Adjunct Superintendent Resolution No. 002-2025-SMV/11

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Electronically signed document within the framework of Law No. 27269, Law of Digital Signatures and Certificates, its Regulations and amendments. The integrity of the document and authorship Adjunct Superintendent Resolution SMV No. 002-2025-SMV/11 Lima, January 6, 2025 Subject: Sanction Auditores & Consultores en Gestion S.A.C. with one (01) reprimand for having committed one (01) minor infraction of a minor nature typified in subsection 3.6, paragraph 3 of Annex I of the Sanctions Regulation. Administered: AUDITORES & CONSULTORES EN GESTION S.A.C. Subject: Administrative Sanctioning Procedure of double administrative instance Main Type: Subsection 3.6 of paragraph 3 of Annex I of the Sanctions Regulation MINOR INFRACTION File No.: 2024042177 The Adjunct Superintendent of Market Conduct Supervision SEEN:
The administrative file No. 2024042177 containing the administrative sanctioning procedure initiated by the General Superintendent of Conduct Compliance of the Securities Market Superintendence – SMV (hereinafter, the IGCC), against Auditores & Consultores en Gestion S.A.C. (hereinafter, SOA Consultores); as well as Report No. 1547-2024-SMV/11.2 of November 21, 2024 (hereinafter, the Report) and Report No. 1702-2024-SMV/11.2 of December 18, 2024 (hereinafter, Report 1702), issued by said IGCC; CONSIDERING:
I. FUNCTION AND COMPETENCE OF THE SASCM

1. That, the IGCC –instructor body of the administrative sanctioning procedures (hereinafter, the PAS) referred to in the

PERU Ministry of Economy and Finance

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Securities Market
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Electronically signed document within the framework of Law No. 27269, Law of Digital Signatures and Certificates, its Regulations and amendments. The integrity of the document and authorship present case—, has brought to the knowledge of the Adjunct Superintendence of Market Conduct Supervision of the SMV (hereinafter, SASCM), the PAS of administrative file No. 2024042177 with the aim of issuing a decision as the first-instance administrative sanctioning body for the case of infractions related to the audit firm. In this way, the SASCM assumes competence in observance of the exercise of the supervision function and the sanctioning power of the Securities Market Superintendence – SMV, established through the Concorded Single Text of its Organic Law, Law Decree No. 26126 (hereinafter, LOSMV) and the Single Ordered Text of the Securities Market Law, Legislative Decree No. 861, approved by Supreme Decree No. 020-2023-EF-1 (hereinafter, TUO LMV); as well as by what is provided in the Sanctions Regulation, approved by SMV Resolution No. 035-2018-SMV/01 (hereinafter, Sanctions Regulation); and in articles 42 and 43 of the Regulation of Organization and Functions of the Securities Market Superintendence – SMV, approved by Supreme Decree No. 216-2011-EF (hereinafter, ROFSMV), in the sense that it is a specific function of the SASCM, to impose sanctions in the first administrative instance for the commission of infractions whose compliance control corresponds to the aforementioned Adjunct Superintendence. Likewise, the SASCM has the powers to issue corrective measures aimed at reversing the situation altered by the commission of the infraction;
II. FACTS, CHARGES AND DEFENSES OF THE ADMINISTERED
2.1 Fact
2. That, it was evaluated whether SOA Consultores complied with its obligation to present documentation or information requested by the SMV;
2.2 Charge
3. That, as a result of said evaluation, through Letter No. 4559-2024-SMV/11.2 of October 11, 2024 (hereinafter, the Charge Letter), the charge detailed below was formulated:
In the framework of supervision actions for compliance with International Auditing Standards (ISA), in the audit performed on the financial statements of the 2020 exercise of Agrícola San Juan, the General Superintendent of Supervision and Conduct (hereinafter, IGSC) through Letter No. 3758-2020-SMV/11.1, notified on November 02, 2020, requested SOA Consultores to comply with sending the information described in said letter, having been granted a deadline for attention until November 16, 2020; however, it did not comply with attending such request, therefore it deserved that through Letter No. 4287-2020-SMV/11.1, notified on March 29, 2021, the IGSC reiterates its request so that within the term of three (03) business days of being notified of said letter, it complies with attending the information request. It should be specified that SOA Consultores did not comply with attending the formulated request. According to the above, SOA Consultores would not have complied with attending the information request formulated by the SMV through Letter No. 3758-2020-

1 Through Supreme Decree No. 020-2023-EF, published on February 10, 2023 in the Official Newspaper El Peruano, the Single Ordered Text of the Securities Market Law, Legislative Decree No. 861, was approved.

