Peru
The Securities Market Law, Legislative Decree No. 861 promotes the orderly development and transparency of the securities market and protection of investors.
Overview: The purpose of this law is to promote the orderly development and transparency of the securities market and protection of investors.
This law applies to public offerings of marketable securities and their issuers, public offerings of stock, intermediation agents, stock exchanges, securities clearing and settlement institutions, securitization companies, securities mutual funds, investment funds, and all other participants of the securities market, as well as the supervision and control body. Unless otherwise expressly stated, its provisions are not applicable to private offerings of securities. The provisions of this law, unless stated otherwise, apply to all marketable securities offered or traded within the national territory.
Article 12: Market Transparency
Any act, omission, practice or conduct that hinders the integrity or transparency of the market is forbidden, including:
Providing false or misleading signals regarding the supply or demand of a security, for its own benefit or the benefit of third parties, through transactions, proposals or fictitious transactions that: i) increase or reduce the price of securities or financial instruments; ii) increase or reduce their liquidity; or, iii) fix or maintain their price, except as set forth in paragraph f) of article 194.
Furthermore, it is also forbidden for directors, managers, members of the investment committee, officers and persons involved in the investment process of an institutional investor, for its own benefit or the benefit of third parties, to manipulate the price of their securities or financial instruments portfolio, or the portfolio managed by another institutional investor, through transactions, proposals or fictitious transactions, leading to the increase or reduction of the price or the liquidity of the securities or financial instruments comprising such portfolio.
Fictitious transactions are those where no real transfer of securities or financial instruments, or rights thereon or similar, occurs; or those where, although an actual transfer of securities or financial instruments occurs, no consideration is paid.
The Comision Nacional Supervisora de Empresas y Valores (CONASEV), the securities commission in Peru, through a general regulation, may identify and forbid other situations, market abuse conducts or violations of the transparency and integrity of the securities market.
Article 42: Defines which persons are assumed to have access to insider information.
Article 43.- Prohibitions.
The persons that have insider information are forbidden from:
Revealing or giving the information to other persons until it is made available to the market;
Recommending to carry out transactions with securities about which they hold insider information; and,
Unlawfully using and profiting, directly or indirectly, in their own benefit or the benefit of third parties, from insider information.
These persons are obliged to ensure that their subordinates comply with the prohibitions established in this article.
The persons who fail to comply with the prohibitions established in this article shall surrender the obtained benefits to the issuer or fund, when the information refers to transactions of mutual funds, investment funds, pension funds, or other funds managed by institutional investors.
Article 177. Prohibitions.
Intermediation agents are forbidden to:
Cause an artificial evolution of quotations in their own benefit or the benefit of third parties;
Carry out fictitious transactions or cause them to be carried out, resorting to misleading or fraudulent practices or mechanisms;
Unnecessarily fraction the transactions, to the prejudice of the client;
Give preference to their own purchase of securities, in the existence of a purchase request by a principal for the same security under equal or better conditions; and,
Give preference to the sale of their own securities, in the existence of a sale request by a principal for the same security under equal or better conditions.
Article 265 B. Guarantee enforcement.
The guarantee may be executed by CONASEV, when during the administration of any mutual fund, the management company falls into any of the following:
Engaging in fraud or negligence in the performance of their activities, causing harm to the mutual fund.
Making transactions or encouraging the purchase or sale of securities or financial instruments through any misleading or fraudulent act, practice or mechanism.
Providing false or misleading information regarding the status of a security or financial instrument, its issuer or its businesses, that due to its nature may influence its liquidity or price, including spreading rumors and false or misleading news through the media, the internet or any other means of communication.
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