Norm on the Requirements for the Establishment of General Warehouses and Branches of Foreign General Warehouses

Resolution No. CD-SIBOIF-679-1-JUN1-2011 Date: June 1, 2011

NORM ON THE REQUIREMENTS FOR THE ESTABLISHMENT OF GENERAL WAREHOUSES OF DEPOSIT AND BRANCHES OF FOREIGN GENERAL WAREHOUSES OF DEPOSIT

The Board of Directors of the Superintendence of Banks and Other Financial Institutions,

CONSIDERING

I That Article 2 of Law 734, the General Warehouses of Deposit Law (LAGD), stipulates that the Superintendence of Banks and Other Financial Institutions (Superintendence) is responsible for authorizing, supervising, and auditing the establishment and operation of General Warehouses of Deposit.

II That Article 4 of the LAGD establishes that any Warehouse organized in Nicaragua must be constituted exclusively for this purpose and operate as a joint-stock company in accordance with said Law, the Commercial Code, and other applicable laws, as well as with the regulations issued by the Board of Directors and the instructions issued by the Superintendent.

III That it is necessary that from the creation process of the future Warehouse, the interested parties not only demonstrate the economic viability of the project but also their solvency and integrity, as required by Article 6 of the LAGD.

IV That in addition to the aforementioned Article 6, Articles 7, 8, 9, and 10 of the LAGD refer to the approval process for the application to constitute a General Warehouse of Deposit, as well as the requirements to be met to authorize its operation in cases where the application is approved.

V That Article 13 of the LAGD authorizes Warehouses legally constituted abroad to operate in the country through the establishment of a branch, proceeding to regulate the authorization process and adherence to the country's laws in Articles 14, 15, 16, and 17 of that same legal framework.

In exercise of its powers,

HAS ISSUED

The following:

Resolution No. CD-SIBOIF-679-1-JUN1-2011 NORM ON THE REQUIREMENTS FOR THE ESTABLISHMENT OF GENERAL WAREHOUSES OF DEPOSIT AND BRANCHES OF FOREIGN GENERAL WAREHOUSES OF DEPOSIT

CHAPTER I CONCEPTS, OBJECT, AND SCOPE

Art. 1. Concepts.- For the purposes of applying the provisions contained in this norm, the terms indicated in this article, both in uppercase and lowercase, singular or plural, shall have the following meanings:

a) 5% Shareholder(s): Natural or legal person who, either individually or together with their related parties, intends to participate in the share capital of a General Warehouse of Deposit in a percentage equal to or greater than 5% of said share capital.

b) Board of Directors: Board of Directors of the Superintendence of Banks and Other Financial Institutions.

c) LAGD: Law 734, General Warehouses of Deposit Law, published in La Gaceta, Official Gazette, No. 201 and 202 of October 21 and 22, 2010.

d) AGD: General Warehouse of Deposit.

e) Superintendence: Superintendence of Banks and Other Financial Institutions.

f) Superintendent: Superintendent of Banks and Other Financial Institutions.

Art. 2. Object and Scope.- This norm aims to establish the requirements, procedures, and processes for obtaining authorization for the establishment of General Warehouses of Deposit, and the establishment of branches of foreign General Warehouses of Deposit in the country.

CHAPTER II REQUIREMENTS FOR AUTHORIZATION

Art. 3. Application.- 1 The application to obtain authorization for the establishment of a General Warehouse of Deposit shall be submitted to the Superintendence and must contain, at a minimum:

a) The draft social deed and its bylaws.

b) Economic-financial feasibility study, which must contain the information required in Annex 1 of this norm, which is an integral part of it.

c) Minute indicating a deposit in the current account of the Superintendence for the value of 1% of the minimum capital amount for the processing of the application. Once operations have begun, said deposit will be returned to the promoters. If the application is denied, 10% of the deposit amount will be paid to the Treasury of the Republic, and the balance will be returned to the interested parties. In case of withdrawal, 50% of the deposit will be paid to the Treasury and the remaining 50% will be returned to the promoters. For the purposes of the above, the interested party must request the account number and name of the banking entity where the deposit will be made from the Superintendence.

d) Plans of the warehouses to be used, indicating capacity and all pertinent specifications, including the location or locations where such warehouses will be situated.

