Basic concept of the securitization contract

The securitization contract is a legal agreement through which credit rights, assets or future flows are transferred to a separate asset, with the objective of issuing securities or negotiable titles backed by said assets. This operation allows illiquid assets to be converted into liquid financial instruments that can be placed in the capital market.

This contract constitutes the legal basis for structuring a securitization operation, establishing the obligations, rights and responsibilities of the parties involved, as well as the characteristics of the separated assets and the securities issued. Its main purpose is to facilitate financing through the mobilization of assets.

Patrimonial separation and autonomy

An essential characteristic of the securitization contract is the segregation of the assets subject to the operation into a separate asset. This implies that the rights and assets transferred are legally isolated from the assets of the originator or transferor, guaranteeing that the latter's creditors cannot claim said assets.

The autonomy of this separate asset is key to protecting investors and allowing the securities issued to be backed exclusively by the flows generated by the securitized assets. This separation also facilitates independent management and specialized administration of the estate.

Parties involved in the contract

The securitization contract generally involves several parties: the originator or transferor, who provides the assets; the fiduciary or entity in charge of managing the separate assets; and investors, who acquire the issued securities. In addition, structuring agents, risk rating agencies and regulatory entities may intervene.