Resolution SBS No. 4358-2015: Factoring, Discounting, and Factoring Companies Regulation

Los Laureles Nº 214 - Lima 27 - Perú Telf.: (511) 6309000 Fax: (511) 6309239 Lima, July 23, 2015 Resolution S.B.S.
No. 4358-2015

The Superintendent of Banks, Insurance, and Private Pension Fund Administrators

CONSIDERING:

That Article 16 of the General Law of the Financial System and the Insurance System and the Organic Law of the Superintendence of Banks and Insurance, Law No. 26702, and its modifying norms, hereinafter the General Law, provides for the establishment of factoring companies, which are defined in numeral 8 of Article 282 of the General Law;

That, through the Law modifying various norms to promote financing through factoring and discounting, Law No. 30308, numeral 8 of Article 282 of the General Law was modified, changing the definition of factoring companies included within the scope of the General Law;

That, the Third Complementary Final Provision of the Law modifying various norms to promote financing through factoring and discounting, Law No. 30308, stipulates that the Superintendence must issue provisions establishing the minimum criteria referred to in Article 1 of the aforementioned Law regarding the volume of operations of factoring companies and/or regarding the risk these companies may represent for the stability of the financial system; as well as the regulatory norms referred to the registration of factoring companies not included within the scope of the General Law created in Article 2 of the aforementioned Law;

That, through Resolution SBS No. 1021-98, the Regulation of Factoring, Discounting, and Factoring Companies was approved, in which provisions applicable to factoring companies as a corporate object, authorization of organization and operation, authorization of adaptation, permitted operations, prudential measures applicable, among others, are established;

That, it is necessary to replace the Regulation of Factoring, Discounting, and Factoring Companies approved by Resolution SBS No. 1021-98, and issue one that incorporates the updates made by the Law modifying various norms to promote financing through factoring and discounting, Law No. 30308, to numeral 8 of Article 282 of the General Law and establish the additional provisions that are necessary for such effects;

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That, through Resolution SBS No. 3082-2011 and its modifying norms, the Single Text of Administrative Procedures (TUPA) of the Superintendence of Banks, Insurance, and Private Pension Fund Administrators was approved;

That, it is necessary to incorporate procedures for the registration of factoring companies not included within the scope of the General Law and for the adaptation to factoring companies included within the scope of the General Law, in the Single Text of Administrative Procedures – TUPA of the Superintendence of Banks, Insurance, and Private Pension Fund Administrators;

That, in order to collect opinions from the general public regarding the regulatory proposal, the pre-publication of the draft resolution on the matter was ordered on the electronic portal of the Superintendence, under the provisions of Supreme Decree No. 001-2009-JUS;

Counting with the approval of the Adjunct Superintendencies of Banking and Microfinance, Risks, Economic Studies, and Legal Advice; and,

In exercise of the powers conferred by numerals 7 and 9 of Article 349 of the General Law, as well as the powers granted in Law No. 30308;

RESOLVES:

Article First.- Approve the Regulation of Factoring, Discounting, and Factoring Companies, in the following terms:

“REGULATION OF FACTORING, DISCOUNTING, AND FACTORING COMPANIES

CHAPTER I
GENERAL PROVISIONS

Article 1.- Definitions

For the purposes of the provisions of this Regulation, the following definitions shall be considered:

a) Ultimate Beneficiary:
i. Significant owner; and/or,
ii. Who individually or acting as a unit or through other persons or legal entities, hold powers, by means other than ownership, to:

1. Control the decisions of the company's governing bodies, or
2. Significantly influence management.
   Ultimate beneficiaries are also considered to be natural persons, legal persons, and legal entities through which the definition of ultimate beneficiary is met.

b) Control: in accordance with what is stated in Article 9 of the Special Norms on Linkage and Economic Group approved by Resolution SBS No. 445-2000 and its modifying norms.

