UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 20-F

¨REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE

SECURITIES EXCHANGE ACT OF 1934

OR

xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 20112013

OR

¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

OR

¨SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES

EXCHANGE ACT OF 1934

Date of event requiring this shell company report ______________

For the transition period from to

Commission file number 1-14014

Securities registered or to be registered pursuant to Section 12(b) of the Act.

Securities registered or to be registered pursuant to Section 12(g) of the Act.None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.Common Shares, par value $5.00 per share 94,382,317

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yesx No¨

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Yes¨ Nox

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yesx No¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yesx No¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act.

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.

Item 17¨ Item 18x

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes¨ Nox

CONTENT

ABBREVIATIONS

PRESENTATION OF FINANCIAL INFORMATION

Unless otherwise specified or the context otherwise requires, references in this Form 20-F (also referred to as the Annual Report), to “$”,” “US$,” “Dollars,” “foreign currency” or “U.S. Dollars” are to United States Dollars, and references to “S/.”, “Nuevo Sol” or “Nuevos Soles” are to Peruvian Nuevos Soles. Each Nuevo Sol is divided into 100 céntimoscentimos (cents).

Credicorp Ltd. is a Bermuda limited liability company (and is referred to in this Annual Report as Credicorp, the Company, the Group, we, or us, and means either Credicorp as a separate entity or as an entity together with our consolidated subsidiaries, as the context may require). We maintain our financial books and records in U.S. Dollars and present our financial statements in accordance with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board (IASB). IFRS differ in certain respects from United States Generally Accepted Accounting Principles (U.S. GAAP).

We operate primarily through our four operating segments: banking (including commercial(mainly wholesale banking and investmentretail banking), investment banking, insurance, and pension funds, and brokerage and other.funds. See information about operating segments in “Item 4.-Information on the Company: (A) History and Development of the Company, and (B) Business Overview”.

Our fourfive principal operating subsidiaries are: (i) Banco de Crédito del Perú (which, together with its consolidated subsidiaries, is referred to as BCP)BCP and includes wholesale and retail banking); (ii) Atlantic Security Bank, which we hold through Atlantic Security Holding Corporation (which, are referred to as ASB and ASHC, respectively); (iii) El Pacífico-Peruano Suiza Compañía de Seguros y Reaseguros (which together with its consolidated subsidiaries, is referred to as Grupo Pacífico); and (iv) Prima AFP. BCP’s activities include wholesale banking,AFP; and (v) Credicorp Capital (which eventually will consolidate the companies of our investment banking and retail banking.platform). As of and for the year ended December 31, 2011,2013, BCP accounted for 87.4%86.0% of our total assets, 75.2%80.9% of our net income and 69.3%70.2% of our net equity. Unless otherwise specified, the individual financial information for BCP, ASB, Grupo Pacífico, and Prima AFP and Credicorp Capital included in this Annual Report has been derived from the audited consolidated financial statements of each such entity. See “Item 3. Key Information—(A) Selected Financial Data” and “Item 4. Information on the Company—(A) History and Development of the Company.” We refer to BCP, ASB, Grupo Pacífico, and Prima AFP and Credicorp Capital as our main operating subsidiaries, and we refer to Grupo Crédito and ASHC as our two main holding subsidiaries.

“Item 3. Key Information—(A) Selected Financial Data” contains key information related to our performance. This information was obtained mainly from our consolidated financial statements as of December 31, 2007, 2008, 2009, 2010, 2011, 2012 and 2011.2013.

Our management’s criteria on foreign currency translation, for the purpose of preparing the Credicorp Consolidated Financial Statements, isare described in “Item 5. Operating and Financial Review and Prospects—(A) Operating Results—(1) Critical Accounting Policies—Foreign Currency Translation.”

Some of our subsidiaries maintain their operations and balances in Nuevos Soles. As a result, this Annual Report contains certain Nuevo Sol amounts translated into U.S. Dollars which is solely for the convenience of the reader. You should not construe any of these translations as representations that the Nuevo Sol amounts actually represent such equivalent U.S. Dollar amounts or could be converted into U.S. Dollars at the rate indicated as of the dates mentioned herein, or at all. Unless otherwise indicated, these U.S. Dollar amounts have been translated from Nuevos Soles at an exchange rate of S/.2.696.2.795 = US$1.00, which is the December 31, 20112013 exchange rate set by the Peruvian Superintendencia de Banca, Seguros y AFP (the Superintendency of Banks, Insurance and Pension Funds or the SBS)(SBS by its Spanish initials). The average of the bid and offered free market exchange rates published by the SBS for April 20, 201222, 2014 was S/.2.651.2.782 per US$1.00. Translating amounts expressed in Nuevos Soles on a specified date (at the prevailing exchange rate on that date) may result in the presentation of U.S. Dollar amounts that are different from the U.S. Dollar amounts that would have been obtained by translating Nuevos Soles on another specified date (at the prevailing exchange rate on that different specified date). See also “Item 3. Key Information—(A) Selected Financial Data—Exchange Rates” for information regarding the average rates of exchange between the Nuevo Sol and the U.S. Dollar for the periods specified therein. The Federal Reserve Bank of New York does not publish a noon buying rate for Nuevos Soles. Our Bolivian subsidiary operates in Bolivianos, a currency that has been maintained stable over recent years. Our Bolivian subsidiary´ssubsidiary’s financial statements are also presented in U.S. Dollars. Our Colombian and Chilean subsidiaries, Credicorp Capital Colombia S.A. Sociedad Comisionista de Bolsa in Colombia (formerly Correval) and Inversiones IMT S.A. Corredores de Bolsa in Chile (formerly IM Trust), operate in Colombian Pesos and Chilean Pesos, respectively, and their financial statements are converted into U.S. Dollars for consolidation purposes.

CAUTIONARY STATEMENT WITH RESPECT TO
FORWARD-LOOKING STATEMENTS

Certain statements contained in this Annual Report are not historical facts, including, without limitation, certain statements made in the sections entitled “Item 3. Key Information,”Information”, “Item 4. Information on the Company,”Company”, “Item 5. Operating and Financial Review and Prospects” and “Item 11. Quantitative and Qualitative Disclosures about Market Risk,”Risk”, which are forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934 (or the Exchange Act). You can find many of these statements by looking for words such as “approximates”, “believes”, “expects”, “anticipates”, “estimates”, “intends”, “plans”, “would”, “may”, or other similar expressions. These forward-looking statements are based on our management’s current views and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in the forward-looking statements. Therefore, actual results, performance or events may be materially different from those in the forward-looking statements due to, without limitation:

See “Item 3. Key Information—(D) Risk Factors,”Factors” and “Item 5. Operating and Financial Review and Prospects.”Prospects”.

We are not under any obligation to, and we expressly disclaim any obligation to, update or alter any forward-looking statements contained in this Annual Report whether as a result of new information, future events or otherwise.

PART I

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Not applicable

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE

Not applicable.

ITEM 3. KEY INFORMATION

3. A Selected Financial Data

The following table presents a summary of our consolidated financial information at the dates and for the periods indicated. This selected financial data is presented in U.S. Dollars. You should read this information in conjunction with, and qualify this information in its entirety by reference to, the Consolidated Financial Statements, which are also presented in U.S. Dollars.

The summary of our consolidated financial data as of, and for the years ended, December 31, 2007, 2008, 2009, 2010, 2011, 2012 and 20112013 is derived from the Consolidated Financial Statements audited by Medina, Zaldívar, Paredes & Asociados S.C.R.L, member of Ernst & Young Global, independent registered public accountants.

The report of Medina, Zaldívar, Paredes & Asociados S.C.R.L on the Consolidated Financial Statements as of December 31, 20102012 and 20112013 and for the years ended December 31, 2009, 20102011, 2012 and 20112013 appears elsewhere in this Annual Report.

SELECTED FINANCIAL DATA

(1)         Provision for loan losses and reserve for loan losses include provisions and reserves with respect to total loans and contingent credits, net of write-off recoveries.

(2)         We have 100 million authorized common shares. As of December 31, 2011, we had 94.4 million common shares issued and outstanding, of which 14.6 million were held by ASHC. The per common share data given considers net outstanding shares (common shares net of shares held by BCP, ASHC and PPS) of 79.7 million in 2002 to 2011. See Notes 16 and 25 to the Consolidated Financial Statements.

As of As of December 31, 2011, the Group had granted 549,529 shares of Credicorp as part of its stock awards compensation program, of which 333,294 shares were outstanding.

(3)         Net of unearned interest, but prior to reserve for loan losses. In addition to loans outstanding, we had contingent loans of US$1,455.4 million, US$1,564.5 million, US$1,755.9 million, US$2,528.1 million, US$3,135.2 million and US$3,728.0 million, as of December 31, 2007, 2008, 2009, 2010 and 2011, respectively. See Note 19 to the Consolidated Financial Statements.

(4)         Net interest income as a percentage of average interest-earning assets, computed as the average of period-beginning and period-ending balances on a monthly basis.

(5)         Net income as a percentage of average total assets, computed as the average of period-beginning and period-ending balances.

(6)         Net income as a percentage of average equity attributable to our equity holders, computed as the average of period-beginning and period-ending balances, and calculated on a monthly basis.

(7)         Sum of the salaries and employee’s benefits, administrative expenses, depreciation and amortization, as a percentage of the sum of net interest income and non-interest income, less net gains from sales of securities and other income.

(8)         Regulatory capital calculated in accordance with guidelines by the Basel Committee on Banking Regulations and Supervisory Practices of International Settlements (or the BIS I Accord) as adopted by the SBS. See “Item 5. Operating and Financial Review and Prospects—(B) Liquidity and Capital Resources—Regulatory Capital and Capital Adequacy Ratios.”

(9)         Depending on the type of loan, BCP considers loans past due for corporate, large business and medium business loans after 15 days; for small and micro business loans after 30 days; and for consumer, mortgage and leasing loans after 90 days. ASB considers past due all overdue loans except for consumer loans, which are considered past due when the scheduled principal and/or interest payments are overdue for more than 90 days. For IFRS 7 disclosure requirements on past-due loans, See Note 29.1 to the Consolidated Financial Statements. See “Item 4. Information on the Company—(B) Business Overview—(12) Selected Statistical Information—(iii) Loan Portfolio—Classification of the Loan Portfolio Based on the Borrower’s Payment Performance.”

(10)        Other contingent credits primarily consist of guarantees, stand-by letters and letters of credit. See Note 19 to the Consolidated Financial Statements.

(11)        Reserves for loan and contingent credit losses, as a percentage of all past-due loans, with no reduction for collateral securing such loans. Reserves for loan and contingent credit losses include reserves with respect to total loans and other credits.

(12)        Reserves for loan and contingent credit losses as a percentage of loans classified in categories C, D or E. See “Item 4. Information on the Company—(B) Business Overview—(12) Selected Statistical Information—(iii) Loan Portfolio—Classification of Loan Portfolio.”

