Credicorp Ltd. Form 6-K Summary
Business Context and Reporting Period
This Form 6-K, filed on June 3, 2020, reports a material event for Credicorp Ltd., a foreign private issuer. The filing details a decision made by the Board of Directors during a session held on June 3, 2020, regarding the update of corporate governance policies.
Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report is strictly a notification of a governance policy change and contains no financial performance data.
Material Changes
The Board of Directors approved new criteria to determine the independence of its directors. These criteria are now part of the Credicorp Corporate Governance Policies. The new standards include restrictions on:
- Prior employment or directorship at Credicorp or related entities within the last three years.
- Directorship or employment at companies holding 5% or more interest in Credicorp.
- Shareholding exceeding 1% in Credicorp.
- Cross-directorships and cross-compensation committee memberships with related entities.
- Significant business transactions exceeding 1% of Credicorp's annual revenue or 5% of a third-party's revenue.
- Direct compensation or compensation to relatives exceeding US$120,000 in a 12-month period over the last three years.
- Employment or partnership with the auditing firm within the last three years.
- Relationships with major shareholders, directors, or senior management.
- Service on more than five boards of directors of companies in the Securities Market Public Registry (RMPV).
- Tenure as an independent director exceeding 10 continuous or alternate years within the last 15 years.
Guidance, Outlook, and Risks
The filing does not contain financial guidance, outlook, or management commentary on market conditions. The primary risk addressed is the potential for conflicts of interest, which the new independence criteria aim to mitigate. The Board retains the discretion to determine independence in situations not explicitly contemplated by the new document.
Key Facts for Investor Verification
- The Board approved new director independence criteria on June 3, 2020.
- Directors receiving compensation over US$120,000 (excluding fees and investment revenue) in the last three years are deemed non-independent.
- Directors cannot hold more than 1% of Credicorp shares to be considered independent.
- Directors cannot serve on more than five external public company boards.
- Directors cannot have served as an independent director for over 10 years within the last 15-year window.