PERU Ministry of Economy and Finance

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Electronically signed document within the framework of Law No. 27269, Law of Digital Signatures and Certificates, its Regulations and amendments. The integrity of the document and authorship SMV/11.1;
4. That, the presentation within the specified deadline of the documentation or information requested by the SMV, is typified in subsection 3.6 of paragraph 3 of Annex I of the Sanctions Regulation;
2.3 Defenses
5. That, it has been verified in the receipt charge that is in the MVNet System that SOA Consultores has not sent the corresponding defenses to the formulated charge, taking into account that the deadline granted for the submission of its defenses has passed, since SOA Consultores was notified on October 18, 2024;
6. It should be noted that the notification made to SOA Consultores was carried out validly in accordance with what is established in the personal notification regime established in subsection 21.5 of article 21 of the Single Ordered Text of Law No. 27444, General Administrative Procedure Law, approved by Supreme Decree No. 004-2019-JUS (hereinafter, TUO of the LPAG): “In the case of not finding the administered or another person at the address indicated in the procedure, the notifier must leave a record of it in the act and place a notice at said address indicating the new date on which the next notification will be effective. If it cannot deliver the notification directly on the new date either, an act together with the notification, copies of which will be incorporated into the file, will be left under the door”;
7. That, through Supreme Decree No. 004-2019-JUS, the Single Ordered Text of the General Administrative Procedure Law, Law No. 27444 (hereinafter, TUO of the LPAG), was approved, which contains common rules for the actions of the administrative function of the State and regulates all administrative procedures developed in the entities, including special procedures. Likewise, paragraph 3) of article 248 of the TUO of the LPAG, indicates the criteria regarding the graduation of the sanction: (a) The illicit benefit resulting from the commission of the infraction, (b) The probability of detection of the infraction, (c) The severity of the damage to the public interest and/or protected legal good, (d) The economic damage caused, (e) Recidivism for the commission of the same infraction within the term of one (1) year from when the resolution sanctioning the first infraction became final, (f) The circumstances of the commission of the infraction, and (g) The existence or not of intent in the conduct of the offender;
8. That, the charges formulated and the criteria regarding the graduation of the sanction have been the subject of evaluation in the Report, which has been brought to the knowledge of the SASCM;
9. That, in observance of what is established by paragraph 5 of article 255 of the TUO of the LPAG, through Letter No. 5306-2024-SMV/11 of November 21, 2024, the Report was sent to SOA Consultores, so that it formulates its allegations within the term of five (5) business days;
10. That, through writing of December 11, 2024, the SOA Consultores, presented its arguments regarding the Report, among which it requests that the nullity of the initiation of the PAS initiated against it with the Charge Letter be declared;

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11. That, through Memorandum No. 5243-2024-SMV/11
of December 13, 2024 (hereinafter, Memorandum 5243), this Adjunct Superintendence requested the IGCC to send a technical report performing an examination and analysis of the arguments raised in the writing presented by SOA Consultores, regarding the following:

"FACTS:
NOTIFICATION HAS NOT BEEN MADE TO THE DIRECTION INDICATED AT AV. CESAR VALLEJO NO.
543-URB. PALERMO ET.1
1. It is necessary to indicate that, according to the SBS report, where the address appears publicly is Av. Cesar Vallejo No. 543 – 2nd Floor Urb. Palermo – Trujillo – Trujillo – La Libertad. (...)
ACTION OF PRESCRIPTION OF THE PRESUMED DETERMINATION OF INFRACTIONS AND SANCTIONS (...)
5. That according to Annex 01 attached corresponds to Letter No. 3758-2020-
SMV/11.1, in which it requests to present information and not having complied with sending, this presumed non-compliance would be a cause of infraction and sanction. The same one does not indicate a receipt charge, failing to comply with the notification modalities established in article 20° and 21° of the Single Ordered Text of Law No. 27444, General Administrative Procedure Law, approved by the SUPREME DECREE NO. 004-2019-JUS.
6. On the other hand, in Annex 02 Letter No. 4287-2020-SMV/11.1 is attached, the same one which also does not indicate the receipt charge, in which it shows literally that the deadline to present the information, expired on November 16, 2020, that is, this would be the date of the presumed infraction.
7. Taking into account that the notification date of Letter No. 4559-2024-SMV/11.2 has been notified on November 28, 2024 at 16:00 hours in Calle Ciro Alegría No. 332 P.J. Tupac Amaru (One block before the avenue of May 2), more than 4 years have passed, therefore the prescription of the faculty to determine the existence of administrative infractions operates.”
12. That, through Report No. 1702, the IGCC gave response to Memorandum 5243. Regarding this, the IGCC concluded as follows:

"(...)
IV. CONCLUSIONS
In attention to what is exposed in this report, this General Superintendent concludes the following:

1. With respect to the fact that the notification was not made at the address that appears in
   the SBS report, it lacks support, since the Charge Letter No. 4559- 2024-SMV/11.2 was notified at the last address where it was notified the Letter No. 4287-2024-SMV/11.1 which is the fiscal address of SOA Consultores.
2. With respect to the prescription deduced by SOA Consultores, such allegation
   lacks foundation, since the present administrative sanctioning procedure would prescribe on April 05, 2025, for which effect the non-attention of the information request requested by the IGSC through Letter No. 4287-2020-SMV/11.1 which is the reiterative of the Letter No. 3758-2020-SMV/11.1 has been taken into account.