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c) Legal Entities: are i) autonomous patrimonomies managed by third parties, which lack legal personality, or ii) contracts in which two or more persons, who associate temporarily, have a common right or interest to carry out a specific activity, without constituting a legal person. Among others determined by the Superintendence, investment funds and mutual funds for investment in securities that are not constituted as legal persons; fiduciary patrimonomies, and consortia are considered in this category.

d) Economic Group: according to the definition contemplated in the Special Norms on Linkage and Economic Group approved by Resolution SBS No. 445-2000 and its modifying norms.

e) Significant Influence in Management: power to intervene in policy and operational decisions without reaching control, whether through: i) representation on the board or body fulfilling the same purpose, ii) participation in policy establishment processes, including decisions on dividends and other distributions, and iii) participation in the designation of managers and principal officials in the case of legal persons, or of the manager, who is authorized to manage the funds, in the case of legal entities.

f) Person: natural or legal person.

g) Significant Owner: person or legal entity that directly or through third parties, through any modality of acquisition of social capital, holds a significant participation in the company. It will be understood that there is a significant participation when it is above ten percent (10%) of the social capital of the companies.

h) Principal Officials: in accordance with what is stated in the Norms for the Registration of Directors, Managers, and Principal Officials - REDIR, Circular No. G- 119 -2004 and its modifying norms.

CHAPTER II
ON FACTORING OPERATIONS CARRIED OUT BY COMPANIES INCLUDED WITHIN THE SCOPE OF THE GENERAL LAW

SUBCHAPTER I
ON FACTORING

Article 2.- Factoring

Factoring is the operation by which the Factor acquires, for valuable consideration, from a person, called the Client, instruments of credit content, providing in some cases additional services in exchange for remuneration. The Factor assumes the credit risk of the debtors of the acquired instruments, hereinafter Debtors.

Article 3.- Instruments with credit content

Instruments with credit content, hereinafter the instruments, must be freely disposable by the Client. Factoring operations cannot be carried out with instruments that have matured or originated in financing operations with companies of the financial system or factoring companies not included within the scope of the General Law.

The instruments subject to factoring may be commercial invoices, negotiable invoices, confirmed invoices, securities representing debt, and in general any securities representing debt, as defined by the laws and regulations of the matter, originated in the sales of goods or provision of non-financial services. These instruments are transferred

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through endorsement, account annotation, or by any other form that allows the transfer of ownership to the Factor, according to the laws of the matter.

Article 4.- Factoring Contract

Factoring is perfected through a written contract between the Factor and the Client. The contract must contain at minimum the following:

1. Name, trade name, or corporate name, and domicile of the parties;
2. Identification of the instruments that are the subject of factoring or, if applicable, specify the criteria that allow identifying the respective instruments;
3. Price to be paid for the instruments and the form of payment;
4. Remuneration corresponding to the Factor, if applicable;
5. Responsible party to perform the collection from the Debtors. In the case of factoring operations carried out with Negotiable Invoices, the provisions of Article 8 of Law No. 29623 and its modifying norms apply; and,
6. Moment from which the Factor assumes the credit risk of the Debtors.

Article 5.- Knowledge of Factoring by the Debtors

The factoring operation must be carried out with prior knowledge of the Debtors, unless by the nature of the acquired instruments, such knowledge is not necessary.

It will be presumed that the Debtors know of the factoring when there is evidence of the receipt of the corresponding communication at their legal domiciles or those indicated in the instruments, or when through any other form it is undeniably evidenced that the Debtor knows of the factoring.

SUBCHAPTER II
ON THE FACTOR

Article 6.- Rights of the Factor

The minimum rights of the Factor are:

1. To carry out all acts of disposal regarding the acquired instruments; and
2. To collect the remuneration agreed with the Client for the acquisition of the instruments and for any additional services provided.

Article 7.- Obligations of the Factor

The Factor assumes, at least, the following obligations:

1. Acquire the instruments according to the agreed conditions;
2. Provide the agreed additional services;
3. Pay the Client for the acquired instruments; and,
4. Assume the credit risk of the Debtors.

Article 8.- Additional Services

The Factor may provide the Client with additional services to the acquisition of instruments, which may consist of commercial research and information, management and collection, accounting services, market studies, comprehensive advice, and others of a similar nature.

SUBCHAPTER III
ON THE CLIENT

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Article 9.- Rights of the Client

The Client has, at minimum, the following rights:

1. Demand payment for the transferred instruments within the established term and according to the agreed conditions; and,
2. Demand the fulfillment of any additional services that have been agreed upon.

