08 May 25 New Automatic Authorization Regime for Public Offering of Shares

By Agustín L. Cerolini, Martín Chindamo and Tomás Mingrone

By means of Resolution No. 1,065 (hereinafter, the «Resolution«), the Argentine Securities Commission (hereinafter, the «CNV«, by its acronym in Spanish) has submitted for public consultation the proposed regulation for the creation of two new special regimes for the public offering of shares.

This Resolution seeks to simplify the procedure for accessing the public offering regime by introducing two special regimes applicable to share offerings that, due to their low or medium impact, may be totally or partially exempt from the obligations ordinarily applicable to participants in the public offering regime.

Regarding the automatic authorization regime for low-impact offerings, issuing companies will be admitted into the public offering regime without the need to submit the documentation usually required to be part of the general regime. As a result, they will be exempt from submitting a prospectus and from complying with ongoing reporting obligations, with the sole requirement of filing their annual financial statements.

Meanwhile, the automatic authorization regime for medium-impact offerings provides for a simplified registration procedure under the public offering regime. In this case, issuers will also be required to submit only their annual financial statements.

Issuers currently registered under other public offering regimes may switch to the automatic authorization regime for low- or medium-impact offerings, provided they meet the applicable eligibility requirements.

The proposed regulation does not entail a waiver by the CNV of its supervisory authority and duty to protect public savings and investors. Accordingly, the CNV will retain broad powers to monitor compliance with the applicable requirements under the proposed frameworks.