Resolution SBS No. 2809-2018: Modifying Minimum Investment Requirements for Investment Funds and Mutual Funds within the Private Pension System (Title VI and Regulations for the Investment of Pension Funds Abroad)

Los Laureles Nº 214 - Lima 27 - Perú Telf.: (511) 6309000 Fax: (511) 63092390 1/ 13 Lima, July 18, 2018 Resolution S.B.S. No. 2809-2018

The Superintendent of Banking, Insurance and Private Pension Fund Administrators

CONSIDERING: That, subsections a), e), i) and l) of Article 57 of the Law of the Private System for the Administration of Pension Funds, whose Consolidated Text was approved by Supreme Decree No. 054-97-EF, hereinafter referred to as the Law, establish that it is an attribute and obligation of the Superintendency to ensure the safety and adequate profitability of the investments made by AFPs with the resources of the funds they administer, to supervise AFPs in compliance with the legal and administrative provisions governing them, to supervise the investment of the resources of the funds they administer, as well as to issue resolutions incorporating new modalities of operations and services into the activity of AFPs within their purposes;

That, Article 25-B of the Law establishes that the investments of AFPs with the resources of the funds they administer must be subject to the investment diversification policy of each type of fund and that it shall be the responsibility and obligation of AFPs to inform affiliates in detail about the characteristics and risks of each of them;

That, the Third Final and Transitional Provision of the Regulation of the Law, approved by Supreme Decree No. 004-98-EF, hereinafter referred to as the Regulation, empowers the Superintendency to issue the necessary regulatory norms for the proper functioning of the Private System for the Administration of Pension Funds;

That, through Resolution No. 052-98-EF/SAFP, Title VI of the Compendium of Regulatory Supervision Norms of the Private System for the Administration of Pension Funds, referring to Investments, was approved;

That, through SBS Resolution No. 8-2007, the Regulation for the Investment of the resources of the Pension Funds Abroad was approved;

That, within the framework of the publication of the Law Reform of the Private Pension System, approved through Law No. 29903, and the evaluations carried out regarding the requirements that some types of investments made with the funds administered by AFPs must meet, it has been decided to modify them in order to generate a scenario of greater flexibility in the indirect investments they make and of commitment on the part of AFPs in the exercise of their responsibilities as managers of said investments, based on principles of due diligence and competence that respond to an institutional-type investor;

Los Laureles Nº 214 - Lima 27 - Perú Telf.: (511) 6309000 Fax: (511) 63092390 2/ 13 That, in order to collect the opinions of the general public regarding the proposed modifications to the SPP regulations, the pre-publication of the draft resolution on the matter was ordered on the electronic portal of the Superintendency in accordance with what is established in Supreme Decree No. 001-2009-JUS;

Having received the approval of the Assistant Superintendencies of Private Pension Fund Administrators, Legal Advice, Economic Studies, and Risks; and,

In exercise of the powers conferred by numbers 7 and 9 of Article 349 of the General Law of the Financial System and the Insurance System and Organic Law of the Banking and Securities Superintendency, Law No. 26702 and its amendments, Articles 25 and 57 of the Law, and the Third Final and Transitional Provision of the Regulation of the Law;

RESOLVES:

Article First.- Substitute literal b) of Article 20, Article 25, the second paragraph of Article 31, literal a) of Article 33, literal h) of Article 53G, the first, third and sixth paragraphs of Article 75C, fourth paragraph of Article 75D, literal c) of Article 75K, literal a) and the second paragraph of Article 111, literals d) and f) of Article 169, literal c) of Article 170, fifth paragraph of Article 171, and the first and fourth paragraphs of Article 175, and incorporate literals g) and h) into Article 169 of Title VI of the Compendium of Regulatory Supervision Norms of the Private System for the Administration of Pension Funds, approved by Resolution No. 052-98-EF/SAFP and its amendments, according to the following texts:

“Article 20.- Mutual funds and investment funds. (…) b) Traditional investment funds: The investments of investment funds are made in instruments representing rights over short-term obligations or cash assets, instruments representing rights over obligations or debt securities, instruments representing rights over equity participation or share certificates, loans granted by companies of the financial system, commercial receivables, operating leasing and/or factoring, derivative instruments, in a combination of these or in indices that have been built from said instruments. (…)”