Article 10.- Obligations of the Client

The Client has, at least, the following obligations:

1. Guarantee the existence, enforceability, and validity of the instruments at the time the factoring is celebrated, in accordance with the current regulatory framework. In the case of factoring operations carried out with Negotiable Invoices, the provisions of Law No. 29623 and its modifying norms apply;
2. Transfer the instruments to the Factor in the agreed manner or established by law;
3. Communicate the factoring to its Debtors, when applicable. In the case of factoring operations carried out with Negotiable Invoices, the provisions of Article 8 of Law No. 29623 and its modifying norms apply;
4. Receive payments made by the Debtors and transfer them to the Factor. In the case of factoring operations carried out with Negotiable Invoices, the provisions of Article 8 of Law No. 29623 and its modifying norms apply;
5. Inform the Factor and cooperate with it to allow the best evaluation of its own financial and commercial situation, as well as that of its Debtors;
6. Provide all documentation related to the transfer of instruments; and,
7. Remunerate the Factor for the additional services received.

CHAPTER III
ON DISCOUNTING OPERATIONS CARRIED OUT BY COMPANIES INCLUDED WITHIN THE SCOPE OF THE GENERAL LAW

Article 11.- Discounting

Discounting is the operation by which the Discounter delivers a sum of money to a person called the Client, for the transfer of certain instruments of credit content. The Discounter assumes the credit risk of the Client, and the Client in turn assumes the credit risk of the Debtor of the transferred instruments.

The provisions contained in Articles 3 and 5 of this Regulation apply to discounting. Likewise, the provisions of Article 8 apply to the Discounter.

Article 12.- Discounting Contract

Discounting is perfected through a written contract between the Discounter and the Client. The contract must contain at minimum the following:

1. Name, trade name, or corporate name, and domicile of the parties;
2. Identification of the instruments that are the subject of discounting or, if applicable, specify the criteria that allow identifying the respective instruments;
3. Discount interest rate to be applied, net amount to be disbursed, and form of disbursement;
4. Commissions and expenses agreed upon; if applicable; and

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5. Responsible party to perform the collection from the Debtors. In the case of discounting operations carried out with Negotiable Invoices, the provisions of Article 8 of Law No. 29623 and its modifying norms apply.

CHAPTER IV
ON FACTORING COMPANIES INCLUDED WITHIN THE SCOPE OF THE GENERAL LAW

Article 13.- Corporate Object and Superintendence Supervision

Factoring companies are those whose specialty consists in the acquisition, through factoring or discounting, of commercial invoices, negotiable invoices, confirmed invoices, securities representing debt, and in general any securities representing debt or instruments with credit content, in accordance with what is stated in Article 3 of this Regulation.

Factoring companies included within the scope of the General Law are those factoring companies that meet any of the following conditions:

a) The accounting balance of factoring and/or discounting operations as an individual legal entity or in consolidated form as a group of legal entities belonging to an economic group exceeds the amount of eight hundred million Nuevos Soles (S/. 800,000,000) during two (2) consecutive quarters or its equivalent in foreign currency, for which the closing accounting exchange rate of each quarter must be used; or

b) Belongs to a financial or mixed conglomerate, which is formed by at least one company included in Article 16 of the General Law. 1

Factoring companies included within the scope of the General Law must be incorporated in the country and have the corporate form of a joint-stock company, in accordance with what is established in Article 12 of the General Law.

If a factoring company that met one of the aforementioned requirements ceases to meet it and, therefore, is no longer in any of the cases provided for in this article, the Superintendence, ex officio or at the request of a party, will determine the period of time during which such company will continue to be considered as a factoring company included within the scope of the General Law. Upon completion of said term, the Superintendence will deliver to the company the inscription certificate referred to in Article 27 of this Regulation.

Article 14.- Incorporation

The process for the incorporation of factoring companies included within the scope of the General Law is regulated by the pertinent provisions contained in the Regulation for the incorporation, reorganization, and establishment of companies and representatives of the Financial and Insurance Systems, approved by Resolution SBS No. 10440-2008.

Factoring companies included within the scope of the General Law will be incorporated observing the minimum capital established in Article 16 of the General Law, which must be kept updated in accordance with what is stated in Article 18 of the General Law.

