SGDB N° 012/2017

B.C.B. / DGD-VUC BANCO CENTRAL DE BOLIVIA ESTADO PLURINACIONAL DE BOLIVIA

EXTERNAL CIRCULAR

La Paz, February 1, 2017 SGDB N°012/2017

FROM: GENERAL MANAGEMENT MANAGEMENT OF FINANCIAL ENTITIES TO: FINANCIAL ENTITIES PARTICIPATING IN THE INTEGRATED PAYMENT LIQUIDATION SYSTEM (LIP) SUBJECT: DEACTIVATION OF BANCO PYME LOS ANDES PROCREDIT S.A. IN THE INTEGRATED PAYMENT LIQUIDATION SYSTEM - LIP

Ladies and Gentlemen:

The Central Bank of Bolivia (BCB) communicates that, effective immediately, BANCO PYME LOS ANDES PROCREDIT S.A. has ceased to be a participant in the Integrated Payment Liquidation System – LIP, in application of Resolution ASFI/1176/2016 of December 9, 2016, issued by the Financial System Supervisory Authority (ASFI).

Participants are requested to take this information into account for the configuration of their own IT developments as applicable.

For any inquiries, please contact the LIP Help Desk at telephone numbers 2661623, 2661645, 2407262, 2147077 and/or via email at ayudalip@bcb.gob.bo.

Sincerely,

[Signature] RONALDO PINTO RIBERA MANAGER OF FINANCIAL ENTITIES a.i. BANCO CENTRAL DE BOLIVIA

[Signature] CARLOS A. COLODRO LÓPEZ GENERAL MANAGER a.i. BANCO CENTRAL DE BOLIVIA

CCL/RPR/APM/OAUX

Ayacucho Street corner Mercado · Telephone: (591-2) 2409090 · Fax: (591-2) 2661590 www.bcb.gob.bo · bancocentraldebolivia@bcb.gob.bo · La Paz Bolivia

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ASFI Financial System Supervisory Authority Plurinational State of Bolivia

COPY FOR FILE

RESOLUTION ASFI 1176 /2016 La Paz, DEC. 09 2016

SEEN:

The memorial presented on November 14, 2016, by BANCO MERCANTIL SANTA CRUZ S.A. and BANCO PYME LOS ANDES PROCREDIT S.A., legalized copies of Minutes 173° of the Extraordinary General Meeting of Shareholders of Banco Mercantil Santa Cruz S.A. and the XLIV Extraordinary General Meeting of Shareholders of Banco PYME Los Andes ProCredit S.A., both held on October 21, 2016, the Merger Commitment of October 31, 2016, the Special Balances as of the date of the Merger Commitment for each of the entities, the publications of November 7, 8, and 9, 2016, respectively, the Report ASFI/DSR I/R-214599/2016 of November 28, 2016, and all other documents that were deemed appropriate and taken into account.

CONSIDERING:

That, through a memorial presented on November 14, 2016, by BANCO MERCANTIL SANTA CRUZ S.A. and BANCO PYME LOS ANDES PROCREDIT S.A., they request the issuance of the Resolution authorizing the merger by absorption and the acquisition of the total ownership of the latter, under paragraph I, Article 221 of Law N° 393 on Financial Services, concordant with what is provided in Article 3, Section 2 of the Regulation for the Merger of Supervised Entities, contained in Chapter I, Title IV, Book 1° of the Compilation of Norms for Financial Services (RNSF), attaching all documentation detailed in Article 2, Section 2 of the aforementioned Regulation and the information required in its Annex 1.

That, the aforementioned Financial Intermediation entities, according to the Minutes of the 173° Extraordinary General Meeting of Shareholders of Banco Mercantil Santa Cruz S.A., as well as the XLIV Extraordinary General Meeting of Shareholders of Banco PYME Los Andes ProCredit S.A., both held on October 21, 2016, considered the non-modification of the name of BANCO MERCANTIL SANTA CRUZ S.A., the designation of the legal representatives responsible for carrying out the merger process and granting powers, the financial studies, the information and relevant documentation for the merger by absorption based on legal, economic, financial, operational, and administrative considerations.

RG/RSB/HA Page 1 of 6

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ASFI Financial System Supervisory Authority Plurinational State of Bolivia

RESOLVES:

FIRST.- Authorize the merger by absorption between BANCO MERCANTIL SANTA CRUZ S.A. and BANCO PYME LOS ANDES PROCREDIT S.A., the latter being dissolved without liquidation to integrate into BANCO MERCANTIL SANTA CRUZ S.A., in accordance with the will of its shareholders, manifested in the respective General Meetings of Shareholders and the Merger Commitment, signed by both entities, provided for in the first paragraph, Article 5, Section 2 of the Regulation for the Merger of Supervised Entities, contained in Chapter I, Title IV, Book 1° of the RNSF, paragraph I, Article 221 of Law N° 393 on Financial Services, concordant with what is provided by Article 405 of the Commercial Code.

This Resolution will have accounting effects in the financial statements as of February 1, 2017.

SECOND.- Authorize the acquisition of all shares of BANCO PYME LOS ANDES PROCREDIT S.A. by BANCO MERCANTIL SANTA CRUZ S.A., in compliance with the second paragraph, Article 5, Section 2 of the Regulation for the Merger of Supervised Entities, contained in Chapter I, Title IV, Book 1° of the RNSF.

THIRD.- Authorize the signing of the Definitive Merger Agreement between BANCO MERCANTIL SANTA CRUZ S.A. and BANCO PYME LOS ANDES PROCREDIT S.A., to which effect they must comply with what is established in Article 8, Section 2 of the Regulation for the Merger of Supervised Entities, contained in Chapter I, Title IV, Book 1° of the RNSF.

Register, communicate, and file.

[Signature] Lic. Ivette Espinoza Vásquez EXECUTIVE GENERAL DIRECTOR a.i. Financial System Supervisory Authority

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