Official Letter Revoking Authorization to Operate as a Multiple Banking Institution for Banco Ahorro FAMSA, S.A. — SHCP — MX

DOF: 01/07/2020

OFFICIAL LETTER revoking the authorization, granted to operate as a Multiple Banking Institution, to Banco Ahorro FAMSA, S.A.

A seal bearing the National Coat of Arms appears on the margin, which reads: United Mexican States.- TREASURY.- Ministry of Finance and Public Credit.- National Banking and Securities Commission.- Presidency.- Legal Vice Presidency.- General Litigation Directorate.- Official Letter: P329/2020.- File: CNBV.212.421.12() " 2020/JUN/18, /2020/Jun/18 " RR/01.

Subject:

Authorization to operate as a Multiple Banking Institution is revoked.

LEGAL REPRESENTATIVE OF BANCO AHORRO FAMSA, S.A. MULTIPLE BANKING INSTITUTION

AV. ALFONSO REYES NORTE NO. 1500, 20TH FLOOR, COL SARABIA, C.P. 64490, MONTERREY, NUEVO LEÓN.

This National Banking and Securities Commission, based on the provisions of Article 25, second paragraph of the Political Constitution of the United Mexican States, Articles 28, first paragraph, fraction V of the Credit Institutions Law, 4, fractions XI and XXXVIII of the National Banking and Securities Commission Law; and in accordance with the First Agreement adopted by the Board of Directors of said Commission in its extraordinary session held on June 30, 2020, with the objective of complying with said legal regulations, issues this resolution revoking the authorization, granted to operate as a Multiple Banking Institution, to BANCO AHORRO FAMSA, S.A. MULTIPLE BANKING INSTITUTION, in accordance with the following:

BACKGROUND

On November 14, 2005, Grupo Famsa, S.A. de C.V. and Fabricantes Muebleros, S.A. de C.V. submitted an application for authorization for the organization and operation of a multiple banking institution, whose name would be Banco Ahorro Famsa, S.A., Multiple Banking Institution, to the Ministry of Finance and Public Credit. On March 15, 2006, this Commission expressed its favorable opinion via official letter 312-1/522344/2006 for the Ministry of Finance to authorize the organization and operation of Banco Ahorro Famsa. On August 8, 2006, the resolution authorizing the organization and operation of Banco Ahorro Famsa, S.A., Multiple Banking Institution was published in the Official Gazette of the Federation.
In the exercise of the inspection and surveillance powers exercised by the National Banking and Securities Commission, in accordance with the provisions of paragraphs third, fourth, fifth, and sixth of the aforementioned Article 5 of the National Banking and Securities Commission Law, this Commission carried out the following acts:

A) Inspection Visit.

I. From February 11 to March 15, 2019, an ordinary inspection visit was conducted with figures as of November 2018 under the authority of official letter 111-1/162/2019 of January 24, 2019, received by the Bank on January 30, 2019, from which the following observations detected regarding regulatory compliance with possible effects on its net capital stand out, which were communicated via official letter 111-1/188/2019 of April 4, 2019, received by Banco Ahorro Famsa on April 12, 2019. The observations of merit are summarized below:

a. The limit of operations with related parties was exceeded by an amount of $1,812.2 million pesos (mdp).

b. Advance payments with an amortization period greater than one year were identified for an amount of $778.2 mdp, which were not considered in the calculation of the corresponding Capitalization Index (ICAP) as of November 2018.

c. Credit portfolio acquired by Banco Ahorro Famsa from Impulsora Promobien S.A. de C.V. (PROMOBIEN) was improperly registered in November 2018, under authorizations for the purchase of portfolio granted by the Bank of Mexico, as receivables, for an amount of $159.2 mdp, without complying with the requirements of accounting criterion B-11 Receivables of Annex 33 of the General Provisions applicable to Credit Institutions, published in the Official Gazette of the Federation on December 2, 2005 and modified by Resolutions published in the said Official Gazette on March 3 and 28, September 15, December 6 and 8, 2006; January 12, March 23, April 26, and November 5, 2007; March 10, August 22, September 19, October 14, and December 4, 2008; April 27, May 28, June 11, August 12, October 16, November 9, December 1 and 24, 2009; January 27, February 10, April 9 and 15, May 17, June 28, July 29, August 19, September 9 and 28, October 25, November 26, and December 20, 2010; January 24 and 27, March 4, April 21, July 5, August 3 and 12, September 30, October 5 and 27, and December 28, 2011; June 19, July 5, October 23, November 28, and December 13, 2012; January 31, April 16, May 3, June 3 and 24, July 12, October 2, and December 24, 2013; January 7 and 31, March 26, May 12 and 19, July 3 and 31, September 24, October 30, December 8 and 31, 2014; January 9, February 5, April 30, May 27, June 23, August 27, September 21, October 29, November 9 and 13, December 16 and 31, 2015; April 7 and 28, June 22, July 7 and 29, August 1, September 19 and 28, and December 27, 2016; January 6, April 4 and 27, May 31, June 26, July 4 and 24, August 29, October 6 and 25, December 18, 26, and 27, 2017; January 22, March 14, April 26, May 11, June 26, July 23, August 29, September 4, October 5, November 15 and 27, 2018, April 15, July 5, October 1, November 1, 4, and 25, 2019, as well as March 13, April 9, and June 9, 2020 (hereinafter the Provisions).

d. A shortage of preventive estimates equivalent to $108.6 mdp was determined, due to the incorrect application of the general methodology for calculating reserves for non-revolving consumer portfolio established in the Provisions.

II. Once corrective measures were issued to remedy these observations, among others, via official letters on corrective actions and measures 111-1/207/2019 of June 26, 2019, received by the Bank on July 2, 2019, as well as follow-up on corrective actions and measures 111-1/227/2019 of November 28, 2019, received by Banco Ahorro Famsa on December 3, 2019, the Bank made various statements to address the observations formulated by this Commission.

B) Surveillance.

In the exercise of the surveillance powers of the National Banking and Securities Commission, in accordance with the provisions of Article 5 paragraphs fourth, fifth, and sixth of the National Banking and Securities Commission Law, via observation official letters 111-1/ 243/2019 of December 17, 2019, 111-1/164/2020 of February 21, and 111-1/177/ 2020 of March 4, 2020, received by Banco Ahorro Famsa on December 17, 2019, February 26, and March 11, 2020, respectively, alleged non-compliance in matters of capitalization, regulatory limits, and reserves were communicated to the Entity, consisting of the following:

Official Letter 111-1/243/2019:

a. Did not deduct from basic capital the amount in excess of 25% of basic capital of all operations with relevant related parties.

b. The amount of assets adjudicated for an amount of $3,962 mdp, which the Bank registered at the close of September 2019, exceeded by $741 mdp the limit established in the penultimate paragraph of Article 55 of the LIC.

c. Omitted to submit to the approval of its Board of Directors a total of 17 relevant related party operations (Famsa Group) that exceeded two million UDI's.

d. Inconsistencies in regulatory reports R04C-0463, R04C-0464, R04C-0468, and R04C-0469 such as: (i) omitted to report in the credit origination regulatory report, a credit granted to Grupo Famsa; (ii) despite the required payment amount of some credits not having been made, these appeared in the corresponding report as current credits without delay, and (iii) credits that had an origin date later than the maturity date.

e. Omitted to present the report corresponding to 3Q19 on the progress in the implementation of the Work Plan in which the actions to be followed to develop the mechanisms referred to in Articles 51 Bis 3 and 51 Bis 5 of the General Provisions applicable to credit institutions are specified.

Official Letter 111-1/164/2020:

a. At the close of December 2019, did not constitute reserves for adjudicated assets for an amount of $43.6 mdp.

b. Non-compliance with the Contingency Plan referred to in Article 172 Bis 37 of the Provisions, since the Bank did not implement the actions it considers in this document to restore the level of the ICAP, despite the mentioned indicator being located below the level of the desired risk profile established by the Bank itself during the months of September to December 2019, which is 11.50%.

Official Letter 111-1/177/2020:

a. Shortages of reserves for non-revolving consumer portfolio by $80.9 mdp due to deficiencies in the application of the general methodology of preventive estimates contained in the Provisions.

Additionally, via official letters 111-1/191/2020 and 111-1/200/2020 of March 27 and April 7, 2020, received by Banco Ahorro Famsa on March 30 and April 7, 2020 respectively, this Commission requested various information as part of its surveillance activities.

Through writings sent by its Legal Manager, via email on April 16 and May 11, 2020, received by this Commission on the same dates within the deadline granted for such purpose, Banco Ahorro Famsa responded to official letters 111-1/191/2020 and 111-1/200/2020.

As a result of the review of the information provided in the writings of April 16 and May 11, 2020 referred to, as well as the regulatory reports for the months of February and March 2020 sent by said Bank to this Commission through the Interinstitutional Transfer of Information System (hereinafter SITI) in compliance with the provisions of Article 207, of the General Provisions applicable to Credit Institutions, published in the Official Gazette of the Federation on December 2, 2005 and last reformed by resolution published in the said Official Gazette on June 9, 2020, and the information regarding its capitalization requirements calculation for the months of September 2019 to March 2020 that in terms of Article 2 Bis 4, third paragraph, of the aforementioned provisions, were sent by BAF to the Bank of Mexico, this Commission detected in the exercise of its functions various findings that were made known to Banco Ahorro Famsa through official letter 111-1/221/2020 of May 22, 2020, received on the same date by Banco Ahorro Famsa. In said official letter, this Commission granted the right to be heard, considering that, with respect to Observations 1, 2, 6, 7, and 9, the deadline to exercise the right to be heard was 10 business days counted from the next business day following the day on which the notification of such official letter took effect, taking into account that if those observations were proven, the possible impact could imply that the net capital of Banco Ahorro Famsa be lower than the amount resulting from adding the capital requirements established in the Provisions as stated in Article 50, first paragraph of the LIC, potentially placing Banco Ahorro Famsa in a situation where it would not have the capacity to meet its obligations acquired with the public depositors and other participants in the Mexican financial system, based on Article 50, fraction VII, second paragraph, incisos b) and d) of the aforementioned Supervision Regulation of the National Banking and Securities Commission.

In the exercise of its right to be heard, Banco Ahorro Famsa sent to this Commission a writing dated June 5, 2020, received by this Commission on the same day, through which it responded to official letter 111-1/221/2020, with respect to the Observations identified in numerals 1, 2, 6, 7, and 9.

In accordance with the arguments set forth in the previous paragraph, via official letter 111-1/232/ 2020 of June 10, 2020, received by said Bank on that same date, this Commission made known to Banco Ahorro Famsa that such arguments did not legally disprove the facts indicated in Observations 1, 2, 6, 7, and 9 of official letter 111-1/221/2020 of May 22, 2020, therefore it was communicated that this Commission would take the necessary actions for the calculation of said index or capital supplements to be carried out, in accordance with what is provided in the aforementioned Article 50 of the Credit Institutions Law, as well as that it was requested that Banco Ahorro Famsa prove to this Commission that its capitalization index had been calculated in accordance with Article 2 Bis 6, fraction I, inciso s) of the Provisions in relation to what is provided in Article 50, seventh paragraph, of the Credit Institutions Law, and in its case, manifest in writing and through a person legally authorized to do so, what it deemed convenient in its interest.

Through a writing dated June 16, 2020, received by this Commission on that same day, Banco Ahorro Famsa responded to official letter 111-1/232/2020 of June 10, 2020, stating that for Observations 1, 2, 6, 7, and 9 of official letter 111-1/221/2020 of May 22, 2020, its response was the same as that stated in the writing of June 5, 2020 mentioned, without proving to this Commission that its ICAP calculation had been calculated in accordance with what is established in Article 2 Bis 6, fraction I, inciso s) of the Provisions in relation to what is provided in Article 50, seventh paragraph, of the Credit Institutions Law, as was required in official letter 111-1/232/2020, therefore, consequently, the facts imputed in the aforementioned observations were deemed proven, with the corresponding implications for the ICAP at the close of March 2020.

