Comisión Nacional de Valores (CNV)

Overview

The Comisión Nacional de Valores (National Securities Commission, CNV) is the autonomous primary regulator of Argentina's capital markets and securities industry. Established in 1968, the CNV operates under the direct purview of the Ministry of Economy and is responsible for promoting, supervising, and controlling the nation's securities market, protecting investor interests, and ensuring market transparency and efficiency.

Current Leadership (2025-2026):

• President: Dr. Roberto E. Silva

• Vice President: Dr. Sonia Salvatierra (promoted from vocal director, January 2024)

• Vocal Directors: Dr. Laura Herbón and Dr. Manuel Calderón

The Board composition was formalized through Presidential Decree No. 406/2025. The five-member Board structure ensures balanced institutional representation while maintaining technical expertise in securities regulation.

Operational Scope: The CNV's mandate encompasses approximately USD 350+ billion in market capitalization across equities, fixed income, derivatives, and collective investment funds. Recent regulatory initiatives have expanded the CNV's authority into emerging asset classes, particularly digital assets and virtual currency service providers, positioning Argentina as a Latin American leader in forward-looking securities regulation.

Basic Identity

Classification

Inclusion Justification

What This Entity Oversees

BYMA and BCBA Trading Infrastructure

The Argentine capital markets are operated through BYMA (Bolsas y Mercados Argentinos SA), which owns and operates:

• Buenos Aires Stock Exchange (BCBA - Bolsa de Comercio de Buenos Aires): The primary equities and government bond trading venue

• Mercado Abierto Electrónico (MAE): Over-the-counter market for secondary bond trading and FX instruments

• MERVAL Index: The primary benchmark equity index, composed of the 25 most actively traded stocks

CNV Oversight of BYMA:

The CNV exercises comprehensive supervisory authority over BYMA and its member exchanges through:

• Regulatory Approval: BYMA's market regulations, trading rules, and fee schedules require CNV prior approval

• Compliance Monitoring: Ongoing surveillance of market activity to detect manipulation, insider trading, and other abusive practices

• Membership Standards: Approval of broker-dealer members, including capital adequacy, conduct, and operational standards

• Systems and Controls: Review of BYMA's trading systems, surveillance tools, and risk management infrastructure

• Periodic Inspections: On-site and remote examinations of exchange operations and member compliance

Securities Listing and Trading Standards

The CNV requires issuers seeking public listing on the BCBA to meet comprehensive requirements:

• Incorporation Status: Issuers must be Argentine legal entities or foreign companies properly registered in Argentina

• Financial Disclosure: Three years of audited financial statements, prepared in accordance with Argentine GAAP or IFRS

• Corporate Governance: Documentation of corporate governance policies, board composition, and audit committee structure

• Prospectus Requirements: Detailed prospectuses disclosing business operations, risk factors, capitalization, and management

• Ongoing Disclosure: Quarterly financial statements, immediate disclosure of material events (hechos relevantes), and annual reports

• Minimum Free Float: Typically 20-30% of shares held by public shareholders (varies by issuance size)

• Liquidity Requirements: Minimum trading volumes and market maker obligations to ensure secondary market liquidity

Trading Halts and Market Discipline

The CNV and BYMA coordinate on enforcement actions including:

• Trading Suspensions: Temporary suspension of trading in a security for failure to file required disclosures or investigation of insider trading

• Delisting Procedures: Removal of securities from the public market for persistent non-compliance

• Market Disruption Orders: Emergency authority to halt trading during market dislocations or fraud investigations

Securities Issuance and Disclosure Requirements

Public Offering Authorization Process

Any public offering of securities (including shares, bonds, notes, and hybrid instruments) in Argentina requires prior CNV authorization before marketing or sale to public investors.