e) Complete model of the forms to be used for deposit certificates and pledge bonds.

f) In order to verify compliance with the provisions of numerals 3, 4, and 8 of Article 6 of the LAGD, each of the 5% Shareholders of the proposed company, as well as the members of the board of directors and the main management team: principal executive, general manager, managers and deputy managers of areas, anti-money laundering, terrorism financing, and proliferation of weapons of mass destruction financing administrator (AML/TF/PF administrator) and internal auditor, must present, as indicated, the following information and documentation:

1. For natural persons:

i. Name, age, occupation, nationality, and domicile.

ii. Documented curriculum vitae with the information required in Annex 2, which becomes an integral part of this norm.

iii. Asset statements and income and expense reports, with the information required in Annex 3, which becomes an integral part of this norm, signed by the interested party and certified by an authorized public accountant or equivalent professional in the country where it is issued. The figures must be expressed in book value in accordance with accounting standards. This information is only required for 5% Shareholders.

iv. Photocopy of the identity card on both sides for nationals, or of the identity card for residents, or of the passport in the case of foreigners, notarized according to the law on the matter.

v. Photocopy of the Taxpayer Registry Certificate (RUC), notarized according to the law on the matter. In the case of foreigners not domiciled in the country, they must present the equivalent used in the country where they pay taxes.

vi. Certificate of judicial and/or police records, issued by the corresponding national instances in the case of persons domiciled in Nicaragua, and by the competent foreign organism, when it concerns persons not domiciled in Nicaragua or natural persons residing in Nicaragua who have been residents abroad in the last 15 years.

vii. A minimum of 5 recent personal, banking, or commercial references at the date of the application (national or foreign).

viii. In the case of those who will form the main team, they will present a declaration before a public notary stating that they are not subject to any of the situations contemplated in numerals 1, 3, 4, 5, 6, 7, and 8 of Article 32 of the LAGD. In the case of Directors, they will present a declaration before a public notary stating that they are not subject to the impediments of the aforementioned Article 32.

ix. Detailed detail of related natural and legal persons, as well as those that form their unit of interest, based on the criteria established in Article 52 of the LAGD and the corresponding regulations.

2. For legal persons:

i. Notarially certified copy of the testimonial of the public deed of constitution of the society, bylaws, and their modifications, if any. In the case of foreign legal persons, the equivalent documents.

ii. A minimum of five recent banking or commercial references at the date of the application (national or foreign).

iii. Names and curriculum vitae of the members of the board of directors, which will be presented in accordance with Annex 2.

iv. Notarial certification in original of the minutes in which the authorization granted by the corresponding corporate instance is recorded, to participate as organizer and/or shareholder of the new Warehouse and the amount of investment allocated for that purpose.

v. Copy of the report of independent auditors on the audited financial statements, corresponding to the two accounting periods prior to the date of the application.

vi. List and percentage of participation of the 5% Shareholders, natural persons, ultimate owners of the shares, in a succession of legal persons, of the legal person shareholder promoting the Warehouse in formation. In order to determine if the natural persons indicated here are 5% Shareholders, the calculation methodology established in Annex 4 must be followed, which is an integral part of this norm. The natural persons who, according to the aforementioned calculation methodology, are 5% Shareholders must comply with the information requirements established in numeral 1 of this letter f). The Superintendent is empowered to request the information he deems necessary regarding the legal persons in which the 5% Shareholders, natural persons, participate, such as:

board members, activity to which they are dedicated, constitution and registration data, among others. Likewise, a scheme reflecting the shareholding structure of the 5% Shareholders must be presented, in which it is reflected whether this percentage of participation is individual or together with their related parties, indicating the full names of the natural or legal persons contained in this organizational chart.

g) For all shareholders, documentary evidence of the lawful origin of the patrimony to be invested in the new Warehouse is required. At a minimum, such documentation must include:

1. Information on the bank accounts from which the money comes.

2. Information on the origin of the money deposited in said accounts.

3. Information on the origin of the patrimony (information on the activities from which the patrimony comes, such as: businesses, inheritances, donations, etc.), and evidence that the money comes from them.

The Superintendent is empowered to request any other information he deems necessary in order to comply with the object of this norm.

