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Superintendent Resolution No. 030-2024-SMV/02

Lima, 13 March 2024

The Superintendent of the Securities Market

WHEREAS:

File No. 2022018554, Report No. 193-2024-SMV/06, issued by the Legal Advisory Office and the written arguments presented by Inteligo Sociedad Agente de Bolsa S.A (hereinafter, INTELIGO SAB); regarding the appeal filed against Deputy Superintendent Resolution No. 039-2022-SMV/10.

CONSIDERING:

That, by Deputy Superintendent Resolution No. 039-2022-SMV/10 (hereinafter, the Resolution), INTELIGO SAB was sanctioned with a fine amounting to seven (7) UITs, equivalent to S/ 29 050,00 (twenty-nine thousand fifty and 00/100 Soles), for having incurred one (1) infraction of a very serious nature typified in subsection 1.7, numeral 1 of Annex X of the Sanctions Regulation, approved by CONASEV Resolution No. 055-2001-EF/94.10 and in subsection 1.43, numeral 1 of Annex X of the Sanctions Regulation, approved by SMV Resolution No. 035-2018-SMV/01, for failing to observe that its representative, Mr. Juan Emilio Bulnes Sopprani (hereinafter, Mr. Bulnes), comply with the requirements established in the current regulations for carrying out repurchase operations with equity instruments;

That, on 22 December 2022, INTELIGO SAB filed the appeal against the Resolution, and through Report No. 193-2024-SMV/06, the Legal Advisory Office issued an opinion;

That, on 21 February 2024, INTELIGO SAB submitted its written arguments;

I. Arguments of the appeal

Regarding the status of "Financial Instruments" of repurchase operations

That, INTELIGO SAB argues that repurchase operations are a financial instrument in themselves, according to a literal interpretation of subsection k) of article 2 of the RAI cited below:

"Article 2.- Terms and Definitions For the purposes of this Regulation, the terms and definitions indicated have the following scope: (...)

k) Financial Instruments: For the purposes of this regulation, the term financial instruments comprises securities and other instruments representing the liability or equity of an entity, financial derivatives, repurchase operations or other financial operations."

That, INTELIGO SAB states that repurchase operations are financial instruments per se, arguing its position on the following:

Without prejudice to the clear literal sense of the cited norm, if we add other methods of interpretation, as suggested by the Deputy Superintendence, we can observe that even the other norms of the financial system and securities market cited in our Defenses, reaffirm that repurchase operations are in themselves Financial Instruments and more precisely, Debt Financial Instruments.

That, in its defense brief, INTELIGO SAB cited the definitions of equity, debt and derivative financial instruments, established in article 25A1 of the TUO of the Law of the Private Pension Fund Administration System, approved by Decree No. 054-97-EF, article 22 of the Regulation of Classification and Valuation of Investments of Companies of the Financial System, approved by SBS Resolution No. 7033-2012 and article 633 of the Regulation of Mutual Funds of Investment in Securities and their Management Companies, approved by CONASEV Resolution No. 068-2010-EF/94.01.1;

[1] Article 25-A.- The investment instruments and operations referred to in the previous article shall be classified by the Superintendence according to the following categories: (...) For purposes of the previous classification, the Superintendence shall apply the following general definitions: (...) a) Instruments Representing Rights over Equity Participation or Share Titles: These are instruments where the magnitude of their expected return, partial or total, is not secure, nor fixed, nor determinable, at the time of acquisition. b) Instruments Representing Rights over Obligations or Debt Titles: These are instruments whose return, measured until the end of their validity, is previously fixed or determinable from the moment of their issuance. c) Derivative instruments for hedging and efficient portfolio management: These are products intended to cover possible risks inherent in financial operations." (Underlined by INTELIGO SAB) 2

[2] Article 2.- Definitions For purposes of this Regulation, consider the following definitions: (...) o) Instrument representing debt.- Security that represents an obligation on the issuer, has nominal value and may be amortizable. The yield of these securities is associated with an interest rate, another security, basket of securities or index of securities representing debt. p) Instrument representing capital.- Those instruments representing rights over equity participation, includes instruments where the magnitude of their expected return, partial or total, is not secure, nor fixed, nor determinable, at the time of acquisition. (Underlined by INTELIGO SAB) 3 Article 063°.- INVESTMENT POLICY

