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

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

SMV General Intendancy Resolution No. 004-2024-SMV/11.1

Lima, 15 February 2024

The General Intendant of Conduct Supervision

Whereas:

File No. 2024002731, as well as Internal Report No. 206-2024-SMV/11.1, of the General Intendancy of Conduct Supervision of the Deputy Superintendency of Market Conduct Supervision.

Considering:

That, by document submitted on 23 January 2024, Banco BBVA Perú requested the Superintendency of the Market in Securities – SMV, through the Single Window system, the exclusion of the securities called "Third Program of Negotiable Deposit Certificates of Banco BBVA Perú – Third Issue", which were registered and placed under the "Third Program of Negotiable Deposit Certificates of BBVA Banco Continental", from the Public Registry of the Securities Market and from the Securities Registry of the Lima Stock Exchange, due to total cancellation of the obligations derived from them;

That, it has been verified that on 14 July 2014, within the framework of an anticipated procedure and under an automatic approval procedure, the issuance program called "Third Program of Negotiable Deposit Certificates of BBVA Banco Continental" was registered, up to a maximum outstanding amount of US$ 150’000,000.00 (One Hundred Fifty Million and 00/100 United States Dollars) or its equivalent in Soles, and the corresponding Framework Prospectus was registered in the Public Registry of the Securities Market;

That, subsequently, by SMV General Intendancy Resolution No. 032-2018-SMV/11.1 of 17 April 2018, the registration of the Second Framework Prospectus corresponding to the "Third Program of Negotiable Deposit Certificates of BBVA Banco Continental" in the Public Registry of the Securities Market was ordered, the same that consolidated all the variations made to it;

That, within the framework of the "Third Program of Negotiable Deposit Certificates of BBVA Banco Continental", on 10 October 2019, under an automatic approval procedure, the securities called "Third Program of Negotiable Deposit Certificates of Banco BBVA Perú – Third Issue" were registered, up to a maximum outstanding amount of S/

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The integrity of the document and the authorship of the( s) fi rma( s) can be verified at https://apps. fi rmaperu.gob.pe/web/validador.xhtml

450’000,000.00 (Four Hundred Fifty Million and 00/100 Soles), and the corresponding Framework Prospectus Supplement was registered in the Public Registry of the Securities Market and, subsequently, in the Securities Registry of the Lima Stock Exchange;

That, in accordance with the provisions of article 20, numeral 20.1, of the Regulation for Registration and Exclusion of Securities in the Public Registry of the Securities Market and in the Stock Exchange, approved by SMV Resolution No. 031-2012-SMV/01 and its amendatory norms, the SMV forwarded the exclusion request to the Lima Stock Exchange S.A., without said entity having made observations to the documentation submitted;

That, from the evaluation of the documentation submitted by Banco BBVA Perú, the submission of the documents referring to the total cancellation of the obligations derived from the securities called "Third Program of Negotiable Deposit Certificates of Banco BBVA Perú – Third Issue" has been verified;

That, Banco BBVA Perú has complied with submitting the information and documentation required by the Single Ordered Text of the Securities Market Law, Legislative Decree No. 861, approved by Supreme Decree No. 020-2023-EF, as well as by the Regulation for Registration and Exclusion of Securities in the Public Registry of the Securities Market and in the Stock Exchange, for the purposes of the exclusion of the securities "Third Program of Negotiable Deposit Certificates of Banco BBVA Perú – Third Issue";

That, taking into account the indicated in the preceding recital, it has been observed that with the exclusion of the securities "Third Program of Negotiable Deposit Certificates of Banco BBVA Perú – Third Issue", all the securities registered under the issuance program "Third Program of Negotiable Deposit Certificates of BBVA Banco Continental", will be excluded from the Public Registry of the Securities Market; that the term of validity of the mentioned issuance program has expired, and it is not possible to carry out new placements and/or issuances of securities under it; and, that the cessation of public interest has occurred; complying with the provisions of the last paragraph of article 25 of the Regulation of Primary Public Offering and Sale of Securities, approved by CONASEV Resolution No. 141-98-EF/94.10 and its amendatory norms, which states that with respect to programs, the exclusion operates when the term of validity of registration has expired and no security has been placed under the program or when, having been placed, the security or securities are excluded from the Public Registry of the Securities Market;