1 Literal modified by Resolution SBS No. 1135-2016 of March 02, 2016.

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Article 15.- Adaptation

Factoring companies that come to be included within the scope of the General Law according to what is established in Article 13 of this Regulation, must submit within one hundred eighty (180) calendar days following the occurrence of any of the cases indicated in letters a and b of said article, the information indicated in the following adaptation procedure:

1. Submission of documents

a) Prove the minimum capital in accordance with what is established in Articles 16 and 18 of the General Law.

b) Financial statements of the last two (2) years and of the quarter prior to the date of the adaptation request. In case of companies that have less than two (2) years since their incorporation, they must submit the financial statements they have at the date of document submission.

c) Report describing their business model and strategy, as well as their operational model.

d) Draft bill for partial or total modification of the company's articles of association, as applicable, to adapt it to current regulations.

e) Public deed of social incorporation and all modifications to it, as well as the corresponding registration inscription certificates.

f) Indicate who the shareholders are and their participation in the ownership of the company. In case the shareholder is a legal person or legal entity, their ultimate beneficiaries must be indicated, and the following must also be presented:

• Certificates of Validity or, in the case of legal persons or legal entities incorporated abroad, the document resulting equivalent in their country of incorporation;
• Financial statements of the last two (2) years and of the quarter prior to the date of the adaptation request. In case of legal persons or legal entities that have less than two (2) years since their incorporation, they must submit the financial statements they have at the date of document submission.

g) Sworn declaration by the shareholders of not being subject to the impediments indicated in Articles 52 and 54 of the General Law.

h) Sworn declaration of not having criminal or police records in the country for resident shareholders, and in the country of domicile for non-resident shareholders.

i) Curriculum Vitae and Sworn Declaration by Directors and principal officials of not being subject to the impediments indicated in Article 81 of the General Law.

j) List of natural persons, legal persons, or legal entities with which the shareholders are linked, and with which they form an economic group according to the current regulation of the Superintendence on the matter. This list must include the ownership and management structure of the economic group.

k) Sworn declaration of not having protests registered in the last five (5) years, both of the shareholders and of the adapting company, in any Chamber of Commerce of the country, or in the foreign entity corresponding.

l) Updated organizational structure of the company, with details of personnel and offices in operation at the time of the adaptation request.

m) Organization and Functions Manuals and Procedures, which must be approved by the Board of Directors.

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n) Demonstrate the existence of adequate infrastructure to carry out operations, especially manuals, procedures, formats, among others, as well as for compliance with current regulation regarding the prevention of money laundering and terrorist financing.

o) Report containing the plan and deadline for adaptation to current regulations issued by the Superintendence.

p) Specify the information security and business continuity policies and procedures implemented for critical processes, products, and services.

q) Describe the main physical and environmental security measures implemented in their main and alternate data processing centers.

r) Describe the main characteristics of their technological platform and the architecture of the computer systems used.

At this stage of the procedure, the Superintendence may request corrections and/or corrections of those documents and information it considers incomplete or inadequate, as well as request additional information when it deems appropriate.

The incorporation of the company in the country or its conversion to comply with what is established in Article 13° must be carried out prior to the presentation of the aforementioned documents.

2. Publication

The Superintendence, after verifying the complete and adequate presentation of the information required in the previous paragraph, through the relevant verifications, orders the company in adaptation to publish, alternately twice within a maximum period of sixty (60) calendar days, the first in the Official Gazette and the second in one of extensive national circulation, a notice informing the public about the adaptation process, as well as the names of the shareholders, citing any interested person to, within a term of fifteen (15) days, counted from the date of the last notice, formulate any well-founded objection to the adaptation of the company or to the shareholders that constitute it.

3. Authorization of Adaptation

After the deadlines for the publications referred to in the previous paragraph have expired, without well-founded and valid objections being produced, the Superintendence, counting on the opinion of the Central Reserve Bank, issues the corresponding authorizing resolution of adaptation, which must be permanently displayed in the different offices of the factoring company included in the scope of the General Law, in a place visible to the public. The aforementioned authorizing resolution of adaptation is of indefinite validity and may be cancelled by the Superintendence as a sanction for a very serious offense committed by the aforementioned factoring company.

