Resolution 102/99: Approval of CD Issuance and Guarantee Trust with Financiera Acceso S.A.

BOARD RESOLUTION NO. 102/99 SUBJECT: FINANCIAL ENTITIES MANAGEMENT – APPROVES ISSUANCE OF CD'S AND CONSTITUTION OF A GUARANTEE TRUST WITH FINANCIERA ACCESO S.A.

SEEING: Law No. 1670 of October 31, 1995. The notes from the Superintendence of Banks and Financial Entities (SBEF) Document 49888 and Document 49961 of November 26 and 29, 1999, respectively.

The Note from Financiera Acceso S.A. of November 26, 1999. The Contract signed between Financiera Acceso S.A. and INVERSUR S.A. on November 29, 1999. The Report from the Financial Entities Management G.E.F. No. 169/99 of November 26, 1999. The Note from the Legal Affairs Management GAL No. 230/99 of November 26, 1999.

CONSIDERING: That the Superintendence of Banks and Financial Entities, through note 49888, requests the BCB to subscribe to a trust contract with the Financiera Acceso S.A. in order to execute a plan authorized by said supervisory entity to address the return of public deposits (capital and interest at maturity). Furthermore, the SBEF states in its note 49961 that INVERSUR S.A. will confirm the purchase of CD's from the BCB for US$31,175,910.00 so that Financiera Acceso S.A. constitutes the autonomous patrimony of said trust for the same amount, which, added to the liquidity that approximately the said Private Financial Fund will have by November 30, 1999 for US$17,027,132.00, will cover on that date the entirety of the public deposits received by the Financiera. At all times, the sum of the trust's patrimony and the liquidity of Financiera Acceso S.A. must cover the amount of public deposits.

//2. B.D. No. 102/99 That in the same note, the Supervisory Authority indicates that, prior to a written and reasoned report to the BCB, it may at any time invalidate the deposit return plan accepted by Financiera Acceso S.A. That Financiera Acceso S.A. and INVERSUR S.A. have signed a contract on the date by which the latter constituted a guarantee for the total return of deposits of the former, on the condition that said contract be executed through the constitution of a guarantee trust to be subscribed between the Financiera Acceso S.A. and the Central Bank of Bolivia. That the Financial Entities Management in its Report G.E.F. No. 192/99, recommends the acceptance of the request from the SBEF and from Financiera Acceso S.A. That in the opinion of the Legal Affairs Management, the Board of the BCB can authorize under Article 38, subsection f) of Law 1670, the operation requested by Financiera Acceso S.A.

THEREFORE, THE BOARD OF DIRECTORS OF THE CENTRAL BANK OF BOLIVIA RESOLVES:

Article 1.- Exceptionally, authorize the Monetary Operations Management to issue Certificates of Deposit (CD's) for an amount of US$31,175,910.00 for 28 days in Foreign Currency, at an annual yield rate of 6%, which will be sold directly to INVERSUR S.A. against cash payment, for the purposes stated in this Resolution. These securities may be renewed upon maturity under the same issuance conditions. They may also be redeemed early at any time at their accrued value, without penalties.

Article 2.- Authorize the President to subscribe with Financiera Acceso S.A. a guarantee trust contract, constituted with the aforementioned securities, destined to guarantee the return of deposits in the aforementioned Private Financial Fund, in compliance with the contract signed between Financiera Acceso S.A. and INVERSUR S.A. on November 29, 1999. The guarantee trust contract will have the following terms: Trustee: Central Bank of Bolivia.

Settlor: Financiera Acceso S.A. //3. B.D. No. 102/99 Beneficiaries: Depositors of Financiera Acceso S.A. in the amount of their deposits and, subsidiarily, INVERSUR S.A. Autonomous Patrimony: Constituted by the principal and the returns of the CD's issued by the Central Bank of Bolivia, which will be registered by account entry in the name of INVERSUR S.A., the entity that will endorse them in favor of the BCB. Destination of funds: The trust funds will be destined exclusively for the return of public deposits to Financiera Acceso S.A., and to return the difference to INVERSUR S.A. if the balance of the trust's patrimony is greater than the amount of the total remaining deposits and their interest at maturity. Procedure for release of funds: The BCB will receive from Financiera Acceso S.A. the requests for release of funds with lists of beneficiaries, which will be attended only if they have the written non-objection from the Superintendence of Banks and Financial Entities. The BCB will redeem the CD's at maturity or early, at their accrued value, and credit the requested funds to the legal reserve account in cash that Financiera Acceso S.A. maintains at Banco Mercantil S.A. At all times, the sum of the autonomous patrimony and the liquidity of Financiera Acceso S.A. must cover the amount of public deposits (capital plus interest at maturity). Only in the case of an excess existing, this may be released in favor of INVERSUR S.A. prior to a note from Acceso S.A. and the non-objection of the SBEF. Term: Until the return of the total of the public deposits in Financiera Acceso S.A.

//4. B.D. No. 102/99 Commission: Financiera Acceso S.A. will pay the BCB for the service a commission of 0.25% annually on the average of daily balances. This commission will be paid monthly via automatic debit from the autonomous patrimony.

Article 3.- While the plan for the return of public deposits in Financiera Acceso S.A. is in effect, accepted by the Superintendence of Banks and Financial Entities, the terms of the trust contract have an irrevocable character for said Private Financial Fund. Only if the SBEF, through a written and reasoned report, communicates to the Central Bank of Bolivia and to Financiera Acceso S.A. that it has decided to invalidate the aforementioned plan before the term indicated in Article 2, at the request of said Financiera, the BCB will terminate the contract and release the remaining patrimony of the trust.

Article 4.- The Financial Entities Management will be responsible for the administration of the trust at the BCB.

Article 5.- The Presidency and the General Management are charged with the execution and compliance of this Resolution.

La Paz, November 29, 1999

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Juan Antonio Morales A.

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Armando Pinell S. Jaime Ponce G.

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Juan Medinaceli V. Fernando Campero P.