Argentine Securities Commission Regulates Tax Amnesty Regime

With the recent approval of the Law of Palliative and Relevant Tax Measures 27743 (for more information, see here), a new Tax Amnesty Regime was created to allow eligible taxpayers to apply for regularizing certain undeclared assets.

 

The law established that those who want to adhere to the regime must pay a Special Disclosure Tax. However, the law established certain special cases of exclusion from the tax base and the payment of the Special Regularization Tax, as well as the possibility of investing the regularized assets during the term in which they are deposited in the special regularization account, provided they are invested in the financial instruments established in the regulations.

 

Accordingly, the Ministry of Economy issued Resolution 590/2024, defining the different eligible financial instruments to invest the regularized assets, and established that the Federal Tax Authority, the Argentine Central Bank, and the Argentine Securities Commission (CNV) should issue the necessary complementary and operative rules according to their corresponding powers.

 

Consequently, on July 18, 2024, the CNV issued General Resolution 1010 to complement Resolution ME 590 and regulate the Tax Amnesty Regime.

 

 

In this regard, GR 1010 established that, to place offers in the initial offering and to carry out transactions in the secondary trading, the broker-dealers (ALyC) must open special investment subaccounts before the Central Securities Depository Agent (ADCVN), on behalf of the taxpayers included in Law 27743. The acquired securities will be credited to such subaccounts and may be transferred to other special investment subaccounts. Further, all settlements of credits and/or results from operations should also be recorded in these subaccounts.

 

ALyCs must also open their own bank accounts in an authorized financial institution to arrange and settle transactions carried out with special regularization accounts funds.

 

GR 1010 also establishes that secondary trading transactions must be arranged in segments with concurrent offers with price-time priority and settled within ten business days from the date of crediting the funds from the special regularization account of the ordering client in the ALyC special regularization account. When this term has expired, the ALyC will transfer and credit the funds that have not been invested to the special regularization account of the corresponding client.

 

Accordingly, the ALyCs must transfer and credit the funds resulting from settling the sale transactions of previously acquired securities in the special regularization accounts of the corresponding clients. The ALyCs can also reinvest them in any of the eligible investments.

 

The proceeds from disclosing assets may be totally or partially allocated to:

 

1. Subscribing shares of Open-End Mutual Funds (FCIA): in this case, subscriptions must be allocated to a specific class of shares, which must have a special denomination according to the Tax Amnesty Regime. Likewise, the companies that manage FCIAs and offer the possibility of subscribing this type of shares must amend the management regulations of the mutual funds in accordance with the provisions of the CNV Regulations.

 

1. 1. In these cases, both the Depositary Companies and the Integrated Placement and Distribution Agents that are also financial entities or ALyCs will be authorized to act, if applicable, as withholding agents of the Special Disclosure Tax.

 

2. Subscrbing shares of Closed-End Mutual Funds (FCIC): the existing FCICs or those to be created must invest exclusively directly and/or indirectly in assets constituted, originated, issued, and/or located in Argentina.

 

3. Subscribing or acquiring certificates of participation or debt securities of productive investment trusts: all those vehicles, existing when the GR 1010 was issued or created in the future, whose public offering is authorized by the CNV, which are identified with the special regimes provided for Financial Trusts for the financing of SMEs; Real Estate Financial Trusts; Infrastructure Financial Trusts; Financial Trusts for the Promotion of Productive Development and Regional Economies will be included as productive investment trusts. This definition will also include any other special regime applicable to trusts to promote productive investment (following Resolution ME 590, they must be vehicles in Argentina intended for investment and/or direct or indirect financing of productive, real estate, and/or infrastructure projects, as well as the financing of Micro, Small, and Medium Companies); or any new regime that the CNV provides for in the future.

 

 

Finally, on August 22, 2024, the CNV issued General Resolution 1014, adding instruments as options to regularize assets in the capital market, incorporating deferred payment checks and promissory notes traded in markets authorized by the CNV in any of the authorized segments, and incorporating the possibility for any individual or legal entity residing in Argentina to open one or more special regularization accounts, even if they have not regularized assets under the asset regularization regime.