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3. Finally, this Superintendent considers that any audit firm that provides
services to legal entities that participate in the securities market is subject to the obligations and duties that are indicated in the norms that regulate this market, therefore, any information request that competent bodies make must be attended within the established deadlines, in order to ensure better transparency of the securities market. (...) "III. QUESTIONS TO DETERMINE
13. That, in the present PAS it corresponds to determine the following:
(i) If SOA Consultores incurred or not in the infraction indicated in the Charge Letter and Report; (ii) If it corresponds or not to impose a sanction on SOA Consultores;
IV. ANALYSIS
a. Applicable Normativity
14. That, article 1 of the LOSMV, indicates that the SMV has as its function: "(...) supervise the compliance of international auditing standards by audit firms authorized by a college of public accountants of Peru and contracted by natural or legal persons subject to the supervision of the SMV in compliance with the norms under their competence, for which it can issue provisions of a general character concordant with the referred international auditing standards and request them any information or documentation to verify such compliance.(...)". (Underline added);
15. That, likewise, the penultimate paragraph of paragraph 7,
article 3 of the LOSMV, establishes, among others, that: "(...). In the framework of the celebration of agreements and/or for the fulfillment of its institutional purposes, the SMV as the authority of the securities market can, inside or outside an investigation or inspection, request any audit firm, the documentation related to the audit or review of financial statements that these have performed, including copies of any information or documentation related to this service, of any legal person or autonomous patrimony, even when these do not participate in the securities market. (...)". (Underline added);
16. That, the infraction subject of the present PAS is the
referred to in subsection 3.6 of paragraph 3 of Annex I of the Sanctions Regulation, which indicates that it constitutes a minor infraction: "Present outside the established deadline, or not present, the documentation or information, different from that indicated in the preceding paragraph 3.1 to which they are obligated by the norm or by request of the SMV or not send it according to the technical specifications, when applicable, or send it incompletely". (Underline added);
17. That, according to article 35 of the Sanctions
Regulation, minor infractions are sanctionable with reprimand or fine not less than one (1) UIT and up to twenty-five (25) UIT;

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18. That, in the administrative file No.
2024042177, which contains the documentation of the present PAS, it is appreciated that through Report No. 1275-2021-SMV/11.1 of November 03, 2021 (File No. 2020029311), the IGSC –body of the Securities Market Superintendence – SMV that has within its functions and powers, the supervision of the compliance of the norms applicable to the audit firms contracted by the companies with values registered in the RPMV, evaluating the indications of possible infractions, and sends, for its consideration, the reports of indications of infraction respective, to the IGCC—, sent to the IGCC, the result of its evaluation, and specifically what refers to the present case;
19. That, it must be kept in mind that the procedures
and legal forms with which the IGSC conducts its activity of fiscalization and/or of supervision and upon concluding it with a report of indications of infraction, determine that its pronouncement or opinion on a specific topic of supervision –which even can contain a decision, for example, the adoption of corrective measures—, be an opinion on the substance of the matter; it must be specified that said opinion and the report of indications of infraction of the IGSC, is not binding for the IGCC, as established in the second paragraph of article 9 of the Sanctions Regulation 23 ;
20. That, in this way it is had that in the evaluation of
the facts related to the present PAS have intervened and participated previously to the emission of this Resolution, two (2) other administrative bodies of the Securities Market Superintendence – SMV, functionally independent among themselves and from this Office; first the IGSC that at its time reported the indications of infraction and then the IGCC that, as a result of its evaluation, formulated the Charge Letter and the Report; and at this point of the PAS it corresponds to the Office of the SASCM to issue pronouncement containing its decision regarding the mentioned charge, being precise to indicate that by the nature of the same, as has been previously indicated, it will be a decision of first administrative instance;

2 In article 245 of the TUO of the LPAG it is indicated as forms or modes in which the activity of fiscalization could conclude the following: 1) Certificate of conformity of the activity developed by the administered; 2) Recommendation of improvements or corrections of the activity developed by the administered; 3) The warning of the existence of non-compliances not susceptible of merit the determination of administrative responsibilities; 4) The recommendation of the initiation of a procedure with the aim of determining the administrative responsibilities that correspond; 5) The adoption of corrective measures and 6) Other forms as established by the special laws. 3 «Article 9.- PRELIMINARY INQUIRIES AS A CONSEQUENCE OF SUPERVISION ACTIONS (...) When said bodies conclude that there are sufficient indications of possible infractions administrative infractions they send the corresponding reports to the General Superintendencies of Compliance, which determine if it corresponds to initiate or not an administrative sanctioning procedure. If so, the General Superintendencies of Compliance may carry out additional inspections or investigations of the reported indications. In the case of possible infractions in the scope of the Regulation of the Participatory Financing Activity and its Managing Societies, the preliminary inquiries are carried out by the General Superintendent of Investigation and Innovation, dependency that if there are sufficient indications of possible infractions administrative infractions will determine if it corresponds to initiate or not an administrative sanctioning procedure. (...) ».

