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Relevant Events
 12 Months Ended
Dec. 31, 2023
Relevant Events [Abstract]  
Relevant Events
5.Relevant Events:

 

a)On January 26, 2023, the Board of Directors of Banco de Chile agreed to convene an Ordinary Shareholders’ Meeting for March 23, 2023 in order to propose, among other matters, the following distribution of profits for the year ended on December 31, 2022:

 

i.Deduct and withhold from the net income of the year, an amount equivalent to the effect of inflation of the paid capital and reserves according to the variation of the Consumer Price Index that occurred between November 2021 and November 2022, amounting to Ch$542,504,045,836 which will be added to retained earnings from previous periods.

 

ii.Distribute in the form of dividend the remaining profit, corresponding to a dividend of Ch$8.58200773490 to each of the 101,017,081,114 shares of the Bank.

 

Consequently, it will be proposed a distribution as dividend of 61.5% of the profits for the year ending December 31, 2022.

 

b)On March 3, 2023, Banco de Chile informed the Financial Markets Commission that Mr. Alfredo Ergas Segal had ceased to hold office as Director of the Bank due to a supervening cause of incapacity arising from circumstances beyond his control. This was due to the fact that, within the framework of the corresponding periodic update at the Board meeting on December 22, 2022, a company in which Mr. Ergas is a Director was included as one of the Bank’s main clients, thus constituting the situation outlined in numeral 5 of subsection 3 of article 50 bis of Law 18,046 on corporations.

 

The aforementioned factual circumstances and the corresponding communication to the Superintendence of Pensions previously made by Mr. Ergas regarding the same matter, were reported by the Bank to the Commission for the Financial Market on December 30th.

 

In turn, by Resolution No. E-250 of March 3, 2023, the Superintendence of Pensiones established the disability of Mr. Ergas, based on the verification of the cause of supervening disability referred to above.

 

By virtue of the foregoing, the Independent Alternate Director Mr. Paul Fürst Gwinner assumed the role of Independent Regular Director, replacing Mr. Ergas in accordance with the procedure set forth in the Bank’s Bylaws.

 

c)On March 23, 2023, at the Bank’s Ordinary Shareholders’ Meeting, our shareholders proceeded to the complete renewal of the Board of Directors, due to the end of the legal and statutory three-year term with respect to the Board of Directors that has ceased in its functions.

 

After the corresponding voting at the aforesaid meeting, the following persons were appointed as the Bank’s Directors for a new three-year term:

 

Directors: Raúl Anaya Elizalde  
  Hernán Büchi Buc  
  Andrés Ergas Heymann  
  Jaime Estévez Valencia (Independent)
  Julio Santiago Figueroa  
  Pablo Granifo Lavín  
  Ana Holuigue Barros (Independent)
  Andrónico Luksic Craig  
  Jean Paul Luksic Fontbona  
  Sinéad O’Connor  
  Francisco Pérez Mackenna  
   
First Alternate Director: Paul Fürst Gwinner (Independent)
     
Second Alternate Director: Sandra Marta Guazzotti  

 

Moreover, in its Ordinary Session No. BCH 2,986 of the same date, the Board of Directors of the Bank agreed to the following officer appointments and designations:

 

Chairman: Pablo Granifo Lavín  
     
Vice Chairman: Andrónico Luksic Craig  
     
Vice Chairman: Julio Santiago Figueroa  

 

d)During the year 2023 Banco de Chile has reported as essential fact the following placements in the local market of senior, dematerialized and bearer bonds issued by Banco de Chile and registered in the Securities Registry of the Financial Market Commission:

 

Date  Registration
number in the
Securities Registry		  Serie  Amount   Currency  Maturity date  Average rate 
January 6, 2023  11/2022  GI   4,000,000   CLF  09/01/2035   2.61%
March 16, 2023  14/2016  DG   9,750,000,000   CLP  05/01/2027   6.55%
March 23, 2023  14/2016  DG   11,250,000,000   CLP  05/01/2027   6.55%
April 11, 2023  11/2022  GG   650,000   CLF  05/01/2035   2.50%
April 28, 2023  11/2015  CG   500,000   CLF  08/01/2032   2.65%
May 18, 2023  11/2022  GB   460,000   CLF  09/01/2034   2.78%
June 2, 2023  11/2015  CH   300,000   CLF  12/01/2032   2.96%
June 6, 2023  11/2022  GB   215,000   CLF  09/01/2034   2.78%
June 8, 2023  11/2015  BU   290,000   CLF  08/01/2029   3.39%
June 9, 2023  11/2015  BU   510,000   CLF  08/01/2029   3.39%
June 9, 2023  11/2015  CE   740,000   CLF  12/01/2031   2.94%
June 12, 2023  11/2022  FW   4,000,000   CLF  05/01/2033   2.89%
June 15, 2023  11/2015  BU   650,000   CLF  08/01/2029   3.26%
June 16, 2023  11/2022  GB   200,000   CLF  09/01/2034   2.78%

 

