Notice revoking authorization for Operadora de Recursos Reforma S.A. de C.V., S.F.P. to operate as a Popular Financial Society — SHCP — MX

DOF: 23/11/2020

OFFICE through which the authorization granted to Operadora de Recursos Reforma S.A. de C.V., S.F.P. to continue operating as a Popular Financial Society is revoked.

At the margin, a seal with the National Coat of Arms, which says: United Mexican States.- TREASURY.- Ministry of Finance and Public Credit.- National Banking and Securities Commission.- Legal Vice Presidency.- General Litigation Directorate.- General Adjunct Legal Directorate of Proceedings B.- Office number: P479/2020 .-

File: CNBV.2C.9REVOCATION,212 (6517), 19/02/2020-19/02/2020, REV/046/EF/01 .

Subject: Authorization to continue operating as a Popular Financial Society is revoked.

LEGAL REPRESENTATIVE OF OPERADORA DE
RECURSOS REFORMA

S.A. DE C.V., S.F.P.

VERACRUZ, NUMBER 6, COL. CENTRO, DOLORES
HIDALGO, GUANAJUATO, C.P. 37800.

This National Banking and Securities Commission, based on the provisions of Article 37 of the Savings and Popular Credit Law; 2, 4, fractions I, XI, and XXXVIII, 12 fractions V and XV, 16, fractions VI and XVII, of the Law of the National Banking and Securities Commission (hereinafter LCNBV), in relation to the fourth paragraph of Article 5 of the same Law, in order to comply with said legal regulations, issues this resolution revoking the authorization, to operate as a Popular Financial Society, which was granted at the time to the company named OPERADORA DE RECURSOS REFORMA S.A. DE C.V., S.F.P., in accordance with the following:

BACKGROUND

The Board of Directors of the CNBV, in a session held on December 10, 2007, authorized the organization and functioning as a Savings and Credit Entity under the figure of Popular Financial Society to Operadora de Recursos Reforma, S.A. de C.V., S.F.P. (hereinafter OPERADORA, REFORMA, Entity, Company or SOFIPO, interchangeably), a situation that was notified through offices 310- 1800004/2007 and 120-874025/2007 dated December 17, 2007, published in the Official Journal of the Federation on January 30, 2008, by this National Banking and Securities Commission (hereinafter CNBV or Commission interchangeably), having been assigned operation level III in accordance with the Savings and Popular Credit Law (LACP).

II.

Through office number 212-1/62751/2020 of October 2, 2020 (hereinafter notice of summons) this Commission summoned the Entity to the administrative procedure for revocation of its authorization to continue carrying out operations as a Popular Financial Society, by allegedly falling under the cause provided for in Article 37 fraction V of the Savings and Popular Credit Law (1) (also the law or LACP), that is, for not complying with the capitalization requirements established in accordance with Article 116, fraction VI, of the LACP and the applicable provisions in this matter, for which a period of ten business days was granted for it to exercise its right to a hearing, manifest what was convenient for its interests, offer evidence and formulate arguments, in relation to the specified cause.

III. By office number 212-1/62923/2020
of October 12, 2019, the Commission requested an opinion from the Federation of Rural Financial Institutions and Organizations, A.C., (hereinafter FEDERATION or FEDRURAL), regarding the referred cause of revocation in which REFORMA might have been located.

IV. By writing dated October 22, 2020, received in the email of the Vice Presidency of Supervision of Development Banking and Popular Finance, the Entity exercised its right to a hearing making various manifestations and offering various evidence in relation to the cause of revocation contained in the notice of summons.

V. By writing of October 26, 2020, received via email at this Commission on the 27th of the same month and year, the FEDERATION issued an opinion regarding the cause of revocation attributed to the Society, which is transcribed in the part that interests within the considerative part of this resolution.

VI. On November 18, 2020, the revocation of the authorization of Operadora de Recursos Reforma, S.A.
of C.V., S.F.P., was submitted to the consideration of the Board of Directors of the National Banking and Securities Commission, based on the facts stated in the previous paragraphs, which adopted Agreement FIRST in the extraordinary session held on the aforementioned date, a certified copy of which is attached to this resolution and forms an integral part of it, and whose full text is reproduced below, for the proper safeguarding of legal certainty of that Entity:

" FIRST .- The members of the Board of Directors, based on Articles 12, fraction V of the Law of the National Banking and Securities Commission, in relation to Article 37, fraction V of the Savings and Popular Credit Law, unanimously agreed to revoke the authorization granted by the National Banking and Securities Commission, through office number 310-1800004/2007 and 120-874025/2007 dated December 17, 2007 to Operadora de Recursos Reforma, S.A. de C.V., S.F.P., to organize and function as a popular financial society, so that in accordance with the Savings and Popular Credit Law, its dissolution and liquidation shall proceed, in the terms contained in the Resolution attached to the respective note and which forms part of this agreement.