Authorization Process:

1. Pre-Filing Consultation: Issuers and their legal counsel typically conduct pre-filing discussions with CNV staff regarding disclosure requirements and compliance pathways

2. Prospectus Submission: Complete prospectus filed with the CNV, including risk factors, financial statements, use of proceeds, and management discussion & analysis

3. Completeness Review: CNV conducts preliminary review for completeness; applicant may be requested to submit additional information

4. Substantive Review: CNV staff conducts substantive examination of disclosure adequacy, investor protection measures, and legal compliance

5. Authorization Issuance: CNV issues written authorization allowing the offering to be marketed and sold; authorization typically valid for defined period (often 12 months)

6. Market Surveillance: CNV monitors the offering and subsequent trading to detect fraud, market manipulation, or disclosure violations

Disclosure Standards and Frequency

Initial Disclosure (Prospectus):

• Comprehensive business description, historical financial performance, and risk factors

• Management biography and compensation

• Capital structure and dilution analysis

• Use of proceeds explanation

• Material contracts and relationships

• Legal proceedings and regulatory matters

Periodic Disclosure (Ongoing):

• Quarterly Financial Statements: Within 45 days of quarter-end

• Annual Reports: Within 120 days of fiscal year-end

• Material Events (Hechos Relevantes): Immediate disclosure (typically same business day) of acquisitions, asset sales, significant contracts, executive changes, litigation, and other material developments

• Auditor Changes: Immediate disclosure of auditor resignations or replacements

• Related Party Transactions: Disclosure of significant related-party deals requiring shareholder approval

Thresholds for Material Events:

• Transactions exceeding 5% of assets

• Events affecting 10%+ of share price reasonably expected

• Significant management or board changes

• Covenant breaches or credit downgrades

Enforcement of Disclosure Standards

The CNV imposes sanctions for disclosure failures including:

• Administrative fines

• Trading halts pending compliance

• Mandatory restatement of financial statements

• Public censure and regulatory notices

• Referral to criminal prosecutors for fraud

• Delisting for persistent non-compliance

FCI Regulatory Framework

The CNV regulates Collective Investment Schemes (Fondos Comunes de Inversión, FCI), Argentina's equivalent to mutual funds, which manage approximately ARS 2+ trillion in assets. The regulatory framework provides:

FCI Authorization and Registration

• Fund Registration: Each individual FCI must register with the CNV prior to accepting investor capital

• Fund Manager Licensing: Investment managers (Sociedades Administradoras de Fondos Comunes de Inversión, SAFCIs) must obtain CNV authorization

• Custodian Requirements: All FCI assets must be held by independent custodians approved by the CNV

• Asset Administrator: Separate administrator entity responsible for fund accounting, valuation, and reporting

FCI Investment Restrictions and Diversification

The CNV imposes portfolio composition rules ensuring diversification and prudent investing:

• Diversification Limits: No single holding may exceed specified percentages of fund assets (typically 5-10% depending on fund type)

• Fixed Income Limits: Minimum diversification across multiple issuers and credit qualities

• Leverage Restrictions: Limits on borrowing and derivatives use to prevent excessive leverage

• Liquidity Requirements: Minimum liquidity buffers to meet daily redemption obligations

FCI Types and Specialization

The CNV recognizes multiple FCI categories enabling investor choice:

• Money Market Funds: Short-term, low-risk instruments (repos, short-dated government bonds)

• Fixed Income Funds: Bond portfolios of varying credit quality and maturity

• Equity Funds: Stock-focused portfolios with geographic and sectoral specialization

• Mixed Funds: Diversified across asset classes

• Structured Funds: Including real estate funds (FIGs) and infrastructure funds (FIHs)

FCI Disclosure and Investor Protection

• Prospectus Requirements: Detailed prospectuses describing investment strategy, fee structure, and risk factors

• Monthly Fact Sheets: Distribution of fund performance data, holdings, and expense ratios

• Annual Reports: Comprehensive fund activity summaries and auditor attestation

• Fee Disclosure: Clear itemization of management fees, performance fees, and other charges

• Redemption Rights: Investor right to redeem fund shares at daily net asset value with specified settlement timelines

FCI Enforcement and Market Conduct

The CNV investigates and sanctions breaches including:

• Misrepresentation of fund investments or performance

• Excessive fees without disclosure

• Inadequate diversification or risk management

• Investment policy violations

• Failure to maintain segregated custody

• Fund manager conflicts of interest

CNV Enforcement Authority and Investigative Powers

The CNV possesses broad enforcement authority under Capital Markets Law 26,831 including:

• Subpoena Authority: Power to compel testimony and production of documents from market participants

• Inspection and Examination: On-site and remote examination of broker-dealers, fund managers, and other market participants

• Trading Data Access: Authority to access BYMA trading data, position records, and communications

• Witness Interviews: Authority to interview employees and agents of regulated entities