Art. 4. Exceptions.- The Superintendent may authorize exceptions to one, several, or all of the requirements indicated in the previous article in the following cases:

a) When the legal person partner is a public law institution with capacity for such effect.

b) When the legal person partner is a bank or international or multilateral development organization, recognized internationally as such.

c) When the legal person partner lists its shares on a stock exchange or regulated market. In these cases, the documents justifying the case must be presented.

Art. 5. Criteria for denying the authorization application.- Without prejudice to the application of other evaluation criteria established in the law and other applicable regulations, the authorization application will be denied in any of the following cases:

a) The required information is not presented complete within the time limit established in this norm.

b) False or misleading information is presented.

c) The information presented demonstrates or reasonably allows the Superintendent to presume, in his judgment, significant deficiencies in the qualities of the applicants. In case the presentation of false or misleading information is proven after the authorization to constitute the society or to operate has been issued, said authorizations will be revoked.

Art. 6. Number of copies.- The application and documents presented to the Superintendence must be delivered in original and four simple photocopies.

CHAPTER III REQUIREMENTS FOR THE ESTABLISHMENT OF BRANCHES OF FOREIGN GENERAL WAREHOUSES OF DEPOSIT

Art. 7. Application.- For the establishment in the country of a branch of a foreign AGD, an application must be presented to the Superintendent, through a representative accredited by public instrument and in Spanish, containing as a minimum:

a) Personal data identifying the legal representative designated by the parent AGD.

b) Exact address in Nicaragua to receive notifications from the Superintendence.

c) Corporate name and full trade name, and abbreviations, when applicable, of the parent society requesting the establishment of a branch in the country.

d) Exact address of the foreign parent AGD.

e) Exact address in the country where the branch will operate.

f) Documents attached to the application, as indicated in the following article. The application and documents presented to the Superintendent must be delivered in original and one simple photocopy.

Art. 8. Documentation.- 2 The application for the establishment of a branch of a foreign AGD must be accompanied by the following documentation:

a) Economic-financial feasibility study which must contain the information required in Annex 1.

b) Notarially certified copy of the social deed of constitution or constitutive act and bylaws of the applicant AGD and of the legal authorization supporting its constitution and operation in the country of origin, as well as the certificate of validity of all of the above.

c) Audited Financial Statements and annual reports of the applicant AGD, corresponding to the last 3 years, including their notes and complementary information.

d) Proof that the foreign applicant AGD is legally authorized to establish branches in Nicaragua, in accordance with its bylaws and the laws of its country of origin, accompanied by certification issued by the supervisory authority of that country stating its conformity with the application.

e) Original of the resolution adopted by the corresponding corporate instance of the parent company, by which the opening of the branch in the country is decided; as well as a notarially certified copy in accordance with the law on the matter of the instrument in which its legal representative is authorized to conduct business, execute acts, enter into contracts, and represent judicially and extrajudicially the AGD registered in the respective records.

f) For the future principal executive or general manager, managers and deputy managers of areas, internal auditor, and AML/TF/PF administrator, including their legal representative:

1. Declaration before a public notary stating that they are not subject to the impediments stated in Article 32 of the LAGD.

2. A minimum of five recent banking or commercial references at the date of the application.

3. Certificate of judicial and/or police records, issued by the corresponding national instances in the case of persons domiciled in Nicaragua, and by the competent foreign organism, with the corresponding authentication, when it concerns persons not domiciled in Nicaragua or natural persons residing in Nicaragua who have been residents abroad in the last 15 years.

4. Curriculum vitae in accordance with Annex 2.

g) Declaration of the foreign parent AGD indicating:

1. The national or foreign entities that are part of the financial group to which the parent AGD in question belongs, in accordance with what is indicated in Title V of the General Law of Banks, Non-Bank Financial Institutions, and Financial Groups.

2. The ownership structure of the parent AGD, which allows determining with precision the identity of the natural persons who are ultimate owners of the shares in a succession of legal person shareholders of the parent, who hold 5% or more of the paid-up capital, following what is indicated in letter f), of numeral 2, roman vi, of Article 3 of this norm.

