On October 2, 2020 the Superintendence of Corporations (the “Superintendence“) issued Resolution No. 100-006261 (the “Resolution“) whereby it repealed Resolutions No. 100-002657 of 2016 and No. 200-000558 of 2018 and established new criteria to determine the corporations that must adopt programs of transparency and business ethics.

• Criteria for determinig which companies should adopt transparency and business programs

The Resolution states that companies supervised by the Superintendency that comply with the following two requirements are obliged to adopt a program of transparency and business ethics.

1. International business or transactions: In the immediately preceding calendar year have conducted international business or transactions, understood as any business or transaction with foreign natural or legal persons of public or private law. The Resolution specifies that such international business or transactions may be carried out directly or through an intermediary, contractor, subordinate company, or branch. The Resolution further states that international business or transactions must be equal to or greater than 100 legal minimum monthly wages.
2. Income or total assets: In the immediately preceding calendar year have obtained income or have total assets equal to or greater than 40,000 legal minimum monthly wages.

It should be noted that the Resolution eliminated the criteria that established the need for the company to belong to certain economic sectors (pharmaceutical, infrastructure and construction, manufacturing, mining and energy, and information and communication technologies) and also to comply with any of the criteria referring to gross income, total assets or employees.

• Deadline for the adoption of transparency and business ethics programs

The Resolution establishes that companies which on December 31st of each year comply with the abovementioned criteria will have until April 30th of the following year to adopt the relevant program.

In this way, the Resolution reduced the term to adopt the program of transparency and business ethics by 2 months, since previously companies had until June 30 of the following year.

We are looking forward to any assistance you may require in connection with the above. For this purpose, you may contact Jaime Moya (jmoya@goh.law) or Steffany Serebrenik (sserebrenik@goh.law).

The above information is offered as an information service to our clients and does not constitute legal advice.