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Superintendency Resolution Adjunct SMV No. 017-2024-SMV/11

Lima, 18 de marzo de 2024

Summary: The reconsideration appeal filed by NEXA RESOURCES ATACOCHA S.A.A. against Superintendency Resolution Adjunct SMV No. 108-2023-SMV/11 is declared unfounded

Administrado :	NEXA RESOURCES ATACOCHA S.A.A.
Asunto :	Administrative Sanctioning Procedure
Expediente N° :	2023000490
	The Acting Deputy Superintendent of Supervision of
Conductas de Mercados

VISTOS:

Administrative File No. 2023000490, which contains, among others, the reconsideration appeal dated 13 November 2023, filed by Nexa Resources Atacocha S.A.A. (hereinafter, the Issuer) against Superintendency Resolution Adjunct SMV No. 108-2023-SMV/11 dated 20 October 2023 (hereinafter, the Challenged Resolution) which resolved to sanction the Issuer with two (2) warnings and a total fine of 8.22 UIT; and Report No. 1635-2023-SMV/11.2 (hereinafter, the Report), issued by the General Directorate of Conduct Compliance (hereinafter, the IGCC) of the Deputy Superintendency of Market Conduct Supervision (hereinafter, the SASCM), as well as, after hearing the statements made by the Issuer's representatives on 18 January 2024;

CONSIDERANDO:

I. FUNCIÓN Y COMPETENCIA DE LA SASCM

1. That, Administrative File No. 2023000490 contains the documentation and information relating to an administrative sanctioning procedure (hereinafter, PAS), which has been brought to the attention of the SASCM in compliance with the exercise of the supervisory function and the sanctioning authority of the Superintendency of the Securities Market – SMV, established in the Consolidated Text of its Organic Law, Decree Law No. 26126 (hereinafter, LOSMV), and in the Single Ordered Text of the Securities Market Law, Legislative Decree No. 861,

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approved by Supreme Decree No. 020-2023-EF (hereinafter TUO LMV)1; as well as by the provisions of the Regulations on Sanctions, approved by Resolution SMV 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, approved by Supreme Decree No. 216-2011-EF (hereinafter ROF-SMV), in the sense that it is a specific function of the SASCM to resolve reconsideration appeals against the resolutions it issues;

II. HECHOS

2. That, through the Challenged Resolution, it was decided to sanction the Issuer with two (2) warnings and a total fine of 8.22 UIT, for having incurred in seven (7) minor infractions, typified in item 3.1 of section 3 of Annex I of the Regulations on Sanctions, according to the following table:

N°	Detalle	Sanción
I	To communicate out of time the material fact referred to the suspension of operations of the Atacocha Mining Unit due to the temporary suspension of vehicular traffic as part of the protests of the Joraoniyoc Community.	Multa 2.1 UIT S/ 9,030.00
II	To communicate out of time the material fact referred to the suspension of operations at the Atacocha Mining Unit, due to the blockage of vehicular access as part of the protest activities of the Machcan community.	Warning (reconsidered extent)
III	To communicate out of time the material fact referred to the convening of the General Shareholders' Meeting.	Archivado
IV	Communicate belatedly the material fact referred to in Superintendencia Adjunta SMV Resolution No. 094-2021-SMV/11.	Warning (reconsidered point)
V	Communicate belatedly the material fact referred to the cessation of Mr. Tito Botelho Martins Junior from the position of Director.	Fine 1.53 UIT S/ 6,732.00
VI	Communicate belatedly the material fact referred to the appointment of	Multa

[1] By 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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	Mr. Juan Rosado Gómez de la Torre to the position of Director.	1.53 UIT S/ 6,732.00
VII	Communicate belatedly the material fact referred to the cessation of Mr. Jorge Miguel Bonilla Benito from the position of General Manager.	Fine 1.53 UIT S/ 6,732.00
VIII	Communicate belatedly the material fact referred to the appointment of Mr. Julio Cesar Luna Caballero to the position of General Manager.	Fine 1.53 UIT S/ 6,732.00

3. That, by brief submitted on 13 November 2023, the Issuer filed a reconsideration appeal against sanctions (II) and (IV) detailed in the Challenged Resolution, requesting that its administrative appeal be declared founded;

4. That, by Memorandum No. 4808-2023-SMV/11 of 14 November 2023, the Office of the Deputy Superintendency of Market Conduct Supervision (SASCM) informed the IGCC of the reconsideration appeal filed against the Resolution;

5. That the arguments of the reconsideration appeal filed by the Issuer have been evaluated in the Report by the IGCC, which has been submitted to the SASCM;

6. That, in observance of the provisions of article 18 of the Sanctions Regulation2, by means of Official Letter No. 5564-2024-SMV/11, notified on 6 December 2023, the Report was sent to the Issuer, so that it may submit its arguments regarding it, within a period of five (5) business days, which were submitted and will be evaluated in this Resolution;

7. That, by means of Official Letters No. 5774-2023-SMV/11 and No. 085-2024-SMV/11 of 20 December 2023 and 8 January 2024, the SASCM scheduled for 18 January 2024, at the request of the Issuer, the exercise of the right to speak by its representatives before officials of the SASCM, an oral report that was held on that date, with the corresponding minutes being signed, which is in the present file, in which the Issuer reiterated what was stated in its reconsideration appeal and its arguments;

III. ISSUES TO BE DETERMINED

[2] «Article 18.- Reconsideration and appeal The sanctioned party may file a reconsideration or appeal against the decision of the respective Deputy Superintendency, except in cases that are processed in a single instance, where only a reconsideration appeal may be filed. If a reconsideration appeal is filed, the Deputy Superintendent notifies the administered party of the report of the General Intendancy of Compliance that contains the opinion on the appeal filed, so that it may formulate its arguments within a period of no less than five (5) days, counted from the day following the aforementioned notification. (…)» (Underlining and emphasis added).

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8. That it is appropriate to determine whether or not it is proper to reconsider what was resolved in the Challenged Resolution;

IV. ANALYSIS

4.1 Of the reconsideration appeal

9. That, first, it must be specified that the administrative sanctioning procedures related to the timeliness in the submission of periodic and occasional information must be processed in a single instance, that is, in charge of the SASCM, in accordance with the provisions of article 43 of the ROF-SMV3;

10. That, in accordance with the provisions of article 2184 of the Single Ordered Text of Law No. 27444, General Administrative Procedure Law, approved by Supreme Decree No. 004-2019-JUS (hereinafter, TUO of the LPAG), the reconsideration appeal must be filed within the peremptory period of fifteen (15) days from notification of the challenged administrative act, and must comply with the requirements set forth in articles 1245, 2196, 2217 of the same Law;

[3] «Article 43.- The specific functions of the Deputy Superintendency of Market Conduct Supervision are: (…) 14. Impose sanctions in a single administrative instance for the commission of infractions regarding the timeliness in the submission of periodic and occasional information, whose compliance control corresponds to the Deputy Superintendency of Market Conduct Supervision; (…)».