SECOND .- The members of the Board of Directors, in accordance with Article 16, fraction VI of the Law of the National Banking and Securities Commission, instructed that the President of the National Banking and Securities Commission execute the aforementioned First Agreement.

THIRD .- The members of the Board of Directors, in accordance with Article 16, penultimate paragraph of the Law of the National Banking and Securities Commission, instructed that the aforementioned First Agreement be notified by the President, Legal Vice President or by the public servants attached to the National Banking and Securities Commission that either of the first two designates. "

Having said the above, the reasons and legal grounds supporting the revocation of the authorization granted to the referred Entity are exposed below, in accordance with the following:

CONSIDERATIONS

FIRST. -
COMPETENCE . Based on Articles 36 and 37 of the Savings and Popular Credit Law; 2, 4, fractions I, XI, and XXXVIII, 12 fractions V and XV, 16, fractions VI and XVII, of the LCNBV, the National Banking and Securities Commission, as a Decentralized Body of the Ministry of Finance and Public Credit, is empowered to authorize the organization and functioning of popular financial societies and, if applicable, to agree on the revocation of said authorizations.

SECOND. -
CAUSE FOR REVOCATION . By office number 212-1/62751/2020 dated October 2 of 2020, this Commission summoned the Entity to the administrative procedure for revocation of its authorization to continue carrying out operations as a popular financial society, by allegedly falling under the cause for revocation established in Article 37 fraction V of the Savings and Popular Credit Law (LACP), that is, for not complying with the capitalization requirements established in accordance with Article 116, fraction VI, of the LACP and the applicable provisions in this matter, as was made known to it in the aforementioned office.

THIRD. -
ANALYSIS OF THE MANIFESTATIONS FORMULATED BY THE ENTITY . Through the writing presented before this Commission on October 22, 2020, the Entity exercised its right to a hearing in accordance with the first paragraph of said Article 131, fraction I, of the LACP, in which it asserts various manifestations, which are transcribed below in the parts that interest:

" I manifest that as is known to the Honorable Commission, the Entity is currently in a process of Incorporation of a New Shareholder, to cover the capitalization of Reforma, carrying out the following:

On August 16, 2020, a General Shareholders' Meeting was held, in which it was agreed unanimously by vote the access to possible investors named José Delfim Goncalves and Ivan luri Salvador Goncalves both of Portuguese nationality, who have the interest to invest the amount of $20,000,000.00 twenty million dollars for the purpose of covering the prevailing decapitalization today. Same who have analyzed figures and achieved total conviction to invest the resources with the previously authorized by this Honorable Commission and other government bodies that must give approval or authorization for the investment with Reforma , copies are attached to this petition of:

a) Investment commitment letter signed by Jose Delfim Goncalves and Ivan luri Salvador Pereira Goncalves in Mexico City on June 25, 2020, in attention to C.P. Marco Antonio Medina González, head of the General Directorate of Supervision of Popular Financial Societies, attached to the National Commission Banking and Securities. Likewise, a faithful copy of the certification is attached to the present, which has as its object to certify, confirm and transfer, with full banking responsibility that the signatories commit to pay said transfers with the registration number 28764104, in favor of SUPREME PASSION, for the amount of $310,000,000.00 three hundred ten million dollars with which the financial status of the legal entity they represent is proven.

b) Investment commitment letter [sic] dated August 12, 2020 sent to the C.P.
Marco Antonio Medina González with a copy to the Federal Tax Attorney's Office signed by Mr. José Delfim Goncalves and Ivan luri Salvador Pereira Goncalves where they manifest their intentions to invest $20,000,000.00 twenty million dollars.

c) Authorization Letter dated September 29, 2020 from Mr. Ivan luri Pereira Goncalves as legal representative of SUPREME PASSION authorizes C.P. Marco Antonio Medina Gonzalez to verify the information regarding his capacity to invest in Mexico in the legal entity Operadora de Recursos Reforma S.A. de C.V., S.F.P., providing the following data ACOUNT NAME: ONELAW LTD'S, ACOUNT NUMBER: SH35 0077 7008 9119 5761 2, BANK BRANCH OFFICE:
SCHWYZ WWUITZERLAND, BANK OFFICER INFORMATION: MARTIN HALEEF/ EMAIL: martin.haleef@szkb.ch signed by the Director of Banch Of Brasil Antonio I.
Sobrinho.

d) Office dated October 12, 2020 Mr. Ivan luri Salvador Pereira Goncalves signed an office addressed to C.P. Marco Antonio Medina Gonzalez head of the General Directorate of Supervision of Popular Financial Societies, attached to the National Banking and Securities Commission, to confirm that they are ready and disposed to transfer the committed capitalization funds to the Financial Entity Operadora de Recursos Reforma S.A. de C.V., S.F.P., for an amount minimum of $20,000,000.00 (twenty million dollars, USD ) which will be done immediately once the ongoing financial and legal "Compliance" process is completed, whose deadline for conclusion will be Friday December 04 of this year, so that the funds will be assigned to the Reforma account on the 10th of the same month.

