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Superintendency Adjunct Resolution SMV No. 019-2024-SMV/11

Lima, 19 de marzo de 2024

Summary: To sanction Agrokasa Holdings S.A. with two (2) reprimands for having incurred in two (2) minor infractions, typified in subsection 3.1 item 3 of Annex I of the Sanctions Regulations

Administered : Agrokasa Holdings S.A.
Asunto
: Single-Instance Administrative Sanctioning Procedure Main Type : Subsection 3.1 of item 3 of Annex I of the Sanctions Regulations INFRACCIONES LEVES File No.: 2023043536

Deputy Superintendent (e) of Market Conduct Supervision

VISTOS:

Administrative File No. 2023043536, containing the administrative sanctioning procedure initiated by the General Directorate of Conduct Compliance of the Securities Market Superintendent – SMV (hereinafter, the IGCC), against Agrokasa Holdings S.A. (hereinafter, Agrokasa); as well as Report No. 172-2024-SMV/11.2 (hereinafter, the Report), issued by the IGCC;

CONSIDERANDO:

I. FUNCIÓN Y COMPETENCIA DE LA SASCM

1. That the IGCC —the investigating body of the administrative sanctioning procedures (hereinafter, the PAS) referred to in this case— has brought the PAS of Administrative File No. 2023043536 to the attention of the Deputy Superintendent of Market Conduct Supervision of the SMV (hereinafter, SASCM) in order for it to issue a decision as the sanctioning body of single instance in said PAS. In this way, the SASCM assumes jurisdiction in observance of the exercise of the supervision function and the sanctioning power of the Securities Market Superintendent – SMV established in the Single Consolidated Text of its Organic Law, Supreme Decree No. 26126 (hereinafter, LOSMV), and in the Single Ordered Text of the Securities Market Law, Legislative Decree No. 861, approved by Supreme Decree No. 020-2023-EF- 1 1 (hereinafter, TUO LMV); as well as by the provisions of the Sanctions Regulations,

[1] Through Supreme Decree No. 020-2023-EF, published on 10 February 2023 in the Official Gazette El Peruano, the Single Ordered Text of the Securities Market Law, Legislative Decree No. 861, was approved.

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approved by SMV Resolution No. 035-2018-SMV/01 (hereinafter, Sanctions Regulation); and, in articles 42 and 43 of the Regulation of Organization and Functions of the Superintendency of the Securities Market – SMV, approved by Supreme Decree No. 216-2011-EF (hereinafter, ROF-SMV), in the sense that it is a specific function of the SASCM to impose sanctions in a single administrative instance for the commission of infractions whose compliance control corresponds to the aforementioned Deputy Superintendency. Likewise, the SASCM has the powers to issue corrective measures aimed at reversing the situation altered by the commission of the infraction;

II. HECHOS, CARGOS Y DESCARGOS

2.1 Hecho

2. That, it was evaluated whether Agrokasa complied with timely submitting its financial information;

2.2 Cargos

3. That, as a result of said evaluation, through Official Letter No. 4851-2023-SMV/11.2 of 26 October 2023 (hereinafter, the Charges Letter), charges were formulated against Agrokasa for failing to submit within the established deadline the following:

(i) The Audited Consolidated Annual Financial Statements for fiscal year 2022, which should have been submitted no later than 2 May 2023 2 ; however, they were submitted on 30 June 2023. (File No. 2023028609).

It should be noted that in the formulation of charges, the observation indicated in Memorandum of Indications No. 2190-2023-SMV/11.1 was specified, in which the IGSC indicated that “On 19/05/2023 the request for exception to submit its consolidated annual financial statements 2022 until 15/05/2023 is declared inadmissible (Exp. N° 2023019628).”

(ii) The Consolidated Interim Financial Statements as of 31 March 2023, which should have been submitted no later than 15 May 2023; however, they were submitted on 30 June 2023. (File No. 2023028618).

