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Superintendency Adjunct Resolution SMV No. 040-2024-SMV/11

Lima, 10 de julio de 2024

Summary: To sanction Creditex S.A.A. with one (1) reprimand for having incurred in a minor infraction, typified in subsection 3.1., item 3 of Annex I of the Sanctions Regulations.

Administered : CREDITEX S.A.A.
Asunto
: Sole Administrative Sanctioning Procedure instancia Main Type : Subsection 3.1. of item 3 of Annex I of the Sanciones INFRACCIÓN LEVE File No. : 2024011938

Deputy Superintendent (e) of Supervision of
Conductas de Mercados

VISTOS:

Administrative File No. 2024011938 containing the administrative sanctioning procedure initiated by the General Directorate of Compliance with Conducts of the Superintendency of the Securities Market – SMV (hereinafter, the IGCC), against Creditex S.A.A. (hereinafter, the Issuer); as well as Report No. 628-2024-SMV/11.2 of 24 June 2024 (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 the

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administrative file No. 2024011938 to the attention of the Deputy Superintendency 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 Superintendency of the Securities Market – SMV established in the Single Consolidated Text of its Organic Law, Supreme Decree No. 26126 (hereinafter, LOSMV), and the Single Consolidated 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 Regulations on Sanctions, approved by SMV Resolution No. 035-2018-SMV/01 (hereinafter, Regulations on Sanctions); and, in Articles 42 and 43 of the Regulations on 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 single administrative instance for the commission of infringements whose compliance control corresponds to said 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 DEL ADMINISTRADO

2.1 Hechos

2. That, it was evaluated whether the Issuer complied with timely communicating and submitting the material fact to the SMV;

2.2 Cargos

3. That, as a result of said evaluation, through Official Letter No. 1301-2024-SMV/11.2 of 16 April 2024 (hereinafter, the Statement of Charges), charges were formulated against the Issuer because it would not have complied with submitting, within the established term, the following information:

Hecho de importancia

The untimely communication of the material fact referring to the share transfer carried out on 24 March 2023 – transfer of 23, 180,316, common shares issued by CREDITEX S.A.A. in the name of Amarante Investment N.V. representing 14.2041% of the share capital in favor of Corporación Cervesur S.A.A. - which should have been communicated that same day; however, it was communicated untimely on 28 March 2023, (File No. 2023013226).

This charge was based on the following facts:

1. Through material fact of 28 March 2023 (File No. 2023013226), the Issuer communicated that “23, 180,316, common shares issued by CREDITEX S.A.A. in the name of Amarante Investment N.V. representing 14.2041% of the capital have been transferred.”

[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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2. Through material fact of 31 March 2023 (File No. 2023014662), the Issuer communicated the share transfer indicated in the material fact of 28 March 2023, using the structured format.

3. Through material fact of 06 April 2023 (File No. 2023013226), the Issuer specified, among others, that the sale operation of the 23’180,316 common shares has been carried out on 24 March 2023.

4. That, this non-compliance is typified in subsection 3.1 of numeral 3 of Annex I of the Sanctions Regulation;

2.3 Descargos

5. That, through written submission presented on 30 April 2024, the Issuer presents its defenses corresponding to the non-compliance in the communication of the material fact related to the transfer of shares greater than 10%, produced on 23 March 2023, which should have been presented that same day; however, it was presented on 28 March 2023;

6. That, in the mentioned written submission, the Issuer states the following:

" (…) it is presumed that an issuer has knowledge of a material fact related to it, when, among others, said fact originates in its own organization or controlling shareholder…or if the issuer could reasonably have known it, such situation does not cease to be subject to the presumption factor, therefore it depends or is a function of signs or indications that do not always occur at the time and in the manner expected, since by the very nature of the operation in question, our company did not hold a direct participation."