As part of the process I inform you that from the above, it has been delivered to the FEDERATION FEDRURAL A.C., as supported by the reference office FED/COMITE/PCS/025/2020, where said Federation makes it clear that to be in conditions to issue in case Favorable Opinion as established in Article 45 of the LACP, subject to the response presented by Operadora de Recursos Reforma, S.A de C. V., S.F:P., on the Right to Hearing established in the Office Num: 212-1/62751/ 2020 dated October 2, 2020 through which the CNBV summoned for revocation of the license as a Popular Financial Society and according to what the National Commission Banking and Securities resolves regarding; Mr. Ivan luri Salvador Pereira Goncalves as a possible investor of the Entity requires presenting various information as established in
Article 10, 44 and 45 of the Savings and Popular Credit Law and Articles
2, 2 Bis, 2 Bis 1, 4, Annex T and U of the Provisions of Applicable Character to the Entities of Savings and Credit, Integration Organizations, Popular Financial Societies and Rural Financial Integration Organizations, to which refers the Law of Savings and Popular Credit in force...".

A copy is attached to the present.

Likewise I inform you that on October 21, 2020, I received via email reference office number FED/COMITE/PCS/024/2020 issued by the President of the Supervision Committee of Fedrural (a copy of which is attached to the present) which refers in the last and penultimate paragraphs as follows:

"It is also made known that Annex T in the Section of Natural Persons and Legal Entities establishes compliance for the procedure of registration of the Record of Registry Data before the Attorney General's Office, as well as the issuance of the opinion prepared by legal entities that provide audit or business investigation services of recognized prestige, in the opinion of the National Banking and Securities Commission, on the truthfulness of the manifestations regarding the origin of the resources that make up the patrimony of the person for which the respective documentary support must be kept in view. Likewise, documentary evidence related to the referred origin of the resources must accompany the authorization request.

For the above, the Federation will be in conditions to issue a Favorable Opinion and review the source of the origin of the resources, once the Entity delivers to this Federation the previously required information."

From the above, it is clear that the process of Incorporation of a New Investor to Reforma has not concluded, and until the Federation can issue the favorable opinion, as well as review the source origin of the resources, for this reason I request that the necessary period be granted to me so that the capitalization process is concluded, derived from (sic) the funds will be assigned to Operadora de Recursos Reforma S.A de C.V S.F.P. by the Investor in question.

It should be mentioned that the decapitalization that currently prevails in Operadora de Recursos Reforma S.A de C.V., S.F.P., was originated by third parties unrelated to Reforma, same that to date are in various extrajudicial and judicial processes with the object of recovering the patrimony of the entity, for which on August 14, 2019, the notarial requirements against the legal entity named OFINEL S.C. were initiated; subsequently in November 2019, legal actions began against Consultoría Byot en Negocios y Tecnología, S de R.L. de C.V., and Grupo Avakey, through Lic. Diego Hernán Arévalo Pérez, this in attention to the Patrimonial Detriment caused to Reforma by said legal entities through their representatives and collaborators; likewise in October 2020, the notarial requirements began with the Commissioners David Israel Obregón Farias, María del Rosario Magdaleno Guzman and Adrian Muñoz Ibarra, through Lic. Netzahualcóyotl Iván Vargas Vásquez; achieving to date significant advances in terms of securing real estate that guarantee the patrimony of Reforma; for which from the result of the previous processes it is clear that to date the Attorney General's Office has managed in favor of Operadora de Recursos S.A de C.V., S.F.P., the securing of 5 real estate properties, as detailed below :

1.- Ofinel S.C., with 35%, Antenor Alfonso Torrontegui Manjarrez with 35% and Emmyline Janeth Torrontegui Manjarrez with 30% to whom a property classified as a three-level commercial building located at Álvaro Obregón Corner Las Quintas, No. 82, Centro Neighborhood, Municipality of Culiacán, State of Sinaloa; with an estimated commercial value of $16,000,000.00 (sixteen million pesos 00/100 M.N.), property that is insured by the Attorney General's Office in favor of Operadora de Recursos Reforma S.A de C.V, S.F.P. A copy of the Appraisal made by Arq. Héctor Lopez Santiago; Professional ID 7305679 is attached to the present.