4. That, these non-compliances are typified in subsection 3.1 of numeral 3 of Annex I of the Sanctions Regulation;

2.3 Descargos

5. That, through a brief submitted on 10 November 2023, Agrokasa submitted its corresponding defenses, stating that it acknowledged the commission of the infractions. However, it requested that the following be taken into account:

(i) Regarding the criteria of antecedents and recidivism, it stated that it had no antecedents or recidivism.

(ii) In relation to the circumstances of the commission of the infraction, Agrokasa indicated that the late submission of financial information was due to the absence due to medical leave of the accountant of the companies that make up its economic group; the tax audit by SUNAT regarding the income tax for fiscal year 2020 of its subsidiary Sociedad Agrícola Drokasa S.A.,

[2] According to article 8 of the Standards on Preparation and Presentation of Financial Statements, the deadline provided for the approval and submission of consolidated annual financial statements is 30 April of each year; however, during 2023, 30 April was a non-business day as was 1 May, so the deadline was extended to the next business day, that is, 2 May 2023.

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carried out during the second half of 2022, which caused the delay in the annual accounting close and audit process of the financial statements of said subsidiary; the state of emergency in the district of Santiago-Ica, tax domicile of its subsidiary Sociedad Agrícola Drokasa S.A.; and, finally, the attention to the due diligence process, a process related to the sale of shares of Agrokasa that was being carried out in said period.

(iii) Regarding the economic damage caused and its impact on the market, Agrokasa indicated that the late submission of its financial information did not have an impact on the stock market, since investors would not have been affected;

(iv) Regarding the existence or not of intentionality in the conduct of the offender, Agrokasa indicated that, as stated in its extension request of 28 April 2023, before the expiration of the deadline for submitting the financial information, the occurrence of the events was beyond its control and were the cause that for the first time it could not timely comply with its obligations;

6. That, the Single Ordered Text of the General Administrative Procedure Law, approved by Supreme Decree No. 004-2019-JUS (hereinafter, TUO of the LPAG) contains common rules for the actions of the administrative function of the State and regulates all administrative procedures developed in the entities, including special procedures. Likewise, numeral 3) of article 248 of the TUO of the LPAG, indicates the criteria regarding the graduation of the sanction: (a) The illicit benefit resulting from the commission of the infraction, (b) The probability of detection of the infraction, (c) The severity of the damage to the public interest and/or protected legal right, (d) The economic damage caused, (e) The recidivism, for the commission of the same infraction within the term of one (1) year from when the resolution that sanctioned the first infraction became final, (f) The circumstances of the commission of the infraction; and, (g) The existence or not of intentionality in the conduct of the offender;

7. That, the charges formulated, the defenses presented, and the criteria regarding the graduation of the sanction have been subject to evaluation in the Report, which has been brought to the attention of the SASCM;

8. That, in observance of the provisions of numeral 5 of article 255 of the TUO of the LPAG, through Official Letter No. 756-2024-SMV/11 of 28 February 2024, the Report was sent to Agrokasa, so that it could submit its arguments within five (05) business days of notification; which, through communication of 12 March 2024, Agrokasa indicated that it accepts the sanction proposal contained in the Report;

III. CUESTIONES A DETERMINAR

9. That, in the present PAS it corresponds to determine the following:

(i) Whether Agrokasa incurred or not in the infractions indicated in the Charge Letter and Report.

(ii) Whether or not it is appropriate to impose a sanction on Agrokasa.

IV. ANÁLISIS

4.1 Applicable regulations

10. That, article 31 of the TUO of the LMV states: “The

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provided in the previous article does not relieve the issuer from the timely delivery to the SMV and, where applicable, to the respective stock exchange or entity responsible for the management of the centralized mechanism, of the information that either may require from it and, necessarily, that indicated below:

a) Its financial statements and indicators, with the minimum information generally indicated by the SMV, on a quarterly basis at most;

b) Its annual report, with the minimum information generally established by the SMV (…)” (Underline added);

11. That, regarding the deadline for the approval and submission of audited annual consolidated financial statements, article 8 of the Rules on the Preparation and Submission of Financial Statements and Annual Report by Entities Supervised by the Superintendency of the Securities Market, approved by SMV Resolution No. 016-2015-SMV/01, in force at the date of the facts (hereinafter, Rules on the Preparation and Submission of FS) establishes that issuers with securities registered in the Public Registry of the Securities Market (hereinafter, RPMV) are obliged to submit to the SMV their audited annual consolidated financial statements, the deadline for these purposes being 30 April of each year;

