Official Letter Modifying the Authorization Granted to Odontored Seguros Dentales, S.A. de C.V. to Operate as an Insurance Institution

DOF: 17/04/2018

OFFICIAL LETTER modifying the authorization granted to Odontored Seguros Dentales, S.A. de C.V. to operate as an insurance institution.

At the margin, a seal with the National Coat of Arms, which reads: United Mexican States.- Ministry of Finance and Public Credit.- National Insurance and Sureties Commission.- Presidency.- Legal Vice Presidency.- General Legal Direction.

Consultative and Intermediaries.- Advisory Direction.- Advisory Subdirection.- File: C00.411.13.2.1-H0715"15".- Official Letter No. 06-C00-41100/69507.

SUBJECT:

The authorization granted to Odontored Seguros Dentales, S.A. de C.V. is modified.

ODONTORED SEGUROS DENTALES, S.A. DE C.V.

Paseo de la Reforma No. 373, Floor 11

Col. Cuauhtémoc

Cuauhtémoc

06500, Mexico City

Attention:

Act. Roberto González Galindo

General Director

The Federal Government through the National Insurance and Sureties Commission, and prior Agreement of its Board of Directors, based on articles 11, 369, section II, 370, last paragraph, and 372, section XLI, of the Law of Insurance and Sureties Institutions, as well as articles 6 and 9 of the Internal Regulations of the National Insurance and Sureties Commission, issues the present resolutions in attention to the following

Background and Considerations:

BACKGROUND

Odontored Seguros Dentales, S.A. de C.V., was authorized by the Ministry of Finance and Public Credit to function and operate as an insurance institution, through Official Letter 101.-349 of August 6, 2012, published in the Official Gazette of the Federation on October 18, 2012. This authorization was last modified by Official Letter 06-C00-41100/24640 of May 31, 2017, published in the aforementioned Gazette on August 15, 2017.

With writings dated July 27 and August 31, 2015, October 7 and 14, 2016, and May 11, 2017, Act. Roberto González Galindo, in his capacity as legal representative of Odontored Seguros Dentales, S.A. de C.V., requested this Decentralized Body of the Ministry of Finance and Public Credit approval to carry out the comprehensive modification of the corporate statutes of that institution, which was agreed upon by unanimous resolutions adopted outside of assembly by the shareholders of that institution, held on July 27, 2015.

Through Official Letter 06-C00-41100/62327 of November 13, 2017, this Commission approved the comprehensive modification of the corporate statutes of Odontored Seguros Dentales, S.A. de C.V., in the terms agreed upon in the protocolization of the minutes of unanimous resolutions adopted outside of assembly by the shareholders of that institution, held on July 27, 2015, contained in public instrument number 113,300 of May 5, 2017, granted before the faith of Lic. Rafael Arturo Coello Santos, Holder of Public Notary number 30 of this Mexico City, registered in the Public Registry of Property and Commerce of this City, under the commercial folio 408337-1* of August 21, 2017.

As a result of what is stated in Backgrounds 2 and 3, the National Insurance and Sureties Commission presented before the Authorization Committee of said Commission, the proposal for modification of the bases of the authorization of Odontored Seguros Dentales, S.A. de C.V., in order to update the denomination of the seat of the social domicile of that institution, substituting the words "Federal District" for those of "Mexico City", in accordance with the "Decree by which various provisions of the Political Constitution of the United Mexican States are declared reformed and repealed, in matters of the political reform of Mexico City", published in the Official Gazette of the Federation on January 29, 2016, and that relative to the amount of social capital it has, in order to state that its capital must be expressed in Investment Units and be covered in national currency, as ordered by article 49, first paragraph, of the Law of Insurance and Sureties Institutions.

The aforementioned modification was submitted to the consideration of the Board of Directors of the National Insurance and Sureties Commission in its session 198 of December 14, 2017, which, taking into consideration the favorable opinion issued by the Authorization Committee of the same Commission, agreed as follows:

"UNIQUE.- The bases of the authorization granted to Odontored Seguros Dentales, S.A. de C.V. are MODIFIED, in order to reflect the modifications made in the corporate statutes of said institution which are described below:

"a) The elimination of the words "Federal District" from its social denomination, in accordance with the "Decree by which various provisions of the Political Constitution of the United Mexican States are declared reformed and repealed, in matters of the political reform of Mexico City", published in the Official Gazette of the Federation on January 29, 2016.

"b) Eliminate the reference to the amount of capital of said insurance institution, substituting it with a wording that establishes that the institution must have the minimum paid-in capital determined for the year in question, for each operation or line of business it has authorized, which must be expressed in Investment Units and covered in national currency, as ordered by article 49, first paragraph, of the Law of Insurance and Sureties Institutions.

"The foregoing in accordance with what is provided in article 369, section II, of the Law of Insurance and Sureties Institutions."