2.- Ofinel S.C. with 50% and Antenor Alfonso Torrontegui Manjarrez with 50%, to whom a property classified as real estate development at kilometer 9.0 of the Mazatlán - Culiacán highway, State of Sinaloa; with an estimated value of $25,337,678.60 (twenty-five million three hundred thirty-seven thousand six hundred seventy-eight pesos 60/100 M.N.), property that is insured by the Attorney General's Office in favor of Operadora de Recursos Reforma S.A de C.V, S.F.P. A copy of the Appraisal made by Arq. Héctor López Santiago: Professional ID 7305679 is attached to the present.

3.- Ofinel S.C., to whom a property consisting of lots 48, 49 and 50 of the address located at the Ranchería San Agustín, Municipality of Guasave, which has construction technology, infrastructure and permits granted by CONAGUA, of the city of Sinaloa, with an estimated commercial value of $80,000,000.00 (eighty million pesos 00/100 M.N.), according to the appraisal made by Ing. Mario Raul Vilchis Guerrero, with professional ID number 1328735.

4.- Financiera Cuallix, S.A. de C.V., with 100% to whom a property was secured classified as an Industrial Park whose commercial value amounts to $80,984,730.00 (eighty million nine hundred eighty-four thousand seven hundred thirty pesos 00/ M.N.), which is insured by the Attorney General's Office in favor of Operadora de Recursos Reforma S.A de C.V, S.F.P. A faithful copy of the Appraisal made by C.P. Pedro Alejandro Sánchez Juárez; Professional ID 1328735, member of GRUPO MARAVIT S.A. DE C.V. is attached to the present.

5.- A property in the city of Chalco State of Mexico with an approximate value of $4,000,000.00 (four million pesos 00/100 M.N.), for which I attach to the present universal flyer IFR-MOD-MPOOR-UNI-01, with file number 076276 of the Institute of the Registry Function of the State of Mexico.

From the legal actions undertaken against OFINEL S.C., Grupo Avakey, and Consultoría Byot en Negocios y Tecnología, S. de R.L. de C.V., as well as their representatives and collaborators, to date the judicial securing of the real estate described above has been achieved, summing an expert value of $206,322,408.60 (two hundred six million three hundred twenty-two thousand four hundred eight pesos 60/100 M.N.).

In addition to the above, I manifest that Operadora de Recursos Reforma S.A de C.V., S.F.P., has 15 properties with an approximate value of $105'476.637.00 (one hundred five million four hundred seventy-six thousand six hundred thirty-seven pesos 00/100 M.N.), according to the appraisals made in the immediate previous year, same that if updated to date their commercial value would be increasing by a considerable percentage in favor of the patrimony of REFORMA .

I mention that in order to cover the capitalization of the Entity, various people pronounced themselves before this Honorable Commission with the intention to invest resources for such purposes, which failed to comply with the contribution commitments, increasing the Entity the patrimonial detriment that prevails to date, for which I consider that they have caused damages and losses due to non-compliance with the commitments made with REFORMA before this Authority.

As a result of the above, it can be observed that Operadora de Recursos Reforma S.A de C.V., S.F.P., is carrying out actions aimed at covering the Entity; for this situation I request this Honorable Authority, grant the necessary period so that Mr. Ivan luri Salvador Pereira Goncalves, can conclude with the financial and legal "Compliance" on the date he states and with it the corresponding transfer be made for the amount of $20'000,000.00 twenty million United States dollars to cover the capitalization of Reforma, and likewise that the Federation Fedrural once that initiate the process of Incorporation of a New Shareholder be in conditions to issue the Favorable Opinion required in accordance with Articles 10, 44 and 45 of the Savings and Popular Credit Law, as well as review the source of the origin of the resources. "

The manifestations raised by REFORMA in the aforementioned writing, as well as the evidence it refers to, are, on the one hand, inoperative and on the other unfounded to disprove the cause for revocation established in Article 37 fraction V of the Savings and Popular Credit Law, which is attributed to it in the present administrative procedure, due to the considerations exposed below.

In principle, it is convenient to keep in mind that, as specified in the notice of summons, REFORMA fell under the cause for revocation provided for in fraction 37 fraction V of the Savings and Popular Credit Law, in that it had an important deterioration in its book capital starting in June 2017, to finally bring its net capital to July 31, 2020, to reflect a capital shortage over the NICAP requirement of $492,749,465 pesos, presenting a Negative Capitalization Level (NICAP) of -3,564.78%, so it does not maintain a net capital equal to or greater in relation to the capitalization requirements for total risks, thereby contravening Articles 101, 102 and 103 of the Provisions issued in this matter based on Article 116, fraction VI, of the Savings and Popular Credit Law, as shown in the following box:

For the above, this Commission considers that REFORMA does not have the financial and operational conditions for it to be viable to continue with the authorization to operate as a Popular Financial Society, by virtue of what is established by the aforementioned regulations:

General Provisions applicable to Savings and Credit Entities, Integration Organizations, Popular Financial Societies and Rural Financial Integration Organizations:

" Article 101 .- Entities must maintain a net capital in relation to the risks they incur in their operation, which cannot be lower than the capital requirements established in this Section. For these purposes, operations must be valued in accordance with the Accounting Criteria for Savings and Credit Entities that"

where applicable, in accordance with the provisions of the respective Section of Chapter V of this Title.