12. That, regarding the deadline for the approval and submission of consolidated interim financial statements for the first quarter (with closing date as of 31 March of each year), article 5 of the Rules on the Preparation and Submission of FS establishes that issuers with securities registered in the RPMV have as deadline for these purposes until 15 May of each year;

13. That, it should be noted that on 10 December 2023, the Rules on the Preparation, Submission and Dissemination of Financial Statements and Annual Report and Management Report applicable to entities supervised by the SMV, approved by Superintendency Resolution No. 013-2023-SMV/01 and in force as of 11 December 2023 (hereinafter, New Rules on the Preparation, Submission and Dissemination of FS), were published;

14. That, in this regard, it is necessary to indicate that according to article 3 of the New Rules on Preparation, Presentation and Dissemination of FS, the Rules on Preparation and Presentation of FS remain in force, exclusively for issuers regulated by the Superintendency of Banking, Insurance and AFP;

15. That, for reference purposes, it is important to note that according to articles 163 and 174 of the New Rules on Preparation,

[3] “Article 16.- Consolidated financial statements 16.1 Obligated subjects, when they are controllers of companies or different entities (subsidiaries), according to IFRS, must present their consolidated financial statements without prejudice to the obligation to present their separate financial statements. 16.2 The audited annual consolidated financial statements have as closing date December 31. 16.3 The interim consolidated financial statements must refer to the following closing dates: As of March 31, June 30, September 30 and December 31 of each year. 16.4 The provisions of articles 11 and 12 of the Rules are also applicable to consolidated financial statements, in relation to the audit firm and the issuance of the corresponding audit report.”

[4] “Article 17.- Approval and submission deadline 17.1 The annual or interim consolidated financial statements must be approved by the competent body.

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Presentation and Dissemination of FS, the obligations and deadlines regarding the presentation of the Audited Annual Consolidated Financial Statements and Interim Consolidated Financial Statements remain, obligations that are evaluated in this administrative sanctioning procedure;

16. That, the breaches in the timely presentation of financial information are typified in subsection 3.1 of numeral 3 of Annex I of the Sanctions Regulation, which states that it constitutes a minor infraction: “Presenting outside the established deadline, or doing so incompletely, or, without observing the technical specifications approved by the SMV or without communicating the approval by the corresponding corporate body, to the SMV, to the Exchange, to the entity in charge of the centralized negotiation mechanism or to any other entity or subject of the securities market, the audited individual or consolidated financial information, the individual or consolidated interim financial statements, management report, special audit report, material events and annual reports.” (Highlight added);

17. That, according to article 35 of the Sanctions Regulation, such infractions are punishable with a warning or a fine of not less than one (1) UIT and up to twenty-five (25) UIT;

4.2 Evaluation of the case

18. That, in file No. 2023043536 containing the documentation of this PAS, it is observed that through Memorandum No. 2190-2023-SMV/11.1 of May 23, 2023 (File No. 2023021420) and Memorandum No. 3020-2023-SMV/11.1 of July 24, 2023 (File No. 2023031697), the IGSC —body of the Superintendency of the Securities Market – SMV that has among its functions and powers, the supervision of compliance with the rules applicable to issuers—, sent to the IGCC, the result of its evaluation, and specifically the one referred to this case;

19. That, it must be kept in mind that the procedures and legal forms with which the IGSC conducts its inspection and/or supervision activity and upon concluding it with a report of indications of infraction, determine that its pronouncement or opinion on a specific supervision topic —which may even contain a decision, such as, the adoption of corrective measures—, be an opinion on the merits of the matter; it being necessary to specify that said opinion and the report of indications of infraction of the IGSC is not binding for the IGCC, as

[17.2] In the case of issuers, the annual or interim consolidated financial statements must be presented and disseminated to the SMV on the date of their approval.