Through official letter number 111-1/237/2020 dated June 24, 2020, this Commission requested the Bank of Mexico to calculate the Capitalization Index at the close of March 2020 of BANCO AHORRO FAMSA, S.A. Multiple Banking Institution, based on the information that this Commission determined with respect to Observations 1, 6, and 7 of official letter 111-1/221/2020, in the exercise of its inspection and surveillance functions, in accordance with Article 2 Bis 4, penultimate paragraph of the Provisions, in relation to Article 50 of the Credit Institutions Law.
Via official letter dated June 24, 2020, in response to official letter 111-1/237/2020, the Bank of Mexico communicated to this Commission that the Capitalization Index of BANCO AHORRO FAMSA, S.A. Multiple Banking Institution, at the close of March 2020, is equivalent to the negative figure of -6.02% (minus six point zero two percent). Likewise, via writing dated June 25, 2020 in extension of the aforementioned writing, the Bank of Mexico specified that the ICAP of -6.02% corresponds to the figures of Banco Ahorro Famsa at the close of March 2020.
Through official letters 111-1/245/2020 and 111-1/242/2020, both dated June 25, 2020, this Commission requested the opinion of the Bank of Mexico and the Bank Savings Protection Institute, respectively, with respect to the cause for revocation in which BANCO AHORRO FAMSA, S.A. Multiple Banking Institution is located, in compliance with the provisions of the first paragraph of Article 28 of the Credit Institutions Law.
Via writing dated June 30, 2020, the Bank of Mexico issued a favorable opinion for the declaration of revocation of the authorization to organize and operate as a Multiple Banking Institution granted to BANCO AHORRO FAMSA, S.A. Multiple Banking Institution.
Via official letter number IPAB/SAPAB/DGSIA/109/2020, IPAB/SAJ/DJPA/359/2020 dated June 26, 2020, the Bank Savings Protection Institute issued a favorable opinion regarding the revocation of the authorization granted to said Society.
Through official letter number 210/010/2020 dated June 25, 2020, this Commission issued an official letter summoning the revocation procedure for the authorization to operate as a Multiple Banking Institution, which was legally notified to Banco Ahorro Famsa, S.A. on the same date of its issuance, by being located in the cause for revocation provided in fraction V of Article 28 of the Credit Institutions Law, in relation to Article 29 Bis, fraction III, inciso a) of the aforementioned legal instrument, since its Capitalization Index at the close of March 2020 is below that indicated in Article 50 of the Credit Institutions Law.
By writing dated June 29, 2020 received by this Commission on the same day, the Entity exercised its right to be heard making various statements with respect to the causes for revocation contained in the aforementioned summoning official letter.
On June 30, 2020, the Commission submitted to the consideration of its Board of Directors the revocation of the authorization of BANCO AHORRO FAMSA, S.A. Multiple Banking Institution, based on the facts indicated in the aforementioned numerals of this chapter.
Regarding this, via official letter 111-1/241/2020 dated June 25, 2020, the National Banking and Securities Commission warned BANCO AHORRO FAMSA, S.A. Multiple Banking Institution, to reinstate the capital within a term of one business day.
In response to the above, said Society manifested, via writing dated June 29, 2020, what it deemed convenient in its right without reinstating the capital.

In view of the foregoing, the reasons and legal provisions that support the present resolution revoking the authorization, granted to organize and operate as a Multiple Banking Institution, to BANCO AHORRO FAMSA, S.A. MULTIPLE BANKING INSTITUTION are exposed below.

CONSIDERATIONS

FIRST. - That, based on Articles 28, fraction V of the Credit Institutions Law, 4, fractions XI and XXXVIII of the National Banking and Securities Commission Law, this Commission is competent to declare the revocation of the authorization to organize and operate as a multiple banking institution.

SECOND. - That the entity, via writing dated June 29, 2020, exercised its right to be heard derived from the summoning official letter of this Commission, stating basically that:

The Commission must regularize the procedure since it is not in the case of Article 29 Bis, fraction III, inciso a) of the LIC, but in fraction II of the same numeral, by being located in the case of revocation of art. 28 fraction V of the same legal instrument.
The Legal Vice President does not have the authority to sign the summoning official letter for revocation as this corresponds to the General Litigation Directorate.
The principle of definitiveness is not met, as the summoning official letter is sub judice since the Bank has challenged it.
It reiterates, with the same arguments it has asserted, that the operation of the Trust should not be considered an operation with a related party since the requirement of the second paragraph of Article 73 of the Credit Institutions Law is not met.

THIRD. - That Article 25 of the Constitution essentially contains the principles of the State's economic direction to guarantee the economic growth of the country, which will be achieved through State actions that encourage certain productive sectors, grant subsidies, provide facilities to newly created companies, grant incentives for the import and export of products and raw materials, and lay the foundations of state orientation through a national plan. The purpose

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Regarding this, through "DECREE by which various provisions of the Political Constitution of the United Mexican States are reformed and added, in matters of financial discipline of the federal entities and municipalities", published in the Official Journal of the Federation on May 26, 2015, the second paragraph of constitutional article 25 was reformed to establish that "The State will ensure the stability of public finances and the financial system to contribute to generating favorable conditions for economic growth and employment. ( ... )."

The intention of the Constitutional Reformer Power was to elevate to constitutional level the obligation to ensure the stability of the financial system, because in this way it contributes to generating favorable conditions for economic growth and employment and grants legal certainty in the same and with respect to participants in it, which is the basis of well-being in the population.

The achievement of such stability is only possible through: a) Establishing a solid legal framework; and b) Having financial regulation and supervision that safeguard the stability and integrity of the system itself and protect the interests of the population.

The foregoing is inferred from the legislative process that originated the referred decree, in whose report of the "Commission on Constitutional Points" of the Chamber of Deputies, (1) it was expressed:

Considerations in particular.

Article 25

The members of this Dictating Commission do not fail to notice that the financial system plays a central role in the functioning and development of the economy. A stable, efficient, competitive and innovative financial system contributes to raising sustained economic growth and the well-being of the population. To achieve these objectives, it is indispensable to have a solid legal framework and financial regulation and supervision that safeguard the integrity of the system itself and protect the interests of the population. In this sense, a second paragraph is added to constitutional article 25, to establish that the State, understood in the three orders of government, must ensure the care of the stability of public finances and the financial system, contributing to generating conditions for economic growth and employment, which is of vital importance, since it is its obligation to review what public spending is destined for, offering more transparency to the population and avoiding the diversion of resources to cover the interests of the executive in turn. This principle must be followed by the three orders of government, ( ... )

Thus, from the content of the article in question, the constitutional principles of stability of the Mexican financial system and the protection of the public in general in it are derived, principles under which this Commission carries out all and each of its actions.

For its part, articles 1 and 117 of the Credit Institutions Law establish:

Article 1st.- The present Law is of public order and general observance in the United Mexican States and has as its object to regulate the banking and credit service, the organization and functioning of credit institutions, the activities and operations that they may carry out, their sound and balanced development, the protection of the interests of the public and the terms in which the State will exercise the financial oversight of the Mexican Banking System.

Article 117.- The supervision of the entities regulated by this Law will be in charge of the National Banking and Securities Commission, who will carry it out subject to what is provided in its Law, in the respective Regulation and in the other provisions that are applicable.

From the transcribed provisions, it is inferred that the Credit Institutions Law is of public order and has as its object to regulate the banking and credit service, the institutions that provide it, the activities and operations that they can carry out, as well as the terms in which the State will exercise the oversight of the Mexican banking system. All of this in compliance with the constitutional mandate to exercise the oversight of the Mexican financial system, in protection of the interests of the public. Likewise, it must be said that the supervision of credit institutions is in charge of the National Banking and Securities Commission, supervision that, in terms of article 2 of the Law of the National Banking and Securities Commission, "... will have as its object to supervise and regulate in the scope of its competence the entities that are part of the Mexican financial system ( ... ), in order to ensure their stability and correct functioning, as well as to maintain and foster the sound and balanced development of said system as a whole, in protection of the interests of the public."

Regarding the banking and credit service, the Tenth Collegiate Court in Administrative Matters of the First Circuit, in the thesis whose heading and location data are "BANKING AND CREDIT SERVICE. ITS CHARACTERISTICS AS AN ACTIVITY OF GENERAL INTEREST. [Tenth Era, Circuit Collegiate Courts; Gazette of the Judicial Weekly of the Federation, Book 67, June 2019, Volume VI, Page 5360, Thesis: I.10o.A.105 A (10a.), Isolated Thesis, Matter(s): Administrative]", determined that it constitutes a regulated activity of the credit market that is considered of general interest, whose exercise can be entrusted, via authorization, to individuals constituted as credit institutions, who must strictly adhere to the norms that regulate that service, as well as to sound banking practices and usages, with the object of not transgressing human rights to the detriment of the private users of financial services.

The Credit Institutions Law recognizes that the non-compliance with the applicable provisions to a Financial Institution has effects both on the economy and on the stability of the financial system, since in it are involved the resources of the saving public, therefore, with the purpose of giving efficacy to the principles contained in constitutional article 25, the legislator established in "Title Second of Credit Institutions", of "Chapter I of Multiple Banking Institutions", in "Third Section of the Revocation" the faculty in favor of the CNBV to revoke the authorization of Credit Institutions.

Article 28, fraction V, of the Credit Institutions Law, literally prescribes:

"ARTICLE 28.- The National Banking and Securities Commission, with the approval of its Board of Directors, after hearing the affected Multiple Banking Institution, as well as the opinion of the Bank of Mexico and the Institute for the Protection of Bank Savings, may declare the revocation of the authorization that it has granted to that one to organize and operate with such character, in the following cases: ( ... )

V. If the Multiple Banking Institution in question does not comply with the minimum capitalization index required in accordance with what is provided by article 50 of this Law and the provisions to which said provision refers;"

Now well, the Bank of Mexico communicated to this Commission, through the letter referred to in numeral 4 of the chapter of antecedents of the present letter, that the Capitalization Index of BANCO AHORRO FAMSA, S.A. Institución de Banca Múltiple at the close of the month of March 2020 is equivalent to -6.02% (minus six point zero two percent).

The foregoing in accordance with what is provided by articles 2 Bis 4, penultimate and last paragraph, and 219, first and second paragraphs, of the General Provisions applicable to credit institutions, published in the Official Journal of the Federation on December 2, 2005, modified through Resolutions published in the cited Official Journal on March 3 and 28, September 15, December 6 and 8, 2006, January 12, March 23, April 26, November 5, 2007, March 10, August 22, September 19, October 14, December 4, 2008, April 27, May 28, June 11, August 12, October 16, November 9, December 1 and 24, 2009, January 27, February 10, April 9 and 15, May 17, June 28, July 29, August 19, September 9 and 28, October 25, November 26 and December 20, 2010, January 24 and 27, March 4, April 21, July 5, August 3 and 12, September 30, October 5 and 27 and December 28, 2011, June 19, July 5, October 23, November 28 and December 13, 2012, January 31, April 16, May 3, June 3 and 24, July 12, October 2 and December 24, 2013; January 7 and 31, March 26, May 12 and 19, July 3 and 31, September 24, October 30, December 8 and 31, 2014; January 9, February 5, April 30, May 27, June 23, August 27, September 21, October 29, November 9 and 13, December 16 and 31, 2015; April 7 and 28, June 22, July 7 and 29, August 1, September 19 and 28 and December 27, 2016; January 6, April 4 and 27, May 31, June 26, July 4 and 24, August 29, October 6 and 25, December 18, 26 and 27, 2017; January 22, March 14, April 26, May 11, June 26, July 23, August 29, September 4, October 5, November 15 and 27, 2018, April 15, July 5, October 1, November 1, 4 and 25, 2019, as well as March 13, April 9 and June 9, 2020, respectively, which provide:

"Article 2 Bis 4.- ... ... Also, and without prejudice to what is established in this title, the Commission may request the Bank of Mexico, at any time, to carry out the calculation of the Capitalization Index of an Institution based on the information that the Commission itself has observed in the exercise of its inspection and surveillance functions. The Capitalization Index calculated by the Bank of Mexico, based on the information provided to it by the Commission in accordance with the previous paragraph, will be the one used for all legal effects conducive."