Operations shall be included from the date they are agreed upon, regardless of the settlement, delivery, or validity date, as applicable.

It shall be considered that the ownership of an asset has been transferred, and therefore it will not have capitalization requirements according to what is established in this Section, provided that the operation meets all and each of the conditions established to be recognized as a sale of assets, in the accounting criterion regarding the "Transfer of Financial Assets" issued by the Commission.

Article 102.- Entities, for the determination of capital requirements for credit risk, must adhere to the following procedure:

I. Classification of operations.

Entities must classify their assets and operations that generate contingent liabilities, according to the credit and counterparty risk of the operation regardless of the underlying asset, into any of the following groups:

a) Group 1. Cash; securities issued or guaranteed by the Federal Government; credits to the Federal Government or with express guarantee of the Federal Government itself and contingent operations carried out with the persons indicated in this subsection; as well as other operations where the counterparty of the Entities is any of the persons mentioned in this group.

b) Group 2. Deposits, securities, and credits held by or guaranteed or guaranteed by credit institutions and brokerage houses; credits and securities held by or guaranteed or guaranteed by public trusts constituted by the Federal Government for economic development; securities and credits held by decentralized organisms of the Federal Government; as well as other operations where the counterparty of the Entities is any of the persons mentioned in this group.

Without prejudice to what is established in the previous paragraph, operations subject to credit risk with or held by development banking institutions in which, in accordance with their respective organic laws, the Federal Government responds at all times for said operations, will have a credit risk weighting of zero percent.

c) Group 3. Credits, securities, and other assets that generate credit risk, where the counterparty of the Entities is different from the persons mentioned in the groups provided for in subsections a) and b) above.

Without limitation of what is established in this Section, the groups into which operations exposed to credit risk are classified, will be integrated by operations in national currency and UDIS as specified in this subsection, as follows: i) deposits and investments in securities include the respective accrued interests; ii) credit operations will be understood in their broadest sense and will include the taking of immediate collection documents, current and overdue portfolio; loans to personnel; refinancing and capitalization of interests; guarantees, accrued interests, and accrued commissions and premiums; iii) investments charged to the reserve fund for personnel pensions and seniority premiums will be considered as an additional investment in the group to which they correspond, and iv) to determine the accredited person and the currency of the operation, the characteristics of the financing granted through the discount operation will be considered, in the portfolio taken at discount with responsibility of the transferor, and the characteristics of the credit object of the discount will be considered in portfolio transfer operations with responsibility of the transferor (discounted titles with endorsement).

II. Computation of assets.

For the purpose of determining the required net capital with respect to the assets mentioned in subsections a), b) and c) of subsection I above, the following shall apply:

a) Regarding the credit portfolio, it will be computed net of the corresponding estimates, and

b) Regarding securities and other assets, they will be computed net of the respective estimates, depreciation, and write-offs.

III. Calculation of the requirement.

The net capital requirements will be determined by applying 8 percent to the sum of their assets and other operations, weighted as follows:

GROUPS

RISK WEIGHTING PERCENTAGE

20%

100%

In the case of loans for the acquisition or construction of personal housing that have a guarantee of at least 50 percent of the outstanding balance of the loan granted by a public development entity, for the purposes of capitalization requirements, Entities will consider the guaranteed portion of the credit within group 2 and the remaining unguaranteed portion within group 3.

Additionally, the capital requirements referred to in the preceding paragraph will enjoy a reduction of 25 percent.

For the purposes of what is stated in this article, Popular Financial Societies may deduct from the total amount of each credit, up to 100 percent of the money deposits constituted by the accredited party itself in the Popular Financial Society that meet the conditions to be considered a guarantee in terms of what is provided for in Subsection IV of Annex D of these provisions. The amount to be deducted cannot exceed the outstanding balance of the credit.

Article 103.- The capital requirement for market risk will be that obtained by applying 30 percent to the total amount resulting from the calculation of the capital requirement for credit risk determined in accordance with what is established by Article 102.

Entities may opt to use the "Procedure for the determination of capital requirements for market risk" referred to in Annex O of these provisions, provided that such Entities have the authorization of the Commission, prior opinion of the Federation that supervises them auxiliarily. This, under the understanding that once the methodology provided for in the cited Annex O is used, the Entity cannot determine its capitalization requirements for market risks in accordance with what is provided for in this Article.