[17.3] April 30 is the expiration date of the deadline for the presentation of the audited annual consolidated financial statements. In the case of collective fund management companies, the expiration date of the deadline is May 15 and in the case of Intermediation Agents, March 31 of each year.

[17.4] May 15, August 15, November 15 and March 1 of the following year are the expiration dates of the deadlines established for the presentation of the interim consolidated financial statements of the first, second, third and fourth quarter, respectively. The financial statements must be digitally signed by a public accountant authorized to practice the profession and by the legal representative of the obligated subject.”

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establishes in the second paragraph of article 9 of the Sanctions Regulation5 6 ;

20. That, in this way, in the evaluation of the facts related to this PAS, two (2) other bodies of the Superintendency of the Securities Market – SMV, functionally independent from each other and from this Office, have intervened and participated prior to the issuance of this resolution; first the IGSC, which at the time reported the indications of infringement through Memorandum No. 2190-2023-SMV/11.1 and Memorandum No. 3020-2023-SMV/11.1, and then the IGCC, which, as a result of its evaluation, formulated the Statement of Charges and the Report; and at this point of the PAS, it corresponds to the Office of the SASCM to issue a pronouncement containing its decision regarding the aforementioned charges, it being necessary to indicate that by its nature, it will be a decision of a single administrative instance;

21. That, prior to the corresponding analysis, it must be noted that the formulation of the charges was based on the fact that Agrokasa did not communicate the financial information detailed in the Statement of Charges, within the term established by the regulations;

22. That, compliance with the obligation regarding the timely presentation of periodic and occasional information by the issuers of securities registered in the RPMV is necessary for the transparency and proper functioning of the securities market, and in that sense the transparency of information is a protected legal asset, it being necessary to point out that the non-observance of said obligation harms it;

23. That, in relation to the discharges presented by Agrokasa, it corresponds to point out the following:

(i) Regarding the express acknowledgment of responsibility for the imputed infringement, it corresponds to indicate that the voluntary declaration of acknowledgment of the commission of the infringement is an attenuating condition of responsibility, therefore, in those cases in which, after evaluating the facts, the applicable sanction is a fine and it is considered that the acknowledgment of infringement was presented within the term granted for the presentation of discharges, the amount to be reduced will be fifty percent (50%) in accordance with numeral 1 of literal a) of article 267 of the Sanctions Regulation.

[5] In article 245 of the TUO of the LPAG, the following are indicated as forms or modes in which the inspection activity could conclude: 1) Constancia de conformidad de la actividad desarrollada por el administrado; 2) Recommendation of improvements or corrections to the activity carried out by the administered party; 3) The warning of the existence of non-compliances that are not likely to warrant the determination of administrative responsibilities; 4) The recommendation to initiate a procedure in order to determine the corresponding administrative responsibilities; 5) The adoption of corrective measures and 6) Other forms as established by special laws.

[6] «Article 9.- PRELIMINARY INQUIRIES AS A CONSEQUENCE OF SUPERVISION ACTIONS (…) When said bodies conclude that there are sufficient indications of possible administrative infractions, they refer the corresponding reports to the General Compliance Intendancies, which determine whether or not to initiate a sanctioning administrative procedure. If applicable, the General Compliance Intendancies may carry out additional inspections or investigations of the reported indications. In the case of possible infractions in the scope of the Regulation of the Financial Participatory Financing Activity and its Managing Companies, the preliminary inquiries are carried out by the General Intendancy of Research and Innovation, a dependency that, if there are sufficient indications of possible administrative infractions, will determine whether or not to initiate a sanctioning administrative procedure. (…)».

