Decree 174/93 Regulation of Act No. 24.083
Bs. As., 8/2/93
VISTO file number 586/92 of the NATIONAL VALORES COMMISSION and article 39 of Law 24.083, and
That in view of the prolonged validity of Law 15.885 and the merit of its provisions it is incumbent upon those institutes already provided for in the previous legislation that for their undisputed value in safeguarding the interest of the shareholders must be incorporated into the management regulations.
It is necessary to clarify particular situations with respect to the object and spirit of this norm and the particular modality of investment that arises from it.
That at this stage of market integration it is necessary to give to foreign broadcasters whose titles are negotiated in the country as a result of regional integration agreements between markets, the same treatment given to the titles issued in the country.
In order to avoid excessive participation in the capital of the stations, specific limits are set.
That criteria adopted by the Control Body should also be incorporated in their valuable experience gained through the application of existing standards so far.
That the way of evaluating the portfolio through the weighted average price is a complement to apply when transparency and certainty should be improved to justify a good and not an absolute principle, and the system proposed here may be changed, when the Control Agency does not give the balance that would ensure the system equal treatment for all those participating in it.
Moreover, the existence of different markets in the country and the possibility that a title should also be negotiated abroad by setting clear rules of valuation for these assumptions.
It is consistent with a policy of promoting capital market instruments to facilitate a wide participation of the savers in it, particularly for the small and medium-sized savers to whom the common investment funds offer the possibility of participating in a professionally managed diversified portfolio, to reduce the operating costs of the same by exempting certain acts from seal tax, consistent with the exemptions granted in Decree No. 2284 of 31 October 1991.
That the NATIONAL EXECUTIVE POWER is entitled to grant exemptions to seal tax under the powers delegated by the HONORABLE CONGRESS OF NATION in article 59 of the Sealing Tax Act.
That the provisions of this Decree should be supplemented by the provisions of the NATIONAL COMMISSION DE VALORES issues as prescribed in article 32 of the Law.
That the present is given in accordance with the regulatory authority granted to the NATIONAL EXECUTIVE PODER in article 86, paragraph 2, of the NATIONAL CONSTITUTION.
THE PRESIDENT OF THE ARGENTINA NATION
RIGHT: Article 1-
Control Agency. Schools. In accordance with article 32 of the Act, the NATIONAL VALORES Commission shall be the Control and Registration Agency of the Managing and Depositary Corporations of the Common Funds for Investment, with the authority to dictate the regulations necessary to supplement the provisions of this decree, as well as to resolve cases not provided for in the law or this decree and to interpret the rules therein within the prevailing economic context. Art. 2°-
Partner type of the organs of the fund. Managing companies and depository companies of common investment funds should be anonymous companies registered in national or provincial jurisdiction. However, in cases in which financial entities act as managers or depositors in accordance with the provisions of articles 3 and 14 of the Act, respectively, they may have those other corporate forms authorized by the laws governing financial activity. Art. 3°-
Social denomination of the depositary management company. The managing companies and the depository companies of common funds of investment that are not authorized financial entities shall have as exclusive social object such activities and integrate their social denomination by adding the expression "GERENT ASCIETY of INVERSION COMMUNS" or "SOCIEDAD DEPOSITARIA DE FONDOS COMUNES DE INVERSION", as the case may be; except the case in which the functions of the managing company are Art. 4°-
Minimum net heritage of the managing society. For the purpose of determining compliance by the managing company with the requirement of minimum net assets in accordance with articles 3 and 5 of the Law, this shall be calculated as determined by the Control Agency. The minimum required net assets should be maintained as long as the activity of the managing company continues.
The increase in the minimum net assets referred to in Article 5, paragraph (b) of Law 24.083 is required only in cases where the property of the managing company is less than the value resulting from adding to the CINCUENTA MIL DOLARES STADOUNIDENSES (US$ 50,000) required the increase required for each fund to administer. Art. 5°-
Minimum net heritage of the depository society. For the purpose of determining compliance by the depositary society with the requirement of a minimum net asset in accordance with article 14 of the Act, it shall be calculated as determined by the Control Body. The required minimum net assets should be maintained as long as the activity of the depositary society continues.