Exchange Rates

The following table sets forth the high and low month-end rates and the average and end-of-period rates for the sale of Nuevos Soles for U.S. Dollars for the periods indicated.

Source: Bloomberg

(1) Highest and lowest of the 12 month-end exchange rates for each year based on the offered rate.

(2) Average of month-end exchange rates based on the offered rate.

(3) End-of-period exchange rates based on the offered rate.

The following table sets forth the high and low rates for the sale of Nuevos Soles for U.S. Dollars for the indicated months.

Source: Bloomberg

(1) Highest and lowest of the daily closing exchange rates for each month based on the offered rate.

The average of the bid and offered free market exchange rates published by the SBS for April 20, 201222, 2014 was S/.2.651.2.782 per US$1.00.

3. B Capitalization and Indebtedness

Not applicable.

3. C Reasons for the Offer and Use of Proceeds

Not applicable.

3. D Risk Factors

Our businesses are affected by many external and other factors in the markets in which we operate. Different risk factors can impact our businesses, our ability to effectively operate and our business strategies. You should consider the risk factors carefully and read them in conjunction with all the information in this document. You should note that the risk factors described below are not the only risks to consider. Rather, these are the risks that we currently consider material. There may be additional risks that we consider immaterial or of which we are unaware, and any of these risks could have similar effects to those set forth below.

Our geographic location exposes us to risk related to Peruvian political, social and economic conditions.

Most of BCP’s, Grupo Pacífico’s and Prima AFP’s operations and customers are located in Peru. In addition, although ASB is based outside Peru, most of its customers are located in Peru. Accordingly, our results of operations and financial condition are dependent on the level of economic activity in Peru. Changes in economic or other policies of the Peruvian government, which has exercised and continues to exercise a substantial influence over many aspects of the private sector, could affect our results of operations and financial condition. Similarly, other political, economic and social developments in Peru, including government-influenced effects on inflation, currency devaluation and economic growth could affect our operations and financial condition.

For several decades, Peru had a history of political instability that has included military coups and a succession of regimes with differing policies and programs. During the last 1517 years, however, Peru has experienced a period of relative political and economic stability, which has led to positive economic performance, including a GDP compounded annual growth rate of 5.8%6.3% for the last ten years (2002(2004 to 2011)2013). The government of Alberto Fujimori, who took office in July 1990, initiated a series of reforms aimed at: (i) stabilizing the economy, (ii) restructuring the national government (by reducing bureaucracy), (iii) privatizing state-owned companies, (iv) promoting private investment, (v) eradicating corruption and bribery in the judicial system, (vi) developing and strengthening free markets, (vii) institutionalizing democratic representation; and (viii) enacting programs designed to strengthen basic services related to education, health, housing and infrastructure. While serving his third term, President Fujimori was forced to call for general elections under extreme protest in July 2000when2000 when corruption in his government was exposed to the public. Fujimori later resigned in favor of a transitory government. In April of 2009, following a 15-month trial in Lima, Fujimori was sentenced to 25 years in prison for violations of human rights in connection with government-linked death squads. The two administrations that followed the Fujimori administration, after the transitional government led by Valentin Paniagua (2000-2001)(2000 - 2001), were the Toledo administration (2001-2006)(2001 - 2006) and the García administration (2006-2011)(2006 - 2011). Both governments followed similar economic policies, which focused on achieving sustained economic growth; increasing exports of Peruvian goods; reducing unemployment, underemployment and poverty; reforming the tax system; fostering private investment and increasing public investment in education, public health and other social programs, while reducing overall public spending.

Peru’s current president, Ollanta Humala from the Gana Perú political coalition, took office on July 28, 2011. As part of his economic policies, President Humala has named Harvard University trained economist Luis Miguel Castilla as economy minister, Oscar Valdes as prime minister, and Jorge Urquizo as production minister.2011 for a five-year term through 2016, after winning a run-off election. President Humala has, since his inauguration, substantially maintained the moderate economic policies of former president Alan García, whose administration was characterized by business-friendly and open-market economic policies that sustained and fostered economic growth, while controlling the inflation rate at historically low levels. However, we cannot assure you that the current or any future administration will maintain business-friendly and open-market economic policies or policies that stimulate economic growth and social stability, in particular given President Humala’s left-leaning political history and statements made during his presidential campaigns in 2006 and 2011. Any changes in the Peruvian economy or the Peruvian government’s economic policies may have a negative effect on our business, financial condition and results of operations.

Peru also has a history of domestic terrorism and social unrest. The terrorist organizations that were particularly active in Peru during 1980s and the early 1990s were theMovimiento Revolucionario Tupac Amaru (MRTA) and theSendero Luminoso (Shining Path). The leader of the Shining Path, Abimael Guzmán, was captured and imprisoned in 1992. In 2012, the most recent significant leader of this organization, Florindo Flores, commonly known as Artemio, was also captured. Nevertheless, terrorism, narcotrafficking and narco-terrorism remain key challenges for the Government. Remnants of the Shining Path rebel group have survived and the group is now split into two relatively independent factions; one in Peru’s Upper Huallaga Valley and one in the Apurimac and Ene River Valley (VRAE). These regions constitute the largest areas of coca cultivation and the main centers of “narco-terrorism” in Peru. Any resumption in terrorist activity by the MRTA, the Shining Path or other organizations may adversely affect our operations and financial condition.

In recent years, Peru has experienced social unrest in geographic areas that contribute to the country’s mining industry. Mining is an important sector of the Peruvian economy, representing approximately 60%55.1% of the country’s exports and 20%18% of its tax revenues.revenues; according to the Banco Central de Reserva del Perú (BCRP) or the Peruvian Central Bank. However, while recent governments have concentrated on increasing the revenues and profitability of the mining industry, there has been less focus on improving the social and economic conditions of local communities affected by the industry, which has increased political tension. The most recent manifestation of this tension can be seen in social conflict around Conga, a gold-copper project located in northern Peru. The project, which included investments of betweenapproximately US$4.24.5 billion, and US$4.8 billion,initially failed to launch because of social protests led by residents concerned about its potential impact on the local water supply. In December 2011, the Peruvian government declared a state of emergency in the area, which lasted for approximately 10 days, and afterwards requested a new environmental impact study from independent consultants. The results of the study were delivered on April 16, 2012, and the Peruvian government has established a series of new conditions to improve the project that the mining company would be required to accept to continue with the project. The final outcome will depend onNevertheless, even without this project, copper production in Peru could double between 2012 and 2017. Another copper mine project, Toromocho, began in the answer fromfourth quarter of 2013. Three other projects in Cerro Verde, Constancia, and Las Bambas are expected to begin operations within four years. Although copper prices have declined recently, the cost of these projects is expected to be below the median costs for mining company.projects in copper industry, so the planned mining projects may continue development despite the decline in prices. A possible cancellation of this projectany major projects may have an impact on present and future foreign investment decisionsdecision and plans, which in turn could negatively affect Peru’s GDP and the growth and, as a result,of the expansion of Peruvian financial system.

Foreign exchange fluctuations and exchange controls may adversely affect our financial condition and results of operations.

Even though the functional currency of our financial statements iswas U.S. Dollars until December 31, 2013 and our dividends are paidis the Nuevo Sol from January 1, 2014 onwards, Credicorp’s subsidiaries generate revenues in Nuevos Soles, U.S. Dollars, BCP, Grupo PacíficoBolivian Pesos, Colombian Pesos, and Prima AFPChilean Pesos. The aforementioned exposed us to the fluctuation of Credicorp’s functional currency against the other currencies, which could have an impact on our results. For information on the change in the functional currency of Credicorp, see Item 5A. Operating Results - Change in Functional Currency for local statutory purposes, prepare their financial statements and pay dividends in Nuevos Soles. Financial Reporting.

The Peruvian government does not impose restrictions on a company’s ability to transfer Nuevos Soles, U.S. Dollars or other currencies from Peru to other countries, to convert Peruvian currency into U.S. Dollars or to pay dividends abroad.other currencies. Nevertheless, Peru has implemented restrictive exchange controls in its history, and the Peruvian government might in the future consider it necessary to implement restrictions on such transfers, payments or conversions. See “Item 10. Additional Information—(D) Exchange Controls.” In addition, depreciation of the Nuevo Sol against the U.S. Dollar would decrease the U.S. Dollar value of any dividends BCP, Grupo Pacífico and Prima AFP pay us, which would have a negative impact on our ability to pay dividends to shareholders.

Peru’s foreign reserves currently compare favorably with those of many other Latin American countries. However, a reduction in the level of foreign reserves will impact the country’s ability to meet its foreign currency-denominated obligations. A decline in Peruvian foreign reserves to inadequate levels, among other economic circumstances, could lead to currency devaluation or a volatility of short-term capital inflows. We have taken steps to manage the gap between our foreign currency-denominated assets and liabilities in several ways, including closely matching thetheir volumes and maturities of our Nuevo Sol-denominated assets against our Nuevo Sol-denominated liabilities.maturities. Nevertheless, a sudden and significant devaluation of the Nuevo Sol could have a material adverse effect on our financial condition and results of operations. See “Item 11. Quantitative and Qualitative Disclosures about Market Risk—Foreign Exchange Risk.”

Also, a significant group of BCP’s borrowersFinally, BCP Bolivia, Credicorp Capital Colombia and Grupo Pacífico’s insureds generate Nuevo Sol revenues from their own clients. Devaluation of the Nuevo Sol against the U.S. Dollar could negatively impact BCP’s and Grupo Pacífico’s clients’ abilityIMTrust are also exposed to repay loans or make premium payments. Despite any devaluation, and absent any change in foreign exchange regulations, BCPfluctuations. Any exchange controls that could be implemented in their countries may adversely affect their financial condition and Grupo Pacífico would be expected to continue to repay U.S. Dollar-denominated deposits and U.S. Dollar-denominated insurance benefits in U.S. Dollars. Therefore, any significant devaluation of the Nuevo Sol against the U.S. Dollar could have a material adverse effect on our results of operations. For information on the macroeconomic scenario in these countries, see the risk factor “Our banking and capital market operations in neighboring countries expose us to risk related to political and financial condition.economic conditions”.

It may be difficult to serve process on or enforce judgments against us or our principals residing outside of the United States.

A significant majority of our directors and officers live outside the United States (principally in Peru). All or most of our assets and those of our principals are located outside the United States. As a result, it may not be possible for investors to effect service of process within the United States upon us or our principals to bring forth a civil suit under the United States securities laws in United States courts. We have been advised by our Peruvian counsel that liability under the United States federal securities laws may not be enforceable in original actions in Peruvian courts. Also, judgments of United States courts obtained in actions under the United States federal securities laws may not be enforceable. Similarly, Bermudan counsel advised us that courts in Bermuda may not enforce judgments obtained in other jurisdictions, or entertain actions in Bermuda, against us or our directors or officers under the securities laws of those jurisdictions.