[7] “Article 26.- Attenuating Conditions of Responsibility for Infractions The following constitute attenuating conditions of responsibility for infractions: a) Acknowledgment of responsibility of the infringer expressly and in writing, once the sanctioning administrative procedure has begun. When the applicable sanction is a fine, it is reduced, taking into account the following:

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(ii) Likewise, in its discharges, Agrokasa requests that its arguments be taken into account for the evaluation of the sanction criteria that will determine the corresponding fine. In this regard, its arguments will be collected and evaluated in the following section referring to the Determination of the Sanction, a section in which the sanction criteria are evaluated in detail;

24. That, in the present case, it has been verified that Agrokasa presented extemporaneously the Audited Consolidated Annual Financial Statements for the 2022 fiscal year and the Consolidated Interim Financial Statements as of 31 March 2023, which should have been presented at the latest on 2 May 2023 and 15 May 2023, respectively; however, both were presented on 30 June 2023, as it has acknowledged;

25. That, in this way, having accredited the conducts constituting the aforementioned infractions and determined the administrative responsibilities of Agrokasa, it corresponds to carry out the calculation of the sanction in accordance with the provisions of the principle of reasonableness;

V. Determination of the Sanction

26. That, having determined the commission of two (2) infractions in the timely communication of financial information, it is appropriate to determine the sanction by evaluating the “Criteria Applicable to the Administrative Sanctioning Procedure for Breach of the Rules governing the Submission of Periodic or Eventual Information”, approved by Resolution SMV No. 006-2012-SMV/01 (hereinafter, the Special Sanctioning Criteria) in force at the date of the facts subject to this PAS; in accordance with the criteria for the graduation of the sanction established in numeral 3) of article 248 of the TUO of the LPAG and article 344 of the TUO LMV;

27. That, in accordance with the provisions of numeral 4.1 of the Special Sanctioning Criteria, the following are analyzed: (i) the sanction history of Agrokasa; (ii) recidivism, for the commission of the same infraction within one (1) year from the date on which the resolution sanctioning the first infraction became final; (iii) the circumstances of the commission of the infraction; (iv) the economic harm caused and its impact on the market; (v) the illicit benefit resulting from the commission of the infraction; (vi) the probability of detection of the infraction; (vii) the seriousness of the harm to the public interest and/or the protected legal interest; and, (viii) the existence or not of intent in the conduct of the offender, in accordance with the provisions of numeral 3) of article 248 of the TUO of the LPAG and article 344 of the TUO LMV;

28. That, regarding the seriousness of the harm to the public interest and/or the protected legal interest, it should be noted that the purpose of timely submission of financial information is to enable investors to make investment decisions on an adequately informed basis. In this way, investors are protected and the asymmetry in access to information is reduced; therefore, the protected legal interest is the transparency of the securities market, which, when transgressed, affects the public interest. In this sense, the infraction incurred by Agrokasa affects the transparency of the securities market;

29. That, with respect to the sanction history, article 25 of the Sanctions Regulation establishes that the following are antecedents of the offender,

[1] If the acknowledgment of the infraction is submitted within the period granted for the submission of defenses, the amount of reduction shall be fifty percent (50%). (Underlining added). (…)”.

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the sanctions imposed on it by the SMV and that became final within the four (4) years prior to the moment of the commission of the infraction to be sanctioned. Likewise, the commission of the same infraction in the year prior to the infraction to be sanctioned is not considered an antecedent, since this commission would be classified as recidivism. In application of said criterion, it has been verified that Agrokasa does not have a sanction history, according to the SMV Sanctions Query;

30. That, regarding recidivism of the offender, literal b) of article 25 of the Sanctions Regulation establishes that account is taken of any final sanction imposed by the SMV within one (1) year prior to the commission of the infraction to be sanctioned. In this regard, it has been verified that there is no recidivism on the part of Agrokasa with respect to the infractions related to the late submission of the Audited Consolidated Annual Financial Statements for fiscal year 2022 and its Consolidated Interim Financial Statements as of 31 March 2023;

31. That, in relation to the circumstances of the commission of the infractions, it has been verified that Agrokasa submitted its Audited Consolidated Annual Financial Statements for fiscal year 2022 fifty-nine (59) calendar days late, while its Consolidated Interim Financial Statements as of 31 March 2023 were fifty-six (56) calendar days late;

32. That, on the other hand, the circumstances described above by Agrokasa have been taken into account, as well as Resolution of the General Intendancy SMV No. 079-2023-SMV/11.1 of 22 December 2023, by which the exclusion of the common shares with voting rights representing the share capital of Agrokasa from the RPMV was ordered. The exclusion of its securities means that, as of today, Agrokasa no longer has the status of issuer in our market;