The minimum assets required for depository companies of common investment funds other than financial entities should be increased in an amount equal to that required by article 14 of the law by each common investment fund for which it acts as such. Art. 6°-
Start operations. The bodies of the common investment funds may not begin to act as such, nor may they make efforts to place shares of common investment funds, until they have obtained the registration of the respective management regulations in the Public Trade Register, upon authorization of the NATIONAL VALORES COMMISSION. Art. 7°-
Denomination of common investment funds. The denomination of common investment funds shall comply with the terms of article 2 of the law. Art. 8°-
Management regulations. Management regulations shall be in accordance with the provisions of articles 11 and 11 of the Act and shall also include provisions on:
(a) Limitations with respect to the powers of administration of the fund, with specific reference to the fact that, in any case, co-owners may be held liable or committed in excess of the fund;
(b) In the event that there are provisions on consultations with the holders of shareholders of the fund, the prohibition of the performance of directors, trustees, advisers and employees of the bodies of the fund as heads of shareholders;
(c) Standards of minimum diversification for the investment of the assets of the fund, including that no fund may compromise a proportion greater than the VEINTE BY CIENTO (20%) of its assets in the furniture values of the same station or of stations belonging to the same economic group.
(d) Obligatory that the assets that form part of the fund have been fully integrated or paid at the time of acquisition, except when it comes to furniture values acquired as a result of the exercise of the preferential subscription right in which case the payment may be adjusted to the respective emission conditions.
(e) In their case, the list of foreign markets in which investments will be made; clarifying the measures they will take to have the price in sufficient time for the determination of the value of the shareholder.
In the event that the shares of a common investment fund are issued in writing form, the respective registry shall be carried with the formalities determined by the Control Agency not being able to be dispensed in such cases from the books of subscribers and rescues. Art. 9°-
Valuation of the net assets of the fund. The valuation of the net assets of the fund will be carried out, for subscriptions, rescues and all other effects, taking into account for each of the assets that integrate it, the average price that arises from the closing price of that or those markets where they are negotiated in representative quantities, according to the following guidelines:
(a) Furniture values with public supply. When the fund ' s existence is composed of furniture values that are denied in the country, the NATIONAL COMMISSION DE VALORES will determine which or what markets will be whose closing prices should be taken into account for the weighting of the price of the respective movable values in the terms of article20 of the law. If the operations with respect to a furniture value are concentrated in a market in a proportion higher than the OCHENTA BY SCIENTA (80%), the closing price weight can be dispensed with and the closing price used exclusively in that market for such furniture. In the case of movable values that are not denied in the country, the managing company must, prior to its acquisition, submit to the approval of the NATIONAL COMMITTEE OF VALORES the market whose closing price will be taken into account for that calculation.
(b) Beautiful metals. When the management regulations foresee that the existence of the fund will be integrated with precious metals, it must, prior to its acquisition, submit to the approval of the NATIONAL VALORES COMMISSION the market whose closing price will be taken into account for the calculation of the applicable price.
(c) Divises. When the management regulation foresees that the existence of the fund will be integrated with currency, the valuation will be carried out according to the type of purchase exchange of the ARGENTINA NATION BANCO applicable to financial transfers.
(d) Instruments issued by financial entities. Except where the instruments in question are covered by subparagraph (a) of the present, when the management regulations provide that the fund shall be integrated with these instruments, the same shall be assessed to their value of origin plus the accrued interest, discounted to the interest rate prevailing on the respective valuation date.
(e) Emerging rights and obligations of futures and options. When the management regulation foresees that the existence of the fund will be integrated with emerging rights of futures and options, only those that will be negotiated in markets subject to the jurisdiction of the NATIONAL VALORES COMMISSION or those other markets that the Control Body approves may be purchased. In such cases, the valuation shall be carried out in accordance with the provisions of article 20, "in fine", of the law.