Processing will be given only to applications for the establishment of branches of foreign AGDs when institutional information exchange can be carried out between the supervisors of both countries and when the parent company has been operating and carrying out general warehouse of deposit activities for more than five years in the country that granted the license. If it is a foreign AGD resulting from a merger, the years of operation of the oldest society will be counted.

CHAPTER IV AUTHORIZATION PROCESS

Art. 9. Authorization.- Once the application and documents referred to in the preceding articles have been presented, the Superintendent may request a non-binding opinion from the Central Bank of Nicaragua, which must be issued within a term not exceeding sixty days. Once the opinion of the Central Bank of Nicaragua has been issued, if applicable, the Superintendence will have a period of 120 days to rule on the application for authorization to constitute an AGD or to authorize the establishment of a branch of a foreign AGD. This period will begin to run from the moment when all the information required by the LAGD and this norm has been received. The resolution by which the constitution of the AGD is authorized must be published in La Gaceta, Official Gazette, by the interested parties, in accordance with what is established in the LAGD.

Art. 10. Modifications.- Any changes that the interested parties wish to make during the time the application is pending, or prior to the start of operations, must be communicated in writing to the Superintendent, complying with the same requirements as the original application, insofar as applicable.

Article 11. Requirements to commence operations.- 3 To commence operations, AGDs or branches of foreign AGDs, constituted in accordance with this norm, must comply with the following requirements:

a) Minimum social capital fully paid in cash, eighty percent (80%) of which must be in demand deposit at a banking or financial entity authorized by the Superintendence for such effect.

b) Testimonial of the social deed and its bylaws, with the corresponding registration in the Public Registry.

c) Opening Balance Sheet certified by an authorized public accountant, adjusted to the presentation established in the Accounting Framework for General Warehouses of Deposit.

d) Certification of the appointments of the directors for the first term, the manager or principal executive, the AML/TF/PF administrator, and the internal auditor, in accordance with what was presented attached in the application for authorization to constitute.

e) Verification by the Superintendent that the AGD has the physical facilities, machinery, operational equipment, adequate technological platform, contracts, insurance, manuals, strategic business plan, and regulations necessary, approved by the board of directors, as well as the systems, procedures, and necessary administrative infrastructure to provide the services inherent to its corporate object, which comply, at a minimum, with the provisions contained in the regulations governing the matter on control, security, and surveillance measures of general warehouses of deposit; in the operational and financial regulations of general warehouses of deposit and in the regulations governing the matter on prevention of money laundering, terrorism financing, and proliferation of weapons of mass destruction financing, issued by the Superintendence, such as:

1. Registration of its operations;

2. Accounting;

3. Valuation of asset and liability portfolio;

4. Electronic processing of accounting and financial information;

5. Integrated System for the Prevention and Management of Money Laundering, Goods or Assets Risks; and Terrorism Financing; and Proliferation of Weapons of Mass Destruction Financing.

If the application for operating authorization with evidence of compliance with the aforementioned requirements is not presented within 6 months from the notification of the resolution authorizing its constitution, it will become void, and the amount of the deposit referred to in Article 3, letter c) of this norm, will be paid to the Treasury of the Republic.

Art. 12. Verification of requirements. Authorization to operate.- Once the compliance with the requirements established in the previous article has been verified, the Superintendent will grant the authorization to commence operations in accordance with what is established in Article 10 of the LAGD.

CHAPTER V FINAL PROVISIONS

Art. 13. Legalization of documents from abroad and their language.- Documents from abroad required of natural or legal persons in this norm must comply with the requirements established by the laws on the matter so that they can produce legal effects in the country. All information and/or documentation required by this norm, which is in a language other than Spanish, must be presented with its corresponding translation, which must comply with what is stipulated in the national laws on the matter or with the laws of the country where the translation is carried out.

Art. 14. Annexes.- The Superintendent is authorized to make modifications to the Annexes to this norm when the case so requires.

Art. 15. Validity.- This norm will enter into force from its publication in La Gaceta, Official Gazette.