Savings and Popular Credit Law

" Article 116.- The Commission will issue minimum prudential regulation guidelines to which Popular Financial Societies must adhere in the following matters:

...

VI. Capitalization requirements applicable based on credit risks and, if applicable, market risks; "

It should be added that, due to the deterioration in the accounting capital of the Entity, through notice 123/4940/ 2019 dated January 15, 2019, this Commission classified it in the capitalization category 4, based on article 74, subsection IV of the LACP, which establishes the following:

Savings and Popular Credit Law

" Article 74.- In an enumerative and not limiting manner, Popular Financial Societies must comply with the measures indicated below, depending on the Capitalization Level in which they are classified:

...

IV. Popular Financial Societies classified within category four, the provisions of Article 75 of this Law will be applicable to them. "

Now well, as had already been anticipated, the statements made by the Entity, identified as First, contained in the writing in which it exercises its right to be heard, prove ineffective to disprove the cause for revocation of its authorization to operate as a Popular Financial Society, given that, as will be explained in subsequent paragraphs, the Society does not credibly demonstrate that it complies with the capitalization requirements for total risks, thereby contravening articles 101, 102 and 103 of the Provisions issued in this matter and article 116, subsection VI, of the LACP, previously transcribed:

I. Regarding the statement of REFORMA, in the sense that it is in the process of incorporating a new shareholder, who intends to invest $20,000,000.00 dollars, with the purpose of covering the decapitalization of the Entity, it is ineffective, because, with the information and proofs presented with which it intends to remedy the facts set forth in the summons, it is considered insufficient and not appropriate, to disassociate it from the cause for revocation provided for in article 37 subsection V of the Savings and Popular Credit Law, since it does not demonstrate that the interested investors have made the deposit of the mentioned capital in any of the accounts of the Society, since this process has not concluded, being expressly recognized by the Legal Representative of REFORMA in the writing dated October 22, 2020, that at the time of its issuance its decapitalization persisted.

In this sense, the cause for revocation provided for in article 37 subsection V, of the Savings and Popular Credit Law prevails, since it does not maintain a net capital equal to or greater in relation to the capitalization requirements for total risks, in accordance with what is provided for in article 116, subsection VI, of the LACP, given that nothing of what has been argued so far disproves the imputations made in the summons notice.

Regarding what was manifested by the Society, regarding the decapitalization that currently prevails in Operadora de Recursos Reforma S.A de C.V., S.F.P., which was originated by third parties unrelated to REFORMA, which at the date are in various extrajudicial and judicial processes with the objective of recovering the entity's assets, having achieved significant advances to date regarding the securing of real estate assets that guarantee the assets of REFORMA, for which, according to its statement, from the result of the previous processes it is derived that to date the Attorney General's Office has managed in favor of Operadora de Recursos S.A de C.V., S.F.P., the securing of 5 real estate properties, it is also ineffective.

This is so, because the arguments raised and the proofs exhibited are insufficient to prove that it complies with the due level of capitalization, since as mentioned in the writing dated October 22, 2020, these procedures are pending, so it does not demonstrate that it complies or could come to comply with the capitalization requirements for total risks, in accordance with what is provided for in article 116, subsection VI, of the LACP, especially since in August 2017 it was informed of the decrease in its capitalization level.

Likewise, the Entity's statement is ineffective, in the sense that Operadora de Recursos Reforma S.A de C.V., S.F.P., has 15 real estate properties with an approximate value of $105,476,637.00 (one hundred five million four hundred seventy-six thousand six hundred thirty-seven pesos 00/100 M.N.), according to appraisals carried out in the immediate previous year, which if updated to date would have a commercial value that would increase a considerable percentage of the assets of REFORMA, given that it also does not disprove the cause for revocation established in article 37 subsection V of the Savings and Popular Credit Law.

This, because despite its statement, the Entity's decapitalization level persists as derived from Notice 123/4940/2019 dated January 15, 2019, through which REFORMA was notified of Category 4 of Capitalization Level and instructed to adopt corrective measures in accordance with what is provided for in article 75 of the LACP, corrective measures that implied the removal of the General Director and the Board of Directors of REFORMA, however, it did not comply, so, through writings dated February 21 and 26, March 19 and 26, 2019, under the argument that the Society registered an improvement in the NICAP, it requested an extension of 270 additional natural days, based on the last paragraph of subsection b), subsection III of article 74 of the LACP, in order to be able to comply with the Capital Restoration Plan, stating in the writing of March 26, 2019, that clients/members at that date, had confirmed the commitment to make additional contributions for an amount of $1.5 million pesos to capitalize their guarantees.