“Article 25.- Evaluation and monitoring. The AFP must define and implement the procedures that allow selecting local or foreign alternative instruments. The AFP must select those administrator societies or companies, responsible for managing investment strategies, that permanently follow the following guidelines: i) integrity; ii) due diligence and experience; iii) adequate risk management; iv) financial solvency; v) adoption of conduct standards and adoption of international best practices; vi) prioritizing investors' interests over their own interests; vii) effective communication for all investors; viii) adequate handling of conflicts of interest; ix) investment decisions are consistent with the risk and return objectives defined in the investment policy; and, x) the fund is the owner of the assets before the entities providing custody-related services.

Los Laureles Nº 214 - Lima 27 - Perú Telf.: (511) 6309000 Fax: (511) 63092390 3/ 13 The AFP, additionally, must request and evaluate the following information from the administrator societies or companies, responsible for managing investment strategies: xi) the degree of feasibility of the operations considering the detail of potential investments and the stage of negotiation in which they are; xii) exit mechanisms for investments under best execution standards, consistent with the pursued investment strategy; xiii) the powers and/or causes that allow investors to negotiate the suspension and/or return of administration fees; and, xiv) provisions on the early termination of the investment period of the funds.

For the case of traditional investment funds and local alternative funds and foreign alternative mutual funds, a scoring methodology must be available, which incorporates the requirements indicated in Article 24 of Title VI and Article 9 of the Regulation for the Investment of Pension Funds Abroad, as applicable; as well as, those best practices for the specific strategy identified by the AFP within the framework of what is stated in the preceding paragraphs. The AFP may incorporate in the scoring methodology, other additional aspects to those defined in the regulation, based on lessons learned within the framework of alternative investment management.

The scoring methodology must reflect: a) the weight assigned to each aspect and the score obtained (based on the defined risk level); b) the minimum required score to admit a fund; and, c) deal breakers according to the specific strategy. Said methodology must be established through a procedure and reviewed annually.”

“Article 31.- Eligible instruments. (…) The underlying assets must be eligible instruments for Managed Portfolios, or be formed by loans granted by companies of the financial system, credit card receivables, remittances, commercial accounts receivable or real estate, rents or any other onerous form of cession in use of real estate through Real Estate Rental Securitization Trusts (“FIBRAs”).”

“Article 33.- Prohibition. (…) a) That they are backed by vehicles or trusts from which both credit-content titles and participation titles are issued, unless both types of securities are issued simultaneously, or that this possibility is expressly and detailedly contemplated in an issuance program. Fideicomisos de Titulización en Renta de Bienes Inmuebles (“FIBRAs”) are excepted. (…)”

“Article 53G.- Permitted derivative instruments. (…) h) They may be debt titles or share titles of indirect investments made through traditional mutual funds; as well as, foreign currencies of indirect investments made through American Depositary Receipts (ADRs), American Depositary Shares (ADSs), traditional mutual and investment funds and alternative funds. The AFP must have disaggregated information of the indirect investment vehicles, in order to verify, at least semiannually, that in no case a short position is maintained in said underlying assets at the portfolio level of the Managed Portfolios. (…)”

Los Laureles Nº 214 - Lima 27 - Perú Telf.: (511) 6309000 Fax: (511) 63092390 4/ 13 “Article 75C.- Limits and sublimits applicable to alternative instruments. The total of investments made in REITs, alternative mutual funds, alternative investment funds, shares of listed companies whose exposure corresponds to alternative instruments, referred to in Articles 5-A and 9 of the Regulation for the Investment of Pension Funds Abroad, and, literal c) of Article 20 and Article 18-B, respectively, are computed within the limits established in Article 25-B of the Law for the category alternative instruments. (…) In the case of alternative instruments that trade in centralized trading mechanisms, these are computed only within the limits established in Article 25-B of the Law for the category alternative instruments, except for what is provided in literal d) of Article 75-K of this Title. Type 1 Fund cannot invest in alternative instruments, including real estate rental investment funds that trade in a centralized trading mechanism (FIRBIS) and real estate rental securitization trusts (FIBRAs). (…) The amount of estimated alternative investments based on said indicator plus the market value of alternative instruments that trade in a centralized trading mechanism, except for what is provided in literal d) of Article 75-K, must be compared with the limits and sublimits applicable to alternative investments. Only if there is corresponding slack, the AFP can commit capital from the resources of the Managed Portfolios in a new alternative instrument. This same criterion applies to the monitoring of internal limits defined by the AFP for investment in alternative instruments. (…)”