[3] The investment policy of each mutual fund must detail the portfolio structure, establishing the minimum and maximum investment limits, at least for the following criteria: a) Distribution by Type of Instruments: 1) Instruments Representing Participation.- Instruments representing participation in equity are considered as participation instruments. 2) Debt-Representative Instruments.- Instruments or operations representing debt or liabilities are considered debt instruments. This category is subdivided into long term (duration greater than 1080 calendar days), medium term (duration greater than 360 calendar days and up to 1080 calendar days) and short term (duration greater than ninety 90 calendar days and up to 360 calendar days) and, if applicable, very short term (duration up to 90 calendar days). The duration of each instrument shall be that determined by the respective price provider company with which the management company has contracted on behalf of the mutual fund.” (Underlined by INTELIGO SAB)

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That, in that sense, INTELIGO SAB affirms that said operations must be analyzed independently of the underlying asset used as collateral margin, whether they are financial instruments of liabilities or of equity;

That, likewise, INTELIGO SAB in its brief of arguments on Report No. 193-2024-SMV/06, reaffirms said argument emphasizing that both article 41 and Annex F of the RAI cited in the aforementioned report use the term “Financial Instruments” with a capital letter, and said term must be read in accordance with literal k) of article 2 of the RAI.

Regarding the nature of the Observed Operations, why are repurchase operations financial debt instruments?

That, INTELIGO SAB reiterates that the one hundred seventy-eight (178) observed operations carried out by Mr. Bulnes, as its operator-type representative, must be considered as repurchase operations and, therefore, must be considered as eighty-nine (89) repurchase operations;

That, in that same sense, it maintains that the nature and purpose of repurchase operations is short-term financing, with the financial asset acting as collateral;

That, in view of this, INTELIGO SAB maintains that repurchase operations, being financing operations, the parties involved in said operation (repo seller and repo buyer) agree on a determined consideration at the start of the operation. This consideration for the repo seller constitutes a yield that does not vary nor is affected by the volatility that the underlying asset subject to collateral may have, such as, for example, shares;

That, bearing in mind the previously explained nature of repurchase operations, INTELIGO SAB argues that article 41 of the RAI establishes that authorization to be an “Operator”-type representative is granted according to the type of financial instruments that will be the object of operations, establishing three types of financial instruments: i) equity instruments, ii) debt instruments and/or iii) derivative instruments;

That, in that same sense, INTELIGO SAB affirms that literal k) of article 2 of the RAI clearly establishes that repurchase operations are financial instruments. For this reason, it maintains that repurchase operations must fall within one of the three types of financial instruments established in article 41 of the RAI, since they are undoubtedly financial instruments, according to literal k) of article 2 of the RAI;

That, in light of the foregoing, INTELIGO SAB maintains that the existence of fixed profitability in repurchase operations is important to qualify said operations as financial debt instruments, stating in this regard the following:

Now then, continuing with the development of what type of Financial Instrument repurchase operations are, we must express that debt instruments are those securities that represent an obligation or debt and, although the conventional understanding in the market is that debt-representative instruments are

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issued by certain specific issuers (issuing companies), such as, for example, bonds, commercial paper, notes, etc., conceptually and factually a debt can also be generated by a mere contractual relationship between two parties such as in a money mutual or a repurchase operation. The particularity of this type of instrument is that investment in them generates a fixed profitability, since a determined yield (consideration or interest rate) is agreed that remains over time. It is for this reason that debt instruments are "fixed-income" instruments, and this is the main characteristic of a repo transaction.

