General Superintendent Resolution No. 060-2024

PERU Ministry of Economy and Finance

SMV
Securities Market
Superintendence
"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" Electronically signed document in 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. 060-2024-SMV/11.1 Lima, November 26, 2024 The Acting General Superintendent of Conduct Supervision Seen:
The file No. 2024048063, as well as the Internal Report No. 1576-2024-SMV/11.1 of November 26, 2024, from the General Superintendent of Conduct Supervision of the Adjacent Superintendence of Conduct Supervision of Markets; Considering:
That, through writings presented on November 19 and 26 of 2024, Fondo MIVIVIENDA S.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 Program of Short-Term Debt Representative Instruments of Fondo MIVIVIENDA S.A.", up to a maximum issuance amount of S/. 1,000’000,000.00 (One Billion and 00/100 soles) or its equivalent in foreign currency, with a maximum outstanding amount of S/ 200’000,000.00 (Two Hundred Million and 00/100 Soles) or its equivalent in foreign currency, and the registration of the 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 Short-Term Debt Representative Instruments of the First Program of Short-Term Debt Representative Instruments of Fondo MIVIVIENDA S.A." up to a maximum outstanding amount of S/ 200’000,000.00 (Two Hundred Million and 00/100 Soles), as well as the registration of the Complement of the Master Prospectus corresponding, in the section "Of the Institutional Investors Market" of the Public Registry of the Securities Market;

PERU Ministry of Economy and Finance

SMV
Securities Market
Superintendence
"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" Electronically signed document in 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 the documentation and information presented as support for the request to which this resolution refers, it is appreciated that in Board of Directors Session No. 06 (Agreement No. 02-06D-2024) of Fondo MIVIVIENDA S.A., held on February 16, 2024, the program named "First Program of Short-Term Debt Representative Instruments of Fondo MIVIVIENDA S.A." was approved, up to the sum of S/ 1,000’000,000.00 (One Billion and 00/100 Soles);

PERU Ministry of Economy and Finance

SMV
Securities Market
Superintendence
"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" Electronically signed document in 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 Board of Directors Session No. 19-2024 (Agreement No. 13-19D-2024) of Fondo MIVIVIENDA S.A., held on June 12, 2024, the modification of the Board of Directors agreement No. 02-06D-2024 was approved to specify that the request for authorization of the referred program may only have a maximum outstanding amount of S/ 200’000,000.00 (Two Hundred Million and 00/100 Soles), and it was approved that the first issuance of said program would be up to S/ 200’000,000.00 (Two Hundred Million and 00/100 Soles); That, through SBS Resolution No. 02776-2024 of August 09 of 2024, the Superintendence of Banks, Insurance and Private Administrators of Pension Funds – SBS resolved to give a favorable opinion so that Fondo MIVIVIENDA S.A. carries out the issuance of the "First Program of Short-Term Debt Representative Instruments of Fondo MIVIVIENDA S.A." up to the sum of S/. 1000’000,000.00 (One Billion and 00/100 Soles), being the maximum outstanding amount of the program S/ 200’000,000.00 (Two Hundred Million and 00/100 Soles); That, in accordance with what is established by article 6 of the Regulations 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 who are under the regime of the mentioned regulations, 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 Regulations of the Institutional Investors Market; without this implying a pronouncement or validation regarding the content of the documentation or a certification on the goodness, 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 Fondo MIVIVIENDA S.A., within the framework of its request, it has been verified that said entity has complied with presenting the requirements established in article 8 of the Regulations of the Institutional Investors Market for the offers indicated in article 2, numeral 2.1, of the cited regulations; That, article 7, numeral 6, of the Policy on dissemination of normative projects, legal norms of a general character, 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
resolutions administrative referred to the registration of issuance programs and securities within the framework of an advance 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 SMV Institutional Page on the Unique Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv); and, Being in accordance with what is established by article 1 of the Law for the Promotion of the Securities Market, Law No. 30050; articles 2, 7, 8 and 10 of the Regulations of the Institutional Investors Market; as well as by article 46, numerals 4 and 6, of the Organization and Functions Regulations of the Superintendence of the Securities Market, approved by Supreme Decree No. 216-2011-EF, which authorizes the General Superintendent of Conduct Supervision to resolve the requests formulated by the regulated entities linked to primary public offers and evaluate and/or resolve any procedure linked to said offers, as well as to order the registration of the securities in the RPMV.

