Official Letter authorizing the organization, operation and functioning of a specialized health insurance institution, under the name Quálitas Salud, S.A. de C.V.

DOF: 26/04/2022

OFFICIAL LETTER whereby the organization, operation and functioning of a specialized health insurance institution is authorized, under the name Quálitas Salud, S.A. de C.V.

On the margin a seal with the National Shield, which says: United Mexican States.- FINANCE.- Ministry of Finance and Public Credit.- National Insurance and Bonding Commission.- Presidency.- Official Letter No. 06-C00- 41100-20121/2021.- Legal Vice-Presidency.- General Legal Consultative and Intermediaries Directorate.-

File: C00.411.3S.2020.

JOAQUÍN BROCKMANN DOMÍNGUEZ

QUÁLITAS CONTROLADORA, S.A.B. DE C.V.

Common Domicile:

Av. San Jerónimo 478,

Jardines del Pedregal Neighborhood,

Álvaro Obregón Borough,

Postal Code 01900, Mexico City

SUBJECT:

Authorization is granted for the organization, operation and

functioning of a specialized health insurance institution

under the name

Quálitas Salud, S.A. de C.V.

The Federal Government through the National Insurance and Bonding Commission, and prior agreement of its Board of Governors, based on articles 2, section I, 17, 26 and 31, section VIII, of the Organic Law of the Federal Public Administration; 2, section D section III, of the Internal Regulations of the Ministry of Finance and Public Credit; 11, 12, 25, section II, 26, third paragraph, 41, 47, 366, section VIII, 367, sections I and II, 369, section II, 370, last paragraph, 372, section XLI, and 373 of the Law of Insurance and Bonding Institutions; and 30-E, sections III and IV, of the Federal Duties Law; as well as in articles 4, sections I and II, 6 and 9 of the Internal Regulations of the National Insurance and Bonding Commission, issues the resolutions indicated below, in attention to the following Background and Considerations:

BACKGROUND

FIRST.- By letter of September 7, 2020, Joaquín Brockman Lozano, on his own behalf, and Quálitas Controladora, S.A.B. de C.V., requested this Commission authorization to organize, operate and put into function a specialized health insurance institution, to be named Quálitas Salud, S.A. de C.V., in order to practice the operation of accidents and illnesses in the branches of personal accidents, medical expenses and health; as well as so that Quálitas Controladora, S.A.B. de C.V., acquires 99.99% of the same.

SECOND.- Through letters dated November 9, 2020, March 26 and June 8, 2021, the petitioners sent complementary information and documentation in scope of the reference request, noting that in the cited letter of March 26, 2021, Joaquín Brockmann Domínguez, on his own behalf, and Quálitas Controladora, S.A.B. de C.V., modified their initial petition to substitute Mr. Joaquín Brockman Lozano as the second shareholder of the institution and, instead, authorize Joaquín Brockmann Domínguez.

THIRD.- The reference request was submitted for consideration of the Board of Governors of this Commission, which taking into consideration the favorable opinion issued by the Authorizations Committee of the same Commission, agreed in its session 222 of June 29, 2021 the following:

« FIRST.- AUTHORIZATION IS GRANTED to Joaquín Brockmann Domínguez and to Quálitas Controladora, S.A.B de C.V., to carry out the organization, operation and functioning of a specialized health insurance institution to be named " Quálitas Salud, S.A. de C.V., " , whose object shall be the practice of the operation of accidents and illnesses in the branches of personal accidents, medical expenses and health, with social domicile in Mexico City, and a minimum fixed paid capital of $50 ' 000,000.00 M.N.

... ».

FOURTH.- Through Official Letter 06-C00-41100-14988/2021 of June 29, 2021, this Commission, among other resolutions, notified the applicants of the agreement of the Board of Governors mentioned in the previous background, and issued a favorable opinion regarding the draft social statutes of the society that would be constituted under the name Quálitas Salud, S.A. de C.V., and whose corporate object would be to organize, operate and function as a specialized health insurance institution.