[4] «Article 218.- Administrative appeals 218.2 The term for filing appeals is fifteen (15) peremptory days and they must be resolved within thirty (30) days».

[5] «Article 124.- Requirements of writings Every writing submitted to any entity must contain the following: 1. Full names and surnames, domicile and National Identity Document number or foreigner's card of the administered party, and, where applicable, the capacity of representative and of the person represented. 2. The concrete expression of what is requested, the factual grounds supporting it and, when possible, the legal grounds. 3. Place, date, signature or digital fingerprint, in case of not knowing how to sign or being impeded. 4. The indication of the body, entity or authority to which it is addressed, understood as such, as far as possible, the authority closest in rank to the user, according to the hierarchy, with competence to hear and resolve it. 5. The address of the place where notifications of the procedure are to be received, when different from the real domicile stated under numeral 1. This designation of domicile takes effect from its indication and is presumed to subsist, as long as its change is not expressly communicated. 6. The list of documents and annexes accompanying it, indicated in the TUPA. 7. The identification of the file of the matter, in the case of procedures already initiated.»

[6] «Article 219.- Reconsideration appeal The reconsideration appeal shall be filed before the same body that issued the first act that is the subject of the challenge and must be supported by new evidence. In the case of administrative acts issued by bodies that constitute a single instance, new evidence is not required. This appeal is optional and its non-filing does not prevent the exercise of the appeal».

[7] «Article 221.- Requirements of the appeal The written appeal must state the act being appealed and must comply with the other requirements set forth in article 124».

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11. That, in the present case, it is observed that the Challenged Resolution was notified on 20 October 2023 to the Issuer, and the appeal was filed on 13 November 2023, that is, it was submitted within the established legal period;

12. That, it should be noted that the other requirements for filing the appeal for reconsideration, established by article 221 in conjunction with article 124 of the TUO of the LPAG, have been verified and fulfilled; therefore, the evaluation of this appeal for reconsideration is appropriate;

13. That, the Issuer filed an appeal for reconsideration against the Challenged Resolution regarding the part that resolved to sanction with two (2) warnings for the late communication of the material facts related to the suspension of operations at the Atacocha Mining Unit due to a road blockade by the Machcan community (Infraction II); and, Resolution Superintendencia Adjunta SMV N° 094-2021-SMV/11 (Infraction IV);

A. INFRACTION (II).- COMMUNICATING IN AN UNTIMELY MANNER THE MATERIAL FACT RELATED TO THE SUSPENSION OF OPERATIONS AT THE ATACOCHA MINING UNIT

On the alleged inadequate motivation of the Challenged Resolution

14. That, in this regard, the Issuer states the following:

"(a) On 3 March 2021, the Machcan Community began protest actions. These actions, at this specific moment, remained in what the specialized literature on social conflict calls 'low-intensity protest actions', that is, the antagonistic position of part of the community and its organizations became evident, but no act that had an effect or disturbed Atacocha's activities had yet been carried out by it.

(b) This 'low-intensity' situation remained in effect until 11 March 2021, the day on which the community adopted forceful measures, interrupting traffic on the road access to the Atacocha processing plant, suspending mining production at the San Gerardo open pit.

(c) At all times Atacocha monitored the situation, in order to determine at what moment a fact of significant influence occurred that warranted the disclosure of a material fact.

(d) That moment arrived on 11 March 2021, and was determined by the following analysis:

(i) On 11 March 2021, members of the Machcán community illegally interrupted free transit on the access road to the Atacocha processing plant.

(ii) As a consequence, Atacocha was forced to suspend its mining production at the open pit San Gerardo in the Atacocha Mining Unit, limiting its activities to critical operations with a minimum workforce that would guarantee adequate maintenance, safety and protection.

(iii) The suspension of activities at the San Gerardo open pit implies, obviously, an impact on Atacocha's activities.

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(iv) The suspension of activities at the San Gerardo open pit implies a disruption to Atacocha's business.

(v) The suspension of activities at the San Gerardo open pit implies an impact on Atacocha's results.

(vi) Item 31 of the Annex, used as a reference and support for the analysis, in accordance with the provisions of item 5.1 of article 5 of the Regulation, states that strikes, interruptions or unforeseen cessations of productive activity that may have a significant effect could qualify as material facts. On 11 March 2021, the protest activities, for the first time, had a significant effect.

(vii) Considering all of the above and based on the provisions of articles 3, 4 and 5, and in compliance with the Duty of Diligence established in article 6 of the Regulation, Atacocha communicated the material fact reporting the suspension of activities, which is recorded in file No. 2021009214.

(viii) Likewise, and in accordance with article 10 of the LMV, which states that issuers must communicate their information truthfully, sufficiently and in a timely manner, Atacocha reported that the protest activities began on the 3rd, but only on the 11th did they escalate to the point of having a significant effect or significant influence such that it warranted the disclosure of a material fact.";

15. That, in accordance with the foregoing, the Issuer maintains that "THE [Challenged] RESOLUTION HAS NOT ADEQUATELY MOTIVATED ITS CONCLUSION REGARDING ATACOCHA'S RESPONSIBILITY IN RELATION TO CHARGE II)", for communicating in an untimely manner the material fact related to the stoppage of activities at the Atacocha Mining Unit, due to the road blockade by the Machcan community;

16. That, additionally, the Issuer states the following:

"(26) In accordance with the provisions of article 6 of the TUO of the LPAG, the motivation of an administrative act consists of the concrete and direct relationship between proven facts and legal and regulatory reasons that support the decision adopted.

(27) In relation to the first element, the Resolution has been based solely on one fact, the Material Fact disclosed by Atacocha on 11 March 2021, highlighting that it includes the following text: its protest activities that have been ongoing since 3 March 2021.

(28) Then, in relation to the second element, the legal and regulatory reasons that, related concretely and directly to the proven facts, support the administrative decision, the Resolution only refers to item 31 of the Annex, indicating that, according to this item, facts are communicated when they refer to protest activities that may have a significant impact on the Issuer's activities, which is what happened in this case.