It also states: "Our compliance record with respect to the obligations assumed in our capacity as issuer shows you a permanent effort to demonstrate compliant conduct, so, without any intention of evading our responsibilities, we earnestly ask you to take into account that it was through our communication CONT N° 18//2023 of 28 March 2023 that the conditions were set forth to be able to comply with reporting to the SMV the details of the share transfer (...). However; our intention, more than generating arguments, is to establish procedures that henceforth allow us to improve our information gathering and timely control systems, referring to any fact that qualifies as material so that it can be disclosed to you at the moment and time at which it is presumed it should be given.";

7. That, the Single Ordered Text of the General Administrative Procedure Law, Law No. 27444, 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 seriousness of the damage to the public interest and/or protected legal interest, (d) The economic harm caused, (e) Recidivism for the commission of the same infraction within

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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 intent in the conduct of the offender;

8. That, the charge formulated and the criteria regarding the graduation of the sanction have been subject to evaluation in the Report, which has been brought to the knowledge of the SASCM;

9. That, in observance of the provisions of numeral 5 of article 255 of the TUO of the LPAG, through Official Letter No. 2769-2024-SMV/11 of 27 June 2024, the Report was sent to the Issuer, so that it may formulate its allegations within the term of five (5) business days from notification, which have been submitted through a writing of 05 July 2024 by which the Issuer reiterates its defenses and states that no sanction should be imposed for the untimely communication of the material fact;

III. ISSUES TO BE DETERMINED

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

(i) Whether or not the Issuer incurred the infraction indicated in the Charge Letter and Report;

(ii) Whether or not it corresponds to impose a sanction on the Issuer;

IV. ANALYSIS

4.1 Applicable regulations

Material facts

11. That, article 30 of the TUO of the LMV states: "The registration of a given security or issuance program entails for its issuer the obligation to inform the SMV and, where applicable, the respective stock exchange or entity responsible for the operation of the centralized mechanism, of the material facts, including ongoing negotiations, about itself, the security and the offer made thereof, as well as to disclose such facts in a truthful, sufficient and timely manner. The information must be provided to said institutions and disclosed as soon as the fact occurs or the issuer becomes aware of it, as the case may be". (Underline added);

12. That, in the same sense, article 3 of the Regulation of Material Facts and Reserved Information, approved by SMV Resolution No. 005-2014-SMV/01 (hereinafter, Regulation of Material Facts), defines as a material fact: "(…) any act, decision, agreement, fact, ongoing negotiation or information related to the Issuer, its securities or its businesses that have the capacity to significantly influence: 3.1. The decision of a prudent investor to buy, sell or hold a security; or, 3.2. The liquidity, price or quotation of the issued securities.";

13. That, it is appropriate to indicate that article 34 of the TUO of the LMV establishes that: "(…), issuers must inform the aforementioned

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institutions about transfers of capital shares registered in the Registry, made by persons who directly or indirectly hold ten percent (10%) or more of the issuer's capital or by those who as a result of an acquisition or disposal come to have or cease to hold said percentage.";

14. That, numeral 6 of Annex 1 of the Regulation of Material Facts and Reserved Information, approved by SMV Resolution No. 005-2014-SMV/01 (hereinafter, Regulation of Material Facts), provides that the following may qualify as a material fact: Transfers of shares representing the share capital made by persons who directly or indirectly hold ten percent (10%) or more of the issuer's capital or by those who, as a result of an acquisition or disposal, come to hold or cease to hold such percentage” (Underline added);

15. That, in accordance with numeral 9.1 of article 9 of the Regulation of Material Facts, “The Issuer must report its material fact as soon as such fact occurs or the Issuer becomes aware of it, and in no case beyond the day on which it has occurred or has been known (…).”;

16. That, failure to timely submit material facts is classified in subsection 3.1 of numeral 3 of Annex I of the Sanctions Regulation, which states that it constitutes a minor infraction: “Submit after the established deadline, or do 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 facts and annual reports.” (Highlight added);

17. That, in accordance with article 35 of the Sanctions Regulation, said infraction is punishable with a warning or a fine of no less than one (1) UIT and up to twenty-five (25) UIT;

4.2 Evaluation of the case

18. That, in administrative file No. 2024011938, which contains the documentation of this PAS, it is observed that by Memorandum No. 306-2024-SMV/11.1 of 19 January 2024 (File No. 202402353), the General Superintendence of Conduct Supervision (hereinafter, IGSC) - an organ of the Superintendence of the Securities Market - SMV which has among its functions and powers the supervision of compliance with the rules applicable to issuers with securities registered in the RPMV, evaluating indications of possible infractions, and forwards, for its consideration, the respective report of indications of infraction, to the IGCC -, forwarded to the IGCC the result of its evaluation, and specifically what refers to the present case;