In addition, our bye-laws contain a broad waiver by shareholders of any claim or right of action, both individually and on our behalf, against any of our officers or directors. This waiver limits the rights of shareholders to assert claims against our officers and directors for any action taken by an officer or director. It also limits the rights of shareholders to assert claims against officers for the failure of an officer or director to take any action in the performance of his or her duties, except with respect to any matter involving any willful negligence, willful default, fraud or dishonesty on the part of the officer or director.

Our ability to pay dividends to shareholders and to pay corporate expenses may be adversely affected by the ability of our subsidiaries to pay dividends to us.

As a holding company, our ability to make dividend payments, if any, and to pay corporate expenses will depend upon the receipt of dividends and other distributions from our operating subsidiaries. Our principal operating subsidiaries are BCP, Grupo Pacífico, ASB, Prima AFP and Prima AFP.Credicorp Capital. If our subsidiaries do not have funds available, or are otherwise restricted from paying us dividends, we may be limited in our ability to pay dividends to shareholders. Currently, there are no restrictions on the ability of BCP, ASB, Grupo Pacífico, or Prima AFP or Credicorp Capital to pay dividends abroad. In addition, our right to participate in the distribution of assets of any subsidiary, upon any subsidiary’s liquidation or reorganization (and thus the ability of holders of our securities to benefit indirectly from such distribution), is subject to the prior claims of creditors of that subsidiary, except where we are considered an unsubordinated creditor of the subsidiary. Accordingly, our securities will effectively be subordinated to all existing and future liabilities of our subsidiaries, and holders of our securities should look only to our assets for payments.

In addition, the value of any dividend paid by our operating subsidiaries that declare dividends in a currency different from Credicorp’s dividends (e.g. ASB, Banco de Crédito Bolivia, IM Trust, Credicorp Capital Colombia) is exposed to the impact of the depreciation of its dividend’s currency against Credicorp’s functional currency. This would have a negative impact on our ability to pay dividends to shareholders.

Changes to banking regulations may adversely affect our operating performance and financial condition.

Because we are subject to regulation and supervision in Peru, Bolivia, Colombia, Chile, the Cayman Islands, the United States of America, and Panama, changes to the regulatory framework in any of these countries or changes in tax laws could adversely affect our business.

We are mainly subject to extensive supervision and regulation through the SBS’s consolidated supervision regulations, which regulate allBanking and Insurance System Law (Ley General del Sistema Financiero y del Sistema de Seguros)and theRegulation of our subsidiariesthe Consolidated Supervision of Financial and offices including those located outside Peru. Mixed Conglomerates (Reglamento para la Supervisión Consolidada de los Conglomerados Financieros y Mixtos).

The SBS and the Banco Central de Reserva, or thePeruvian Central Bank, supervise and regulate BCP’s operations. Peru’s constitution and the SBS’s statutory charter grant the SBS the authority to oversee and control banks and other financial institutions including pension funds and insurance companies. The SBS and the Peruvian Central Bank have general administrative responsibilities over BCP, including designation of capitalization and reserve requirements. In past years, the Peruvian Central Bank has, on numerous occasions, changed the deposit reserve requirements applicable to Peruvian commercial banks as well as the rate of interest paid on deposit reserves and the amount of deposit reserves on which no interest is payable by the Peruvian Central Bank.Bank . Such changes in the supervision and regulation of BCP may adversely affect our results of operations and financial condition. See “Item 4. Information on the Company—(B) Business Overview—(11)(12) Supervision and Regulation—(ii) BCP.”BCP”. Furthermore, changes in regulation related to consumer protection may also affect our business.

Furthermore, the Superintendency of the Securities Market (Superintendencia del Mercado de Valores or SMV by its Spanish initials) also supervises some of our subsidiaries such as BCP, Credicorp Capital Bolsa and Credicorp Capital Fondos.

In Colombia, we are subject to supervision and regulation through the Superintendencia Financiera de Colombia and the Autorregulador del Mercado de Valores de Colombia. In Chile, we are subject to supervision and regulation through the Superintendencia de Valores y Seguros. See “Item 4. Information on the Company—(B) Business Overview—(12) Supervision and Regulation—(v) Investment Banking”.

We are also regulated by the United States Federal Reserve System, which shares its regulatory responsibility with the State of Florida Department of Banking and Finance - Office of Financial Regulation, with respect to BCP’s Miami agency, and by the Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority, Inc. (FINRA), with respect to Credicorp Capital Securities, a U.S. broker dealer.

Similarly, we are regulated by other governmental entities in other jurisdictions. In the Cayman Islands, we are subject to the supervision and regulation of the Cayman Islands Monetary Authority, or CIMA, while inCIMA. In Bolivia, we are subject to the supervision of the Financial System Supervisory Authority (or FSSA or ASFI in Spanish)(FSSA) that has assumed all regulatory functions held previously beby the Superintendency of Banks and Financial Entities and the Superintendency of Pensions, Securities and Insurance. In

Finally, in Panama, we are subject to the supervision of the Superintendency of Banks of Panama and the regulatory framework set forth in the Decree Law 9 of February 25, 1998. Changes in the supervision and regulation of our subsidiaries in other countries may adversely affect our results of operations and financial condition.

In mid-2011, politicians outside of Peru's governing coalition introduced a bill in Congress that, if enacted, would set a cap on interest rates charged by the country's financial institutions. However, the SBS recently indicated that such a cap should only be used as a last resort for lowering rates if the SBS doesn’tdoes not succeed in getting Peru’s banks to voluntarily reduce interest rates in the next two to four years, the period in which several foreign banks are likely to establish or expand operations in Peru. Congress may nevertheless impose a cap, and an interest rate ceiling may adversely affect our Net Interest Margin (NIM) and consequently our operating performance.

On February 15, 2011, the Peruvian government enacted Law 29663. On July 21, 2011 Law 29663 was amended by Law 29757. This new Lawlaw partially modifies the country’s income tax regime by subjecting to taxation in Peru capital gains derived from an indirect transfer of shares and expanding the type of income that will qualify as Peruvian-source income. Under the new law, any transfer of shares issued by a non-resident entity will be subject to taxation in Peru (30% or 5%) if at any point during the 12 prior months to such transfer:

a.   50% or more of the fair market value of the foreign shares –to be transferred—is derived from shares or participation rights representing the equity capital of one or more Peruvian entities. There is a rebuttable presumption that the threshold is met if the non-resident entity is a resident in a tax heaven.

b.   The shares to be transferred represent at least 10% or more of the equity capital of the non-resident entity.

At the same time, the following two new obligations were imposed on Peruvian domiciled companies:companies, which have economic relationship with the non-Peruvian seller:

(1)     Each

Supreme Decree N° 275-2013-EF enacted by the Peruvian Government on November 7, 2013, defined the concept of economic relationship for purposes of the indirect transfer of Peruvian shares. A Peruvian domiciled company is now requiredconsidered to reportbe economically related to the Peruvian Tax Administration (SUNAT) transfers of its own shares or transfers of the shares of the non-Peruvian domiciled company that istransferor, if, anytime during the owner12-month period prior the transfer occurs, one of its shares; andthe following circumstances occur:

(2)     Each Peruvian domiciled company is jointly liable for the income tax not paid by a non-Peruvian domiciled transferor that is directly or indirectly linked to the domiciled company (whether by means of control, management or equity participation) in connection with the transfer of the domiciled company’s shares, except in the event that the purchaser or acquirer of the shares is a Peruvian individual or entity.

The effectiveness of the obligations mentioned in (1) and (2) above is subject to additional regulations which have not been enacted yet by the Peruvian government. Until definitive regulations are enacted by the Peruvian government, which may clarify any obligation by Credicorp to withhold income tax for non-Peruvian domiciled transferors, we do not know what impact, if any, this new law will have on our company, subsidiaries or shareholders.

A deterioration in the quality of our loan portfolio may adversely affect our results of operations.

Given that a significant percentage of our revenues areincome is related to bankinglending activities, a significant deterioration of loan quality would have a material adverse effect on our business, financial condition and results of operations. We are subject to concentration default risks in our loan portfolio. Problems with one or more of our largest borrowers may have an adverse impact onadversely affect our financial condition and results of operations. On the one hand,While loan portfolio risk associated with lending to certain economic sectors or clients in certain market segments can be mitigated through adequate diversification, policies. On the other hand, our pursuit of opportunities in which we can charge higher interest rates, and thereby increasing revenues,revenue, may reduce diversification of our loan portfolio and expose us to greater credit risk. We believe that significant opportunities exist in middle market, consumer lending and microfinance in Peru. We also believe that we can, on average, charge higher interest rates on such loans as compared with interest charged on loans in our core corporate banking business, which primarily consists of clients that operate in industrial and commercial economic sectors.

Accordingly,In addition, loan concentrations in commercial sectors are particularly salient in Peru and significant deteriorations in such sectors may have a material adverse effect on our business, financial condition and results of operations. Our current strategy includes a greater emphasis on middleincreasing our exposure to market segments with heightened credit risk, including middle-market and consumer segments, such as unsecured small companies and consumer loans and microfinance, as well as continued growth of our loan portfolio in general. An increase in our portfolio’s exposure to these areas could be accompanied by greater credit risk. Such a greater credit risk would not only be affected by the speed and magnitude of the increase, but also by the shift to lending to these sectors,consumer mortgages, which have higher risk profiles as compared withto loans to large corporate customers. We follow this by using conservative credit assessments, risk-adjusted pricing methodologies and strong capital support. Given the changing composition of our loan portfolio historical loss experienceand possible adverse changes in the environment in which we operate, our future results may not be indicative of future loan loss experience.differ significantly from our past results.

Our banking and capital market operations in Bolivianeighboring countries expose us to risk related to Bolivian political and economic conditions.

Most of the operations and customers of Banco de Crédito de Bolivia, or BCP Bolivia, is BCP’sBCP´s commercial bank in Bolivia. Most of BCP Bolivia’s operations and customersBolivia, are located in Bolivia.that country. Accordingly, our results of operations and financial conditionscondition depend on the level ofBolivia´s economic activity in Bolivia. Bolivia’sand political environment. Bolivia´s macroeconomic indicators have been generally positive over the last several years, including steady growth rates, positive fiscal balances, and increasing international reserves. Inflation closed with a ratefor 2013 was 6.5%, above the Central Bank´s target of 6.9% in 2011, indicating that inflationary pressures are easing4.8%, mainly due to decreases in internationalhigher food prices and commodity prices. Athigh levels of liquidity in the same time,economy. However, Bolivia continues to experience a volatilelag other countries in the region in terms of foreign direct investment (FDI) despite an increase in FDI in 2013. The political environment in Bolivia also continues to be unstable, as does its regulatory and a reductionlegal framework. During 2014 we expect an increase in private investment activity. We expect to face some increased costsBolivia’s consumer price index as a result of aincreased government decree establishing wage increases indexed tospending in connection with the inflation rate, and also certain regulatory changes that could impact our earnings. Another important issue ispresidential elections being held in October 2014. Also, the Bolivian government announcement that duringenacted new banking laws in August 2013, the first quarterfull effect of 2012 they planwhich will start to approve abe seen in 2014. The new law that applies a new tax burden on thebanking laws, which include interest rate regulation and minimum lending requirements to specific economic sectors, could lead to instability in Bolivia’s financial system regulated by ASFI.and adversely affect our results of operations.

