Official Letter modifying the authorization granted to Seguros Monterrey New York Life, S.A. de C.V., to operate as an insurance institution

DOF: 19/01/2018

OFFICIAL LETTER modifying the authorization granted to Seguros Monterrey New York Life, 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 Commission of Insurance and Sureties.- Presidency.- Legal Vice Presidency.- General Legal, Advisory and Intermediaries Directorate.- Advisory Directorate.- Sub-Advisory Directorate.- File: C00.411.13.2.1-S0038"15".- Official Letter No. 06-C00-41100/60031.

SUBJECT:

The authorization granted to Seguros Monterrey New York Life, S.A. de C.V. is modified.

SEGUROS MONTERREY NEW YORK LIFE, S.A. DE C.V. Paseo de la Reforma 342, Floor 14 Col. Juárez Cuauhtémoc 06600, Mexico City

To the attention of: Lic. José Adrián González Villarreal Legal Representative

The Federal Government through the National Commission of Insurance and Sureties, and after agreement by its Board of Directors, based on articles 11, 66, 75, 369, section II, 370, last paragraph, and 372, section XLI, of the Insurance and Sureties Institutions Law, as well as articles 6 and 9 of the Internal Regulations of the National Commission of Insurance and Sureties, issues these Resolutions in response to the following Background and Considerations:

BACKGROUND

1. Seguros Monterrey New York 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 Official Letter 102-E-366-DGSV-I-B-a-4825 dated October 16, 1990. This authorization was last modified by Official Letter 366-141/11 dated December 1, 2011.

2. With letters dated July 28 and September 3, 2015, and January 19 and September 1, 2017, Lic. José Adrián González Villarreal, in his capacity as legal representative of Seguros Monterrey New York Life, S.A. de C.V., requested approval from this Decentralized Body to modify Article Four of its corporate bylaws, due to the change of the institution's corporate domicile from the City of Monterrey, Nuevo León, to Mexico City, as well as to carry out a partial reform to said bylaws, regarding Articles 2nd, 4th, 6th, 7th, 8th, 13th, 14th, 15th, 23rd, 27th, 30th, 31st, 32nd, 33rd, 34th, 35th, 36th, 37th, 38th, 39th, 40th, 41st, 42nd and 43rd, in accordance with the project of the Unanimous Consent of Shareholders taken outside an Extraordinary General Meeting, which was attached to the letter of September 3, 2015.

3. Through Official Letter 06-C00-41100/56168 dated October 2, 2017, this Commission approved the partial reform of the corporate bylaws of Seguros Monterrey New York Life, S.A. de C.V., in the terms of the notarization of the Unanimous Consent of Shareholders taken outside an Extraordinary General Meeting on November 7, 2016, contained in public instrument number 12,229 of January 9, 2017, granted before the notary Lic. Jorge Salinas Garza, holder of Public Notary Office 103, with practice in the Notarial District corresponding to the First Registry District in the State of Nuevo León, and registered in the Public Property and Commerce Registry of the State of Nuevo León, and of Mexico City, under commercial folios 1269*9 and 565188-1, dated July 7 and August 28, 2017, respectively.

4. As a result of what is stated in Backgrounds 2 and 3, the National Commission of Insurance and Sureties presented before the Authorizations Committee of said Commission, the proposal to modify the bases of the authorization granted to Seguros Monterrey New York Life, S.A. de C.V., to effect the change of the corporate domicile of said institution, from the City of Monterrey, Nuevo León, to Mexico City, as well as to modify the amount of social capital it has, so that it states that its capital must be expressed in Investment Units and be covered in national currency, as ordered by article 49, first paragraph, of the Insurance and Sureties Institutions Law.

5. The aforementioned modification was submitted to the consideration of the Board of Directors of the National Commission of Insurance and Sureties in its session 197 of October 24, 2017, which, taking into consideration the favorable opinion issued by the Authorizations Committee of the same Commission, agreed as follows:

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

"a) The change of corporate domicile of the reference institution from the City of Monterrey, Nuevo León, to Mexico City.

"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, in terms of article 49, first paragraph, of the Insurance and Sureties Institutions Law."

CONSIDERATIONS

FIRST.- That article 369, section II, of the Insurance and Sureties Institutions Law, 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-C00-41100/56168 of October 2, 2017, the terms of the authorization granted to said insurance institution must be modified.

