SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 under the
Securities Exchange Act of 1934
For the month of February 2014
Commission File Number: 001-14014
CREDICORP LTD.
(Translation of registrant’s name into English))
Clarendon House
Church Street
Hamilton HM 11 Bermuda
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
February 27, 2014
SUPERINTENDENCIA DEL MERCADO DE VALORES - SMV
Att. Registro Público del Mercado de Valores
Re.: MATERIAL EVENT
Dear Sirs:
In accordance with article 28 of the Capital Markets Law, approved by Law DS N° 093-2002-EF, and CONASEV Resolution for Material Events, Reserved Information and Other Communications N° 107-2002-EF/94.10, as modified by CONASEV Resolution N° 009-2003-EF/94.10, Credicorp Ltd. complies with notifying you of the following Material Events.
Credicorp’s Board of Directors, in its session held on February 26, 2014, agreed unanimously on the following matters that will submit for consideration and approval at the Company’s Annual General Meeting of Shareholders, which will be held on March 31, 2014, at 3:00pm:
| 1. | Approved the Annual Report of the Company for the financial year ended December 31, 2013 that the Chairman will present at the Annual General Meeting of Shareholders, and the Annual Information Document (DIA – Documento de Información Anual) of Credicorp and its subsidiaries for the year 2013. |
| 2. | Approved the audited consolidated financial statements of the Company and its subsidiaries for the financial year ended December 31, 2013, including the report of the independent external auditors Medina, Zaldívar, Paredes y Asociados, members of Ernst & Young Global in Perú, to be submitted for evaluation and approval of the Annual General Meeting of Shareholders. |
| 3. | Approved to present for approval to the Annual General Meeting of Shareholders the election of Directors who will hold office for 3 years and their remuneration. The proposed candidates are: |
- Benedicto Cigüeñas Guevara
- Fernando Fort Marie
- Reynaldo Llosa Barber
- Raimundo Morales Dasso
- Martín Perez Monteverde
- Dionisio Romero Paoletti
- Juan Carlos Verme Giannoni
- Luis Enrique Yarur Rey
| 4. | Agreed to recommend the designation of Medina, Zaldívar, Paredes y Asociados, members of Ernst & Young Global in Peru, as the external auditors of the Company for the financial year 2014, and the authorization to approve the auditor’s fees, in accordance with the proposal and recommendation of the Audit Committee. |
Furthermore the Board of Directors also agreed unanimously the following:
| 5. | To pay its shareholders a cash dividend of US$ 179,326,402.30 for a total of 94,382,317 outstanding shares, which is equivalent to US$ 1.90 per share. The Board of Directors approved the distribution of dividend according to the Bye-Laws of the Company and considering a total net income attained in the financial year 2013 of US$ 567,078,514.95, as well as, the recent investment commitment related to the acquisition of Mibanco by Empresa Financiera Edyficar S.A., a subsidiary of Banco de Crédito del Perú. |
| 6. | To use: (i) the remaining balance of US$ 387,752,112.65 from the net income of the year 2013, plus (ii) the sum of US$ 41,891,095.39 from Retained Earnings of previous periods to increase Credicorp’s restricted especial reserves in US$ 429,643,208.04. As a result, restricted especial reserves will amount to US$ 2,887,643,208.04, which cannot be used without the authorization of the Superintendence of Banking, Insurance and Pension Fund Managers of Perú. |
The Board also agreed that the dividends will be paid on May 16, 2014 to shareholders of record as of April 22, 2014.
Finally, in accordance with CONASEV Resolution N° 107-2002-EF/94.10.0 we enclose the Annual Report of Credicorp and its audited consolidated financial statements of the Company and its subsidiaries for the financial year ended December 31, 2013, including the report of the independent external auditors.
The information in this Form 6-K (including any exhibit hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.
Sincerely,
/s/ Mario Ferrari
Stock Market Representative
Credicorp Ltd.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: February 27, 2014
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CREDICORP LTD. (Registrant) |
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| By: | /s/ Mario Ferrari | ||
| Mario Ferrari | |||
| Authorized Representative | |||