That, in that same sense, INTELIGO SAB rules out the possibility that repo transactions be classified as equity instruments, since the income generated by that type of instrument varies according to the moment at which the asset is valued at the time of purchase and then at the time of sale, being variable-income instruments. For this reason, it maintains that they are incompatible with the fixed-income characteristic offered by repo transactions;

That, likewise, INTELIGO SAB points out that repo transactions cannot be considered derivative financial instruments, since they do not fit as option contracts, swaps, forwards, futures, among others;

That, bearing in mind the classification of repo transactions as debt financial instruments, INTELIGO SAB maintains that Mr. Bulnes passed the suitability examination to be an Operating Representative in the specialty of "Fixed Income – Financial Derivatives", in accordance with the certificate issued by the Pontificia Universidad Católica del Perú;

That, in line with the foregoing, INTELIGO SAB concludes that Mr. Bulnes was duly authorized to carry out repo transactions, since he had authorization to carry out transactions with debt instruments, as is the case of the repo transactions observed; it should be noted that INTELIGO SAB reaffirms this position in its brief of arguments:

That, regarding the fact that Mr. Bulnes's authorization only allowed him to carry out repo transactions whose underlying asset was debt financial instruments, INTELIGO SAB maintains that the definition of financial instruments used by the SASP, taken from the website elEsconomista.es, only serves to reaffirm that repo transactions are financial instruments, since they generate an asset for the balance sheets of the repo seller and a liability for the balance sheets of the repo buyer;

That, in that same sense, INTELIGO SAB maintains that there is no regulatory basis to hold that the classification of repo transactions depends on the nature of the securities subject to the sales and purchases:

Likewise, the Deputy Superintendency concludes, in item 82 of the Resolution, that the certification required of Representatives who carry out repo transactions will be determined by the nature of the securities subject to the sales and purchases included in this type of transaction (that is, the collateral). However, we disagree with that conclusion because there is no regulatory basis that supports that statement and that indicates that an Operator, with authorization to carry out transactions with debt instruments (or fixed income), cannot carry out repo transactions whose underlying asset is an equity instrument.

That, in conclusion, repo transactions, according to INTELIGO SAB, must be classified as debt instruments and, consequently, Mr. Bulnes, as operating representative, was indeed authorized to carry out the repo transactions observed.

Regarding the exemption from liability

That, INTELIGO SAB maintains that in the denied event that the SASP's position is upheld, the exemption from liability established in literal e) article 257 of the Single Ordered Text of the General Administrative Procedure Law must be applied:

Article 257.- Exemptions and mitigating circumstances of liability for infractions 1.- The following constitute conditions exempting liability for infractions: (…) e) The error induced by the Administration or by a confusing or illegal administrative provision. (…)

That, in accordance with the cited article, INTELIGO SAB argues that the wording of literal k) of article 2 of the RAI generates confusion, since it establishes that repo transactions are financial instruments independent of the instruments representing the liability or equity of an entity. According to INTELIGO SAB, the interpretation of literal k) of article 2 of the RAI must prevail, since it is the rule issued by the Superintendency of the Securities Market – SMV that establishes the parameters, rules and terminology;

That, however, in the event that it is determined that the SASP's interpretation was correct, the respective modifications must be assessed to resolve the possible errors generated by the current rule;

That, in that sense, INTELIGO SAB maintains, in its brief of arguments, that the existence of the confusing administrative provision is evidenced by the different readings of literal k) of article 2 of the RAI, by the SMV and INTELIGO SAB, stating textually the following:

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Regarding the principles of legality and typicity

THAT, INTELIGO SAB states that, as set forth above, the repo transactions carried out by Mr. Bulnes, as operating representative, were within the authorization that he held. Consequently, sanctioning INTELIGO SAB based on the execution of said transactions would contravene the principle of legality and typicity:

In this way, the Deputy Superintendency would be violating the principle of legality by charging Inteligo SAB with an infraction that, by a contrary reading of the rule, and this leads to a violation of the principle of typicity because it would not be applicable to impose a sanction for an infraction on an activity that is indeed permitted for a Stock Brokerage Firm.

That, in that sense, according to INTELIGO SAB, the observed report operations were within the operations permitted for Mr. Bulnes, since report operations are financial instruments representing debt, and he was authorized to carry out operations with said type of financial instrument, as indicated:

That, consequently, INTELIGO SAB maintains that the imposition of the sanction is a violation of the principle of legality and typicity.

