PERU Ministry of Economy and Finance
SMV
Superintendency of the Market in Securities

"Decade of Equal Opportunities for Women and Men" "Year of the Bicentennial, of the consolidation of our Independence, and of the commemoration of the heroic battles of Junín and Ayacucho"

Resolution of the General Intendancy of Supervision of Entities

No. 150-2024-SMV/10.2

Lima, 04 November 2024

The General Intendant of Supervision of Entities (e)

WHEREAS:

File No. 2024040291 submitted by Larraín Vial S.A. Sociedad Administradora de Fondos de Inversión and Report No. 1447-2024-SMV/10.2 dated 04 November 2024 from the General Intendancy of Supervision of Entities;

CONSIDERING:

That, article 27 of the Regulation of Investment Funds and their Management Companies, approved by SMV Resolution No. 029-2014-SMV/01, sets forth the documents that management companies must submit in order to obtain approval of the merger, spin-off or other forms of corporate reorganization as well as of the reduction of capital and the consequent amendment of their bylaws;

That, article 12 of the Law of Investment Funds and their Management Companies, Legislative Decree No. 862 and its amendments, establishes that investment fund management companies are subject to the supervision and control of the Superintendency of the Securities Market;

That, by writings received up to 16 October 2024, Larraín Vial S.A. Sociedad Administradora de Fondos de Inversión requested authorization to carry out the spin-off of a patrimonial block that involves the reduction of its share capital and the consequent amendment of its bylaws. This, by resolutions of the Universal Shareholders' Meeting held on 3 September 2024 which state, among others, the following: (i) approve the partial spin-off project by which the segregation and contribution of a patrimonial block is carried out, which is valued at S/ 17 295 916.00 (Seventeen million two hundred ninety-five thousand nine hundred sixteen and 00/100 soles); (ii) reduce the share capital, as a consequence of the spin-off, to the sum of S/ 5 734 253.00 (Five million seven hundred thirty-four thousand two hundred fifty-three and 00/100 soles) as well as amend article four of its bylaws; and, (iii) that the effective date of the partial spin-off will be the date of granting of the corresponding public deed;

Signed by: SERAYLAN ORMACHEA Marcela Lidia FAU :
Reason:

That, after evaluating the documentation submitted, it has been determined that Larraín Vial S.A. Sociedad Administradora de Fondos de Inversión has complied with article 27 of the Regulation of Investment Funds and their Management Companies, as developed in Report No. 1447-2024-SMV/10.2 dated 04 November 2024;

That, to date it is not evidenced that said operation breaches any regulatory patrimonial or capital requirement, which must be permanently monitored by the management company;

In accordance with the provisions of article 38, numeral 5, subsection ii, of the Regulation of Organization and Functions of the Superintendency of the Securities Market, approved by Supreme Decree No. 216-2011-EF, which empowers the General Intendancy of Supervision of Entities to authorize the amendment of bylaws of the entities under its supervision.

RESOLVES:

Article 1.- Authorize the spin-off by which Larraín Vial S.A. Sociedad Administradora de Fondos de Inversión shall segregate a patrimonial block with book value of S/ 17 295 916.00 (Seventeen million two hundred ninety-five thousand nine hundred sixteen and 00/100 soles), as well as the consequent reduction of share capital and amendment of article four of its bylaws, in the terms set forth in the resolutions adopted by the Universal Shareholders' Meeting held on 3 September 2024.

Article 2.- Order the dissemination of this resolution on the Securities Market Portal of the Superintendency of the Securities Market (www.gob.pe/smv).

Article 3.- Transcribe this resolution to Larraín Vial S.A. Sociedad Administradora de Fondos de Inversión.

Register, communicate and publish.

Marcela Seraylán Ormachea
General Intendant (e)
General Intendancy of Supervision of Entities