PERÚ Ministerio de Economía y Finanzas
SMV
Superintendency of the Market de Valores

“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"

SMV General Intendancy Resolution No. 020-2024-SMV/11.1

Lima, 01 April 2024

The General Intendant of Conduct Supervision

Whereas:

File No. 2024007967, as well as Internal Report No. 389-2024-SMV/11.1, from the General Intendancy of Conduct Supervision of the Deputy Superintendency of Market Conduct Supervision of the Superintendency of the Securities Market.

Considering:

That, by document submitted on 23 February 2024, Santander Financiamientos S.A., an entity subject to the control and supervision of the Superintendency of Banking, Insurance and AFP – SBS, requested the Superintendency of the Securities Market – SMV, through the Single Window system, the registration of the common shares representing its share capital in the Public Registry of the Securities Market and in the Securities Registry of the Lima Stock Exchange;

That, it has been noted that, under articles 21 and 27 of the General Law of the Financial System and the Insurance System and Organic Law of the Superintendency of Banking and Insurance, Law No. 26702 and its amendments, the SBS issued SBS Resolutions No. 01152-2023 of 31 March 2023 and No. 00169-2024 of 17 January 2024, by which it granted the authorizations for organization and operation of Santander Financiamientos S.A., respectively, as a multiple operations financial company;

That, from the review carried out on the documentation and information submitted by Santander Financiamientos S.A., it is noted that in the General Shareholders' Meeting of Santander Financiamientos S.A. of 02 February 2024, in accordance with the provisions of article 29 of the General Law of the Financial System and the Insurance System and Organic Law of the Superintendency of Banking and Insurance, it was agreed, among others, the registration of all the common shares representing the share capital of the referred company in the Public Registry of the Securities Market and in the Securities Registry of the Lima Stock Exchange;

That, considering that Santander Financiamientos S.A. is under the supervision and regulation of the SBS, the preparation, presentation and supervision of its financial information are subject to the provisions established by said entity, in accordance with article 33 of the Single Ordered Text of the Securities Market Law, approved by Supreme Decree No. 020-2023-EF, and article 5,

Electronic document digitally signed within the framework of Law No. 27269, Law of Signatures and Digital Certificates, its Regulation and amendments. The integrity of the document and the authorship of the signature(s) can be verified at https://apps.firmaperu.gob.pe/web/validador.xhtml

Electronic document digitally signed within the framework of Law No. 27269, Law of Signatures and Digital Certificates, its Regulation and amendments. The integrity of the document and the authorship of the signature(s) can be verified at https://apps.firmaperu.gob.pe/web/validador.xhtml

literal c), of the Single Concorded Text of the Organic Law of the SMV, Legislative Decree No. 26126 and its amending norms;

That, in accordance with the provisions of article 7, numeral 7.3, of the Regulation for Registration and Exclusion of Securities in the Public Registry of the Securities Market and in the Stock Exchange, approved by Resolution No. 031-2012-SMV/01 and its amending norms, the Lima Stock Exchange S.A., by Letter EMI-090/2024, sent to the Superintendency of the Securities Market – SMV the conclusions of its evaluation of the documentation and information submitted by Santander Financiamientos S.A. for the purposes of the procedure;

That, on 22 March 2024, Santander Financiamientos S.A. completed the documentation and information requirements observed by the Superintendency of the Securities Market – SMV, complying with the provisions of the Single Ordered Text of the Securities Market Law and article 8 of the Regulation for Registration and Exclusion of Securities in the Public Registry of the Securities Market and in the Stock Exchange;

That, in accordance with the provisions of articles 3 and 210 of the Single Ordered Text of the Securities Market Law, any limitation on the free transferability of securities contained in the bylaws lacks legal effect, as well as once the securities are registered in the Public Registry of the Securities Market, the accounting record of the securities clearing and settlement institution shall prevail, with respect to any other registry of the issuing company of said securities;

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

In accordance with the provisions of article 19 and following of the Single Ordered Text of the Securities Market Law, articles 6, 7 and 8 of the Regulation for the Registration and Exclusion of Securities in the Public Registry of the Securities Market and in the Stock Exchange; as well as article 46, numeral 6, of the Regulation of Organization and Functions of the Superintendency of the Securities Market, approved by Supreme Decree No. 216-2011-EF and its amending norms, which empowers the General Intendancy of Conduct Supervision to order the registration of securities in the Public Registry of the Securities Market.

Resolves:

Article 1°.- To order the registration of the common shares representing the share capital of Santander Financiamientos S.A. in the Public Registry of the Securities Market, under the charge of the Superintendency of the Securities Market – SMV.

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

Electronic document digitally signed within the framework of Law No. 27269, Law of Signatures and Digital Certificates, its Regulation and amendments. The integrity of the document and the authorship of the signature(s) can be verified at https://apps.firmaperu.gob.pe/web/validador.xhtml

Article 3°.- The registration of the securities referred to in this resolution has not entailed administrative verification or inspection activities, nor an audit of the information presented, nor an examination of the economic – financial situation of the issuer, in accordance with the provisions of article 21 of the Single Ordered Text of the Securities Market Law.

Likewise, the registration of the aforementioned securities does not imply certification by the Superintendency of the Securities Market – SMV regarding their soundness, the solvency of the issuer, or the risks of the security or the offering; the issuer being responsible for the truthfulness of the information presented to the market, in accordance with the provisions of articles 13 and 24 of the Single Ordered Text of the Securities Market Law.

Article 4°.- To disseminate this resolution on the Institutional Page of the SMV on the Single Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv).

Article 5°.- To transcribe this resolution to Santander Financiamientos S.A., as issuer; to the Lima Stock Exchange S.A.; and, to CAVALI S.A. I.C.L.V.

Register, communicate and disseminate.

Alix Godos
General Intendant
General Intendancy of Conduct Supervision