19. That, it must be borne 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 matter - which may even contain a decision, such as, for example, the adoption of corrective measures -

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be an opinion on the merits of the matter; it being necessary to specify that said opinion and the IGSC's report of indications of infraction are not binding for the IGCC, as established in the second paragraph of article 9 of the Sanctions Regulation2 3 ;

20. That, in this way, it is the case that in the evaluation of the facts related to this PAS, prior to the issuance of this Resolution, two (2) other administrative organs of the Superintendence of the Securities Market – SMV, functionally independent from each other and from this Office, have intervened and participated; first the IGSC which in due course reported the indications of infraction 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, as previously stated, 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 charge was based on the fact that the Issuer did not communicate the material fact detailed in the Statement of Charges, within the period established by the regulations;

22. That, compliance with the obligation regarding the timely submission of periodic and occasional information by issuers of securities registered in the RPMV is necessary for the transparency and proper functioning of the securities market. In that sense, non-observance of said obligation harms the transparency of information;

23. That, the Issuer in its discharge, states that it became aware of the fact related to the transfer of shares of its company greater than 10% of Amarante Investment N.V.'s holding in favor of Corporación Cervesur S.A.A. (hereinafter, Cervesur); and that, although it did not have direct participation in the transfer, it reported such fact to the SMV on 28 March 2023;

[2] Article 245 of the TUO of the LPAG states as forms or modes in which the inspection activity could be concluded the following: 1) Record of conformity of the activity carried out by the administered party; 2) Recommendation of improvements or corrections of the activity carried out by the administered party; 3) The warning of the existence of non-compliances not susceptible to warranting the determination of administrative responsibilities; 4) The recommendation of the initiation of 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.

[3] «Article 9.- PRELIMINARY INQUIRIES AS A CONSEQUENCE OF SUPERVISORY 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 an administrative sanctioning procedure. If applicable, the General Compliance Intendancies may conduct additional inspections or investigations of the reported indications. In the case of possible infractions in the scope of the Regulation of Financial Participatory Financing Activity and its Managing Companies, the preliminary inquiries are conducted by the General Intendancy of Research and Innovation, a unit that, if sufficient indications of possible administrative infractions exist, will determine whether or not to initiate an administrative sanctioning procedure. (…)».

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24. That, it should be noted that the Issuer, through regularization of the material fact of 28 March 2023, presented on 06 April 2023, specified that said transfer was made on 24 March 2023, the purchasing company being Cervesur, which increased its participation from 82.84% to 97.05% of the total common shares of Creditex. At the time of the transaction, Cervesur was the controlling shareholder of the Issuer and they form part of the same economic group. (Highlight added);

25. That numeral 9.2 of article 9 of the Regulation of Material Facts establishes that:

“It is presumed that an Issuer has knowledge of a material fact related to it when said fact originates in its own organization or controlling shareholder; when it is communicated or informed of the occurrence of the fact or it is a fact that has been publicly disclosed or disseminated. Additionally, it is considered that an Issuer has knowledge of a material fact related to it that originates in the controlling entity of its economic group, when there are reasonable indications that its principal officers have become aware of the fact or if the Issuer could reasonably have known it”;

26. That, in that sense, it is verified that Cervesur is the controlling shareholder of Creditex, since it holds ownership of rights that allow, directly or indirectly, exercising the vote with respect to more than fifty percent (50%) of the shares or participations representing the share capital - it increased its participation from 82.84% to 97.05% of the total common shares of Creditex - consequently, given this information it can be supported that the presumption provided in numeral 9.2 of article 9 of the Regulation of Material Facts is validated and the obligation is generated on the part of Creditex, with respect to communicating the material facts that are generated in its controlling shareholder;

27. That, on the other hand, the Issuer refers to its compliance history and that it has always complied with its obligations; in turn, it acknowledges its responsibility for the infraction incurred.

28. That, in accordance with the foregoing, in the written defense, the Issuer stated that it accepted the delay in the presentation of the material fact and indicated that it is implementing the necessary procedures to improve the sending of information to the market.