"Article 219.-. The referred index will be calculated by the Bank of Mexico based on the information provided to it by multiple banking institutions and will be communicated to the Commission through the Bank of Mexico's computer systems or by any other suitable means, including electronic ones. Without prejudice to what is provided in the previous paragraph and in accordance with what is provided in Article 2 Bis 4 of these provisions, the Bank of Mexico may carry out the computation with greater frequency and on any date for a specific Multiple Banking Institution, when it judges that between the days that go from one computation to another, such Multiple Banking Institution is assuming risks notably higher than those shown by the month-end figures; such situation and, if applicable, the new Capitalization Index must be reported to the Commission through the means mentioned above."

Therefore, its Capitalization Index at the close of the month of March 2020 is lower than the minimum capital requirement, in accordance with what is established in article 50 of the Credit Institutions Law, in relation to what is provided by article 2 Bis 5 of the cited Provisions; legal provisions that establish:

"Article 50.- Credit institutions must maintain at all times a net capital that will be expressed through an index and cannot be lower than the amount resulting from adding the capital requirements established by the National Banking and Securities Commission in terms of the general provisions it issues with the approval of its Board of Directors, for multiple banking institutions, on the one hand, and for development banking institutions, on the other. To this effect, said capital requirements will refer to the following:

I. Market, credit, operational and other risks in which institutions incur in their operation, and II. The relationship between their assets and liabilities.

Net capital will be determined in accordance with what is established by the Commission itself in the mentioned provisions and will consist of several parts, among which a basic one will be defined, which, in turn, will have two tranches, one of which will be called fundamental capital. Each of the parts and tranches of net capital must not be lower than the minimums determined by the National Banking and Securities Commission in the provisions referred to in the first paragraph of this article. The capital requirements established by the National Banking and Securities Commission will have the object of safeguarding financial stability and the solvency of credit institutions, as well as protecting the interests of the saving public. Net capital will be integrated by capital contributions, as well as by retained earnings and capital reserves, without prejudice to the National Banking and Securities Commission allowing to include or subtract in said net capital other concepts of equity, subject to the terms and conditions established by said Commission in the referred general provisions. In exercising the attributions and issuing the general provisions referred to in this article, the National Banking and Securities Commission must hear the opinion of the Bank of Mexico, as well as take into account international banking usages regarding the adequate capitalization of credit institutions, while it will determine the classifications of assets, of operations causing contingent liability and other operations, determining the treatment that corresponds to the different groups of assets and operations resulting from the referred classifications. Regardless of the capitalization index referred to in this article, credit institutions must maintain capital supplements above the minimum required for said capitalization index, which the National Banking and Securities Commission will determine in the referred general provisions. To determine said supplements, the Commission may take into account various factors such as the need to have a capital margin to operate above the minimum, the economic cycle and the systemic nature risks that each institution, due to its characteristics or those of its operations, might represent for the stability of the financial system or the economy as a whole. The National Banking and Securities Commission, in the provisions referred to in this article, will establish the procedure for the calculation of the capitalization index. Such calculation will be carried out based on the recognition that is made to the different components of net capital in accordance with what is provided by the general provisions referred to in this article, as well as based on the requirements indicated in the first paragraph of this article and on the capital supplements, applicable to credit institutions, as well as the information that with respect to each institution may be made known to the public. When the National Banking and Securities
Commission, due to its supervision function, requires as a corrective measure for credit institutions to make adjustments to the accounting records related to their active, passive and capital operations that, in turn, may derive in modifications to their capitalization index or to their capital supplements, said Commission must carry out the necessary actions so that the calculation of said index or supplements is carried out in accordance with what is provided in this article and in the applicable provisions, in which case it must previously hear the affected Multiple Banking Institution, and resolve in a period not greater than three business days. In the case that the corrective measure referred to in the previous paragraph causes the Multiple Banking Institution to register a capitalization index, a fundamental capital, a basic part of net capital or capital supplements at levels lower than those required in accordance with the general provisions referred to in this article, this must be agreed by the Board of Directors of the National Banking and Securities Commission considering the elements provided by the Multiple Banking Institution in question. The calculation of the capitalization index, of the fundamental capital, of the basic part of net capital or of the capital supplements that, in terms of this article, results from the adjustments required by the National Banking and Securities Commission will be the one used for all legal effects conducive."

"Article 2 Bis 5.- Institutions must maintain a Net Capital in relation to the credit, market and operational risks in which they incur in their operation, which cannot be lower than the amount resulting from adding the capital requirements for each of said types of risk, in terms of this title. Net Capital will be composed of a basic part and a complementary part. The minimum required Capitalization Index that Institutions must maintain will be equal to 8 percent. Regarding the basic part of Net Capital, institutions must maintain:

I. [. . .]

II. A Fundamental Capital Coefficient of at least 4.5%.

III. Additionally to the minimum capital established in the preceding paragraphs, Institutions must maintain a Capital Conservation Supplement constituted by Fundamental Capital, in the terms indicated in fraction I of Article 2 Bis 6 of these provisions, equivalent to:

a) to c) ..."

(Emphasis added)

From the analysis of the previously cited legal provisions, it is clear that the minimum required Capitalization Index that multiple banking institutions must maintain will be equal to 8%, therefore, by locating the Capitalization Index of that Society at the close of the month of March 2020, at -6.02% (minus six point zero two percent), it is evident that that Society does not comply with said Index, nor does it comply with the minimum fundamental capital coefficient.

Regarding this, that Society through the writing cited in numeral 10 of the chapter of antecedents of the present letter manifested that what it deemed appropriate did not reinstate the capital, as can be appreciated from the gloss made to its arguments and from those that follow below by this Commission in the following terms:

I. The argument of Banco Ahorro Famsa consisting in that a period of 7 business days should have been granted to manifest what is appropriate for its rights; providing the possibility that within the same period it reinstates to its capital the sufficient amount to continue operating, holding a shareholders' meeting in terms of article 29 Bis 1 of the Credit Institutions Law; and the possibility that within the same term it holds a shareholders' meeting where a conditioned operation regime is approved and requests the approval of the National Banking and Securities Commission. To demonstrate the foregoing, it is necessary to resort to articles 28, 29 Bis, 29 Bis 2 and 29 Bis 3 of the Credit Institutions Law, in whose relevant part they establish:

Article 28.- The National Banking and Securities Commission, with the approval of its Board of Directors, after hearing the affected multiple banking institution, as well as the opinion of the Bank of Mexico and the Institute for the Protection of Bank Savings, may declare the revocation of the authorization that it has granted to that one to organize and operate with such character, in the following cases: ( ... )

V. If the multiple banking institution in question does not comply with the minimum capitalization index required

conforme

dispuesto

por

artículo

esta

Ley

las

disposiciones

que

dicho

precepto

refiere;

( ... )

Article 29 Bis.

When the National Banking and Securities Commission has knowledge that a multiple banking institution has incurred in any of the circumstances provided for in article 28 of this Law, with the exception of those established in fractions II and III of said article, it shall notify said situation so that the institution may state in writing what it deems appropriate for its rights within the following deadlines:

( ... )

II. Seven days in the case of institutions that have incurred in the grounds for revocation provided for in article 28, fractions IV and V of this Law. Institutions that fall under the circumstance of fraction V mentioned above may, within that same deadline, file the request referred to in article 29 Bis 2 of this Law, and

III. Three days regarding multiple banking institutions that:

a) Have incurred in the ground for revocation provided for in article 28, fraction V of this Law, whose capitalization index has decreased from being equal to or higher than the required level according to article 50 of this Law, to a level equal to or lower than the minimum fundamental capital requirement established according to said article, in the period comprised between one calculation and the immediate next one carried out according to the applicable provisions;

( ... )

Multiple banking institutions that fall under the circumstance of revocation provided for in article 28, fraction V of this Law, may within the deadline indicated in fraction II of this article, reintegrate the capital in the amount necessary to maintain their operations within the respective limits in terms of this Law. To this effect, the capital increase must be fully subscribed and paid on the same date on which the shareholders' meeting is held in accordance with what is provided for in article 29 Bis 1 of this Law.

In the event that multiple banking institutions that fall under the circumstance referred to in fraction III, subsections a) and c) of this article, exhibit within the deadline contemplated in the same, formal communication in which a financial entity states that it has made available to the institution in question, unconditionally and irrevocably, the necessary resources so that the institution's capitalization index is located at the legal levels that correspond, as well as the publication of the call for the extraordinary general shareholders' meeting of the institution for the purposes of the corresponding capital increase, a five-day extension will be granted so that the multiple banking institution carries out the necessary acts in order to reintegrate the capital.

The National Banking and Securities Commission, in the general provisions referred to in article 50 of this Law, may establish the requirements that said communication must meet, as well as the other means according to which institutions may request said extension.

( ... )

FOURTH SECTION

Of the Conditional Operation Regime

Article 29 Bis 2.- Regarding that institution that incurs in the ground for revocation referred to in fraction V of article 28 of this Law, the National Banking and Securities Commission, once it has heard the opinion of the Bank of Mexico and the Bank Savings Protection Institute, may abstain from revoking the respective authorization, with the purpose that said institution continues to operate in terms of what is provided for in this Section.

The provision in the previous paragraph will proceed always and whenever the institution in question, with prior approval of its shareholders' meeting held in accordance with what is provided for in article 29 Bis 1 of this Law, requests it in writing to the National Banking and Securities Commission, and proves before it, within the deadline referred to in article 29 Bis of this same legal framework, the execution of the following acts approved by said assembly:

I. The encumbrance of shares that represent at least seventy-five percent of the social capital of that same institution to an irrevocable trust that is constituted according to what is provided for in article 29 Bis 4 of this Law, and

II. The presentation before the National Banking and Securities Commission of the capital restoration plan referred to in subsection b) of fraction I of article 122 of this Law.

( ... )

Article 29 Bis 3.- Multiple banking institutions that do not meet the minimum fundamental capital required according to the provisions referred to in article 50 of this Law may not avail themselves of the conditional operation regime referred to in this Section.

From the transcribed articles, it is clear that there are 2 circumstances to state what is appropriate for the entity's rights before the updating of the ground for revocation provided for in article 28, fraction V, of the Credit Institutions Law, namely:

7 days when the minimum required capitalization index is not met according to article 50 of the Law and the provisions referred to in said provision; and
3 days when the capitalization index decreases from being equal to or higher than the required level according to article 50 of the Law, to a level equal to or lower than the minimum fundamental capital requirement established according to the same article, in the period comprised between one calculation and the immediate next one carried out according to the applicable provisions.

The first circumstance consists of a capitalization index that does not reach the minimum established in the Law. Here, a 7-day deadline is granted and the possibility for the entity to request in writing to the Commission, within that same deadline, to abstain from revoking the respective authorization always that, with prior approval of its shareholders' meeting held in terms of article 29 Bis 1, it proves the execution of the following approved acts:

The encumbrance of shares that represent at least 75% of the social capital of that same institution to an irrevocable trust that is constituted according to what is provided for in article 29 Bis 4 of the Law; and
The presentation before the Commission of the capital restoration plan referred to in subsection b) of fraction I of article 122 of the Law.

This request that allows operating under what the Law calls "conditional operation regime" is not applicable in the case of multiple banking institutions that do not meet the minimum fundamental capital required according to the provisions referred to in article 50 of the Law.

Within the same 7-day deadline, entities can reintegrate the capital in the amount necessary to maintain their operations within the respective limits in terms of the Law, but the capital increase must be fully subscribed and paid on the same date on which the shareholders' meeting is held in accordance with what is provided for in article 29 Bis 1.

The second circumstance, the one with the 3-day deadline, refers to the capitalization index that has gone from being equal to or higher than the required level according to article 50 of the Law, to a level equal to or lower than the minimum fundamental capital requirement established according to the same article, but in the period comprised between one calculation and the immediate next one. This means that in reality, it is the measurement of two consecutive indices.

In this hypothesis, entities can exhibit within the 3-day deadline, a formal communication in which a financial entity states that it has made available to the institution in question, unconditionally and irrevocably, the necessary resources so that the capitalization index is located at the corresponding legal levels, as well as the publication of the call for the extraordinary general shareholders' meeting of the institution for the purposes of the corresponding capital increase.

To this effect, a 5-day extension will be granted so that the multiple banking institution carries out the necessary acts in order to reintegrate the capital.

