Official Letter Modifying the Authorization for Old Mutual Life, S.A. de C.V. (Now Skandia Life, S.A. de C.V.) to Organize and Operate as an Insurance Institution Due to Name Change

DOF: 08/07/2020

OFFICIAL LETTER modifying the authorization to organize and operate as an insurance institution, granted to Old Mutual Life, S

At the margin, a seal with the National Coat of Arms, which reads: United Mexican States.- TREASURY.- Ministry of

Finance and Public Credit.- National Insurance and Bonding Commission.- Presidency.- Vice Presidency

Legal.- General Legal, Advisory and Intermediaries Directorate.- File: C00.411.13.2.1-S0088"19".-

Official Letter No. 06-C00-41100-08199/2020.

SUBJECT:

The authorization to organize and operate

as an insurance institution is modified, granted to Old Mutual

Life, S.A. de C.V., due to a change of denomination.

SKANDIA LIFE, S.A. DE C.V.

(formerly OLD MUTUAL LIFE, S.A. DE C.V.)

Bosque de Ciruelos 162, 3rd Floor

Colonia Bosques de las Lomas,

Miguel Hidalgo Borough

C.P. 11700, Mexico City

The Federal Government through the National Insurance and Bonding Commission, prior to the Agreement of its Board

of Directors, based on articles 2, fraction I, 17, 26 and 31, fraction VIII, of the Organic Law of the

Federal Public Administration; 2, section D, fraction III of the Internal Regulations of the Ministry of

Finance and Public Credit; 11, 369, fraction II, 370, last paragraph, 372, fraction XLI, and 373 of the Law of

Insurance and Bonding Institutions; as well as in articles 4 fractions I and II, 6 and 9 of the Internal Regulations

of the National Insurance and Bonding Commission; issues these Resolutions in attention to the

following Background and Considerations:

BACKGROUND

FIRST.- Skandia Life, S.A. de C.V., (formerly Old Mutual Life, S.A. de C.V.), was authorized by the

Ministry of Finance and Public Credit to function and operate as an insurance institution, through the

Official Letter 102-E-366-DGSV-l-B-a-1477 of May 23, 1995, published in the Official Gazette of the Federation on

August 16 of the same year. This authorization was last modified by this Commission, in exercise of

the powers granted by the Law of Insurance and Bonding Institutions, through Official Letter 06-C00-41100/ 56035 of November 30, 2018, published in the Official Gazette of the Federation on February 28, 2019.

SECOND.- Through writings received in this Commission on March 12, May 31, October 18 and 22

and November 20, 2019, as well as April 3 and 17, 2020, Old Mutual Life, S.A. de C.V., requested the

approval of this Decentralized Body to modify Article One of its bylaws, in order to change its denomination from Old Mutual Life, S.A. de C.V., to Skandia Life S.A. de C.V., as well as the

change of denomination of the foreign financial institution and its related society.

THIRD.- By official letters 06-C00-41100-19457/2019 of May 6, 2019, 06-C00-41100-38878/2019 of

July 17, 2019, 06-C00-41100-62434/2019 of November 11, 2019 and 06-C00-41100-07694/2020 of

April 13, 2020, this Commission approved the modifications of the bylaws in terms of the

previous background, as well as by fulfilling the resolutives in which the protocolization and

registration in the corresponding public commerce register was instructed, of the instruments containing the minutes of

the extraordinary general assembly of shareholders related to the change of denomination in question.

FOURTH.- The Board of Directors of this Commission, in its Session 214 of April 28, 2020, taking into

consideration the favorable opinion issued by the Authorizations Committee of the same Commission, in its

session held on April 21, 2020, agreed to modify the authorization granted to Old Mutual Life, S.A. de

C.V. (now Skandia Life, S.A. de C.V.), in order to reflect the reforms made to the bylaws of that institution

as follows:

«UNIQUE. - THE AUTHORIZATION granted to Old Mutual Life, S.A. de C.V., is modified,

by changing its corporate denomination to Skandia Life, S.A. de C.V., as well as by the

change of denomination of the Foreign Financial Institution of which it is a Subsidiary as

well as its related society ...

This is based on articles 11, 75 and 369, fraction II, of the Law of Insurance and Bonding

Institutions.»

CONSIDERATIONS

FIRST.- That article 369, fraction II, of the Law of Insurance and Bonding Institutions, provides that

it is the competence of the Board of Directors of this Commission to modify the authorizations to organize,

operate and function as an insurance institution.

SECOND.- That in terms of what is stated in the Background of this Official Letter, the Board of

Directors of this Commission in its session 214 of April 28, 2020 agreed to modify the terms of the

authorization granted to that insurance institution.

In view of the foregoing, the following are issued:

RESOLUTIONS

FIRST.- Article One of the authorization of Old Mutual Life, S.A. de C.V.

(now

Skandia Life, S.A. de C.V.) to organize and function as an insurance institution is modified, to read as follows:

«AUTHORIZATION GRANTED BY THE FEDERAL GOVERNMENT TO SKANDIA LIFE, S.A. DE

C.V., TO FUNCTION AS AN INSURANCE INSTITUTION SUBSIDIARY OF THE

FOREIGN FINANCIAL INSTITUTION SKANDIA COMPAÑÍA DE SEGUROS DE

VIDA, S.A., OF THE REPUBLIC OF COLOMBIA, ALSO KNOWN AS SKANDIA

INSURANCE LIFE S.A., THROUGH SKANDIA CONTROLADORA, S.A. DE C.V.,

RELATED SOCIETY OF THE UNITED MEXICAN STATES, IN THE

FOLLOWING TERMS:

ARTICLE ONE.- In exercise of the power conferred on the Federal Government by

articles 5, 33-A, 33-B and 33-C of the repealed General Law of Insurance and Mutual Societies

Institutions, to the Ministry of Finance and Public Credit, and which from April 4

of 2015, article 75 of the Law of Insurance and Bonding Institutions confers on

the National Insurance and Bonding Commission, Skandia Life, S.A. de

C.V., is authorized to organize and operate as an insurance institution subsidiary of the Foreign Financial

Institution Skandia Compañía de Seguros de Vida S.A., of the Republic of Colombia,

also known as Skandia Seguros de Vida, S.A., through Skandia Controladora

S.A. de C.V., Related Society of the United Mexican States.

...

ARTICLE THREE.- The authorized subsidiary insurance institution shall be subject to

the Free Trade Treaty between the United Mexican States and the Republic of Colombia,

to the Law of Insurance and Bonding Institutions, as well as to the provisions that derive

from it, to the General Law of Commercial Societies, to the Rules for the

Establishment of Subsidiaries of Foreign Financial Institutions, and to the other norms

that by their nature are applicable to it, and in particular, to the following bases:

I.- The denomination shall be Skandia Life, followed by the words Sociedad Anónima de

Capital Variable or its abbreviations, S.A. de C.V.

... »

SECOND.- The authorization granted to Skandia Life, S.A. de C.V., to organize and function as

an insurance institution, after the modification indicated in the previous resolution, remains in its entirety

in the following terms.