Capital and Financial Market Newsletter – November 2024

SBS Drafts

The Superintendence of Banking, Insurance and Private Pension Funds Administrators (“SBS”) authorizes the publication of a draft that proposes to make eligible for acquisition by pension funds, shares or other participation instruments placed by private offering not registered in a stock exchange. By notice dated November 19 of this year, the SBS authorized the dissemination, for the receipt of comments from the public, of the aforementioned draft, which proposes to make eligible for investment of pension fund resources, by private pension fund managers (AFPs), shares and other participation instruments that have been placed by private offering and are intended to be registered in a stock exchange.

For this purpose:

• The issuer must comply with the principles of Good Corporate Governance defined by the AFP in its investment policy.
• The placement value of the instruments must not be less than US$ 80,000,000 or its equivalent in Soles.
• The instrument must have an independent annual valuation until it is listed on the stock exchange.
• The instrument must be placed and traded through the trading mechanisms set forth in the Compendium of Regulatory Superintendence Standards of the Private Pension Fund Management System.
• The issuance documents must stipulate: (i) the issuer’s commitment to list the instrument within a maximum term of three (3) years and (ii) establish safeguards and/or guarantees assumed by the issuer to comply with such commitment, which comply with the provisions of the AFP’s investment policy.

The Draft also establishes the obligation of the PFAs to incorporate the minimum safeguards and/or guarantees that may be used in their investment policy.

After three (3) years have elapsed from the listing, the AFPs must evaluate the possibility of maintaining the investment in the instruments indicated in light of the requirements established in the aforementioned Compendium for investment in listed shares.