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(29) The Resolution is not clear, but from this exposition it can be inferred that the implicit reasoning is that: given that Atacocha has acknowledged that the protests began on 3 March and that numeral 31 of the Annex states that protests that may have a significant effect must be reported as a material fact, Atacocha should have reported the start of the protests as a material fact. Therefore, the Resolution:

(a) Has ignored all our arguments and reasons, written and oral, regarding how the protest began, how it escalated and how only as of 11 March did it have a significant impact.

(b) Has ignored the provisions of numeral 5.1 of article 5 of the Regulation, which EXPRESSLY STATES that the assumptions contained in the Annex constitute AN ENUNCIATIVE AND REFERENTIAL LIST, and in no way exempt the issuer from carrying out a materiality analysis. Although article 5 of the Regulation is considered within the applicable regulations on which the decision is based, it is never cited in the analysis of charge ii) even though it has been expressly alleged by Atacocha and is fundamental to the present case.

(c) Has ignored the fact that Atacocha could not foresee on 3 March what would happen on 11 March. Social conflicts linked to mining activity are not predictable and each one has its own dynamics (…)

(d) Does not contain an express and direct relationship between the proven facts and the cited norm, so much so that it requires an analysis on our part to find the implicit reasoning.

(e) Has not carried out a materiality analysis in accordance with the provisions of articles 3 and 4, nor has it at any time even indicated how the criteria established in these articles relate to the case, even though these are an essential part of the Regulation and the regulations applicable to material facts.

(f) Has provided a long explanation regarding the importance of information in the market, a fact that has never been in dispute nor has been questioned by Atacocha. The discussion in the present case focuses on when the protest measures of the Machcán community had a significant influence and qualified as a material fact, in accordance with the applicable rules, that is, articles 3 and 4 of the Regulation. In this regard, the Resolution does not contain a single justification in this respect.”;

17. That, in this regard, the Issuer states the following: “(31) (…), Atacocha has carried out a detailed and constant analysis of the facts related to the protest of the Machcán community. If the SASCM considers that this analysis was insufficient or erroneous, it is incumbent upon it to justify said decision by indicating which part of said analysis it considers erroneous or, failing that, that, in accordance with the proven facts, it carry out its own analysis, as required by articles 3 and 4 of the Regulation. It is not possible to state that numeral 31 of the Annex is sufficient legal support when the same Regulation has stated that said Annex is enunciative and referential. It should not be given a value beyond that which the Regulation itself expressly grants it.”;

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On the alleged violation of the rights of defense and due process and the disregard of the principle of lawfulness

18. Likewise, in its reconsideration, the Issuer maintains that “(…) the Resolution VIOLATES OUR RIGHT OF DEFENSE AND RIGHT TO DUE PROCESS IN ADMINISTRATIVE PROCEEDINGS BY IMPROPERLY REVERSING THE BURDEN OF PROOF (…)”

19. In this regard, the Issuer states the following:

“(38) (…) the Resolution states: ‘In this sense, although the Issuer considers that the material fact was reported in a timely manner because it was disseminated once they were actually affected; it is considered that the argument alleged by this Issuer is insufficient to rebut the charge formulated since, in accordance with numeral 31 of Annex 1 of the Regulation on Material Facts, it is clear in stating that the facts are reported when they refer to protest activities that may have a significant impact on the Issuer's activities, which is what happened in the present case.’

(39) In this regard, the Resolution clearly adopts an illegal position by establishing a rule of culpability, expressly establishing a rule of culpability according to which it is Atacocha that must rebut the charges imputed instead of the Intendencia General de Cumplimiento de Conductas being the one that has the burden of demonstrating that Atacocha acted outside of what the rules establish. It is not for Atacocha to rebut the charges imputed to it, but rather it is for the administrative body to rebut the presumption that Atacocha has acted outside the law, which necessarily implies DEMONSTRATING AND ADEQUATELY MOTIVATING the reasons on which its position is based, and the reasons why Atacocha's arguments are not correct.

(40) It should be noted that this rule of culpability is not restricted to an inadequate use of language in the Resolution, but extends to the entire legal reasoning on which the sanction decision adopted by the SASCM is based. Therefore, in order to safeguard due process in administrative proceedings, as well as Atacocha's right of defense, the Resolution must be reformulated, and the administration is obliged to provide all factual and legal reasons that rebut the presumption of lawfulness enjoyed by Atacocha's conduct”;

20. That, additionally, the Issuer presents arguments reiterating what was stated in its reconsideration brief and adding the following:

• “(a) IT IS NOT CORRECT TO STATE THAT ALL THE CASES CONTAINED IN THE ANNEX HAVE PER SE SIGNIFICANT TRANSCENDENCE AND/OR INFLUENCE

The Annex, as expressly established by the Regulation, contains a list of cases of an enunciative and referential nature

o Enunciative (as opposed to exhaustive), in the sense that it is not a closed list.

o Referential (as opposed to mandatory), in the sense that it is not a legal provision of obligatory compliance, but rather a

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guide so that the Issuer can carry out its analysis in accordance with the provisions of articles 3 and 4 of the Regulation (as expressly REQUIRED by numeral 5.2 of article 5 of the Regulation) (…) As can be seen, there are cases in the Annex that will always qualify as a material fact, but there are also others that do not, which require additional analysis on the part of the Issuer in order to determine whether or not they meet the criteria of articles 3 and 4 of the Regulation. [quotes article 5, numeral 5.2 of the Regulation on Material Facts]”.

• “(b) STATING THAT THE LIST IN ANNEX 1 IS AN ENUNCIATIVE AND REFERENTIAL LIST DOES NOT EMPTY THE MATERIAL FACTS OF CONTENT, IT IS COMPLYING WITH WHAT THE LAW PROVIDES (…)

[Quotes article 5, numeral 5.1 of the Regulation on Material Facts] Thus, both Nexa and the SMV are obliged to accept the qualification of Annex 1 as an “enunciative and referential list”, since the Regulation itself so determines, and said qualification is the one that must be used in the application of said regulation in the present case”.