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21. That, at the date of elaboration of the Report, it has been
verified in the receipt charge that is in the MVNet System, that SOA Consultores has not sent the corresponding defenses to the formulated charge, taking into account that the deadline granted for the submission of its defenses has passed, since SOA Consultores was notified on October 18, 2024;
22. That, in that sense, according to what is established in
paragraph 4 of article 255 of the TUO of the LPAG and, what is indicated in subsection b) of
article 16 of the Sanctions Regulation, it proceeded with the evaluation of the charge
subject of the present PAS;
23. That, in the concrete case, through Letter No. 3758-
2020-SMV/11.1, the IGSC requested SOA Consultores to send information in the framework of the supervision actions for compliance with the (ISA), in the audit performed on the financial statements of the 2020 exercise of Empresa Agricola San Juan S.A., granting it a deadline for attention until November 16, 2020. The request comprised the following points:

"IGSC Request
1. Name of the contracting Issuer;
2. Date of the signature of the 2020 exercise audit contract;
3. Percentage that represents the total of fees for services agreed with the
Issuer or its economic group of the total income of the year 2019 registered by the audit firm;
4. Name and National Identity Document (DNI) of the partner in charge and
responsible for the audit;
5. Name and National Identity Document (DNI) of the partner reviser of quality control of
the audit;
6. Specify since which economic exercise the audit firm has been performing
in a recurrent way the financial audit of the Issuer;
7. Specify the number of consecutive exercises in which the partner in charge
has participated in the financial audit of the Issuer;
8. Start date of the financial audit work to the Issuer of the 2020 exercise;
9. Date on which it received from the Issuer the official accounting books, financial
statements, notes and analytical information;
10. Specify the communications made to the Board of Directors of the Issuer according to what is required by ISA 260 on communications to those responsible for the governing body of the entity;
11. Scheduled date in the contract to deliver to the Issuer the respective audit report;
12. Detail other additional services to the financial audit provided to the Issuer or,
to the companies that make up its economic group, during the 2019 and 2020 exercises."
24. That, as is evident from the content of the file
No. 2020029311, SOA Consultores was notified under personal modality with Letter No. 3758-2020-SMV/11.1 on November 02, 2020, as well as via email on November 03, 2020 requesting the receipt of said letter by said means.

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Documento electrónico firmado digitalmente en el framework of Law No. 27269, Law of Digital Signatures and Certificates, its Regulations and amendments. The integrity of the document and authorship

On November 9, 2020, Mr. Hunter Samame Gallo, General Manager of SOA Consultores, confirmed receipt and affirmed that he would send the requested information;

25. That, notwithstanding what was stated in the email, SOA Consultores failed to comply with the request within the granted deadline, so the IGSC sent Office No. 4287-2020-SMV/11.1, notified on March 29, 2021, granting SOA Consultores an additional period of three (03) business days to address the initial request; however, it is noted from the content of File No. 2020029311 that SOA Consultores did not send the requested information;

26. That, it is worth highlighting that, within the framework of the Sanctions Regulation, Article 4, subsection q), establishes that participants in the securities market include both natural or legal persons who directly or indirectly intervene in said market 4. Consequently, SOA Consultores qualifies as an indirect participant in the securities market, having participated in the audit of financial statements of supervised issuers, thus assuming responsibilities before the applicable regulatory norms;

27. That, therefore, the conduct constituting the infringement contained in the charge imputed has been proven, and the administrative responsibility of SOA Consultores is determined, for which reason, it corresponds to analyze the sanction proposal in accordance with the principle of reasonableness and the sanctioning criteria, which will be evaluated in the following section;

28. That, through a written submission dated December 11, 2024, SOA Consultores argued the following:

(i) Regarding the notification of the Charges Office “No notification was made to the address indicated at Av. Cesar Vallejo No. 543-urb. Palermo ET.1.
It is necessary to indicate that, according to the SBS report, where the address appears publicly, it is Av. Cesar Vallejo No. 543 – 2nd Floor urb. Palermo – Trujillo – Trujillo – La Libertad.

(ii) Regarding the prescription of the PAS
Prescription of the presumed determination of infractions and sanctions
Article 42 of the Sanctions Regulation, approved by SMV Resolution No. 035-2018-SMV/01, establishes that the power to determine the existence of administrative infractions prescribes after four (4) years.
(…)
That according to Annex 01 attached, it corresponds to Office No. 3758-2020-SMV/11.1, in which it requests to present information and, having not complied with

“Article 4.- Terms and Definitions
For the purposes of this Regulation, the following words have the scope indicated:
(…) q) Participant: Natural or legal person who directly or indirectly participates in the securities market or in the collective fund system. Includes, as appropriate, the directors of: i) the legal entities of the entities to which the SMV grants operating authorization and ii) the issuers of securities for public offering. (…)”. (Underline added).

