Official Letter Modifying Article 3, Base II, Subsection a) of the Authorization Granted to Afianzadora Fiducia, S.A. de C.V. Due to Increase in Fixed Share Capital

DOF: 22/07/2016

OFFICIAL LETTER modifying Article 3, Base II, subsection a) of the authorization granted to Afianzadora Fiducia, S.A. de C.V., derived from the increase in its share capital in the fixed portion.

At the margin, a seal with the National Coat of Arms, which reads: United Mexican States.- Ministry of Finance and Public Credit.- Undersecretariat of Finance and Public Credit.- Insurance, Pensions and Social Security Unit.- Adjunct General Directorate for Insurance, Sureties and Pensions.- Official Letter No. 366-III-807/15.

AFIANZADORA FIDUCIA, S.A. DE C.V.

Prolongación Frontera No. 94. Col. Progreso Tizapán. Mexico City, D.F., C.P. 01090.

Attention: Juan Pablo De Velasco Cepeda General Director.

The Federal Government, through this Ministry of Finance and Public Credit, based on the provisions of Article 31, fraction VIII of the Organic Law of the Federal Public Administration; Article 5 of the Federal Surety Institutions Law, this latter legislation applicable in accordance with the First and Fifth Transitional Provisions of the Insurance and Surety Institutions Law; and Article 36, fraction VI of the Internal Regulations of the Ministry of Finance and Public Credit, issues the resolution indicated below, in consideration of the following background and considerations:

BACKGROUND

I. Afianzadora Fiducia, S.A. de C.V., as stated in the agreement contained in Official Letter No. 102-E-366-DGSV-I-C-a-1725 of May 31, 1994, in terms of Article 5 of the Federal Surety Institutions Law, is a society authorized by the Federal Government, through the Ministry of Finance and Public Credit, to organize and operate as a surety institution and to carry out the following:

1. The surety branch of fidelity sureties, with the individual and collective sub-branches.
2. The judicial surety branch, with the judicial criminal, judicial non-criminal, and judicial sureties covering motor vehicle drivers sub-branches.
3. Administrative surety branch, in the sub-branches of construction, supply, tax, lease, and other administrative sureties.
4. The credit surety branch, with the supply, sales, and other credit sureties sub-branches.
5. Guarantee trust branch, in the sub-branches related to surety policies and unrelated to surety policies.

II. The agreement contained in Official Letter No. 102-E-366-DGSV-I-C-a-1725 cited in the previous Background item was last modified by Official Letter No. 366-III-605/15 of September 28, 2015.

III. By Official Letter No. 366-III-487/15 of July 17, 2015, the Adjunct General Directorate for Insurance, Sureties and Pensions, attached to the Insurance, Pensions and Social Security Unit: a) Approved the reform to the first paragraph of Article Six of the bylaws of Afianzadora Fiducia, S.A. de C.V., derived from the increase in its share capital in the fixed portion in the amount of $58,736,418.46, so that it would go from $91,263,581.54 to $150,000,000.00, in terms of its Extraordinary General Shareholders' Meeting of December 6, 2011. b) Requested that within sixty business days following the date of its notification, the first original copy and two simple copies of the public deed with registration data in the Public Commerce Registry be sent, in which the minutes of the Extraordinary General Shareholders' Meeting of Afianzadora Fiducia, S.A. de C.V. were notarized, to proceed with the modification of its authorization to organize and operate as a surety institution.

IV. With a written submission dated November 19, 2015, Afianzadora Fiducia, S.A. de C.V. submitted to this Insurance, Pensions and Social Security Unit the first copy of Public Deed No. 94,751 of July 22, 2015, granted before the notary of Lic. José Ignacio Sentíes Laborde, Public Notary No. 104 for Mexico City, Federal District, in which the notarization of the minutes of the Extraordinary General Shareholders' Meeting of December 6, 2011, is recorded, and consequently the reform to the first paragraph of Article Six of its bylaws, which was registered in the Public Commerce Registry on September 29, 2015, with commercial folio No. 189388*.