Thus, through Notice 123/5134/2019 dated April 8, 2019, an extension of 60 additional natural days was granted, with a due date of April 24, 2019; through Notice 123/5203/2019 of May 20, 2019, a second extension of 60 additional natural days was granted, with a due date of June 24, 2019, having requested on this date an extension to the extension already requested, likewise, through Notice No. 123/5290/2019 of June 25, 2019, an additional term of 15 natural days was granted to totalize an extension of 135 natural days, a term that expired on July 8, 2019.

Finally, by Notice 123/5312/2019 dated July 9, 2019, the measure previously dictated to REFORMA upon registering the capitalization level 4, consisting of the removal of the General Director and the Board of Directors, in terms of article 75 of the LACP, was declared definitive.

As a result of what has been explained so far, it is concluded that said Society continues to not comply with the capitalization requirements in accordance with what is provided for by the invoked provisions, hence its statements in the sense of the update of the commercial value of the real estate it claims to have, reversing the insufficiency in the NICAP that it presents with figures closing in July 2020, as it was informed in the summons notice.

To add more, on October 27, 2020, the Federation of Rural Financial Institutions and Organizations, A.C. (FEDRURAL) presented a writing addressed to this Commission in which, in response to the request for the opinion required in terms of what is provided for in the first paragraph of article 37 of the Savings and Popular Credit Law, it informs the following:

"... The Federation is not in a position to issue a favorable opinion until the requested documents are delivered, since it must be proven that the interested investors are contributing the necessary resources for the capitalization of the Entity, with the purpose of being in a position to verify the composition of the new shareholding structure, the new draft of bylaws, the documentation of the governing bodies that will be in charge of the administration of Reforma, origin and source of resources letter, comply with everything necessary that establishes Annex U and Annex T, as well as what the Law and its Provisions establish.

...

We must keep in mind that we must respond to safeguard the resources of the saving clients

...

Based on the information and documentation available to this Federation, mentioned in the antecedents exposed, as well as the validation carried out on the Regulatory Report R21 A 2111 Capital Requirements by Risks, with figures as of August 31, 2020, presented by Operadora de Recursos Reforma, S.A. de C.V., S.F.P., to this Supervisory Committee on September 21, 2020, it is observed that the Society does not comply with the Capitalization Requirements demanded by articles 101, 102 and 103 of the Provisions, which places the Society in the cause for revocation of the authorization to operate as a Popular Financial Society, provided for in Article 37, subsection V, of the Savings and Popular Credit Law.

In accordance with what is established in article 327 of the Provisions, it is observed that Operadora de Recursos Reforma, S.A. de C.V. S.F.P., presents a Capitalization Level that does not comply with the minimum parameter established in the regulations, placing the result of the Risk Capitalization Index below 131% starting from the month of June 2017, with a result of 122.6314%; observing a deterioration in said indicator over time, considering that in August 2020, the result obtained is -3,161.9472%.

Below is the detail of the quarterly calculation of the Risk Capitalization Index (ICAP), in which it can be observed that Reforma does not maintain a net capital equal to or greater in relation to the total capitalization requirement for risks, which shows that Operadora de Recursos Reforma, S.A. de C.V. S.F.P., does not have the necessary capital to cover the credit and market risk, to which it is exposed derived from the business level it maintains in its financial structure.

Additionally, we manifest that to date there is no evidence presented by Reforma that proves that contributions to the necessary capital have been made to be in conditions to continue carrying out operations as a Popular Financial Society, neither by the current shareholders, nor by new investors interested in restoring the Capital of Reforma at the prudential levels established.

For the foregoing, considering the antecedents exposed, this Federation pronounces favorably regarding the revocation of the Authorization to operate as a Popular Financial Society of Operadora de Recursos Reforma, S.A. de C.V. S.F.P. upon the updating of the cause for revocation provided for in Article 37, subsection V, of the Savings and Popular Credit Law; requesting the Commission to dictate the pertinent measures for the protection of the interests of the savings and popular credit system ..."

In accordance with what has been exposed, and considering the opinion formulated by FEDRURAL, it is clearly observed, that the Entity does not maintain a net capital equal to or greater in relation to the capitalization requirements for total risks, thereby contravening articles 116, subsection VI, of the LACP, in relation to what is established in articles 101, 102 and 103 of the Provisions, so this Commission considers that, REFORMA does not have the financial and operational conditions for it to be viable to continue with the authorization to operate as a Popular Financial Society, so said Federation pronounced favorably for the revocation of the Entity.