II. ANALYSIS OF THE APPEAL

Regarding the qualification of report operations as financial instruments

That, prior to the evaluation of what INTELIGO SAB stated regarding that literal k) of article 2 of the RAI, report operations are financial instruments independent of debt or equity financial instruments, it is important to analyze, previously, the specific provisions on the authorization of representatives of the Agent, since in the present case it

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discusses the carrying out of report operations with equity instruments, despite the fact that Mr. Bulnes was authorized to operate, among others, with debt instruments as we will see below;

That, article 40 of the RAI establishes the types of representatives that can carry out activities on behalf of the Agent. For its part, literal b) of the cited article establishes the types of operations that an operator-type representative can carry out:

Article 40.- Types of Representatives

For the exercise of its functions, the Agent may have the following types of Representatives, who assume joint responsibility, together with the Agent, for the fulfillment of their functions:

(…)

b) Operator: Natural person who can carry out the operations contemplated in subsections a), p), q) and s) of article 194 of the Law for the case of Brokerage Firms, or in subsections c) and d) of article 207 of the Law for the case of Intermediary Firms.

The Operator may carry out the operations indicated in subsections a) and b) of article 194 and subsections c), d) and e) of article 207 of the Law, with Financial Instruments.

The Operator is the only representative who can perform the function of market maker and temporary price stabilizer.

The Operator may exercise the acts indicated in subsections a), b) and c) of article 47;

The function of the Operator-type Representative, in a certain type of instrument, includes that of Advisor in the same type of Financial Instrument. (Our emphasis)

(…)

That, from the cited article it is especially relevant to keep in mind that the authorization of the operator-type representative to carry out the operations established in literal q) of article 194 of the Securities Market Law. Literal q) of article 194 of the Securities Market Law, Legislative Decree No. 861 (currently article 190 of the Single Ordered Text of the Securities Market Law – TUO of the LMV) includes the carrying out of report operations by the brokerage agent, as seen below:

Article 190.- Operations.- Brokerage firms are empowered to carry out the following operations:

(…)

q) Carry out securities loans and report operations in accordance with the general provisions issued by the SMV;

(…)

That, it is important to note that both article 40 of the RAI in accordance with article 190 of the TUO of the LMV, refer to the report operations that the representative of the category "operator" can carry out.

That, for its part, literal d) of article 41 of the RAI establishes three types of financial instruments: a) equity, b) debt and c) derivatives, as the types of financial instruments that can be subject to authorization for representatives in their respective categories, as seen below:

Article 41.- Authorization of Representatives The authorization of Representatives is of automatic approval with the presentation to the SMV of the following documents: (..) d) Current Knowledge Certification, issued by the certifying entity designated to accredit the knowledge, in accordance with the provisions of Annex F of the RAI. This certificate is not a requirement when it comes to the authorization of the Investment Officer; The authorization of the Advisor Representative and the Operator is granted according to the type of financial instrument they advise or operate, which can be equity, debt or derivative Financial Instruments. The authorization of the Portfolio Manager requires having a certification to operate with equity, debt and derivative Financial Instruments. (The underline and bold are added).

That, in light of the above, it is evident that literal d) of article 41 of the RAI requires knowledge certification for representatives who carry out operations with equity, debt and derivative financial instruments. In the same sense, literal e) of Annex F of the RAI establishes as a requirement for the agent's representative the professional suitability exam, which can be carried out on equity, debt or derivative instruments:

ANNEX F «RULES FOR THE CERTIFICATION OF KNOWLEDGE OF SECURITIES MARKET PROFESSIONALS

Every person who intends to be a Representative of an Agent must obtain a Certification of Knowledge from a Certifying Entity.

For this purpose, the following rules applicable to the entire certification process are established. (…)

e) Professional Suitability Examinations

The specialized component is related to the specific functions that the Advisory Representative, Operator or Portfolio Manager will perform in relation to the following Financial Instruments:

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a) Equity instruments;

b) Debt instruments; or,

c) Derivative instruments;

Additionally, the specialized component for the Portfolio Manager Representative must include, in addition to all of the above, topics related to the portfolio management function» (Underlining and emphasis added)

That, the three types of financial instruments established in literal d) of article 41 and literal e) of Annex F of the RAI cannot be read in isolation from article 40° of the RAI, which qualifies repurchase operations as a type of operation to be carried out by the operator-type agent, who depending on the underlying of said operation (financial instrument in question) must have the respective certification of knowledge, as applicable in accordance with the provisions of literal e) of Annex F of the RAI;