“Article 75D.- Investment limits under the autonomy of the AFP's investment policy. (…) Prior to the investment, the AFP must ensure having the supporting documentation of the investment decision referred to in Article 168 insofar as applicable, and a legal report according to literal d) of Article 165. (…)”

“Article 75K.- Limits applicable to categories of investment instruments. (…) c) To determine the category of instrument applicable to traditional and alternative mutual funds, traditional and alternative investment funds, securitized investment instruments and other investment vehicles, the investment strategy and majority category of instrument of the underlying investments of said funds or vehicles must be considered. For the case of local investment funds or securitized investment instruments that have an investment policy to invest a percentage greater than 80% of their assets in instruments representing rights over obligations or debt securities (public or private) destined for the financing of infrastructure projects, they are considered as an investment in debt securities and are computed within the limits applicable to this type of instrument. (…)

Los Laureles Nº 214 - Lima 27 - Perú Telf.: (511) 6309000 Fax: (511) 63092390 5/ 13 “Article 111.- Minimum requirements of the investment risk committee. (…) a) The committee must be presided over by a member of the board who does not hold an executive position in the company and must be composed of at least the general manager of the AFP and the head of the investment risk unit. The director members of said committee must have the appropriate technical knowledge and professional experience for investment risk management. (…) The risk committee referred to in the Corporate Governance and Integrated Risk Management Regulation, approved by SBS Resolution No. 272-2017 or the norm that replaces it, may perform the functions of the investment risk committee referred to in this article.”

“Article 169.- Asset subclasses and/or types of instruments or investment operations that do not require Superintendency authorization. (…) d) Participation units of investment funds, referred to in literal b) of Article 20. (…) f) Currency forwards. g) Participation units of real estate rental investment funds that trade in a centralized trading mechanism (FIRBIS) that trade in a centralized trading mechanism. h) Real estate rental securitization trusts (FIBRAs) that trade in a centralized trading mechanism.” (…)”

“Article 170.- Asset subclasses and/or types of instruments or investment operations subject to Superintendency authorization. (…) c) Alternative instruments referred to in Articles 5-A and 9 of the Regulation for the Investment of Pension Funds Abroad, Article 18-B and literal c) of Article 20. (…)”

“Article 171.- General authorization procedure. (…) In the case of literals a), b) and d) of Article 170, the authorization is granted by type of derivative instrument and type of underlying asset: i) equity; ii) currencies; iii) interest rates or debt securities; iv) commodities, v) default credit; and, vi) volatility. In the case of literal c) of said article, the authorization is granted by type of alternative instrument strategy to which reference is made in Article 9 of the Regulation for the Investment of Pension Funds Abroad and literal c) of Article 20. (…)”

“Article 175.- Special treatment to operate with derivative instruments used for hedging. Without prejudice to what is provided in Article 170, the AFP is authorized to invest the resources of the Managed Portfolios in the derivative instruments used for hedging detailed below, without being subject to Superintendency authorization, up to the limits established in Article 75B: a) Interest rate forwards. b) Currency futures. c) Futures on debt securities issued by States that possess international risk ratings for their long-term debt securities. d) Interest rate futures. e) Plain vanilla Fixed/Floating interest rate swaps. f) Currency swaps. g) Cross Currency Swaps. h) Equity futures. i) Equity options. (…) If the AFP requires investing in percentages greater than those indicated in Article 75-B, it must follow the procedure indicated in Article 171 of this Title.”