• “(c) IT CORRESPONDS TO THE ISSUER TO DETERMINE WHAT INFORMATION QUALIFIES AS A MATERIAL FACT WITHIN THE FRAMEWORK OF THE PROVISIONS OF THE REGULATION ON MATERIAL FACTS. (…)

In this regard, it is worth noting that it does correspond to the issuer to carry out the evaluation of what information qualifies or not as a material fact, and this does not distort the purpose of the Regulation nor does it imply a permanent absence of information, but rather it is appropriate to apply the procedure established in the Regulation for the qualification and communication of material facts.

[Paraphrases articles 3, 4 and 6 of the Regulation on Material Facts]

It should also be noted that the SMV has indicated this in previous cases. Thus, in Deputy Superintendency Resolution 019-2023-SMV/10 of 02 May 2023, recital 61, the Deputy Superintendency for Prudential Supervision has stated the following:

“It should be noted that although articles 3 and 4 of the RHI define what can be understood as a material fact, and the Annex of the RHI contains a list of facts, acts, agreements and decisions, whose purpose is to facilitate the identification, qualification and classification of information that could qualify as a material fact, it must be stated that said annex maintains its referential and enunciative nature; therefore, the supervised entities – within their due diligence – can determine those situations that although not listed in the aforementioned

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provisions, could qualify as a material fact, as established by article 5, numerals 5.2 and 5.3 of the RHI and as the securitization company itself determined with respect to the fact described in letter c) of the Letter of Charges. (Emphasis ours).

As can be seen, the SMV itself has recognized that Annex 1 has an ENUNCIATIVE AND REFERENTIAL nature and that IT CORRESPONDS TO THE ISSUER, WITHIN ITS DUE DILIGENCE, TO DETERMINE THOSE SITUATIONS THAT QUALIFY AS A MATERIAL FACT”.

• “(d) THE POSITION ESTABLISHED IN THE REPORT DIRECTLY CONTRADICTS WHAT WAS ESTABLISHED BY THE SMV IN JOINT REPORT 153-2014-SMV/11/06/10/12. (…) [Quotes Joint Report 153-2014-SMV/11/06/10/12 dated 14 March 2014 (File 2014004160), Section II “Analysis”, numeral 4] As can be seen from this text, during the public consultation process of the Regulation, CONFIEP and PROCAPITALES proposed that the list contained in the Annex be mandatory and not require additional evaluation, a position similar to the one included in the Report, where it is indicated, with respect to the list contained in the Annex, that there is no fact, act, agreement or negotiation that. However, the SMV rejects this proposal and expressly indicates the following:

  o The list in the Annex is referential and enunciative.

  o The inclusion of a case in the list is not a condition per se for said case to be a material fact, but rather a subsequent evaluation is required.

  o It corresponds to the issuer to evaluate and qualify whether certain information is a material fact, applying the tools (enunciative list and evaluation parameters) established in the Regulation (articles 3 and 4)”.

• “(e) ACCEPTING THE POSITION OF THE REPORT IMPLIES ADOPTING AN INTERPRETIVE POSITION CONTROVERSIAL WITH THE POSITION ADOPTED BY THE SMV'S BOARD OF DIRECTORS, GOING BEYOND THE APPLICATION OF THE REGULATION. As we have demonstrated, both the Regulation, the SMV precedents as well as the position of the SMV bodies that drafted the Regulation, a position that was later adopted as the official interpretation of the SMV Board of Directors, this being the only SMV body with the powers to officially interpret the rules it issues”.

• It points out that “we disagree that, from the perspective of due process, we can only argue whether the non-compliance was due to force majeure, fortuitous event or another exceptional circumstance. Rather, we consider that a statement like this requires clear legal support that unfortunately does not appear in the Report”.

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B. INFRINGEMENT (IV).- COMMUNICATE IN AN UNTIMELY MANNER THE MATERIAL FACT REFERRED TO IN DEPUTY SUPERINTENDENCY RESOLUTION SMV N° 094-2021-SMV/11

Regarding the alleged violation of the principle of typicity

21. That, in its reconsideration, the Issuer maintains that “(…)THE RESOLUTION VIOLATES THE PRINCIPLE OF TYPICITY ESTABLISHED IN NUMBER 4 OF ARTICLE 248 OF THE TUO OF THE LPAG, VIOLATING THE RIGHTS OF ATACOCHA.”;

22. In this regard, the Issuer states the following:

“(54) (…) we can indicate that, by provision of the second paragraph of number 4 of article 248, the Principle of Typicity is not limited to the requirement that the sanction be typified, but rather it must originate from a legal or regulatory norm that imposes obligations on a private individual; it is a direct relationship between substantive and adjective norms, in which the substantive norm is the one that defines what type of information is a material fact (articles 3 and 4 of the Regulation) and the adjective or procedural norm is the typification of not communicating material facts as a sanction.

(…)

(55) when it is determined whether an issuer has fallen within the factual assumption of ‘not communicating material facts’, the administration must consider both that the conduct has been typified as a sanction (adjective norm) and that the facts contained in the conduct are within the limits established by the substantive norm that created the obligation, in this case, by the content that articles 3 and 4 have given to the concept ‘material fact’. By virtue of the principle of Typicity, in both extremes, the administration is prohibited from making ANALOGICAL OR EXTENSIVE INTERPRETATIONS, since otherwise, it would be violating this principle and vitiating the entire sanctioning procedure.”

“(57) In this regard, Atacocha must point out that WHAT IS STATED IN THE RESOLUTION IS NOT CORRECT REGARDING THAT ATACOCHA HAS ONLY CONSIDERED THE QUANTITATIVE ELEMENT IN ITS ANALYSIS, Atacocha has considered the only effect of Resolution 94 (which is to make the fine final), because it is the fact that has occurred. And said effect has been compared WITH ALL THE CRITERIA ESTABLISHED IN ARTICLE 4 OF THE REGULATION, BY THE SMV, TO DETERMINE THE SIGNIFICANCE AND, THEREFORE, THE QUALIFICATION OF MATERIAL FACTS.”

(58) There is no doubt that there are other criteria, such as those indicated in the Resolution (relevance for minority shareholders, effects on operations and reputation) that could also be relevant for the qualification of a material fact. But if that is the intention of the SMV, it is appropriate that a modification be made to the Regulation so that new criteria are added, so that all administered parties can access them and take them into consideration in their analysis.