ANNEX 1 4 CONTENT OF THE ECONOMIC-FINANCIAL FEASIBILITY STUDY

I. EXECUTIVE SUMMARY OF THE PROJECT It must include the following general data:

a) Identification of the project.

b) Legal and regulatory aspects to be considered in the development of the project.

c) Summary description of the project including:

4 Annex 1, amended on December 6, 2018 – Resolution CD-SIBOIF-1088-4-DIC6-2018

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1. Current economic and social conditions, internal and external;
2. Economic and social benefits that the project will bring to the country;
3. Source of resources;
4. Target market, size, and geographic area of the project;
5. Other relevant aspects of the project; and
6. Most important aspects of the conclusions of the study conducted.

II. MARKET STUDY a) Determination of the target market. Determination of the target market to which the products and services of the AGD in formation will be oriented, explaining in detail the reasons that justify the decision. b) Current and future demand analysis. In order to determine whether the AGD in formation, as well as the products and services it will offer, will have demand that makes the project viable, a market research must be conducted that will be supported by:

1. Evaluation of the financial system and social and economic variables. This part of the study will comprise the analysis of the national financial system and the main economic, political, and social variables, for at least the last 5 years, to determine the strengths, weaknesses, opportunities, and threats of the project. For this purpose, the orientation of monetary policy and the economic growth prospects corresponding to the year in which the application is submitted must also be taken into account; and
2. Research on the potential market of the project. A market research must be carried out through surveys or other acceptable techniques that allow evaluating, among other aspects, whether the new AGD and the products and services to be offered will have acceptance and demand from market users. In addition, it must include projections of the demand for products and services and the bases that support them. c) Current and future supply analysis. The supply analysis must widely consider the conditions under which competition will take place in the market, taking into account existing products and services and the market niche in which it is intended to position itself. Regarding this, the characteristics of the main products and services offered by the general warehouse market and those that the new warehouse will offer must be indicated. The aspects, characteristics, and advantages of the services and products that will be offered, compared to what the market already offers, will be highlighted, this in order to determine which aspects will make its participation possible, indicating its competitive advantages; in addition, projections on the supply of said products and services must be included, as well as the bases that support the projections.

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d) Price analysis. In accordance with the research conducted, an analysis of the prices of similar products and services offered by the market must be presented, in order to compare them with those that the warehouse in formation will provide and use them for the projections of probable income and expenses. e) Commercialization (marketing) analysis. The strategy for the commercialization of the products and services of the AGD in formation must be described, indicating the distribution channels and, in general, the way in which competition will take place in the market. f) Conclusions. Having developed the bases and elements that make up the market study, the corresponding conclusions must be issued, which will also include the favorable and unfavorable aspects found in the research.

III. TECHNICAL STUDY. It must contain all information that allows establishing the necessary infrastructure to serve its target market, specifying the following: a) Facilities, machinery, and operational equipment. b) Business organization. The internal organization of the warehouse will be described, as well as the different administrative bodies, specifying the number of personnel, experience, academic level, and location within the organization. c) Location and description. Probable geographic location of the head office, as well as a technical explanation of said decision. d) Information systems. Description of accounting, administrative, communication, and risk monitoring systems, money laundering prevention, terrorism financing, and financing of the proliferation of weapons of mass destruction, as well as the software and hardware to be used. e) Legal framework. The study must be based on the current applicable legal and regulatory provisions, considering their impact on the financial projections of the AGD. f) Conclusions. Having developed the bases and elements that make up the technical study, the corresponding conclusions must be issued, which will also include the favorable and unfavorable aspects found in the research.

IV. FINANCIAL STUDY AND EVALUATION OF THE PROJECT. In this section, the amount and origin of the economic and financial resources available to carry out the project must be explained, including the following aspects: a) Investment plan and Working Capital

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b) Origin and amount of capital. For this purpose, the authorized, subscribed, and paid capital with which the AGD will start must be indicated, as well as the description and documentation that proves the origin and legitimacy of the funds. c) Policies, methodology, and assumptions. The policies, methodology, and assumptions that will be used to take advantage of the opportunities offered by the market in particular and the economy in general, regarding aspects concerning the warehouse industry, will be described. d) Financial projections. Financial projections must be prepared that cover a period of no less than five (5) years of operation, presenting the following information:

1. Assumptions for each year of the financial projections;
2. Statement of Financial Position;
3. Income Statement;
4. Cash Flow;
5. Break-even point; e) Calculation of financial indicators. Among the aspects to be evaluated are:
6. Minimum expected rate of return;
7. Net present value, indicating the discount rate used;
8. Internal rate of return of the project; and,
9. Benefit/Cost Ratio
10. Sensitivity analysis. The sensitivity analysis of the project must consider endogenous and exogenous factors that could affect the project, proposing pessimistic, normal, and optimistic scenarios. f) Conclusions. Having developed the bases and elements that make up the study and financial evaluation, the corresponding conclusions must be issued, which will also include the favorable and unfavorable aspects found in the analysis.