The companies referred to in this article that do not request or do not successfully complete the aforementioned adaptation process, in the terms, conditions, and deadlines established by the Superintendence, must carry out the necessary acts to not be in the situations of Article 13° of this regulation or cease to carry out factoring or discount operations, within the deadline established by this control body.

Non-compliance with the above shall result in the Superintendence imposing sanctions and/or taking actions it deems appropriate, as well as disseminating to the public regarding the non-presentation or unsuccessful completion of the adaptation request.

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Article 16º.- Operations

Factoring companies included in the scope of the General Law may carry out all operations necessary to fulfill their corporate purpose.

Article 17°.- Credit risk management

The regulations issued by the Superintendence for credit risk management (Regulation for the Evaluation and Classification of the Debtor and the Requirement of Provisions, approved by Resolution SBS No. 11356-2008 and its modifying norms; among others), for foreign exchange credit risk management, for country risk management, for the management of over-indebtedness risk of retail debtors, as well as for the treatment and provisions of adjudicated assets, are applicable to factoring companies included in the scope of the General Law.

Article 18°.- Financing contracts with credit portfolio guarantee

The Regulation of Financing Contracts with Credit Portfolio Guarantee, approved by Resolution SBS No. 1027-2001 and its modifying norms, is applicable to factoring companies included in the scope of the General Law.

Article 19°.- Operations with related persons

The Prudential Standards for Operations with Related Persons to Financial System Companies, approved by Resolution SBS No. 472-2006, are applicable to factoring companies included in the scope of the General Law.

Article 20°.- System for the Prevention of Money Laundering and Terrorist Financing

In matters of prevention of money laundering and terrorist financing, the Regulation for the Management of Money Laundering and Terrorist Financing Risks, approved by Resolution SBS No. 2660-2015, applies to factoring companies included in the scope of the General Law.

Article 21°.- Other applicable regulation

The provisions contained in the General Law regarding financial system companies are applicable to factoring companies included in the scope of the General Law, insofar as relevant.

Factoring companies included in the scope of the General Law are subject, insofar as relevant, to any regulation or provision issued by the Superintendence that contemplates factoring companies in its scope; or that refers to its scope or is applicable to companies of the financial system, to companies included in Article 16° of the General Law, or to specialized companies included in letter B of Article 16° of the same Law.

CHAPTER V
GENERAL PROVISIONS APPLICABLE TO FACTORING AND DISCOUNT OPERATIONS CARRIED OUT BY COMPANIES INCLUDED IN THE SCOPE OF THE GENERAL LAW

Article 22°.- Minimum information required for granting, monitoring, control, evaluation, and classification of debtors of factoring and discount operations

In the case of factoring operations, the commercial reports referred to in Circular No. B2184-2010, F-524-2010, CM-371-2010, CR-240-2010, EF-2-2010, EAH-6-2010, EAF-241-2010, EDPYME-133-2010, FOGAPI-36-2010, must contain information and documentation of both the Client and the Debtors. In the case of discount operations, said commercial reports must contain the information and documentation regarding the Client.

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Article 23°.- Provisions for credit risk

Companies supervised by the Superintendence determine the provisions and the effective equity requirement for credit risk in relation to the classification of the Debtor when carrying out factoring operations, and in relation to the lower of the classification of the Client and the classification of the Debtor when carrying out discount operations.

Article 24°.- Applicable limits

Factoring operations will be considered as placements, with the limits established in Articles 201°, 202°, 206°, 207°, 208°, 209°, and 211° of the General Law applicable to each of the Debtors.

In discount operations, the limits provided in Articles 201°, 202°, 206°, 207°, 208°, 209°, and 211° of the General Law will apply only to the Client and not to the debtor of the acquired instruments.

CHAPTER VI
REGISTRATION OF FACTORING COMPANIES NOT INCLUDED IN THE SCOPE OF THE GENERAL LAW

Article 25°.- Obligation to register in the Registry

Factoring companies not included in the scope of the General Law are obligated to register in the “Registry of factoring companies not included in the scope of the General Law” enabled by the Superintendence, hereinafter the Registry.