(59) What is not possible and directly collides with the Principle of Typicity is to sanction Atacocha for not having used criteria THAT ARE NOT CONTAINED IN THE NORM. This is clearly an extensive interpretation

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of article 4 that the SASCM is making and therefore IS PROSCRIBED BY ARTICLE 248, NUMBER 4 OF THE TUO OF THE LPAG.”;

Regarding the alleged inadequate motivation of the challenged resolution

23. That, in its reconsideration, the Issuer maintains that “(…) THE RESOLUTION LACKS ADEQUATE MOTIVATION IN ACCORDANCE WITH ARTICLE 6 OF THE TUO OF THE LPAG.”;

24. That, the Issuer argues that the fine imposed of S/ 25,800.00 has no significance in its activities, patrimony, results, financial situation, business or commercial position in general, the securities or the offer thereof, the price or negotiation of the securities, concluding that Deputy Superintendency Resolution SMV Nº 094-2021-SMV/11 did not qualify as a material fact;

25. That, the Issuer states: “(48) Notwithstanding the foregoing, the Resolution has chosen to disregard this evaluation, disqualifying it for allegedly referring only to a quantitative element and for not taking into account other criteria not established in the Regulation. As we will demonstrate below, the Resolution transgresses essential principles and requirements of every administrative act, which make its reformulation necessary.”;

26. That, likewise, the Issuer indicates the following:

“(63) (…) the Resolution (…) NEITHER HAS PROVEN THE FACTS ON WHICH IT BASES ITS DECISION, BUT RATHER REFERS TO THEM AS POSSIBILITIES. Which obviously directly collides with the Principle of Due Motivation established in the TUO of the LPAG, since an administered party cannot be sanctioned on the basis of possibilities and presumptions, except when the law expressly reverses the burden of proof.

(64) The aforementioned is related to the fact that the Resolution has started from a pattern of culpability, which we already pointed out previously, starting from the idea that it is Atacocha who must prove and demonstrate that it did not commit an infraction, when, obviously, it is the opposite, it corresponds to the SASCM to prove and demonstrate that Resolution 94 effectively affected the minority shareholders, the operations and the reputation of Atacocha. It should be noted that the principle of motivation expressly requires this type of foundation. It is not enough, according to him, to merely highlight that the information was not communicated. Especially when criteria that are not found in the applicable norms are alleged, which in turn collides with the Principle of Typicality, as we have already demonstrated.

(65) Considering the foregoing, and by virtue of the provisions of numeral 6.3 of article 6 of the TUO of the LPAG, the type of vague motivation of the Resolution, which lacks proven facts that support its assertions, as well as clear and express legal and normative grounds, does not qualify as sufficient motivation.

(66) The Resolution, furthermore, is also vague, since it mentions the rights of minority shareholders and their protection, however, it fails in the following:

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• It does not mention how the rights of said shareholders relate to the facts of importance, when they have not been included either in the law, or in article 3, or in 4.

• It does not mention how the system of facts of importance, whose purpose is the dissemination of information for investment decision-making, is the suitable legal method to protect those rights, and not the specific norms established for that purpose. Especially if we consider that the Regulation does not mention even once the fact that its purpose is the protection of minority rights.

• It does not mention that Resolution 94 was published on the SMV Portal, the same Portal where facts of importance are disseminated, so there was never a lack of information in this regard for the market.” “(63) (…) the Resolution (…) HAS NOT PROVEN THE FACTS ON WHICH IT BASES ITS DECISION, BUT RATHER REFERS TO THEM AS POSSIBILITIES. Which obviously directly collides with the Principle of Due Motivation established in the TUO of the LPAG, since an administered party cannot be sanctioned on the basis of possibilities and presumptions, except when the law expressly reverses the burden of proof.

  27. That, additionally, the Issuer presents arguments reiterating what was stated in its reconsideration brief and adding the following:

• It states that “the fact that a supposition is included in the Annex does not mean per se that it automatically becomes a fact of importance, but rather that an additional evaluation is required, with the criteria of the Regulation, on the part of the issuer. And this, being an institutional position validated by the SMV Board of Directors, can in no way mean leaving the obligations to report facts of importance without essence”.

• It adds that “it is clear that the facts alleged in the Report are the existence of more than 590 Class A shareholders and 3471 Class B shareholders, but the Report does not mention what is the legal basis on which it sustains that this ‘relevance’ qualifies as significant influence or transcendence in accordance with articles 3 and 4 of the Regulation”.

• It adds that “it is not differentiated again whether the facts that gave rise to Resolution 094 are being questioned, which were already discussed in a different file and procedure, or whether the impact of Resolution 94 (the imposition of a sanction) is being evaluated, which is the object of discussion of this procedure”.

4.2 Evaluation of the reconsideration appeal and the complementary arguments

A. INFRACTION (II).- COMMUNICATE IN AN UNTIMELY MANNER THE FACT OF IMPORTANCE REFERRED TO THE SUSPENSION OF OPERATIONS AT THE ATACOCHA MINING UNIT

On the alleged inadequate motivation of the Challenged Resolution

28. That, in relation to the argument presented by the

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Issuer, in the sense that the Challenged Resolution has not adequately motivated its conclusion regarding the administrative responsibility of the Issuer, for communicating in an untimely manner the fact of importance referred to the suspension of operations at the Atacocha Mining Unit, it is necessary to point out the following:

a. According to the Issuer's own account, it confirms that the Machcan Community initiated protest actions on 3 March 2021, and that these protest actions remained of low intensity until 11 March 2021, the day on which members of the Community interrupted the access road to the Atacocha processing plant.

b. As provided by numeral 31 of Annex 1 of the Regulation of Facts of Importance, said event had to be communicated as a fact of importance on the day it occurred, to the extent that it referred to protest activities that could have a significant effect on the issuer's activity, as indicated by the Challenged Resolution.

c. In relation to the statement made by the Issuer, to the effect that “(…) the Resolution has ignored the provisions of numeral 5.1 of article 5 of the Regulation, which EXPRESSLY INDICATES that the assumptions contained in the Annex constitute an ENUNCIATIVE AND REFERENTIAL LIST, and in no way exempt the issuer from carrying out a materiality analysis”, it is appropriate to specify the following:

(i) It is correct to state that, in accordance with numeral 5.1 of article 5 of the Regulation on Material Events, Annex 1 of the same regulation constitutes an enunciative list, and serves essentially as a reference so that issuers may immediately identify and report facts, acts, agreements and decisions that may be classified as material events. The referential nature of Annex 1 is confirmed by the interpretation made of numeral 5.2 of article 5 of the Regulation on Material Events, which states that the assumptions in said Annex must be reported as material events when they have the capacity to significantly influence.

