SBS Resolution No. 4225-2025: Renaming Title II and the Sole Complementary Final Provision to First Complementary Final Provision, and Incorporating Chapter V and Second Complementary Final Provision into Title II of the SBS Regulatory Norms Compendium

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Los Laureles Nº 214 - Lima 27 - Perú Telf. : (511)6309000 Lima, 25 de noviembre de 2025

Resolución S.B.S. N° 04225-2025 The Superintendent of Banking, Insurance and Private Pension Fund Administrators, CONSIDERING That, through Law No. 32123, “Law for the Modernization of the Peruvian Pension System”, it has been established that the Private Pension System (PPS) is an individual capitalization regime, administered by Fund Administrators (FAs), constituted by Private Pension Fund Administrators (PFAs) and by companies from the financial and insurance systems established in letters A, C and D of article 16 of Law No. 26702, General Law of the Financial System and Insurance System and Organic Law of the Superintendence of Banking and Insurance, hereinafter General Law, participating on equal competitive conditions and subject to the provisions and safeguards established in the Private Pension System Law, whose Consolidated Text (TUO) was approved by Supreme Decree No. 054-97-EF, hereinafter PPS Law, as well as its complementary regulations; consequently assuming all obligations, responsibilities and rights established by said PPS Law; That in article 14 of Law No. 32123 it is established that the Superintendence of Banking, Insurance and PFAs has the authority to allow the inclusion of said financial and insurance companies in the PPS, for which it must establish adequate operational procedures that enable such entities to administer one or more funds according to their particular characteristics, guaranteeing asset segregation and separate accounting between the pension funds of affiliates and the entities that administer them, as established in article 18-C of the PPS Law, for which effect, it may also impose prudential requirements; That in accordance with the First Complementary Final Provision of Law No. 32123, the Ministry of Economy and Finance has issued the regulation for the adequate application and implementation of said norm, through Supreme Decree No. 189-2025-EF, which allows having a complementary regulatory framework that guides the adoption of specific regulatory measures by the Superintendence; That, in this sense, this resolution is issued with the objective of facilitating the participation of new entities in the PPS, ensuring progressive implementation and compliance with adequate protection standards for affiliates, in order to safeguard pension funds against risks associated with old age, disability and death;

Los Laureles Nº 214 - Lima 27 - Perú Telf. : (511)6309000 That, to this end, it is necessary to modify Title II of the Compendium of Regulatory Norms of the SBS, referring to the organizational and operational authorizations of PFAs, as provided by Resolution No. 054-98-EF/SAFP and its amendments, in order to establish a market access mechanism for new operators, in a competitive scenario based on the protection of affiliates' retirement savings, as provided by Law No. 32123; That on the other hand, said article 14 of Law No. 32123 establishes that PFAs and financial/insurance companies established in letters A), C) and D) of article 16 of the General Law, are part of the PPS on equal competitive conditions and under the provisions and safeguards provided in the PPS Law and complementary regulations. In this line, numeral 1.3 of article 1 of the Regulation of Law No. 32123 provides that PFAs may provide distribution channel services for various services or products, through commercial alliances and/or contractual links, as well as benefits to their affiliates, under loyalty programs or similar, ensuring that these align with principles of transparency, guidance, advice and traceability, subject to the provisions issued by the Superintendence; That, with respect to what is provided in article 95 of the Regulation of the PPS Law and in concordance with said article 14 of Law No. 32123, regarding the equal conditions to which entities included as FAs are bound, it is necessary to standardize the treatment applicable for sales and offering of pension product services by FAs within the PPS; That, complementarily, it is appropriate to repeal article 8, referring to sponsorship and prohibitions, of Title IV of the Compendium of Regulatory Norms of the SBS, approved by Resolution No. 355-2005, on Information to the Affiliate and the General Public; That, in order to collect public opinions regarding the proposed modifications to PPS regulations, it was decided to publish the draft resolution on the matter in the Superintendence's digital headquarters through Resolution SBS No. 3526-2025, in accordance with the Thirty-Second Final and Complementary Provision of the General Law, as well as Supreme Decree No. 009-2024-JUS; Counting with the approval of the Adjacent Superintendences of Pensions, Banking and Microfinance, Insurance, and Regulation and Legal Affairs, as well as the Risk Management, Market Conduct and Financial Inclusion, and Economic Studies Directorates; and, In exercise of the powers conferred in numerals 7 and 9 of article 349 of the General Law, as well as in article 57 of the PPS Law and articles 61-B and the Third Final and Transitional Provision of the Regulation of the PPS Law, RESOLVES: Article 1.- Renaming Title II according to its new denomination, as well as the Sole Complementary Final Provision to First Complementary Final Provision; and incorporating Chapter V and the Second Complementary Final Provision into Title II of the Compendium of Regulatory Norms of the SBS, approved by Resolution No. 054-98-EF/SAFP and its amendments, referring to the organizational and operational authorizations of Private Pension Fund Administrators, in accordance with the following texts:

“TITLE II ORGANIZATIONAL AND OPERATIONAL AUTHORIZATIONS OF PRIVATE PENSION FUND ADMINISTRATORS AND AUTHORIZATION OF COMPANIES INCLUDED IN LETTERS A, C AND D OF ARTICLE 16 OF LAW NO. 26702 TO HAVE AN ADDITIONAL BUSINESS LINE AND OPERATE AS FUND ADMINISTRATORS BY EFFECT OF LAW NO. 32123”

“CHAPTER V ON THE AUTHORIZATION OF COMPANIES INCLUDED IN LETTERS A, C AND D OF ARTICLE 16 OF LAW NO. 26702 TO HAVE AN ADDITIONAL BUSINESS LINE AND OPERATE AS FUND ADMINISTRATORS BY EFFECT OF LAW NO. 32123 SUBCHAPTER I ON THE ORDINARY PROCESS Article 28°.- Scope of application This subchapter regulates the conditions that companies indicated in letters A, C and D of article 16 of the General Law of the Financial System and Insurance System and Organic Law of the Superintendence of Banking and Insurance, Law No. 26702, must meet to operate as Fund Administrators (FAs) in the PPS and that for the purposes of this subchapter are referred to as “Company”. Said entry into the PPS is carried out through the transfer of affiliates process, in accordance with applicable regulations. Once authorized to operate an Additional Business Line (ABL), the Company is subject to compliance with all applicable PPS provisions, under the premise of equal competitive conditions established in article 14 of Law No. 32123 and the Tenth Complementary Final Provision of its Regulation. Regarding governance and organization of the investment process, as well as commercial management, service channels, and the decumulation phase, progressive implementation will be subject to evaluation at the time the FA submits the application to operate an ABL.

Article 29°.- Prudential requirements to operate as FA The Company wishing to operate as an FA must comply with the following: a) Have a financial strength rating of no less than B+ valid at the time of submitting its application, and, b) Maintain a financial strength rating of no less than B+ in one out of every two consecutive periods. For this effect, the Regulation for the classification of financial system companies and insurance companies, approved by Resolution SBS No. 18400-2010, applies to all FAs. In case the company has two different classifications in the same period, the more conservative one is taken into account.

Article 30°.- On the application to operate an ABL The administration of funds by a Company is carried out under the formation of an ABL. To this end, the Company must request from the Superintendence, through its general manager, an authorization to operate an ABL, attaching the following documentation: a) Certified copy of the agreement adopted by the competent social body authorizing the Company to administer pension funds under an ABL. b) Economic-financial feasibility study including, at least, the following: i. Economic viability and target market analysis: regarding the collection and administration of pension resources to provide pensions and benefits, under an ABL with a given cost-benefit analysis. ii. Technical viability: regarding the services to be provided and processes carried out under a specific organizational structure and/or subcontracting policies, based on the types of funds to be administered and contingency solutions regarding fund management in relation to age assignment, disability or death events. c) Report from the Risk Unit, referring to risks of new products or significant changes in the business, operational or IT environment, as provided by Circular No. G-165-2012. d) Report on financial and non-financial risk management, the suitability of models and methodologies used in the investment process, and control of internal and regulatory limits. e) Managerial report describing the strategy to mitigate conflicts of interest. f) List of activities and scheduled dates for the comprehensive implementation and operation of technological and operational systems, as well as the scheduling of the verification visit by the Superintendence.