FIFTH.- Through letter of August 30, 2021, Joaquín Brockmann Domínguez, on his own behalf, and Quálitas Controladora, S.A.B. de C.V., sent the first copy of the public instrument 54,662 of August 17, 2021, granted before the faith of Attorney Fernando Dávila Rebollar, holder of Public Notary 235 of this Mexico City, in which it is recorded that such petitioners carried out the constitution of Quálitas Salud, S.A. de C.V., as well as the social statutes that will govern said specialized health insurance institution.

Additionally, said applicants sent the printout of the bank receipt for payment of contributions, products and federal revenues dated July 16, 2021, made by Quálitas Controladora, S.A.B de C.V., at Banco Santander, under operation number 1913, payment key B53D83E671, for the amount of $78,877.00 M.N., dependency 25 National Insurance and Bonding Commission; in order to accredit the payment of duties referred to in article 30-E, section IV, of the Federal Duties Law in force.

SIXTH.- Through Official Letter 06-C00-41100-19443/2021 of September 14, 2021, this Commission approved the social statutes contained in the aforementioned public deed 54,662, where the legal constitution of Quálitas Salud, S.A. de C.V. is recorded, which was registered in the Public Registry of Commerce of Mexico City, on September 22, 2021, under electronic commercial folio N- 2021070220.

CONSIDERATIONS

FIRST.- That once the documentation and information sent by Joaquín Brockmann Domínguez and Quálitas Controladora, S.A.B de C.V., through the letters referred to in Background First and Second of this Official Letter were reviewed, it was determined that the requirements established in articles 11, 12, 25, section II, 26, third paragraph, 41, 47, 73 and 369, section II, of the Law of Insurance and Bonding Institutions were met; in article 30-E, sections III and IV, of the Federal Duties Law; in Provisions 2.1.1. to 2.1.4., in Chapters 39.1. and 39.6., as well as in Annex 2.1.3-a, of the Single Insurance and Bonding Circular; applicable regulations for the organization and operation of a specialized health insurance institution that will practice the operation of accidents and illnesses, in the branches of personal accidents, medical expenses and health.

SECOND.- That in accordance with articles 11 and 369, section II, of the Law of Insurance and Bonding Institutions, the authorizations to organize and operate as an insurance institution must be granted by this Commission, prior agreement of its Board of Governors, reason for which said Collegiate Body, in its session 222 of June 29, 2021, agreed to grant the requested authorization; likewise, it must be considered that it corresponds to the President of this Commission to comply with the agreements of the referred Board, in terms of what is established in articles 370, last paragraph, and 372, section XLI, of the same Law.

THIRD.- That in accordance with what is indicated in article 11 of the Law of Insurance and Bonding Institutions, this National Insurance and Bonding Commission, through Official Letter 06-C00-41100-14988/2021 of June 29, 2021, notified the applicants of the agreement of the Board of Governors whereby it was agreed to grant the requested authorization and issued a favorable opinion regarding the draft social statutes sent.

FOURTH.- That this Commission through Official Letter 06-C00-41100-19443/2021 of September 14, 2021, in accordance with what is established in articles 11 and 66 of the Law of Insurance and Bonding Institutions, approved the social statutes contained in public deed 54,662, in which the legal constitution of Quálitas Salud, S.A. de C.V. is recorded, society with domicile in Mexico City, which has a minimum fixed paid capital of $50 ' 000,000.00 (Fifty million pesos 00/100 M. N.) being its shareholders Joaquín Brockmann Domínguez and Quálitas Controladora, S.A.B de C.V., whose corporate object is to organize and operate as a specialized health insurance institution that will practice the operation of accidents and illnesses in the branches of personal accidents, medical expenses and health.

FIFTH.- That in terms of articles 11, third paragraph, 12 and 47 of the Law of Insurance and Bonding Institutions, the start of operations as an insurance institution will be subject to obtaining the favorable opinion issued by this Commission, which must be requested within a period of one hundred eighty days counted from the approval of the social statutes of Quálitas Salud, S.A. de C.V.