PERÚ Ministry of Economy and Finance

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Documento electrónico firmado digitalmente en el marco de la Ley N° 27269, Ley de Firmas y Certificados Digitales, su Reglamento y modificatorias. La integridad del documento y la autoría remitting, this alleged non-compliance would be a cause for infraction and sanction. The same one does not indicate a receipt charge, failing to comply with the notification modalities established in articles 20 and 21 of the Single Ordered Text of Law No. 27444, General Administrative Procedure Law, approved by SUPREME DECREE No. 004-2019-JUS. On the other hand, in Annex 02, Office No. 4287-2020-SMV/11.1 is attached, which also does not indicate the receipt charge, in which it literally shows that the deadline to present the information expired on November 16, 2020, that is, this would be the date of the alleged infraction. Taking into account that the notification date of Office No. 4559-2024-SMV/11.2 was notified on November 28, 2024 at 16:00 hours in Calle Ciro Alegría No. 332 P.J. Túpac Amarú (One block before the 2 de Mayo avenue), more than 4 years have passed, so the prescription of the power to determine the existence of administrative infractions operates.”

29. That, regarding these arguments, it corresponds to point out the following below:

A. Notification that was not carried out at the address listed in the SBS report (i) SOA Consultores requests the nullity of the start of the present PAS, taking as a foundation that the Charges Office was notified at Calle Ciro Alegría No. 332 P.J. Túpac Amaru, Trujillo, when it should have been notified at Av. César Vallejo No. 543 - Urb. Palermo Et. 1 – Trujillo; address that appears in the report of the Superintendency of Banks, Insurance and AFP (SBS). (ii) Regarding, the review of the file subject of this PAS reveals the following:

a. Through Office No. 3758-2020-SMV/11.1, notified on November 02, 2020, the IGSC, within the framework of compliance supervision actions of the NIA, in the audit performed on the financial statements of the 2020 exercise of the Empresa Agrícola San Juan S.A., requested SOA Consultores to send the information described in the referred office. This office was notified at Av. César Vallejo No. 543 - Urb. Palermo Et. 1 – Trujillo, a request for information that received no response.

b. With no response from SOA Consultores, through Office No. 4287-2020-SMV/11.1, notified on March 29, 2021, the IGSC reiterated its request that within a period of three (03) business days of notifying said office, comply with addressing the information request. This office was notified at Calle Ciro Alegría No. 332 P.J. Túpac Amaru, Trujillo. It is worth adding, that this office was received by the same lady Helem Roelita Mejia Inga at that address, an address that she now seeks to deny and as she has stated in her nullity writing.

c. In accordance with the above, it can be assumed precisely that the lady Helem Roelita Mejia Inga, General Manager of SOA Consultores, fully knew of the information request made by the IGSC, since both addresses were valid for the exercise of their activities, however, she did not comply with sending the required information to

PERÚ Ministry of Economy and Finance

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Documento electrónico firmado digitalmente en el marco de la Ley N° 27269, Ley de Firmas y Certificados Digitales, su Reglamento y modificatorias. La integridad del documento y la autoría which she is obligated to intervene as an auditing society in the review of financial statements of entities supervised by the SMV. In this sense, it is striking that it is the General Manager of SOA Consultores herself who questions the aforementioned address located at Calle Ciro Alegría No. 332 P.J. Túpac Amaru, Trujillo, which, according to SUNAT, is even her fiscal domicile. Below, an image is shown of the receipt charge of Office No. 4287-2020-SMV/11.1 sent by the IGSC whose receipt acknowledgment is signed by the General Manager of SOA Consultores, lady Helem Roelita Mejia Inga (Image No. 1):

Image No. 1: Receipt charge of Office No. 4287-2020-SMV/11.1

d. Regarding the fiscal domicile, an online consultation was made in the Unique Taxpayer Registry (RUC) on the web portal of the National Superintendency of Tax Administration – SUNAT, and it was verified that the fiscal domicile of SOA Consultores is the same to which the Charges Office No. 4559-2024-SMV/11.2 was notified, that is, Calle Ciro Alegría No. 332 P.J. Túpac Amaru, Trujillo as seen in Image No. 2:

PERÚ Ministry of Economy and Finance

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Documento electrónico firmado digitalmente en el marco de la Ley N° 27269, Ley de Firmas y Certificados Digitales, su Reglamento y modificatorias. La integridad del documento y la autoría Image No. 2: RUC Information Consultation of SOA Consultores

e. It is important to highlight regarding the address indicated by the General Manager lady Helem Roelita Mejia Inga, located at Av. Cesar Vallejo No. 543., Urbanization Palermo ET. 1 according to the historical information found in the RUC – SUNAT, it is observed that the indicated address Av. Cesar Vallejo No. 543., Urbanization Palermo ET. 1 – Trujillo, was cancelled on June 18, 2024 by SOA Consultores, as seen below in Image No. 3:

Image No. 3: RUC - SUNAT Information

This information is relevant, since the Charges Office was notified on November 06, 2024, after the address located at Av. Cesar Vallejo No. 543., Urbanization Palermo ET. 1 – Trujillo was cancelled. This is why the notification of the mentioned Charges Office was sent to its fiscal domicile located at Calle Ciro Alegría No. 332 P.J. Túpac Amaru, Trujillo. At this point, it is also important to note that SOA Consultores has been using both addresses, as mentioned, since from the previous table it is noted that the address at Av. Cesar Vallejo No. 543, Urbanization Palermo ET. 1 – Trujillo, was cancelled by SUNAT while the address located at Calle Ciro Alegría No. 332 P.J. Túpac Amaru, Trujillo remains valid to date. In accordance with the above, it is considered that the Charges Office has been duly notified and complies with what is established by the first part of numeral 21.1 of the TUO of the LPAG which establishes that personal notification will be made at the address recorded in the file. This is so, insofar as the referred Charges Office was notified at Calle Ciro Alegría No. 332 P.J. Túpac Amaru, Trujillo, that is, at the same address where Office No. 4287-2020-SMV/11.1, issued by the IGSC, was notified, which is part of the file subject of this PAS, an address that even coincides with the fiscal domicile of SOA Consultores. Consequently, the argument presented by SOA Consultores not only lacks legal basis but is malicious. It is pertinent to highlight at this point, that every administrator exercises their procedural acts guided by mutual respect, collaboration, and good faith in accordance with numeral 1.8 of article IV Principles of the sanctioning administrative procedure of the Preliminary Title of the TUO of the LPAG 5, a principle that must be observed by SOA Consultores.

f. Finally, as an additional fact, it is opportune to mention that the imputation of charges is an unappealable act, in accordance with what is established by the first paragraph of subsection a) of article 16 of the Sanctions Regulation, which establishes the following:

“Article 16.- INSTRUCTIVE PHASE a) The instructive phase begins with the imputation of charges by the General Superintendencies of Compliance, starting the sanctioning administrative procedure. The imputation of charges is unappealable.
(…)” (Highlight emphasis added).

B. Regarding the prescription of the infraction

“1.8. Principle of procedural good faith.- The administrative authority, the administrators, their representatives or lawyers, and in general, all participants in the procedure, carry out their respective procedural acts guided by mutual respect, collaboration, and good faith. The administrative authority cannot act against its own acts, except for the cases of ex officio review contemplated in this Law. No regulation of the administrative procedure can be interpreted in such a way as to support any conduct against procedural good faith.”

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SMV
Securities Market Superintendency

Documento electrónico firmado digitalmente en el marco de la Ley N° 27269, Ley de Firmas y Certificados Digitales, su Reglamento y modificatorias. La integridad del documento y la autoría (i) SOA Consultores states that, according to article 42 of the Sanctions Regulation, the power to determine the existence of administrative infractions prescribes after four (4) years. It also states that no receipt charges for Offices No. 3758-2020-SMV/11.1 and No. 4287-2020-SMV/11.1 have been presented, and that taking into account that the deadline to present the required information expired on November 16, 2020, more than 4 years have passed, so the prescription of the power to determine the existence of administrative infractions operates. In principle, it must be pointed out that article 341 of the TUO of the LMV states that “(…) The power to determine the existence of administrative infractions with respect to all natural and legal persons under its competence prescribes after four years”. This legal text is consistent with the first paragraph of article 42 of the Sanctions Regulation, which describes that “The power to determine the existence of administrative infractions prescribes after four (4) years”. Regarding this, it is considered that what SOA Consultores alleges has no basis, since, although Office No. 3758-2020-SMV/11.1 was notified on November 02, 2020, however, for the purposes of computing the deadline to determine the existence of infractions, the second Office No. 4287-2020-SMV/11.1 must be taken into account, which is a reiterative office of the information request that the IGSC requested in Office No. 3758-2020-SMV/11. This second Office No. 4287-2020-SMV/11.1, which is called reiterative, was notified on March 29, 2021, at Calle Ciro Alegría No. 332 P.J. Túpac Amaru, Trujillo, in which a period of three (03) business days was granted to comply with addressing the information request, a period that expired on April 05, 2021, so, for the purposes of determining the prescription period, it must be computed from this date, when the infraction is configured, in attention to the fact that SOA Consultores did not comply with what was established by the IGSC. In this sense, this sanctioning administrative procedure would prescribe on April 05, 2025. In accordance with the above, from the evaluation carried out by this Deputy Superintendency considering Report 1702 issued by the IGCC, the request for prescription of the infraction invoked by SOA Consultores is not supportable, since the power to sanction the commission of the infraction referred to the non-attention of the information request formulated in Office No. 3758-2020-SMV/11.1, and reiterated in Office No. 4287-2020-SMV/11.1, prescribes on April 05, 2025. Regarding the receipt charges for Offices No. 3758-2020-SMV/11.1 and No. 4287-2020-SMV/11.1, it must be specified that the charges are in the file subject of this PAS, which is accessible to SOA Consultores.