Article 31°.- Authorization periods to operate an ABL The Superintendence has a period of forty (40) business days, counted from the submission of the complete documentation provided in article 30°, to issue its ruling. Within said period, the corresponding evaluation must be carried out and the verification visit conducted to verify the Company's status.

Article 32°.- Revocation of authorization The Superintendence may revoke the authorization to operate as an FA when the Company fails to comply with what is provided in article 29°. In case of revocation, fund administration is subject to the guidelines established in article 25º of Title XI of the PPS Compendium.

Article 33°.- Governance and treatment of potential conflicts of interest The FA must define and implement a list of actions and strategies for adequate governance and treatment of potential conflicts of interest, under the following aspects:

1. For the investment process: a) Policies and procedures for portfolio management, either separately or simultaneously, according to the business model adopted by the FA. b) Mechanisms for managing conflicts of interest. c) Investment governance, including the existence of decision-making structures with clearly defined powers, responsibilities and controls. d) Segregation of key functions, especially between investment, risk and operations units. e) Suitability criteria for personnel in charge of investment decision-making. f) Procedures to ensure traceability, control and auditing, through the maintenance of complete and auditable records of adopted decisions, as well as investment processes.
2. For the Accumulation Phase: a) Commercial strategy for jointly offering goods or services corresponding to different business lines. b) Prioritization in the management of pension contribution collections. c) Mechanisms for managing conflicts of interest.
3. For the Decumulation Phase: a) Organization, division, traceability and transparency in decision-making, powers, responsibilities and controls for each of the processes related to: i. Pension risk management. ii. Life annuity market, as well as pension and benefit payments. iii. Disability evaluator system. b) Mechanisms for managing conflicts of interest. SUBCHAPTER II ON THE PROCESS UNDER THE BIDDING REGIME FOR THE ADMINISTRATION OF INDIVIDUAL ACCOUNTS SERVICE OF LAW NO. 29903 Article 34°.- Scope of application This subchapter regulates the conditions that the Company defined in subchapter I must meet to participate in a bidding process for the administration of individual accounts service, as established by Law No. 29903. The Company is subject to all provisions established in Subchapter I, with the exception of what is provided in articles 30° and 31°, where provisions contained in this subchapter are taken into account, as detailed below with corresponding references: a) Regarding the application to operate an ABL referred to in article 30°, it is subject to what is provided in article 35º. b) Regarding the authorization periods to operate an ABL referred to in article 31°, it is subject to what is provided in article 36º.

Article 35°.- On the application to operate an ABL in connection with a bidding process The participation of a Company in a bidding process is carried out under the proposal for forming an ABL. To this end, the Company requests from the Superintendence, through its general manager, a favorable opinion to participate in the bidding process, attaching the documentation indicated in letters a), b) and c) of article 30º. The application must be submitted no later than October 15 of the year in which the bidding process takes place. With the favorable opinion of the Superintendence, the Company is eligible to participate in the bidding process in accordance with applicable regulations.

Article 36°.- Authorization periods to operate an ABL If the Company wins the bidding process, within a maximum period of sixty (60) business days after the process is carried out, it must comply with the requirements required to operate an ABL and submit to the Superintendence the information indicated in letters d), e) and f) of article 30°. The Superintendence carries out the documentary evaluation and the corresponding verification visit. The Superintendence has a period of forty (40) business days, counted from the submission of the complete documentation provided in this article, to issue its ruling. In case the evaluation is satisfactory, the Superintendence issues the resolution authorizing the operation of the ABL. In case the evaluation is not satisfactory, fund administration is subject to the rules established in the Bidding Base. In case the Company does not win the bidding process and maintains interest in administering funds, it may submit a new file to the Superintendence, subject to what is provided in article 30 of this chapter.”