CONSIDERATIONS

I. The Fifth Transitional Provision of the Insurance and Surety Institutions Law establishes that approval requests received before the entry into force of that law, that is, before April 4, 2015, and which by virtue of it are assigned to the National Insurance and Sureties Commission, will be processed and resolved by this Ministry, for which it may, even after that date, continue to exercise the powers conferred based on the Federal Surety Institutions Law that was repealed.

II. That as a result of the approval of the first paragraph of Article Six of the bylaws of Afianzadora Fiducia, S.A. de C.V., which was granted before the entry into force of the Insurance and Surety Institutions Law and as indicated in the official letter cited in Background II, the terms of the authorization granted to that surety institution must be modified.

III. That they submitted to this Ministry the first copy and three simple copies of Public Deed No. 94,751 with registration data in the Public Commerce Registry.

IV. That the modification to the authorization granted to Afianzadora Fiducia, S.A. de C.V. to organize and operate as a surety institution derives from the approval of the bylaw reform that was granted before the entry into force of the Insurance and Surety Institutions Law, as has been noted.

RESOLUTION

First.- Article 3, Base II, subsection a) of the authorization granted to Afianzadora Fiducia, S.A. de C.V. to organize and operate as a surety institution is modified, to read as follows:

"ARTICLE THREE.- ...

I.- ...

II.- The share capital will be variable according to the following: a).- The minimum fixed capital without withdrawal rights will be the amount of $150,000,000.00 (One hundred fifty million pesos 00/100) National Currency, which includes the amount of minimum paid capital indicated in Article 15, fraction II, of the Federal Surety Institutions Law. b).- ..."

III.- ..."

Second.- The authorization granted to Afianzadora Fiducia, S.A. de C.V. to organize and operate as a surety institution, after the modification indicated in the previous Resolutive clause, remains entirely in the following terms:

"AUTHORIZATION GRANTED BY THE MINISTRY OF FINANCE AND PUBLIC CREDIT ON BEHALF OF THE FEDERAL GOVERNMENT TO AFIANZADORA FIDUCIA, S.A. DE C.V., TO CONTINUE OPERATING AS A SURETY INSTITUTION, UNDER THE FOLLOWING TERMS:

ARTICLE ONE.- In exercise of the power conferred by Article 5 of the Federal Surety Institutions Law to the Ministry of Finance and Public Credit, authorization is granted to Afianzadora Fiducia, S.A. de C.V. to continue operating as a surety institution.

ARTICLE TWO.- The surety institution is authorized to carry out surety operations, in the following branches and sub-branches:

I. Fidelity Sureties, in the following sub-branches: a) Individual; and b) Collective.

II. Judicial Sureties, in the following sub-branches: a) Judicial criminal; b) Judicial non-criminal; and c) Judicial sureties covering motor vehicle drivers.

III. Administrative Sureties, in the following sub-branches: a) Construction; b) Supply; c) Tax; d) Lease; and e) Other administrative sureties.

IV. Credit Sureties, in the following sub-branches: a) Supply; b) Sales; and c) Other credit sureties.

V. Guarantee Trusts, in the following sub-branches: a) Related to surety policies; and b) Unrelated to surety policies.

ARTICLE THREE.- The surety institution will be subject to the Federal Surety Institutions Law, the General Law of Commercial Societies, insofar as applicable, as well as other legal and administrative provisions applicable to it and in particular to the following bases:

I.- The name will be Afianzadora Fiducia, Variable Capital Anonymous Society.

II.- The share capital will be variable according to the following: a).- The minimum fixed capital without withdrawal rights will be the amount of $150,000,000.00 (One hundred fifty million pesos 00/100) National Currency, which includes the amount of minimum paid capital indicated in Article 15, fraction II, of the Federal Surety Institutions Law. b).- The variable part of the capital with withdrawal rights, in no case, may exceed the amount of the minimum fixed capital without withdrawal rights.

III.- The social domicile of the surety institution will be Mexico City, Federal District.

ARTICLE FOUR.- By its very nature, this authorization is non-transferable."

Third.- This resolution will be published in the Official Gazette of the Federation, at the expense of Afianzadora Fiducia, S.A. de C.V., in accordance with what is established in Article 6 of the Federal Surety Institutions Law.

Respectfully, Mexico City, December 18, 2015.- The Adjunct General Director, Yolanda Torres Segarra.- Rubric.

(R.- 434695)

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