Office Order revoking the authorization granted to Devida Hipotecaria, S.A. de C.V., S.F.P., to operate as a Popular Financial Society — SHCP — MX

DOF: 08/08/2018

OFFICE ORDER revoking the authorization granted to Devida Hipotecaria, S

At the margin, a seal with the National Coat of Arms, which reads: United Mexican States.- Ministry of Finance and Public Credit.- National Banking and Securities Commission.- Office No.: P189/2018.- File:

CNBV.212.421.12() " 2017/Jun/15,2017/Jun/15 " /01/.

SUBJECT:

Your authorization to operate as a Popular Financial Society is revoked.

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

Homero 109, Floor 16, Int. 1603, Col. Chapultepec Morales,

C.P. 11570, Del. Miguel Hidalgo, Mexico City.

Attention: C.P.

Marco Antonio Reyes Herrera

General Director.

This National Banking and Securities Commission, based on the provisions of articles 37, in relation to 96, fraction IV and 132, all of the Savings and Popular Credit Law (hereinafter LACP) and 16, fractions VI and XVII, of the National Banking and Securities Commission Law (hereinafter LCNBV); in order to comply with said legal regulations, issues this resolution revoking the authorization to operate as a popular financial society, which was previously granted to the society named Devida Hipotecaria, S.A. de C.V., S.F.P. (hereinafter DEVIDA, Entity or Society, interchangeably), in accordance with the following:

BACKGROUND

Through office 210-90281-2010 and 120-86786-2010, of December 17, 2010, authorization was granted to DEVIDA to operate as a popular financial society, whose last registered address with this Commission is located at Homero 109, Floor 16, Interior 1603, Colonia Chapultepec Morales, C.P. 11570, Delegation Miguel Hidalgo, Mexico City.

II.

Through office 212/61908/2017, of July 31, 2017 (first notice of summons), notified to DEVIDA on August 2, 2017, this Commission summoned said Society to revoke its authorization to operate, as it was allegedly located in the cause provided for in article 37, fraction XIII, of the LACP, for which it granted a term of ten business days counted from the next business day after which the notification thereof took effect, so that, in exercise of its right to be heard, it would manifest what was convenient to its right, offer evidence and formulate allegations, in relation to the cause for which it was summoned.

By writing dated August 14, 2017, presented in the Common Registry Office of this Commission on that same day, said Society requested an extension of the term, which was granted to it, on a single occasion, for ten additional business days to the term granted through the First Notice of Summons.

Thus, through writing dated August 30, 2017, presented in the Common Registry Office of this Commission on the 31st of the same month and year, DEVIDA, in exercise of its right to be heard, made various manifestations regarding the content of the summons office 212/61908/2017, of July 31, 2017.

III.

Through office 212/61910/2017, of August 1, 2017, this Commission made known to FINE SERVICIOS, S.C. (hereinafter FINE or Federation, interchangeably), that DEVIDA could have been located in the cause for revocation of its authorization to operate as a popular financial society, provided for in article 37, fraction XIII, of the LACP. Thus, based on the provisions of the first paragraph of said article, it requested that Federation, within the term of ten business days counted from the next business day after which the notification thereof took effect, to issue an opinion to that effect.

By office FINE-DG-080-2017, of September 1, 2017, presented in the Common Registry Office of this decentralized body on the 4th of the same month and year, FINE issued the requested opinion, stating that "DEVIDA is located in a cause for revocation of the authorization to operate as a Popular Financial Society established in Article 37 fraction XIII of the Savings and Popular Credit Law".

However, through office FINE/DG/003/2018, of January 16, 2018, presented in the Common Registry Office of this Commission on the 18th of the same month and year, the Federation informed this decentralized body, as follows: "my represented party and the Entity DEVIDA Hipotecaria SA de CV SFP, reached an agreement to settle the pending obligations at their charge"; for which reason it requested to leave without effect the revocation process for said Entity.

IV.

Through office 212/61942/2017, of October 31, 2017 (second notice of summons) (1), this Commission summoned DEVIDA to revoke its authorization as it was allegedly located in the causes provided for in article 37, fractions V, VII, VIII and X, of the LACP, for which it granted a term of ten business days counted from the next business day after which the notification thereof took effect, so that, in exercise of its right to be heard, it would manifest what was convenient to its right, offer evidence and formulate allegations, in relation to the causes for revocation for which it was summoned. The term granted to said Entity expired on November 23, 2017.

However, from the records held in the files of this Commission, it is not observed that the referred Entity exercised its right to be heard within the established term, regarding the possible updating of the causes for revocation for which it was summoned in the office mentioned.

Through office 212/61944/2017, of October 24, 2017, this Commission made known to FINE that DEVIDA could have been located in the causes for revocation of its authorization to operate as a popular financial society, provided for in article 37, fractions V, VII, VIII and X, of the LACP. Thus, based on the provisions of the first paragraph of said article and regulatory body, it requested that Federation, within the term of ten business days counted from the next business day after which the notification thereof took effect, to issue an opinion to that effect.

By office FINE-DG-103-2017, of November 27, 2017, presented in the Common Registry Office of this Commission on the 30th of the same month and year, FINE issued the requested opinion, stating that "it concludes that DEVIDA may be located in causes for revocation of the authorization to operate as a Popular Financial Society established in Article 37 fractions V, VII, VIII, X and XIII of the Savings and Popular Credit Law".

VI.