Article 26°.- Communication and registration

Factoring companies not included in the scope of the General Law must register with the Superintendence, for which they must present the following information:

a. Registration request signed by the legal representative, specifying: name of the entity, registered office, telephone, and email address. In the case of companies incorporated outside the country, they must indicate an address located within the national territory.

b. Document supporting the validity of the legal personality of the company or equivalent document in the case of companies incorporated outside the country.

c. Simple copy of the validity of the powers of the legal representative of the company. In the case of companies incorporated outside the country, they must also register the powers of their legal representatives in the Public Registries of Peru. In case of modification in the designation of the legal representative of the company, it must inform the Superintendence of this fact for Registry purposes within a maximum period of five (5) business days from the occurrence of the designation of the new legal representative. Likewise, the company must send the Superintendence the registry certificate of the designation of the legal representative within a maximum period of five (5) business days from its registration in the Public Registries of Peru.

d. Information on the composition of the company's ownership for amounts greater than 3%.

e. Declaration signed by the legal representative, stating that the company is subject to the provisions issued by the Superintendence applicable to said companies and that, in this sense, they may be subject to sanctions by said entity.

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Factoring companies not included in the scope of the General Law must present the aforementioned information prior to being able to carry out factoring and/or discount operations in the country from the entry into force of this Regulation. Once the information has been presented, these companies may carry out the operations.

Article 27°.- Certificate

Within a maximum period of thirty (30) calendar days counted from the presentation of the documentation referred to in Article 26° of this Regulation in a complete manner to the satisfaction of the Superintendence, it will deliver the corresponding registration certificate to factoring companies not included in the scope of the General Law, with the obligation to register in the Registry.

Article 28°.- Obligations of registered entities

Factoring companies registered in the Registry must comply with the delivery of the following information within the indicated deadlines:

a. Quarterly delivery, in March, June, September, and December, of the format referred to the accounting balance of factoring and/or discount operations indicated in Annex A of this Regulation, within fifteen (15) calendar days following the close of the quarter, signed by the legal representative of the company. Annex A is published on the Institutional Portal (www.sbs.gob.pe), as provided in Supreme Decree No. 001-2009-JUS.

b. Semi-annual delivery, in June and December, of the financial statements, within thirty (30) calendar days following the close of the semester.

c. Quarterly delivery, in March, June, September, and December, along with the documentation indicated in letter a, of a letter informing about changes produced in that period in the company's ownership for an amount greater than 3%.

For the purpose of sending the aforementioned information, these companies must use the definitions of factoring and discount of this regulation.

Factoring companies registered that do not present the information indicated in letters a, b, and c for three (03) consecutive periods or four (04) alternating periods, will be suspended from the Registry, and therefore, cannot carry out operations during the suspension period. 2

Factoring companies whose registration has been suspended, according to the previous paragraph of this article, may request to be rehabilitated in their registration, prior to regularizing the situation that caused said suspension. 3

Article 29°.- Registered factoring companies obliged to start their adaptation

In case that factoring companies that were initially obliged to register in the Registry, meet the requirements to be included in the scope of the General Law, as indicated in Article 13°, they must comply with what is established in Article 15°. While said adaptation concludes, they must continue to comply with the obligations established in Article 28°, unless the Superintendence orders otherwise.

2 Paragraph incorporated by Resolution SBS No. 2413-2020 of October 05, 2020, effective from 07.10.2020.

3 Paragraph incorporated by Resolution SBS No. 2413-2020 of October 05, 2020, effective from 07.10.2020.

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Article 30°.- Publication of the list of registered entities

The Superintendence publishes on its website the list of factoring companies not included in the scope of the General Law registered under the framework of this regulation.

Article 31°.- Cancellation of registration in the Registry 4

Cancellation of registration in the Registry proceeds when the SBS determines that Factoring and Discount companies not included in the scope of the General Law incur in one or more of the following causes:

1. When Factoring and Discount companies not included in the scope of the General Law have the status of definitive deregistration or definitive deregistration ex officio in the National Superintendence of Customs and Tax Administration – SUNAT.

2. Present false information in the registration request in the Registry or in any other document presented to the SBS.

3. Use a name, corporate name, or technological platform different from that registered in the Registry.

4. Advertise their activities using the SBS logo or stating that they have the authorization, license, support, guarantee, or similar of the SBS.