33. That, with respect to the economic harm and its impact on the market, it has not been evidenced that the breaches produced a quantifiable harm, understood as economic damage caused to one or several investors;

34. That, in relation to the illegally obtained benefit, it can be stated that there are not sufficient elements to indicate that Agrokasa obtained an illegal benefit as a consequence of the commission of the infractions under evaluation;

35. That, regarding the probability of detection of the infraction committed, it is high, because this type of breach is corroborated by the SMV itself through periodic control actions;

36. That, regarding the existence or not of intent in the conduct of the offender, in relation to the infractions committed, it is considered that Agrokasa's actions were not intentional, but negligent, as it did not act with due diligence in complying with its obligations;

37. That, in order to determine the fine to be imposed on Agrokasa, it should be noted that at the time of the commission of the infractions the Special Sanctioning Criteria were in force;

38. That, however, on 8 September 2023, the new Gradualness Regime of Sanctions for late submission of financial information, annual report and material events, approved by SMV Resolution No. 007-2023-SMV/01 (hereinafter, New Gradualness Regime of Sanctions), was published, whose article 2 repealed the Special Sanction Criteria;

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"

Evaluation of the Principle of Favorable Retroactivity

39. That, in light of this situation and in application of the principle of benign retroactivity, indicated in numeral 58 of article 230 of the TUO of the LPAG, by which it is possible to apply sanctioning norms subsequent to the commission of the offense provided they benefit the administered party, the corresponding sanction shall be graduated taking into account the sanctioning norms most beneficial to the administered party;

40. That, in this manner, since by the SMV General Intendancy Resolution No. 079-2023-SMV/11.1 of 22 December 2023, the exclusion of the common shares with voting rights representing the share capital of Agrokasa from the RPMV was ordered, the considerations for the application of the reprimand sanction are evaluated taking into account paragraphs (i) and (ii)9 of numeral 4.2 of the Special Sanction Criteria and numeral 6.110 of article 6 of the New Gradualness Regime of Sanctions;

41. That, from the contrast of both norms, it can be stated that for the specific case, since there is no presence of aggravating factors, the requirements established by the Special Sanction Criteria are lesser than the requirements indicated by the New Gradualness Regime of Sanctions. However, it is noted that the additional requirement indicated by the New Gradualness Regime of Sanctions, that the infringing subject not be a repeat offender, Agrokasa also complies with;

42. That, in accordance with the foregoing, the New Gradualness Regime of Sanctions is not more beneficial for Agrokasa in the specific case, whereby the norms in force at the date of the commission of the facts shall be applied, that is, the Special Sanction Criteria;

[8] “Article 230.- Principles of the administrative sanctioning power The sanctioning power of all entities is additionally governed by the following special principles: (…) 5. Irretroactivity.- The sanctioning provisions in force at the moment the administered party incurs the conduct to be sanctioned are applicable, unless subsequent ones are more favorable to it. (…)”

[9] 4.2. GUIDELINES FOR THE APPLICATION OF THE CRITERIA (i) The application of the following guidelines assumes the non-existence of the aggravating factors developed in point V of this section. (ii) The reprimand sanction may be applied when the following is concurrently met: (i) the affectation to market transparency is minimal; ii) the infraction committed has not caused a concrete detriment to investors or associates; (iii) the infringing subject does not have antecedents or, having them, they are infractions typified as minor offenses imposed in the four (4) years prior to the commission of the infraction being evaluated; (iv) the infringing subject has not obtained a benefit from its illegal conduct; and (v) it has not been proven that the infringer acted with intent in the commission of the infraction.