On July 13, 2018, the revocation of the authorization of Devida Hipotecaria, S.A. de C.V., S.F.P., was submitted to the consideration of the Governing Board of the National Banking and Securities Commission, based on the facts stated in the previous paragraphs, which adopted the Seventeenth Agreement, of which certification is attached to this resolution and, for quick reference, is transcribed:

"SEVENTEENTH. - The members of the Governing Board, based on article 12, fractions V and XV of the Law of the National Banking and Securities Commission, in relation to article 37, fractions V, VII, VIII and X of the Savings and Popular Credit Law, taking into consideration the favorable opinion of the Sanctions Committee of the National Banking and Securities Commission in its session held on June 19, 2018, unanimously agreed to revoke the authorization granted by the National Banking and Securities Commission, through offices numbers 210-90281/2010 and 120-86786/2010 of date December 17, 2010, to operate as a popular financial society, to the society named Devida Hipotecaria, S.A. de C.V., S.F.P., 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."

As a result of the above, the reasons and legal provisions that support and motivate the revocation of the authorization to operate as a popular financial society, which was previously granted to Devida Hipotecaria, S.A. de C.V., S.F.P., are exposed below, in accordance with the following:

CONSIDERATIONS

FIRST. Based on the provisions of articles 9 and 37 of the LACP, in relation to what is established in articles 4, fractions XI and XXXVIII, as well as 12, fractions V and XV, of the LCNBV, this Decentralized Body is authorized to authorize the constitution and operation of popular financial societies and, if applicable, to agree on the revocation of said authorizations.

SECOND. By office 212/61908/2017, of July 31, 2017, this National Banking and Securities Commission summoned the Entity to the administrative procedure for revocation of its authorization to operate, as it was allegedly located in the cause for revocation established in article 37 fraction XIII of the LACP (2), as specified in Background II of this resolution, that is, for not having made the corresponding payments for auxiliary supervision fees, referred to in article 58, fraction I, of the aforementioned law.

The case is that DEVIDA, by writing dated August 30, 2017, presented in the Common Registry Office of this decentralized body on the 31st of the same month and year, referred to in paragraph II. of the background section of this resolution, DEVIDA exercised the right to be heard granted to it through summons office 212/61908/2017, of July 31, 2017 and submitted the documentation it deemed relevant, in order to disprove the cause for revocation attributed to it in said office, for which it argued, in summary, the following:

"... FINE SERVICIOS, S.C. failed to comply with what was agreed ... since January 2013 and to date it has not fulfilled all its described obligations ... which is fully evidenced by the fact that it never communicated to my represented party the results of the inspection visit ...

... the non-compliance of FINE SERVICIOS, S.C. is evidenced by the fact that it did not carry out its obligation to supervise my represented party in terms of the affiliation and supervision contract ... that is, it did not carry out the supervision consisting of reviewing, verifying, checking and evaluating the resources, obligations and assets of my represented party, as well as the operations, functioning, control systems and in general everything that could affect the financial position and legal situation of my represented party ...

... my principal does not owe FINE SERVICIOS, S.C., the supervision fees for which the procedure was initiated ..."

Likewise, through office FINE-DG-080-2017, of September 1, 2017, presented in the Common Registry Office of this decentralized body on the 4th of the same month and year, the referred Federation FINE issued the requested opinion, stating that "DEVIDA is located in a cause for revocation of the authorization to operate as a Popular Financial Society established in Article 37 fraction XIII of the Savings and Popular Credit Law".

However, through office FINE/DG/097/2017, of November 17, 2017, FINE informed that on the 16th of the same month and year, the Board of Directors of that Federation held its fourth session of the 2017 exercise, where it agreed to the forgiveness of surcharges and updates generated due to the payment of supervision fees to which DEVIDA is obligated to pay, and that said Entity would make the payments of the debts it had with FINE.

Subsequently, through office FINE/DG/ 003 /201 8, of January 16, 2018, presented in the Common Registry Office of this Commission on the 18th of the same month and year, the Federation informed this decentralized body as follows:

"... we make known to you that the Entity DEVIDA HIPOTECARIA SA DE CV SFP has complied with its pending obligations with this Federation... my represented party and the Entity DEVIDA Hipotecaria SA de CV SFP, reached an agreement to settle the pending obligations at their charge ..."

Additionally, it should be noted that from the "Report on the Financial Situation and Performance of the General Directorate of FINE Servicios, S.C.", contained in office FINE-DG-022-2018, of March 26, 2018, presented in the Common Registry Office of this decentralized body on the 27th of the same month and year, the following is derived: "during the month of January 2018, payment was received from the Society of Devida Hipotecaria, S.A. de C.V. SFP for one million pesos in accordance with the first extraordinary session of the Board of Administration of 2017, where the payment of the debts of DeVida Hipotecaria, S.A. de C.V. SFP was authorized, with a discount in the supervision fee not greater than 45%, the 100% of the CNBV Fee for Inspection and Surveillance being paid".

In this context, from the comprehensive and exhaustive analysis of the content of all and each of the referred documents, this Commission determines that DEVIDA settled the debts it had for auxiliary supervision fees, referred to in article 58, fraction I, of the LACP (in accordance with what was informed by the mentioned Federation); for which reason, it is considered that the assumption of revocation established in fraction XIII of article 37 of the LACP does not prevail, for which it was summoned in office 212/61908/ 2017, of July 31, 2017 and, therefore, there is no grounds to revoke the authorization of said entity based on said cause.