In the particular case, from August 2019 to February 2020, the capitalization index had been located at levels close to 10.50%, since according to the Provisions for its calculation, in the basic part, the amount in excess of 25% of its operations with relevant related parties is deducted, an amount that is representative for Banco Ahorro Famsa given the continuous financing to this type of persons through credits, accounts receivable, and advance payments for services provided by these latter ones, as expressed below:

As can be seen in the graph, in March 2020 there is a decrease in the ICAP calculation with respect to the information reported by the Entity to the Bank of Mexico from 11.34% to -6.02%, considering in the ICAP calculation that this Commission requested from Banxico based on the facts observed in the supervision activities, which were specified in sections A), B) and C) of the notice 210/010/2020 of June 25, 2020, and communicated by the Bank of Mexico to this Commission by letter dated June 24, 2020 and addendum to such letter of the 25th of the same month and year, with which it is accredited that the capitalization index decreased from a level higher than the required level according to what is established in article 50 of the Credit Institutions Law, to a level lower than the minimum fundamental capital requirement comprised between one calculation and the immediate next one.

Therefore, the deadline to state what is appropriate for the entity's rights is the one corresponding to 3 days.

As for the argument that notice 210/010/2020, dated June 25, 2020, is illegal because there is no provision that states that the computation of deadlines must be in natural days, it is also unfounded, since article 5 Bis 5 of the Credit Institutions Law establishes that "For the purposes of this Law, deadlines fixed in days shall be understood as natural days, unless it is expressly stated that they are business days."

IV.

As for the request of BAF, for this Commission to abstain from executing the revocation of authorization to operate as a Multiple Banking Institution, since it challenged the considerations that served as the basis for issuing the summons notice; regarding this, said manifestations are fruitless, since BAF does not offer nor exhibit means of proof with which to prove its manifestations, nor even any jurisdictional resolution in which the suspension of the procedure derived from the summons contained in the notice is granted.

Therefore, there is no evidence of the truth of the facts raised by the entity, the foregoing in terms of article 81 of the Federal Code of Civil Procedures, especially since it is a procedural duty on BAF, consequently, there is no grounds to agree favorably with its petition that this Commission abstains from executing the revocation in question.

1 · BAF states that the summons notice lacks clarity and precision, since the CNBV did not reason why it considers that the inspection and surveillance powers described on pages 1 and 3 of the summons notice influence the ICAP calculation for March 2020 by a percentage of -6.02%

It ignores notice 111-1/237/2020 of June 24, 2020, issued by the Bank of Mexico
The CNBV should have explained clearly and precisely the concepts and amounts used by BM for the ICAP calculation for March 2020 by a percentage of -6.02%
The CNBV omitted to explain how it arrived at the conclusion that during the first quarter of 2020, the Bank registered a loss of $373 million pesos mainly due to the increase in reserves by $1,294 million pesos due to the deterioration of the consumer portfolio commented on, and as a consequence, a decrease in its book capital of 6.8% to remain at $5,142 million pesos.

With the aforementioned manifestations, BAF does not manage to disprove the legality of the summons notice, since the inspection and surveillance powers carried out by this CNBV, in terms of article 5 of the Law of the National Banking and Securities Commission, consisting of the inspection carried out through the visit held from February 11 to March 15, 2019, under the protection of notice 111-1/162/ 2019 of January 24, 2019, received at the Bank on January 30, 2019, it was known that:

a. The limit of operations with related parties was exceeded by an amount of $1,812.2 million pesos (mdp).

b. Advance payments with an amortization period greater than one year were identified for an amount of $778.2 mdp, which were not considered in the computation of the Capitalization Index (ICAP) corresponding to November 2018.

c. Acquired credit portfolio by BAF from Impulsora Promobien S.A. de C.V. (PROMOBIEN) was improperly registered in November 2018, under authorizations for the purchase of portfolio granted by the Bank of Mexico, as receivables, for an amount of $159.2 mdp, without meeting the requirements of the B-11 Receivables accounting criterion of Annex 33 of the General Provisions applicable to Credit Institutions, published in the Official Journal of the Federation on December 2, 2005 and last reformed by resolution published in the said Journal on April 9, 2020, (hereinafter the Provisions).

d. A shortage of preventive estimates equivalent to $108.6 mdp was determined, due to the incorrect application of the general methodology for the calculation of reserves for non-revolving consumer portfolio established in the Provisions.

While in the exercise of the surveillance powers of the National Banking and Securities Commission, by notices of observations 111-1/243/2019 of December 17, 2019, 111-1/164/2020 of February 21 and 111-1/177/2020 of March 4, 2020, received by BAF on December 17, 2019, February 26 and March 11, 2020, respectively, alleged non-compliance in matters of capitalization, regulatory limits and reserves were communicated to the Entity.

Likewise, through notices 111-1/191/2020 and 111-1/200/2020 of March 27 and April 7, 2020, received by BAF on March 30 and April 7, 2020 respectively, this Commission requested various information as part of its surveillance activities.

Through the letters sent by its Legal Manager, Lic. Raúl Santos Villareal Silva via email on April 16 and May 11, 2020, received at this Commission on the same dates within the deadline granted for such effect, BAF responded to notices 111-1/191/2020 and 111-1/200/ 2020, without with said letters, as well as from the regulatory reports of the months of February and March 2020 sent by that Bank to this Commission through the Interinstitutional System of Information Transfer (hereinafter SITI) and the information related to its computation of capitalization requirements for the months of September 2019 to March 2020 that were sent by BAF to the Bank of Mexico, this Commission detected in the exercise of its functions various findings that were made known to Banco Ahorro Famsa through notice 111-1/221/2020 of May 22, 2020, received on the same date by Banco Ahorro Famsa.

In notice 111-1/221/2020 of May 22, 2020, this Commission granted the right to be heard, for a period of 10 business days counted from the next business day after that on which the notification of such notice took effect.

In the exercise of its right to be heard, BAF sent to this Commission a letter of June 5, 2020 received at this commission on the same day.

Now well, through notice 111-1/232/2020 of June 10, 2020, received by that Bank on that same date, this Commission made known to BAF that the arguments exposed in its letter of June 5, 2020, do not disprove Observations 1, 2, 6, 7 and 9 of notice 111-1/221/2020 of May 22, 2020.

Regarding this, through a letter of June 16, 2020, received by this Commission on that same day, BAF responded to notice 111-1/232/2020 of June 10, 2020, stating that for Observations 1, 2, 6, 7 and 9 of notice 111-1/221/2020 of May 22, 2020 its response was the same as that indicated in the letter of June 5, 2020 mentioned, without proving before this Commission that, the computation of its ICAP has been calculated in accordance with what is established in article 2 Bis 6, fraction I, subsection s) of the Provisions in relation to what is provided for in article 50, seventh paragraph, of the Credit Institutions Law, as it was required in notice 111-1/232/2020, therefore the facts imputed in the aforementioned observations were deemed proven, with the corresponding implications for the ICAP at the close of March 2020.

Consequently, BAF did not prove before this Commission that, the computation of its ICAP has been calculated in accordance with what is established in article 2 Bis 6, fraction I, subsection s) of the Provisions in relation to what is provided for in article 50, seventh paragraph, of the Credit Institutions Law, as it was required in notice 111-1/232/2020, therefore, the facts imputed in the aforementioned observations were deemed proven, with the corresponding implications for the ICAP at the close of March 2020.

From all the above, it is clear that contrary to what was stated by Banco Ahorro Famsa, the summons notice is duly founded and motivated.

Likewise, regarding BAF's statement that it ignores notice 111-1/237/2020 of June 24, 2020, issued by the Bank of Mexico, this does not cause it any prejudice, since it is a notice that was issued between authorities, that is, the CNBV and the BM, with the purpose that the Commission complies with what is established in articles 16 fraction III, V, and IX, in relation to article 17 fraction III, subsection k) and XIV of the Internal Regulations of the same Commission.

Notwithstanding this, in the same summons notice, the content of notice 111-1/237/2020 of June 24, 2020, issued by the Bank of Mexico, was made known to BAF by specifying:

" ..through notice number 111-1/237/2020, dated June 24, 2020, this Commission requested the Bank of Mexico to carry out the computation of the ICAP of the month of March 2020 of Banco Ahorro Famsa, S.A., Institución de Banca Múltiple, based on the information that this Commission determined regarding Observations 1, 6 and 7 of the Observations Notice in the exercise of its inspection and surveillance functions, in accordance with article 2 Bis 4, penultimate paragraph of the Provisions, in relation to article 50 of the Credit Institutions Law. "

In attention to said request, through a letter of June 24, 2020, the Bank of Mexico communicated to this Commission the calculation of the ICAP with figures at the close of March 2020, of Banco Ahorro Famsa, S.A., explicitly stating the following:

" Regarding the particular, the Bank of Mexico, based on articles 2 and 36 of the Bank of Mexico Law; 50 and 97 of the LIC; 8°, first and third paragraph, 10, first paragraph, 14 Bis in relation to 17, fraction VII, 25 Bis, fractions I and IV, of the Internal Regulations of the Bank of Mexico, as well as Second, fractions IV and X, of the Agreement of Adscription of the Administrative Units of the Bank of Mexico, and for the purposes of what is provided for in articles 2 Bis 4 and 219 of the Provisions, communicates to that Commission that, in accordance with the information that this provided in terms of the cited notice, the ICAP of Banco Ahorro Famsa, corresponding to June 24 of the current year, is equivalent to the negative figure of 6.02% (minus six point zero two percent), which is made available"

from

the

own

Commission

through

electronic

means

the

day

the

current

month. "

Likewise,

through

written

communication

dated

June

25,

2020,

supplement

the

previously

referenced

writing,

the

Bank

Mexico

specified

that

the

ICAP

-6.02%

corresponds

the

BAF

figures

March

2020,

important

highlight

that

all

the

facts

narrated

above

are

recorded

the

notice

summons,

that

sense

transcribing

into

the

notice

summons

the

content

office

111-1/237/2020,

dated

June

24,

2020,

directed

BM,

does

not

affect

the

defenses

Banco

Ahorro

Famsa.

Now,

regarding

what

was

argued

the

entity

the

sense

that

CNBV

omitted

explain

how

arrived

the

conclusion

that

during

the

first

quarter

2020

the

Bank

recorded

loss

$373

million

mainly

due

the

increase

reserves

$1,294

million

against

the

deterioration

the

consumption

portfolio

mentioned,

and

consequence,

decrease

its

book

capital

6.8%

stand

$5,142

million,

regarding

this

must

considered

that

such

information

was

obtained

from

the

regulatory

reports

the

entity's

financial

statements

for

the

cited

period

which

are

submitted

the

institution

this

Commission,

that

sense

they

not

constitute

observation

the

CNBV,

but

facts

that

the

Bank

itself

shows

its

financial

statements,

then,

information

that

fully

known

that

entity,

having

been

provided

itself

compliance

with

the

Law,

without

being

valid

deny

the

increase

reserves

against

the

deterioration

the

consumption

portfolio.

result

all

the

above,

and

since

this

institution

did

not

present

elements

that

disprove

the

grounds

for

revocation

for

which

was

summoned,

nor

has

reintegrated

the

capital

the

amount

necessary

maintain

its

operation

within

the

required

limits,

evident

that

BAF

fails

disprove

the

grounds

for

revocation

for

which

was

summoned,

provided

for

fraction

article

relation

article

Bis

fraction

III,

inciso

the

Credit

Institutions

Law.

electronic

mail

titled

" RESPONSE

CNBV

OFFICE

210/010/2020 "

dated

June

29,

2020,

BAF

the

exercise

its

right

heard

the

section

identified

" V.

Response

BAF "

Numeral

stated

the

following:

2.-

Based

article

fraction

III

incisos

and

the

" Agreement

which

the

President

the

National

Banking

and

Securities

Commission

delegates

powers

the

vice

presidents,

general

directors

and

assistant

general

directors

the

own

Commission "

the

Vice

President

the

Legal

Department

the

CNBV

lacks

the

authority

sign

the

Notice

Summons

expose:

The

fraction

III

incisos

and

the

" Agreement

which

the

President

the

National

Banking

and

Securities

Commission

delegates

powers

the

vice

presidents,

general

directors

and

assistant

general

directors

the

own

Commission "

verbatim

says:

Article

29.-

The

General

Director

Litigation

shall

have

delegated

the

powers

contained

the

following

legal

regulations:

III.

