2026-08-14

Added

Resolution of the General Superintendency SMV No. 047-2026-SMV/11.1

The General Superintendency of Conduct Supervision resolves to delist Hidrostal S.A.'s investment shares from the Public Registry of the Securities Market and the Lima Stock Exchange. This delisting is conditional upon the prior execution and settlement of a Public Tender Offer for Exclusion (OPC). Hidrostal S.A. must submit documentation for the appointment of a valuation entity within ten days of notification and request registration of the OPC offer notice within six months from the obligation's generation or five days of receiving the valuation report, whichever is earlier. The company is also required to disclose relevant information regarding the valuation of its investment shares.

Superintendencia del Mercado de Valores (Peru) logo

Peru

Superintendencia del Mercado de Valores (Peru)

Click to view thumbnail

PERU Ministry of Economy and Finance

SMV Superintendency of Securities Market “Decade of Equal Opportunities for Women and Men” “Year of Hope and the Strengthening of Democracy” 1 Electronic document digitally signed within the framework of Law No. 27269, Law on Digital Signatures and Certificates, its Regulations and amendments. The integrity of the document and the authorship of the signature(s) can be verified at https://apps.firmaperu.gob.pe/web/validador.xhtml Resolution of the General Superintendency SMV No. 047-2026-SMV/11.1 Lima, August 14, 2026 The General Superintendent of Conduct Supervision Having seen: File No. 2026030135, as well as Internal Report No. 1241-2026-SMV/11.1, from the General Superintendency of Conduct Supervision of the Deputy Superintendency of Market Conduct Supervision. Whereas: By means of a document submitted on July 2, 2026, Hidrostal S.A. requested the Superintendency of Securities Market – SMV, through the Single Window system, the exclusion of the investment shares issued by the aforementioned company from the Public Registry of the Securities Market and the Securities Registry of the Lima Stock Exchange, under the cause provided in numeral 19.2 of article 19 of the Regulations for the Registration and Exclusion of Securities in the Public Registry of the Securities Market and on the Stock Exchange, approved by SMV Resolution No. 031-2012-SMV/01 and its amendments; Whereas: From the evaluation carried out within the framework of the administrative procedure referred to in the preceding whereas clause, it has been verified that by CONASEV Resolution No. 025-82-EFC/94.10 of February 4, 1982, under the provisions of the then-current CONASEV Resolution No. 007-80-EF/94.10, the registration of labor shares (today, investment shares) issued by Hidrostal S.A. on the Lima Stock Exchange was authorized; Whereas: Subsequently, by CONASEV Resolution No. 181-92-EF-94.10.0 of January 29, 1992, the National Supervisory Commission of Companies and Securities – CONASEV (today, Superintendency of Securities Market – SMV) proceeded with the automatic registration, in the then-Securities Registry (today, Public Registry of the Securities Market), of those securities that were registered on the Lima and Arequipa Stock Exchanges on the date of publication of the —now repealed— Regulations of the Public Registry of Securities and Intermediaries, approved by CONASEV Resolution No. 909-91-EF/94.10; Whereas: At the Universal Shareholders' Meeting of Hidrostal S.A., held on July 1, 2026, the shareholders representing one hundred percent (100%) of the voting shares representing the issuer's share capital, unanimously approved the exclusion of the investment shares issued by Hidrostal S.A. from the Public Registry of the Securities Market and the Securities Registry of