THIRD. By virtue of office 212/61942/2017, of October 31, 2017, referred to in paragraph IV. of the background section of this resolution, this Commission summoned DEVIDA HIPOTECARIA, S.A. DE C.V. SFP, to the administrative procedure for revocation of its authorization to operate as a Popular Financial Society, as it was allegedly located in the causes for revocation established in article 37 fractions V, VII, VIII and X, of the LACP (3).

The cited causes for revocation consist of the following:

Devida does not comply with the capitalization requirements established, contravening what is provided in articles 3, fraction VIII, and 116, fraction VI, of the LACP, in relation to what is provided in 66 of the General Provisions applicable to savings and credit entities, integration bodies, community financial societies and rural financial integration organisms, referred to in the Savings and Popular Credit Law (hereinafter Provisions);

ii)

the net capital of said Society could be lower than the minimum capital provided according to its level of operations, which would be contrary to the applicable prudential regulation (4);

iii)

Possibly the debts that said Society may have with Fine for auxiliary supervision fees are not duly and timely registered in the accounting of Devida (contravening thereby what is established in article 117 of the LACP) and;

iv)

That Entity, in a repeated manner, refused to present the information concerning the regulatory reports of the series: R01, R03, R04, R08, R10, R12, R13, R14, R15, R17, R20, R21, R24 and R26, with figures as of June 2017, in addition to the fact that they were requested from it on various occasions by the Federation, being that according to the Federation, DEVIDA had the required information within the terms marked by the relevant legislation.

The referred summons office was personally notified on November 7, 2017, so the ten-day term granted to the Entity expired on November 23, 2017.

This Decentralized Body through office 212/61944/2017, of October 24, 2017 (cited in paragraph V. of the background section of this resolution), requested an opinion from FINE regarding the causes for revocation mentioned, allegedly attributed to DEVIDA HIPOTECARIA, S.A. DE C.V. SFP., who through office FINE-DG-103-2017, of November 27, 2017 (referred to in the second paragraph of paragraph V. of the cited background section), issued the opinion that within the scope of its attributes it considered relevant, in which it mainly stated the following:

"... According to the auxiliary supervision work that the FINE Servicios, S.C. Supervision Committee performs on DEVIDA HIPOTECARIA, S.A. DE C.V. S.F.P., it has been identified that it has been failing to comply ... with the following obligations that place it in causes for revocation ... which are indicated below:

...

Non-compliance in the recognition of the liability it owes to FINE Servicios, S.C. which may place it in a cause for revocation according to what is established in fraction VIII of article 37 of the Savings and Popular Credit Law.
Non-compliance in the complete and timely presentation of the information that the Supervision Committee of FINE Servicios, S.C., has requested from it, which does not allow validating the financial information presented in the determination of the Capitalization Index of the Society in the months of June, July, August and September 2017 ... for this reason this Federation has reported the Society in category 4 of capitalization in terms of what is established in article 73 of the Savings and Popular Credit Law and article 205 Bis2 of the Provisions. The above may place DEVIDA in the causes for revocation established in fractions V, VII and X of article 37 of the Savings and Popular Credit Law.

..."

Now well, after having carried out an exhaustive review of the records held in this Commission, to date, there is no record that said Society has responded to the summons office 212/61942/2017, of October 31, 2017, nor that it has emitted any consideration regarding it or provided any means of conviction tending to disprove the causes for revocation pointed out.

Therefore, based on the provisions of article 131, fraction II, of the LACP (5), the causes for revocation attributed to the Society DEVIDA, established in fractions V, VII, VIII and X of article 37 of the LACP, must be considered proven.

Notwithstanding the above, a comprehensive and exhaustive analysis of the content of all and each of the documents referred to in the background sections, of the second notice of summons (which are held in the files of this Commission), will be carried out, in order to examine if DEVIDA is located in the causes for revocation pointed out for the reasons stated below:

DEVIDA did not comply with the Capitalization Level and net capital.

From the analysis of the information contained in the report "A-2111 Capital Requirement for Risks", from the series "R21 Capital Requirements", which is contained in Annex N of the Provisions, of offices P 161/2017, of July 21, 2017 and P 217/2017, of September 1, 2017, of the writing of August 7, 2017, as well as of the publication on the Internet page of the Auxiliary Supervision Committee of the Federation (6), regarding the capitalization categories corresponding to July and August 2017, in which it has maintained the classification of said society in Category 4, it is derived that DEVIDA fails to comply with the established capitalization levels, since with figures as of May 2017, it presented a NICAP of -3081.2294% and a net capital shortage of $154,226, according to the following table:

Concept	May 2017
Accounting Capital or Equity	410,678
Organization Expenses and other intangibles	-171,170 Deferred Taxes and PTU (in favor)

Thus, it is determined that DEVIDA fails to comply with the established capitalization levels, which contravenes what is provided in articles 3, fraction VIII, and 116, fraction VI, of the LACP, in relation to what is provided in 66 of the Provisions, which places it in the cause for revocation provided for in fraction V of article 37 of the LACP.