In cases where subscriptions or rescues are requested on the day do not operate the markets where any or all of the assets belonging to the fund portfolio are denied, the value will be calculated by taking the prices recorded at the end of the day when the operation of the or the markets is normally resumed. When the portfolio is composed of movable values, and one or more titles do not have negotiation on the day when subscription or ransom is requested, in such cases the value to be considered for the calculation of the shareholder will be the one that had been taken to that effect on the last day that there had been effective negotiation of the same, except in the case of fixed income values, those that will be valued more the interest earned to date. Art. 10.
- Emission prospects. NATIONAL COMMISSION DE VALORES will have the thematic content to be incorporated into the emission prospects of the common investment funds. Art. 11.
- The availability of cash belonging to the fund, referred to in article 17 of Act No. 24,083, shall be deposited in financial entities authorized by BANCO CENTRAL DE LA REPUBLIC ARGENTINA, other than the depository companies of the same.
The corresponding accounts should be individualized under the ownership of the depository companies with the addition of the nature that it reviews as a body of the fund. Art. 12.
- Placement of shares among the public. The placement of shares of common investment funds may be carried out directly by the depositary society or through authorized intermediaries. Authorized depository and intermediary companies may use electronic means for such placement, with the precautions established by the Control Agency. Art. 13.-
Market integration. Where there are international economic integration treaties to which the Republic is a party, which provide for the integration of the respective capital markets and/or the NATIONAL COMMISSION DE VALORES has signed agreements in this respect with the competent authorities of the countries that are part of those treaties, the securities issued in any of the member countries will be considered as assets issued in the country for the purpose of the compliance of the percentages of investment provided for in Article 6 "in fine" of the law, subject to the fact that such securities are negotiated in the countries of origin of their broadcasters in the respective National Commissions. Art. 14.-
Portfolio integration. In cases where the portfolio of the fund was composed of shares, shares of participation, musttures, negotiable obligations and trade papers belonging to the same station, their holdings may not represent more than TEN BY SCIENTO (10%) of the capital of the society in the case of shares and up to TEN BY SCIENTO (10%) of the total liability of the issuer in case of debt titles, having in portfolio both percentages simultaneously. The circumstance that both holdings do not occur at the same time does not imply being able to exceed the percentages indicated above; the unjustified excesses that occur in the portfolios of the funds must be communicated to the NATIONAL COMMISSION OF VALORES within the CUARENTA and OCHO (48) hours to be liquidated immediately, without prejudice to the penalties that may correspond. Art. 15.-
Common closed investment funds. In order to ensure an adequate secondary market the funds constituting a maximum amount of shares, they must request together with the approval of the respective public supply request; such authorization must remain in force until the dissolution of the fund or until the completion of the investment plan. For the purpose of granting the respective request for public tender, the Control Agency may issue the minimum dispersion standards applicable to the possession of quotas. These funds may have special investment objects.
The management regulations should provide for the case in which the public supply is suspended, regardless of its cause, the way to give immediate liquidity to the shareholders.
The terms of the management regulations may not be amended until the investment plan of these funds is met, unless the amendment only affects non-substantiated investment plan clauses and is beneficial to the shareholder. In this case the management regulations shall establish the procedure to be used, which shall contemplate the possibility of rescue of the shareholder of the dissenting subscriber. Art. 16.-
Public title. Titles issued by the State shall be considered with equal emission conditions, the different series of the same title in which only the date of issue changes. In cases where a number of the title - although maintaining the same denomination - changes one or more of its conditions in terms of rates, rent payments or amortization or ransom, they shall be regarded as a title other than the effects of article 7 (e) of the law. Art. 17.-
Rescue suspension. The managing company is empowered to establish in the management regulations that the ransom will be suspended, under the conditions provided for in article 23 of the law, as a protection measure of the common fund, where there is no possibility of establishing the value of the share party as a result of war, state of internal shock, stock market or banking or any other serious event affecting the self-regulated and financial markets. Art. 18.