V. DETERMINATION OF THE SANCTION

30. That, the non-compliance with the presentation within the indicated deadline, of the documentation or information requested by the SMV, is typified in subsection 3.6 of numeral 3 of Annex I of the Sanctions Regulation, which states that it constitutes a minor infraction: “Present outside the established deadline, or not present, the documentation or information, other than that indicated in the preceding numeral 3.1 to which they are obligated by the norm or by request of the SMV or not send it according to technical specifications, when applicable, or send it incomplete”. (Underline added);

31. That, according to article 35 of the Sanctions Regulation, minor infractions are sanctionable with admonition or a fine not less than one (1) UIT and up to twenty-five (25) UIT;

32. That, for the purposes of analyzing the corresponding sanction for this type of non-compliance, what is established in article 25 of the Sanctions Regulation must be taken into account, in this sense, it proceeds to analyze: (i) the sanctioning antecedents; (ii) recidivism, for the commission of the same infraction within a period of one (1) year from when the resolution sanctioning the first infraction became final; the damage caused and its repercussion in the market; (iii) the circumstances of the commission of the infraction; (iv) the economic damage caused and its repercussion in the market; (v) the illicit benefit resulting from the commission of the infraction; (vi) the probability of detection of the infraction; (vii) the severity of the damage to the public interest and/or protected legal good; and, (viii) the existence or non-existence of intent in the conduct of the infringer, in accordance with what is established by numeral 3) of article 248 of the TUO of the LPAG and article 348 of the LMV;

SANCTIONING CRITERIA

33. That, regarding the severity of the damage to the public interest and/or protected legal good, it must be indicated that the presentation of documentation or information requested by the SMV constitutes a fundamental obligation in the transparency of the securities market, since with this it is sought to guarantee that market participants make their investment decisions of such or such value adequately informed. Likewise, the lack of attention to the requests made by the SMV affects the supervision work of the SMV. Consequently, although no severity of damage to the public interest is evident, the non-compliance with the obligation to inform the market within the deadline limits by participants affects the transparency of the market, which is considered a protected legal good;

34. That, regarding the sanctioning antecedents, it has been verified that SOA Consultores does not have sanctioning antecedents, in the terms referred to in subsection a) of article 25 of the Sanctions Regulation, which establishes that the antecedents of the infringer are the sanctions that have been imposed on them by the SMV and that became final within the four (4) years prior to the moment of the commission of the infraction to be sanctioned;

35. That, regarding recidivism for the commission of the same infraction, it has been verified that there is no recidivism on the part of SOA Consultores, in the terms referred to in subsection b) of article 25 of the Sanctions Regulation, which provides that there is recidivism, for the commission of the same infraction within a period of one (01) year from when the resolution sanctioning the first infraction became final;

36. That, in relation to the circumstances of the infraction, it is to be noted that, to date, SOA Consultores has not complied with addressing the information request formulated by the SMV through Office No. 3758-2020-

PERÚ Ministry of Economy and Finance

SMV
Securities Market Superintendency

Documento electrónico firmado digitalmente en el marco de la Ley N° 27269, Ley de Firmas y Certificados Digitales, su Reglamento y modificatorias. La integridad del documento y la autoría SMV/11.1;

37. That, regarding the economic damage caused and its repercussion in the market, it has not been evidenced that the aforementioned non-compliance has produced a quantifiable damage, understood as an economic damage caused to one or several investors;

38. That, as for the illicit benefit resulting from the commission of the infraction, it has not been proven that the infraction incurred by SOA Consultores has generated an illegal benefit;

39. That, on the other hand, regarding the probability of detection of the infraction, it must be noted that to detect this type of non-compliance, the SMV has carried out various actions, among them, the diligence of substantiation of working papers and issuing various offices of request for information, so, there is a low probability of detection of non-compliance in the presentation of documentation or information requested by the SMV;

40. That, regarding the existence or non-existence of intent in the conduct of the infringer, it has not been evidenced by this non-compliance that SOA Consultores has acted intentionally or fraudulently;

41. That, in addition to the above, it corresponds to indicate that in the present PAS it has been verified that no assumptions of exonerating or mitigating factors of responsibility established in article 257 of the TUO of the LPAG 6, concordant with articles 26 7 and 27 8 of the Sanctions Regulation;

“Article 257°.- Exonerating and mitigating conditions of responsibility for infractions 1.- The following constitute exonerating conditions of responsibility for infractions:
a) Force majeure or fortuitous event duly proven. b) Acting in compliance with a legal duty or the legitimate exercise of the right of defense. c) Mental incapacity duly proven by the competent authority, provided that this affects the aptitude to understand the infraction. d) Mandatory order of competent authority, issued in the exercise of its functions. e) Error induced by the Administration or by confusing or illegal administrative provision. f) Voluntary remediation by the possible sanctioned person of the act or omission imputed as constitutive of an administrative infraction, prior to the notification of the imputation of charges referred to in subsection 3) of article 235. 2.- The following constitute mitigating conditions of responsibility for infractions:
a) If a sanctioning administrative procedure has been initiated, the infringer recognizes their responsibility expressly and in writing.
In cases where the applicable sanction is a fine, it is reduced to an amount not less than half of its value. b) Others that are established by special norm.”

