NEWS

CMF publishes general norm No. 501 on regularity policies and reporting of transactions with related parties.

On January 8, 2024, the Financial Market Commission (the "CMF" or the "Commission"), exercising its legal powers, issued Exempt Resolution No. 368, implementing the agreement of the Commission's Council that approved General Rule No. 501, which establishes the minimum disclosures for regular business operations policies and regulates the public disclosure of transactions with related parties that have been carried out (hereinafter, the "Regulation").

The purpose of the Regulation is to raise the standards for related party transactions ("RPTs"), improving the criteria that entities use to determine certain transactions as regular and ordinary in line with their business activities. Additionally, it aims to transparently disclose which transactions have been conducted within the framework of regular business operations policies and which ones fall outside of it.

  • Content of the Regulation.

The Regulation establishes that the regular business operations policies of publicly traded corporations and special purpose corporations must include, at a minimum:

  • Date of approval of the policy by the board of directors and the date of the last modification to it;
  • Justification for the need to have a regular business operations policy, considering the specific case of the corporation;
  • 3. Characteristics and conditions that transactions must meet to be carried out under the regular business operations policy, also indicating:
    1. Counterparties to the transactions;
    2. The maximum amount per transaction;
    3. Reasons why each type of transaction will be determined as ordinary in consideration of the business activities;
    4. Other restrictions determined by the board of directors.
  • Approval and verification procedures defined by the entity to which transactions or types of transactions conducted under the regular business operations policy will be subject;
  • Person or body responsible for compliance with the control mechanisms outlined in the policy; and
  • Disclosure mechanisms, specifying where the entity will make the text of the policy available to interested parties.

Regarding the dissemination of information, the Regulation establishes that publicly traded corporations and special purpose corporations with securities registered in the registry maintained by the CMF must prepare and publish on their website a semi-annual report of all related party transactions (RPTs) that have been effectively carried out by the company during the respective semester, regardless of whether they were conducted under the regular business operations policy.

  • Effectiveness of the Regulation:

The Regulation stipulates that the provisions will come into effect starting from September 1, 2024. Therefore, regular business operations policies must be adjusted to comply with the regulations before that date. These policies will be approved by the board of directors and made available to the public no later than August 30, 2024.

If you require additional information on this matter, you can contact Christian Schiessler (cshiesslerq@jdf.cl) and Fernando Valenzuela (fvalenzuela@jdf.cl).cshiesslerq@jdf.cl) y a Fernando Valenzuela (fvalenzuela@jdf.cl).

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