Therefore, the assumptions described in Annex 1 of the Regulation on Material Events must be reported when they have the capacity to significantly influence the decision of a reasonable investor. It is the task of each issuer to make a given classification of the facts and report them to the market as material events, taking the aforementioned Annex as a reference.

(ii) It is appropriate to mention that in order to carry out the evaluation indicated in the preceding paragraphs, it is not enough for Issuers to take into account quantitative criteria only, but also qualitative ones, since significant influence must be measured from the perspective of a reasonable investor, whose investment decision is not determined entirely by the technical or fundamental analysis that they might make of the company's securities (in this case, the securities registered by the Issuer in the RPMV are shares), but also by other qualitative aspects8 that likewise influence the

[8] Investors in the securities market make decisions driven not only by rational motives, but also by emotional ones; as demonstrated by Cox, Hillman, Langevoort, Lipton and Sjostrom (2020), Securities Regulation, 9th edition, Wolter Kluwer, United States, p. 140.

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activities of the Issuer and, including the general business or commercial position of the Issuers (art. 4 of the Regulation on Material Events).

(iii) In accordance with the foregoing, taking as valid the argument that Annex 1 of the Regulation on Material Events constitutes only an enunciative and referential list, devoid of content, is contrary to the regulation of the securities market and to the supervision carried out by this Superintendency of the Securities Market, since said Annex 1 essentially reflects the situations that would reasonably qualify as material events, and that should be reported as such, unless they are facts that, due to their insignificance, do not fall within the definition described in article 3 of the Regulation on Material Events.

(iv) In this sense, it is reiterated that the obligation to inform the securities market constitutes one of the pillars of market transparency, since it contributes to an adequate price formation and to an investment decision based on the information that is published and that is accessible to investors.

29. That, in relation to the fact that the Challenged Resolution has not carried out a materiality analysis as provided in articles 3 and 4, it must be indicated that, in principle, the controversy in the administrative sanctioning procedure did not consist (and does not currently consist) in determining whether the blocking of road access to the Atacocha processing plant qualifies or not as a material event, but rather lay in the timeliness of the presentation of the event that the Issuer itself classified as a material event. And although the Issuer tries to justify the delay in the presentation on the grounds that it reported the aforementioned event when it acquired significant influence, this lacks support, since such statements are not consistent with what was reported to the market on 11 March 2021, an extract of which is cited below:

“(…) The community of Machcan has been illegally blocking road access to the Atacocha processing plant as part of its protest activities that have been ongoing since 3 March 2021. (…)” (Underline added);

30. That, as can be seen, in the aforementioned communication the Issuer stated textually that the protest activities, among which is the blocking of road access to the processing plant, began on 3 March 2021; so it is the Issuer itself that through the aforementioned communication reported such events as material events in an untimely manner. In the administrative sanctioning procedure, the Issuer sought to exempt itself from liability on the grounds that it reported the event when it acquired significant relevance on 11 March 2021 and that before that date it did not qualify as a material event; however, this attempt at “clarification” by the Issuer merely for the purpose of exempting itself from liability within an ASP is not admissible in the securities market, where public information that is transferred to the market is crucial for determining the price or quotation of the securities traded therein. From a reasonable interpretation from the perspective of a reasonable investor, it is clear that the protest activities, the

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that include the road blockade at the processing plant, began on 3 March 2021, so having been classified as a material fact by the Issuer itself, it should have been reported in a timely manner, which did not happen.

31. That, it would be absurd for the regulation and supervision of material facts carried out by this Superintendency to pretend to accept the argument by which the Issuer seeks to exempt itself from responsibility for the late submission of the matter in question by clarifying that the protest activities supposedly began on 3 March 2021 but that these were of "low intensity" and that only on 11 March 2021 were forceful measures adopted that would imply a "significant influence", since this is not at all consistent with what was reported by the Issuer in the material fact. The communication of the material fact does not show the separation of "low intensity" protests and those that implied a "significant influence", so it is understood that, having been communicated as a material fact, it is understood that the protest activities (which include the blockade of road access) initiated on 3 March 2021 had from their beginning the capacity for significant influence from their beginning;

32. That, by way of illustration, the Issuer is reminded of what was stated in the Challenged Resolution (p. 11 et seq.), linked to the veracity and sufficiency of the information that is communicated to the market and to this administrative authority, emphasizing that the action of communicating inaccurate information could generate greater administrative liability because it is a more serious infraction than late submission;

33. That, in that sense, the argument by which, in the Issuer's view, the materiality analysis would be missing in the Challenged Resolution, lacks support, since the PAS did not concern the classification or non-classification as a material fact of the protest activities initiated on 3 March 2021 (since it was so classified by the Issuer itself), but rather the timeliness of the submission of the aforementioned material fact;

34. That, in accordance with the foregoing, the Challenged Resolution is duly reasoned, expressly through a list of the proven facts and the exposition of the legal and regulatory reasons that justify the act, in accordance with numeral 4 of article 3 and numeral 6.1 of article 6 of the TUO of the LPAG;

On the alleged violation of the rights of defense and due process and the disregard of the principle of lawfulness

35. That, prior to the analysis corresponding to this argument of the Issuer, it is important to state that this Deputy Superintendency does not share the expressions contained in the appeal for reconsideration, when it is stated that "In this regard the Resolution clearly adopts an illegal position by establishing a rule of culpability" (Highlight added) and "It should be noted that this rule of culpability is not restricted to an inadequate use of language in the Resolution" (Highlight added), since this PAS has been conducted in accordance with the principles of administrative sanctioning power referred to in article 248 of the TUO of the LPAG. Therefore, the fact of raising legal arguments such as stating that "clearly an illegal position" would be adopted and that

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there is "an inadequate use of language in the Resolution" affects the principle of procedural good faith, with which all parties must conduct themselves in the framework of administrative procedures, in accordance with subsection 1.8 of numeral 1 of article IV of the Preliminary Title of the LPAG;

36. That, in relation to the argument presented by the Issuer, in the sense that the Challenged Resolution violates its rights of defense and due procedure and by improperly reversing the burden of proof, disregarding the principle of lawfulness, it is appropriate to indicate the following:

a) The principle of lawfulness established in numeral 9 of article 230 of the TUO of the LPAG establishes that administrative entities, such as the SMV, must presume that the administered have acted in accordance with their duties as long as they do not have evidence to the contrary.

