19 Feb 25 Regime for the Public Offering of Closed – End Credit Investment Funds with Automatic Authorization
By Agustín L. Cerolini, Martín Chindamo and Valentina Circolone.
By means of General Resolution No. 1.055 (hereinafter, the ’Resolution’), the Argentine Securities Commission (hereinafter, the ’CNV ’) has adopted the ’Public Offering Regime for Closed-End Credit Investment Funds’.
This framework, which had been subject to public consultation through General Resolution No. 1.042 is formalized with guidelines aimed at streamlining the issuance of closed-end credit investment funds (hereinafter, ’Closed-End Credit FCI’).
In this regard, the Resolution introduces a special regime of automatic authorization applicable to the issuance of units of Closed-End Credit FCI whose maximum nominal amount does not exceed 7.000.000 Units of Acquisitive Value -or its equivalent in pesos or foreign currency-.
For the purpose of calculating the maximum nominal amount foreseen for the issuance of Closed-End Credit FCI, all the placements of marketable securities made by the same managing company, depositary company and by the same originator of the credits, carried out under this regime for a period of twelve (12) months, shall be considered as part of the same offering.
Regarding the documentation required by the CNV, only the issue prospectus and the management regulations of the Closed-End Credit FCI must be submitted two (2) business days prior to the start of the dissemination period. However, these documents shall not be subject to review by the CNV.
In turn, as regards the information regime, the management company of the Closed-End Credit FCI must submit the annual and quarterly financial statements of the fund together with a quarterly report on the collection of capital and interest for that period, among others.
Finally, it is important to note that both the primary placement and the secondary trading must be directed exclusively to qualified investors.