That, the aforementioned in the previous paragraph is especially relevant to respond to the argument presented by INTELIGO SAB in its brief of arguments, regarding the use of the term "Financial Instruments" in literal d) of article 41 and literal e) of Annex F of the RAI. Indeed, it must be emphasized that the interpretation of the provisions of the RAI must be carried out comprehensively and, therefore, an isolated interpretation of literal k) of article 2 of the RAI cannot be made, so that through said interpretation an operator carries out operations with instruments in which it does not have accredited knowledge;

That, according to the information in the administrative file, it can be noted that Mr. Bruno Ferrecio Del Río, Manager of INTELIGO SAB, informed the SMV on 15 December 2017, that Mr. Bulnes is its operator-type representative for debt instruments. Consequently, Mr. Bulnes was authorized to carry out repurchase operations, in accordance with literal b) of article 41°, but only with debt instruments;

That, it has also been possible to verify that the application submitted by Mr. Ferrecio was made using the format established in CIRCULAR No. 407-2017-SMV/10.2. Through said circular, the SASP informs the supervised entities about the existence of a table of operations and phases equivalent to each type of representative (Annex 1) whose purpose is to harmonize said operations and phases with the type or types of representatives requested. Said annex establishes the operations that can be carried out according to the type of operator, but always conditioned on the type of financial instrument that the representative is authorized to advise on or operate (equity, debt or derivative financial instruments);

ii. Documents to be submitted for the authorization of representative:

1. Application according to Format No. 1 (indicate the type or types of representative, the operations requested to be carried out and, if applicable, the phases of the intermediation process in which

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will participate). In order to harmonize the operations and phases of the intermediation process requested with the type or types of representative whose authorization is requested, Annex 1 is attached with the table of operations and phases equivalent to each type of representative. (Our highlighting)

The aforementioned table establishes the following:

ANNEX 1 Table of Equivalent Functions by Type of Representative

Type of Representatives	Art. 194 of the LMV	Art. 207 of the LMV	Art. 47 of the RAI
Advisor	b)	e)	a) and b)
Operator	a), p), q), s), b) and f)*	c), d), e)	a), b), c) and d)
Portfolio Manager	a), p), q), s), b), f)* and i)	b), c), d) and e)	a), b), c) and d)
Investment Officer	c), d), f)**	a)
*Only includes the price maker option
**Does not include the price maker option

The activities included in literals e), g), h), j), k), l), m), n), o), r), t), u) of Art. 194 of the LMV and in literals f), g), h), i) of Art. 207 of the LMV do not require authorization from the SMV.

That, as can be observed, the cited table establishes the operations according to the type of representative to which authorization is granted, taking as a direct reference the operations established in articles 194 and 207 of the LMV and 47 of the RAI. Thus, it is established that operator-type representatives may carry out repurchase operations included in literal q) of article 194 of the Securities Market Law (literal q) of article 190 of the TUO of the LMV), which does not mean that they should not prove the knowledge required for the financial instrument involved in the repurchase operation;

That, indeed, it can be seen from the application submitted to grant representative authorization to Mr. Bulnes, that his authorization corresponds to the operator type and with debt financial instruments, taking into consideration the type of operations that the representative could carry out and the type of financial instrument that he was authorized to trade:

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That, in summary, article 40 of the RAI recognizes repurchase operations as a type of operation that an operator-type representative may carry out and article 41 requires that the representative have proven knowledge of equity, debt and derivative financial instruments, in order to carry out the operations included in article 40 of the RAI with said types of financial instruments;

That, lastly, regarding the definitions of equity, debt and derivative financial instruments cited from the TUO of the Law of the Private Pension Fund Administration System, approved by Decree No. 054-97-EF; from the Regulation for the Classification and Valuation of Investments of Companies of the Financial System, approved by SBS Resolution No. 7033-2012 and the Regulation of Mutual Funds for Investment in Securities and their Management Companies, approved by CONASEV Resolution No. 068-2010-EF/94.01.1, we must indicate that from them it is not inferred that repurchase operations are debt financial instruments, and it must also be taken into account that they do not invalidate that the cited articles of the RAI that support the duty that sustains the infraction must be observed

Regarding the qualification of repurchase operations as debt financial instruments