b) In said framework, once the defenses, allegations and the oral report have been presented and carried out, the Challenged Resolution in its numeral (ii) of recital 23 of (p. 11 – 13) presents its evaluation of the case in the part referred to charge v) concluding that the conduct constituting the infraction of presenting an event of importance extemporaneously is accredited and the administrative responsibility of the Issuer is determined, thus rebutting the presumption of lawfulness of the Issuer, in strict compliance with the other principles of administrative sanctioning power referred to in article 248 of the TUO of the LPAG.

c) It should be noted that the argument referring to the fact that the challenged Resolution has reversed the burden of proof, transferring to the Issuer the obligation to prove its innocence, is an expression lacking all legal logic, since the imputed charge that was later sanctioned in the PAS was due to the extemporaneous presentation of the event of importance subject to analysis, which is accredited with the verification of the deadline and the effective presentation of the event. Additionally, from the perspective of due process, the administered party could argue whether this non-compliance has occurred due to an event or situation that made timely compliance impossible (force majeure, unforeseeable circumstances or other exceptionality, just to name a few of the exemptions). This proof does not imply an infringement on the presumption of innocence of the administered party, since the exemptions from liability must be proven by the administered party.

In that sense, the argument of the Issuer referring to the fact that by reversing the burden of proof the principle of culpability has been violated is refuted, since this administrative authority has acted in accordance with its powers and obligations set forth in the TUO of the LPAG, LOSMV and the Sanctions Regulation.

37. That, in accordance with the foregoing, the Challenged Resolution has not violated the Issuer's principle of lawfulness and, therefore, neither its rights of defense and due process;

38. That, in relation to the arguments presented by the Issuer, this Deputy Superintendence reiterates what was indicated in the preceding paragraphs and additionally states the following:

(i) It has been clear that the Regulation of Material Events indicates through its Annex 1 an illustrative list of events that should be communicated to the market

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when they have a significant influence on sensible investors. Pursuant to articles 3 and 4 of the referred regulation, when evaluating the materiality of information, Issuers should take into account not only quantitative but also qualitative criteria, which has been expressly stated in the Challenged Resolution. Thus, although the Issuer is right in stating that the list in Annex 1 is referential, as indicated by the Regulation of Material Events (which is even appreciated in Deputy Superintendence Resolution 019-2023-SMV/10 of the Deputy Superintendence of Prudential Supervision cited by the Issuer in its arguments), the controversy did not consist (and does not currently consist) in determining whether the blockade of road access to the Atacocha processing plant qualifies or not as a material event, but rather lies in the timeliness of the submission of an event that the Issuer itself qualified as a material event.

(ii) Regarding the fact that the Challenged Resolution has not taken into account article 5, numeral 5.2 of the Regulation of Material Events, referring to the fact that the assumptions described in the Annex must be communicated when they have the capacity to significantly influence; it must be indicated that this lacks support, since in the Challenged Resolution it expressly indicated (p. 11) that the material event under analysis, linked to the suspension of operations at the Atacocha Mining Unit due to the blockade of road access as part of the protest activities of the Machcan community since 3 March 2021, should have been communicated in a timely manner in accordance with numeral 31 of Annex 1 of the aforementioned Regulation of Material Events, which expressly includes in its wording the component of significant influence (“significant impact on the Issuer's activities”) 9 . That is to say, it was expressly indicated that the quality of material event was given by the capacity of significant influence of the event.

(iii) Additionally, regarding the fact that the Report contravenes what is stated in Joint Report 153-2014-SMV/11/06/10/12, it must be indicated that in this appeal procedure the determination of whether the Report contradicts or not what is stated in the referred Joint Report is not the object of analysis, but rather the determination of liability and sanction imposed by the Challenged Resolution is the matter of analysis. Without prejudice to the foregoing, it must be indicated that this Office agrees with what is stated in the Joint Report insofar as it reflects the position adopted by article 5, numeral 5.1 of the Regulation of Material Events that serves as the basis for the sanction imposed by the Challenged Resolution.

Likewise, the Issuer's contention that the Report establishes evaluation criteria not contained in the regulation, thus violating the provisions of the Joint Report and the TUO of the LPAG, lacks support, since the evaluation carried out in the Challenged Resolution took into consideration the provisions of article 4 of the Regulation of Material Events and the definition of Material Event contained in article 3 of the same regulation, as well as article

[9] “31. Strikes, interruptions or unforeseen cessations of productive activity that may have a significant effect” (underlining added).

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9, referring to the timeliness of the submission of information.

39. That, for the foregoing reasons, the reconsideration appeal must be declared unfounded in the extent referring to Infraction II).- Communicating in an untimely manner the material event referring to the suspension of operations of the Atacocha Mining Unit;

B. INFRACTION (IV).- COMMUNICATING IN AN UNTIMELY MANNER THE MATERIAL EVENT REFERRING TO DEPUTY SUPERINTENDENCE RESOLUTION SMV N° 094-2021-SMV/11

On the alleged violation of the principle of typicity

40. That, in principle, the SMV does not make analogical or extensive interpretations when it comes to administrative sanctioning procedures. This is so because the regulations governing the securities market include rules with the rank of law, implementing regulations and a sanctions regulation where the infractions that market participants may incur are duly typified;

41. That, in this regard, the omission or late submission of material facts is duly typified in numeral 3.1 of subsection 3 of Annex 1 of the Sanctions Regulation. On the other hand, the obligation to communicate as a material fact the final resolutions of sanctions imposed on the issuer is described in numeral 32 of Annex 1 of the Material Facts Regulation, therefore there is no extensive or analogous interpretation as argued;

42. That, the sanction confirmed by the Deputy Superintendent Resolution SMV No. 094-2021-SMV/11 and that was communicated late as a material fact was relevant to the extent that it revealed the Issuer's failure to comply with publishing the list of its shareholders who had not collected or claimed their shares or dividends, even more so when in the 2019 Annual Report, it is indicated that the Issuer has 590 shareholders who own less than 1% of the total Class A common shares representing 2.03% of the holdings on said shares; and, that 3,471 shareholders own less than 1% of the total Class B common shares representing 38.61% of the holdings on said shares, as mentioned in the Challenged Resolution;

43. That, it should be emphasized that in the Challenged Resolution it was indicated that the evaluation of the significant influence of a fact should take into account not only quantitative but also qualitative criteria, which in this case are appreciated in the relevant nature for minority shareholders to know the degree of compliance that the Issuer has in relation to the rules for the protection of minority shareholders, as reflected in the sanction confirmed by the Deputy Superintendent Resolution SMV No. 094-2021-SMV/11;