Credicorp Capital Colombia and IMTrust expose us to risk related to Colombian and Chilean political and economic conditions, respectively.

Colombia’s macroeconomic indicators have been generally positive over the last several years. However, a decline in Colombian mineral exports has contributed to a deterioration of Colombia’s trade balance. In addition, Colombia recently has enacted deficit reduction measures, and the Colombian Central Bank has focused on strengthening its international reserves as a hedge against external economic pressures. Additionally, Colombia holds national elections in 2014, which may result in new regulations, taxes and spending priorities. Any institution with profits exceeding 13% of return on equity will be taxed an additional 12.5%. In this environment, our strategy will beadverse economic consequences arising from changes to control costs and expenses, increase efficiency and maintainColombian policies or a prudent and proactive risk management. Any material negative effect on BCP Bolivia’s operationsdecline in Colombian exports or financial results couldproduction may have a material adverse effect on Credicorp’s ownour revenue and results of operations.

In Chile, tax reforms supported by Chile’s President have been proposed to Congress. If enacted, the proposed reforms would increase tax revenue by 3.0% of GDP, which mostly will be used to finance higher government permanent spending (including the educational reform). The reforms include a proposed increase in corporate taxes from 20% to 25%, the elimination of Chile’s Fondo de Utilidad Tributaria (FUT by its Spanish initials, which is a tax incentive to reinvest corporate profits) and a reduction in personal income taxes. Any increases in taxes Chile imposes on IM Trust and any would adversely affect our results of operations.

Changes to insurance regulations in Peru may impact the ability of our insurance subsidiary to underwrite and price risk effectively, and may adversely affect our operating performance and financial condition.

Our insurance business is carried out by Pacífico Seguros and Pacífico Vida which together with Pacíficosalud EPS S.A.fico Salud are part of Grupo Pacífico. The insurance business is subject to regulation by the SBS. New legislation or regulations may adversely affect Grupo Pacífico’s ability to underwrite and price risks accurately, which in turn would affect underwriting results and business profitability. Grupo Pacífico is unable to predict whether and to what extent new laws and regulations that would affect its business will be adopted in the future. Grupo Pacífico is also unable to predict the timing of any such adoption and the effects any new laws or regulations would have on its operations, profitability and financial condition. However, we can expect new legislation in the spirit of Solvency II in the years to come.

The Group also assumes reinsurance risk in the normal course of business for non-life and life insurance contracts when applicable. Premiums and claims on assumed reinsurance are recognized as revenue or expenses in the same manner as they would be if the reinsurance were considered direct business, taking into account the product classification of the reinsured business.

Our operating performance and financial condition depend on Grupo Pacífico’s ability to underwrite and set premium rates accurately across a full spectrum of risks. Grupo Pacífico must generate sufficient premiums to offset losses, loss adjustment expenses and underwriting expenses in order to be profitable.

To price premium rates accurately, Grupo Pacífico must:

If Grupo Pacífico fails to assess accurately the risks that it assumes or does not accurately estimate its retention, it may fail to establish adequate premium rates. Failure to establish adequate premium rates could reduce income and have a materially adverse effect on its operating results or financial condition. Moreover, there is inherent uncertainty in the process of establishing property and casualty loss reserves. Reserves are estimates based on actuarial and statistical projections at a given point in time of what Grupo Pacífico ultimately expects to pay out on claims and the cost of adjusting those claims, based on the facts and circumstances then known. Factors affecting these projections include, among others, changes in medical costs, repair costs and regulation. Any negative effect on Grupo Pacífico could have a material adverse effect on our results of operations and financial condition.

Our trading activities expose us to volatility in market prices, declines in market liquidity or fluctuations inforeign currency exchange rates, which may result in losses that could have a material adverse effect on our business, financial condition and results of operations.

As part of our treasury operations, we may suffer losses related to the investments by BCP, ASB, Grupo Pacífico and Credicorp Capital, which trade various financial instruments and other assets, including debt, equity, fixed income, currency and related derivatives as both agent and principal, and we derive a portion of our non-financial income from trading revenues. Our Market Risk and Asset & Liability Management Policies set position limits for Nuevo Sol- and foreign currency-denominated securities. However, we are exposed to numerous factors that are beyond our control, including overall market trading activity, interest rate levels, the credit risk of our counterparties and general market volatility. In addition, a significant portion of our trading activity is related to customer transactions and we may still be exposed to a number of risks related to the movement of market prices in the underlying instruments, including the risk of unfavorable market price movements relative to our long or short positions, a decline in the market liquidity of the related instruments, volatility in market prices, interest rates or foreign currency exchange rates relating to these positions and the risk that the instruments with which we hedge certain positions do not track the market value of those positions. If we incur any losses from these exposures, it would reduce our trading activity revenues or cause us to suffer losses from trading activities, either of which could have a material adverse effect on our business, financial condition and results of operations.

Natural disasters in Peru could disrupt our businesses and affect our results of operations and financial conditions

We are exposed to natural disasters in Peru, such as earthquakes and mudslides. Earthquakes in Peru are common occurrences as the country is located in a seismic zone: the interface between the Nazca and South American tectonic plates. Peru has been adversely affected by earthquakes in the past, including an 7.9 magnitude earthquake that struck the central coast of Peru in 2007.

A natural disaster of this nature or any other type of disaster could impair our operational capacity, our business continuity plans include emergency response, disaster recovery, operations continuity, crisis management, data protection and recovery, and critical systems redundancy. Although we test our business continuity plans annually; these plans may prove to be ineffective which could have a material adverse effect on our ability to carry out our businesses, especially if incidence disaster affects computer-based data systems or destroys customer or other data. In addition, if a significant number of our employees were affected by the natural disaster, our ability to conduct business could be impaired.

Our subsidiary Grupo Pacífico is further exposed to risks associated with natural disasters in Peru as an insurance business. To protect Grupo Pacífico’s solvency and liquidity, our insurance business historically has obtained reinsurance for a substantial portion of its earthquake-related risks through automatic excess loss treaties; however, there can be no assurance that a major catastrophe would not have a material adverse impact on our results of operations or financial condition or that our reinsurance policies will be an effective hedge against our exposure to risks resulting from natural disasters. Our current maximum catastrophic exposure, net of reinsurance is US$2 million dollars.

Regulatory changes to the private pension fund and banking system in Peru could impact our earnings and adversely affect our operating performance.

Prima AFP manages our Pension Fund Administration business. In Peru, private pension fund managers are closely regulated by the SBS. In 2012, the Peruvian Government adopted the Law to Reform the Private Pension System (SPP by its Spanish initials), looking for increased competition and efficiency and reducing administration costs. The law sets forth a new process by which individuals, which are called affiliates, may become beneficiaries affiliated with the SPP. Under the current regulatory framework, we collect commissions based onnew law, auctions are held every 24 month to determine which company will have the salaryexclusive right to manage the accounts of each subscribernew SPP affiliates for a two year period and to our pension funds. This commission-based system could be modified or eliminated by regulations. There are some options that are under analysis by a Commission such as fees based on the balance of funds under management by pension fund managers. Any regulations requiring us to use a different methodology to calculate fees could negatively impact our performance.conduct marketing campaigns for new SPP affiliates.

In October 2011,December 2012, there was held the Ministryfirst tender to determine who would manage the accounts of Finance namednew affiliates for a Technical Committee to propose changestwo year period. A new participant in regulation to increase private pension fund system coveragethe SPP won the tender, and promote competition. This Committee will present its findingsstarted operations on June 1, 2013. Prior to the Ministry, who willtender of affiliates, all four companies had the ability to conduct marketing campaigns and were able enroll new affiliates. In the second half of 2013, there was a decrease in turn propose regulatory changes that should be approvedthe level of new accounts in the SPP, and an increase in accounts of the Public Pension System (ONP by Congress. These changes in regulation could negatively affect our performance,its Spanish initials). Although this fact does not impact the results of operatingthe company, it may impact the long term growth and financial condition.coverage of the SPP.

The Law to Reform the Private Pension System will be implemented in phases. See “Item 4. Information on the Company—(B) Business Overview—(12) Supervision and Regulation—(vii) Prima AFP”.

Recent legislation regarding the financial services industry may subject us to significant and extensive regulation, which may have an impact on our operations.

Government measures to regulate the financial industry, including the Dodd-Frank Wall Street Reform and Consumer Protection Act (the Dodd-Frank Act) and the Foreign Account Tax Compliance Act (FATCA) of the United States are likely to increase our regulatory compliance burden and related costs. These and other regulatory developments are likely to impact Credicorp, and may require us to change certain aspects of our business practices and impose additional costs on us, ultimately having an impact on our operations. With respect to FATCA and Dodd Frank, Credicorp has hired outside consultants to help determine the impact that the implementation of these two laws will have on our institution. Based on our analysis to date, we do not expect the implementation of FATCA to have a material impact on our business given our limited number of U.S. accountholders. Also, we do not expect that the implementation of the Dodd-Frank Act, including the Volcker Rule and regulations related to swap transactions, will materially impact our business or cause us to incur material costs. However, until final implementations of the regulations under these new laws are issued, we cannot assure you of the extent of the impact these new laws will have on Credicorp.

We operate in a competitive banking environment that may limit our potential to grow, particularly in the medium term as more foreign banks establish or expand operations in Peru.

BCP has experienced increased competition, including increased pressure on margins. This is primarily a result of the presence of the following:

Larger Peruvian companies have gained access to new sources of capital through the local and international capital markets, and BCP’s existing and new competitors have increasingly made inroads into the higher margin, middle market and retail banking sectors. Such increased competition, with entrants who may have greater access to capital at lower costs, has affected BCP’s loan growth as well as reduced the average interest rates that BCP can charge its customers.

Competitors may also dedicate greater resources to, and be more successful in, the development of technologically advanced products and services that may compete directly with BCP’s products and services. Such competition would adversely affect the acceptance of BCP’s products and/or lead to adverse changes in the spending and saving habits of BCP’s customer base. If competing entities are successful in developing products and services that are more effective or less costly than the products and services developed by BCP, BCP’s products and services may be unable to compete successfully. BCP may not be able to maintain its market share if it is not able to match its competitors’ loan pricing or keep pace with their development of new products and services. Even if BCP’s products and services prove to be more effective than those developed by other entities, such other entities may be more successful in marketing their products and services than BCP because of their greater financial resources, higher sales and marketing capacity or other similar factors.