29. That, from the Integrated Registry and Supervision System (hereinafter, SIRYS) of the SMV, the Issuer registered its securities in the securities market, through CONASEV Resolution No. 488-95-EF/94.10 of 28 November 1995. Likewise, from the information obtained from the Annual Report for fiscal year 2023, the Issuer's share capital is represented by 163 194 418 voting common shares with a nominal value of S/ 1,00 each, fully subscribed and paid. Complementary to this, the referred Annual Report indicates that the percentage participation of shareholders with 5% or more of the capital, with respect to the total shares, is as follows:

PERU Ministry of Economy and Finance
SMV
Superintendency of the Market of 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"

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Source: Annual Report 2023

30. That, from the foregoing, it is appropriate to point out the importance of rigorously complying with the established regulations to guarantee the timeliness in the communication of material facts. Likewise, complying with these regulations strengthens confidence in the market and protects the interests of investors. Accordingly, having proven the conduct constituting the aforementioned infraction and determined the administrative responsibility of the Issuer, it is appropriate in this case to analyze the proposed sanction;

V. DETERMINATION OF THE SANCTION

31. That, it should be noted that the breach regarding the untimely communication of the material fact is typified in subsection 3.1 of numeral 3 of Annex I of the Sanctions Regulation, which establishes that it constitutes a serious infraction: “To submit, outside the established deadline, or to do 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 facts and annual reports.” (Underline added).

32. That, in relation to sanctions, in accordance with article 35 of the Sanctions Regulation, minor infractions are punishable with a warning or a fine of no less than one (1) UIT and up to twenty-five (25) UIT;

SANCTION CRITERIA

33. That, for the purposes of analyzing the corresponding sanction for this type of breach, the Criteria applicable to the administrative sanctioning procedure for breach of the rules regulating the submission of periodic or occasional information, approved by SMV Resolution No. 006-2012-SMV/01, in force at the time of the commission of the infractions (hereinafter, Special Sanction Criteria), must be taken into account;

34. That, it should be noted that by article 1 of SMV Resolution No. 007-2023-SMV/01 of 04 September 2023, the Gradualness Regime of Sanctions for late submission of financial information, annual report and material facts (hereinafter, New Gradualness Regime of Sanctions) was approved, whose article 4 provided for its entry into force as of 01 January 2024; and in article 2 of the aforementioned Resolution the Special Sanction Criteria are repealed;

35. That, in view of the foregoing and considering that the regulations have been modified during the processing of this PAS, it is appropriate to analyze whether in the present case the provisions of the New Gradualness Regime

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of Sanctions by virtue of the Principle of Favorable Retroactivity, established in numeral 5 of article 248 of the TUO of the LPAG, which states that: “(…) the sanctioning provisions in force at the time the administered party incurs the conduct to be sanctioned are applicable, unless subsequent ones are more favorable to it”;

36. That, in that sense, for the purposes of the sanction the aforementioned rules are consistent with the provisions of numeral 3 of article 2484 of the TUO of the LPAG and article 3445 of the TUO of the LMV, which develop the criteria for grading the sanction: (i) the sanction history of the issuer, (ii) recidivism, (iii) the circumstances of the commission of the infraction, (iv) the economic harm caused and its repercussion on the market, (v) the illicit benefit resulting from the commission of the infraction, (vi) the probability of detection of the infraction, (vii) the severity of the damage to the public interest and/or protected legal interest and (viii) the existence or not of intentionality in the conduct of the offender;

37. That, in relation to the severity of the damage to the public interest and/or protected legal interest, it should be noted that the timely submission of periodic or occasional information by the issuers of securities registered in the RPMV constitutes a fundamental obligation in the transparency of the securities market, by ensuring that all market participants make their investment decisions adequately informed. Consequently, although a severity of damage to the public interest is not evidenced, the breach of the obligation to inform the market within the deadlines by the issuers affects the transparency of the market, which is considered a protected legal interest;

38. That, in relation to the offender's antecedents, it should be noted that the offender's antecedents are the sanctions that have been 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. In application of said criterion, it has been verified that the Issuer does not record sanction antecedents, in accordance with what was evaluated in the Report;

39. That, with respect to recidivism for the commission of the same infraction, literal b) of article 25 of the Sanctions Regulation establishes that the final sanction imposed by the SMV within the period of one (1) year prior to the commission of the infraction to be sanctioned is taken into account. In this regard, from the verification carried out in the SMV Sanctions System, it is verified that there is no recidivism on the part of the Issuer in accordance with what was evaluated in the Report;

40. That, in relation to the circumstances of the

[4] “Article 248.- Principles of the administrative sanctioning power (…) 3. Reasonableness. - The authorities must foresee that the commission of the sanctionable conduct does not turn out to be more advantageous for the offender than complying with the infringed rules or assuming the sanction. However, the sanctions to be applied must be proportional to the non-compliance qualified as an infraction, observing the following criteria that are indicated for the purposes of their grading (…).”