[10] Article 6.- GUIDELINES FOR THE APPLICATION OF THE GRADUALNESS REGIME 6.1 CONSIDERATIONS FOR THE APPLICATION OF THE REPRIMAND SANCTION The reprimand sanction may be applied when the following assumptions are concurrently met: a. When the affectation to market transparency is minimal. This statement is linked to the criterion of the severity of the damage to the public interest and/or protected legal good; b. The infraction committed has not caused a concrete detriment to investors or associates; c. The infringing subject does not have antecedents or, having them, they are sanctions corresponding to minor infractions imposed by the SMV that have become final in the four (4) years prior to the commission of the infraction being evaluated; d. The infringing subject is not a repeat offender; e. The infringer has not obtained benefits from its administrative infraction; and, f. It has not been proven that the infringer acted with intentionality in the commission of the infraction.

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43. That, in this sense, subsection ii) of numeral 4.2 of the Special Sanction Criteria states that the reprimand sanction may be applied when the following is concurrently met: (i) The affectation to market transparency is minimal; (ii) The infraction committed has not caused a concrete detriment to investors or associates; (iii) The infringing subject does not have antecedents or, having them, they are infractions typified as minor offenses imposed in the four (4) years prior to the commission of the infraction being evaluated; (iv) The infringing subject has not obtained a benefit from its illegal conduct; and, (v) It has not been proven that the infringer acted with intent in the commission of the infraction;

44. That, as detailed in the evaluation of the Special Sanction Criteria, this Deputy Superintendency may note that: (i) in the present case, the impact on market transparency was minimal; (ii) the infringement committed has not caused a specific harm to investors or associates, since no type of complaint has been registered nor any indication of infringement received in this regard; (iii) the issuer has no record of infringement; (iv) the infringing party has not obtained a benefit from its unlawful conduct; and, (v) it has not been proven that the infringer acted with intent in the commission of the infringement;

45. That, therefore, having concurrently met the provisions set forth in subsection (ii) of numeral 4.2 of the Special Sanction Criteria, in force at the date of the commission of the infringements and of the evaluation carried out by this Deputy Superintendency, it is appropriate to impose on Agrokasa two (2) warnings for the breaches in the late submission of its Consolidated Annual Audited Financial Statements for fiscal year 2022 and its Consolidated Interim Financial Statements as of 31 March 202311;

In accordance with the provisions of numerals 14 and 36 of article 43 of the Regulations on Organization and Functions of the Superintendency of the Securities Market – SMV, approved by Supreme Decree No. 216-2011-EF;

RESOLVES:

Article 1.- To declare that Agrokasa Holdings S.A. has incurred two (2) infringements of a minor nature, classified in subsection 3.1 of numeral 3 of Annex I of the Sanction Regulations, approved by SMV Resolution No. 035-2018-SMV/01, for having submitted late its Consolidated Annual Audited Financial Statements for fiscal year 2022 and its Consolidated Interim Financial Statements as of 31 March 2023.

Article 2.- To sanction Agrokasa Holdings S.A. with two (2) warnings, as provided in article 1 of this Resolution.

Article 3.- This Resolution does not exhaust the administrative remedy, and it may be challenged before this Deputy Superintendency of Market Conduct Supervision by filing a motion for reconsideration, an administrative remedy recognized in article 218 of the Single Ordered Text of the General Administrative Procedure Law – Law No. 27444, approved by Supreme Decree No. 004-2019-JUS, within a period of fifteen (15) business days, counted from the day following its notification.

[11] In view of this, numeral 1 of subsection a) of article 26 of the Sanction Regulations, which establishes that upon acknowledgment of the infringement the amount to be reduced shall be fifty percent (50%) of the sanction to be imposed, would not be applicable, because the proposed sanction is not a fine but a warning.

Electronic document digitally signed under Law No. 27269, Law on Signatures and Digital 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

Article 4.- If this Resolution is not subject to challenge, it must be published on the "SMV Institutional Page on the Single Digital Platform of the Peruvian State for Citizen Guidance (www.gob.pe/smv)", in observance of the provisions of numeral 1 of article 7 of the "Policy on the 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 by the provisions of the last paragraph of article 14 of the Sanction Regulations, approved by SMV Resolution No. 035-2018-SMV/01.

Article 5.- To transcribe this Resolution to Agrokasa Holdings S.A.

Register, communicate and publish,

Carlos Rivero Zevallos
Deputy Superintendent (e)
Deputy Superintendency of Market Conduct Supervision