V. ECONOMIC AND SOCIAL EVALUATION. This section must consider the project's contributions to the country's economic variables and to society in general, which includes: a) Social benefits. Job generation, tax generation, access to warehousing and credit services, sources of financing and investment, contribution to the target market. b) Economic benefits. Participation in the country's economic growth, price competition, impact on demand and supply, sources of financing, contribution to savings, etc. c) Conclusion. Having developed the bases and elements that make up the economic and social study, the corresponding conclusions must be issued, which will also include the favorable and unfavorable aspects established in the analysis.

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ANNEX 2 CURRICULUM OF ORGANIZERS, PROPOSED ADMINISTRATORS, SHAREHOLDERS, BOARD OF DIRECTORS MEMBERS, CHIEF EXECUTIVE OFFICER, GENERAL MANAGER, AREA VICE PRESIDENTS, AML/CFT ADMINISTRATOR, INTERNAL AUDITOR, OR THOSE WHO ACT IN THEIR PLACE Strictly confidential information COMPANY: ________________________________________________________________________ GENERAL DATA Full name: ________________________________________________________ Nationality: ____________________________________________________________ Profession or trade: _________________________________________________________ Place and date of birth: ________________________________________________ Identity Card Number: _____________________________________________ Residence Card (in the case of foreign residents in the country):

---

Passport Number (in the case of non-resident foreigners)

---

RUC Card Number (or its equivalent, as appropriate):

---

Position to be held in the AGD:

---

Migration status: ______________________________________________________ Do you have authorization to work in the country? (only for foreign shareholders holding administrative or board positions) YES ( ) NO ( ) Authorization Number: ____________________________________________________ Authorization Date: _____________________________________________________ Validity of authorization: _________________________________________________ KNOWLEDGE AND EXPERIENCE Knowledge and experience in activities related to General Warehouses, banking, financial, and financial risk management: Entity Position Period from ... to Main Functions*

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Positions held or currently held in other entities: Entity Position Period from ... to Main Functions* Studies and training completed: Establishment Title or course name Period from ... to Observations* *It is required to expand in a separate document all information related to the functions and activities carried out in these entities, which allows evaluating their knowledge, skills, and aptitudes to solve problems autonomously and flexibly and substantiates their suitability for the position they hold or are proposed for. OTHER INFORMATION Have you been declared bankrupt or insolvent? YES ( ) NO ( ) If affirmative, indicate the reasons and state if you have been rehabilitated:________________________________________________________________________________________

---

---

Have you ever been subject to judicial proceedings? YES ( ) NO ( ) If affirmative, indicate:

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Reason Type of Process Date Final Result Have you ever been administratively sanctioned or judicially processed for money laundering or other assets? YES ( ) NO ( ) If affirmative, indicate the sanction or process. I declare that the data above are true, subjecting myself to the sanctions determined by law for any inaccuracy thereof. Place and date: _____________________________________________________ f) __________________ Name: ______________ ANNEX 3 PATRIMONIAL STATEMENT AND RELATIONSHIP OF INCOME AND EXPENSES NOTARIAL DECLARATION (Strictly confidential information) Company: ____________________________________________________ NAME: _______________________________________________________________ Referring to the day ____________________________________________________________ ASSETS (In thousands of C$)* Cash on hand Bank deposits (total) Account of ____________ No. __________ Bank ___________ Account of ____________ No. __________ Bank ___________ Account of ____________ No.___________ Bank ___________ Account of ____________ No. __________ Bank ___________ Shares (detail in table 3)

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Bonds, promissory notes, and other securities (detail in table 3) Accounts receivable (only those that are duly documented, detail in table 4) Inventories (cost value, detail in table 5) Household furnishings Machinery, furniture, and equipment Tools Vehicles (detail in table 6) Real estate (detail in table 7) Other assets (specify) TOTAL ASSETS LIABILITIES (In thousands of C$)* Short-term credits (one year or less, include overdrafts, detail in table 9) Long-term credits (more than one year, detail in table 9) Accounts payable Suppliers Other liabilities (specify) TOTAL LIABILITIES EQUITY (Assets minus liabilities) _________________________________ CONTINGENCIES (detail table 10) _______________________________________

• When it comes to foreign currency, indicate its equivalent in national currency, at the official exchange rate on the date of the patrimonial statement.

