May 4, 2022

Sustainability-Linked Bonds Regulation in Colombia

Holland & Knight Alert
Camilo Gantiva Hidalgo | Juan Felipe Fontecha Mejía | Simón Escobar

The Colombian Financial Superintendence (Superintendencia Financiera de Colombia or SFC) established the specific conditions that must be incorporated by securities issuers at the time of issuing sustainability-linked bonds (SLBs).

Highlights

  • On April 28, 2022, the SFC issued External Circular 008 of 2022, which establishes the minimum conditions to be met by issuers that intend to issue SLBs.
  • The purpose of the regulation is to "define the content of the information prospectus for these financial instruments, in accordance with the international standards of the International Capital Market Association (ICMA)." Consequently, it seeks to standardize the requirements to be met by issuers as well as the information that is made available to investors.
  • The SFC defined SLBs as debt instruments that may have different characteristics depending on the fulfillment of the sustainable performance objectives defined by the issuer. Thus, the SFC adopts the fundamental aspects and guidelines developed by ICMA in relation to: 1) the selection of key indicators for the purposes of measuring the behavior of the sustainable performance targets defined by the issuer, 2) the calibration of the sustainable performance targets, 3) the modification of the conditions of the issuance due to noncompliance with the established performance targets, 4) the parameters and content of the reports with which the independent third-party appointed by the issuer to verify the SLB must comply, and 5) the reports that the issuer must make known to the general public when issuing these types of instruments.
  • External Circular 008 also establishes particular guidelines for the issuances of SLB that take place on the secondary market, as well as those that are carried out within the framework of an issuance and placement program.

Holland & Knight is actively involved in financing operations with environmental, social and governance (ESG) standards both through credit operations and capital markets, as well as in the adoption of internal policies that allow the adoption of improvements in environmental, social and governance components. We actively monitor the implementation of large-scale standards and instruments that steer the economy toward more sustainable and environmentally friendly practices.

For more information on this matter, please contact the authors.


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