PERU Ministry of Economy and Finance

SMV Superintendency of Securities Market “Decade of Equal Opportunities for Women and Men” “Year of Hope and the Strengthening of Democracy” 2 Electronic document digitally signed within the framework of Law No. 27269, Law on Digital Signatures and Certificates, its Regulations and amendments. The integrity of the document and the authorship of the signature(s) can be verified at https://apps.firmaperu.gob.pe/web/validador.xhtml the Lima Stock Exchange, as well as the consequent execution of a Public Tender Offer for Exclusion on said securities in compliance with applicable regulations, among others; Whereas: Within the framework of what is established by article 20, numeral 20.3, of the Regulations for the Registration and Exclusion of Securities in the Public Registry of the Securities Market and on the Stock Exchange, by communication of July 14, 2026, the Lima Stock Exchange S.A. indicated that it had no observations regarding the documentation presented by Hidrostal S.A.; Whereas: Article 39, literal a), of the Single Consolidated Text of the Securities Market Law, Legislative Decree No. 861, approved by Supreme Decree No. 020-2023-EF, and article 19, numeral 19.2, of the Regulations for the Registration and Exclusion of Securities in the Public Registry of the Securities Market and on the Stock Exchange, establish that the exclusion of a security from the Public Registry of the Securities Market takes place by a reasoned resolution of the Superintendency of Securities Market – SMV and that it proceeds at the request of the issuer with the support of two-thirds (2/3) of the holders of the respective securities —that is, 66.67%—, when the registration originated, at the time, at the request made by holders of investment shares representing 25% of the issuer's investment shares account; Whereas: Hidrostal S.A. has presented information and documentation that reasonably supports the backing of two holders of investment shares for the request for exclusion of the investment shares issued by Hidrostal S.A. from the Public Registry of the Securities Market and the Securities Registry of the Lima Stock Exchange, which together represent 68.385% of the investment shares issued by Hidrostal S.A.; noting compliance with what is established in article 19, numeral 19.2, of the Regulations for the Registration and Exclusion of Securities in the Public Registry of the Securities Market and on the Stock Exchange; Whereas: Hidrostal S.A. has presented the supporting information and documentation required by the Single Consolidated Text of the Securities Market Law, as well as by the Regulations for the Registration and Exclusion of Securities in the Public Registry of the Securities Market and on the Stock Exchange, for the purpose of excluding the investment shares issued by the aforementioned company; Whereas: Articles 41 and 74 of the Single Consolidated Text of the Securities Market Law and article 32 of the Regulations for Public Tender Offers and Purchase of Securities for Exclusion, approved by CONASEV Resolution No. 009-2006-EF/94.10 and its amending regulations, provide that the exclusion of a security from the Public Registry of the Securities Market generates the joint and several obligation of its issuer and, where applicable, of the persons responsible for the exclusion, to carry out a Public Tender Offer for Exclusion – OPC; Whereas: Likewise, article 33 of the Regulations for Public Tender Offers and Purchase of Securities for Exclusion and the last paragraph of article 19 of the Regulations for the Registration and Exclusion of Securities in the Public Registry of the Securities Market and on the Stock Exchange, provide that the exclusion of a security from the Public Registry of the Securities Market generates the obligation to carry out a Public Tender Offer for Exclusion – OPC, except for the cases of exception regulated by article 37 of the Regulations for Public Tender Offers and Purchase of Securities for Exclusion;

PERU Ministry of Economy and Finance

SMV Superintendency of Securities Market “Decade of Equal Opportunities for Women and Men” “Year of Hope and the Strengthening of Democracy” 3 Electronic document digitally signed within the framework of Law No. 27269, Law on Digital Signatures and Certificates, its Regulations and amendments. The integrity of the document and the authorship of the signature(s) can be verified at https://apps.firmaperu.gob.pe/web/validador.xhtml Whereas: In the present case, the exceptions contemplated in the aforementioned regulations are not applicable; for which reason Hidrostal S.A. must direct a Public Tender Offer for Exclusion – OPC to the holders of the investment shares issued by the aforementioned company; the purpose of said offer being to grant the right of separation to those holders of the securities who consider themselves affected by the company's decision to exclude the security from the Public Registry of the Securities Market or from the centralized negotiation mechanism in which the securities are registered, in accordance with articles 31 and 32 of the Regulations for Public Tender Offers and Purchase of Securities for Exclusion; Whereas: Likewise, as established by articles 31 and 33 of the Regulations for Public Tender Offers and Purchase of Securities for Exclusion, the exclusion of the investment shares issued by Hidrostal S.A. is conditioned on the execution and liquidation of the respective Public Tender Offer for Exclusion – OPC, which must be carried out within the period established by the regulations; Whereas: By SMV Resolution No. 008-2026-SMV/01, published in the Official Gazette El Peruano on July 3, 2026, the Regulations for Public Tender Offers and Purchase of Securities for Exclusion, approved by CONASEV Resolution No. 009-2006-EF/94.10, and its amending regulations, were modified, and said resolution entered into force the day after its publication; Whereas: The Sole Transitory Complementary Provision of SMV Resolution No. 008-2026-SMV/01 provided that, in the case of Public Tender Offers for Exclusion – OPC, if, on the date of entry into force of the aforementioned Resolution, the issuer or the persons responsible for the exclusion had requested the exclusion of the securities from the Public Registry of the Securities Market and from the Stock Exchange, the provisions in force at the time of submitting the request would apply, unless the applicant communicates to the SMV, within a maximum period of twenty calendar days from the entry into force of the Resolution, that it opts for the provisions contained in said resolution and provided that, by that date, a valuation entity had not been appointed, in cases where it is required; Whereas: By means of a material event of July 23, 2026, and within the framework of what is provided by numeral 2 of the Sole Transitory Complementary Provision of SMV Resolution No. 008-2026-SMV/01, Hidrostal S.A. reported that it opted for the provisions contained in the aforementioned resolution, so that the procedure for the exclusion of its investment shares and the corresponding Public Tender Offer for Exclusion would be governed by the provisions established in said norm, stating that as of the date of submission of its communication, no valuation entity had been appointed; Whereas: Article 7, numeral 6, of the Policy on Dissemination of Regulatory Projects, General Legal Norms, Early Agenda and Other Administrative Acts of the SMV, approved by SMV Resolution No. 014-2014-SMV/01 and its amending regulations, establishes that decisions contained in administrative resolutions that resolve the exclusion of securities from the Public Registry of the Securities Market must be disseminated through the SMV Institutional Page on the Single Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv); and,

