Financial Trusts– Global Programs for the issuance of Trust Securities

The Argentine Securities and Exchange Commission (the “Comisión Nacional de Valores” or “CNV”) General Resolution No 552, published in the Argentine Official Gazette on March 17, 2009 (the “Resolution”), amended Articles 11 and 20 of Chapter XV (“Trusts”) of its Regulations (the “CNV Regulations”), highlighting the importance of the roles of the trustee and the settlor, as essential parties in a trust agreement.
Through this Resolution, the CNV intends to maximize the precautions to be taken in order to improve the quality of the information provided to the investors, given the current importance of the issuance of trust securities.
Therefore, in order to guarantee to financial consumers a correct identification of the abovementioned parties, the Resolution limits in prospectuses of global programs for the issuance of debt securities or certificates of participation (the “Global Programs”), which constitute the legal framework within which the series will be created, the participation to only one trustee and requires the individualization of the settlor or settlors who shall participate in the series of financial trust to be created under such Global Programs.
Additionally, such Resolution states that the trustee and the settlor or settlors initially identified in the Global Program may not be substituted and/or extend their term; notwithstanding the possibility to substitute the trustee in the terms and conditions stated in the relevant trust agreement, in accordance with Article 9 of Law No 24,441 (Argentine Trust Law).
The Resolution waives the identification requirement of the settlor or settlors within Global Programs when such programs have the exclusive purpose of creating financial trusts in order to finance small-and-medium-sized enterprises (Pequeñas y Medianas Empresas – PyMEs), in their capacity as settlors, as long as they are duly guaranteed by third parties.
Thus, in the future settlors should set up a Global Program for each placement agent, or alternatively, set up only one Global Program for a trustee, who shall be different from the placement agents.
Finally, the Resolution states that the Global Programs currently in full force and effect that do not comply with the identification requirements previously mentioned, will maintain their validity until the expiration of their respective terms.
This insight is a brief comment on legal news in Argentina; it does not purport to be an exhaustive analysis or to provide legal advice.