That, INTELIGO SAB specifies that the one hundred seventy-eight (178) operations carried out by its representative must be considered as eighty-nine (89) repurchase operations. In this regard, from the Appealed Resolution it follows that the one hundred seventy-eight (178) operations were mentioned, because said operations were carried out for cash by Mr. Bulnes and whereas the report of the BVL electronic trading system takes into account that each operation is the execution of the order on behalf of a client. However, the SASP has taken into account in the Annex Detail of Unauthorized Operations, attached to the Charge Document, the name “RV Repurchase Operations” to keep in mind that the one hundred seventy-eight (178) operations corresponded to repurchase operations and, likewise, the Trade ID to identify the operations corresponding to each repurchase operation;

That, in view of this, the SASP took into consideration that the observed operations corresponded to repurchase operations, as follows from recital 94 of the Appealed Resolution:

94. With the foregoing, it is evident that the observed operations are purchase operations and sale operations of equity financial instruments, which make up repurchase operations; therefore, as previously indicated, this implied that the representative in charge of carrying out said operations had specialized knowledge about said types of instruments, and therefore, had to have an authorization accordingly; (our emphasis)

That, thus, it is reaffirmed that in this proceeding eighty-nine (89) repurchase operations carried out by INTELIGO SAB have been taken into account, this position being shared by the Office of Legal Advice in Report No. 193-2024-SMV/06. Thus, there is no sense in what was stated by INTELIGO SAB in its brief of arguments:

That, on the other hand, INTELIGO SAB argues that repurchase operations have the nature of short-term financing operations that entail a fixed income. In view of said income, it must be qualified that repurchase operations must be considered as debt financial instruments, regardless of whether the asset delivered as collateral is a debt or equity instrument;

That, in this regard, although we understand the position expressed, we consider that article 190 of the TUO of the LMV and article 40 of the RAI could not fail to be recognized and applied in a concordant and systematic manner, formulating the corresponding queries to the SMV if necessary;

That, in the same manner, we believe that the articles of the RAI cannot be interpreted or applied in isolation, that is, without taking into account the other articles cited and the circular itself to which we have referred above;

That, in the present case, the execution of an operation by the agent's representative is questioned and, therefore, one must start by analyzing the specific provisions on authorization of representatives, such as article

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40 and 41 of the RAI and article 190 of the LMV, and not refer in isolation to literal k) of article 2 which contains general provisions;

That, considering the foregoing, the argument presented by INTELIGO SAB in its appeal brief and pleadings has been assessed, concluding in accordance with article 40 of the RAI, which concurs with article 190 of the TUO of the LMV, that repurchase operations are a type of operation;

Regarding the exemption from liability

Regarding the application of literal e) article 257 of the Single Ordered Text of the General Administrative Procedure Law, it must be noted that article 27 of the Sanctions Regulation, approved by SMV Resolution No. 035-2018-SMV/01, also recognizes error induced by a confusing provision as an exemption from liability:

Article 27.- EXEMPTIONS FROM LIABILITY FOR INFRACTIONS

The following constitute conditions exempting 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) Error induced by the Administration or by a confusing or illegal administrative provision.

f) 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 the LPAG and provided that no communication demanding compliance with the obligation has been sent

That, however, as set forth above, we do not consider that we are facing the existence of a confusing provision in the present case, since a systematic and comprehensive reading of the cited articles should clear up that supposed confusion;

That, regarding the differences in the readings of literal k) of article 2 of the RAI, which INTELIGO SAB maintains to evidence a supposed confusing administrative rule, it must be specified that an isolated and literal reading of the provisions of any normative body can generate a scenario such as the one alleged. For this reason, interpretations of normative provisions cannot start from an isolated and literal reading of a provision of a normative body, since it is a biased reading that would undermine the coherence of the normative body as a whole;

That, consequently, from our point of view, the existence of a confusing provision cannot be argued based on literal k) of article 2 of the RAI, when articles 40 and 41 of the RAI are the specific provisions applicable to the present case, because they are linked to the authorization of representatives with respect to the operations they are authorized to perform;

Regarding the principles of legality and typicity

That, as set forth above, there would be no violation of the principle of legality and typicity, since articles 40 and 41 of the RAI clearly establish the operations in which representatives may intervene according to their type and the accreditation of knowledge about the financial instrument;

