Allende & Brea – Estudio Jurídico

This report cannot be considered as legal or any other kind of advice by Allende & Brea. For any questions, do not hesitate to contact us.

The Argentine National Securities Commission implemented a new phase of the securities´ digital representation regime

Through General Resolution No. 1081/2025 (the “Resolution”), the Argentine National Securities Commission (“CNV” by its Spanish acronym) implemented the second phase of the tokenization regime, expanding the scope of eligible securities to be digitally represented. The Resolution upholds the principle that tokenization shall not imply the creation of a new security, but rather a different form of representation that will enjoy functional equivalence with traditional forms of representation.

The Resolution allows for the digital representation of:
(i) shares (including those listed on more than one market); (ii) corporate bonds (“obligaciones negociables”); and
(iii) CEDEARs, in addition to those already regulated by General Resolution No. 1069/2025 (i.e., debt securities or participation certificates of publicly offered financial trusts whose underlying assets are mainly composed of so-called “real world assets” or other eligible goods that are not marketable securities traded on authorized markets in Argentina; and investments funds).
Social, Green, Sustainable (SGS) and Sustainability-Linked securities; and securities issued under the automatic public offering regime (except those falling under the frequent issuer regimes) may not be tokenized. Public debt securities issued by foreign countries or jurisdictions may also not be tokenized—except for those issued by Mercosur member states and the Republic of Chile. These exceptions, however, may not be included as underlying assets in financial trusts or in the assets of investments funds.

The request to digitally represent securities may be submitted simultaneously with the public offering request, or at a later stage—in which case it will constitute a material event (“Hecho relevante”), applicable when seeking to tokenize already issued securities.

Additionally, Virtual Asset Service Providers (“VASPs”) are incorporated as authorized depositaries of digital representations and will be responsible for their administration. To that end, they must be registered under all categories of the relevant registry, simultaneously and throughout the entire duration of the digital representation. They will also be responsible for providing investors with appropriate mechanisms to exercise the rights inherent to the marketable security in question.

Furthermore, Full Clearing and Settlement Agents (“ALyC Integrales”) may act as legal holders of record.
A secure testing environment (“Regulatory Sandbox”) will be implemented until and including August 21, 2026, allowing for the assessment of the impact and operation of this regulation. After that date, no new digital representations of securities may be generated, and the CNV will evaluate whether it is appropriate to extend, amend, expand, reduce, or terminate the provisions of the Resolution.

This report cannot be considered as legal or any other kind of advice by Allende & Brea. For any questions, do not hesitate to contact us.

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