As a result of strong Peru’s economic growth, which has outpaced growth by nearby countries, several banks have sought and obtained authorization to open representative offices in Peru. Itaú Unibanco, Banco Latinoamericano de Comercio Exterior (Bladex), Morgan Stanley Bank, and Bank of Tokyo and the Industrial and Commercial Bank of China are among those banks receiving authorization. With the increased competition, more individuals will have access to credit, and the percentage of the population using baking services will likely climb. This will eventually put downward pressure on interest rates. Any negative impact on BCP could have a materially adverse effect on our results of operations and financial condition.

FluctuationEconomic and volatilitymarket conditions in other countries may affect the Peruvian economy and the market price of capital markets and interest rates may decrease our net income.Peruvian securities.

Economic conditions in other countries may impact Peru’s GDP growth. Peru’s exports are highly concentrated in the oil and mining industry. This industry represents almost 20% of Peru’s total income tax revenues, and gold and copper alone constitute around 42.2% of Peru’s total exports. Therefore, an economic downturn in Peru’s major importers of mining goods may adversely affect Peru’s economic growth.

According to our estimates, nearly one fifth of the expected growth in Peru’s economy over the next year depends on economic conditions in China, which generates considerable demand for basic metals mined in Peru. An economic slowdown in China over the next several years may adversely affect the growth of the Peruvian economy as a result of lower exports, lower levels of foreign investment and lower tax revenues. The aforementioned could affect the growth of our business as these reflect on Peruvian economy.

A failure in, or breach of, our operational or security systems could temporarily interrupt our businesses, increasing our costs and causing losses.

We may suffer

The Corporate Information Security Program Framework of Credicorp is based on the ISO 27001 international security standard and the code of practice ISO 27002.

Through this framework we have defined and implemented governance with specific roles on risk and control assessment, monitor and awareness programs, security initiatives, ensuring business objectives, corporative alignment and compliance to regulatory requirements of banking, credit card, insurance and pension funds industry in Peru, Bolivia, Chile, Colombia, Panama, Cayman Island and the United States of America.

Although we have a strong IT infrastructure and high-skilled professionals managing IT operations, our risk exposure could be significant; we are still vulnerable to failure of our operational systems. This could temporarily interrupt our business, increasing our costs and causing losses. Temporary interruptions or failures in hardware and software that support our business and customer’s transactions could result mainly in regulatory fines, penalties, and reputational loss.

Credicorp have not experienced any material losses related to cyber attacks or operational stability. Credicorp is continuously working and investing resources in maintaining and updating control processes in order to prepare and adapt frequent change in new technologies, the investments by BCP, ASCH, Grupo Pacífico, Grupo Crédito (a wholly-owned subsidiaryuse of Credicorp)the Internet and telecommunications technologies to conduct financial transactions and also the increased sophistication and activities of organized crime, hackers and other subsidiaries in fixed incomeexternal parties than can impact confidentiality, integrity, availability and equity securities,privacy on transmission and to their respective positions in currency markets, becausestorage of changes in market prices, defaults, fluctuations in market interest rates or exchange rates or other reasons. A downturn in capital markets may result in a decline in the value of our positions and lead us to register net losses. In addition, a downturn in capital markets could also lead to volatile prices and negative net revenues from trading positions, even in the absence of a general economic downturn.critical information.

Fluctuations in market interest rates, or changes in the relative structure between short-term interest rates

Acquisitions and long-term interest rates,strategic partnerships may not perform as expected, which could cause a decrease in interest rates chargedhave an adverse effect on interest-earning assets, relative to interest rates paid on interest-bearing liabilities. Such an occurrence could adversely affect our business, financial condition by causing a decrease in net interest income.and results of operation.

Acquisitions and strategic partnerships, as those made in our investment banking and insurance businesses may not perform as expected since our assessment could be based on assumptions with respect to operations, profitability and other matters that may subsequently prove to be incorrect. Future acquisitions, investments and alliances may not produce the anticipated synergies or perform in accordance with our expectations, which could have an adverse effect on our business, financial condition and results of operation.

ITEM 4. INFORMATION ON THE COMPANY

4. A History and Development of the Company

We are a limited liability company that was incorporated in Bermuda on October 20, 1995 to act as a holding company, coordinate the policy and administration of our subsidiaries, and engage in investing activities. Our principal activity is to coordinate and manage the business plans of our subsidiaries in an effort to implement universal banking services and develop our insurance business, focusing on Peru, Bolivia, Colombia and BoliviaChile along with limited investments in other countries of the region. Our registered address is Clarendon House, 2 Church Street, Bermuda. The management and administrative office (i.e., principal place of business) in Peru of our subsidiary, Banco de Crédito del Perú, is located at Calle Centenario 156, La Molina, Lima 12, Peru, and the phone number is 51-1-313-2000.

As of December 31, 2011,2013, our total assets were US$30.740.8 billion and our net equity was US$3.54.4 billion. Our net income attributable to our equity holders in 20102011, 2012 and 20112013 was US$571.3709.3 million, US$788.8 million and US$709.3567.1 million, respectively. See “Item 3. Key Information—(A) Selected Financial Data” and “Item 5. Operating and Financial Review and Prospects.”Prospects”.

We were formed in 1995 for the purpose of acquiring, through an exchange offer, the common shares of BCP, ASHC and PPS.Grupo Pacífico. We currently hold 97.7% of BCP, 97.7%98.5% of PPSGrupo Pacífico and 100% of ASHC. See “Item 4. Information on the Company—(C) Organizational Structure.”Structure”.

In February 2005, we were authorized by Peruvian regulatory authorities to establish Prima AFP, of which Grupo Crédito is the main shareholder. Prima AFP started operations in August 2005.

In August 2006, Prima AFP acquired Unión Vida AFP, which iswas a pension fund operating in the Peruvian market. Prima AFP’s acquisition of Unión Vida AFP, which was formerly held by Grupo Santander Perú S.A., was a strategic move toward consolidation as part of its efforts to gain a leading position in the pension fund market. As of the date of the acquisition, Prima AFP was the second largest pension fund company in terms of market share terms (defined as the amount of affiliates and assets under corporate management), with the second highest returns and the lowest commission for affiliates (who invest a portion of their salary each month). The merger between Prima AFP and Unión Vida AFP was consummatedsettled in December 2006.

In October 2009, BCP acquired from the Cooperative for Assistance and Relief Everywhere Inc. (CARE) – Perú, all the shares that this entity owned of Empresa Financiera Edyficar S.A. (Edyficar), representing 77.12% of Edyficar’s capital stock. In accordance with Peruvian legal requirements in effect at the time, BCP made a public offering to Edyficar’s minority shareholders to acquire the remaining 22.67% of the company’s stock. The total purchase price for the acquisition was US$96.1 million, including related direct acquisition costs. As of December 31, 20112013 BCP owned 99.79% of Edyficar.

In October 2010, the Credicorp group acquired American Life Insurance Company (ALICO)’s 20.1% and 38% stakes in PPSPacífico Seguros and Pacífico Vida, respectively. Pacífico Vida’s shares were acquired through Credicorp Ltd. and its subsidiary, Grupo Credito,Crédito, acquired PPS´Pacífico Seguros´s shares. Consequently, at the conclusion of this transaction, Credicorp and its subsidiary Grupo CreditoCrédito held 97.68% of Pacífico Seguros, and jointly controlled 100% of Pacífico Vida. The total investment amounted to approximately US$174 million, making it the largest transaction ever completed in the Peruvian insurance market. We expect the acquisition to permit the Credicorp group to realize synergies in its decision making process and through the integration of all its insurance business lines. The closer proximity between companies will also allow Grupo Pacífico to improve its value proposition to customers, who seek integral insurance solutions. On April 28, 2011, Credicorp transferred its 24% stake in Pacífico Vida to PPS.Pacífico Seguros. As a result of that transfer, PPSPacífico Seguros now directly owns 86% of the shares of Pacífico Vida, and Credicorp owns the remaining 14%. This transfer did not affect Credicorp’s consolidated financial statements.

In November 2010, Credicorp’s Board of Directors approved the transfer of 84.9% of BCP’s total shares to Grupo Crédito S.A. (its Peruvian wholly owned subsidiary) through a capital contribution, in order to facilitate Credicorp’s future investments in Peru without modifying the controlling structure of BCP. Under the new structure, Credicorp directly holds 12.7% of BCP’s total shares and, in conjunction with its subsidiary Grupo Crédito, continues to control the same 97.7% of such shares without modifying the internal governance structure. Before this change in ownership structure, dividends to Credicorp from its Peruvian subsidiaries, such as BCP, were remitted abroad and had to be remitted back to Peru when capital for new investments in the country were required. With the new structure, Grupo Crédito, which acts as the local holding company for some of Credicorp’s investments in Peru (Prima AFP, Grupo Pacífico and others), will manage Credicorp’s future Peruvian investments, and directly transfer the dividends to Credicorp when it is required to do so under Credicorp’s dividend policy. This modified organizational structure will not affect the way Credicorp and BCP manage their day-to-day operations, and Credicorp’s dividend policy has not changed as a result of this transaction.

In the second half of 2011, Pacíficosalud EPSfico Salud invested approximately US$82.7 million to create the largestits own private medical services network in Peru by acquiring majority shares to directly manage: (i) the El Golf, San Borja and Oncocare clinics in Lima, (ii) the Galeno clinic in Arequipa, (iii) Laboratorios ML, a clinical laboratory, and (iv) Doctor+, which is a house call/ambulance service. In 2012, Pacífico Salud invested US$38.6 million to increase its integrated insurance and health providing services by acquiring: (i) Clínica Belén S.A., (ii) Centro Odontológico Americano, (iii) Prosemedic S.A., (iv) Clínica Sánchez Ferrer S.A. and Inversiones Marsfe S.R.L., and (v) Bio Pap Service S.A.C. We believe that these acquisitions enable Pacificosalud EPSPacífico Salud to directly benefit from this sector’s growth and to strategically defend against potential changes in the healthcare service supply chain, where vertical integration in the insurance business is becoming more frequent.

During 2012, Credicorp, as part of the strategic plan, initiated the creation of a regional investment banking platform. On November 30, 2011,April 27, 2012, Credicorp, through its subsidiary BCP, reached an agreement with the shareholders ofacquired a 51% stake in Credicorp Capital Colombia (formerly Correval S.A. Sociedad Comisionista de Bolsa,Bolsa), a brokerage entity established in Bogota, Colombia, to acquire a 51 percent stake in such entity for approximately US$76.572.3 million. To date the acquisition was approved by the relevant regulatory authorities in ColombiaIn June 2013, BCP transferred its shares to Credicorp Capital Ltd., without affecting Credicorp’s consolidated financial statements and Peru and the precedent conditions were fulfilled. Hence the settlement of the transaction will take place in the upcoming days.