Article Second.- Incorporate subsections b.12), b.13) and c.15), and substitute subsections b.6), b.9), b.11), c.6), c.7) and c.10) and the last paragraph of Article 24 of Title VI of the Compendium of Regulatory Supervision Norms of the Private System for the Administration of Pension Funds, approved by Resolution No. 052-98-EF/SAFP and its amendments, according to the following texts:

“Article 24.- Local investment fund quotas-Requirements. (…) b) Requirements applicable to investment funds: (…) b.6) Participants of the investment fund, with the exception of hedge funds and commodities funds, must arrange the formation of a surveillance committee that represents their interests, which must: i) be independent of the administrator society and its affiliates, ii) not receive remuneration for the exercise of its functions; iii) review the terms of transactions that suppose or may represent conflicts of interest during the life of the fund, as well as disapprove such transaction in line with the fund's conflict of interest policy, whose modification requires the approval of the fund participants; iv) verify compliance with investment policies; v) approve valuation guidelines for investments and be able to request when deemed necessary an independent valuation of any of the investments; vi) monitor compliance with the key person event clause, if it is established as a requirement of the fund; and, vii) convene a general assembly for the transfer of the fund or its liquidation to be submitted to vote, when deemed necessary to protect the interests of the fund or if requested by holders of at least twenty-five percent (25%) of the total subscribed quotas with voting rights not linked to the administrator or manager society. The fund should only cover expenses related to the holding of assemblies. (…) b.9) Expenses and commissions of the fund must be transparent, verifiable, and consistent with best practices observed in the specific industry. These must form part of the fund's financial information and be sent by the AFP to the Superintendency according to the format it establishes through a norm of general character. (…) b.11)In the case of investment funds that invest in loans granted by companies of the financial system, the administrator society must guarantee permanent alignment of interests with participants through cash investment representing at least 1% of the committed capital of the fund. In no case can the investment commitment in the fund be made through a reduction of commissions. b.12)Capital calls made by the fund must contain, at least, the following information: i) amount of investments; ii) administration commission; iii) expenses according to categories defined in the Fund Participation Regulation; and, iv) the planned timeframe to make the investments. The aforementioned information must not violate the stock exchange reserve established in Article 45 of the Securities Market Law. b.13)Official documents of the fund must establish the mechanism to negotiate the suspension and/or return of contributions when these have not been invested according to the planned timeframe for investment as established by said documents. c) Requirements applicable to venture capital, private equity, real estate, forest funds and infrastructure funds. (…) c.6) For commission schemes of the American waterfall type, a clawback clause mechanism for returning success commissions proposed in official documents must be available. c.7) Have a clause establishing that distributions for collection of success commission or carried interest must be made based on the realization value of investments. The success commission or carried interest must be calculated on net gains, with expenses, commissions and taxes, as applicable, deducted. American and European waterfall schemes can be applied. (…) c.10) The administrator or manager society must guarantee permanent alignment of interests with participants through cash investment representing at least 2% of the committed capital of the fund. In no case can the investment commitment in the fund be made through a reduction of commissions. (…) c.15) Have an administration commission scheme that considers the lowest levels of expenses inherent to the end of the investment period, and adjustment levels if the fund's term is extended. (…) These requirements are not applicable in the case of Real Estate Rental Investment Funds that trade in a centralized trading mechanism (FIRBIs), which must comply with what is established in Article 23.”

Article Third.- Incorporate literal d) and second paragraph into Article 75K, and the third paragraph into Article 77 of Title VI of the Compendium of Regulatory Supervision Norms of the Private System for the Administration of Pension Funds, approved by Resolution No. 052-98-EF/SAFP and its amendments, according to the following texts:

Los Laureles Nº 214 - Lima 27 - Perú Telf.: (511) 6309000 Fax: (511) 63092390 8/ 13 “Article 75K°.- Applicable limits to categories of investment instruments. (…) d) In the category of Instruments Representing Rights over Equity Participation or Equity Securities, defined in subsection a) of Article 25°-A of the Law, include Real Estate Income Investment Funds (FIRBIs) and Real Estate Income Securitization Trusts (FIBRAs) that trade on a centralized trading mechanism.” (…) If Real Estate Income Investment Funds (“FIRBIs”) or Real Estate Income Securitization Trusts (“FIBRAs”) that trade on centralized trading mechanisms lose their status as FIBRA or FIRBI in accordance with the SMV regulation applicable to them and this is reported as a material event, they are subject to the corresponding limits for alternative instruments.” “Article 77°.- Participation quotas of funds and investment instruments representing securitized assets. (…) Investments made by pension funds in Real Estate Income Investment Funds (“FIRBIs”) and Real Estate Income Securitization Trusts (FIBRAs) are considered within the investment limits by issuer corresponding to investment funds and securitized assets, respectively, as established in the Regulation of the SPP Law.” Fourth Article.- Substitute Article 75J° of Title VI of the Compendium of Regulatory Supervisory Norms of the Private System for the Administration of Pension Funds, approved by Resolution No. 052-98-EF/SAFP and its amendments, according to the following texts: “Article 75J°.- Applicable limit to local and foreign alternative funds under master-feeder structures and parallel funds. Investments made through sub-funds, constituted by the management company or from differentiated investment policies as a result of negotiations or private contracts as well as those made through structures that contemplate intermediate vehicles, must comply, individually, with the limits and regulations corresponding to an investment fund, except as provided in the following paragraphs regarding the maximum participation limit in a master-feeder fund or parallel funds, respectively. The maximum participation limit in a feeder fund that invests 85% or more of its assets in a master fund is calculated on the sum of the committed capital of the funds, subject to the master fund not being a feeder fund itself, and the structure being formalized via a contract containing at least the following provisions: i) policy of periodic and eventual information exchange; ii) scenarios for delegation of the investment and risk areas of the master fund; iii) policy for the designation of custodian and auditor for the funds; iv) voting policy of the feeder fund in the master fund; and v) regulation and applicable jurisdiction for each of the funds. The maximum participation limit in a parallel fund is calculated on the sum of the committed capital of the funds, provided that: i) the parallel funds are managed by the same management company or are directly related to the same parent house; ii) the participants of the parallel funds are subject to the same terms and conditions, except for those corresponding solely to regulatory and/or tax requirements of the countries in which they were constituted; iii) the parallel funds assume the expenses and costs related to the management of investments (direct and indirect) proportionally to the committed or invested capital of each fund, as applicable; iv) the parallel funds invest and divest at the same time proportionally to their respective committed or invested capital, as applicable, except for regulatory and/or tax requirements of the countries in which they were constituted; v) the parallel funds have a policy of periodic and eventual information exchange; and vi) the parallel funds maintain a policy of conflicts of interest and good corporate governance among the funds. In the event that the parallel fund constitutes more than one Supervisory Committee, it is the AFP's responsibility to verify that contractual agreements and/or mechanisms have been established to guarantee that these have complete information for the exercise of their functions.” Fifth Article.- Substitute article 3º, subsection d) of article 5° and article 8° of the Regulation for the Investment of Pension Funds Abroad, approved by SBS Resolution No. 8-2007 and its amendments, in accordance with the following texts: “Eligible Instruments and Operations Article 3º.- The AFP is authorized to invest the resources it manages abroad in the following categories of instruments or investment operations: a) Instruments representing rights over short-term obligations or cash assets; b) Instruments representing rights over obligations or debt securities; c) Instruments representing rights over equity participation or equity securities; and, d) Derivative instruments. e) Alternative instruments. The instruments or investment operations belonging to the categories indicated in the subsections above must be denominated in the currency of a State that possesses international risk ratings for its long-term debt securities, in accordance with the rating equivalences set forth in Title X, granted by at least two of the rating agencies.” “Representatives of rights over short-term obligations or cash assets and Instruments representing rights over obligations or debt securities Article 5º.- (…) d) Must possess at least one credit risk classification corresponding to the specific issuance, both for primary and secondary offerings. Such classification must be granted by one of the rating agencies indicated in Title X on rating equivalences. In the case of primary offerings, the investment instrument must have at least one (01) preliminary risk classification granted by one of the aforementioned rating agencies. Such risk classifications must be updated at least annually. (…)”

