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xxY Santiago, October 16, 2022
Mrs.
Solange Bernstein Jáuregui
Chairman
Financial Market Commission
Present
VIA SEIL
Ref.: INFORMS ESSENTIAL FACT
Madam President:
In accordance with the provisions of Article 9 and the second paragraph of Article 10 of the
Securities Market Law, to the provisions of General Rule No. 30 of the
Commission for the Financial Market, and being duly authorized, I inform in
essential factual character of Sociedad Química y Minera de Chile S.A., registered in the
Securities Registry with the number 184 (the “Company”, the following:
With this date, the Board of Directors of the Company agreed to modify the general policy of
Regularity in operations with related parties, approved at its meeting on date 3
of March 2021, and also approved a consolidated text thereof, which is attached
to this presentation.
Yours sincerely yours,
1 Lardo Bouquet,
Ricardo Ramos (16 nov. 2022 16:29 GMT-3)
General Manager
Sociedad Química y Minera de Chile S.A.
Cc. Santiago Stock Exchange
Electronic Stock Exchange of Chile
New York Stock Exchange
Securities and Exchange Commission
The Bank of New York Mellon
Depósito Central de Valores S.A.
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REGULARITY POLICY
SOCIEDAD QUÍMICA Y MINERA DE CHILE S.A.
In accordance with the provisions of Law No. 18,046 on Corporations (the “Law of
Sociedades Anónimas”), Sociedad Química y Minera de Chile S.A. (the “Company”) may
enter into transactions with related parties without complying with the requirements, and
Procedures described in paragraphs 1) to 7) of article 147 of said Law, among others
cases, in the case of operations executed in accordance with general policies of
habituality determined by the Board of Directors of the Company (the “Board of Directors”). However
Such operations must always be aimed at contributing to the social interest and must be in accordance with
in price, terms and conditions to those that prevail in the market at the time of
Your approval.
On November 16, 2022, the Board agreed to modify the general policy of
Regularity in operations with related parties, approved at its meeting on date 3
of March 2021, and also approved a revised text of the same, which is transcribed
Next:
1 The following are normal transactions between the Company, its subsidiaries and affiliates:
(a) The sale, marketing, distribution and supply in any capacity by
Part of the aforementioned subsidiaries and affiliates, of raw materials, by-products
and products extracted, processed or marketed by the Company;
(b) The contracting by the aforementioned subsidiaries and affiliates and provision of
advisory services by the Company in matters related to
the activities referred to in subparagraph (a) above;
(c) The contracting by the aforementioned subsidiaries and affiliates and the
granting by the Society of advice on financial matters,
accounting, administrative, tax, legal, infrastructure, services
advertising, computer services, management services, insurance, services
selection, recruitment and training of personnel, and, in general, the
contracting any back office service, and
(a) The carrying out of operations aimed at financing by the
Working capital company of the aforementioned subsidiaries and affiliates by amounts
not exceeding USS 100 million in a period of 12 consecutive months.
(e) The contracting or preparation of engineering, environmental and
Other specialties, for the study, development and construction of
mining operations, as well as all ancillary activities
are necessary for the conduct of such studies.
2. They may be enforced without the other requirements and procedures laid down in Article 147 of the
Law of Corporations the following operations with related parties
that have the character of habitual, are of ordinary occurrence and necessary to
The normal development of the social turn:
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(a) Contracting with Empresa Nacional de Telecomunicaciones S.A. and Entel
PCS Telecomunicaciones S.A. de servicios de telecomunicaciones,
computer and technology in general, including buying, selling,
leasing and provision of equipment and goods necessary for the operation and
Maintenance of contracted services, for amounts not exceeding
USS 5 million in a period of 12 consecutive months, and
(b) The execution with Banco de Chile of all kinds of financial operations
and intermediation, purchase and sale of foreign currency and other operations
usual treasury financiers.
3. In addition, the Board of Directors unanimously agreed to adopt
expresses an authorisation of general application enabling the Company to
Conclusion of the following operations (i) those that are not of amount
relevant, and (li) those between legal persons in which the Company owns,
directly or indirectly, at least 95% of the counterparty’s ownership, all
This without the need to comply with the requirements and procedures established in
paragraphs 1) to 7) of article 147 of the Law on Corporations. For
Effects of determining related party transactions
that are of relevant amount, the Board of Directors has defined that (a) in the case of
directors and chief executives, as well as each other’s related persons
of the former and their spouses or relatives up to the first degree of
consanguinity, and any entity controlled directly or indirectly by any
Of these, those operations of 3,000 will be considered as of relevant amount.
development units or more in a period of 12 consecutive months, and (b) for the
Other potential counterparties The relevant amount threshold will be determined
in accordance with the terms of paragraph a) of article 147 of the Companies Law
Anonymous. The provisions of the numerals (ii) and (iii) above, is without prejudice
of the provisions of article 16 bis of the statutes of the Company
The Board of Directors further agreed that this customary policy shall be (i) informed.
as an essential fact to the Commission for the Financial Market, (ii) informed and distributed
to Each of the vice-presidencies and management of the Company and its Subsidiaries, and (iii) published
immediately on the Company’s website, this is www.sqm.com.
Link to file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=c908813adbb073201366e1ff3a01f8c4VFdwQmVVMXFSWGhOUkZGNlRtcEZNMDFSUFQwPQ==&secuencia=-1&t=1682376108