- Rescues. Common investment funds may pay off the ransoms with portfolio values in exceptional cases with prior authorization from the NATIONAL VALORES COMMISSION. Art. 19.-
Permanent state control. Managing and depository societies other than financial entities are considered to be covered by the provisions of article 299 of Law 19550. Art. 20. (Article repealed by art. 8° Decree No. 279/2018 B.O. 9/4/2018
. Watch: the day after your publication in the Official Gazette)
Extract from the taxes established by the Sea Tax Act No. 18524 (as ordered in 1986) and its amendments to the following acts and operations:
(a) Instruments, acts, and operations of any kind, including deliveries and receipts of money, linked and/or necessary for the creation of common funds of investment, as well as the subscription and rescue of shares thereof, and their issuance in the terms of Law 24.083. This exemption protects the instruments, acts, contracts, operations and guarantees associated with the creation of the common funds, subscriptions and ransoms of the shareholders and/or the emissions mentioned above are those of the previous, simultaneous, subsequent or renewal of the latter.
(b) Acts and/or instruments related to the negotiation of shares of common investment funds. Art. 22.-
Invite the provinces and the MUNICIPALITY of the CIUDAD OF BUENOS AIRES to grant equal exemptions and treatment than those corresponding to the actions, public titles and other securities in the field of their jurisdictions. Art. 23.-
Advertising. Any publicity or advertisements that effect the common investment funds shall be brought to the attention of the Control Agency within three (3) days; if the publicity fails to comply with the requirements required by article 29 of the law, at the discretion of the agency, the management company shall be inestimated to cease the same, without prejudice to the penalties that may be appropriate. Art. 24.-
Cease of activity of one of the organs in the background. In the event that one of the organs of the fund has ceased to meet the requirements of the law, the NATIONAL COMMISSION DE VALORES will attempt to regularize the situation in an improbable time that is dictated for the purpose. If it does not do so, the corresponding summary shall be initiated immediately, with suspension of activities of the questioned body.
As long as the suspension lasts, only acts aimed at the attention of ransom requests may be carried out in respect of the merits.
If one of the organs of the fund ceases unforeseenly its activity by decision of the respective control body or for another reason duly proven, the other body shall, at the request of the NATIONAL COMMISSION OF VALORES, propose to a substitute, taking charge of the ransoms that are presented at the intern, in accordance with the requirements of the management regulation; and if the use is not carried out by the withdrawal,
If the simultaneous lack of the two bodies of the fund is produced, the NATIONAL VALORES COMMISSION shall take the necessary measures to ensure that the liquidity of the shareholders is maintained, and may designate a banking entity of the square that already performs the functions of depository of a fund, such as liquidator, designation that cannot be rejected.
No replacement that will take effect until approved by the NATIONAL VALORES COMMISSION and completed the formalities established. Art. 25.-
Liquidation. Where the management regulations do not provide a date or time limit for the liquidation of the fund, the fund may be decided at any time by both bodies of the fund, provided that there are substantial reasons for this, and the interests of the shareholders shall be assured.
To this end, the simultaneous substitution of both bodies of the fund shall be understood as an advance settlement of the fund, and the measures corresponding to the said case must be taken.
The liquidation may not be practiced until the decision is approved by the VALORES NATIONAL CCOMMISSION. Art. 26.-
The longer time frames for ransom and for the implementation of the same time as the management regulations shall be related to the object of the fund and to the impossibility of obtaining liquidity in lesser time periods, the control authority is responsible for preventing the liquidity of the share party from becoming illusory through excessive periods or preventing the rescue in a timely manner through the establishment of minimum tenure periods. Art. 27.-
Transitory article. Funds that only have to modify in their management regulations the articles relating to the valuation of the quota and the fees of their bodies may apply the new provisions, without having to modify the respective regulations. However, they must give the shareholder a minutes where they contain the new applicable criteria. Art. 28.
- Watch. This decree shall govern from its publication. Art. 29.
- Contact, post, give to the National Directorate of the Official Register and archvese. MENEM.- Domingo F. Cavallo. - Article 20 replaced by art. 1 Decree No. 194/1998B.O. 18/02/1998.