CAPITAL MARKETS NEWSLETTER
SMV REGULATIONS
The Superintendency of the Securities Market (“SMV”) modifies the Rules for the Prevention of Money Laundering and Financing of Terrorism, approved by Resolution CONASEV N° 033-2011-EF/94.01.1 (“PLAFT Rules”). By means of Resolution SMV No. 006-2025-SMV/01, published in the Official Gazette “El Peruano” on February 28, 2025, the SMV modified the PLAFT Standards, making clarifications to the scope of the duties that correspond to the regulated entities, and establishing the following obligations for them:
- Review the list of countries or jurisdictions identified as non-cooperative by the Financial Action Task Force – FATF to determine whether it is appropriate to intensify their due diligence procedures in the knowledge of their clients.
- To apply to the transactions they eventually carry out with countries or jurisdictions, the countermeasures established by law, when the FATF makes a call in that sense.
- Retain for 10 years the policies, procedures and all information related to compliance with the obligations established in the Regulation of the Law that creates the Financial Intelligence Unit of Peru.
- The regulated entities that manage or administer trusts or autonomous patrimony must keep the information of service providers to the trust or autonomous patrimony for 10 years from the time such management or administration activity ceases.
SBS REGULATIONS
The Superintendence of Banking, Insurance and Private Pension Fund Management Companies (“SBS”) amends Title VI of the Compendium of Regulatory Superintendence Standards of the Private Pension Fund Management System approved by Resolution No. 052-98-EF/SAFP (“Compendium”), in order to incorporate unregistered local shares as eligible instruments for pension fund investment. Through Resolution S.B.S. No. 907-2025, published in the Official Gazette “El Peruano” on March 14, 2025, the SBS incorporated Article 18°-C to Title VI of the Compendium, in order to make eligible for investment by pension funds, shares and other similar instruments that have been placed by private offering, and are intended to be registered in the stock exchange. For this purpose, it is necessary that:
- The issuer complies with the principles of good corporate governance defined by the AFP in its investment policy.
- The placement value of the instrument is not less than US$ 80,000,000 or its equivalent in Soles.
- The instrument has an annual independent valuation performed by a company with experience in valuation activities of local companies, until it is registered in a stock exchange.
- The instrument is placed and traded through the trading mechanisms provided for in Title VI of the Compendium.
- The private issuance documents stipulate: (i) the issuer’s commitment to register the instrument in a stock exchange within a term not exceeding 3 years from the placement; and (ii) the safeguards and/or guarantees assumed by the issuer to comply with the provisions of item (i) above.
- The AFP incorporates the minimum safeguards and/or guarantees indicated in its investment policy.
The instruments acquired under this modality must be evaluated under the standards foreseen for investment in shares and similar securities listed in the stock exchange, after 3 years of having been registered in the stock exchange.
SBS approves Regulation on Economic Group, Linkage, application of Operating Limits referred to in Articles 201 to 204 of the General Law and Large Exposures (“GE Regulation”), and substitutes other rules. By means of Resolution S.B.S. No. 975-2025, published in the Official Gazette “El Peruano” on March 13, 2025, the SBS approved the GE Regulation, which mainly regulates the changes introduced to Law No. 26702, General Law of the Financial System and the Insurance System and Organic Law of the Superintendence of Banking and Insurance (“General Law”), by Legislative Decree No. 1646, regarding concentration operating limits, and replaces, mainly for financial system companies, the Special Rules on Linkage and Economic Group, approved by SBS Resolution No. 5780-2015 (“GE Regulations”). The main provisions of the GE Rules are as follows:
- The provisions on economic group set forth in the GE Rules are incorporated, without major modifications.
- Provisions applicable to the computation of the limit of financing to directors and workers referred to in Article 201 of the General Law, which were contemplated in Circular No. B-2148-2005, are included, but taking into account the new threshold and basis for calculation provided for in said law.
- The provisions referring to the criteria for defining who is considered to be related to the company, which were included in the GE Standards, as well as the criteria that were included in the Circular mentioned in the previous paragraph, are incorporated.
- The provisions for calculating the limit of Article 202 of the General Law, related to financing to related parties, are modified.
- Criteria are established to define a group of connected counterparties for single risk and to calculate the new limits contemplated in Article 204 of the General Law, applicable to financing to a counterparty or group of connected counterparties, in order to adapt it to the Basel standard “Supervisory framework for defining and monitoring large exposures”.
The resolution in question also amends the Regulation for the Evaluation and Classification of the Debtor and the Requirement of Provisions, approved by SBS Resolution No. 11356-2008, the Credit Risk Management Regulation, approved by SBS Resolution No. 3780-2011, and the Regulation of Infractions and Sanctions of the Superintendence of Banking, Insurance and Private Pension Fund Administrators, approved by SBS Resolution No. 2755-2018, mainly to adapt them to the changes introduced by the GE Regulation.
SBS approves a new Credit Exchange Risk Management Regulation and modifies the Accounting Manual for companies in the financial system. By means of Resolution S.B.S. No. 774-2025, published in the Official Gazette “El Peruano” on March 3, 2025, the SBS approved the aforementioned regulation, which replaces the previous Regulation for the Management of Foreign Exchange Credit Risk and the complementary provisions on the management of foreign exchange credit risk.
Among the main measures, the new regulation establishes:
- A methodology for the identification of debtors exposed to foreign exchange credit risk.
- A sensitivity analysis to measure the possible impact of local currency depreciation scenarios on the companies’ income and solvency.
- The aforementioned resolution also amends the Accounting Manual for companies in the financial system, approved by SBS Resolution No. 895-98, to adapt it to the new provisions included in the approved regulation.
SBS DRAFT
SBS authorizes the publication of the draft that modifies the Regulation for the Consolidated Supervision of Financial and Mixed Conglomerates. By means of a notice dated March 25, 2025, the SBS authorized the publication of the above mentioned draft for public comments.
The main proposals consist of the following:
- To specify that, if it is not practicable to harmonize accounting policies with the accounting standards issued by the SBS for the preparation of consolidated financial information, such policies must be harmonized by applying the International Financial Reporting Standards (IFRS).
- Establish that, exceptionally, for companies of the consolidable group and/or financial group for which it is considered that the difference between their original accounting policies and the accounting policies of the group has little impact on the preparation of the consolidated financial information, the original accounting policies may be maintained for consolidation purposes.
- To make clarifications in the calculation of the effective equity of consolidable groups and financial groups related to the accounting standards applied.
