avLa
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ESSENTIAL FACT
AVLA SEGUROS DE CRÉDITO Y GARANTÍA S.A.
Santiago, December 30, 2022.-
Mrs.
Solange Berstein Jáuregui
Chairman
Financial Market Commission
PRESENT.
From our consideration:
By means of this, in accordance with the provisions of the second paragraph of article 10
of Law No. 18.045 and Circulars Nos. 991 and 662 of the Commission for the Financial Market,
duly empowered to do so; and, on behalf of AVLA SEGUROS DE CRÉDITO Y
GARANTÍA S.A. (the “Company” and/or “AVLA Seguros”), I come to inform in a factual capacity.
The following is essential:
As a result of the corporate reorganization process in which AVLA is
S.A. (the “Company” and/or “AVLA”), and to what was reported by the Company through essential facts of
On December 15 and 30, 2022, the Company carried out, among others, the corporate acts that were
indicate below, which imply a change in the direct minority composition and
indirect of the Company, without any change on the final beneficiaries and / or controller
final in AVLA and in the Company.
1. Change of direct minority shareholder of AVLA Seguros
Within the framework of the corporate reorganization process, AVLA contributed, assigned and transferred to its
subsidiary AVLA Bermuda Holding Corp Ltd. (“Holding Corp.”), 69,407 shares issued by AVLA
Insurance (the “Shares”), equivalent to 9.73% of the total shares into which the capital of
the Company, which correspond to all the shares held in the Company. Act
Holding Corp then contributed, divested and transferred to its subsidiary AVLA Insurance Bermuda Holding Ltd.
(“Holding Insurance”), the Shares. Finally, Holding Insurance contributed, ceded and transferred to its
subsidiary AVLA Holding Insurance Ltd. (“Holding Seguros”) the Shares.
As a result of the above, the current shareholding composition of AVLA Seguros is the
next:
a 0 A to 0 A. 0
Inversiones AVLA Seguros S.A. 644,169 90.27%
AVLA Holding Insurance Ltd. 69,407 9.13%
Total Shares 100.00 %
avLa
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2. Change of indirect shareholder of AVLA Seguros.
Within the framework of the corporate reorganization process, AVLA contributed, assigned and transferred to its
subsidiary Holding Corp., 1,912,884 shares issued by Inversiones AVLA Seguros S.A. (“Inversiones
Seguros” and the “Acciones de Inversiones Seguros”, respectively), equivalent to 99.999% of the
total shares into which the capital of Inversiones Seguros is divided, corresponding to the totality
of the shares he held in Inversiones Seguros. Then, Holding Corp contributed, yielded
and transfer to its subsidiary Holding Insurance the Shares of Inversiones Seguros. Finally, Holding
Insurance contributed, assigned and transferred to its subsidiary Holding Seguros the shares of Inversiones Seguros.
As a result of the above, the current shareholding composition of Inversiones AVLA
Seguros S.A., parent company of the Company, is as follows:
a Y z A te E aci
AVLA Holding Insurance Ltd. 1,912,884 99.999%
AVLA Insurance Bermuda Holding Ltd. 20 0.001%
Total Shares 1,912,904 100,000%
3. No change final controller and/or final beneficiaries.
We inform your Commission that the changes indicated in numbers 1. and 2.
precedents, do not mean a change in the final beneficiaries and/or final controller in the Company,
in Inversiones Seguros or in AVLA.
4. Background Insurance Law and NCG 251.
Notwithstanding the foregoing, and in accordance with the provisions of article 38 of the D.F.L. of 1931
(Insurance Law) and the instructions contained in General Standard No. 251 (“NCG”)
251″) of the Commission for the Financial Market, the Company will send, within the deadline, all the
background required by the above-mentioned standards.
Yours sincerely yours,
Gabríéta Azócar Giménez
[ General Manager ‘
AVLA e DE CRÉDITO Y GARANTÍA S.A.
Link to file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=0028b19b2af8d235b3d09e64dae5bc6aVFdwQmVVMXFSWGxOUkZWM1RVUlpOVTVuUFQwPQ==&secuencia=-1&t=1682376108
