NEWS

CMF submits for public consultation regulations on standards for Related Party Transactions.

On October 10, 2023, the Financial Market Commission (hereinafter, "CMF") invited the different actors of the financial market to participate in the public consultation process that will be carried out from that date until October 31, 2023, on the regulatory proposal that establishes the minimum mentions of the usual operations policies and regulates the public disclosure of the operations with related parties that have been carried out (hereinafter, "OPR”).

This is based on the comments received in the public consultation of the regulatory proposal on the same matter, between July 10 and August 4, 2023, in which comments were received from open and special corporations, academics, industry associations and law firms. In response to these comments, the Board of the CMF agreed to submit a new version for consultation, which reflects the analysis of the comments, doubts and suggestions received in the first instance of market consultation.

The purpose of the proposal is to raise the standards of RPOs, improving the criteria that entities will take into consideration for the purpose of considering certain transactions as usual and ordinary in view of the corporate purpose and, in addition, to make transparent which transactions have been carried out within the framework of the usual policy and which outside it.

 

Proposed Regulations

The new version of the proposal establishes that the standard operating policies of publicly traded companies and special purpose corporations must include at least the following:

  1. Date of approval of the policy by the board of directors and date of the last modification to the policy.
  2. Justification of the need to have a regular operations policy considering the particular case of the company.
  3. Characteristics and conditions to be met by the transactions to be carried out under the regularity policy: types of counterparties of the transactions based on the nature of the relationship with the company, criteria to be met by the transactions to be considered ordinary, maximum amount per transaction and other restrictions imposed by the Board of Directors.
  4. Control mechanisms to which the operations intended to be carried out or that have been carried out under the policy shall be subject.
  5. Responsible for compliance with the control mechanisms indicated by the policy, including the circumstances that safeguard their independence of judgment.
  6. Disclosure mechanisms.

Regarding the dissemination of information, the new version establishes that companies must prepare a half-yearly report of all transactions made with related parties and disseminate it on their website within the month following the six-month period they report.

Validity

The proposed regulation establishes that the provisions will become effective after 9 months from its issuance, therefore, customary policies must be adapted to the provisions of the regulation before that date.

Should you require further information on this matter, please contact Christian Schiessler (cshiesslerq@jdf.cland Josefina Holtheuer (mjholtheuer@jdf.cl).

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