Alsowithout recording any gain or loss. On July 31, 2012, Credicorp, through its subsidiary BCP, on April 23, 2012 reachedacquired 60.6% of IM Trust S.A. (IM Trust, Corredores de Bolsa), an agreement in principle with the shareholders of IMTrust S.A., a brokerageinvestment banking entity established in Santiago, Chile, for approximately US$131.5 million, of which US$110.9 million was paid in cash consideration at the acquisitions date and US$20.6 million was paid in cash in July 2013. In November 2012, BCP transferred its shares to acquire 60.6 percentCredicorp Capital Ltd., without affecting Credicorp’s consolidated financial statements and without recording any gain or loss. For the investment banking operations in Peru, we created Credicorp Capital Perú S.A.A. (formerly BCP Capital), a company incorporated in Peru that was established in April 2012 through the split of an equity block of BCP. This split resulted in a reduction of BCP’s assets, liabilities and net equity in an amount of US$71.2 million, US$18.0 million and US$53.2 million, respectively. Assets transferred included Credicorp Capital Bolsa, Credicorp Capital Titulizadora, Credicorp Capital Fondos and BCP’s investment banking activities. The equity block split had no effect in Credicorp’s consolidated financial statements; no gains or losses arose from it.

In 2012, we established Credicorp Capital Ltd. in Bermuda to hold the Group’s investment banking activities in Chile, Colombia and Peru. As of December 31, 2013, Credicorp Capital held directly and indirectly 60.6% of IM Trust and 51.0% of Credicorp Capital Colombia. As of December 31, 2013, IM Trust’s assets, liabilities, equity and net income amounted to US$165.8 million, US$121.4 million, US$44.4 million and US$4.8 million, respectively (US$311.8 million, US$259.5 million, US$52.3 million and US$17.1 million, respectively, as of December 31, 2012); and Credicorp Capital Colombia’s assets, liabilities, equity and net income amounted to US$392.6 million, US$343.2 million, US$49.4 million and US$7.4 million, respectively (US$1,164.9 million, US$1,119.1 million, US$45.8 million and US$3.4 million, respectively, as of December 31, 2012).

At Credicorp’s shareholder meeting held on September 11, 2013, the Company agreed to increase Credicorp Capital Ltd’s share capital in the Company by US$3.9 million in exchange for 100% of the share value of Credicorp Capital Securities Inc., which Credicorp Ltd. controls. Credicorp Capital Securities Inc. is incorporated in the United States of America and provides securities brokerage services, mainly to retail customers in Latin America.

On March 20, 2014, Credicorp, through its subsidiary Empresa Financiera Edyficar S.A., acquired 60.68% stake of Mibanco, Banco de la Microempresa S.A., a local bank that specialized in the micro and small entities sector, for approximately S/. 504.8 million or US$179.5 million, in cash. On April 8, 2014, Grupo Crédito S.A. and Empresa Financiera Edyficar S.A., subsidiaries of Credicorp Ltd., acquired from the International Finance Corporation (IFC) and additional 6.5% of stake in such entityMibanco (5% Grupo Crédito S.A. and 1.5% Empresa FInanciera Edyficar S.A.). Furthermore, according to the Capital Markets Law, Credicorp’s subsidiaries will proceed to make a Public Tender Offer (Oferta Pública de Adquisición or OPA for an amount that represents approximately 3.5%its Spanish initials) to minority shareholders of Credicorp’s netMibanco within the tenure and procedures stipulated in the Law. As of December 31, 2013, Mibanco’s assets, liabilities, equity and that will be finally defined subjectnet income, published by SBS (audited) and prepared in accordance with accounting principles prescribed by the SBS for Peruvian financial entities, amounted to the completion of a due diligence processUS$2,135.7 million, US$1,900.8 million, US$234.9 million and approval from the supervisors in Chile and Peru, among other precedent conditions.US$12.6 million, respectively.

4. B Business Overview

(1) Introduction – Review of 2013

1.1 General

We are the largest financial services holding company in Peru. For management purposes, the Group is organized into four operating segments based on our products and services. According to IFRS, an operating segment is a component of an entity that engages in business activities from which it may earn revenues and incur expenses; whose operating results are regularly reviewed by the entity’s chief who makes decisions about resources allocated for the segment and assesses its performance; and for which discrete financial information is available. We conduct our financial services business through our operating segments as follows:

Banking: principally handling loans, credit facilities, deposits and current accounts, and providing investment banking services, including corporate finance, both for corporate and institutional customers. Banking also includes handling deposits, consumer loans and credit cards products for individual customers.

Insurance: including commercial property, transportation and marine hull, automobile, life, health and pension fund underwriting insurance. Private hospital services are also included under this operating segment.

Pension funds: providing private pension fund management services to customers.

Brokerage and other: including the structuring and placement of primary market securities issues and the execution and trading of secondary market transactions. This segment also includes offers of local securitization structuring to corporate entities, management of mutual funds and other services.

The following table provides certain financial information about our principal business segments as of and for the year ended December 31, 20112013 (See Note 2628 to the Consolidated Financial Statements):

* Operating income includes the net interest income from banking activities; and in the case of Insurance, the amount of the net earned premiums, less insurance claims plus net interest income.

We conduct our wholesale banking, treasury, and retail banking and wealth management activities primarily through BCP, the largest (in terms of total assets, loans, deposits, net equity and net income) full-service Peruvian commercial bank, and our ASB private banking and asset management firm. We conduct our pension fund business through Prima AFP (the second largest Peruvian pension fund in terms of funds under management, collections and monthly insurable remuneration (or RAM by its Spanish initials) and our insurance activities through Grupo Pacífico, which is the second largest Peruvian insurance company in terms of premiums, fees and net income. We conduct our investment banking business primarily through Credicorp Capital S.A.A. in Peru, Credicorp Capital Colombia S.A. in Colombia, and Inversiones IMT S.A. in Chile. It should be noted that the term “Peruvian commercial bank,” “Peruvian insurance company” and other similar terms used in this Annual Report do not include the assets, results or operations of any foreign parent company or foreign subsidiary of such Peruvian company.

Primarily as a result of the strong microeconomic environment in Perú in 2011,In 2013, we recorded net income after minority interestsinterest of US$567.1 million (US$788.8 million in 2012 and US$709.3 million which was 24.2% higher thanin 2011). The 2013 result reflected a decrease of 28.1% in our net income in 2010. Thiscomparison to 2012’s result, reflectedprimarily as a consequence of the strong performanceimpact of allthe devaluation of local currency against the U.S. Dollar, losses due to market issues, and one-off expenses. These factors were equivalent to approximately US$203.2 million of losses that reduced our subsidiaries.net income:

Our total assets grewamounted to US$30.7 billion as of December 31,in 2011, an 8.2% increase from the US$28.440.8 billion in assets we held as of December 31, 2010. Our2012 and US$40.8 billion in 2013. The 0.1% increase in total assets in 2013 was primarily a result of the continued growth of our loan portfolio, which grew by 21.3%7.2% in 20112013 (compared to a growth of 24.2%23.1% in 2010, 9.9%2012 and 21.3% in 20092011), partially offsetting the 17.8% decrease in Investments available-for-sale (compared to a growth of 21.4% in 2012 and 27.8%57.0% in 2008), in line with the expansion of the Peruvian economy, which had GDP growth rate of 6.9% in 2011.2011). Our past-due andloan ratio (which includes loans under legal collection loancollection) was 2.25% at the end of 2013 (compared to a ratio wasof 1.75% at the end of 2012 and 1.50% at the end of 2011 (compared to a ratio of 1.47% at the end of 2010 and 1.6% at the end of 2009)2011). We had a coverage ratio of 200.6% (i.e., reserves for loans as a percentage of past-due loans) of 157.5% (compared to a ratio of 187.7% at the end of 2012 and 200.6% at the end of 2011), and our return on average net equity (ROAE) increased to 22.9%reached 13.1% in 20112013 (compared to 21.3%20.6% in 2010)2012 and 22.6% in 2011).

1.2 Banking segment

BCP

BCP’s year-end 20112013 net income totaled US$578.7 million,464.3million, which resulted in a contribution to Credicorp of US$ 564463.5 million. This earnings contribution was 21.5% higher30.2% lower than the 20102012 contribution (US$464.4663.7 million) and lower than the 2011 contribution of US$577.7 million. BCP’s financial performance in 2013 was mainly a productaffected by the volatility of our improved net interest income whichthe Nuevo Sol against the U.S. Dollar. The evolution of the exchange rate during this period was unlike any other in turn attributable to an 18.1% increase in gross loans.the last 20 years, as the devaluation of the Nuevo Sol reached 9.6% against the U.S. Dollar. As a result, BCP registered a ROAE of 27.6%.16.0% in 2013.

The main drivers behindThere were factors that partially offset the good performance of BCP’s performance were:core business in 2013. These factors represented a total of US$181 million and were related to losses due to market issues and one-off expenses, including:

•         the 25.3% increase

Performance in 2013 was primarily a result of:

Performance in these areas enabled BCP to offset the company’s 22.6%20.0% increase in provisions for loan losses and 11.7%8.5% increase in operating expenses. The increase in provisions did not indicate a deteriorationis associated with the evolution of BCP’s Past-due-loans (PDL) portfolio qualityfor its SME and instead reflected the determinationcredit card segments. Retail banking segments have historically had higher levels of provisions requirements based on the upper limit of the range defined by IFRS compliant internal modeling of reserves.past-due loans and higher margins than other banking segments.

The higherincrease in BCP’s operating expenses werein 2013 was a result of BCP’s greaterhigher administrative expenses (+14.0%), which were in turn associated with system outsourcing and generalwith expenses to expand BCP’s network of distribution channels to cover a significant increase in transactional activity and further banking penetration. There was also an increase in other expenses (+55.9%) related to a lesser degree, higher salary expensespayments to SUNAT and employee benefits. These higher operating expenses were exacerbated byEssalud from previous periods and contingents in Bolivia.

The following table shows changes to the 4% appreciationprincipal assets of the Nuevo Sol against the U.S. Dollar over the course ofBCP from 2011 as a portion of BCP’s operating expenses are denominated in local currency.through 2013:

BCP’s total assets reacheddecrease was a result of the 7.7% reduction in the value of BCP’s investments, which offset the 7.3% increase in BCP’s loans net of provisions that totaled US$26.821.5 billion at the end of 2011, representing an increase of 5.8% over2013. Regarding to the previous year (US$25.3 billion). This increase in total assets was a result of the 17.9% expansion of BCP’s loans net of provisions, which totaled US$16.4 billion at the end of 2011. The loan portfolio constituted 61.2% of BCP’s total assets at the end of 2011. BCP’s total past-due loans reached US$258.3 million (23.5% higher than the US$209.1 million registered in 2010) while refinanced and restructured loans increased by 25.2%, from US$76.7 million in 2010 to US$96 million at the end of 2011. The composition of BCP’s loan portfolio in 2011 changed significantly. Asas of December 2011,31, 2013, the average daily balances in our retail banking operationsbusiness accounted for 46.6%51.0% (compared to 42%51.2% in December 2010)2012 and 46.9% at the end of 2011) and wholesale banking operationsbusiness accounted for 53.4%49.0% of BCP’s total portfolio (compared to 58%48.8% in December 2010). This outcome is a result2012 and 53.1% at the end of BCP’s strategic focus on increased market penetration in middle and lower segments, which are generally characterized by higher margins.2011).

