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General Superintendent's Office Resolution No. 033-2024-SMV/11.1

Lima, 25 de abril de 2024

The General Superintendent of Conduct Supervision

Vistos:

File No. 2024016769, as well as Internal Report No. 513-2024-SMV/11.1 of 24 April 2024, from the General Directorate of Conduct Supervision of the Deputy Superintendency of Market Conduct Supervision.

Considerando:

Whereas, by documents submitted on 16 and 17 April 2024, Scotiabank Perú S.A.A. requested from the Superintendency of the Securities Market – SMV, within the framework of an advance procedure and via e-prospectus formats, the registration of the issuance program entitled «Scotiabank Perú Fourth Corporate Bond Program», for up to a maximum outstanding amount of US$ 300’000,000.00 (Three Hundred Million and 00/100 United States of America Dollars) or its equivalent in Soles, and the registration of the corresponding Master Prospectus in the Securities Market Public Registry – RPMV;

Whereas, from the documentation and information submitted in support of the request to which this resolution refers, it has been verified that at the Board meeting of Scotiabank Perú S.A.A. held on 26 April 2023, the structuring of the «Scotiabank Perú Fourth Corporate Bond Program», for up to a maximum outstanding amount of US$ 300’000,000.00 (Three Hundred Million and 00/100 United States of America Dollars) or its equivalent in Soles, was approved; and Messrs. Francisco Sardón de Taboada, Miguel Madueño Buse and Juan Carlos Gaveglio Méndez were authorized so that, jointly with any two of the aforementioned, they determine the characteristics, terms, conditions and any other aspect of the program, as well as of its issuances that have not been established in said meeting;

Whereas, likewise, by Board meeting of 31 May 2023, Mr. Oscar Dasso Montes was authorized so that, jointly with another officer to whom a similar special power has been or shall be granted in due course, they determine the characteristics, terms, conditions and any other aspect of the program, as well as of its issuances that have not been established in the Board meeting of 26 April 2023; subsequently, by Board meeting of 27 February 2024, the aforementioned powers were also granted to Mr. Alejandro Corzo de la Colina;

That, the Superintendency of Banking, Insurance and Private Pension Fund Administrators – SBS, through SBS Resolution No. 02815-2023 of 24 August 2023, resolved to issue a favorable opinion so that

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Scotiabank Perú S.A.A. issue the «Fourth Scotiabank Perú Corporate Bond Program», up to a maximum outstanding amount of US$ 300’000,000.00 (Three Hundred Million and 00/100 United States Dollars) or its equivalent in Soles;

That, Scotiabank Perú S.A.A. has complied with submitting the documentation and information requirements demanded 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 on Primary Public Offering and Sale of Securities, approved by CONASEV Resolution No. 141-1998-EF/94.10 and its amending and complementary rules;

That, article 7, numeral 6, of the Policy on Dissemination of Regulatory Projects, Legal Rules of a General Nature, Early Agenda and other Administrative Acts of the SMV, approved by SMV Resolution No. 014-2014-SMV/01 and its amending rules, establishes that the decisions contained in the administrative resolutions that resolve the registration of securities and the registration of the informative prospectuses corresponding to issuance programs, within the framework of an advance procedure, 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 articles 58 and following of the Single Ordered Text of the Securities Market Law; as well as by article 46, numeral 4, of the Regulation of Organization and Functions of the Superintendency of the Securities Market, approved by Supreme Decree No. 216-2011-EF and its amendments, which empowers the General Intendancy of Conduct Supervision to resolve the requests made by the administered parties related to primary public offerings and to evaluate and/or resolve any procedure related to such offerings.

Resuelve:

Article 1.- To order, within the framework of an advance procedure, the registration of the issuance program called «Fourth Scotiabank Perú Corporate Bond Program», up to a maximum outstanding amount of US$ 300’000,000.00 (Three Hundred Million and 00/100 United States Dollars) or its equivalent in Soles, as well as the registration of the corresponding Framework Prospectus in the Public Registry of the Securities Market – RPMV.

Article 2.- The registration of the typical securities and the registration of the Supplements to the Framework Prospectus made under the program referred to in Article 1 of this Resolution, through the use of e-prospectus formats, shall be understood as effected under an automatic approval procedure, in accordance with the provisions of Article 14, numeral 14.3.3, paragraph b), of the Regulation on Primary Public Offering and Sale of Securities.

Article 3.- The issues and/or offers made under the program referred to in Article 1 of this resolution, in accordance with the provisions of Article 14, numeral 14.2.3, of the Regulation on Primary Public Offering and Sale of Securities, may be made during the six (06) years following the date of registration of the program, a term that is non-extendable.

After three (03) years from the validity of the program's registration and within the following thirty (30) calendar days, the issuer

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must submit an updated framework prospectus that consolidates all variations made to it as of the date of its submission, as well as the updating of the remaining documentation and information that is pertinent; otherwise, it may not make new offers until it complies with said procedure.

Article 4.- The placement of the securities made under the «Cuarto Programa de Bonos Corporativos Scotiabank Perú» may be carried out within a non-extendable term not exceeding three (3) years, counted from the date of registration of the security in the Public Registry of the Securities Market – RPMV, provided that the term of validity of the program's registration and the advance procedure have not ended; and that the corresponding information and documentation are duly updated, in accordance with the provisions of Article 25 of the Regulation on Primary Public Offering and Sale of Securities.

Article 5.- The registration of the issuance program referred to in Article 1 of this resolution has not entailed administrative verification, inspection, or audit activities of the information presented, nor an examination of the economic-financial situation of the issuer, and does not imply certification by the Superintendency of the Securities Market – SMV regarding its soundness, the solvency of the issuer, or the risks of the security or the offer; the issuer being responsible for the truthfulness of the information presented to the market, in accordance with the provisions of Articles 13, 21 and 24 of the Single Ordered Text of the Securities Market Law.

Likewise, the registration of the issuance program and the registration of the Framework Prospectus do not imply that the Superintendency of the Securities Market – SMV recommends investment in the securities to be issued under said 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.- Disseminate this resolution on the SMV's Institutional Page on the Single Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv).

Article 7.- Transcribe this resolution to Scotiabank Perú S.A.A., in its capacity as issuer and structuring entity; to Scotia Sociedad Agente de Bolsa S.A., as placement agent; to Inteligo Sociedad Agente de Bolsa S.A., 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.

Signed by: GODOS GARCIA Alix Fernando | Reason:

Alix Godos
General Intendant
General Intendancy of Conduct Supervision