5. Carry out activities that require authorization or registration of the SBS and this has not been granted.

In case the registration has been cancelled in application of paragraph 1 of this article, they may request a new registration in the Registry, as established in this Regulation.

FINAL PROVISIONS

First.- Registration of factoring companies that at the entry into force of Resolution SBS No. 4358-2015 were under the supervision of the Superintendence

Factoring companies that at the entry into force of Resolution SBS No. 4358-2015 were under the supervision of the Superintendence, and that by application of what is provided in Article 13° are not included in the scope of the General Law, cease, from that date, to be supervised by the Superintendence.

Within a period not exceeding thirty (30) calendar days following the entry into force of the aforementioned Resolution, the companies referred to in the previous paragraph must register with the Superintendence, for which they must take into account what is established in Chapter VI of this Regulation and, exceptionally, for the purposes of their registration in the Registry, only comply with presenting what is indicated in letters a) and e) of Article 26° of this Regulation.

Second.- Investment funds, mutual funds, trusts, and other vehicles

Trusts, investment funds, mutual funds, securitization trusts, special purpose vehicles, or any other vehicle of a similar nature, domiciled or not domiciled in the country, are excluded from the obligations established in this Regulation, which acquire through factoring or discount operations, commercial invoices, negotiable invoices, confirmed invoices, securities representing debt, and, in general, any securities representing debt.”

4 Article incorporated by Resolution SBS No. 00650-2024 of February 22, 2024, effective from February 27, 2024.

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Article Second.- Modify the Sanctions Regulation
approved by Resolution SBS No. 816-2005 and its modifying norms, in the following terms:

1. Substitute the name of Annex 5 by “Applicable Infractions for Derramas, Benefit Funds, other Funds that receive resources from their affiliates and grant pensions, retirement, and similar, factoring companies not included in the scope of the General Law, and other supervised entities not considered in the other annexes”.

2. Incorporate in Section I “Minor Infractions” of Annex 5, the following infractions:

4. Not complying with the registration or not complying with the deadline for registration provided by the norm by factoring companies not included in the scope of the General Law.

5. Not complying with the obligations established or not complying with the deadline provided for the fulfillment of obligations by factoring companies not included in the scope of the General Law.

3. Incorporate in Section II “Serious Infractions” of Annex 5, the following infraction:

3. Not presenting the information in a timely manner to adapt as a factoring company included in the scope of the General Law when meeting the requirements established in Article 13° of the Factoring, Discount, and Factoring Companies Regulation.

Article Third.- Incorporate procedures No. 164
"Registration of factoring companies not included in the scope of the General Law" and No. 165 "Authorization of adaptation to factoring companies included in the scope of the General Law" in the Single Text of Administrative Procedures – TUPA of the Superintendence of Banks, Insurance, and Private Pension Fund Administrators, approved by Resolution SBS No. 3082-2011 and its modifying norms, whose text is attached to this resolution and published on the institutional portal (www.sbs.gob.pe), in accordance with what is provided in the Regulation of Law No. 29091, approved by Supreme Decree No. 004-2008-PCM.

Article Fourth.- This Resolution enters into force the day
following its publication in the Official Gazette El Peruano, from which date the Factoring, Discount, and Factoring Companies Regulation approved by Resolution SBS No. 1021-98 will be void, with companies having a period of 60 calendar days to adapt to the requirements indicated in Articles 4° and 12° of the Regulation approved in Article 1 of this Resolution.

Register, communicate, and publish.

DANIEL SCHYDLOWSKY ROSENBERG
Superintendent of Banks, Insurance, and
Private Pension Fund Administrators

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ANNEX A
ACCOUNTING BALANCE OF FACTORING AND/OR DISCOUNT OPERATIONS COMPANY:……………… AT …..... OF ……………… OF ………….
(IN NEW SOLES) 1
TYPE OF
OPERATION 2
TYPE OF INSTRUMENT TOTAL
Commercial
Invoices
Negotiable
Invoices
Confirmed
Invoices
Bills of Exchange
Other securities representing debt
FACTORING
DISCOUNT
TOTAL

1. Foreign currency amounts must be expressed in new soles applying the closing accounting exchange rate of the quarter.
2. For the purposes of this report, the definitions of factoring and discount contemplated in the Factoring, Discount, and Factoring Companies Regulation must be used.