Credit

Institutions

Law:

Article

28,

first

paragraph.

Grant

the

right

heard

the

affected

multiple

banking

institutions

for

the

effects

established

said

article.

This

power

shall

exercised

analyzing

the

motivation

and

justification

the

acts

subject

its

competence.

Article

Bis,

first

paragraph.

Notify

the

multiple

banking

institution

question,

when

has

knowledge

that

has

incurred

any

the

scenarios

foreseen

article

that

Law,

with

the

exception

what

provided

fractions

and

III

that

article,

that

may

manifest

writing

what

convenes

its

rights.

This

power

shall

exercised

jointly

with

the

general

directorates

competent

supervision.

From

the

aforementioned

article

derived

that

the

General

Director

Litigation

who

has

the

authority

to:

(i)

grant

the

right

heard

the

multiple

banking

institutions

that

enter

process

revocation

their

authorization;

and

(ii)

notify

the

multiple

banking

institution

question,

when

has

knowledge

that

has

incurred

any

the

scenarios

revocation

their

authorization.

that

sense,

the

competent

official

issue

the

Notice

Summons

should

have

been

the

General

Director

Litigation

the

CNBV

and

not

the

Vice

President

the

Legal

Department

the

CNBV.

Although,

the

Notice

Summons

article

fractions

and

VIII

the

" Agreement

which

the

Administrative

Units

the

National

Banking

and

Securities

Commission

are

organically

attached "

were

cited,

only

establishes

how

the

different

administrative

departments

are

formed

the

CNBV,

but

does

not

authorize

the

Legal

Vicepresidency

substitute

the

General

Directorate

Litigation

its

powers.

From

the

above

transcribed

derived

that

the

consideration

the

Bank,

the

Vice

President

the

Legal

Department

the

National

Banking

and

Securities

Commission

lacked

the

authority

sign

office

210/010/2020

dated

June

25,

2020,

that

is,

the

summons

the

procedure

for

revocation

authorization

operate

multiple

banking

institution;

however,

BAF

not

justified

since,

contrary

its

statements,

the

Vice

President

the

Legal

Department

the

National

Banking

and

Securities

Commission

the

competent

authority

sign

the

office

question,

demonstrated

below.

accordance

with

the

principle

legality,

authorities

may

only

carry

out

those

acts

for

which

they

are

expressly

authorized.

that

sense,

what

established

fraction

III

article

the

Law

the

National

Banking

and

Securities

Commission,

relation

articles

and

fraction

inciso

and

fraction

III

numerals

and

the

Agreement

which

the

President

the

National

Banking

and

Securities

Commission

delegates

powers

the

Vice

Presidents,

General

Directors

and

Assistant

General

Directors

the

own

Commission,

numerals

which

verbatim

establish:

Law

the

National

Banking

and

Securities

Commission

Article

10.-

The

Commission

for

the

achievement

its

object

and

the

exercise

its

powers

shall

have:

...

III.

Vice

Presidencies;

Agreement

which

the

President

the

National

Banking

and

Securities

Commission

Delegates

Powers

the

Vice

Presidents,

General

Directors

and

Assistant

General

Directors

the

Own

Commission

Article

10.-

The

Vice

Presidents

Supervision

Groups

and

Financial

Intermediaries

and

Supervision

Development

Banking

and

Popular

Finances,

Stock

Market

Supervision,

Technical,

Regulatory

Policy,

Legal,

Regulations,

Supervision

Preventive

Processes

and

Administration

and

Strategic

Planning,

without

prejudice

the

powers

delegated

them

expressly

accordance

with

the

articles,

shall

also

have

the

attributions

that

under

the

aegis

the

present

Agreement

are

delegated

the

General

Directors

attached

them

accordance

with

the

" Agreement

which

the

administrative

units

the

National

Banking

and

Securities

Commission

are

organically

attached "

issued

the

Board

Directors

the

own

Commission.

...

Article

29.-

The

General

Director

Litigation

shall

have

delegated

the

powers

contained

the

following

legal

regulations:

Law

the

National

Banking

and

Securities

Commission:

Article

19.

Indicate

the

form

and

terms

which

the

entities

will

obliged

provide

the

Commission,

the

data,

reports,

records,

minutes

books,

auxiliary

books,

documents,

correspondence

and

general,

the

information

deems

necessary.

III.

Credit

Institutions

Law:

...

Article

28,

first

paragraph.

Grant

the

right

heard

the

affected

multiple

banking

institutions

for

the

effects

established

said

article.

This

power

shall

exercised

analyzing

the

motivation

and

justification

the

acts

subject

its

competence.

Article

Bis,

first

paragraph.

Notify

the

multiple

banking

institution

question,

when

has

knowledge

that

has

incurred

any

the

scenarios

foreseen

article

that

Law,

with

the

exception

what

provided

fractions

and

III

that

article,

that

may

manifest

writing

what

convenes

its

rights.

This

power

shall

exercised

jointly

with

the

general

directorates

competent

supervision.

For

its

part

Agreement

which

the

Administrative

Units

the

National

Banking

and

Securities

Commission

are

Organically

Attached,

establishes:

Article

1.-

The

Presidency

and

the

Vice

Presidencies

shall

have

attached

the

following

administrative

units:

the

Presidency:

...

The

Legal

Vicepresidency

...

VIII.

the

Legal

Vicepresidency:

.....

The

General

Directorate

Litigation.

From

the

numerals

previously

cited

derived

with

perfect

clearness

that

the

Legal

Vicepresidency

the

National

Banking

and

Securities

Commission,

has

the

powers

that

have

been

expressly

delegated

it,

well

the

powers

delegated

the

General

Directorate

Litigation;

that

sense

evidences

that

the

Legal

Vicepresidency

the

National

Banking

and

Securities

Commission,

effectively

has

the

authority

sign

the

notice

summons

the

procedure

for

revocation

authorization

operate

multiple

banking

institution.

that

order

ideas,

clear

that

office

210/010/2020

dated

June

25,

2020

signed

the

Legal

Vicepresidency

the

National

Banking

and

Securities

Commission,

was

issued

accordance

with

the

law,

since

was

dictated

competent

authority

the

exercise

its

functions.

and

Now,

regarding

points

and

numeral

the

Response

this

Credit

Institution,

which

are

answered

jointly

they

are

intimately

related,

the

following

stated:

That

Credit

Institution

states

that

this

Commission

interprets

article

the

Credit

Institutions

Law

incorrectly,

since

has

already

said,

for

there

transaction

with

party

necessary

that

the

case

systematic

interpretation

carried

out

and

understand

joint

and

not

isolated

manner

what

stated

the

article

its

second

and

third

paragraphs,

that

all

cases

even

Trust

operation,

the

party

must

debtor

the

Bank,

arguments

which

obvious

avoidance

unnecessary

repetitions

are

requested

taken

here

reproduced

inserted

verbatim.

With

regard

this,

since

they

are

the

same

arguments

previously

raised,

the

Entity's

response

does

not

legally

disprove

the

facts

and

omissions

made

known

the

notice

summons,

virtue

the

following:

Contrary

what

that

Bank

interprets,

this

Commission

has

followed

the

literal

meaning

article

the

LIC,

since

the

third

paragraph

the

cited

article

not

complement

the

second

paragraph

the

same,

since

according

the

Royal

Academy

the

Language,

the

adverb

" Likewise "

with

which

said

third

paragraph

begins,

means

" also "

indication

equality,

similarity,

conformity

relation,

" likewise "

replaced

" Also "

the

text

the

referenced

provision

would

remain

follows:

" Article

73 ...

[ ... ]

Also,

transaction

with

parties

shall

considered

that

which

carried

out

through

any

person

trust,

when

the

counterparty

and

source

payment

said

transaction

depends

one

the

persons

referred

this

article "

According

the

above,

the

third

paragraph

article

the

LIC

contains

scenario

different

from

those

foreseen

the

second

paragraph,

and

those

cases

where

transaction

carried

out

through

any

person

trust,

scenario

diverse

from

those

indicated

the

second

paragraph

article

cited,

especially

since

the

third

paragraph

does

not

refer,

refer

indicate

expressly

condition

consider

transaction

with

parties

that

the

scenario

the

second

paragraph

the

cited

article

must

also

met,

that

such

interpretation

does

not

proceed

not

expressed

the

norm,

also

should

not

unnoticed

that

the

interpretation

the

norm

that

bank

seeks

carry

out,

would

fit

the

case

that

the

norm

allows

well

there

will

doubt

regarding

it,

and

the

particular

case

this

Commission

has

applied

exact

and

strict

manner

the

scenario

expressly

indicated

the

third

paragraph

article

73.

that

sense

what

was

stated

the

Bank

the

sense

that

this

Commission

has

applied

the

third

paragraph

article

the

LIC

incorrectly,

without

considering

the

second

paragraph

the

cited

numeral,

unfounded.

effect,

although

that

financial

entity

points

out,

accordance

with

article

73,

second

paragraph

the

LIC,

transactions

with

parties

are

those

which

the

party

may

result

debtor,

less

certain

that

said

numeral

its

third

paragraph

establishes

another

scenario

for

particular

case

regarding

trusts

where

the

counterparty

and

source

payment

depends

part

happens

the

species,

and

this

with

independence

and

diverse

scenario

that

indicated

that

bank.

Thus,

there

fundamental

difference

between

the

scenario

referred

the

Bank

and

the

one

applied

this

Commission

based

the

third

paragraph

article

the

LIC,

since

the

first

establishes

transactions

that

are

celebrated

directly

the

Bank

with

the

person,

such

discount,

deposit

credit

and

the

third

paragraph

the

cited

article

foresees

transactions

that

the

financial

institution

may

carry

out

through

any

person

trust,

that

expressly

the

LIC

contains

another

diverse

scenario

that

case,

which

will

also

considered

transaction

with

person,

without

requiring

that

for

take

effect

the

scenario

the

second

paragraph

which

the

Bank

refers

must

met.

Therefore,

insist,

with

basis

the

literal

application

the

norm,

there

isolated

application

the

third

paragraph

article

the

LIC,

but

that

this

Commission

made

strict

and

exact

application

the

scenario

indicated

therein

accordance

with

the

letter

the

Law,

explained,

leaving

room

for

interpretation,

since

the

norm

clear

and

leaves

doubt

about

the

scenario

provided

therein

and

which

also

considered

transaction

with

parties.

The

above

way

changes

the

fact

that

institution

cites

Circular

4/2012

the

Bank

Mexico,

since

talks

about

transactions

with

derivatives

that

credit

institutions

carry

out

with

parties

which

must

comply

with

the

LIC,

but

that

secondary

provision

way

changes

the

scenarios

parties

said

legal

order

since

addition

not

being

legally

possible,

the

circular

question

not

defining

when

are

the

presence

transactions

with

parties,

not

applicable

even

for

systematic

interpretation

that

erroneously

sought.

Thus,

the

assertion

the

Bank

stating

that

the

isolated

interpretation

the

third

paragraph

article

the

LIC

would

lead

the

extreme

that

any

trust

celebrated

with

parties

would

receive

the

consequences

and

sanctions

transactions

with

parties

unfounded,

and

the

elimination

necessary

scenario

consider

the

trust

transaction

with

person

noted,

affirmation

that

false,

since

not

every

trust

celebrated

linked

with

person

will

considered

transaction

with

person,

but

only

that

whose

counterparty

and

source

payment

depends

said

person,

the

case,

and

was

accredited,

without

however,

being

required

the

LIC

that

this

scenario

the

part

must

also

debtor

the

Bank.

then,

contrary

what

was

said

that

financial

entity,

strict

compliance

with

the

LIC,

effectively

the

cases

the

scenario

the

third

paragraph

the

LIC

are

the

presence

transaction

with

person,

without

the

need

debtor

the

Bank.