That, therefore, the types of infraction contained in the Appealed Resolution not only contain the substantive provisions referring to the obligations that Agents must ensure compliance with, but it also includes the types infringed by the agent and that were the subject of the imputation of charges;

That, indeed, as set forth above, INTELIGO SAB has incurred the infraction established in subsection 1.74 of numeral 1 of Annex X of the Sanctions Regulation, approved by CONASEV Resolution No. 055-2001-EF/94.10 and in subsection 1.45 numeral 1 of Annex X of the Sanctions Regulation, approved by SMV Resolution No. 035-2018-SMV/01. The aforementioned infraction types establish that it is the responsibility of the agent to ensure that the persons it engages comply with the requirements established in the current regulations;

That, said infraction type must be analyzed together with the provisions of article 44 of the RAI in force at the time the operations subject to sanction were carried out:

Article 44.- Validity of Representatives

(…)

[4] ANNEX X Of the Infractions of the Intermediation Agent, of the Representatives, of the Officer Responsible for Internal Control and of every person who directly or indirectly is related to the Intermediation Agent The following are infractions of the intermediation agents, of the representatives, of the officer responsible for internal control and of every person who directly or indirectly is related to the intermediation agent, as applicable: 1.- Very Serious (…) 1.7 To maintain directly or indirectly persons who have any legal or regulatory impediment, to fail to observe that they comply with the requirements established in the current regulations, or to allow or facilitate for them the development of activities related to those of the intermediation agent.

[5] ANNEX X Of the Infractions of the Intermediation Agent, of the Representatives, of those responsible for the control system, and of every person who provides a service related to the functions and services provided by the Intermediation Agent The following are infractions of the intermediation agents, of the representatives, of those responsible for the internal control system and of every person who provides a service related to the functions and services provided by the intermediation agent, as applicable: 1.- Very Serious (…) 1.4 To maintain directly or indirectly persons who have any legal or regulatory impediment, to fail to observe that they comply with the requirements established in the current regulations, or to allow or facilitate for them the development of activities related to those of the intermediation agent.

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The Agent must verify that its Representatives maintain the requirements or conditions that gave merit to their authorization and that they act only in the name of the Agent for the functions for which they were authorized as Representatives. The Agent must immediately communicate to the SMV if its Representative has failed to observe any of its requirements and conditions that gave merit to its authorization. (Highlighted by us)

That, in such a manner INTELIGO SAB infringed the duty established in article 44 by not verifying that Mr. Bulnes carried out repurchase operations with equity financial instruments, even though he had not obtained authorization to do so;

That, in conclusion, according to the analysis carried out above on the nature of repurchase operations in light of the provisions of articles 40 and 41 of the RAI, it is evidenced that Mr. Bulnes carried out unauthorized operations by conducting repurchase operations with equity financial instruments. Consequently, the principles of legality and typicity have not been violated, since said conduct is comprised within the factual assumption of the infraction types established in Annex X of the Sanctions Regulation, approved by CONASEV Resolution No. 055-2001-EF/94.10 and in subsection 1.4 numeral 1 of Annex X of the Sanctions Regulation, approved by SMV Resolution No. 035-2018-SMV/01; and,

In accordance with the provisions of numeral 26 of article 12 of the Regulation of Organization and Functions of the SMV, approved by Supreme Decree No. 216-2011-EF;

RESOLVES:

Article 1.- To declare Unfounded the appeal filed by Inteligo Sociedad Agente de Bolsa S.A against the Resolution of Deputy Superintendence SMV No. 039-2022-SMV/10.

Article 2.- To consider the administrative route exhausted.

Article 3.- To transcribe this resolution to Inteligo Sociedad Agente de Bolsa S.A. and to the Lima Stock Exchange S.A.

Article 4.- To order the dissemination of this resolution on the Institutional Page of the Superintendence of the Securities Market on the Single Digital Platform of the Peruvian State (www.gob.pe/smv).

Register, communicate and publish.

Lorena Masías Quiroga
Superintendent of the Securities Market

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PERU Ministry of Economy and Finance
SMV
Superintendence 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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