PERU Ministry of Economy and Finance

SMV Superintendency of Securities Market “Decade of Equal Opportunities for Women and Men” “Year of Hope and the Strengthening of Democracy” 4 Electronic document digitally signed within the framework of Law No. 27269, Law on Digital Signatures and Certificates, its Regulations and amendments. The integrity of the document and the authorship of the signature(s) can be verified at https://apps.firmaperu.gob.pe/web/validador.xhtml In accordance with the provisions of article 39 of the Single Consolidated Text of the Securities Market Law; articles 19, 20 and 21 of the Regulations for the Registration and Exclusion of Securities in the Public Registry of the Securities Market and on the Stock Exchange; as well as article 46, numeral 6, of the Regulations on Organization and Functions of the Superintendency of Securities Market, approved by Supreme Decree No. 216-2011-EF and its amendments, which empowers the General Superintendency of Conduct Supervision to order the exclusion of securities from the Public Registry of the Securities Market. Resolves: Article 1.- Order the exclusion of the investment shares issued by Hidrostal S.A. from the Public Registry of the Securities Market under the charge of the Superintendency of Securities Market – SMV, which will take effect once the respective Public Tender Offer for Exclusion – OPC has been carried out and settled. Article 2.- Rule in favor of the exclusion of the securities indicated in the preceding article, from the Securities Registry of the Lima Stock Exchange, which will take effect once the respective Public Tender Offer for Exclusion – OPC has been carried out and settled. Article 3.- The exclusion of Hidrostal S.A.'s investment shares from the Public Registry of the Securities Market and the Securities Registry of the Lima Stock Exchange shall be conditioned on the prior and effective execution of a Public Tender Offer for Exclusion – OPC, in accordance with the provisions of the Regulations for Public Tender Offers and Purchase of Securities for Exclusion, approved by CONASEV Resolution No. 009-2006-EF/94.10 and its amending regulations. Article 4.- Hidrostal S.A. must present to the SMV, within ten (10) days following notification of this resolution, the corresponding documentation for the appointment of the valuation entity responsible for preparing the valuation report for the determination of the minimum price of the investment shares issued by Hidrostal S.A. to be considered in the Public Tender Offer for Exclusion – OPC, in accordance with article 45 of the Regulations for Public Tender Offers and Purchase of Securities for Exclusion, approved by CONASEV Resolution No. 009-2006-EF/94.10 and its amending regulations. Article 5.- Hidrostal S.A. must request the registration of the offer notice and other documents of the respective Public Tender Offer for Exclusion – OPC in the Public Registry of the Securities Market – RPMV, within six (6) months from the date the obligation to make the offer arises or within five (5) days of having received the valuation report, whichever occurs first, in accordance with article 38 of the Regulations for Public Tender Offers and Purchase of Securities for Exclusion, approved by CONASEV Resolution No. 009-2006-EF/94.10 and its amending regulations. Article 6.- Hidrostal S.A. is obligated to disclose information about any due diligence or the existence of a valuation report or similar, as well as any relevant information it has or maintains

PERU Ministry of Economy and Finance

SMV Superintendency of Securities Market “Decade of Equal Opportunities for Women and Men” “Year of Hope and the Strengthening of Democracy” 5 Electronic document digitally signed within the framework of Law No. 27269, Law on Digital Signatures and Certificates, its Regulations and amendments. The integrity of the document and the authorship of the signature(s) can be verified at https://apps.firmaperu.gob.pe/web/validador.xhtml related to the price or valuation of the investment shares issued by it, without prejudice to due observance of securities market regulations. Article 7.- Disseminate this resolution on the SMV Institutional Page on the Single Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv). Article 8.- Transmit this resolution to Hidrostal S.A., as issuer, to the Lima Stock Exchange S.A.; and, to CAVALI S.A. I.C.L.V. Register, communicate and disseminate. Alix Godos General Superintendent General Superintendency of Conduct Supervision

More like this from SMV

SMV published 17 documents in the last 30 days. We email you each new one the day it's published.

Share