Now,

that

credit

institution

points

out,

based

article

1851

the

Federal

Civil

Code,

when

the

clauses

the

contract

are

clear,

leaving

doubt

about

the

intention

the

parties,

the

literal

sense

them

shall

followed,

this

Commission

has

been

guided

what

expressly

stated

the

trust

contract,

accordance

with

what

established

the

articles

cited

that

Bank

the

General

Law

Titles

and

Credit

Operations,

where

although

certain

that

the

trustee

must

act

good

father

the

family

and

responsible

for

complying

with

the

purposes

the

trust,

less

true

that

the

trustee

will

obliged

comply

with

said

trust

accordance

with

the

constitutive

act,

which

establishes

clauses

from

which

derived

that

obligation

depends

the

part,

such

as:

✓

First

dependency

relationship

Regarding

the

Service

Contracts,

accordance

with

what

stated

clause

SIXTH,

the

administration

and

collection

the

portfolio

contributed

the

Trust

Estate

will

under

the

charge

Promobien,

for

such

effect

the

Trustee

must

sign

with

Promobien

Service

Contract

Promobien

So,

the

collection

the

contributed

portfolio

depends

Promobien

are

the

presence

dependency

said

company.

✓

Second

dependency

relationship

accordance

with

declaration

h),

Promobien,

conjunction

with

inciso

(g)

Clause

FOURTH

the

Trust

Contract,

the

Trust

Estate

integrated,

addition

the

contributed

assets,

the

rights,

resources

assets

that

the

future

are

contributed

the

settlers,

among

which

Promobien.

That

is,

the

dependency

relationship

the

Trust

Estate

not

only

the

administration

what

has

already

been

ceded,

but

the

generation

new

Service

Contracts

that

will

contributed

the

Trust

Estate.

✓

Third

dependency

relationship

Regarding

the

Promobien

Credit

Rights,

accordance

with

what

stated

clause

SIXTH,

the

administration

and

collection

the

portfolio

contributed

the

Trust

Estate

will

under

the

charge

Promobien,

for

such

effect

the

Trustee

must

sign

with

Promobien

Service

Contract

Promobien.

So,

the

collection

the

contributed

portfolio

depends

Promobien

are

the

presence

dependency

said

company.

✓

Fourth

dependency

relationship

accordance

with

declaration

h),

Promobien,

conjunction

with

inciso

(g)

Clause

FOURTH

the

Trust

Contract,

the

Trust

Estate

integrated,

addition

the

contributed

assets,

the

rights,

resources

assets

that

the

future

are

contributed

the

settlers,

among

which

Promobien.

That

is,

the

dependency

relationship

the

Trust

Estate

not

only

the

administration

what

has

already

been

ceded,

but

the

generation

and

contribution

new

Promobien

Credit

Rights.

that

sense,

although

the

trustee

responsible

for

the

compliance

the

purposes

the

trust,

less

true

that

must

accordance

with

the

constitutive

act,

where

clearly

literal

manner

was

agreed

that

certain

events

would

depend

(depends

according

the

Royal

Academy

the

Spanish

Language:

fact

the

realization

action]

subject

the

conditions,

limitations

restrictions

that

impose

another

fact

another

action)

for

their

consummation

Promobien,

already

evidenced.

Therefore

lacks

substance

that

the

Trustee

the

one

whom

certain

obligations

depend,

when

obliged

execute

them

accordance

with

what

was

agreed

and

once

the

conditions

for

said

compliance

are

met

there.

Therefore,

accredited

that

the

counterparty

the

multicited

trust

contract

part

the

Bank,

being

the

opposite

part

the

same,

since

addition

being

settler

second

place,

beneficiary,

therefore

the condition is met, which is proven by the simple reading of the Trust Agreement where the parties are designated in accordance with the third clause.

Likewise, regarding the source of payment referred to by the Bank in its statement of defense, contrary to what was stated by this entity, it is established that according to the FIFTH clause, subsection c) of the Trust Agreement:

" c) That the Trustee celebrate the Promobien Service Provision contract so that Promobien, in the name and on behalf of the Trustee, presents the services ",

therefore Promobien has a service provision contract with the Trustee to carry out the administration and collection of the credit portfolio referenced by Promobien under the umbrella of a commercial mediation contract, which is also celebrated between the Trustee and Promobien.

Therefore, if the source of payment is the portfolio and other assets contributed to the Trust's Patrimony and Promobien has been entrusted with said labor, consequently, by virtue of the Trust Agreement and the Promobien Service Provision Contract, the latter has operational control of the Trust Promobien, and consequently, the fulfillment of the contract in this aspect depends on it.

Regarding the manifestation of BAF in the sense that the Trustee has the faculty to terminate in advance the service provision contracts celebrated by Promobien, first, such faculty does not alter the fact that currently Promobien controls the operation of the Trust, and therefore the source of payment depends on it; in addition, such clause is in frank contradiction with the nature and object of the Trust.

In effect, the trust was constituted as irrevocable, which means that each of the parties must fulfill their obligations in their entirety; on the part of Promobien, this implies continuing with the collection of the portfolio since such activity is part of its object; however, such clause was agreed upon in frank disadvantage for BAF and contrary to the FIFTH clause of the Trust contract, since the fulfillment of the contracts cannot be left to the discretion of one of the contracting parties.

In this vein, since Promobien has celebrated with the Trustee a service provision contract to carry out the administration and collection of the credit portfolio referenced by Promobien under the umbrella of a commercial mediation contract, then, as already said, if Promobien has been entrusted with its collection and administration, consequently, the performance and fulfillment of the Trust's purposes depend on Promobien.

It is not an obstacle to state the above, what BAF has manifested by stating that the Trustee at any moment can terminate the service provision contracts, since this does not leave without effect the obligation that the parties agreed upon (BAF and PROMOBIEN) with the Trustee in the Trust contract consisting of the Trustee will celebrate (imperative verb) with Promobien said contracts, an obligation that is clear and express in the FIFTH clause, subsection c) of the cited contract, without such option clause for the Trustee to celebrate said contracts with a third party, so it cannot modify it at its discretion.

Consequently, Promobien must be the party in said contracts, so the dependence of this on the payment source already mentioned is proven.

In this sense, it is established that, based on the Trust contract agreed upon by BAF, particularly with the aforementioned clause by the bank itself, from Promobien, a related party, the payment source in favor of BAF depends.

This is independent of the assignment that Promobien has made of the contracts to the Trust's patrimony and that with it it indicates that it is no longer a party to them, since it is not the issue to debate, but whether the payment source depends on it, which is true as already evidenced, especially since in the case it explicitly states that it is in the process of notifying the third parties part of the affiliation contracts assigned, which demonstrates that as of the date of the present official document, the dependence of the collection of the payment source that is in favor of BAF by virtue of the contract continues.

Regarding this, the Bank explicitly states the following on page 29:

" The assignment of rights derived from the Affiliation Contracts (according to its definition in the Trust) of Promobien in favor of the Trustee is in the process of notification to the rest of the parties, in accordance with the applicable regulations "

In this vein, the payment source depends on Promobien, without the argument made by the Bank being acceptable in the sense that although the Trustee and Promobien signed service provision and mediation contracts, those services are provided in the name and on behalf of the Trustee and may come to be provided by another person, since as already pointed out, what is expressly agreed upon between the parties indicates that those contracts will be celebrated by the Trustee with Promobien, without the alternative of their termination or substitution, which leaves proven the dependence of the payment source on Promobien, a related party of BAF, without leaving the fulfillment of the Trust contract to the discretion of one of the parties, as they intend to do with the secondary service provision contract between the Trustee and Promobien for the purposes of the same.

For the foregoing, it is established and founded and motivated that, in strict adherence to the literalness of Article 73, third paragraph of the LIC:

The counterparty and source of payment depend on Promobien, a related person of BAF, since the fiduciary is obligated to celebrate the service provision contract with Promobien, without this being left to the discretion of one of the parties, so this obligation cannot be left without effect due to a secondary contract where it is agreed that the fiduciary can terminate it at any time.

Therefore, the arguments raised by the Bank do not disprove this fact.

Although the purpose of the Commercial Activity assigned by Promobien to the Trust's patrimony, based on the Eleventh Clause of the Trust contract, is the source of payment for BAF, the receipt of the cash remainder from said activity occurs until Promobien makes the corresponding deductions and that only depends on it, in order for the resulting amount to be paid to the Bank.

Therefore, it is not accurate that, as the Bank states, it is only in charge of indicating the account to which the resources must be deposited.

In this sense, regardless of whether Promobien is no longer a party to the affiliation contracts assigned, the collection of them does depend on it.

Now, regarding the investment regime, although this must be made in the permitted values, it is no less true that it must be made in accordance with instructions that with that parameter Promobien makes, so based on what the parties expressly agreed, nothing changes what was manifested by the Bank in the sense that it must be made only in permitted instruments.

As for the allegation that BAF formulates in the discharge of its right to be heard, in which it states that Promobien acts as an agent and as principal or investor, as defined in the Financial Information Standards (NIF) in NIF B-8 "Financial Statements. Consolidated and Combined" (NIF B-8).

Even, the commissions derived from the contracts signed by Promobien and the Trustee can be charged by third parties in case the Trustee decides to delegate its authority to a third party and rescind its relationship with Promobien, and as already pointed out previously, it is not an indispensable requirement for the configuration of the celebration of an operation with related parties, through a trust, the fact that the related person has control of the trust, since it is not so provided for in Article 73 of the LIC, as even the Bank points out, however, such argument in no way benefits BAF and on the contrary, given that there is control on the part of the Bank, regardless of what has already been established regarding the dependence of the source of payment, said control makes that this also depends on the related party.

In this vein, it is insisted that since the condition provided for in Article 73, third paragraph of the LIC is established, with the Trust contract, that Bank had to comply with Article 45-S, second paragraph of the LIC, so starting from another premise it does not disprove the non-application of such obligation.

The above is so, since BAF bases this conclusion on the argument without support that Promobien does not result as a debtor of BAF, an argument that it replicates throughout its response writing in the numbers under study, starting from a false hypothesis that leads it to erroneous conclusions and that lacks completely of merit to disprove the facts that prove the revocation cause in which it is located and which was legally notified to it.

Thus, since the Bank starts from an erroneous interpretation of what is an operation with related parties in terms of Article 73, third paragraph, the conclusions it reaches in its writing are not sufficient to disprove the revocation condition provided for in Article 28, Fraction V of the LIC.

Regarding what was stated by the Bank regarding the review of the accounts that make up the item of advance payments as of March 31, 2020, provided by BAF, the CNBV determined that at the close of March 2020, an amount of $516 million remained in advance payments that, according to its amortization plan, its deferral term was not specified, so they could be amortized in more than one year, and however, the Bank did not subtract said amount for the determination of its net capital with figures from March 2020, the following is manifested:

Contrary to what was manifested by the CNBV, the Bank did offer proof to disprove the previous consideration in which it operates in the power of the CNBV.

Regarding this, it is specified that the Bank in its response, when referring to the observation, omitted to state that the advance payments that it maintained for an amount of $516, according to its amortization plan provided in its response to the Information Request Official Document 111-1/191/2020 ("Appendix integration of advance payments to mar_31_2020", specified dates on which they were accounted for deferred to more than one year, in addition to what was stated relative to that its deferral term was not specified, in which case they could be amortized in more than one year, and that according to what was exposed by BAF in its writing of June 5, 2020, in exercise of its right to be heard granted through Official Document 111-1/221/2020 of May 22, 2020, it did not provide evidence to corroborate that said advance payments are accounted for deferred to terms less than one year, since in said writing it only affirms that the bank estimates that they will be deferred in 12 months.

The Bank also stated that contrary to what was manifested by the CNBV, it did offer proof to disprove the previous consideration.

However, in the exercise of its right to be heard through the writing it presented on June 5, 2020, as already mentioned, it did not offer additional proofs that would allow corroborating that the advance payments for the $516 million object of observation 6 contained in Official Document 111-1/221/2020, were accounted for deferred to a term less than one year to, consequently, not be subject to the deduction in the determination of net capital referred to in Article 2 Bis 6, fraction I, subsection s) of the Provisions.

