Resolution modifying the authorization for the constitution and operation of a financial group controlled by Value Grupo Financiero, S.A.B. de C.V.

DOF: 01/12/2015

RESOLUTION by which the authorization for the constitution and operation of a financial group controlled by the company named Value Grupo Financiero, S.A.B. de C.V. is modified.

A seal bearing the National Emblem stating: United Mexican States.- Ministry of Finance and Public Credit.- Undersecretariat of Finance and Public Credit.- Unit of Banking, Securities and Savings.- Letter No. UBVA/056/2015.

Resolution by which the authorization for the constitution and operation of a financial group controlled by the company named Value Grupo Financiero, S.A.B. de C.V. is modified.

The Ministry of Finance and Public Credit, through the Unit of Banking, Securities and Savings, based on what is provided by articles 31, fraction XXXIV of the Organic Law of the Federal Public Administration and 11 of the Law to Regulate Financial Groups, in exercise of the Ministry of Finance and Public Credit and in attention to the following:

BACKGROUND

By letter 1202-E-366-DGSV-1500 dated June 8, 1992, published in the Official Journal of the Federation on July 16, 1992, this Ministry authorized "Grupo Financiero Fina Value, S.A. de C.V." to constitute itself as a controlling society and operate as a financial group in accordance with what is provided by article 6th of the Law to Regulate Financial Groups. The aforementioned authorization was last modified with similar number UBVA/058/2010 dated June 18, 2010, published in the Official Journal of the Federation on August 18, 2010, in which the name of the controlling society remains as "Value Grupo Financiero, S.A.B. de C.V."

In accordance with Article Fifty-Two, fraction IV, of the Decree by which various provisions in financial matters are reformed, added, and repealed and the Law to Regulate Financial Groups is issued, published in the Official Journal of the Federation on January 10, 2014, Controlling Societies and Financial Groups that at the entry into force of this Law have authorization to constitute themselves and function as such in accordance with the Law to Regulate Financial Groups repealed, shall be deemed authorized in terms of article 11 of the current Law to Regulate Financial Groups from January 11, 2014.

By letter number UBVA/DGABV/561/2015 dated June 17, 2015, this Ministry, prior opinion of the Bank of Mexico and the National Banking and Securities Commission, approved the modification of various articles of the Social Bylaws of "Value Grupo Financiero, S.A.B. de C.V." in the terms agreed upon by its Extraordinary General Shareholders' Meeting held on April 22, 2015, notarized via Public Deed No. 5,360 dated May 11, 2015, granted before the faith of Lic. Rafael Salvador Garza Zambrano, Holder of Public Notary No. 137, with practice in the First Registry and Notarial District of the State of Nuevo León, which was carried out in compliance with the Decree by which various provisions in financial matters are reformed, added, and repealed and the Law to Regulate Financial Groups is issued, published in the Official Journal of the Federation on January 10, 2014.

CONSIDERING

That the financial sector must contribute fundamentally to the financing of economic growth in Mexico;

That the National Development Plan 2013-2018 establishes as its general objective "To bring Mexico to its maximum potential", contemplating as one of the five National Goals the so-called "Prosperous Mexico", which has among its objectives "Democratize access to financing for projects with growth potential." In achieving the stated objective, this Administration places emphasis on various Cross-Cutting Strategies and their respective Lines of Action, within which is found "Carry out the necessary reforms to the legal and regulatory framework of the financial system to democratize credit";

That on January 10, 2014, a new Law to Regulate Financial Groups was published in the Official Journal of the Federation, in which the regulation applicable to financial groups is perfected, by precisely establishing the bases of organization of Controlling Societies and the constitution and operation of Financial Groups;

That in view of the fact that this Ministry approved the modification of various articles of the Social Bylaws of "Value Grupo Financiero, S.A.B. de C.V.", which was carried out in compliance with Article Fifty-Two, fraction III, of the Decree by which various provisions in financial matters are reformed, added, and repealed and the Law to Regulate Financial Groups is issued, published in the Official Journal of the Federation on January 10, 2014, it is necessary to modify the authorization granted to "Value Grupo Financiero, S.A.B. de C.V.", to organize as a controlling society and function as a financial group;

That the last modification to the authorization of "Value Grupo Financiero, S.A.B. de C.V.", published in the Official Journal of the Federation on August 18, 2010, states that its minimum fixed social capital without right to withdrawal amounts to the sum of $41,835,959.27 (forty-one million eight hundred thirty-five thousand nine hundred fifty-nine pesos 27/100 M.N.);

That in addition to the above, any increase or decrease in fixed capital implies a statutory modification, which must be approved by this Ministry of Finance and Public Credit, in terms of article 20 of the Law to Regulate Financial Groups;

That in order to foster administrative simplification, it is convenient to suppress Article Fifth of the authorization granted to "Afirme Grupo Financiero, S.A. de C.V.", in order to eliminate the reference to the amount to which its social capital amounts, and

That once the information and documentation presented has been analyzed, as well as after having determined the appropriateness of the present modification, this Ministry of Finance and Public Credit issues the following:

RESOLUTION

SOLE.- The authorization for the constitution and operation of a financial group controlled by the company named "Value Grupo Financiero, S.A.B. de C.V." is fully modified, to remain in the following terms:

FIRST: In exercise of the faculty conferred by article 11 of the Law to Regulate Financial Groups, the organization of "Value Grupo Financiero, S.A.B. de C.V." as a Controlling Society and the constitution and operation of the respective financial group is authorized.

SECOND: The name of the Controlling Society of the financial group will be "Value Grupo Financiero, S.A.B. de C.V."

THIRD: The Controlling Society will have as its object to participate, directly or indirectly, in the social capital of the financial entities that are part of the financial group and to establish, through its social bodies, the general strategies for the management of the financial group.

FOURTH: "Value Grupo Financiero, S.A.B. de C.V." will be the direct or indirect owner of shares representing more than fifty percent of the social capital of the financial entities that are part of the financial group.

FIFTH: The financial group will be integrated by the Controlling Society named "Value Grupo Financiero, S.A.B. de C.V.", and by the following financial entities:

Value, S.A. de C.V. Value Brokerage House Value Grupo Financiero.

Value Leasing Company, S.A. de C.V., Multiple Object Financial Society, Non-Regulated Entity, Value Grupo Financiero.

Value Investment Society Operator, S.A. de C.V., Value Grupo Financiero.

SIXTH: The domicile of the Controlling Society will be the Municipality of San Pedro Garza García, Nuevo León.

SEVENTH: The authorization referred to in this Resolution is, by its very nature, intransmissible.

EIGHTH: The Controlling Society will be subject to inspection and surveillance by the National Banking and Securities Commission.

NINTH: In what is not expressly indicated by this Resolution, "Value Grupo Financiero, S.A.B. de C.V." will be subject to the Political Constitution of the United Mexican States, to the Law to Regulate Financial Groups, to the General Rules of Financial Groups, as well as to all legislation and regulation currently in force applicable to the matter, or that may be issued in the future.

TRANSITORY

SOLE.- This Resolution will be published in the Official Journal of the Federation at the expense of "Value Grupo Financiero, S.A.B. de C.V.".

Respectfully,

Mexico City, D.F., September 29, 2015.- The Head of the Unit, Narciso Antonio Campos Cuevas.- Initialled.

(R.- 423105)

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