Likewise, it should be noted that from the review carried out on the Internet page of the Auxiliary Supervision Committee of the Federation (mentioned above), it is derived that DEVIDA, as of May 2018, has maintained the classification in Category 4, stating to that effect that said Society "registered credits in the account named 'contributions for future formalized capital increases by its Board of Administration', in addition to other accounting movements in various accounts, however, not all the documents required in the offices fine-GSE-0853-2017; FINE-GSE-0858-2017; FINE-PCS-0883; FINE-PCS-0925-2017, FINE-PCS-0955-2018, FINE-GSE-1013-2018, were delivered, for which it was not possible to validate that the accounting records were made in compliance with the Accounting Criteria that apply to Popular Financial Societies, for the months of July, August, September, October, November and December 2017. However, for January, February, March and April 2018, information (partial) is already available"; a situation that confirms that DEVIDA fails to comply with the established capitalization levels.

In view of which, this Commission determines that DEVIDA is located in the cause for revocation provided for in fraction V of article 37 of the LACP.

DEVIDA repeatedly (7) fails to comply with the applicable prudential regulation.

As a result of the analysis that this Commission carried out on the information contained in the observation offices 123/4526/2017, of February 14, 2017 and 123/21505/2017, of August 28, 2017, as well as in the writing of February 27, 2017, and in the absence of response from said Society to the second of the observation offices in question, this Institution concludes that DEVIDA, in a repeated manner, despite the observations issued by this Commission, does not comply with the applicable prudential regulation, in view of the considerations stated below:

From the review that this Commission carried out on the information contained in the regulatory report R01 "Minimum Catalog", corresponding to the period from May to November 2016, it was derived that the net capital of Devida resulted lower than the minimum required capital, for which this Institution issued the observation office 123/4526/2017, of February 14, 2017, in which the following was established:

"Observation
From the review of the regulatory report R01 "Minimum Catalog" of Devida, sent to this Commission by the Federation FINE Servicios, S.C., corresponding to the period from May to November 2016, it was observed that the net capital is lower than the minimum capital, as detailed:
..."

To that effect, through writing dated February 27, 2017 (presented in the Common Registry Office of this Commission on that same date), said Society made various manifestations regarding the

content of the observation letter 123/4526/2017, of February 14, 2017, stating

the

following:

" Regarding this matter, we must state that this condition is definitely not met,

since:

1.-Since June 2014, and through the respective document, which is attached in copy, it is recorded

that, in order to avoid having a net capital lower than that required for SFPs

with operation level 1, (since March 2014), and having been duly approved by the Board of Directors, we have ready, the required contribution.

In such a way, as soon as that Honorable National Banking and Securities Commission authorizes us, our aforementioned request and in accordance with accounting rules and laws and

applicable legal provisions, we will proceed to materialize the capital contribution for

an amount of $700,000.00 (Seven hundred thousand pesos 00/100 MN) and which I repeat, the Same, which,

to date has not been authorized for reasons unrelated to us.

2.-That, as a consequence, that same Commission, according to its statement, has not authorized the

request of March 2014, because it is also necessary to authorize three other

capitalizations, which we presented to you, since February 2015, which are already notarized, and of which we send you the respective records, for

the purpose of their approval, and despite this, they have not been authorized by that same

Commission. "

Notwithstanding, these arguments do not disprove the observation noted, because previously, through

writing of July 16, 2014, presented in the Common Registry Office of this Commission on the 17th of

the same month and year, that Entity withdrew the request for authorization of the modifications to the

bylaws agreed upon in the assemblies of November 30, 2011 and February 13,

2014, DEVIDA had stated, among other aspects, the following:

" As it convenes to my interests and those of the Entity I represent, I permit

myself to request you accept my withdrawal of numerals 1 and 5 presented in the aforementioned

writing. I take this opportunity to ratify our interest in what concerns numerals 2, 3 and

4 as well as the scope presented on the 3rd of this month... "

This, referring that Entity to the writing of June 26, 2014, presented in the Common Registry

Office of this Commission on the 30th of the same month and year, through which DEVIDA requested

authorization from the National Banking and Securities Commission, to modify the capital clause in

the bylaws of said Society, derived from the celebration of five extraordinary general assemblies

of shareholders, regarding the following capital increases:

Date of

assemblies

Shareholders present

Content of the agreement

Amount

30/11/2011

Víctor Nahum Nájjar

Omar Saavedra Boddy

Increase or constitution of the

variable part of the capital

$500,000.00

(withdrawn)

29/12/2011

Víctor Nahum Nájjar

Omar Saavedra Boddy

Capital increase to the variable

part

$336,337.00

29/02/2012

Víctor Nahum Nájjar

Omar Saavedra Boddy

Capital increase to the variable

part

$147,000.00

25/03/2012

Víctor Nahum Nájjar

Omar Saavedra Boddy

Capital increase to the variable

part

$1 ' 017,000.00

13/02/2014

Víctor Nahum Nájjar

Omar Saavedra Boddy

Martín Celaya Bolaños

Capital increase to the

fixed and variable parts, with

modification to the bylaws

$700,000.00

(withdrawn)

From the review of the regulatory report R01 " Minimum Catalog " corresponding to the period

between December 2016 and June 2017, it was observed that the reported net capital is lower than the

required minimum capital, a situation that was made known to them through the observation letter

123/21505/2017, of August 28, 2017, in the terms detailed in the

following table:

Since, although this Commission granted the right to a hearing to that Society, regarding

the observation in question, for a term of 10 business days to manifest in writing what

convened to its rights and present the documentation and information it deemed convenient,

in order to disprove it, DEVIDA did not exercise such prerogative, despite having exceeded the

term granted for such effect.