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INCOME (1) (Numbers in thousands of C$) CONCEPTS MONTHLY ANNUAL Salaries Dividends and interest Commissions Rentals Others (specify) TOTAL INCOME EXPENSES (2) (Numbers in thousands of C$) CONCEPTS MONTHLY ANNUAL Personal expenses Amortization of credits Interest on credits Other expenses (specify) TOTAL EXPENSES

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INVESTMENTS IN SECURITIES (3) ISSUING ENTITY TYPE OF INVESTMENT (shares, bonds, promissory notes, etc.) COST VALUE SHAREHOLDING PARTICIPATION PERCENTAGE (%) BOOK VALUE ACCOUNTS RECEIVABLE (4) TYPE OF DOCUMENT (promissory notes, bills of exchange, etc) ORIGINAL AMOUNT CURRENT BALANCE INVENTORIES (5) DESCRIPTION OF INVENTORY QUANTITY IN STOCK VALUE

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VEHICLE DETAIL (6) MAKE YEAR ACQUISITION VALUE BOOK VALUE REAL ESTATE DETAIL (7) DESCRIPTION OF REAL ESTATE HOUSE, FARM, LOT, BUILDING ADDRESS BOOK VALUE AREA SQM. REG. NO. VOLUME, FOLIO AND ENTRY BOOK No. OF THE DEPT. OF DETAIL OF ENCUMBRANCES ON THE REAL ESTATE IDENTIFIED ABOVE (8) NAME OF THE CREDITOR DATA OF THE REAL ESTATE BALANCE DUE DATE BANKING OBLIGATIONS SHORT AND LONG TERM (9)

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BANK AND COUNTRY CREDIT NO. BALANCE TYPE OF GUARANTEE DATE OF GRANT DATE OF MATURITY CONTINGENT OBLIGATIONS (10) GUARANTOR, CO-DEBTOR OR SURETY OF NAME OF THE CREDITOR ORIGINAL AMOUNT BALANCE INSURANCES CONTRACTED (11) INSURANCE COMPANY POLICY NO. TYPE OF INSURANCE INSURED AMOUNT DATE OF VALIDITY Note: Any other information or additional documentation deemed appropriate may be added. OBSERVATIONS:

---

---

I DECLARE that the above information is true and I submit myself to the corresponding legal sanctions for any falsehood or inaccuracy that may be proven. Place and date______________________________________________________ (f) ___________________________________________ ANNEX 4 METHODOLOGY FOR CALCULATING 5% SHAREHOLDERS

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The ownership of 5% of an individual natural person individually or jointly with their related parties through one or several legal entities up to the institution is determined as follows: PN1 ----------> PJ2 ----------> PJS ---------- PJ(n-1)% ----------> PJ(n) P1% P2% P(n-1)% Where K% is the percentage of participation of PN1 in PJ(n) Conditions:

1. If P1% ≤ 50%: K% = P1% * P2% * ----- * P(n-1)%
2. If P1% > 50%, P1% is considered 100%: a) Where P2% ≤ 50%: K% = 100% * P2% * ----- * P(n-1)% and so on. b) Where P2% > 50%: K% = 100% * 100% * P3% * ----- * P(n-1)% and so on. Abbreviations: PN: Natural Person PJ: Legal Person Pi%: Percentage of participation of natural person “i” in the capital of legal person “i+1”. For i = 1, 2, 3, …., n-1. (f) Gabriel Pasos Lacayo (f) V. Urcuyo V. (f)Fausto Reyes B. (f) illegible (Silvio Moises Casco Marenco) (f) U. Cerna B. URIEL CERNA BARQUERO Secretary Board of Directors SIBOIF