PERU Ministry of Economy and Finance
SMV
Superintendency of the Stock Market of Securities

“Decade of Equal Opportunities for Women and Men” "Year of the Bicentennial, of the consolidation of our Independence, and of the commemoration of the heroic battles of Junín and Ayacucho"

General Directorate of Supervision Resolution SMV No. 006-2024-SMV/11.1

Lima, 16 February 2024

The General Director of Supervision of Conducts

Seen:

File No. 2024002735, as well as Internal Report No. 196-2024-SMV/11.1, of the General Directorate of Supervision of Conducts of the Deputy Superintendency of Market Conduct Supervision.

Considering:

That, by means of a document submitted on 23 January 2024, Banco BBVA Perú requested from the Superintendency of the Stock Market – SMV, through the Single Window system, the delisting of the securities designated «Fifth Corporate Bond Program of BBVA Banco Continental – Fifth Issue», which were registered and placed within the framework of the «Fifth Corporate Bond Program of BBVA Banco Continental», in the Public Registry of the Stock Market and the Securities Registry of the Lima Stock Exchange, due to the total cancellation of the obligations arising from them;

That, it has been verified that by means of General Directorate of Supervision Resolution SMV No. 002-2011-SMV/11.1 of 09 December 2011, within the framework of an advance procedure, the issuance program designated «Fifth Corporate Bond Program of BBVA Banco Continental» was registered, for up to a maximum amount in circulation of US$ 250’000,000.00 (Two Hundred Fifty Million and 00/100 United States Dollars) or its equivalent in Soles, and the corresponding Master Prospectus was registered in the Public Registry of the Stock Market;

That, within the framework of the «Fifth Corporate Bond Program of BBVA Banco Continental», on 11 April 2012, under an automatic approval procedure, the securities designated «Fifth Corporate Bond Program of BBVA Banco Continental – Fifth Issue» were registered, for up to an amount of S/ 150’000,000.00 (One Hundred Fifty Million and 00/100 Soles) with the possibility of an increase of S/ 50’000,000.00 (Fifty Million Soles), and the corresponding Master Prospectus Supplement was registered in the Public Registry of the Stock Market and, subsequently, in the Securities Registry of the Lima Stock Exchange;

That, in accordance with the provisions of article 20, item 20.1, of the Regulation on the Registration and Delisting of Securities in the

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Public Registry of the Stock Market and in the Trading Floor, approved by SMV Resolution No. 031-2012-SMV/01 and its amending rules, the SMV forwarded the delisting request to the Lima Stock Exchange, without said entity having raised any objections to the documentation submitted;

That, from the evaluation of the documentation submitted by Banco BBVA Perú, the submission of the documents relating to the total cancellation of the obligations arising from the securities designated «Fifth Corporate Bond Program of BBVA Banco Continental – Fifth Issue» has been verified;

That, Banco BBVA Perú has submitted the information and documentation required by the Single Consolidated Text of the Securities Market Law, Legislative Decree No. 861, approved by Supreme Decree No. 020-2023-EF, as well as by the Regulation on the Registration and Delisting of Securities in the Public Registry of the Stock Market and in the Trading Floor, for the purpose of the delisting of the securities «Fifth Corporate Bond Program of BBVA Banco Continental – Fifth Issue»;

That, article 39, letter b), of the Single Consolidated Text of the Securities Market Law; as well as articles 20 and 23 of the Regulation on the Registration and Delisting of Securities in the Public Registry of the Stock Market and in the Trading Floor, establish that the delisting of a security from the Public Registry of the Stock Market takes place by reasoned resolution of the SMV, when the rights over the security become extinguished, by amortization, total redemption or another cause;

That, regarding the obligation to carry out a Public Offer for Delisting – POD when a security is delisted from the Public Registry of the Stock Market, established in article 41 of the Single Consolidated Text of the Securities Market Law and in article 32 of the Regulation on Public Acquisition and Delisting Purchase Offers, approved by CONASEV Resolution No. 009-2006-EF/94.10 and its amending rules, it must be noted that the delisting of the securities designated «Fifth Corporate Bond Program of BBVA Banco Continental – Fifth Issue» falls within the exception ground for not carrying out a POD, contemplated both in article 23 of the Regulation on the Registration and Delisting of Securities in the Public Registry of the Stock Market and in the Trading Floor, and in article 37, letter a), of the Regulation on Public Acquisition and Delisting Purchase Offers;

Whereas, article 7, numeral 6, of the Policy on the Dissemination of Regulatory Projects, Legal Norms of a General Nature, Early Agenda and Other Administrative Acts of the SMV, approved by Resolution SMV Nº 014-2014-SMV/01 and its amending norms, establishes that the decisions contained in administrative resolutions that resolve the exclusion of securities from the Public Registry of the Securities Market must be disseminated through the SMV Institutional Website on the Single Digital Platform of the Peruvian State for Citizen Guidance (www.gob.pe/smv); and,

In accordance with the provisions of article 39, literal b), of the Single Ordered Text of the Securities Market Law; articles 19, 20, 21 and 23 of the Regulation on Registration and Exclusion of Securities in the Public Registry of the Securities Market and in the Trading Floor; as well as by article 46, numeral 6,

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of the Regulation on Organization and Functions of the Superintendency of the Securities Market, approved by Supreme Decree N° 216-2011-EF and its amendments, which empowers the General Directorate of Conduct Supervision to order the exclusion of securities from the Public Registry of the Securities Market.

RESOLVES:

Article 1°.- To order the exclusion of the securities designated «Quinto Programa de Bonos Corporativos del BBVA Banco Continental – Quinta Emisión», corresponding to the «Quinto Programa de Bonos Corporativos del BBVA Banco Continental», from the Public Registry of the Securities Market.

Article 2°.- To rule in favor of the exclusion of the securities indicated in the preceding article from the Securities Registry of the Lima Stock Exchange.

Article 3°.- To disseminate this resolution on the SMV Institutional Website on the Single Digital Platform of the Peruvian State for Citizen Guidance (www.gob.pe/smv).

Article 4°.- To transcribe this resolution to Banco BBVA Perú, as issuer; to Banco Interamericano de Finanzas, as Representative of the Bondholders; to the Bolsa de Valores de Lima S.A.; and, to CAVALI S.A. I.C.L.V.

Register, communicate, and disseminate.

Signed by: GODOS GARCIA Alix Fernando
Reason:

Alix Godos
General Director
General Directorate of Conduct Supervision

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