Under these conditions, from the analysis of the information mentioned, it is derived that during the period

between May 2016 and June 2017, the net capital of DEVIDA could be lower than the minimum capital

provided for according to its level of operations, thus failing to comply with what is stated in Article 42

Bis of the LACP.

This non-compliance has as a consequence that that Society does not adjust to the prudential regulation

applicable, issued by this Commission in matters of minimum capital, in terms of what is provided in fraction I,

of Article 116 of the LACP, in relation to what is established in Articles 43, 44, 45 and 46 of Title Fourth

" On the functioning of Popular Financial Societies ", Chapter Third " On Prudential Regulation "

, First Section " On prudential regulation for Popular Financial Societies with a total asset amount equal to or less than 15,000,000 UDIS ", of the Provisions.

Having seen this, since for the periods from May to November 2016 and the period between

December 2016 and June 2017, it was derived that the net capital of Devida resulted lower than the minimum capital

required according to its level of operations, which is contrary to the applicable prudential regulation,

this Commission determines that DEVIDA falls under the cause for revocation provided in fraction

VIII of Article 37 of the LACP .

Lack of recognition of accounting records.

From the analysis of the content established in letters FINE-PCS-0662/2016, of January 6, 2017,

FINE-PCS-0821-2017, of August 30, 2017 and FINE-PCS-0822-2017, of August 31, 2017 , as well

as in the writing of January 2, 2017 (sic), it is derived that, by that date, DEVIDA did not have accounted

the total of the liability it owes to Fine for supervision fees corresponding to the fiscal

years 2015 and 2016, as well as for July 2017.

In effect, from the analysis of the content of letter FINE-PCS-0662/2016, of January 6, 2017, it is derived

that through it, the Federation communicated to DEVIDA the " Report of Ordinary Comprehensive In Situ Visit " that

was carried out on it, in which, among other issues, the following was established:

" 3.2 Auxiliary Supervision Fees

The Society registers at the date of review, August 31, 2015, in the liability, in the account of

other diverse creditors, the amount of 142,444 for debt of supervision fees that

corresponds to the fiscal year 2015, to Fine Servicios, S.C., there is an account receivable for auxiliary

supervision fees from March 2013, that is, it is identified that the Society

does not have accounted the total of the liability it owes to FINE Servicios, S.C. "

Regarding this, through a writing of January 2, 2017 (sic), that Society stated the following:

" Third Conclusion.- Auxiliary Supervision Fees, regarding this, it was informed on date

November 22, 2016 that the interests (sic) to liquidate the debt of $81,387.63 and that at

that date we have not been instructed on the methodology or accounts to which we must pay for

so we would appreciate you inform us of the way in which we must pay this debt to the

CNBV, requesting it be a procedure that ensures that the resources are destined solely

and exclusively to the payment to the CNBV and that they were not to be applied to any other concept or type of

amounts that the Federation is trying to make us debtors. "

On the other hand, through letter FINE-PCS-0821-2017, of August 30, 2017, the Federation observed to

that Society that as a result of the review of the financial information of that Entity corresponding to June

2017, it was identified that it had not recognized in its liability the total of the debt, which according to Fine, it has

with it for the concept of payment of auxiliary inspection fees, in the following terms:

" The Society registers at June 30, 2017 in the liability, in the account of other diverse

creditors, the amount of 142,444 pesos for debt of supervision fees that correspond

to FINE Servicios, S.C., however in the records of FINE Servicios, S.C., there is an

account receivable for auxiliary supervision fees that at June 30, 2017 has a balance

of 1,383,052.62 (one million three hundred eighty-three thousand, fifty-two pesos 62/100 National

Currency), that is, it is identified that the Society does not have accounted the total of the

liability it owes to FINE Servicios, S.C., which fails to comply with the Accounting Criteria and the

Financial Information Standards, the counter-performance between the Society and FINE Servicios, S.C., corresponds to the Affiliation Contract that it has signed which has as its main object that

FINE Servicios, S.C., performs Auxiliary Supervision as has been done in

compliance with the Savings and Popular Credit Institutions Law and the Provisions that apply to the

Popular Financial Societies in terms of the aforementioned Law.

...

It is important to comment that this observation has persisted since 2015, and since then it

has been made known to you both in the reports corresponding to In Situ

Supervision as well as Extra Situ, a situation that is known to the Board of Directors of FINE

Servicios, S.C.,

You are required to account for and provision the supervision fees you owe to FINE

Servicios, S.C., according to the invoices sent to you month by month for the service of

auxiliary supervision that the Supervision Committee of FINE Servicios, S. C. has provided since

the signing of the Affiliation Contract.

It is important to note that, at the time of registering this liability, there will be a direct impact on

the results of the Society, with which its book capital will decrease and with it its capitalization

index will become more reduced, moving further and further away from the minimum parameter

required by the Authority, and very distant from the 131% that is established as a minimum to place

a Society in a category 1 of capitalization "

Likewise, through letter FINE-PCS-0822-2017, of August 31, 2017, the Federation observed to

DEVIDA that as a result of the review of the information contained in the regulatory reports: " R04 A-0411 "

, " C-0452 " , " R14, B1413 " and " R21 A2111 " , sent by that Society with figures at the close of July 2017, among

other things, it is derived that said Entity has not accounted nor provisioned the correct amount of the

amounts that according to the Federation, said Society owes for the concept of supervision fees, in

the following terms:

" The society registers at October 31, 2017 in the liability, in the account of other diverse

creditors the amount of 142,144 pesos for debt of supervision fees that correspond

to FINE Servicios, S.C., however from the records that FINE Servicios, S.C. has, there is

an account receivable for auxiliary supervision fees that at July 31, 2017 has a

balance of 1,414,034.28 (one million four hundred fourteen thousand thirty-four pesos 28/100

National Currency), that is, it is identified that the society does not have accounted the total of the

liability it owes to FINE Servicios, S.C., which fails to comply with the Accounting Criteria and the

Financial Information Standards, the counter-performance between the Society and FINE Servicios,

S.C., corresponds to the Affiliation Contract that it has signed(sic) which has as its main

object that FINE Servicios, S.C., performs Auxiliary Supervision, as has been done in

compliance with the Savings and Popular Credit Institutions Law and the Provisions that

apply to the Popular Financial Societies in terms of the aforementioned Law.

...

It is important to comment that this observation has persisted since 2015, and since then it

has been made known to you both in the reports corresponding to In Situ

Supervision as well as Extra Situ, a situation that is known to the Board of Directors of FINE

Servicios, S.C.,

You are required to account for and provision the supervision fees you owe to FINE

Servicios, S.C., according to the invoices sent to you month by month for the service of

auxiliary supervision that the Supervision Committee of FINE Servicios, S. C. has provided since

the signing of the Affiliation Contract.

It is important to note that, at the time of registering this liability, there will be a direct impact on

the results of the Society, with which its book capital will decrease and with it its capitalization

index will become more reduced, moving further and further away from the minimum parameter

required by the Authority, and very distant from the 131% that is established as a minimum to place

a Society in a category 1 of capitalization

By carrying out the exercise of the impact of unregistered liabilities for debts with FINE

SERVICIOS, S.C. against the results, the book capital of the month of July is reduced by

1,271,590.28 pesos, with which its net capital becomes negative again with an amount of -572,946

pesos and with which its capitalization index is also negative, remaining in category

4 of capitalization "

As a result of the above, it is observed that despite the observations made by the Federation,

DEVIDA, by that date, had not modified its financial statements, accounting for and provisioning

properly the correct amount of the debts it might have with Fine for the concept of

auxiliary supervision fees, since it has the obligation to register in its accounting any act that signifies

variation in the assets, in the liabilities, in results or in its capital, or that implies direct or

contingent obligation, which in the concrete case it did not comply; hence DEVIDA transgresses what is established in

Article 117 of the LACP (8) .

Under the aforementioned conditions, since DEVIDA omitted to demonstrate that they appear duly and

timely recorded in its accounting the debts that said Society had with Fine for the concept of

auxiliary supervision fees (which are corroborated by the payment made regarding this); then, that Entity

falls under the cause for revocation provided in fraction VIII of Article 37 of the LACP .

Lack of delivery of financial information to the Federation.

As a result of the analysis that this Commission carried out on the information contained in the letters

FINE-GSE-0790- 2017, FINE-GSE-0794-2017, FINE-GSE-0795-2017, FINE-GSE-0796-2017,

FINE-GSE-0797-2017, FINE- GSE-0799-2017 and FINE-GSE-0817-2017, of 1, 2, 3, 4, 8, 11 and 23 of August 2017, respectively, as

well as in letter 123/21476/2017, of August 11, 2017 and the writing of August 21, 2017, it

is derived that DEVIDA has repeatedly refused to present the regulatory reports corresponding

to June 2017, despite the express requirements issued by the Auxiliary Supervision Committee of the

Federation and the observation issued to that effect by this Institution, as well as that said Society presented

such reports late with imprecise, incomplete

and incorrect information.

In effect, in accordance with what is established in Articles 327, 328 and 329 of the Provisions, the

popular financial societies, among which DEVIDA is included, are obligated to provide to the

Auxiliary Supervision Committee of the Federation to which they are affiliated, the regulatory reports

corresponding to the series: R01, R03, R04, R08, R10, R12, R13, R14, R15, R17, R20, R21, R24 and R26 , at

the latest on the last day of the month immediately following the one to which they correspond. Thus, in the present case, that Entity

was obligated to deliver to the Auxiliary Supervision Committee of Fine the regulatory reports

corresponding to the month of June 2017, at the latest on the last business day of July, that is July 31 of

2017.

However, the case is that, according to what the Federation refers, that Society refused to deliver said

regulatory reports within the term established for such effect in the Provisions, for which reason, in

exercise of the auxiliary supervision powers that Fine performs regarding DEVIDA, it issued the letters

FINE-GSE-0790-2017, FINE-GSE-0794-2017, FINE-GSE-0795-2017, FINE-GSE-0796-2017 and

FINE-GSE- 0797-2017, of 1, 2, 3, 4 and 8 of August 2017, respectively, by virtue of which it requested that

Society to send the regulatory reports corresponding to June 2017, in attention to the fact that the presentation

of the same should have been carried out at the latest on July 31, 2017, in accordance with what is

established in Articles 327, 328 and 329 of the Provisions, in relation to what is provided in Article 122

Bis of the LACP .