The average daily balances of BCP’s wholesale banking loans grew by 11.8%11.9% in 2011 as2013 (12.1% in 2012 and 8.1% in 2011), while the local currency (LC) denominated wholesale banking portfolio grew 64.9% and the foreign currency (FC) denominated portfolio grew 2.1%. The expansion in the LC portfolio reflects our corporate clients’ reactions to a resultdevaluation of the Nuevo Sol against the U.S. Dollar and better loan conditions in LC due to a reduction in the reference rate and level reserve requirements, which allowed companies to migrate financing provided for large investments, inventoriesdrawn in FC in years past (in some cases with foreign institutions) or to take on new financing in the local market and working capital to keep pace with Peru’s dynamic economy.in Nuevos Soles. As a result, BCP continued to lead the Peruvian financial system with a market share of 44.3%43% for the corporate segment (46.5%(46.7% in 2010)2012 and 34.3%43.8% in 2011) and 34.5% for the middle market (34.1%(35.4% in 2010)2012 and 35.3% in 2011).

BCP’s retail banking portfolio continued its upward trend and grew 35%9.3% in 2011. In terms2013 (average daily balance), led by the SME segment, which reported growth of growth and yields, BCP’s small and medium enterprise (SME) loans were its best performing product, growing by 40.1% (measured11.9% in average daily balances)balances (including Edyficar). This allowed BCP to continue to lead this segment with a total volumemarket share of US$3.1 billion, followed24.6% at the end of 2013. Furthermore, the mortgage loan segment reported a 12.0% increase that was driven by a recovery in the real estate sector and BCP’s decision to focus on low income segments with products such as MiVivienda and Ahorro Local (described below). BCP continued to lead this segment with a market share of 33.1%. Finally, the consumer loan portfolio posted growth of 10.7% in average daily balances, which translated into a market share of 22.8%. The credit cards which grew 39.5% to US$809 million,card portfolio remained stable, with 1.1% growth in each case as of December 31, 2011. Consumer loans grew 34.3% to US$1.3 billion, while mortgages expanded 28.2%, totaling US$2.5 billion.2013.

On the liabilities side, BCP’s deposits reached US$17.6 billion on December 31, 2011 (a 4.5% increase from the previous year). This increase in deposits not only continues to reinforce BCP’s funding structure, as deposits account for 71.8%72.0% of all funding sources, but it also serves to maintain BCP’s status as an industry leader with a market share of 31.6%31.5%. It is importantThe expansion of deposits was due primarily to note that corean increase in savings deposits grew while time deposits fell 25.8%(+4.5%) and Severance Indemnity Deposits (CTS by its Spanish initials, +7.7%), a dynamic which favor cost of funds for BCP. Demandwas attributable to the campaigns held in these segments throughout the year. Time deposits were stable year-over-year and grew only 0.4%. Local currency deposits represented 49.5% of deposits at year-end, which falls below the 54.2% share reported for this line at the end of 2012. We attribute this reversal in the process of de-dollarization of deposits to the devaluation in the Nuevo Sol in 2013. The following table sets forth BCP’s largest deposit type, totaling US$6.3 billion as of December 31, 2011. Savingstotal deposits BCP’s second-largest deposit type, reached US$5.1 billion. Time deposits totaled US$4.2 billion while Severance Accounts, or CTS, totaled US$1.8 billion.from 2011 to 2013:

BCP’s issuance of bonds gained greater relevance within theBCP’s funding structure. In March, 2011, BCP completed a second internationalstructure (12.7% in 2013 compared to 11.2% in 2012). This was associated with the issuance of benchmark sizedBCP’s international corporate bonds for US$700 million. Additionally, in September 2011, we conducted350 million; a move to reopen BCP’s largest2027 subordinated bond issuancefor US$170 million; and the exchange of BCP’s 2016 bonds, issued in 2011, for BCP’s 2023 bonds, which were recently issued in an operation that generated US$366.3 million. These operations helped the BCP’s asset and liability management and allowed it to date for US$350 million. This transaction was entered intotake advantage of historically low rates in order to fully align BCP with the newinternational capital requirements established by local regulators pursuant to Basel III, which go into effect in July 2012.markets. As of December 31, 2011,2013, the aggregate outstanding principal amount of BCP’s bonds totaled US$3,1224,034.4 million (59.3%(11.9% higher than the level registered in 2010)2012).

BCP maintains adequate provisioning and long-term risk management policies. Its coverage ratio increaseddecreased to 157.5% in 2013 from 198.5%188.6% in 2010 to2012, and 200.8% in 2011. Total cumulative provisions for the loan portfolio reached US$518.9809.3 million as of December 31, 2011,2013, which is 25.1%15.9% higher than provisions in the previous year.

In 2011,2013, BCP continued to focusexpanding its strategy on strengtheningchannel network as part of its customer service which is related to its goal offocus. By providing quality and widespread customer access to BCP’s financial services, BCP sought to increase its penetration of the financial system and thereby increasing the company’s penetration into thePeruvian market. In following2013, the BCP continued its network expansion plan BCP focused onto grow more cost-efficient channels, opening ATMsalternatives such as Automated Teller Machines (ATMs) and Agentes BCP locations, which grew by 28.1% and 33%, respectively. By the end of 2011, BCP had a total of 1,485 ATMs and 4,674BCP:

 * Agentes BCP locations, which are BCP representatives located in retail establishments, such as grocery and drug stores. As a result of this strategy, BCP’s average number of transactions in 2011 increased 21.3% compared to 2010 and its transactional business was therefore able to generate higher income from fees and commissions.store

Overall, despite volatility in the exchange rate and financial markets, BCP’s results met our expectationsoperating performance in 2013 was solid and remained profitable in line with the growth of Peruvian economy, which posted a 6.9%5.3% GDP growth in 20112013 despite internal concernsuncertainty about the presidential elections in the first half of 2011 and uncertainty concerning the global economy during the second half of the year.economy.

BCP Bolivia

In 2011, BCP Bolivia had aBolivia’s year-end 2013 net income oftotaled US$22.316.9 million, a 41% increase17.7% decrease from its 20102012 net income of(US$20.6 million). The decrease from 2012 to 2013 was attributable to new taxes imposed such as tax on foreign currency transactions (selling). In 2012, net income was US$15.8 million. This increase 20.6 million, a 7.7% decrease from 2011 net income (US$22.3 million). The decrease was primarily attributabledue to growth in interest income, growth in BCP Bolivia’s loan portfolio and a 38%363.4% increase in gains on foreign exchange transactions.income tax expense enacted in 2012.

In 2013, 2012 and 2011 BCP Bolivia maintained its position as one of the leading banks in Bolivia. In each of the following categories, the bank either outperformed or equaled the industry average in the Bolivian banking system:2013, BCP Bolivia reported a return on average equity (22.3%)assets of 1.1%, past-due loana PDL ratio (1.2%)of 1.3%, and a coverage ratio (314%) (asof PDL of 299.7%, compared to industry averages of 20.2%1.2%, 1.5% and 282.9%, respectively. In 2012, the bank outperformed industry averages in several key ratios, recording a return on average assets of 1.6%, a PDL ratio of 1.2% and a PDL coverage ratio of 301% compared to industry averages of 1.5%, 1.5% and 291.2%, respectively. In 2011, BCP Bolivia recorded a return on average assets of 1.7%, a PDL ratio of 1.2% and a PDL coverage ratio of 314%, compared to industry averages of 1.7%, 1.7% and 281.1%, respectively).respectively.

BCP Bolivia’s loan portfolio expanded by 26%grew from 2010, totaling US$758 million in 2011. This expansion was mainly dueDecember 2011 to a 33%US$901 million in December 2012 to US$1,073 million in 2013. Loan portfolio growth in wholesale banking.2012 and 2013 was driven primarily by a 25% and 27% increase in retail banking loans, respectively.

Although BCP Bolivia made a positive contribution to our results in 2011, the countryeach of Bolivia continues to experience a volatile political environment notwithstanding evidence of decreasing inflationary pressures through the last quarter of 2011.three years, the bank´s earnings generation capacity is increasingly under pressure due to a more stringent regulatory environment and a significantly higher tax burden.

Edyficar

Edyficar focuses on SME lending and, together with BCP, it held a 21.4%7.7%, 5.8% and 4.7% market share in terms of loans at year-ended 2013, 2012 and 2011, respectively, which is in line with the endincrease of net loans. The following table shows changes to key line items of Edyficar’s Balance Sheet from 2011 (compared to a market share of 15.0% held by its closest competitor). through 2013:

The consolidation of Edyficar’s results into BCP’s financial statements resulted in a total contribution to BCP of US$35.4 million in 2013, compared to US$36.5 million in 2012 and US$26.2 million in 2011. AsFurthermore, Edyficar’s financial income was US$210.0 million in 2013, representing an increase of 38.2% compared to the US$151.9 million of financial income recorded in 2012. Edyficar’s financial income was US$111.5 million in 2011. Nevertheless, the income growth in 2013 was offset by higher operating expenses of US$110.3 million (US$86.4 million and US$64.7 million in 2012 and 2011, respectively) associated with the increase in personnel (4,051; 3,129 and 2,359 in 2013, 2012 and 2011, respectively) and the expansion of Edyficar’s branches (190, 162 and 123 in 2013, 2012 and 2011, respectively). The aforementioned results reflected in the following ratios:

*Including goodwill of US$50.7 million.

Also, as of December 31, 2011,2013, Edyficar registered total assets of US$591 million which consisted of US$479.1 million from the company’s net loan portfolio,increased its main asset. Total liabilities increased to US$515.2 million, which included US$236 million from banking activities. Net shareholders’ equity reached US$75.8 million at the end of 2011.

As of December 31, 2011, Edyficar’s client base registered 356,000of 522,056 clients, representing an increase of 20.5% compared to the client base reported in 2012. In 2012, Edyficar had a client base 24.5 % larger thanof 433,406 clients, which represented an increase of 21.7% compared to the 356,099 clients reported in 2010.2011. The average amount of an Edyficar loan in 2011 was S/. 3,837.5,027 (approximately US$ 1,423). Edyficar registered a Past-due loans (PDL) ratio of 4.0% at the end of 2011, a reflection if its portfolio quality. Edyficar reached a ROAE of 22.9% (including a goodwill of1,799) in 2013, S/.4,411 (approximately US$ 50.7 million1,730) in 2012 and an efficiency ratio of 55.3 %.S/.3,837 (approximately US$1,423) in 2011.

