Individual decision · SMV · 6 Oct 2026
The Securities Market Superintendence (SMV) registers Electro Dunas S.A.A.'s "First Electro Dunas Corporate Bond Program" with a maximum issuance amount of S/ 650,000,000.00 and its "First Issuance of the First Electro Dunas Corporate Bond Program" with a maximum issuance amount of S/ 150,000,000.00 in the Public Registry of the Securities Market. The securities are restricted to institutional investors, with the program valid for six years and the placement period limited to three years from the registration date. The SMV's role is limited to verifying the submission of required documentation, without certifying the issuer's solvency, the quality of the securities, or the risks involved.
PERU Ministry of Economy and Finance
SMV
Securities Market Superintendence
"Decade of Equal Opportunities for Women and Men" "Year of Hope and Strengthening of Democracy" 1 Electronically signed document under the framework of Law No. 27269, Law of 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 SMV No. 057-2026-SMV/11.1 Lima, October 06, 2026 The Acting General Superintendent of Conduct Supervision Seen:
The file No. 2026043317, as well as the Internal Report No. 1595-2026-SMV/11.1 of October 06, 2026, from the General Superintendent of Conduct Supervision of the Adjunct Superintendence of Conduct Supervision of Markets. Considering:
That, by means of a written submission presented on September 29, 2026, Electro Dunas S.A.A. requested the Securities Market Superintendence – SMV, within the framework of the regime applicable to the Institutional Investors Market, the registration of the issuance program named "First Electro Dunas Corporate Bond Program", up to a maximum issuance amount of S/ 650,000,000.00 (Six Hundred Fifty Million and 00/100 Soles) or its equivalent in United States Dollars, and the registration of the respective Master Prospectus in the section "Of the Institutional Investors Market" of the Public Registry of the Securities Market; as well as the registration of the securities named "First Issuance of the First Electro Dunas Corporate Bond Program", up to a maximum issuance amount of S/ 150,000,000.00 (One Hundred Fifty Million and 00/100 Soles), and the registration of the respective Complement to the Master Prospectus, in the section "Of the Institutional Investors Market" of the Public Registry of the Securities Market; That, in the documentation and information presented as support for the request to which this resolution refers, it is indicated that in the General Shareholders' Meetings of Electro Dunas S.A.A., held on May 22, 2026 and August 05, 2026, the structuring of the issuance program named "First Electro Dunas Corporate Bond Program" was approved, up to a maximum issuance amount of S/ 650,000,000.00 (Six Hundred Fifty Million and 00/100 Soles) or its equivalent in United States Dollars; as well as the delegation of powers to the Board of Directors of the company and to Mr. Juan Miguel Cayo Mata, Mr. Edgar Francisco Contreras Julcapoma and Mr. Guillermo Martín Lozada Pozo, for any of them, acting individually and interchangeably or jointly, as deemed appropriate, to determine, specify and/or detail all terms, conditions and characteristics of the issuance program and of the issuances to be carried out within the framework of the aforementioned program;
PERU Ministry of Economy and Finance
SMV
Securities Market Superintendence
"Decade of Equal Opportunities for Women and Men" "Year of Hope and Strengthening of Democracy" 2 Electronically signed document under the framework of Law No. 27269, Law of 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 That, in accordance with what is provided by article 6 of the Regulation of the Institutional Investors Market, approved by SMV Resolution No. 021-2013-SMV/01 and its modifying norms, the competence of the SMV in the registration procedure of a public offer directed exclusively to institutional investors that is under the regime of the aforementioned regulation, as well as of the respective program and securities, is limited solely to the verification of the presentation of the documentation or requirements established in the Regulation of the Institutional Investors Market; without this implying a pronouncement or validation regarding the content of the documentation or a certification on the quality, the solvency of the issuer, nor on the risks of the security, of the offer or of the program; That, in this sense, from the evaluation carried out on the documentation presented by Electro Dunas S.A.A., within the framework of the aforementioned request, it has been verified that said entity has complied with presenting the requirements established in article 8 of the Regulation of the Institutional Investors Market for the offers indicated in article 2, numeral 2.1, of the aforementioned regulation; That, article 7, numeral 6, of the Policy on Dissemination of Normative Projects, General Legal Norms, Early Agenda and Other Administrative Acts of the SMV, approved by SMV Resolution No. 014-2014- SMV/01 and its modifying norms, establishes that the decisions contained in administrative resolutions referred to the registration of issuance programs and securities within the framework of an expedited procedure, as well as the registration of the informative prospectuses, in the Public Registry of the Securities Market, must be subject to dissemination through the Institutional Website of the SMV on the Single Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv); and, Being in accordance with what is provided by article 1 of the Law for the Promotion of the Securities Market, Law No. 30050; articles 2, 7, 8 and 10 of the Regulation of the Institutional Investors Market; as well as by article 46, numerals 4 and 6, of the Organization and Functions Regulation of the Securities Market Superintendence, approved by Supreme Decree No. 216-2011-EF, which empowers the General Superintendent of Conduct Supervision to resolve the requests formulated by the regulated entities related to primary public offers and evaluate and/or resolve any procedure related to such offers, as well as to order the registration of the securities in the Public Registry of the
Securities Market. Resolves:
Article 1°.- To order, within the framework of an expedited
procedure, the registration of the issuance program named "First Electro Dunas Corporate Bond Program", up to a maximum issuance amount of S/ 650,000,000.00 (Six Hundred Fifty Million and 00/100 Soles) or its equivalent in United States Dollars, and the registration of the corresponding Master Prospectus in the section "Of the Institutional Investors Market" of the Public Registry of the Securities Market.
