CNMV fines CAF 400,000 euros for late notification of its shares

The CNMV has imposed two final sanctions on Construcciones y Auxiliar de Ferrocarriles, SA (CAF) totaling 400,000 euros for the delayed notification of its treasury share transactions. The decision, adopted by the Board of the National Securities Market Commission on September 30, 2026, is published in the Official State Gazette (BOE) no. 284, of Saturday, November 14, 2026, section III, page 153836, with reference BOE-A-2026-23891.

The regulatory framework is Law 6/2023, of March 17, on Securities Markets and Investment Services. Both sanctions are classified under Article 297.1.a), in relation to Article 297.2.a) of said regulation, and stem from the breach of Article 106 of the same law, which regulates reporting obligations regarding treasury share transactions. The publication is supported by Article 335 of the law and paragraph 1 of Article 41 of the agreement of June 25, 2026, of the CNMV Board on the delegation of powers, published in the BOE on July 7, 2026, in relation to its Article 62.

The very serious infringement: 350,000 euros

The first agreement imposes a fine of 350,000 euros (three hundred and fifty thousand euros) on CAF for a very serious infringement. The reason is the delay in the notifications made on June 13 and 14, 2024, regarding treasury share transactions corresponding to four periods:

• Between April 6 and September 9, 2022.
• Between September 12, 2022, and January 20, 2023.
• Between January 23 and July 25, 2023.
• Between July 26, 2023, and March 22, 2024.

The four segments accumulate nearly two years of transactions reported past the deadline, according to the supervisor’s resolution.

The serious infringement: 50,000 euros

The second sanction, of 50,000 euros (fifty thousand euros), corresponds to a serious infringement of the same legal provision. In this case, the delay affects the notification made on September 16, 2025, regarding treasury share transactions for the period between March 4 and July 25, 2025.

With both fines, the total amount demanded from the railway company amounts to 400,000 euros, as stated in the resolution signed in Madrid on November 3, 2026, by the president of the CNMV, Carlos San Basilio Pardo.

Finality in administrative proceedings and judicial review

CAF waived its right to file appeals through administrative channels, meaning the sanctions have become final in that venue. This finality is what enables the publication of the agreement in the Official State Gazette, a procedure provided for in Article 335 of Law 6/2023.

Finality is limited to the administrative sphere: the resolution remains subject to judicial review by the Administrative Litigation Chamber of the National Court, as specified in the official text.

The relevance of the publication lies in the dual nature of the sanctioning regime. On one hand, it confirms that the supervisor classifies the repeated failure to communicate operations on treasury shares as “very serious”; on the other, the proceedings affect a listed company whose shareholders and investors rely on that information to understand the company’s treasury share policy. Transparency regarding treasury share operations is, precisely, the instrument that allows the market to evaluate the issuer’s use of its own resources.

Source: Official State Gazette, no. 284, Saturday, November 14, 2026, section III (Other provisions), page 153836 (official reference: BOE-A-2026-23891).