The Bank also manifested that " In this sense, the amounts indicated in the "Appendix integration of advance payments to mar_31_2020", which in total sum the amount of $516 million, form part of the total balance of $2,092 million that are included accountingly in the account "1903 0200 0000 Advance payments" of the regulatory report R0 1 A-0 111 "Minimum Catalog". "

Regarding this, this Commission already had knowledge of where the advance payments observed for $516 were registered accountingly, so this comment from the Bank does not add additional elements that disprove the observation.

The Bank also stated that " Contrary to what was manifested by the CNBV, the total amount corresponding to the quantity of $2,092 million that are included in the tab "Intangibles" of the electronic file named "RCs Mar '20 archivo trabajo.x1sm ", in their entirety are amortizable in a period not greater than twelve months, reason why they are not susceptible to be discounted from the net capital for the determination of the ICAP of BAF. "

Notwithstanding the above, this that the Bank states in its response differs from the information provided by the same Bank in its response to the Information Request Official Document 111-1/191/2020 ("Appendix integration of advance payments to mar_31_2020", of Official Document 111-1/221/2020), from which it was determined that at the close of March 2020, an amount of $516 million remained in advance payments, since according to its amortization plan (indicated in that integration) they were accounted for deferred to more than one year, or well, its deferral term was not specified so they could be amortized in more than one year, as already mentioned.

The Bank, by asserting that the $2,092 million, " in their entirety are amortizable in a period not greater than twelve months ", notwithstanding, did not provide evidence to support such assertion.

Additionally, the Bank referred to that " the amount indicated in observation number 6 analyzed by the CNBV for the quantity of $240 million that are included in the tab "Intangibles" of the electronic file named " RCs Mar '20 archivo trabajo.xlsm ", in addition to the concepts of "Intangibles other than commercial credit" for $15 million and of " Commercial credit" for $2 million, the rest is formed by the following: advance payments whose amortization exceeds twelve months for $178 million (included in the accounting account "1401 90 00 00 00 Other debtors") plus the part corresponding to deferred charges that are amortized to a term greater than twelve months for $139 million (included in the accounting account 1903 01 90 00 00 Other deferred charges), the sum of these two concepts is of $317 million, which net of deferred tax represents $222 million. "

Regarding this, the Bank confirmed that the concepts that make it up are included in the accounting accounts "140190000000 Other debtors", " 190301900000 Other deferred charges ", in addition to the concepts of "Intangibles other than commercial credit" and "Commercial credit", without having included the $516 million referred to in this observation, which are within the $2,092 million, registered accountingly in the account " 1903 0200 0000 Advance payments " according to the regulatory report R01 A-0111 " Minimum Catalog " as of March 2020 and that are different from the accounts that BAF integrated in its clarification, in fact it states that in the accounting account "140190000000 Other debtors" it has registered advance payments, which should have been registered in the accounting account " 1903 0200 0000 Advance payments " according to the regulatory report R01 A-0111 " Minimum Catalog ", not disproving with it the observation in which we are concerned.

Likewise, the Bank stated that " The CNBV omitted to consider that the concepts that make up the total balance of the accounting account "1903 0200 0000 Advance payments" of the regulatory report R0 1 A-0 111 Minimum Catalog", effectively are amortizable in a period less than twelve months. " , to which it is reiterated that this assertion of the Bank differs from the information provided by the same Bank in its response to the Information Request Official Document 111-1/191/2020 ("Appendix integration of advance payments to mar_31_2020", of Official Document 111-1/221/2020), in which the Bank made it clear that the advance payments observed for $516, by their amortization plan, were accounted for deferred to more than one year, or well, by not specifying their deferral term they could be amortized in more than one year.

In relation to what the Bank expresses about that the consideration of the CNBV that from the review that BAF sent to the Bank of Mexico for the determination of the net capital corresponding to March 31, 2020, it is stated that BAF manifested in the same terms as what was stated in its writing of June 5, 2020, however, according to what was communicated by this Commission in Official Document 111-1/232/2020 of date June 10, 2020, the arguments exposed in said writing did not disprove the observed facts, without the bank presenting elements to disprove the observed facts, so again for lack of additional elements, such facts are given as proven.

Additionally and in concordance with the aforementioned official document, BAF states in paragraph 2 that " The Bank correctly determined its net capital as of thirty-one of March of two thousand twenty in compliance with articles 50 of the LIC and 2 Bis 6 fraction I subsection s) of the Provisions. As well, regarding paragraph 6, BAF additionally manifested that " The quantity of $177,800,000.00 (ONE HUNDRED SEVENTY-SEVEN MILLION EIGHT HUNDRED THOUSAND PESOS 00/100 M.N.), corresponds to payments made by referencing clients made to Impulsora Promobien, S.A. de C.V. according to the contract and agreements that BAF had celebrated with that company; however, considering that they are payments subject to a refund, the part that exceeds twelve months was reclassified, same that are considered to be discounted from the net capital for the determination of the capitalization index of BAF, so, by being in a different account than that of "1903 0200 0000 Advance payments" it does not form part of the quantity of $516'000,000.00 (FIVE HUNDRED SIXTEEN MILLION PESOS 00/100 M.N.) " .

It is worth mentioning that the CNBV did not consider for the composition of the deduction of the basic part of the net capital of BAF as of March 2020 regarding "relevant operations with related parties", subsection B, Advance payments greater than 1 year for the quantity of $177.8 million to which BAF refers.

The above, derived from the review of the detailed integration of the accounts that make up the item of advance payments as of March 31, 2020 for $516 million, which according to its amortization plan are accounted for deferred to more than one year, established in observation 6 of the Observations Official Document number 111-1/221/2020 of date May 22, 2020.

With regard to the information contained from paragraph 7 given to know through Official Document 111-1/232/ 2020 of date June 10, 2020, the bank manifested that " The CNBV made reference incompletely to paragraphs 46.2 (Advance payments for services) sic and 46.3 (Loss by impairment) sic of the Financial Information Standard C-5 "Advance payments" (NIF C-5), in which it bases to "assume" the existence of possibility of presenting a probability that BAF will not receive in the future the goods, services or benefits, which could adjust to the general definition of credit risk. "

" Given the above, in a complete manner to the paragraphs mentioned in the own NIF C-5 it mentions the following:

3 Loss by impairment

46.3.1 When advance payments lose their capacity to generate future economic benefits, the amount that is considered unrecoverable must be treated as a loss by impairment and recognized in the results of the period in which this happens. "

"46.3.2 When the entity makes an advance payment, for it arises a right to receive in the future goods, services or other benefits. Nevertheless, it may happen that, for some reason, the provider does not fulfill its commitment with the entity nor delivering to it the good and/or the service, nor returning the amount relative to the advance payment. By considering the entity that the advance payment will not be recoverable partially or totally, it must recognize a loss by impairment. Example of the above is when the provider"

that the entity gave the advance payment is declared in commercial bankruptcy and, consequently, does not comply with its commitment."

"Thus, the companies that provide services to BAF have not declared themselves in commercial bankruptcy and as of the date continue to comply with their commitments to BAF, nor are there indications that they will be declared in commercial bankruptcy, so they cannot be subjects to credit risk."

"In other words, all credit institutions that are amortizing services of this nature and any other, would be subject to deducting such payments from net capital for the determination of the capitalization index."

It is considered that the arguments provided by BAF to refute the observation are not appropriate, as they are limited to the example pointed out by NIF C-5, paragraph 46.3.2 regarding commercial bankruptcy, without in any way proving that the advance payments that are registered accounting and that are the object of the observation in question, do not entail credit risk, since even in the writing itself BAF specifies that what is stated by this Commission regarding the fact that the Bank assumes the possibility that BAF will not receive in the future the goods, services or benefits, could adjust to the definition of credit risk, confirming with this that the advance payments do represent a credit risk, contrary to what the bank intends to argue.

Regarding the penultimate and last paragraph of numeral 7, BAF manifested in the same terms, in the following way:

"The CNBV omitted to consider reserves, since for the deduction to capital the balance of relevant related parties net of reserves and guarantees is considered, in terms of article 2 bis 6. Subparagraph s) third paragraph of the Provisions. Additionally it states that "

"Likewise it can be mentioned that the same system of the Bank of Mexico nets these concepts according to the input given from the "RCAPI5_Mar20.xls" where the breakdown is observed".

It is considered that the arguments provided by the bank do not refute the observation, as it was stated in the letter 111-1/232/2020 of date June 10, 2020, the bank does not adhere to what is established in article 2 Bis 6, fraction I, subparagraph s) of the Provisions, numerales 2, 3 and 4, establish that the following will not be considered for the discount of basic capital:

Those in which additional preventive provisions are constituted beyond those that must be created as a result of the process of qualification of its Credit Portfolio up to the amount required to cover 100 percent of said credits.
The part covered with real or personal guarantees granted by persons other than Relevant Related Persons, provided that it is not the case, in the case of real guarantees, of securities or other financial instruments issued by or on behalf of Relevant Related Persons.
The part covered with real guarantees granted by Relevant Related Persons, provided that they meet the requirements established in the provisions themselves and that they comply with Annex 24 of the same provisions.

Therefore, regarding the deduction in net capital of operations with relevant related persons additional to the investment of the Trust, the Bank in none of its arguments proves that for the case of the operations that integrate the $1,696.13 million pesos, object of the observed facts, such exceptions to the discount in the determination of net capital are applicable, since they are not credits, but accounts receivable, advance payments or other assets other than credit, so they are not subject to additional reserves to the credit portfolio qualification process and are not equivalent to 100% of their amount, as well as they are not subject to real or personal guarantees.

For the foregoing, the Bank should have discounted the advance payments whose accounting recognition is deferred to a term greater than 12 months by $516 million pesos, as well as the operations with relevant related persons corresponding to the investment in the trust by $4,250 million pesos and the other operations with relevant related persons by $1,696 million pesos, in accordance with article 2 Bis 6, fraction I, subparagraphs n) numeral 2, and s), of the Provisions.

VI. Evidence.

1.- The PUBLIC DOCUMENTARY evidence consisting of all the letters, files, records with which the CNBV has and which are the basis of the Notice of Summons, including in an enumerative but not exhaustive manner the following files formed before the Vicepresidency of Supervision of Groups and Financial Intermediaries "A" of the CNBV with numbers: (i) CNBV.2S.3.3.111, (5501), "27/03/2020", <34>; (ii) CNBV.2S.3.3.111, (5501), "07/04/2020", <34>; (iii) CNBV.2S.3.3.111, (5501), "22/05/2020", <37>; (iv) CNBV.2S.3.3.111, (5501), "08/06/2020", <38>; (v) CNBV.2S.3.3.111, (5501), "10/06/2020", <42>; and (vi) CNBV.2S.3.3.111, (5501), "25/06/2020", <207>.

The public documentary evidence offered is valued in the present chapter which constitute public in terms of articles 93, fraction II and 129 of the CFPC, so they are granted the probative value established in articles 130 and 202 of that ordinance and constitute full proof with respect to the facts legally affirmed by the authority from which they proceed; to avoid unnecessary repetitions, when in this resolution it is indicated that it is a public documentary, it will be understood that it corresponds the value established in said articles.

2.- The INSTRUMENTAL OF ACTIONS, in everything that benefits the Bank and that relates to all and each of the manifestations contained in the present writing.

3.- The PRESUMPTIVE, in its double aspect, legal and human, in everything that benefits the Bank and that relates to all and each of the manifestations contained in the present writing.

The proofs consisting of the instrumental of actions, as well as the presumptive, in its double aspect, legal and human, are valued in the present chapter, in the understanding that to the instrumental ones corresponds the probative value either of public documentary or private documentary according to the action of which it is about and that derives from the present procedure.

Likewise, the presumptive proof is admitted in its double aspect, so to the proofs referred to in numerales 2 and 3, they are granted value according to what is provided in articles 93, fractions II, III and VII, 129, 133, 188 and 197 of the CFPC and the granted by articles 93, fraction VIII, 190 and 197 of the same ordinance, respectively.

As a result of the foregoing, and taking into account that its Capitalization Index at the end of the month of March was located at -6.02% (minus six point zero two percent) as informed by the Bank of Mexico to this Commission through the letter to which reference is made in numeral 4 of the chapter of antecedents, it is evident that the Capitalization Index of BANCO AHORRO FAMSA, S.A. Multiple Banking Institution, decreased from a level equal to or higher than the required in accordance with what is established in article 50 of the Credit Institutions Law, to a level equal to or lower than the minimum fundamental capital requirement comprised between a calculation and the immediate next.