Sanctions and Penalties

Administrative Penalties:

• Monetary fines (ranging from modest amounts to significant multiples of transaction values for intentional violations)

• Temporary or permanent revocation of registrations and licenses

• Suspension of individual persons from securities industry roles

• Mandatory disgorgement of ill-gotten gains and investor restitution

• Public censure and industry notices

Criminal Referrals:

For serious violations, the CNV refers cases to criminal prosecutors alleging:

• Securities fraud and misrepresentation

• Insider trading

• Market manipulation

• Money laundering through securities markets

• Ponzi schemes and other investment frauds

Examples of Enforcement Actions:

• Delisting of companies for persistent disclosure failures

• Broker license revocations for theft of customer funds

• Fund manager sanctions for excessive undisclosed fees

• Trading halts for suspected manipulation

• Major fines for offering unregistered securities

Investor Grievance and Dispute Resolution

The CNV provides multiple avenues for investor complaint and dispute resolution:

• Formal Complaint Channels: Investors can file complaints regarding broker misconduct, unsuitable recommendations, and unauthorized trading

• Mediation Services: CNV facilitates mediation between investors and market participants for contract disputes

• Investor Education: CNV publishes educational materials on investment risks, fraud prevention, and market mechanisms

• Fraud Alert System: Public lists of fraudulent schemes and non-registered operators targeting Argentine investors

Suitability and Know-Your-Customer Requirements

Securities brokers and investment advisors must comply with:

• Know-Your-Customer (KYC): Understanding client investment objectives, risk tolerance, time horizon, and financial situation

• Suitability Requirement: Recommendations must be suitable for the customer's financial situation and objectives

• Unbundled Fee Disclosure: Clear separation of advisory fees from execution and clearing costs

• Conflict of Interest Disclosure: Explicit disclosure of any material conflicts (e.g., proprietary trading, product recommendations)

Market Abuse Prevention

The CNV enforces strict standards against:

• Insider Trading: Trading on material non-public information; prohibited for corporate insiders and tippers

• Market Manipulation: Artificially inflating/deflating prices through false information or manipulative trading

• Layering and Spoofing: Placing non-bona fide orders to create false liquidity appearances

• Front-Running: Brokers trading ahead of customer orders

• Pump-and-Dump Schemes: False promotional campaigns followed by selling at inflated prices

Detection and Investigation:

• Real-time surveillance by BYMA and CNV of trading patterns and anomalies

• Coordinated investigations with BCRA and UIF for potential money laundering

• Coordination with international regulators (IOSCO) for cross-border investigations

Regulatory Powers

This entity exercises regulatory powers over capital markets and securities activities:

Regulatory Role and Function

Legal Foundation

Capital Markets Law 26,831 and Amendments

The CNV's regulatory authority derives from Capital Markets Law No. 26,831 (enacted in 2012, amended by the Productive Financing Law No. 27,440 and subsequent reforms). This statute provides:

• Primary Regulatory Authority: CNV is the implementing and enforcement authority for all public offerings of securities in Argentina

• Institutional Independence: The CNV operates as an autonomous body independent from day-to-day government budget cycles, though accountable to the Ministry of Economy

• Board Appointment: Five Board members serve five-year terms and are reeligible, with appointments made by the National Executive Power (President) based on demonstrated fitness and professional background in securities markets

Regulatory Scope Under Capital Markets Law

The Capital Markets Law No. 26,831 establishes CNV authority over:

• Securities Issuance: Public offerings, secondary offerings, and securities listing requirements

• Market Infrastructure: Stock exchanges, over-the-counter markets, clearing houses, and settlement systems

• Intermediaries: Brokers, dealers, investment advisors, and fund managers

• Collective Investment Schemes: Mutual funds (Fondos Comunes de Inversión, FCI) and other pooled investment vehicles

• Disclosure Requirements: Periodic and event-driven disclosure obligations for listed issuers

Digital Asset Service Provider Regulation (Law 27,739)

The CNV's authority was expanded through Law No. 27,739 to include regulation of Virtual Asset Service Providers (Proveedores de Servicios de Activos Virtuales, PSAV), positioning the CNV as Argentina's primary cryptocurrency and digital asset regulator. This expansion reflects the CNV's institutional evolution beyond traditional securities toward emerging financial assets.