In view of the foregoing, in attention to the fact that the Entity did not demonstrate compliance with the capitalization requirements established in accordance with what is provided for in article 116, subsection VI, of the LACP and the applicable provisions in this matter, it is concluded and it is concluded that OPERADORA DE RECURSOS REFORMA, S.A. DE C.V., S.F.P., is located in the hypothesis of revocation provided for in article 37 subsection V of the Savings and Popular Credit Law (LACP), so it proceeds in this act to revoke its authorization to continue organizing and functioning as a Savings and Credit Entity under the figure of Popular Financial Society, granted through notices 310-1800004/2007 and 120-874025/2007 dated December 17, 2007 to Operadora de Recursos Reforma, S.A. de C.V., S.F.P.

Based on what has been exposed, the National Banking and Securities Commission, prior agreement of its Board of Directors, taken in its extraordinary session held on November 18, 2020 and with the object of preserving the stability of the financial system as a whole, safeguarding the interests of the public:

RESOLVES

FIRST. This Decentralized Body, based on what is provided for in article 37 of the Savings and Popular Credit Law; as well as in accordance with the FIRST Agreement adopted by the Board of Directors of said Commission in its extraordinary session held on November 18, 2020 and the considerations that were exposed in this resolution, revokes the authorization to continue carrying out operations as a Popular Financial Society, in the terms in which it was granted by the National Banking and Securities Commission, through notice number 310-1800004/2007 and 120-874025/2007 dated December 17, 2007, to Operadora de Recursos Reforma, S.A. de C.V., S.F.P.

SECOND. From the date of notification of this resolution, Operadora de Recursos Reforma, S.A. de C.V., S.F.P., is unable to carry out operations and will be placed in a state of dissolution and liquidation, in accordance with what is mandated by the third paragraph of article 37 of the Savings and Popular Credit Law.

THIRD. Based on what is provided for in the second paragraph of article 37 of the Savings and Popular Credit Law, register this resolution in the corresponding Public Commerce Registry and publish it in the Official Gazette of the Federation and an extract of this notice, in two widely circulated newspapers in the geographic area where said Society operated.

FOURTH. Based on what is established in the penultimate paragraph of article 16 of the Law of the National Banking and Securities Commission, in articles 4, subsections I, subsection B and II, subsection B, subsection 26), 9 and 12 of the Internal Regulations of the National Banking and Securities Commission, published in the Official Gazette of the Federation on November 12, 2014; as well as 51 of the Agreement by which the President of the National Banking and Securities Commission delegates Powers to the Vice Presidents, General Directors and Assistant General Directors of said Commission, published in the Official Gazette of the Federation of November 30, 2015, updated with the reforms published in said Gazette on December 14, 2016, and in terms of what is ordered in the THIRD Agreement, adopted by the Board of Directors of said Commission in its extraordinary session held on November 18, 2020, it is delegated indistinctly in the public servants of this Commission, Mónica Brenda Villarreal Medel, Luz María Padilla Longoria, Enrique Aduna Mondragón, Irma Azucena Muñíz Domínguez, Blanca Elena Luna Sierra, Bárbara Espinosa Lizcano, Lucia Guadalupe Manríquez Morán, Laura Jazmín Ruíz Valencia, Evelyn Martínez Beltrán, Armando Díaz Betancourt, Cristian Javier Mosqueda Salazar, Rogelio García Martínez, Mariana Cecilia Luna Rivera, Karen Yoselim Montes Hernández, Erick Pineda Luis, Juan Manuel Hernández Vega and Francisco Godínez Ayala, the

charge of notifying, jointly or separately, this notice through which compliance with the agreement adopted by the Board of Directors of said Commission is given.

The foregoing, is made known to you based on what is provided for in articles 16, subsection VI, and penultimate paragraph, of the Law of the National Banking and Securities Commission and 12 of the Internal Regulations of the National Banking and Securities Commission, as well as in terms of the FIRST Agreement adopted by the Board of Directors of said Commission in its extraordinary session held on November 18, 2020.

Thus it was provided by the President of the National Banking and Securities Commission, based on what is

Established in Articles 16, subsections VI and XVII, of the Law of the National Banking and Securities Commission

and signed, in substitution due to absence, by the Legal Vice President of this Commission, in accordance

with what is provided in Articles 3, subsection III, second paragraph, 4, subsection I, section A, subsection II, section A,

subparagraph 7), 12 and 54 of the Internal Regulations of the National Banking and Securities Commission.

Comply

Sincerely

The Legal Vice President of the

National Banking and Securities Commission, Mónica Brenda Villarreal

Medel. - Initials.

Article 37.- The Commission, after having heard the opinion of the respective Federation and prior to the hearing

of the interested Popular Financial Society, may declare the revocation of the authorization granted in accordance with

Article 9 of this Law, as applicable, in the following cases:

...

V. If it does not comply with the capitalization requirements established in accordance with the provisions of Article 116,

subsection VI, of this Law and the provisions to which said provision refers;

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