44. That, likewise, what was stated by the Issuer regarding that it is sanctioned for not using criteria that are not contained in the rule, it must be indicated that this lacks support because the evaluation carried out in the Challenged Resolution took into consideration the provisions of article 4 of the Material Facts Regulation and the definition of Material Fact

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contained in article 3 of the same regulation;

45. That, consequently, the arguments presented by the Issuer are not admissible, because as has been pointed out, the communication of the material fact referring to the Deputy Superintendent Resolution SMV No. 094-2021-SMV/11 is relevant;

On the alleged inadequate motivation of the Challenged Resolution

46. That, in relation to the argument presented by the Issuer, in the sense that the Challenged Resolution lacks adequate motivation regarding the breach for having communicated late as a material fact the Deputy Superintendent Resolution SMV No. 094-2021-SMV/11, this Intendancy does not share said foundation, because upon analyzing the challenged Resolution the following is noted:

(i) In relation to the argument presented by the Issuer, regarding that the Challenged Resolution does not mention how the rights of minority shareholders relate to material facts when they have not been included in articles 3 or 4 of the Material Facts Regulation, it should be highlighted what is stated in the Challenged Resolution (p. 15):

"(...) this communication as a material fact is relevant for the shareholders, because it is the communication of the confirmation of a sanction imposed as a consequence of a PAS initiated against it for non-compliance with the framework for the protection of minority shareholders. (...) On the other hand, it is important to note that according to the 2019 Annual Report, the Issuer's share capital amounted to S/ 188’961,144.60 represented by 520’914,220 Class A common shares (with voting rights) and 423’891,503 Class B common shares (without voting rights), of S/ 0.20 each, fully subscribed and paid. In addition to this, in the referred Annual Report, it is indicated that 590 shareholders own less than 1% of the total Class A common shares representing 2.03% of the holdings on said shares; and, that 3,471 shareholders own less than 1% of the total Class B common shares representing 38.61% of the holdings on said shares (...)" (Highlight added)

(ii) Regarding that the Challenged Resolution does not mention how material facts can be the means to protect the interests of minority shareholders, it should be highlighted what is stated in the Challenged Resolution (p.16):

"(...) this class of sanctions show the level of compliance by the Issuer of the obligation to communicate as a material fact the list of unclaimed shares and uncollected dividends, which must be carried out both on its website and on the SMV's Securities Market Portal, as provided in article 262-A of the LGS. Note that the fine sanction, which should have been published as a material fact, was due to the omission in the dissemination, both on its website and on the SMV's Securities Market Portal, of the list of unclaimed shares and uncollected dividends corresponding to the 2019 fiscal year." (Highlight added)

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In that sense, it is appropriate to specify that the importance of disseminating the assumptions determined as material facts lies not only in the protection of minority shareholders, but of all market participants insofar as they are fundamental to effectively safeguard transparency in the securities market, which is a protected legal asset.

According to what has been indicated, it is evident that the Challenged Resolution does rule on the possibility of protecting the rights of minority shareholders, and other interest groups, through dissemination as a material fact of the Resolution of the Deputy Superintendence SMV No. 094-2021-SMV/11 lies in the publicity regarding the issuer's compliance with respect to the fulfillment of its obligations.

(iii) In relation to the argument presented by the Issuer, that the Challenged Resolution was published on the SMV Portal, it must be noted that this does not relieve the obligation that Issuers have to publish material facts related to administrative resolutions that have the capacity for significant influence; and therefore does not exempt them from compliance.

47. That, in accordance with the foregoing, the Challenged Resolution is duly motivated, expressly through a list of proven facts and the exposition of the legal and regulatory reasons that justify the act, in accordance with numeral 4 of article 3 and numeral 6.1 of article 6 of the TUO of the LPAG;

48. That, in relation to the allegations presented by the Issuer regarding infraction (VI), the foregoing paragraphs must be reiterated and additionally add that, in relation to the legal basis that considers it relevant that the Issuer has more than 590 Class A shareholders and 3471 Class B shareholders in order to determine it as having "significant influence" for the purposes of communicating the material fact; it must be indicated that, as stated, the evaluation of a fact to qualify it as a material fact is carried out from the perspective of the reasonable investor, whose investment decision is based not only on quantitative aspects, but also qualitative ones. In this case, the sanction imposed through Deputy Superintendence Resolution SMV No. 074-2021-SMV/11, confirmed by Deputy Superintendence Resolution SMV No. 094-2021-SMV/11, was relevant to the market because, as it dealt with the confirmation of a sanction for violation of the rules for the protection of minority investors, it reflected the degree of compliance of the Issuer with respect to such rules, so that the mention of the facts that motivated the sanction imposed confirmed by Deputy Superintendence Resolution SMV No. 094-2021-SMV/11 are only mentioned to substantiate the relevance that said sanction had for the market and that it should have been communicated as a material fact in a timely manner;

49. That, for the foregoing, the reconsideration appeal must be declared unfounded in the extreme referred to Infraction IV).- Communicate in an untimely manner the material fact referred to the final sanction confirmed by Deputy Superintendence Resolution SMV No. 094-2021-SMV/11;

50. That, from what has been evaluated in the recitals

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precedents, it is concluded that the arguments presented by the Issuer in its reconsideration appeal do not justify revoking or varying what was resolved in the Challenged Resolution, so its reconsideration appeal must be declared unfounded in its entirety; and,

In accordance with the provisions of numerals 14, 22 and 36 of article 43 of the Regulations of Organization and Functions of the Superintendence of the Securities Market, approved by Supreme Decree No. 216-2011-EF;

RESOLVES:

Article 1.- Declare UNFOUNDED the reconsideration appeal filed by Nexa Resources Atacocha S.A.A. against Deputy Superintendence Resolution SMV No. 108-2023-SMV/11, in the reconsidered extremes.

Article 2.- Confirm Deputy Superintendence Resolution SMV No. 108-2023-SMV/11 which sanctions Nexa Resources Atacocha S.A.A. with two (2) warnings and a total fine of 8.22 UIT, in the reconsidered extremes, for having incurred seven (7) infractions of a minor nature, typified in numeral 3.1 of subsection 3 of Annex I of the Sanctions Regulations, approved by SMV Resolution No. 035-2018-SMV/01, for the breaches declared in the referred Resolution.

Article 3.- Consider the administrative route exhausted.

Article 4.- Transcribe this Resolution to Nexa Resources Atacocha S.A.A.

Register, communicate and publish.

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