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Comparison of Panama IPO Market to Us Market
and incorporation data and inscription, duration, term, subscribers, Directors, Officials, Legal Representative, authorized capital, inscribed powers and resident agent of the petitioner, issued by the Public Registry within the thirty days prior to the date of the presentation of the petition. In the case of foreign entities, a certificate of the Public Registry of the foreign country, or the entity that exercises functions similar to those of the Public Registry, issued within the previous sixty days of the presentation of the petition, stating all the information that is required to petitioners incorporated under Panamanian laws, must be included.
4. Copy of the Public Deed that contains the Articles of Incorporation of the petitioner, its amendments and certification of the inscription of such documents.
5. A copy of the Preliminary Informative Prospectus.
6. Resolution of the Board of Directors or the competent governing body of the entity that authorizes the securities public offering, the number of them, their price, including all possible deductions, names of the persons who have power to authenticate, and the details of the offer.
7. Models of the securities that are intended to be sold, if applicable.
8. Audited financial statements, for the last fiscal year, issued by an independent Certified Public Accountant, interim financial statements at the last interim date prior to the date of the petition, duly certified by a Certified Public Accountant.
9. A sworn declaration submitted by the Legal Representative of the petitioner, about the compliance with the provisions in relation to the independence of the Certified Public Accountant – as provided in the Accord related to the Form and Contents of the Financial Statements – and the Legal Advisor, as provided by Article 16 of this Accord.
10. Projects of contracts that are part of the registration petition, whose final versions are to be presented, in copies authenticated by a notary, before the notification of the respective Resolution.
11. Opinion of a legal advisor about the securities registration petition, as prescribed by Articles 15 and 16 of the Accord.
12. Payment slips of the corresponding registration fee.
13. Documentation deemed necessary by the CNV for the information and protection of investors.
14. Whenever a statement, report or opinion of an expert person is enclosed, the person’s name, address, credentials and a statement indicating that the opinion is enclosed with the consent of that person, must be included.
15. The petitioner must file with the petition the written opinion of an independent lawyer of law firm about the securities registration petition object of public offer, as for:
15.1 The proper incorporation and force of the persons that assume obligations as result of the registration of the securities for public offer, as well as their corporate capacity to celebrate contracts and to fulfill the [next page]