That, Article 39, literals b) and d), of the Single Ordered Text of the Securities Market Law; as well as Articles 20 and 23 of the Regulation 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 reasoned resolution of the SMV when the extinction of the rights over the security occurs, by amortization, total redemption or another cause, and when the cessation of public interest occurs;

That, in this regard, taking into consideration that Article 15 of the Single Ordered Text of the Securities Market Law establishes that in section a) of the Public Registry of the Securities Market securities and issuance programs are registered, the provisions of the preceding recital,

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it is also applicable to issuance programs, since these are subject to registration in the aforementioned Registry;

That, on the other hand, regarding the obligation to carry out a Public Offer for Purchase by Exclusion – OPC when a security is excluded from the Public Registry of the Securities Market, established in Article 41 of the Single Ordered Text of the Securities Market Law and in Article 32 of the Regulation for Public Offer for Acquisition and Purchase of Securities by Exclusion, approved by CONASEV Resolution No. 009-2006-EF/94.10 and its amending norms; it must be noted that the exclusion of the securities «Third Program of Negotiable Deposit Certificates of Banco BBVA Perú – Third Issuance» falls within the exception cause for not carrying out an OPC, contemplated both in Article 23 of the Regulation for the Registration and Exclusion of Securities in the Public Registry of the Securities Market and on the Stock Exchange, and in Article 37, literal a), of the Regulation for Public Offer for Acquisition and Purchase of Securities by Exclusion;

That, 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 norms, establishes that the decisions contained in administrative resolutions that resolve the exclusion of securities from the Public Registry of the Securities Market must be disseminated through the Institutional Page of the SMV on the Single Digital Platform of the Peruvian State for Citizen Orientation (http://www.gob.pe/smv); and,

In accordance with the provisions of Article 39, literals b) and d), of the Single Ordered Text of the Securities Market Law; Articles 19, 20, 21 and 23 of the Regulation 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 Regulation of Organization and Functions of the Superintendence of the Securities Market, approved by Supreme Decree No. 216-2011-EF and its amendments, which empowers the General Intendancy of Conduct Supervision to order the exclusion of securities from the Public Registry of the Securities Market.

Resolves:

Article 1.- To order the exclusion of the securities called «Third Program of Negotiable Deposit Certificates of Banco BBVA Perú – Third Issuance», corresponding to the «Third Program of Negotiable Deposit Certificates of BBVA Banco Continental», from the Public Registry of the Securities Market.

Article 2.- To rule in favor of the exclusion of the securities indicated in the preceding article, from the Securities Registry of the Lima Stock Exchange.

Article 3.- To order the ex officio exclusion of the issuance program called «Third Program of Negotiable Deposit Certificates of BBVA Banco Continental», from the Public Registry of the Securities Market.

Article 4.- To disseminate this resolution on the Institutional Page of the SMV on the Single Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv).

Article 5.- To transcribe this resolution to Banco BBVA Perú, as issuer and structuring entity; to BBVA Bolsa Sociedad Agente de Bolsa S.A, as placement agent; to the Lima Stock Exchange S.A.; and, to CAVALI S.A. I.C.L.V.

Signed by: GODOS GARCIA Alix Fernando | Reason:

Alix Godos
General Intendant
General Intendancy of Conduct Supervision

SMV General Intendancy of Conduct Supervision Resolution No. 004-2024-SMV/11.1

SMV General Intendancy Resolution No. 004-2024-SMV/11.1

Whereas:

Considering:

Resolves:

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