[Last updated: 1 January 2024, unless otherwise noted]

There are neither initial nor ongoing financial requirements that local or foreign companies must meet in order to qualify to list their securities on the Santiago Stock Exchange (SSE). In the case of foreign entities, the basic requirement imposed for the offer of foreign securities to the general public is to ensure that:

• The foreign issuer is duly supervised by a foreign regulator.
• The foreign regulator is a IOSCO member.
• The reporting obligations of the foreign issuer with the foreign regulator and/or exchange are complied with in English or Spanish.
• The foreign securities being registered can be publicly offered in a country which forms part of the list of "Recognized Markets."
• The issuer's annual report and financial statements are audited.

[Last updated: 1 January 2024, unless otherwise noted]

Qualified investors. Registration of foreign securities that are not registered with a foreign authority may be permitted if they are restricted to "qualified investors" (that is institutional investors such as banks, insurance companies, funds and others). In this case, the registration and listing in Chile will correspond to a secondary listing.

Collaboration agreements. The Financial Market Commission (CMF) may exempt foreign securities from the registration obligation when they correspond to issuers under the supervision of entities with which the CMF has executed collaboration agreements, including securities regulators of Spain, Colombia, Mexico, Peru, the Canadian provinces of Alberta, British Columbia, Quebec and Ontario and, subject to certain restrictions, Argentina.

Integration agreements. Foreign securities traded on foreign exchanges with which the SSE has executed integration agreements, such as the Integrated Latin American Market (MILA) exchanges, will be automatically listed.

Financial statements. Local entities must provide annual reports for at least two complete fiscal years, approved by the shareholders' meeting, or (for companies with less than one year of existence) the last available balance sheet. Also, they must provide a comparison of their last annual financial statements as against the preceding year's, audited by external auditors. Additionally, as an ongoing obligation, local issuers must file their financial statements with the regulator on a quarterly basis. In the case of foreign issuers, the applicant must provide the issuer’s financial statements for the last annual period together with the annual report of the external auditors, to the extent the issuer has been audited. It is not mandatory that the financial statements be audited. However, if the financial statements are not audited, the registration of securities will only allow for their offering to "qualified investors."

Accounting standards. Local listed entities are required to prepare their financial statements according to IFRS. No specific accounting and/or auditing standards are required from foreign entities. However, the applicant must describe under which accounting and auditing standards the financial statements have been prepared, if they are not under IFRS or IAS.

[Last updated: 1 January 2024, unless otherwise noted]

The following is a fairly typical process and timetable for a listing of a local or foreign issuer on the SSE and registration with the CMF.

Link to Timetable

*Note that the listing with the SSE will take normally between two and five business days from the filing date.

[Last updated: 1 January 2024, unless otherwise noted]

Local listed companies are subject to some corporate governance obligations which are reflected in three main duties that the board of directors have: (i) a duty of care, which means that directors are responsible for ordinary negligence; (ii) a duty of loyalty, which reflects in restrictions on certain actions or contracts in which a director may have a conflict of interest; and (iii) a duty of information and confidentiality, which means that besides the information and reporting obligations described below, directors have the duty to maintain confidentiality with regards the company's business.

The CMF also requires listed companies to inform the public of their corporate governance practices on an annual basis. This obligation has to be fulfilled by means of answering an extensive questionnaire which inquires about the company's compliance with a series of corporate governance practices that the regulator considers "desirable" or "good," but which are not mandatory.

In contrast, no corporate governance requirements are imposed on foreign issuers seeking to list on the SSE.

Local listed companies have the duty to provide their shareholders and the market sufficient, truthful and timely information regarding the legal, financial and economic situation of the company and other information deemed essential with respect to themselves, the securities being offered and the offer itself, generally by way of relevant or essential facts (hechos esenciales) (or in certain cases undisclosed communications or hechos reservados), which means that all facts or situations considered essential or relevant, that have or could have influence or effect on the company's business, on its financial statements, on its securities or their offer, must be announced.

A foreign issuer is subject to periodic reporting obligations that require the applicant to provide the CMF and the SSE with the same information that the issuer is required to provide to the regulator in its domestic market or in the market where the securities are traded, with the same frequency, means of publication, language and in the form required under said foreign markets.

[Last updated: 1 January 2024, unless otherwise noted]

Local and foreign companies must pay a fixed fee of 20 UF (approximately US$835) to the CMF in order to proceed with the listing of their securities. In addition, local and foreign companies with securities listed must pay a listing rights fee at the time the listing is accepted, and on an ongoing basis every six months. The listing rights fee is calculated as a percentage of the company’s net worth (capital, reserves and results), ranging from 6 UF to 125 UF (approx. US$251 to US$5,220). UF refers to Unidad de Fomento, a Chilean adjustment unit which value varies almost every day according to inflation rates. For reference to the daily value of the UF and exchange rates, please see Home - Banco Central de Chile (bcentral.cl). As of 1 January 2023, 1 UF = CLP 36,797.64, which is equivalent to approx. US$41.76.