Individual decision · SMV · 27 Feb 2024
The SMV orders the exclusion of Banco Ripley Perú S.A.'s "Second Issue of Negotiable Certificates of Deposit" from the Public Registry of the Securities Market and the Lima Stock Exchange Securities Registry, following total cancellation of the obligations. It also ex officio excludes the "Fifth Program of Negotiable Certificates of Deposit" from the Public Registry, as all securities under it are excluded, its term has expired, and no further placements are possible. No public tender offer for exclusion is required. The resolution is to be disseminated and transcribed to Banco Ripley Perú S.A., Credicorp Capital Servicios Financieros S.A., the Lima Stock Exchange, and CAVALI S.A. I.C.L.V.
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"
Lima, 27 February 2024
The General Intendant of Conduct Supervision
File No. 2024003651, as well as Internal Report No. 222-2024-SMV/11.1, of the General Intendancy of Conduct Supervision of the Deputy Superintendency of Market Conduct Supervision.
That, by document presented on 30 January 2024, Banco Ripley Perú S.A. requested the Superintendency of the Market – SMV, through the Single Window system, the exclusion of the securities called «Second Issue of Negotiable Certificates of Deposit of Banco Ripley Perú S.A.», which were placed under the «Fifth Program of Negotiable Certificates of Deposit of Banco Ripley Perú S.A.», from the Public Registry of the Market and from the Securities Registry of the Lima Stock Exchange, due to total cancellation of the obligations derived from them;
That, it has been verified that on 18 October 2017, within the framework of an anticipated procedure and under an automatic approval procedure, through the e-prospectus system, the issuance program called «Fifth Program of Negotiable Certificates of Deposit of Banco Ripley Perú S.A.» was registered, up to a maximum outstanding amount of S/ 200’000,000.00 (Two Hundred Million and 00/100 Soles) or its equivalent in United States Dollars, and the corresponding Framework Prospectus was registered in the Public Registry of the Market;
That, on 18 October 2021, within the framework of the «Fifth Program of Negotiable Certificates of Deposit of Banco Ripley Perú S.A.» and under an automatic approval procedure, the securities called «Second Issue of Negotiable Certificates of Deposit of Banco Ripley Perú S.A.» were registered, up to a maximum outstanding amount of S/ 200’000,000.00 (Two Hundred Million and 00/100 Soles), and the respective Supplement to the Framework Prospectus was registered in the Public Registry of the Market and, subsequently, in the Securities Registry of the Lima Stock Exchange;
That, from the evaluation of the documentation presented by Banco Ripley Perú S.A., the presentation of the documents referring to the total cancellation of the obligations derived from the securities «Second Issue of Negotiable Certificates of Deposit of Banco Ripley Perú S.A.» has been verified;
Documento electrónico fi digitally signed within the framework of Law No. 27269, Ley de Fi rmas and Digital Certificates, its Regulation and amendments.
The integrity of the document and la autoría de la( s) fi rma( s) can be verified at https://apps. fi rmaperu.gob.pe/web/validador.xhtml
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"
That, Banco Ripley Perú S.A. has complied with submitting the information and documentation required by the Single Ordered Text of the Securities Market Law, Legislative Decree No. 861, approved by Supreme Decree No. 020-2023-EF, as well as by the Regulation for the Registration and Exclusion of Securities in the Public Registry of the Securities Market and on the Stock Exchange, approved by SMV Resolution No. 031-2012-SMV/01 and its amending norms, for the purposes of the exclusion of the securities called «Second Issue of Negotiable Certificates of Deposit of Banco Ripley Perú S.A.»;
That, from the information in the Public Registry of the Securities Market, it has been observed that with the exclusion of the securities «Second Issue of Negotiable Certificates of Deposit of Banco Ripley Perú S.A.», all the securities registered under the issuance program «Fifth Program of Negotiable Certificates of Deposit of Banco Ripley Perú S.A.» will be excluded from said registry; that the term of validity of the aforementioned issuance program has expired, and it is not possible to carry out new placements and/or issuances of securities under it; and, that the cessation of public interest has occurred; complying with the provisions of the last paragraph of article 25 of the Regulation for Primary Public Offering and Sale of Securities, approved by CONASEV Resolution No. 141-98-EF/94.10 and its amending norms, which states that with respect to programs, the exclusion operates when the term of validity of registration has expired and no security has been placed under the program or when, having been placed, the security or securities are excluded from the Public Registry of the Securities Market;
