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 2019
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, 2019
Securities and Exchange Commission - SEC
Re.: MATERIAL EVENT
Dear Sirs:
Credicorp Ltd. (the ‘Company’) notifies you, as a Material Event, that in its session held on February 27, 2019, the Company’s Board of Directors agreed unanimously on the following matters:
| 1. | Approved the Annual Report of the Company for the financial year ended December 31, 2018 that the Chairman will present at the Annual General Meeting of Shareholders on March 29, 2019. |
| 2. | Approved the audited consolidated financial statements of the Company and its subsidiaries, for the financial year ended December 31, 2018, including the report of the external independent auditors Gaveglio, Aparicio y Asociados Sociedad de Responsabilidad Limitada, members of PricewaterhouseCoopers in Peru, to be submitted for evaluation and approval of the Annual General Meeting of Shareholders on March 29, 2019. |
| 3. | Agreed to recommend (i) the reappointment of Gaveglio, Aparicio y Asociados Sociedad de Responsabilidad Limitada, members of PricewaterhouseCoopers in Peru, as the external independent auditors of the Company for the financial year 2019, with the previous authorization of the Audit Committee; and (ii) to assign to the Audit Committee the approval of the independent external auditor’s fees. The aforementioned agreements will be submitted for consideration at the Annual General Meeting of Shareholders on March 29, 2019. |
| 4. | Approved the amount of the remuneration of the Board of Directors to be submitted for evaluation and approval of the Annual General Meeting of Shareholders on March 29, 2019, such remuneration to consist of: (i) annual remuneration of US$50,000 to each Director; (ii) additional annual remuneration of US$40,000 to each Director who is a member of the Audit Committee and to each Director of the Company’s subsidiaries who is appointed as an advisor to the Audit Committee of the Company; and (iii) a remuneration of US$1,500 for each session attended by each Director serving on the Executive Committee of the Company. |
Furthermore, the Board of Directors also agreed unanimously the following:
| 1. | To pay its shareholders a cash dividend of S/1,887,646,340.00 for a total of 94,382,317 outstanding shares, which is equivalent to S/20.0000 per share. The cash dividend will be paid out on May 10, 2019, without withholding tax at source, to shareholders of record on April 16, 2019. The dividend will be paid in US Dollars using the weighted exchange rate registered by the Superintendency of Banks, Insurance and Pension Funds (Superintendencia de Banca, Seguros y AFP) for the transactions at the close of business on May 8, 2019. The US Dollar dividend amount will be rounded up to four decimals. 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 2018 of S/3,983,865,263.06. |
| 2. | To transfer: (i) S/1,394,353,000.00 to restricted special reserves, and (ii) S/464,458,362.18 to special reserves; both amounts resulting from earnings corresponding to fiscal year 2018 (S/3,983,865,263.06) and to earnings of previous years accumulated as of December 31, 2018 (S/237,407,560.88). As a result, restricted special reserves will amount to S/13,465,315,766.47, which cannot be used without the authorization of the Superintendency of Banks, Insurance and Pension Fund Managers of Peru. |
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/ Miriam Böttger
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, 2019
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CREDICORP LTD. (Registrant) |
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| By: | /s/ Miriam Böttger | ||
| Miriam Böttger | |||
| Authorized Representative | |||