[5] “Article 344.- Criteria to Consider. - The administrative sanctions imposed must take into account the offender's record, the circumstances of the commission of the infraction, the harm caused and its impact on the market, and shall be classified according to the aforementioned criteria as very serious, serious or minor.”

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commission of the infraction, it has been verified that the Issuer communicated and submitted late the material fact regarding the transfer of shares – changes in shareholding greater than 10% - which occurred on 24 March 2023 and was reported on 28 March 2023, with four (4) days of delay;

41. That, in relation to the economic harm caused and its impact on the market, it must be stated that there is indeed harm that affects the market because the failure to disseminate relevant information such as the material fact in a timely manner produces an impairment of the transparency of the securities market, which is considered a protected legal interest. And, although a delay in the submission of information is noted that could be understood as an impairment of market transparency, in the present case, this would be minimal;

42. That, in relation to the illicit benefit resulting from the commission of the infraction, there are insufficient elements to indicate that the Issuer obtained an illegal benefit as a consequence of the commission of the infraction under evaluation;

43. That, in relation to the probability of detection of the infraction, it must be noted that the failure to timely submit periodic or occasional information is verified through internal control systems, so the probability of detection is high;

44. That, in relation to the existence or not of intent in the offender's conduct, it can be stated that there are insufficient elements to indicate that the Issuer acted with intent in the commission of the infractions, so this criterion would not have been met. However, it must be noted that although there is no evidence to indicate that the Issuer acted with intent, it can be affirmed that the Issuer's conduct was negligent, by not having acted with the diligence required in the face of obligations already known to the Issuer;

45. That, in addition to the foregoing, it should be noted that in the present PAS it has been verified that no exemptions or mitigating circumstances of liability established in article 257 of the TUO of the LPAG6 have been presented,

[6] “Article 257.- Exemptions and mitigating circumstances of liability for infractions 1.- The following constitute conditions exempting liability for infractions: a) Duly proven fortuitous event or force majeure. b) Acting in compliance with a legal duty or the legitimate exercise of the right of defense. c) Mental incapacity duly proven by the competent authority, provided that it affects the ability to understand the infraction. d) The mandatory order of a competent authority, issued in the exercise of its functions. e) The error induced by the Administration or by a confusing or illegal administrative provision. f) The voluntary correction by the possible sanctioned party of the act or omission imputed as constituting an administrative infraction, prior to the notification of the imputation of charges referred to in subsection 3) of article 235. 2.- The following constitute conditions mitigating liability for infractions: a) If, once an administrative sanctioning procedure has been initiated, the offender expressly and in writing acknowledges its responsibility. In cases where the applicable sanction is a fine, it is reduced to an amount not less than half of its amount. b) Others established by special rule.”

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in accordance with articles 267 and 278 of the Sanctions Regulations;

On the application of the sanction of admonition

46. That, in relation to the sanction to be proposed, it is noted that subsection (ii) of numeral 4.2 of the Special Sanction Criteria details as a guideline for the application of the sanction of admonition, the concurrence of the following assumptions: “(i) the impairment of market transparency is minimal; ii) the infraction committed has not caused concrete harm to investors or associates; (iii) the offender has no record or, if it has one, it involves infractions classified as minor offenses imposed in the four (4) years prior to the commission of the infraction under evaluation; (iv) the offender has not obtained a benefit from its illegal conduct; and (v) it has not been proven that the offender acted with intent in the commission of the infraction.”;

47. That, furthermore, it should be specified that these guidelines for the application of the sanction of admonition are also set forth in subsection 6.1 of article 6 of the New Regime of Gradualness of Sanctions under the same terms, except for what refers to the offender's record and recidivism set forth in the new rule as follows: “a. When the impairment of 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 right; b. The infraction committed has not caused a specific harm to investors or associates; c. The offending subject has no prior records or, if any, 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 offending subject is not a repeat offender; e. The offender has not obtained benefits from their administrative infraction; and, f. It has not been proven that the offender acted with intent in the commission of the infraction.”;