That, article 39, literals b) and d), of the Single Ordered Text of the Securities Market Law; as well as articles 20 and 23 of the Regulation for the Registration and Exclusion of Securities in the Public Registry of the Securities Market and on the Stock Exchange, establish that the exclusion of a security from the Public Registry of the Securities Market takes place by reasoned resolution of the SMV, when the extinction of the rights over the security occurs, by amortization, total redemption or another cause, and when the cessation of public interest occurs;
That, in this regard, considering that article 15 of the Single Ordered Text of the Securities Market Law establishes that in section a) of the Public Registry of the Securities Market, securities and issuance programs are registered, the provisions of the preceding recital are also applicable to issuance programs, since these are subject to registration in the aforementioned Registry;
That, with respect to the obligation to carry out a Public Tender Offer for Exclusion – OPC when a security is excluded from the Public Registry of the Securities Market, established in article 41 of the Single Ordered Text of the Securities Market Law and in article 32 of the Regulation of Public Tender Offer for Acquisition and Purchase of Securities for Exclusion, approved by CONASEV Resolution No. 009-2006-EF/94.10 and its amending norms, it must be noted that the exclusion of the securities called «Second Issue of Negotiable Certificates of Deposit of Banco Ripley Perú S.A.» falls within the exception cause for not carrying out an OPC, contemplated both in article 23 of the Regulation of Registration and Exclusion of Securities in the Public Registry of the Securities Market and in the Stock Exchange, and in article 37, literal a), of the Regulation of Public Tender Offer for Acquisition and Purchase of Securities for Exclusion;
That, article 7, numeral 6, of the Policy on Dissemination of Regulatory Projects, General Legal Norms, Early Agenda and
Electronic document fi rmado digitally signed within the framework of Law No. 27269, Law of Fi rmas and Digital Certificates, its Regulation and amendments.
The integrity of the document and the authorship of the( s) fi rma( s) can be verified at https://apps. fi rmaperu.gob.pe/web/validador.xhtml
Other Administrative Acts of the SMV, approved by SMV Resolution 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 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 39, literals b) and d), of the Single Ordered Text of the Securities Market Law; articles 19, 20, 21 and 23 of the Regulation of 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 Superintendence of the Securities Market, approved by Supreme Decree No. 216-2011-EF and its amendments, which empowers the General Intendancy of Conduct Supervision to order the exclusion of securities from the Public Registry of the Securities Market.
Article 1°.- Order the exclusion of the securities called «Second Issue of Negotiable Certificates of Deposit of Banco Ripley Perú S.A.», corresponding to the «Fifth Program of Negotiable Certificates of Deposit of Banco Ripley Perú S.A.», from the Public Registry of the Securities Market.
Article 2°.- Decide in favor of the exclusion of the securities indicated in the preceding article, from the Securities Registry of the Lima Stock Exchange.
Article 3°.- Order the ex officio exclusion of the issuance program called «Fifth Program of Negotiable Certificates of Deposit of Banco Ripley Perú S.A.» from the Public Registry of the Securities Market.
Article 4°.- 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°.- Transcribe this resolution to Banco Ripley Perú S.A., as issuer; to Credicorp Capital Servicios Financieros S.A., as structuring agent; to the Lima Stock Exchange 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 Intendant
General Intendancy of Conduct Supervision
Electronic document fi rmado digitally signed within the framework of Law No. 27269, Law of Fi rmas and Digital Certificates, its Regulation and amendments.
The integrity of the document and the authorship of the( s) fi rma( s) can be verified at https://apps. fi rmaperu.gob.pe/web/validador.xhtml
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The documents this one cites, and the documents that cite it.
“Regulation of Organization and Functions of the Superintendence of the Securities Market, approved by Supreme Decree No. 216-2011-EF and its amendments”
“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 amending norms”
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