In view of the above, the following are issued:

RESOLUTIONS

FIRST.- The Federal Government through the National Insurance and Bonding Commission and prior agreement of its Board of Governors, based on articles 2, section I, 17, 26 and 31, section VIII, of the Organic Law of the Federal Public Administration; 2, section D section III, of the Internal Regulations of the Ministry of Finance and Public Credit; 11, 12, 25, section II, 26, third paragraph, 41, 47, 366, section VIII, 367, sections I and II, 369, section II, 370, last paragraph, 372, section XLI, and 373 of the Law of Insurance and Bonding Institutions; and 30-E, sections III and IV, of the Federal Duties Law; as well as in articles 4, sections I and II, 6 and 9 of the Internal Regulations of the National Insurance and Bonding Commission, grants authorization to Joaquín Brockmann Domínguez and to Quálitas Controladora, S.A.B de C.V., to carry out the organization, operation and functioning of the specialized health insurance institution named Quálitas Salud, S.A. de C.V., in the following terms:

AUTHORIZATION GRANTED BY THE FEDERAL GOVERNMENT TO JOAQUÍN BROCKMANN DOMÍNGUEZ AND QUÁLITAS CONTROLADORA, S.A.B. DE C.V., TO CARRY OUT THE ORGANIZATION, OPERATION AND FUNCTIONING OF AN INSURANCE INSTITUTION, IN THE FOLLOWING TERMS:

ARTICLE FIRST.- In use of the faculty conferred to the Federal Government by article 11 of the Law of Insurance and Bonding Institutions, the National Insurance and Bonding Commission authorizes Quálitas Salud, S.A. de C.V., to organize, operate and function as a specialized health insurance institution.

ARTICLE SECOND.- The insurance institution is authorized to practice in the Mexican Republic the operation of accidents and illnesses in the branches of personal accidents, medical expenses and health .

ARTICLE THIRD. - The insurance institution shall be subject to the provisions of the Law of Insurance and Bonding Institutions, as well as those derived from it, to the General Law of Commercial Companies, to the other laws applicable to it and, in particular, to the following bases:

I.-

The name shall be " Quálitas Salud " , followed by the words " Sociedad Anónima de Capital Variable " or its abbreviations " S.A. de C.V. " .

II.-

The social capital shall be variable, in accordance with the following:

a)

Quálitas Salud, S.A. de C.V., must have the minimum paid capital that is determined for the year in question, for each operation or branch, that is authorized to it, expressed in Investment Units and that must be covered in national currency as ordered by article 49, first paragraph, of the Law of Insurance and Bonding Institutions.

b)

The variable capital with right to withdrawal in no case may be superior to the paid capital without right to withdrawal.

III.-

The social domicile of the insurance institution is located in Mexico City.

ARTICLE FOURTH.- The insurance institution will be subject to the inspection and surveillance of the National Insurance and Bonding Commission and of the Ministry of Health, in accordance with articles 382 and 384 of the Law of Insurance and Bonding Institutions.

ARTICLE FIFTH.- By its own nature this authorization is non-transferable, in terms of what is provided by article 11 of the Law of Insurance and Bonding Institutions.

SECOND.- The present authorization in accordance with what is established in articles 11 and 12 of the Law of Insurance and Bonding Institutions, is subject to the referred institution obtaining the favorable opinion that, where appropriate, this Commission issues in accordance with article 47 of the same Law.

In case the favorable opinion referred to is not obtained, the present authorization will not take effect.

THIRD.- The present official letter must be published in the Official Gazette of the Federation and in two newspapers of wide circulation of the social domicile of the institution, within the one hundred twenty days following the date of its notification in terms of what is disposed in article 11, fourth paragraph, of the Law of Insurance and Bonding Institutions, at the cost of the interested parties.

The present resolutions are issued based on the information provided by the promoters contained in the letters sent and is limited exclusively to the authorization for Quálitas Salud, S.A. de C.V., to organize and operate as an insurance institution , which in accordance with applicable provisions corresponds to this Commission to resolve, and does not prejudge any act that the promoters carry out and that implies the prior authorization or approval of other financial, administrative, tax or any other nature authorities, in terms of current regulations, nor does it validate the legality or validity of the same in case said authorization or approval is not obtained.

Sincerely

Mexico City, November 3, 2021. - The President of the National Insurance and Bonding Commission, Ricardo Ernesto Ochoa Rodríguez .- Signature.

(R.- 519783)

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