PERU Ministry of Economy and Finance

SMV
Securities Market
Superintendence
"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" Electronically signed document in 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 Resolves:
Article 1°.- To order, within the framework of an advance
procedure, the registration of the issuance program named "First Program of Short-Term Debt Representative Instruments of Fondo MIVIVIENDA S.A.", up to a maximum issuance amount of S/. 1,000’000,000.00 (One Billion and 00/100 Soles) or its equivalent in foreign currency, with a maximum outstanding amount of S/ 200’000,000.00 (Two Hundred Million and 00/100 Soles) or its equivalent in foreign currency, and the registration of the Master Prospectus in the section "Of the Market of Institutional Investors" of the Public Registry of the Securities Market – RPMV.
Article 2°.- To order, within the framework of an advance
procedure, the registration of the securities named "First Issuance of Short-Term Debt Representative Instruments of the First Program of Short-Term Debt Representative Instruments of Fondo MIVIVIENDA S.A.", up to a maximum outstanding amount of S/ 200’000,000.00 (Two Hundred Million and 00/100 Soles), and the registration of the Complement of the Master Prospectus corresponding in the section "Of the Institutional Investors Market" of the Public Registry of the Securities Market – RPMV.
Article 3°.- The issuances and/or offers that are
carried out by virtue of the registration referred to in article 1 of this resolution, according to what is established in article 11, numeral 11.2, of the Regulations of the Institutional Investors Market, may be carried out during the six (06) years following the date of registration of the issuance program, period which has the character of non-extendable and must be directed exclusively to institutional investors, in accordance with what is established by the cited regulations.
Article 4°.- The placement of the securities to be registered
within the framework of the "First Program of Short-Term Debt Representative Instruments of Fondo MIVIVIENDA S.A.", may be carried out in a non-extendable period that will not exceed three (3) years, counted from the date of its registration in the Public Registry of the Securities Market – RPMV, provided that the period of the program has not expired.
Article 5°.- The securities issued within the framework of the
Regulations of the Institutional Investors Market can only be subject to offer, subscription, acquisition or placement among investors institutional, in accordance with what is established by article 6, numeral 6.10, of the cited regulations.
Article 6°.- As long as the issuer maintains values
registered in the Public Registry of the Securities Market – RPMV, under the shelter of what is established in the general regime of the securities market, the regime of revelation of periodic and eventual information applicable will be that contained in the Unified Ordered Text 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 revelation regime provided for in the Regulations of the Institutional Investors Market, in accordance with what is established by its articles 6, numerals 6.6 and 6.8, and 16.
Article 7°.- The competence of the Superintendence
of the Securities Market – SMV in the registration procedure referred to in the

PERU Ministry of Economy and Finance

SMV
Securities Market
Superintendence
"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" Electronically signed document in 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 articles 1 and 2 of this resolution is limited solely to the verification of the presentation of the documentation or requirements established in the Regulations of the Institutional Investors Market, without said verification implying a pronouncement or validation regarding its content, or a certification on the goodness, the solvency of the issuer, nor on the risks of the security nor of the offer. Likewise, it does not correspond to the Superintendence of the Securities Market – SMV to pronounce on the claims or complaints that may arise regarding said registration or regarding the offer of securities derived from it, without prejudice to the civil and/or penal responsibilities that may correspond to the responsible parties for the elaboration and presentation of the information.
Article 8°.- The registration of the issuance program and of the
securities referred to in 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 the certification by the Superintendence of the Securities Market – SMV on its goodness, the solvency of the issuer, nor on the risks of the security or of the offer, in accordance with what is established by articles 21 and 24 of the Unified Ordered Text 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 Superintendence of the Securities Market – SMV recommends investment in the securities or gives a favorable opinion on the business prospects.
Article 9°.- To disseminate this resolution on the SMV Institutional Page on the Unique Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv).
Article 10°.- To transcribe this Resolution to
Fondo MIVIVIENDA S.A., in the capacity of issuer; to Banco BBVA Perú in the capacity of Structuring Entity; to BBVA Bolsa Brokerage Agent Society S.A., in the capacity of placement agent; to CAVALI S.A. I.C.L.V.; and, to the Lima Stock Exchange S.A. Register, communicate and disseminate. José Luis Salazar Marín Acting General Superintendent General Superintendent of Conduct Supervision