REGULATORY GLOSSARY

Key terms to understand tokenized structures and their regulatory framework in Argentina

1. Disclaimers

(Applicable to all content on this page)

This material is published exclusively for informational and educational purposes. It does not constitute a public or private offering, an invitation to make an offer, an investment recommendation, nor legal, financial, accounting, or tax advice. Definitions are provided for general use and may vary depending on the regulatory context and the specific case.

2. Glossary (A–Z)

Virtual Assets (VA)

Digital representations of value that can be transferred and/or stored electronically and used for payments or investments, according to applicable regulatory definitions.

Available Liquid External Assets (ALEA)

Category used within the foreign exchange framework to refer to external assets with immediate liquidity (which may include cryptoassets, foreign currency, and other holdings), relevant for restrictions on access to the MLC.

AML/CFT (Anti–Money Laundering and Counter–Terrorism Financing)

Set of policies, procedures, and controls designed to prevent and detect money laundering and terrorism financing. Includes KYC/KYB, monitoring, and reporting.

Caja de Valores (CVSA)

Central entity of the Argentine capital markets that participates in the registration and custody of negotiable securities in traditional schemes and in certain applicable digital representation models.

CEDEAR

Argentine Depositary Certificate representing securities issued abroad. May affect certain MLC access restrictions when combined with ALEA.

Compliance

Regulatory compliance framework, including internal policies, controls, and risk management to operate in accordance with applicable regulations.

Investment Contract (general criterion)

A structure in which an investor contributes funds expecting a return primarily derived from the management or efforts of third parties. This concept is relevant for assessing classifications as negotiable securities.

Custody (digital / traditional)

Mechanisms for safeguarding assets (negotiable securities or digital assets) and managing holdings, with defined rules and responsibilities.

Disclosure (Investor Information)

Set of information and warnings regarding risks, conditions, rights, and obligations of an instrument. More intensive in public offerings; still relevant in private offerings (especially for legends and transfer restrictions).

Issuer

Entity that issues a negotiable security or structures an economic right (e.g., debt, equity, or receivables).

Trust (Fideicomiso)

Legal vehicle through which a settlor transfers assets or rights to a trustee for administration for the benefit of beneficiaries, with asset segregation and defined distribution rules (waterfall).

Governance

Set of decision-making rules, roles, responsibilities, and control mechanisms (approvals, audits, reporting) over a structure or vehicle.

Homogeneity / Fungibility

Characteristic whereby units of an instrument are equivalent and interchangeable. Relevant for assessing regulatory classification and secondary market logic.

KYC (Know Your Customer)

Process for identifying and verifying the identity of individual customers, typically used during onboarding for AML/CFT compliance.

KYB (Know Your Business)

Process for identifying and verifying corporate customers, including ultimate beneficial owners and corporate documentation.

MLC (Single and Free Foreign Exchange Market)

Market regulated by the BCRA for foreign exchange transactions. Access may be subject to restrictions and affidavits.

Public Offering

Invitation addressed to the general public or to groups/sectors to carry out legal acts involving negotiable securities, through any dissemination means, including digital. Requires authorization and disclosure under applicable regulations.

Private Offering (Safe Harbor — CNV RG 1016)

Offering scheme outside the public offering regime when conditions are met (recipients, limits, permitted channels, access control, legends, and restrictions), intended to avoid configurations of irregular public offerings.

VASP / PSAV (Virtual Asset Service Provider)

Entity providing services related to virtual assets (e.g., exchange, transfers, custody), subject to specific obligations under applicable regulations.

Royalties

Contractually agreed economic rights granting participation in sales or revenues linked to a project or asset. In tokenization, typically structured as cash-flow rights.

CNV RG 1081 (Digital Representation of Negotiable Securities)

Regime governing the tokenization/digital representation of certain negotiable securities under public offering, subject to specific authorizations and conditions.

CNV RG 1016 (Private Offering)

“Safe harbor” regime to delineate private offerings and reduce the risk of irregular public offerings by defining conditions and permitted dissemination channels.

Foreign Exchange Risk (operational/regulatory)

Risk that foreign exchange regime restrictions affect operations (payments abroad, access to the MLC), particularly in the presence of liquid external assets and certain cryptoasset transactions.

SPV (Special Purpose Vehicle)

Entity created to isolate and manage a specific project or assets, used to issue instruments (equity/debt) or channel cash flows.

Tokenization (general concept)

Digital representation of an underlying right or asset. Its regulatory classification depends on what is represented (commodity, cash flow, equity/debt), how it is offered, and how it is transferred.

Transferability / Transfer Restrictions

Contractual and/or regulatory rules limiting the assignment or negotiation of an instrument (e.g., holding periods), especially relevant in private offerings.

Negotiable Securities

Instruments covered by the capital markets regime (e.g., shares, negotiable obligations, and other instruments), subject to public/private offering rules and disclosure requirements.

Waterfall (Order of Payments)

Contractual mechanism defining the order of distribution of funds (expenses, reserves, investor payments, residuals), typical in trusts and cash-flow structures.

3. Final Note

This glossary summarizes key terms used throughout the Trust Center to facilitate reading and understanding. For complete definitions or specific applicability, the relevant regulations and the particular case must be analyzed.