48. That, considering the foregoing and taking into account the

[7] “Article 26.- MITIGATING CONDITIONS OF LIABILITY FOR INFRACTIONS The following constitute mitigating conditions of liability for infractions: a) Express and written acknowledgment of responsibility by the offender, once the administrative sanctioning procedure has begun. When the applicable sanction is a fine, it is reduced, taking into account the following: (…) 3. If the acknowledgment is submitted after the expiration of the period granted to submit allegations to the instruction report and before the issuance of the sanction resolution, the reduction amount shall be ten percent (10%).”

[8] “Article 27.- EXEMPTING CONDITIONS OF LIABILITY FOR INFRACTIONS The following constitute exempting conditions of liability for infractions: a) Fortuitous event, force majeure or another exceptional situation that, in the opinion of the SMV, is comparable to a duly proven fortuitous event or force majeure. b) Acting in compliance with a legal duty or the legitimate exercise of a right of defense. c) Mental incapacity duly proven by the competent authority, provided that it affects the ability to understand the infraction. d) The mandatory order of a competent authority, issued in the exercise of its functions. e) The error induced by the Administration or by a confusing or illegal administrative provision. f) The voluntary correction by the possible sanctioned party of the act or omission imputed as constituting an administrative infraction, prior to the notification of the imputation of charges referred to in subsection 3) of article 253 of the LPAG and provided that no communication demanding compliance with the obligation has been sent”.

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regulatory modifications occurring during the processing of this PAS, in accordance with the Principle of Favorable Retroactivity, and as mentioned above, it is appropriate to apply the sanctioning provisions in force at the time the administered party incurred the conduct subject to sanction, insofar as subsequent provisions are not more favorable;

49. That consequently, in this PAS it is not observed that the Issuer has incurred the aggravating factors related to prior sanction records, recidivism, proof of quantifiable harm, a serious impact on the market, having obtained an illegal benefit or intent in the commission of the infraction, therefore it has been verified that the infraction subject to charge simultaneously meets the conditions established in subsection ii) of numeral 4.2 of the Special Sanction Criteria, in force at the time of the commission of the infractions.

50. That, in consideration of the Special Sanction Criteria and the evaluation carried out by this Deputy Superintendency, it is appropriate to impose on the Issuer as a sanction one (01) warning for having communicated extemporaneously the material fact referring to the share transfer carried out on 24 March 2023 – transfer of 23, 180,316, common shares issued by CREDITEX S.A.A. in the name of Amarante Investment N.V. representing 14.2041% of the share capital in favor of Corporación Cervesur S.A.A. - which should have been communicated that same day; however, it was communicated extemporaneously on 28 March 2023;

51. That, the Issuer is reminded that final resolutions of sanctions imposed by competent authorities must be reported as material facts, within the framework of the provisions of article 5 of the Regulation of Material Facts, and;

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

RESOLVES:

Article 1.- Declare that Creditex S.A.A. has incurred one (01) infraction of a minor nature, classified in subsection 3.1 of numeral 3 of Annex I of the Sanctions Regulation, approved by SMV Resolution No. 035-2018-SMV/01, for having failed to communicate extemporaneously the material fact referring to the share transfer - shareholding greater than 10% - carried out on 23 March 2023.

Article 2.- Sanction Creditex S.A.A. with one (1) warning, 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 reconsideration appeal, an administrative remedy recognized in article 218 of the Single Ordered Text of Law No. 27444, General Administrative Procedure Law, approved by Supreme Decree No. 004-2019-JUS, within a period of fifteen (15) business days

Electronically signed document within the framework of 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

counted from the day following its notification, as it is a single-instance procedure.

Article 4.- In the event that this Resolution is not subject to challenge, it must be published on the “Institutional Page of the SMV on the Single Digital Platform of the Peruvian State for Citizen Orientation (www.gob.pe/smv)”, in compliance with 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 Sanctions Regulation, approved by SMV Resolution No. 035-2018-SMV/01.

Article 5.- Transcribe this Resolution to Creditex S.A.A.

Register, communicate and publish.

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