CONSIDERATIONS

FIRST.- That article 369, section II, of the Law of Insurance and Sureties Institutions, provides that it is the competence of the Board of Directors of this Commission, among others, to modify the authorizations to organize, operate and function as an insurance institution.

SECOND.- That as a result of the resolution issued in the aforementioned Official Letter 06-C00-41100/62327 of November 13, 2017, the terms of the authorization granted to that insurance institution must be modified.

In view of the above, the following are issued:

RESOLUTIONS

FIRST.- Article Three, Bases II, subsection a) and III, of the authorization granted to Odontored Seguros Dentales, S.A. de C.V., to operate as an insurance institution specialized in health insurance, is modified, so that the parts indicated are in the following terms:

"...

"ARTICLE THREE.- ...

"...

"II.- Its social capital will be variable according to the following:

"a) The insurance institution must have the minimum paid-in capital determined for the year in question, for each operation or line of business it has authorized, expressed in Investment Units and which must be covered in national currency, as ordered by article 49, first paragraph, of the Law of Insurance and Sureties Institutions.

"...

"III.- Its social domicile will be Mexico City.

"...".

SECOND.- The authorization granted to Odontored Seguros Dentales, S.A. de C.V., to organize and operate as an insurance institution specialized in health insurance, after the modification indicated in the previous Resolutive, remains entirely in the following terms:

"AUTHORIZATION GRANTED BY THE FEDERAL GOVERNMENT TO ODONTORED SEGUROS DENTALES, S.A. DE C.V., TO ORGANIZE AND FUNCTION AS AN INSURANCE INSTITUTION SPECIALIZED IN HEALTH INSURANCE, IN THE FOLLOWING TERMS:

"ARTICLE ONE.- In exercise of the faculty conferred by the Federal Government by article 5 of the repealed General Law of Insurance and Mutual Societies, to the Ministry of Finance and Public Credit, and which from April 4, 2015, is conferred by article 11 of the Law of Insurance and Sureties Institutions, to the National Insurance and Sureties Commission, ODONTORED SEGUROS DENTALES, S.A. DE C.V. is authorized to organize and function as an insurance institution specialized in health insurance.

"ARTICLE TWO.- The insurance institution referred to in this resolution is authorized to practice the operation of accident and illness insurance, in the lines of personal accidents, medical expenses and health.

"ARTICLE THREE.- In what is not expressly stated by this resolution, the authorized insurance institution will be subject to the Law of Insurance and Sureties Institutions, as well as to the provisions derived from it, to the Law on the Insurance Contract, to the General Health Law, to the General Law of Commercial Societies, as well as to the other norms that by their very nature are applicable to it, and in particular, to the following bases:

"I.- Its denomination will be "ODONTORED SEGUROS DENTALES, VARIABLE CAPITAL ANONYMOUS COMPANY".

"II.- Its social capital will be variable according to the following:

"a) The insurance institution must have the minimum paid-in capital determined for the year in question, for each operation or line of business it has authorized, expressed in Investment Units and which must be covered in national currency, as ordered by article 49, first paragraph, of the Law of Insurance and Sureties Institutions.

"b) The variable capital with withdrawal right in no case may be greater than the paid-in capital without withdrawal right.

"III.- Its social domicile will be Mexico City.

"ARTICLE FOUR.- "ODONTORED SEGUROS DENTALES, S.A. DE C.V." will be subject to the inspection and surveillance of the National Insurance and Sureties Commission and of the Ministry of Health, in terms of articles 382 and 384 of the Law of Insurance and Sureties Institutions.

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

THIRD.- These resolutions must be published in the Official Gazette of the Federation and in two widely circulated newspapers from the social domicile of the institution, within the one hundred twenty days following the date of their notification to Odontored Seguros Dentales, S.A. de C.V., in terms of what is provided in article 11 of the Law of Insurance and Sureties Institutions, at the expense of the interested parties.

These resolutions are issued based on the information provided by the petitioner contained in the writings sent and are limited exclusively to the modification of the authorization granted to Odontored Seguros Dentales, S.A. de C.V., in the terms described which, in accordance with the applicable provisions, it is the competence of this Commission to resolve, and does not prejudge any act that said society carries out and which implies prior authorization or approval of other financial, administrative, tax or any other authorities, in terms of current regulations, nor does it validate the legality or validity of the same in case such authorizations or approvals are not obtained.

The foregoing is made known to you, based on articles 11, 369, section II, 370, last paragraph, and 372, section XLI, of the Law of Insurance and Sureties Institutions, as well as articles 6 and 9 of the Internal Regulations of the National Insurance and Sureties Commission.

Respectfully,

Effective Suffrage. No Re-election.

Mexico City, December 18, 2017. - The President of the National Insurance and Sureties Commission, Norma Alicia Rosas Rodríguez.- Rubric.

(R.- 465478)

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