Despite the aforementioned requirements, that Entity once again refused to deliver the referred

regulatory reports corresponding to June 2017 , for which reason, through letter

FINE-GSE-0799- 2017, of August 11, 2017, the Federation informed this Commission of said situation, in the terms

following:

" Without DEVIDA HIPOTECARIA's information, the Supervision Committee of FINE

SERVICIOS S.C., did not have the necessary elements to be able to review, process and

generate the regulatory report R20 B2021, " relevant financial ratios ", which was sent

containing all the information of the Popular Financial Societies supervised by

FINE SERVICIOS S.C., with the exception of DEVIDA HIPOTECARIA S.A. DE C.V. S.F.P.

Likewise, it was not possible to include in the Publication on the internet page of this

Federation the ICAP of June 2017 of DEVIDA HIPOTECARIA, and consequently it was reported

the capitalization category generated in the month of May, which was " CATEGORY 4 " at

having generated a negative capitalization index. "

Consequently, through letter 123/21476/2017 of August 11, 2017, this Commission observed

said situation to that Society, in the following terms:

" OBSERVATION. - THE SOCIETY HAS NOT REPORTED TO THE FEDERATION THE

INFORMATION REFERRED TO BY SERIES R01, R03, R04, R08, R10, R12, R13,

R14, R15, R17, R20, R21, R24 AND R26 WITH FIGURES FOR JUNE 2017

In compliance with what is established in Articles 327, 328 and 329 of the Provisions,

the

Society has not provided the Federation with the regulatory reports whose deadline for the

delivery of the information concluded on July 31, 2 017. Not having been received, the

Federation extended the letters FINE-GSE-0790-2017, FINE-GSE-0794 -2017, FINE-GSE-0795- 2017, FINE-GSE-0796-2017 and FINE-GSE-0797-2017, dated August 1, 2,

3, 4 and 8 of

2017, requesting the Society to deliver the regulatory reports without which to the date of

this letter, Devida has not provided the response to the Federation. "

In response to the observation contained in the cited letter, through a writing of August 21, 2017,

presented in the Common Registry Office of this Institution on the 22nd of the same month and year, that Society

stated the following:

" Based on the above, I permit myself to communicate to you that reports R01, R03, R04, R08, R10,

R12, R13, R14, R15, R17, R20, R21, R24 and R26 with figures for the month of June 2017 were

delivered to Federation Fine Servicios S.C. attached copy of the email sent to the federation. "

On its part, through letter FINE-GSE-0819-2017, of August 25, 2017, the Federation made known to this Commission that through the diverse FINE-GSE-0817-2017, of August 23, 2017,

it communicated to that Society the observations resulting from the review of the information contained in the

regulatory reports corresponding to the series: R01, R03, R04, R08, R10, R12, R13, R14, R15, R17, R20,

R21, R24 and R26, which were presented late until August 18, 2017,

relative to the financial information corresponding to said Entity to June 2017, in the terms

following:

"... it is commented that this information for the month of June was delivered only on August 18

of 2017, in addition to the fact that it was not delivered completely or correctly , requiring

through emails the missing information, as well as the corrections to the

observations presented in this Letter, in order to speed up the review ...

...

It is necessary to comment ... that according to the dates of the receipts of the reports of June

2017, sent by DEVIDA HIPOTECARIA, it is evident that the Society did have the

information for the month of June within the times marked by the current regulations,

however it refused to deliver this information to the Supervision Committee of FINE

SERVICIOS S.C.

..."

Under the aforementioned conditions, this Commission concludes that from the analysis of the referenced records it

is derived that DEVIDA, in a repeated manner, refused to present the information concerning the reports

regulatory of the series: R01, R03, R04, R08, R10, R12, R13, R14, R15, R17, R20, R21, R24 and R26, with

figures for June 2017, since those should have been sent within the term established

for such effect (July 31, 2017), in addition to the fact that they were required on several occasions

by the Federation, being that they were sent until this Decentralized Body through

letter 123/21476/2017, of August 11, 2017, required their delivery to that Society, being that, according

to what the Federation refers, that Entity had the required information within the terms marked by the

consequent legislation; then, this Commission determines that DEVIDA falls under the cause for revocation

provided in fraction X of Article 37 of the LACP .

Consequently, based on the precise elements and considering that the Entity did not exercise its

right to a hearing regarding letter 212/61942/2017 of October 31, 2017, it is estimated that Devida

Hipotecaria, S.A. de C.V., S.F.P., falls under the hypotheses of revocation provided in fractions V, VII,

VIII and X of Article 37 of the LACP , namely, that it does not comply with the capitalization requirements established,

that its net capital is lower than the minimum capital provided for according to its level of operations, that

does not appear duly and timely recorded in the accounting of said Society, the debts that it might

eventually have with Fine for the concept of auxiliary supervision fees and that in a repeated manner, said

Entity refused to present the information concerning the regulatory reports of the series: R01, R03,

R04, R08, R10, R12, R13, R14, R15, R17, R20, R21, R24 and R26, with figures for June 2017, in addition to

the fact that they were required on several occasions by the Federation , therefore it proceeds to revoke its

authorization to operate as a Popular Financial Society.

Based on the above, the National Banking and Securities Commission, prior agreement of its Government Board,

taken in its ordinary session held on July 13, 2018, 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 the provisions of Articles 37, first paragraph, fractions V, VII, VIII, and X, of the Savings and Popular Credit Law and 12, fraction V, of the Law of the National Banking and Securities Commission; as well as in accordance with the Seventeenth Agreement, adopted by the Board of Directors of said Commission in its ordinary session held on July 13, 2018, and the considerations exposed in this resolution, revokes the authorization granted to Devida Hipotecaria, S.A. de C.V., S.F.P., to operate as a popular financial society, through notice 210-90281-2010 and 120-86786-2010, dated December 17, 2010.