Article 2°.- To order, within the framework of the "First
Electro Dunas Corporate Bond Program", the registration of the securities named "First Issuance of the First Electro Dunas Corporate Bond
PERU Ministry of Economy and Finance
SMV
Securities Market Superintendence
"Decade of Equal Opportunities for Women and Men" "Year of Hope and Strengthening of Democracy" 3 Electronically signed document under the framework of Law No. 27269, Law of 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 of Electro Dunas", up to a maximum issuance amount of S/ 150,000,000.00 (One Hundred Fifty Million and 00/100 Soles), and the registration of the respective Complement to the Master Prospectus in the section "Of the Institutional Investors Market" of the Public Registry of the Securities Market.
Article 3°.- The issuances and/or offers, by public
offer, that are carried out by virtue of the registration referred to in article 1° of the present resolution, in accordance with what is established in article 11, numeral 11.2, of the Regulation of the Institutional Investors Market, may be carried out during the six (06) years following the date of registration of the issuance program, a term that is of an irrevocable nature, and must be directed exclusively to institutional investors, in accordance with what is provided by the aforementioned regulation.
Article 4°.- The placement of the securities to be registered
within the framework of the "First Electro Dunas Corporate Bond Program" may be effectuated within an irrevocable term that will not exceed three (3) years, counted from the date of their registration in the Public Registry of the Securities Market, provided that the term of the program has not expired.
Article 5°.- The securities issued within the framework of the
Regulation of the Institutional Investors Market, exclusively, may be subject to offer, subscription, acquisition or placement among institutional investors, in accordance with what is provided by article 6, numeral 6.10, of the aforementioned regulation.
Article 6°.- As long as the issuer maintains securities
registered in the Public Registry of the Securities Market – RPMV, under the framework of the general regime of the securities market, the regime of periodic and eventual information disclosure applicable will be that contained in the Unified Text of Ordered Norms of the Securities Market Law, Legislative Decree No. 861, approved by Supreme Decree No. 020-2023-EF, and in the regulatory norms that develop the obligations contained in said law, prevailing over the disclosure regime provided for in the Regulation of the Institutional Investors Market, in accordance with what is established by articles 6, numerals 6.6 and 6.8, and 16 of the Regulation of the Institutional Investors Market.
Article 7°.- The competence of the Securities Market Superintendence
in the registration procedure referred to in articles 1° and 2° of the present resolution is limited solely to the verification of the presentation of the documentation or requirements established in the Regulation of the Institutional Investors Market, without such verification implying a pronouncement or validation regarding its content, or a certification on the quality, the solvency of the issuer, nor on the risks of the security or of the offer. Likewise, it does not correspond to the Securities Market Superintendence to pronounce itself on the claims or complaints that may arise regarding such registration or on the offer of securities derived from it, without prejudice to the civil and/or criminal liabilities that may correspond to the responsible parties for the preparation and presentation of the information.
Article 8°.- The registration of the issuance program and
of the securities referred to in the present resolution has not entailed administrative verification activities, nor inspection, nor audit of the information presented, nor an examination of the economic – financial situation of the issuer and does not imply
PERU Ministry of Economy and Finance
SMV
Securities Market Superintendence
"Decade of Equal Opportunities for Women and Men" "Year of Hope and Strengthening of Democracy" 4 Electronically signed document under the framework of Law No. 27269, Law of 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 the certification by the Securities Market Superintendence on its quality, the solvency of the issuer, nor on the risks of the security or of the offer, in accordance with what is provided by articles 21 and 24 of the Unified Text of Ordered Norms of the Securities Market Law. Likewise, the registration of the issuance program and of the securities, as well as the registration of the respective informative prospectuses, does not imply that the Securities Market Superintendence recommends investment in the securities or expresses a favorable opinion on the business prospects.
Article 9°.- To disseminate the present resolution on the
Institutional Website of the SMV on the Single Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv).
Article 10°.- To transcribe the present resolution to Electro
Dunas S.A.A., in the capacity of issuer; to Banco BBVA Perú, in the capacity of structuring entity; to BBVA Bolsa Sociedad Agente de Bolsa S.A., in the capacity of placement agent; to Scotiabank Perú S.A.A., in the capacity of Representative of the Bondholders; to the Lima Stock Exchange S.A.; and, to CAVALI S.A. I.C.L.V. Register, communicate and disseminate. César Figueroa Benites Acting General Superintendent General Superintendent of Conduct Supervision
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