these Standards; g) When it is determined that the representative of the promoters has ceased to exercise the functions corresponding to them or has acted beyond the powers set forth in these Standards and, consequently, those set forth in the respective mandate contract; and h) Any other cause that, in the opinion of the Superintendence, puts the interests of public investors at risk.

If any of the aforementioned circumstances occur and the Superintendence orders the definitive suspension of the subscription process, the provisions of Articles 28, 29, 30, and 31 of these Standards shall apply.

In the event that the ordered suspension is of a temporary nature, it shall remain in effect until, in the opinion of the Superintendence, the causes that motivated it have disappeared.

Request for Additional Information and/or Documentation Art. 38.- The Superintendence may request additional information and/or documentation beyond that specified in these Standards, when the documentation and/or information presented is not sufficient to verify the truthfulness or authenticity of the facts or information intended to be established.

Certification of Copies and Legalization of Signatures Art. 39.- Any copy presented to the Superintendence in compliance with the provisions of these Standards must be certified by a Salvadoran Notary Public.

In cases where the copies correspond to the Tax Identification Number (NIT), notarial certification is not required.

Likewise, autographic signatures appearing in any type of document must be legalized by a Salvadoran Notary Public.

Notwithstanding the foregoing, if the documentation presented originates from abroad, both the copies and the signatures contained therein must be authenticated or certified by a foreign notary or official, as applicable, and follow the apostille procedure in the case of countries signatories to the "Hague Convention Abolishing the Requirement of Legalization for Foreign Public Documents"; otherwise, they must be legalized by the Head of the Diplomatic Mission, Consul, Vice-Consul, or Officer in Charge of Consular Affairs of El Salvador, or, failing that, by officials of the Ministry of Foreign Relations of the country from which such documents originate.

Documentation originating from a foreign country, written in a language other than Spanish, to have legal effect in El Salvador, must be translated in accordance with the provisions of the Law on the Exercise of the Notarial Profession in Voluntary Jurisdiction and Other Proceedings.

CHAPTER IV
OTHER PROVISIONS AND VALIDITY

Sanctions
Art. 40.- Violations of the provisions contained in these Standards shall be sanctioned in accordance with the provisions of the Law on Supervision and Regulation of the Financial System.

Repeal
Art. 41.- These Standards shall repeal the Standard for the Constitution of Public Subscription Anonymous Societies When the Subscription Sale Process is Conducted Through a Stock Exchange (RCTG-17/2008), approved by the Board of Directors of the Securities Superintendence in Session No. CD-17/2008 on May 6, 2008, whose Organic Law was repealed in accordance with Legislative Decree No. 592 containing the Law on Supervision and Regulation of the Financial System, published in Official Gazette No. 23, Volume No. 390, dated February 2, 2011.

Pending Procedures
Art. 42.- Applications submitted in accordance with the Constitution of Public Subscription Anonymous Societies When the Subscription Sale Process is Conducted Through a Stock Exchange (RCTG-17/2008), and which were pending at the time these Standards entered into force, shall continue and be concluded in accordance with the regulations under which they began.

Unforeseen Aspects
Art. 43.- Aspects not provided for in the regulatory matter of these Standards shall be resolved by the Central Bank through its Standards Committee.

Validity
Art. 44.- These Standards shall enter into force on January 2, 2024.

NDMC-33
ANONYMOUS SOCIETIES BY PUBLIC SUBSCRIPTION WHEN THE SUBSCRIPTION SALE PROCESS IS CARRIED OUT THROUGH A STOCK EXCHANGE Approval: 14/12/2023 Validity: 02/01/2024