General Superintendent Resolution No. 042-2025-SMV/11.1

PERU Ministry of Economy and Finance

SMV
Securities Market
Superintendence
"Decade of Equal Opportunities for Women and Men" "Year of recovery and consolidation of the Peruvian economy" 1 Electronic document digitally signed within the framework of Law No. 27269, Law on Digital Signatures and Certificates, its Regulations 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 General Superintendent Resolution of the SMV No. 042-2025-SMV/11.1 Lima, September 5, 2025 The General Superintendent of Conduct Supervision Seen:
The file No. 2025031126, as well as the Internal Report No. 1216-2025-SMV/11.1 of the General Superintendent of Conduct Supervision of the Deputy Superintendence of Market Conduct Supervision. Considering:
That, by means of a written submission presented on July 14, 2025, Pluz Energía Perú S.A.A. requested the Securities Market Superintendence – SMV, in the framework of an expedited proceeding, the registration of the issuance program denominated "Seventh Corporate Bonds Program of Pluz Energía Perú S.A.A.", up to a maximum circulation amount of US$ 800,000,000.00 (Eight Hundred Million and 00/100 United States Dollars) or its equivalent in Soles, and the registration of the corresponding Master Prospectus in the Public Registry of the Securities Market – RPMV; That, from the documentation and information presented as support for the request to which this resolution refers, it has been noted that at the General Shareholders' Meeting of Pluz Energía Perú S.A.A., held on April 29 2025, the issuance program denominated "Seventh Corporate Bonds Program of Pluz Energía Perú S.A.A." was approved, up to a maximum circulation amount of US$ 800,000,000.00 (Eight Hundred Million and 00/100 United States Dollars) or its equivalent in Soles. Likewise, at the aforementioned general shareholders meeting, it was approved —among others— the delegation of the broadest powers to the Board of Directors of the company, so that they may agree, specify and/or detail all the terms, conditions and characteristics of the "Seventh Corporate Bonds Program of Pluz Energía Perú S.A.A." and its issuances; as well as the granting of the most broad powers in favor of Messrs. Walter Néstor Sciutto, Fei Peng, Carol Nora Mojalote Pereyra, Luis Humberto Tafur Gallegos and Daniel Rosendo Carrillo Guzmán, so that any one of them, acting individually and with sole signature, in the name and representation of Pluz Energía Perú S.A.A., may agree, specify and/or detail all the terms, conditions and characteristics of the referred program and its issuances; That, by means of a written submission and documentation presented on August 29 2025, Pluz Energía Perú S.A.A. remedied the observations made by the Securities Market Superintendence – SMV, complying with the requirements documentation and information required by the Single Consolidated Text of the Law of the Securities Market, Legislative Decree No. 861, approved by Supreme Decree No.

PERU Ministry of Economy and Finance

SMV
Securities Market
Superintendence
"Decade of Equal Opportunities for Women and Men" "Year of recovery and consolidation of the Peruvian economy" 2 Electronic document digitally signed within the framework of Law No. 27269, Law on Digital Signatures and Certificates, its Regulations 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 020-2023-EF; as well as by the Regulation on Primary Public Offerings and Sale of Securities, approved by CONASEV Resolution No. 141-1998-EF/94.10, and its amending and complementary norms; 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 amending norms, establishes that decisions contained in administrative resolutions that resolve the registration of issuance programs and securities in the framework of an expedited proceeding in the Public Registry of the Securities Market, must be subject to dissemination through the Institutional Page of the SMV on the Unique Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv); and, Being subject to what is provided by articles 58 and following of the Consolidated Text of the Law of the Securities Market; as well as by article 46, numeral 4, of the Regulation on Organization and Functions of the Securities Market Superintendence, approved by Supreme Decree No. 216-2011-EF and its amendments, which empowers the General Superintendent of Conduct Supervision to resolve requests submitted by regulated entities related to primary public offerings and evaluate and/or resolve any proceeding linked to such offerings. Resolves:
Article 1°.- To order, in the framework of an expedited proceeding, the registration of the issuance program denominated "Seventh Corporate Bonds
Program of Pluz Energía Perú S.A.A.", up to a maximum circulation amount of US$ 800,000,000.00 (Eight Hundred Million and 00/100 United States Dollars) or its equivalent in Soles, as well as the registration of the Master Prospectus corresponding in the Public Registry of the Securities Market – RPMV.
Article 2°.- The registration of the values and the registration of
the Complements of the Master Prospectus that are carried out in the framework of the program referred to in Article 1 of this resolution, will be carried out under an automatic approval procedure, to the extent that Pluz Energía Perú S.A.A. maintains its condition of qualified entity and it concerns the issuance of typical securities. In the contrary case, the registration of the values and the registration of the corresponding prospectuses will be subject to what is provided by article 14, numeral 14.3.2, of the Regulation on Primary Public Offerings and Sale of Securities.
Article 3°.- The issuances and/or offers that are
carried out in the framework of the program referred to in Article 1 of this resolution, according to what is established in article 14, numeral 14.2.3, of the Regulation on Primary Public Offerings and Sale of Securities, may be effectuated during the six (06) years following the date of registration of the program of issuance, a term that has the character of non-extendable. After three (03) years have passed since the validity of the registration of the program and within the thirty (30) calendar days following, the issuer must present an updated master prospectus that consolidates all variations made to it as of the date of its presentation, as well as the update of the remaining documentation and information that proves pertinent, otherwise it will not be able to formulate new offers until complying with said procedure.
Article 4°.- The placement of the values that are carried out
in the framework of the "Seventh Corporate Bonds Program of Pluz Energía Perú S.A.A." may be effected within a non-extendable term that will not exceed three (3) years, counted from the date of registration of the value in the Public Registry of the Securities Market – RPMV, provided that the validity period of the registration of the program and the expedited proceeding have not ended, as well as that the information and corresponding documentation are duly updated, in accordance with what is provided by article 25 of the Regulation on Primary Public Offerings and Sale of Securities.
Article 5°.- The registration of the issuance program referred to in
Article 1 of this resolution has not involved administrative activities of verification, nor inspection, nor audit of the information
presented, nor an examination of the economic-financial situation of the issuer and does not imply certification by the Securities Market Superintendence – SMV regarding its goodness, the solvency of the issuer, nor regarding the risks of the value or of the offer; being the issuer responsible for the veracity of the information presented to the market, in accordance with what is provided by articles 13, 21, and 24 of the Consolidated Text of the Law of the Securities Market. Likewise, the registration of the issuance program and the registration of the Master Prospectus do not imply that the Securities Market Superintendence – SMV recommends investment in the values to be issued in the framework of the referred program or expresses a favorable opinion on the business prospects. The documents and information for a complementary evaluation are available to interested parties in the Public Registry of the Securities Market.
Article 6°.- To disseminate this resolution on the Institutional Page
of the SMV on the Unique Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv).
Article 7°.- To transcribe this resolution to Pluz
Energía Perú S.A.A., in its capacity as issuer; to Banco BBVA Perú, in its capacity as structuring entity; to BBVA Bolsa Sociedad Agente de Bolsa S.A., in its capacity as Placement Agent; to Banco de Crédito del Perú, in its capacity as Representative of the Bondholders; to the Lima Stock Exchange S.A.; and, to CAVALI S.A. I.C.L.V. Register, communicate and disseminate. Alix Godos General Superintendent General Superintendent of Conduct Supervision