In view of the foregoing, the following are issued:

RESOLUTIONS

FIRST.- The Preamble and Articles One and Three, Bases II and III of the authorization granted to Seguros Monterrey New York Life, S.A. de C.V., to operate as an insurance institution, are modified, leaving the aforementioned parts in the following terms:

"AUTHORIZATION GRANTED BY THE FEDERAL GOVERNMENT, THROUGH THE NATIONAL COMMISSION OF INSURANCE AND SURETIES, TO SEGUROS MONTERREY NEW YORK LIFE, S.A. DE C.V., TO ORGANIZE AND FUNCTION AS AN INSURANCE INSTITUTION SUBSIDIARY OF NEW YORK LIFE INSURANCE COMPANY, OF NEW YORK, UNITED STATES OF AMERICA, THROUGH NEW YORK LIFE ENTERPRISES LLC. OF DELAWARE, UNITED STATES OF AMERICA, UNDER THE FOLLOWING TERMS:

"ARTICLE ONE.- In exercise of the power conferred by articles 5th and 33-C of the repealed General Law of Insurance and Mutual Insurance Companies to the Ministry of Finance and Public Credit, and which from April 4, 2015, are conferred by articles 11 and 75 of the Insurance and Sureties Institutions Law to the National Commission of Insurance and Sureties, authorization is granted to Seguros Monterrey New York Life, S.A. de C.V., to operate as an insurance institution subsidiary of New York Life Insurance Company, of New York, United States of America, through New York Life Enterprises LLC, of Delaware, United States of America.

"ARTICLE TWO.- The subsidiary insurance institution is authorized to practice in the Mexican Republic the operation of life insurance, as well as accidents and illnesses, in the lines of personal accidents and medical expenses.

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

" ...

"II.- The subsidiary 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 Insurance and Sureties Institutions Law.

"III.- The corporate domicile of the subsidiary insurance institution shall be Mexico City.

" ... ".

SECOND.- The authorization granted to Seguros Monterrey New York Life, S.A. de C.V., to organize and operate as an insurance institution, after the modification indicated in the previous Resolutive, remains in its entirety in the following terms:

"AUTHORIZATION GRANTED BY THE FEDERAL GOVERNMENT, THROUGH THE NATIONAL COMMISSION OF INSURANCE AND SURETIES, TO SEGUROS MONTERREY NEW YORK LIFE, S.A. DE C.V., TO ORGANIZE AND FUNCTION AS AN INSURANCE INSTITUTION SUBSIDIARY OF NEW YORK LIFE INSURANCE COMPANY, OF NEW YORK, UNITED STATES OF AMERICA, THROUGH NEW YORK LIFE ENTERPRISES LLC. OF DELAWARE, UNITED STATES OF AMERICA, UNDER THE FOLLOWING TERMS:

"ARTICLE ONE.- In exercise of the power conferred by articles 5th and 33-C of the repealed General Law of Insurance and Mutual Insurance Companies to the Ministry of Finance and Public Credit, and which from April 4, 2015, are conferred by articles 11 and 75 of the Insurance and Sureties Institutions Law to the National Commission of Insurance and Sureties, authorization is granted to Seguros Monterrey New York Life, S.A. de C.V., to operate as an insurance institution subsidiary of New York Life Insurance Company, of New York, United States of America, through New York Life Enterprises LLC, of Delaware, United States of America.

"ARTICLE TWO.- The subsidiary insurance institution is authorized to practice in the Mexican Republic the operation of life insurance, as well as accidents and illnesses, in the lines of personal accidents and medical expenses.

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

"I.- The name shall be "Seguros Monterrey New York Life, S.A. de C.V.".

"II.- The subsidiary 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 Insurance and Sureties Institutions Law.

"III.- The corporate domicile of the subsidiary insurance institution shall be Mexico City.

"ARTICLE FOUR.- 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 corporate domicile of the institution, within the one hundred twenty days following the date of their notification to Seguros Monterrey New York Life, S.A. de C.V., in terms of what is provided in article 75, second paragraph, of the Insurance and Sureties Institutions Law, at the expense of the interested parties.

These resolutions are issued based on the information provided by the petitioner contained in the letters sent and are limited exclusively to the modification of the authorization granted to Seguros Monterrey New York Life, 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 from 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.

You are hereby informed of the foregoing, based on articles 11, 66, 75, 369, section II, 370, last paragraph, and 372, section XLI, of the Insurance and Sureties Institutions Law, as well as articles 6 and 9 of the Internal Regulations of the National Commission of Insurance and Sureties.

Respectfully,

Effective Suffrage. No Re-election.

Mexico City, October 25, 2017. - The President of the National Commission of Insurance and Sureties, Norma Alicia Rosas Rodríguez.- Rubric.

(R.- 461409)

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