The requisites and prohibitions to participate as bidders and purchasers of assets in sale and management processes are described in the Asset Sale Program mentioned in Transitory Article Thirteen of the Law of Banking Savings Protection Asset Sale Program, (spanish) as mentioned below:
Any of the following parties may act as bidders or buyers of Assets:
- Individuals and legal entities that are not under any impediment to engage in commerce;
- State Governments that directly or indirectly participate in IPAB auctions or biddings may participate only in sales of:
- Mortgages for middle and lower-income housing, provided they include loans under 400,000 Investment units, and/or
- Farm or fishing loans, provided the loans in question are under MX$ 4,000,000.00 (Four million pesos 00/100, legal currency of the United Mexican States (Mexico)).
Only those persons mentioned in paragraph 1 above that accredit their economic solvency, have proven technical and management capacity, and satisfy all terms and conditions for each asset sale or management process may participate.
As regards paragraph 2 above, only State Governments that accredit proven technical and management capacity and satisfy all terms and conditions for each asset sale process and accredit the mechanisms whereby, if they participate as buyers, they intend to fulfill the payment obligations resulting from the auction or bidding in question may participate.
None of the following individuals or legal entities may act as bidders and purchasers of assets:
- Officers, employees, and attorneys-in-fact of banks or corporations in whose capital IPAB or has an interest or that are subject to any financial strengthening process implemented by IPAB, administered by IPAB, or intervened by the National Banking and Securities Commission (“CNBV”).
- Public officials employed by IPAB, and in general by the authorities of the Mexican financial system, including Members of the Governing Board or any members of committees and other bodies delegated by the Governing Board.
- Individuals or legal entities that have been involved in the appraisal or preparation or placement of the assets.Also, legal entities in which the shareholders controlling of the corporation have been directly involved in the appraisal or preparation or placement of the assets.
- Individuals or legal entities that take part in the process of foreclosure or dation in payment of the assets.Also, legal entities in which the shareholders controlling the corporation have participated directly in the process of foreclosure or dation of the assets.
- Individuals or legal entities that are reported by one or more banks in past-due portfolio, under the terms of applicable regulations issued by the CNBV, or those which, having been in past-due portfolio, have caused as a result a loss or damage to the equity of either the banks, the Bank Savings and Protection Fund, or IPAB itself.Without prejudice to the foregoing, legal entities whose shareholders, regardless of their stockholdings, fall under the hypothesis indicated in the immediately proceeding paragraph may not participate as bidders or buyers.
- Individuals or legal entities that have instituted judicial or jurisdictional actions against the IPAB, the Fund, and/or – if it is a person different from IPAB – the seller or assignor, provided they have not desisted from such action and granted the corresponding pardon or release and/or instituted any other claim or complaint over the duration of the process in which they intervene.
- Individuals or legal entities that are defendants in or subject to any kind of jurisdictional or judicial proceedings instituted by IPAB, the Fund, and/or – if it is a person different from IPAB – the seller or assignor, provided the complaint has been caused by default on obligations or other commitments for which the defendant is beholden to IPAB, or – if it is a person different from IPAB – the seller or assignor.
- Individuals who, in their capacity as shareholders of a bank that has been subject to financial strengthening under the terms of Transitory Article Seven of the Law of Banking Savings Protection or implemented by IPAB in accordance with Article 28 of the Law, now derogated, have formed part of that bank’s control group under the terms of the Law of Credit Institutions.
The provisions of paragraph v) above will not apply to bidders or buyers in asset sale or management processes instituted under the terms of point 2 above.
Participation in Asset Purchases
When biddings or auctions for assets are conducted, they are made known to general public through the publication of calls in nationwide or local daily newspapers and on the IPAB website.
Such calls will state in general the Assets to be sold and the process to participate as a bidder or buyer.
In general, the processes in question will be conducted as follows:
- Persons interested in participating in sale processes must acquire the conditions for the bidding or auction (Conditions), subject to prior submittal to the convener of: a) a participants' questionnaire duly completed and signed, and b) a non-disclosure agreement, duly signed, using in both cases the forms provided by the convener, which are made available to each interested parties from a given day and for a given term.
- In all cases, participants must obtain the convener’s approval to take part in the bidding or auction of the assets specified in the call.
- Depending on the type of assets, the Conditions may be provided free of charge or at a cost.
- The Conditions for a bidding or auction process will establish the terms and conditions to 1) participate as bidder or buyer, and 2) examine the documentation and information relating to the Assets, and in some cases their physical condition, among other particulars, as well as the documentation to be provided by participants to the Convener.The Conditions will also establish the date, time, and place for submittal of economic proposals and for the celebration of the auction and contain information on non-disclosure agreements and contracts.
- The convener will establish a specific place, times, and dates to allow interested parties to examine the documentation and information relating to the Assets.
Depending on the original programs, the characteristics of the assets, the operations themselves, and the market, sale processes may establish specific conditions and requisites.
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