“Article 26.- MITIGATING CONDITIONS OF RESPONSIBILITY FOR INFRACTIONS The following constitute mitigating conditions of responsibility for infractions:
a) Recognition of responsibility by the infringer expressly and in writing, once the sanctioning administrative procedure has been initiated.
When the applicable sanction is a fine, it is reduced, taking into account the following:
(…)
3. If the recognition is presented after the expiration of the deadline granted to formulate allegations to the instructive report and before the issuance of the sanctioning resolution, the reduction amount will be ten percent (10%).”

“Article 27.- EXONERATING CONDITIONS OF RESPONSIBILITY FOR INFRACTIONS The following constitute exonerating conditions of responsibility for infractions:
a) Force majeure, fortuitous event, or another exceptional situation that, in the opinion of the SMV, would be equivalent to a fortuitous event or force majeure duly proven. b) Acting in compliance with a legal duty or the legitimate exercise of a right of defense.

PERÚ Ministry of Economy and Finance

SMV
Superintendencia del Mercado de Valores
Documento electrónico firmado digitalmente en el marco de la Ley N° 27269, Ley de Firmas y Certificados Digitales, su Reglamento y modificatorias. La integridad del documento y la autoría

42. That, from the evaluation carried out in this Resolution, it has been established that regarding the argument of SOA Consultores that the notification was not made at the address appearing in the SBS report, this statement lacks support, as the Notice of Charges was notified at the last address where Notice No. 4287-2024-SMV/11.1 was notified, which turns out to be the fiscal domicile of SOA Consultores;

43. That, regarding the statute of limitations raised by SOA Consultores, this argument likewise lacks foundation, as the present PAS would prescribe on April 5, 2025, for which effect has been taken of the non-attention to the information request requested by the IGSC through Office No. 4287-2020-SMV/11.1, which is a repetition of Office No. 3758-2020-SMV/11.1;

44. That, in accordance with the Sanction Criteria and the evaluation carried out by this Assistant Superintendency, it corresponds to impose on SOA Consultores a sanction of one (01) warning;

45. That, it is appropriate to note that any auditing society that provides services to legal entities participating in the securities market is subject to the obligations and duties set forth in the regulations governing this market; therefore, any information request made by the competent bodies must be attended to within the established deadlines, in order to ensure better transparency of the securities market, and;

Being in accordance with what is provided in paragraphs 13 and 36 of article 43 of the Regulation of Organization and Functions of the Superintendency of the Securities Market, approved by Supreme Decree No. 216-2011-EF;

RESOLVES:

Article 1º.- Declare that Auditores & Consultores en Gestión S.A.C. has committed one (1) minor infringement typified in paragraph 3.6 of numeral 3 of Annex I of the Sanctions Regulation, approved by SMV Resolution No. 035-2018-SMV/01, for having failed to comply with attending the information request formulated by the SMV through Office No. 3758-2020-SMV/11.1.

Article 2º.- Sanction Auditores & Consultores en Gestión S.A.C. with one (01) warning, pursuant to article 1 of this Resolution.

Article 3º.- This Resolution does not exhaust the administrative route, and may be challenged before this Assistant Superintendency of Market Conduct Supervision by filing a reconsideration or appeal resource, an administrative resource recognized in article 218 of the

c) Mental incapacity duly proven by the competent authority, provided that this affects the aptitude to understand the infringement. d) Mandatory order from the competent authority, issued in the exercise of its functions. e) Error induced by the Administration or by confusing or illegal administrative provision. f) Voluntary remediation by the potential sanctioned party of the act or omission attributed as constitutive of an administrative infringement, prior to the notification of the charges referred to in paragraph 3) of article 253 of the LPAG and provided that no communication demanding compliance with the obligation has been issued.”

PERÚ Ministry of Economy and Finance

SMV
Superintendencia del Mercado de Valores
Documento electrónico firmado digitalmente en el marco de la Ley N° 27269, Ley de Firmas y Certificados Digitales, su Reglamento y modificatorias. La integridad del documento y la autoría

Unified Text of Law No. 27444, General Administrative Procedure Law, approved by Supreme Decree No. 004-2019-JUS, within the term of fifteen (15) business days counted from the day following its notification, as it is a procedure of double administrative instance.

Article 4º.- In the event that this Resolution is not subject to challenge, it must be published on the “Institutional Page of the SMV on the Unique Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv)”, in observance of what is provided in paragraph 1 of article 7 of the “Policy on dissemination of normative projects, general character legal norms, early agenda and other administrative acts of the SMV”, approved by SMV Resolution No. 014-2014-SMV/01, and by what is provided in the last paragraph of article 14 of the Sanctions Regulation, approved by SMV Resolution No. 035-2018-SMV/01.

Article 5º.- Transcribe this Resolution to Auditores & Consultores en Gestión S.A.C.

Register, communicate and publish.

Carlos Rivero Zevallos
Assistant Superintendent
Assistant Superintendency of Market Conduct Supervision