Licensing and Authorization Relevance

The Comisión Nacional de Valores (CNV) licenses and authorizes capital market participants in Argentina:

The licensing process involves assessment of capital requirements, competency of key personnel, compliance systems, and risk management frameworks.

Payments and Money Movement Relevance

Virtual Asset Service Provider (PSAV) Regulation

The CNV's most significant recent regulatory initiative is the establishment of comprehensive regulation for Virtual Asset Service Providers (PSAV) through Resolución General No. 1058/2025, implemented March 2025 with compliance deadlines through September 2025.

PSAV Definition and Scope

The regulation defines PSAVs as entities providing services including:

• Virtual Asset Exchange: Facilitating buying, selling, and trading of cryptocurrencies and digital assets

• Custodial Services: Holding customers' private keys and controlling virtual asset access

• Payment Facilitation: Enabling payments using virtual assets

• Portfolio Management: Investment advisory and discretionary management of digital asset portfolios

• Staking and Yield Services: Managing customer assets in proof-of-stake networks and DeFi protocols

PSAV Registration Requirements

All PSAV operations in Argentina require mandatory registration in the CNV's PSAV registry prior to commencement of operations:

Registration Deadlines (Resolución 1058/2025):

• Individuals/Sole Proprietors Registered Elsewhere: Until July 1, 2025

• Argentine-Incorporated Companies: Until August 1, 2025

• Foreign-Incorporated Companies: Until September 1, 2025

Failure to Register: Operating without PSAV registration results in:

• Criminal liability for unauthorized financial services

• Court orders blocking operations and website access

• Asset seizures and freezing of customer funds

• Civil liability for customer losses

PSAV Compliance Obligations

The regulation mandates:

Anti-Money Laundering (AML):

• Customer identification and beneficial ownership verification

• Ongoing transaction monitoring and suspicious activity reporting

• Enhanced due diligence for high-risk customers and jurisdictions

• 24-hour reporting to the Financial Intelligence Unit (UIF) for suspicious transactions

• Compliance with sanctions screening requirements

Custodial and Asset Security:

• Segregated custody of customer virtual assets (commingling prohibited)

• Insurance coverage for digital asset loss (cyber insurance minimum requirements)

• Cold storage requirements for majority of custodied assets

• Encryption standards and cybersecurity protocols meeting international standards

• Annual third-party audits of security infrastructure and asset custody practices

Risk Management and Operational Standards:

• Business continuity and disaster recovery planning

• Cybersecurity incident response procedures

• Internal controls and compliance monitoring systems

• Chief Compliance Officer requirement

• Anti-fraud and anti-manipulation controls

Disclosure and Transparency:

• Detailed risk disclosures to customers regarding virtual assets, custody, and market volatility

• Annual audited financial statements prepared under Argentine GAAP or IFRS

• Fee disclosure and transaction reporting

• Customer funds segregation attestations

PSAV Governance and Enforcement

Regulatory Oversight:

• Regular examination authority over PSAV operations

• Power to impose temporary operating restrictions pending compliance

• Authority to revoke registration for non-compliance

• Coordination with BCRA on anti-money laundering and systemic risk

Enforcement Actions:

• Administrative fines for regulatory violations

• Mandatory corrective action orders

• Operating suspensions for serious breaches

• Criminal referrals for fraud or money laundering

• Public enforcement lists identifying non-compliant entities

Stablecoin and Government Digital Currency Coordination

The CNV has begun coordinating with the BCRA on potential regulation of:

• Private Stablecoins: Cryptocurrency tokens pegged to assets (USD, commodities) with AML and custody requirements

• Central Bank Digital Currency (CBDC): Potential digital peso implementation, with CNV oversight of secondary market trading and custody providers

Payment Systems Governed or Overseen

The CNV oversees securities settlement infrastructure in Argentina:

[Specific system names require verification from official sources]

Relationship to Other Regulators

IOSCO Membership and Participation

The CNV is a full member of the International Organization of Securities Commissions (IOSCO), the standard-setting body for securities regulation globally. Key engagement includes:

IOSCO Membership Status:

• Ordinary Member since subscription to the IOSCO Multilateral Memorandum of Understanding (MMOU) in June 2014

• Full participant in IOSCO policy development and standard-setting processes

• Commitment to implementation of IOSCO Principles of Securities Regulation

Leadership and Regional Representation:

• Dr. Roberto E. Silva (CNV President) serves as Representative of the Inter-American Regional Committee (IARC) to IOSCO for the 2024-2026 term

• Participation in IOSCO Annual Meetings and Task Force deliberations

• CNV staff participation in IOSCO working groups on emerging issues (digital assets, sustainable finance, market integrity)

50th IOSCO Annual Meeting (2025)

The CNV participated in the 50th Annual IOSCO Meeting held in Doha, Qatar (2025), focusing on:

• Digital Asset and Cryptocurrency Regulation Standards

• Cross-Border Investor Protection

• Emerging Market Resilience

• Sustainable Finance and ESG Disclosure

MMOU Framework and Information Sharing

Under the IOSCO MMOU, the CNV:

• Shares Information: Provides mutual assistance to foreign regulators investigating securities fraud and market abuse

• Coordinates Investigations: Works with international counterparts on cross-border insider trading and manipulation cases

• Enforces Sanctions: Implements coordinated global enforcement actions against violators

• Recognizes Registrations: Accepts registrations from foreign securities dealers and investment advisors operating in Argentina

Bilateral Regulatory Relationships

The CNV maintains bilateral MoUs and cooperation arrangements with:

• United States SEC: Sharing of examination findings, trading data, and enforcement coordination

• BCRA: Domestic coordination on financial stability, digital asset regulation, and market integrity

• Brazil CVM: MERCOSUR regional cooperation on capital markets standards

• European Commission and ESMA: Equivalence discussions on disclosure and trading standards

Sustainability and ESG Mandate

The CNV is among the few market regulators globally with explicit sustainability in its mandate. The CNV has issued:

• Guidelines for Thematic Securities Issuance (2023): Standards for green bonds, social bonds, and sustainability-linked instruments

• ESG Disclosure Expectations: Guidance on climate risk disclosure and sustainable finance reporting

• Sustainable Investing Promotion: Support for development of ESG-focused investment funds and indices

Geography and Jurisdiction Notes

Important Departments and Divisions

Key Public Resources

Official CNV Contact Information

Address: Avenida Leandro N. Alem 355, 5to. Piso, C1003AAG, Buenos Aires, Argentina

Website: https://www.argentina.gob.ar/cnv

Email General Inquiries: [email protected]

Telephone: (54-11) 4319-4400

CNV Leadership

President: Dr. Roberto E. Silva - [email protected]

Vice President: Dr. Sonia Salvatierra - [email protected]

Vocal Directors: Dr. Laura Herbón, Dr. Manuel Calderón

Specialized CNV Departments and Contact Areas

PSAV Regulation and Digital Assets: Dirección de Activos Virtuales y Servicios de Inversión

Capital Markets Regulation: Dirección de Asuntos Corporativos y Mercados

Enforcement and Investigation: Dirección de Fiscalización y Cumplimiento

Investor Protection: Dirección de Defensa de los Derechos del Consumidor

Official Regulatory Publications and Databases

Securities Registry:

• Issuer Registry: https://www.argentina.gob.ar/cnv - Comprehensive listing of authorized issuers and their disclosure filings

• Broker-Dealer Registry: Searchable directory of licensed securities brokers and dealers

• Investment Manager Registry: Listing of authorized fund managers and investment advisors

PSAV Registry:

• Virtual Asset Service Provider Registry: Updated registry of authorized cryptocurrency platforms and custodians

• Registration Application Portal: On-line portal for PSAV registration and compliance filing

Regulatory Communications:

• Resoluciones Generales (General Resolutions): Archive of CNV regulatory rules and amendments

• Comunicaciones (Communications): Interim guidance and enforcement notices

• Hechos Relevantes (Material Events): Public database of company disclosure filings

BYMA Market Data:

• MERVAL Historical Data: https://www.byma.com.ar/en/ - Daily index performance and component stocks

• Trading Rulebook: BYMA Rules and CNV-approved trading procedures

Enforcement Actions and Regulatory Notices

• Enforcement Actions Database: Searchable record of CNV sanctions, fines, and industry enforcement actions

• Fraud Alert List: Public list of non-registered operators and fraudulent schemes targeting Argentine investors

• Delisted Companies: Companies removed from public trading for persistent non-compliance

Notes on Naming and Language