Los Laureles Nº 214 - Lima 27 - Perú Telf.: (511) 6309000 Fax: (511) 63092390 9/ 13 “Mutual Fund Participation Quotas Article 8°.- The mutual funds in which pension funds invest must be evaluated considering, at least, the following aspects: a) That the management companies, investment advisors, and mutual funds must be supervised and regulated as such by the corresponding securities and/or financial market authorities of a State that possesses for its long-term debt securities an international rating no lower than “BBB-”. b) That the management company has relevant experience in the administration of mutual funds. c) That the mutual fund's participation quotas are liquid according to the market in which they trade. d) That the valuation of the mutual funds' investment portfolios is performed on a daily basis, respecting international valuation standards and best practices for the presentation of results. e) That they invest in instruments representing rights over short-term obligations or cash assets, loans granted by companies in the financial system, instruments representing rights over obligations or debt securities; instruments representing rights over equity participation or equity securities listed on a centralized trading mechanism, and derivative instruments; in a combination of these or in indices that have been built from said instruments. Furthermore, investments in mutual funds can only be made with the objective of facilitating the operationality and liquidity and/or financing of the fund's investment transactions in the short term. Limited investment in other instruments is permitted as long as it is in accordance with market best practices for traditional mutual funds. f) That if they are constituted as synthetic funds, their investment objective consists of replicating a market index. g) That the management company prepares documentation related to the status of the fund's investments (detail of investments made), which must be sent to investors periodically. The AFP must define in the investment policies of each Type of Pension Fund, minimum requirements applicable to mutual funds that mitigate the risks of said instruments and the process for selecting them. Said process must consider at least the following: i) number of years of experience of the management company in the administration of mutual funds, ii) minimum amount of assets managed by the management company of mutual funds or entities that perform such function, iii) minimum net asset value of the mutual funds, for which it must consider the treatment of master-feeder structures, among others.” Sixth Article.- Substitute the first paragraph, subsection a) of numeral II, subsections g), i) and m) of numeral IV, numeral VI and numeral VII, and incorporate subsection j) in numeral II in article 9° of the Regulation for the Investment of Pension Funds Abroad, approved by SBS Resolution No. 8-2007 and its amendments, in accordance with the following texts: “Alternative Mutual Fund Participation Quotas Article 9º.- Alternative mutual funds are those whose investment policies and regulations governing their operation support that their investment strategy corresponds to Venture Capital Fund, Private Equity Fund, Real Estate Fund, Hedge Fund, Commodity Fund and Infrastructure Fund.

Los Laureles Nº 214 - Lima 27 - Perú Telf.: (511) 6309000 Fax: (511) 63092390 10/ 13 (…) II. Requirements applicable to alternative mutual funds: a) The total net asset value must not be less than fifty million United States dollars (US$ 50,000,000), or its equivalent in the currencies indicated in article 3°. In master-feeder and parallel fund structures that comply with the second and third paragraphs of article 75J° of Title VI, the total net asset value must be accredited by the master fund, and by the sum of the parallel funds, respectively. (…) j) Regarding the fund's expenses and commissions, these must be transparent and in line with those observed in the specific industry. These must be detailed and form part of the financial information that the AFP and the Superintendence receive periodically from the management company or manager. (…) IV. Requirements applicable to venture capital, private equity, real estate and infrastructure funds. In addition to the requirements indicated in section II above, this type of fund must comply with the following: (…) g) Have a clause establishing that distributions for performance fee or carried interest must be made based on the realization value of the investments. The performance fee or carried interest must be calculated on net gains, with expenses, commissions and applicable taxes deducted. American waterfall and European waterfall schemes can be applied. (…) i) The management company, for a given investment strategy, must invest in cash at least 1% of the fund's committed capital; or failing that, offer a commitment scheme that represents at least said percentage and guarantees a permanent alignment of interests with the participants. In no case can the investment commitment in the fund be made through a reduction of commissions. Such disbursement can be made through entities affiliated (affiliates) to the management company or manager. (…) m) The fund's participants must arrange the formation of a supervisory committee that represents their interests, which must: i) be independent of the management company and its affiliates, ii) not receive remuneration for the exercise of its functions; iii) review the terms of transactions that constitute or may represent conflicts of interest during the life of the fund, as well as disapprove such transaction in line with the fund's conflicts of interest policy, the modification of which requires the approval of the fund's participants; and, iv) approve the investment valuation guidelines. The fund should only cover expenses related to the holding of assemblies. (…) VI. Additional requirements applicable to hedge funds. In addition to the requirements indicated in section II above, this type of fund must comply with the following: (…) VII. The requirements indicated in sections II to VI are not applicable in the case of funds whose objective is to invest in Real Estate Investment Trusts (REITs). This type of fund must comply with the following:

Los Laureles Nº 214 - Lima 27 - Perú Telf.: (511) 6309000 Fax: (511) 63092390 11/ 13 a) The fund is supervised and regulated by the corresponding securities and/or financial market authorities of a State that possesses for its long-term debt securities an international rating no lower than “BBB-”, granted by at least two rating agencies indicated by Circular. b) The valuation of the investment instrument is performed on a daily basis, respecting international valuation principles and standards and the presentation of results. c) The fund manager has at least five (5) years of experience in the investment strategy of the type of alternative investment. d) The total net asset value must not be less than fifty million United States dollars (US$ 50,000,000), or its equivalent in the currencies indicated in article 3°. e) The fund must prepare documentation related to the status of the investments (detail of investments made), which must be sent to the investors.” Seventh Article.- Repeal article 27° of Title VI of the Compendium of Regulatory Supervisory Norms of the SPP, and subsections b), c) and g) of numeral II, numeral III, subsections b) and e) of numeral IV in article 9° of the Regulation for the Investment of Pension Funds Abroad, approved by SBS Resolution No. 8-2007 and its amendments. Eighth Article.- Include articles 5°-A and 9°-A to the Regulation for the Investment of Pension Funds Abroad, approved by SBS Resolution No. 8-2007 and its amendments, in accordance with the following texts: “Real Estate Investment Trust Article 5°-A.- The AFP may invest the resources of the Managed Portfolios in Real Estate Investment Trust (REIT), which comply with the following requirements: a) Be listed on some centralized trading mechanism. b) The total net asset value must not be less than fifty million United States dollars (US$ 50,000,000), or its equivalent in the currencies indicated in article 3°.” “Scoring of alternative mutual funds Article 9°-A.- In addition to what is indicated in article 25° of Title VI of the Compendium of Regulatory Norms of the SPP, the AFP must include in the scoring at least the following aspects: a) The liquidity of the fund's participation quotas corresponds to the usages and customs of the respective markets. b) Potential conflicts of interest, as well as resolution mechanisms. c) Investment and risk management policies. d) Internal policy on the use of derivatives and OTC counterparties. e) Extensions to the fund's term. f) Additional functions of the fund's supervisory committee. g) Policies regarding the investment on own account of personnel linked to the management company. h) Content of information in capital calls.”

Los Laureles Nº 214 - Lima 27 - Perú Telf.: (511) 6309000 Fax: (511) 63092390 12/ 13 FINAL COMPLEMENTARY PROVISIONS Sole Provision.- If on the date of entry into force of this resolution there were investments in instruments or investment operations that do not comply with the characteristics and/or requirements indicated in Title VI and in the Regulation for the Investment of Pension Funds Abroad, the AFP must evaluate the convenience of maintaining these investments until their maturity, not being able to be renewed or acquired again. Second.- The type of general authorization for Real Estate granted to the AFP includes investment instruments known as REITs, subject to compliance with the requirements established in the Regulation for the Investment of Pension Funds Abroad. TRANSITIONAL COMPLEMENTARY PROVISIONS First.- The AFP has a period of one hundred twenty (120) calendar days counted from the entry into force of this resolution to update, if applicable, the investment policies of each of the Fund Types and their procedure manuals. Meanwhile, the AFP defines in the investment policies the minimum requirements applicable to traditional foreign mutual funds, in addition to those established in article 8° of the Regulation for the Investment of Pension Funds Abroad, it must take into consideration the following: a) The management company must have at least five (5) years of experience in the administration of mutual funds. b) The amount of assets managed by the management company of mutual funds or entities that perform such function must not be less than five hundred million United States dollars (US$ 500,000,000) or its equivalent in the currencies indicated in article 3°. Assets managed under segregated account modalities, investment mandates or others of similar nature are not considered within said assets. c) The total net asset value of the mutual fund must not be less than fifty million United States dollars (US$ 50,000,000), or its equivalent in the currencies indicated in article 3°. In master-feeder structures that comply with the second paragraph of article 75J° of Title VI, the total net asset value must be accredited by the master fund. On the other hand, for parallel funds that comply with the third paragraph of said article, the net asset value must be accredited by the sum of both parallel funds. Second.- The AFP has a period of one hundred twenty (120) calendar days counted from the entry into force of this resolution to comply with the minimum requirements of the investment risk committee established in article 111° of Title VI, in accordance with what was approved in the first article of this resolution. Register, communicate and publish SOCORRO HEYSEN ZEGARRA Superintendent of Banks, Insurance and Private Pension Fund Administrators