SECOND. From the date of notification of this resolution, Devida Hipotecaria, 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 the provisions of the penultimate paragraph of Article 37 of the Savings and Popular Credit Law.

THIRD. Based on the provisions of Articles 37, penultimate paragraph, and 122-Bis of the Savings and Popular Credit Law, as well as Article 19 of the Law of the National Banking and Securities Commission, the Savings Protection Committee of the Fund for the Protection of Financial Societies and the Protection of their Savers must certify before this Commission, within a period of 60 business days following the publication of this resolution in the Official Gazette of the Federation, the appointment of the corresponding liquidator (9).

FOURTH. Based on the provisions of the antepenultimate paragraph of Article 37 of the Savings and Popular Credit Law, this resolution shall be registered in the corresponding Public Commerce Registry; as well as, this resolution shall be published 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.

FIFTH. Based on the provisions of the antepenultimate paragraph of Article 16 of the Law of the National Banking and Securities Commission, in Articles 4, fractions I, section B, and II, section 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 Article 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 on November 30, 2015, updated with the reforms published in the same Gazette on December 14, 2016, and in terms of what is ordered in the Nineteenth Agreement, adopted by the Board of Directors of said Commission in its ordinary session held on July 13, 2018, it is delegated indistinctly to the public servants of this Commission, Karla Patricia Montoya Gutiérrez, María Isabel Almaráz Guzmán, Josué Martínez Rocha, Angel Jonathan García Romo, Melissa Fernanda Portillo Valdepeña, José Luis García González, Saúl Hernández Pérez, Ivonne Marcela López Franco, Manuel Erwin Vásquez Rafael, Alberto Erick Méndez Medina, Juan Carlos Macías Luna, Luis Antonio Rodríguez Rodríguez, José Alberto Jiménez Rosales, Rogelio García Martínez, Rosa Cristina Avalos Gutiérrez, David Rodrigo Mejía Ríos, Lourdes Andrea Chavero Gaitan, Cesar Javier Jiménez Ramírez, José Luis Moreno Martínez, Tania Patricia Morales Reyes, Mariana Cecilia Luna Rivera, and Francisco Godínez Ayala, the charge to notify, 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 the provisions of Articles 16, fraction 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 Eighteenth Agreement, adopted by the Board of Directors of said Commission in its ordinary session held on July 13, 2018.

This was provided by the President of the National Banking and Securities Commission and signed in his absence by the Legal Vice President of the National Banking and Securities Commission, based on the provisions of Articles 4, fraction I, section A, fraction II, section A, subsection 7), 12, and 54 of the Internal Regulations of the National Banking and Securities Commission.

Respectfully,

Mexico City, July 19, 2018. - The Legal Vice President, Edgar Manuel Bonilla del Ángel .-

Rubric.

Notified on November 7, 2017.

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:

...

XIII.

In the event that it does not make 3 payments corresponding to the auxiliary supervision fees and deposit insurance fees within a period of 1 year, and

Article 37.- ...

...

If it does not comply with the capitalization requirements established in accordance with the provisions of Article 116, fraction VI, of this Law and the provisions to which said provision refers;

...

VII.

If repeatedly, despite the observations of the respective Federation, or in its case, of the Commission, the Popular Financial Society carries out operations other than those permitted, does not maintain the legal proportions of assets, does not adjust to the applicable prudential regulation, or if, in the opinion of the Commission, it does not adequately comply with the functions for which it was authorized, or by endangering with its administration the interests of its Clients, or its corporate purpose, in accordance with the provisions of this Law;

VIII.

When due to causes attributable to the Popular Financial Society, the operations it has carried out do not appear duly and timely registered in its accounting;

...

If the Popular Financial Society repeatedly refuses to provide information, or if, fraudulently, it presents false, imprecise, or incomplete information to the respective Federation or to the Commission;

Issued by this Commission in matters of minimum capital, in terms of the provisions of fraction I, of Article 116 of the LACP, in relation to what is established in Articles 43, 44, 45, and 46 of Title Fourth "On the operation of Popular Financial Societies", Chapter Third "On Prudential Regulation", Section First "On prudential regulation for Popular Financial Societies with a total asset amount equal to or less than 15,000,000 UDIS", of the Provisions.

Article 131.- The Commission, in the imposition of administrative sanctions referred to in this Law, shall be subject to the following:

...

II.

In the event that the alleged offender does not make use of the right to hearing referred to in the previous fraction, within the granted period, or, having exercised it, fails to dispel the imputations made against him, the imputed infractions shall be considered proven and the corresponding administrative sanction shall be imposed;

...

http://www.fine.com.mx/icap.html

Reiterate: 1. tr. To say or do something again. U. t. c. prnl. (Dictionary of the Royal Academy of the Spanish Language, consultable at http://dle.rae.es)

Article 117.- Any act or contract that signifies a variation in the assets, liabilities, results, or capital of a Popular Financial Society, or implies a direct or contingent obligation, must be registered in the accounting. The accounting, books, and other corresponding documents, as well as the period they must be preserved, shall be governed by the prudential rules issued for this purpose by the Commission.

In terms of the provisions of Articles 105 and 112 of the Savings and Popular Credit Law, as well as Article 37, last paragraph 96, fraction I, and 109, fraction X, of the same legal order.

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