“COMPLEMENTARY FINAL PROVISIONS First.- Character of Sworn Declaration of Information For the purposes of compliance with what is provided in this Title II, all documentation submitted has the character of a sworn declaration. Second.- Progressive implementation of the eligibility process and complementary provisions In the framework of article 14 of Law No. 32123 and letter c) of article II of its regulation, considering the progressive nature of the adaptation of Fund Administrators (FAs), it is established as follows:

1. Subcontracting of the eligibility process: FAs may subcontract the evaluation of investment eligibility provided in Chapter XVII of Title VI, maintaining full responsibility for their results and service integrity.
2. Eligibility of investment instruments included in reference indicators: Instruments that integrate the return reference indicators defined in the investment policies of each fund type, with the exception of alternative instruments, are considered eligible and must be incorporated into the Eligibility List provided in letter b) of article 162° of Title VI.
3. Investment File Archives: FAs define in their manuals the structure and relevant documentation that integrates the Investment File Archive, guaranteeing that it allows verifying the eligibility evaluation and commitments assumed by administrator companies with the Superintendence.
4. Authorization for derivative financial products: The company that obtains authorization for an additional business line to operate as an FA and has valid authorization to operate with derivative financial products, may invest pension funds in authorized contracts and underlying assets.”

Article 2.- PFAs are eligible to carry out conversion processes into companies indicated in article 28° of Title II of the Compendium of Regulatory Norms of the SBS, approved by Resolution No. 054-98-EF/SAFP and its amendments, in which case, they are subject to the provisions contained in the Regulation for authorization of companies and representatives of the Financial and Insurance Systems, approved by Resolution SBS No. 211-2021 that are applicable. Article 3.- In compliance with what is established in article 34 of the Regulation of Law No. 32123 and what is provided in articles 14-A and 14-D of the PPS Law, PFAs carry out a comprehensive evaluation and a plan for the implementation of the centralization of PPS operational processes. This document must be sent to the Superintendence no later than February 28, 2026, which will be made available to potential FAs, with the objective of identifying the most efficient mechanisms in managing said processes. Likewise, other entities may present centralization proposals within the framework of the Regulation for Temporary Realization of Activities in Novel Models approved by this Superintendence. Article 4.- In compliance with what is established in numeral 2.2 of article 2 of the Regulation of Law No. 32123, before December 31, 2025, PFAs, or the Association representing them, must inform the market of the conditions under which currently centralized services will be available, avoiding that they become entry barriers to the PPS that limit the participation of new competitors. Article 5.- Approve Procedure No. 222 “Authorization for companies indicated in letters A, C and D of article 16 of the General Law to request operating under an Additional Business Line (ABL)” in the Single Text of Administrative Procedures–TUPA of the Superintendence of Banking, Insurance and PFAs approved by Resolution SBS No. 1581-2023 and amendments, in accordance with the text attached to this Resolution and published on the institutional portal (www.sbs.gob.pe). Article 6.- In compliance with what is established in numeral 1.3 of article 1 of the Regulation of Law No. 32123, PFAs may establish commercial alliances, contractual links or similar with third parties to provide the distribution channel service for products and/or services; as well as, offer benefits to their affiliates through loyalty programs, provided that, in both cases, they comply with the principles of transparency, advice, guidance and traceability. The PFA must be diligent in the information it provides regarding products and services offered through its channels, performing an adequate and effective disclosure of information on product conditions, characteristics, benefits, risks, and on assumed obligations, as applicable. Likewise, the PFA must maintain an updated register of all agreements with third parties, which must be available to the Superintendence. In case the PFA offers products and/or services from supervised entities under the scope of the General Law, they must comply with regulations and provisions issued by the Superintendence on commercialization matters. Article 7.- FAs may use premises of other entities to provide advice and/or sell their pension products. To this end, they are subject, when applicable and based on the Superintendence's evaluation, to regulatory provisions issued regarding office opening, conversion, relocation or closure. Article 8.- Repeal article 8, referring to sponsorship and prohibitions, of Title IV of the Compendium of Regulatory Norms of the SBS, approved by Resolution No. 355-2005, on Information to the Affiliate and the General Public. Article 9.- This resolution enters into force the day following its publication in the Official Gazette El Peruano. Register, communicate and publish SERGIO JAVIER ESPINOSA CHIROQUE Superintendent of Banking, Insurance and PFAs