For the foregoing, and since, with what is manifested in exercise of its guarantee of audience, it does not manage to refute the facts that support the cause for revocation for which it was summoned, nor has it reintegrated the capital in the necessary amount to maintain its operation within the required limits, this authority determines that that Society did not manage to refute the cause for revocation for which it was summoned, provided in fraction V, of article 28 in relation with 29 Bis fraction III, subparagraph a) of the Credit Institutions Law.

The revocation of the authorization to organize and operate as a multiple banking institution that is determined in the present resolution is of public order and social interest, since it has the purpose of protecting the interests of the public user of the banking and credit service.

This is derived from the initiative of the "DECREE by which various provisions of the Credit Institutions Law, the Law to Regulate Financial Groupings and the Law for the Protection of Bank Savings are reformed, added and derogated", published in the Official Journal of the Federation on July 6, 2006, in which it was said, in the first place, that it was "... imperative, in protection of the interests of the public saver and of the payment system of the Country, to make modifications to the legislation applicable to multiple banking institutions that may present problems that could affect their financial stability"; and, in the second place, it proposed as a cause of utmost gravity to revoke the authorization, the non-compliance with the capitalization requirements established in article 50 of the Credit Institutions Law.

The aforementioned initiative expresses in the relevant part, the following:

In this sense, it is important to highlight the lesson left by the international experience, according to which it is observed that, when a bank is not able to resolve its financial problems in a reasonable time, the authorities must take necessary measures so that its exit from the financial market is carried out in an orderly manner, seeking to preserve the value of the assets and avoiding as much as possible affectations to the public user, always in protection of the interests of the public saver and, in general, of the payment system of the country.

In those cases, it is common that the financial authorities have faculties to take control and administration of the corresponding institution, in order to determine and implement the resolution method of the institution.

For the foregoing, it is of utmost importance that the resolution process is at the same time legally and operationally solid, agile and timely, in order to protect to the maximum the interests of the public saver, avoid a greater unnecessary deterioration of the institution and minimize the negative impact on the rest of the market and the institutions that configure it, as well as the possibilities of litigation and improper challenges that hinder the attention of the financial authorities and deteriorate even more the situation of the corresponding institution.

In general, these faculties must be effective from the moment the authority determines that the bank is no longer viable or solvent.

This determination can be based on some specific criterion (for example, a minimum level of the capitalization index), although it can also be at the discretion of the supervisory authority, or well, a combination of both.

( ... )

For the reasons exposed, in exercise of the constitutional faculty granted to the Federal Executive in my charge, I submit to the consideration of that Honorable Congress of the Union the present Initiative of decree that reforms, adds and derogates various provisions of the Credit Institutions Law, the Law to Regulate Financial Groupings and of the Law for the Protection of Bank Savings.

In particular, the present Initiative addresses the following aspects:

I. Reforms to the Credit Institutions Law

Causes for Revocation of the Authorizations Granted to Multiple Banking Institutions.

One of the objectives of the reform that is proposed is to update the causes that the current regime provides for the revocation of the authorizations conferred to multiple banking institutions to organize and operate with such character.

In particular, with this update it is intended to conserve only those causes that imply a serious infringement by part of said institutions.

( ... )

Likewise, through the present Initiative, it is proposed to establish two additional causes for revocation to those that the current regime provides.

Said causes, considered of utmost gravity, consist, on the one hand, in the non-compliance by part of some multiple banking institution to the capitalization requirements established in accordance with what is disposed by article 50 of the Credit Institutions Law and the provisions to which said precept refers and, on the other hand, in the non-compliance of the payment obligations at charge of the institution, due to illiquidity problems.

( ... )

FOURTH.-

Regarding the precautionary measure provided in article 129, fraction I of the Credit Institutions Law, which disposes:

"Article 129.- The National Banking and Securities Commission, with agreement of its Board of Directors, in protection of the interests of the public saver and creditors of a Multiple Banking Institution, will declare as a precautionary measure the intervention of the Multiple Banking Institution when any of the following situations present:

I. In the course of a month, the capitalization index of the Multiple Banking Institution decreases from a level equal to or higher than the required in accordance with what is established in article 50 of this Law, to a level equal to or lower than the minimum fundamental capital requirement established in accordance with the cited article 50 and the provisions that emanate from it, except in the cases in which the Board of Directors of the Institute for the Protection of Bank Savings has determined what is stated in the subparagraph b) of fraction II of article 148 of this Law, in which the disposed in the penultimate paragraph of article 29 Bis of this Law will apply;"

With respect to this, through letter 111-1/241/2020 of date June 25, 2020, the National Banking and Securities Commission warned in terms of what is disposed by article 129 of the LIC to Banco Ahorro Famsa, S.A. Multiple Banking Institution, so that in the term of one business day it reintegrated the capital.

In response to the foregoing, that Society manifested, through writing of date June 29, 2020 what to its right convened requesting that the procedure be restored, having here reproduced in obvious avoidance of unnecessary repetitions what it pointed out in the same sense for the effect of its answer to the notice of summons pointing out to the effect the same arguments that must be taken here by reproduced and that neither in anything refute its obligation to reintegrate the capital, which in the species did not happen.

Taking into account that that Society did not manage to refute the cause for revocation for which it was summoned, as it is derived from the Fourth Consideration above, this authority determines that, there is no place to decree the precautionary measure in virtue of that, the consequence of declaring the revocation of the authorization, is that the Multiple Banking Institution is put in a state of liquidation, which would activate the situation of the lifting of the intervention, that in accordance with what is provided in article 139 fraction I, in relation with article 28 penultimate paragraph of the Credit Institutions Law, which dispose:

"Article 139.- The National Banking and Securities Commission, through its Board of Directors, will proceed to lift the intervention and, consequently, the precautionary administration by the Institute for the Protection of Bank Savings will cease, when:

I. The Multiple Banking Institution enters in a state of dissolution and liquidation;"

"ARTICLE 28.- ...

I. a VIII. ...

The declaration of revocation will be published in the Official Journal of the Federation and in two newspapers of wide circulation in national territory, it will be inscribed in the Public Registry of Commerce and will put the institution in a state of liquidation, without the need for the agreement of the assembly of shareholders, in accordance with what is provided in the Second Section of Chapter II of Title Seventh of this Law.

Against the declaration of revocation the review resource provided in article 110 of this Law will not proceed.

...

... "

FIFTH.-

In session held on June 30, 2020, the members of the Board of Directors approved that, since the Multiple Banking Institution did not manage to refute the cause for revocation for which it was summoned, it was determined that there is no place to decree the intervention of the same in virtue of that, the consequence of declaring the revocation of the authorization, is that the Multiple Banking Institution is put in a state of liquidation, which would activate the situation of the lifting of the intervention, that in accordance with what is provided in article 139 fraction I, in relation with article 28 penultimate paragraph of the Credit Institutions Law.

Based on the foregoing, this National Banking and Securities Commission prior agreement of its Board of Directors and with the object of preserving the stability of the financial system as a whole, safeguarding the interests of the public:

RESOLVES

FIRST.-

The members of the Board of Directors based on article 12, fraction V of the Law of the National Banking and Securities Commission, as well as in article 28 fraction V and 29 Bis, fraction III of the Credit Institutions Law, counting with the favorable opinion of the Bank of Mexico and of the Institute for the Protection of Bank Savings, and since Banco Ahorro Famsa, S.A., Multiple Banking Institution did not refute the cause for revocation for which it was summoned, provided in fraction V of article 28, in relation with 29 Bis, fraction III, subparagraph a) of the Credit Institutions Law, nor presented elements that, in the judgment of this National Banking and Securities Commission, prove that the facts or omissions pointed out in the letter number 210/010/2020 of date June 25, 2020 have been remedied, nor reintegrated the capital in the necessary amount to maintain its operation within the required limits, approve to revoke the authorization granted by the Secretariat of Finance and Public Credit to Banco Ahorro Famsa, S.A., Multiple Banking Institution, to organize and operate as a multiple banking institution, notified through letter number 101-447 issued on July 24, 2006 and published in the Official Journal of the Federation on August 8 of the same year, in terms of the resolution that is attached to the respective minutes and that forms part of the present agreement so that, in accordance with what is provided in the Second Section "Of the Liquidation and Judicial Liquidation of Multiple Banking Institutions", Chapter II "Of the Bank Savings Protection System", of Title Seventh "Of the Protection of the Interests of the Public" of the Credit Institutions Law, proceed to its liquidation.

From the date of notification of the present resolution, in accordance with what is provided in the penultimate and last paragraphs of article 28 in relation with 170 of the Credit Institutions Law, BANCO AHORRO FAMSA, S.A. Multiple Banking Institution, will be put in a state of liquidation without the need for the agreement of the assembly of shareholders of that Society, in accordance with what is provided in the Second Section "Of the Liquidation and Judicial Liquidation of Multiple Banking Institutions", Chapter II "Of the Bank Savings Protection System" of Title Seventh "Of the Protection of the Interests of the Public" of the Credit Institutions Law, and it will have to keep its offices and branches closed, as well as suspend the realization of any type of active, passive or service operation, until the liquidator resolves what is appropriate in terms of the Credit Institutions Law; so, it is warned to that Society that in case of not giving compliance to the foregoing, it will proceed in the terms of what is provided by articles 28, fraction V and 29 Bis fraction II, subparagraph a), of the Credit Institutions Law.

SECOND.-

Based on what is disposed by articles 139 fraction I, in relation with 28 penultimate paragraph of the Credit Institutions Law, and in accordance with the Second Agreement adopted by the Board of Directors of its own Commission in its extraordinary session held on the day June 30, 2020, this Commission determines that it is not appropriate to declare the intervention in terms of what is disposed in article

129,

fraction

of the

Credit Institutions Law.

THIRD.

In terms of what is provided in the penultimate paragraph of article 28 of the Credit Institutions Law, this resolution shall be notified to BANCO AHORRO FAMSA, S.A. Institución de Banca Múltiple.

FOURTH.

Based on what is provided in the antepenultimate paragraph of article 28 of the Credit Institutions Law, this resolution shall be published in the Official Journal of the Federation and in two newspapers of wide circulation in the country, and registered in the Public Registry of Commerce corresponding to the social domicile of BANCO AHORRO FAMSA, S.A. Institución de Banca Múltiple.

FIFTH.- Based on what is established in the penultimate paragraph of article 16 of the Law of the National Banking and Securities Commission, and articles 9 and 12 of the Internal Regulations of the National Banking and Securities Commission, published in the Official Journal of the Federation on November 12, 2014; as well as on article 51 of the Agreement by which the President of the National Banking and Securities Commission delegates powers to the Vice Presidents, General Directors, and Assistant General Directors of the same Commission, published in the Official Journal of the Federation on November 30, 2015, updated with the reforms published in the same Journal on December 14, 2016, and in terms of what is ordered in Fourth Agreement adopted by the Board of Directors of said Commission in its extraordinary session held on June 30, 2020, the responsibility is delegated to the public servants of this Commission, Luz María Padilla Longoria, Enrique Aduna Mondragón, Rodrigo Eduardo Escalante Ramírez, Laura Jazmín Ruiz Valencia, Irma Azucena Muñiz Domínguez, Saúl Hernández Pérez, Cristian Javier Mosqueda Salazar, to notify, jointly or alternatively, this Official Letter by which compliance is given to the agreement adopted by the Board of Directors of said Commission.

The foregoing is made known by the President of the National Banking and Securities Commission, in accordance with what is provided in articles 16, fraction VI, of the Law of the National Banking and Securities Commission; 11, first paragraph of the Internal Regulations of the National Banking and Securities Commission, and in terms of what is ordered in Third Agreement adopted by the Board of Directors of said Commission in its extraordinary session held on June 30, 2020.

Respectfully,

Mexico City, June 30, 2020. - The President, Juan Pablo Graf Noriega. - Signature.

1 Visible in Parliamentary Gazette No. 4208-III, of Thursday, February 5, 2015.

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