External Circular No. 100-000003 of March 26, 2021
Formalization plan of the Control Situations and Corporate Groups Registry of the Superintendence of Companies
The Superintendence of Companies (the “Superintendence”) enacted the External Circular No. 100-000003 of March 26, 2021 (the “Circular”) by means of which it requests to the companies, branches of foreign companies and sole individual companies under inspection, surveillance or controlled by the Superintendence, or under surveillance by other superintendencies different to the Financial Superintendence, to comply or verify the compliance with respect to the corresponding registry of the control and/or corporate group situations (the “Situation”) to which they are subject.
Not complying with the registry of the Situation triggers the risk of being investigated by the Superintendence and eventually being penalized by such entity with a fine of up to 200 minimum legal monthly salaries (COP$181.705.200), for each company in breach. The faculty of investigating of the Superintendence has a statute of limitation of 5 years as of the corresponding registry of the Situation before the Chamber of Commerce.
Nonetheless, the Circular establishes that during its enforcement “(i) in case that this Entity has not begun a formal administrative investigation, proceed with the voluntary registry, correction or correction, taking into account the criteria established in section 1 of this Circular and voluntarily inform it to the Superintendence in order to begin a formal investigation, and accept the breach alleged by the Entity before the decree of evidences and; (ii) in case the Entity has begun an administrative investigation, accept the breach alleged by the Entity before the decree of evidences” the fines to be imposed by the Superintendence will not exceed the amounts established in section 4 of the Circular, for each company involved.
The aforementioned fine established in the Circular will not exceed 750 Tax Value Units (UVT), that for 2021 corresponds to COP$27.231.000. In addition, the Circular establishes as an alternative fine to attend to a class dictated by the Superintendence regarding corporate matters, and this way access to a reduction of 50% of the fine.
The Circular will be valid until December 31, 2021.
Author: Raúl Vargas I [email protected] I Corporate Law