Date  Registration number in the Securities Registry  Serie  Amount   Currency  Maturity date  Average rate 
August 1, 2023  11/2015  CI   155,000   CLF  02/01/2033   3.04%
August 18, 2023  11/2015  CI   515,000   CLF  02/01/2033   3.35%
August 24, 2023  11/2015  CH   250,000   CLF  12/01/2032   3.34%
August 25, 2023  9/2015  BO   630,000   CLF  02/01/2028   3.61%
August 29, 2023  9/2015  BO   1,370,000   CLF  02/01/2028   3.61%
August 29, 2023  11/2015  CE   260,000   CLF  12/01/2031   3.27%
November 3, 2023  11/2022  FB   210,000   CLF  04/01/2029   4.16%
November 7, 2023  11/2022  FB   440,000   CLF  04/01/2029   4.16%
November 8, 2023  11/2022  EY   900,000   CLF  04/01/2028   4.26%
November 9, 2023  11/2022  FB   100,000   CLF  04/01/2029   4.16%
November 14, 2023  11/2015  CI   680,000   CLF  02/01/2033   3.90%
November 14, 2023  11/2015  CH   200,000   CLF  12/01/2032   3.90%
November 15, 2023  11/2022  FB   660,000   CLF  04/01/2029   4.16%
November 22, 2023  11/2015  CE   100,000   CLF  12/01/2031   3.64%
November 23, 2023  11/2015  CE   300,000   CLF  12/01/2031   3.60%
December 1, 2023  11/2022  GH   4,000,000   CLF  06/01/2035   3.67%
December 5, 2023  11/2015  CH   400,000   CLF  12/01/2032   3.55%
December 18, 2023  11/2015  CG   250,000   CLF  08/01/2032   3.31%
December 20, 2023  11/2015  CH   250,000   CLF  12/01/2032   3.21%

 

e)During the year 2023 Banco de Chile has reported as an essential fact the following placements in the foreign market, issued under its Medium Term Notes Program (“MTN”):

 

Date  Amount   Currency  Maturity date  Average rate
June 1, 2023   700,000,000   MXN  06/03/2027  TIIE (28 days) + 0.85%
June 8, 2023   6,300,000,000   JPY  06/16/2025  0.75%

 

f)On July 24, 2023, the subsidiary Banchile Administradora General de Fondos S.A. reported that, in the Board meeting on the same date, the resignation presented by the Director, Mr. Andrés Lagos Vicuña, was acknowledged and accepted. Therefore, the Board of Directors agreed to appoint Ms. Catherine Tornel León as Director of Banchile Administradora General de Fondos S.A.

 

g)On August 29, 2023, it was reported that Banco de Chile and Citigroup Inc. have agreed to extend the validity of the Cooperation Agreement, Global Connectivity Contract and the Amended and Restated Trademark License Agreement, the first two signed on October 22, 2015 and the last on November 29, 2019.

 

In accordance with the aforementioned extension, the validity of said contracts extends from January 1, 2024 and until January 1, 2026, the parties may agree before August 31, 2025 an extension for two years from on January 1, 2026. If this does not occur, the contracts will be automatically extended once for a period of one year starting on January 1, 2026 and until January 1, 2027. The same renewal procedure may be used in the future as often as the parties agree.

 

Together with the above and on this same date, Banco de Chile and Citigroup Inc. signed a modification to the Global Connectivity Agreement, a modification to the Amended and Restated Trademark License Agreement and an Amended and Restated Master Service Agreement, agreeing that the validity period of the latter will be the same as that established in the Cooperation Contract referred to in the previous paragraph.

 

The Board of Directors, in session held on August 24, 2023, approved the extension, modifications and subscription of the contracts mentioned above, in the terms provided for in articles 146 et seq. of the Corporations Law.

 

h)On September 28, 2023, the Bank reported that in Ordinary Session No. 2,997, Mr. Andrónico Luksic Craig presented his resignation from the position of Regular Director and Vice President of Banco de Chile, effective as of December 29, 2023. The Board of Directors was aware of the aforementioned resignation of Mr. Luksic, accepted it with effect from the indicated date and expressed its recognition of his contribution and work for more than 20 years on the Board of Directors, contributing to the development of the Institution.

 

For their part, the alternate directors, Mr. Paul Fürst Gwinner and Mrs. Sandra Marta Guazzotti, expressed in the same Board session their intention to continue, as alternate directors, proceeding accordingly, in accordance with what is established in article 8 of the corporate bylaws, the Board of Directors will appoint a replacement director.

 

Taking into account the above, in the aforementioned session the Board of Directors agreed to appoint Mr. Patricio Jottar Nasrallah as Regular Director, replacing Mr. Andrónico Luksic Craig, with effect from December 29, 2023 and until the next ordinary shareholders’ meeting, which is responsible to decide on the final appointment.

 

Likewise, in the aforementioned session, the Board of Directors agreed to appoint the Regular Director, Mr. Francisco Pérez Mackenna, as Vice-president of the Board of Directors, effective from December 29th.

 

i)On October 6, 2023, the subsidiary Banchile Administradora General de Fondos S.A. reported that, on that same date, Ms. Catherine Tornel León presented her resignation from the position of Director of Banchile Administradora General de Fondos S.A.

 

j)On October 23, 2023, the subsidiary Banchile Administradora General de Fondos S.A. reported that, in a meeting held on the same date, the Company’s Board of Directors appointed Mr. Francisco Javier Brancoli Bravo as Director.

 

k)On December 22, 2023, the subsidiary Banchile Corredores de Bolsa S.A. reported the acceptance of the resignation presented by Mr. Jorge Carrasco de Groote to the position of director of Banchile Corredores de Bolsa S.A. and the appointment of Mr. Juan Bissone as the new director of Banchile Corredores de Bolsa S.A.