EN 
ES 
Dear Participants,
We would like to inform you about the Payment Option for the Substitutive Tax on the Accumulated Profits in the Taxable Profits Fund (ISFUT) in the Next Dividend Distribution of Ripley Corp. S.A. and its Subsidiaries.
Provisional Article 25 of Law 21 210 to modernize the Tax Legislation considers an alternative tax regime for shareholders of corporations subject to the First Category Tax and that determine their effective income based on full accounting records, as Ripley Corp. S.A. ("Ripley Corp." or the "Company"), and its subsidiaries Ripley Chile S.A., Ripley Inversiones II S.A. and Inmobiliaria ECCSA S.A. ("Subsidiaries").
Such regime establishes that if the said corporations or their subsidiaries keep accrued balances of income generated until December 31, 2016, in the Taxable Profits Funds (FUT), and that still have not filed their final taxes by December 31, 2021, those shareholders that are entitled to those profits may become subject, until April 30, 2022, to the payment of a Substitutive Tax for Final Taxes (the "Substitutive Tax") of a 30% fixed rate, to which the taxpaying corporation may allocate the credit for First Category Tax.
This is the case of Inmobiliaria ECCSA S.A. subsidiary corporation that currently keeps accrued balances on income generated until December 31, 2016.
After the Substitutive Tax has been paid, the income subject to that regime will have its taxes paid entirely. It may be withdrawn, distributed, or remitted as considered appropriate by the taxpayer without considering the allocation rules set forth by the Tax Income Law at the date of the corresponding withdrawal, remittance, or distribution. Also, the shareholders receiving the income must not pay the Global Supplementary tax or the Additional Tax on the income subject to the previously described regime.
The Internal Revenue Service (SII) has indicated that the Substitutive Tax corresponds to an advance payment of the final taxes. There is no problem for some shareholders to decide to become subject to the payment of the Substitutive Tax while others decide the contrary.
SII has also informed about the cases in which the option to pay the Substitutive Tax is exerted by the shareholders of subsidiaries (Official Letter No. 762 of March 8, 2022.)
Considering a new Annual General Shareholders' Meeting of Ripley Corp. on April 22, 2022, in which the distribution of dividends will be proposed, and where its subsidiary Inmobiliaria ECCSA S.A. keeps balances that, due to their characteristics, may be subject to the Substitutive Tax, we would like to invite our shareholders to inform the Company about their decision to become or not become subject to that alternative tax regime, authorizing Ripley Corp. to make the payment of the Substitutive Tax chargeable to the dividend agreed to be distributed, and therefore instructing the Company to withhold from that dividend the percentage equivalent to the amount of the Substitutive Tax.
The option may be exerted as follows:
- Those shareholders that wish to become subject to the payment of the Substitutive Tax must inform their decision to Ripley Corp. by April 20, 2022, at 2:00 p.m.
- The Company's subsidiaries will give their shareholders the same option to become subject to the Substitutive Tax and in consideration of Ripley Corp.'s shareholders who decided to be subject to the Substitutive Tax.
- Inmobiliaria ECCSA S.A. will pay the substitutive tax and distribute a dividend chargeable to the profits subject to this regime, which will be gradually distributed to Ripley Corp.
- Ripley Corp. will pay the dividend agreed in the Annual General Meeting to its shareholders as follows: (i) those that have decided to become subject to the Substitutive Tax, to whom the part corresponding to this Substitutive Tax will be deducted from the amount, and (ii) those that have not exerted this option, to whom the entire amount of the agreed dividend will be paid.
We must remind the shareholders that the Board agreed to propose for the approval of the Annual General Shareholders' Meeting to distribute as a dividend a total of $19 per share, and if approved by the Annual General Shareholders' Meeting, will be paid in cash. The interim dividend of $14 per share agreed by the Board in the meeting of November 25, 2021, and paid on December 22, 2021, must be deducted from that amount, due to which the effective amount that the Board proposed to pay this time to shareholders will be $5 per share. Due to regulations, the option to pay the Substitutive Tax may only be exerted for this last amount.
The Company has determined a credit effective rate on the first category tax (TEF) of 0.129340. The percentage to be withheld on the dividend for those shareholders that decide to become subject to the Substitutive Tax is 20.94620%.
To become subject to the Substitutive Tax regime in the terms explained before and instruct the Company to pay all or part of the dividend to which they are entitled, shareholders must fill in the form attached to this email.
The form must be signed with an electronic signature, and a digital copy must be sent to the following email address:
Shareholders may communicate their decision to become subject to the Substitutive Tax tax regime or not, until April 20, 2022, until 2 p.m. Those shareholders who have decided to become subject to the Substitutive Tax benefit and whose form has not been received after the mentioned term or that had been received after the term will receive the entire dividend as agreed in the Annual General Shareholders' Meeting and will be subject to the Income Tax Law general tax regime.
Letter and Instructions Form for the ISFUT
payment option of Ripley Corp. S.A.
Ripley Corp does not intend to advise its shareholders on the convenience of choosing a specific tax regime but only to provide information on its content. It will not be responsible for the decision that shareholders make in these regards.
The company recommends its shareholders to check their tax and legal situation before making any decisions regarding the issues addressed in this document and encourages them to obtain independent advice to make an informed decision.
For more information, please contact the
Shareholders' Service Department