The acquisition of Edyficar was part of BCP’s strategy to capture a significant portion of the growth of the Peruvian SME segment, which is expected to expand significantly over the next several years. BCP intends to support Edyficar’s growth and development by improving its funding cost and structure and providing necessary capital and technology.

ASBAtlantic Security Bank (ASB)

2011 was characterized by slowed growth in many developed economies. ASB’s net earnings for 2011 amounted to US$41.1 million, compared to US$48.9 million reported in 2010. Notwithstanding this 16% decrease, givenIn 2013, the global economic situation we believe thatindexes improved in comparison to 2012 despite high volatility in the financial markets. During the same period, emerging markets were affected by more volatility on the external front and higher risk premiums due primarily to expectations regarding US monetary policy and a deceleration in the Chinese economy. Despite these results reflecttrends in 2013, ASB achieved an increase in net income due to a sustainable trend over the past two years, which reflects a high quality riskstrategic reallocation in its investment portfolio and diversified investment strategies.an increase in the volume of interest earning assets. As a result, Credicorp received a corresponding contribution of US$41.150.7 million from ASB.ASB in 2013.

NetThe following table shows changes to key line items of ASB’s Financial Income Statement from 2011 through 2013:

The increase in net interest and dividend income from interest in 2011 totaled US$31.9 million, which represented a decrease of 15% from the previous year. This decrease was primarily due to the company’sASB’s investment strategies, which were affected byincluded asset reallocation with the slowdown in economies fromaim of increasing the European Union (EU)financial margin and the United States. Despite the environment,volume of interest earning assets. ASB sustained a financial margin above US$31 million, which in turn wasalso benefited from lower funding cost, as a result of the company’s lower funding cost, consideringlow rates through the levels of LIBORlast two years. Short-term customer deposits, which have interest rates during the year, a favorable scenario for the bank given the short-term structure of its customers’ deposits and their fast re-pricing, in contrastthat reset frequently, allowed ASB to pay low rates on deposit accounts while earning higher interest income on assets engaged for middle and longer terms and at higher interest rates. Non-financialterms. On the other hand, ASB’s non-financial income reached US$18.4 million and includedincludes income from fees, the sale and market valuation of securities, and foreign exchange operations. The main non-financial income accounts, income from fees and sale and market valuation of securities totaled US$8.7 million (US$9.2 million in 2012 and US$11.5 million in 2011) and US$12.7 million (US$7.7 million in 2012 and US$6.9 million in 2011), respectively.

ASB’s total assets were US$1,523.5 million as of December 31,increased from 2011 an increase of 14% from 2010. This increase in total assetsto 2013 was mainly a result of significant growth on balance deposits (which exclude assets under management, AuMs), funds that ASB managed on behalf of its strategyclients, which in turn is related to obtain funds by taking advantage of the economic growthpositive performance of the Peruvian market.economy. The following table shows changes in ASB’s total assets from 2011 through 2013:

At

Finally, ASB’s AuMs decrease of 4.8% in 2013 is a result of market volatility and, among other reasons, the endannouncement of 2011, ASB’s assets under management totaled US$3,194the tapering process by the FED in May and the government shutdown experienced in October 2013. However, in a year-over-year comparison, in a cost value, the AuMs increased +US$ 126.9 million, compared to US$3,177 million in 2010. This growthwhich was primarily a result of increases in our customers’the global positions and the market value of their portfolio, despite of the turbulence and heightened concerns about recovery in global financial markets.ASB’s customers.

1.3 Insurance segment

Grupo Pacífico

In 2011,2013, Grupo Pacífico which encompassesintegrated by Pacífico Seguros Generales, Pacífico Vida and Pacíficosaludfico EPS, reported net income, after deducting minority interests, of US$33.1 million (US$58.9 million in 2012 and US$57.1 million (comparedin 2011). The decline in the result in comparison to US$55.42012’s figure was a consequence of: (i) the increase posted in the net loss ratio in Property and Casualty insurance (+5.9 bps) due to higher costs for claims processing in the automobile insurance line; (ii) the 11.3% increase in general expenses (US$ 194.5 million versus US$ 174.8 million in 2012) mainly due to growth in medical subsidiaries as well as higher expenses in the Property and Casualty business (growth in new channels and system development); and finally (iii) the translation effect that generated a variation of net income–206.8% (US$ -7.9 million against US$7.4 million in 2010)2012). However, theThe contribution we received from Grupo Pacífico increased, from a gain ofwas US$48.240 million in 2010 to a gain of2013 (US$66.4 million in 2012 and US$65.6 million in 2011.2011). This increase was primarily a result of Grupo Pacifico’s acquisition of a greater ownership interest in Pacifico Vida, which in turn resulted the consolidation of 100% of Pacifico Vida’scontribution includes net income after minority interest and the acquisitionparticipation of ALICO’s stakeGrupo Crédito (Credicorp’s subsidiary) in October 2010.the minority interest.

In terms of premium turnover, Pacifico Grupo Asegurador reported direct premiums of US$ 1,136 million and net earned premiums for US$ 807.5 million, which represent an increase of 11.4% and 11.5% respectively with regard to 2012. This growth in turnover was evident in three businesses: PPS (US$ 50.7) million, 12.1% growth), EPS (US$ 31.7 million 15.0% growth) and PVIDA (US$ 32.4 million 8.2% growth).

Performance in 2013 can be explained as follows:

Pacifico Seguros Generales reported a loss of – US$ 1.4 million, which contrasts with earnings of US$ 13.7 million in 2012. This result was due to an increase in the loss ratio in the automobile insurance line (66.9% in 2013 versus 50% in 2012) due to higher costs for claims processing in the market and the difficulty of increasing rates due to market competition in the automobile insurance business. A translation loss was also reported, which generated a –US$ 6.4 million variation in the result (US$ 2.7 million reported in 2012 versus –US$ 3.7 million in 2013). These effects were partially mitigated by an increase in financial income associated with real estate sales (Oeschle US$ 5.3 million and Curacao US$ 7.7 million) and the sale of a shares in Inversiones Centenario for US$ 8.2 million.

Pacífico’sfico Vida reported net earnings in 2013 of US$ 50.3 million versus US$ 59.6 million in 2012. This drop was due primarily to a translation loss, which generated a variation of –US$ 11.4 million (US$ 5.3 million reported in 2012 versus -US$ 6.1 million in 2013). The underwriting result in 2011,2013 was -US$ 0.3 million versus US$ 1.5 million in 2012, which reflects the company’s core business performance for the year, was US$100.4 million, which representeddue to an increase in claims (group life, annuities and credit life), higher commissions (credit life) and higher underwriting expenses that offset the increase in premiums in 2013 (8.2%). It is important to note that financial income increased 9.6% in 2013, which offset the 11.0% increase in general expenses. Net earnings before translation totaled US$ 56.3 million versus US$ 54.4 million last year.

Pacífico EPS reported net earnings totaled US$ 4.6 million in comparison to a loss of 9.1% compared to 2010’s figure.-US$ 4.3 million in 2012. This improvement was mainlyimproved result is due to a 16%decrease in the net loss ratio (82.6% versus 83.6% 2012), which was due to the application of adequate underwriting policies. These policies will remain in place in coming years to guarantee that loss ratios remain within adequate levels. It is also important to mention the growth of +14.7% in the net earned premium (+US$ 31.0 million), the -11.7% drop in general expenses (-US$ 2.9 million), and a positive translation result (+US$ 1.9 million). This effect was offset by an increase in premiums fromincome tax (US$ 2.9 million versus US$752 0.5 million in 20102012).

Additionally, during 2013, Pacífico EPS continued its initiative (originally launched in 2011), to create the largest private medical services network in Peru by investing an additional US$87230.0 million to acquire clinics specialized in 2011.providing health and wellness programs and other infrastructure and medical equipment. Clinics acquired by Pacífico EPS as a part of this initiative are grouped under the new umbrealla brand name SANNA. We believe that these acquisitions will enable Pacífico EPS to directly benefit from this sector’s growth and to strategically defend against potential changes in healthcare service supply chain, as where vertical integration in the insurance business is becoming more common.

We believe that there is substantial growth potential in Peru’s insurance market, given the industry’s weaklow market penetration. Efficiency, and risk management and capitalize on synergies between the insurance business and the distribution channels will continue to be key indicators in measuring Grupo Pacífico’s performance. Efficiently utilizingThese factors will lead Grupo Pacífico to increase penetration in the BCPinsurance market. Also, developing alternative sales channels, efficiently using BCP’s network, is anmaintaining relationships and market share through traditional brokerage channels, and expanding services in underserved regions of Peru are essential componentcomponents of Grupo Pacífico’s growth strategy 2011, as we believe thatfor 2014.

Grupo Pacífico’s growth strategy for 2014 will focus on operating efficiency, risk management, capitalizing on synergies between the insurance businessbusinesses and theCredicorp, optimizing distribution channels and expanding services in underserved regions of the banking business will lead Grupo Pacífico to greater penetration in the insurance market.Peru.

1.4 Pension fund segment

Prima AFP

During 2011,Due to the growthadoption of the Peruvian economy resulted in positive results forLaw to Reform the Private Pension System, (SPP), achieving growth inthere is now a new process by which individuals, which are called affiliates, may become beneficiaries affiliated with the SPP. Under the new law, tender are held every 24 month to determine which company will have the exclusive right to manage the accounts of new SPP affiliates for a two year period. In December 2012, a bidding process occurred for the exclusive right to market and to enroll new affiliates into the SPP. The process was open to the existing pension funds private administrators (AFPs by its Spanish initials) in the SPP and to any potential new AFPs to the SPP. A new AFP eventually won the process and, beginning on June 1, 2013, it has the exclusive right to market and enroll new affiliates for a period of two years. In 2013, the volume of new accounts into the SPP totaled 249,000, representing a decline of 32.0% with regard to 2012. This decline can be partially explained due to lower amount spent in marketing overall for new affiliates, since prior to the bidding process, the four existing AFPs heavily marketed for new affiliates and are now barred from doing so.

With respect to the SPP, in 2013 the contribution level was 45.0% in relation to the total number of contributors and collections duringaffiliates. During 2013, the year. However, the international financial crisis present throughout the year affected the valuecontributions to pension funds totaled US$2.8 billion, which represent a 10.6% increase year-over-year.

As of assets under management. These economic conditions and the increased uncertainty in financial markets, led to a decrease inDecember 31, 2013, the value of funds under management by the SPP as a whole, which reached US$30.436.5 billion, and represents a 3.8% decrease compared to December 2012 (US$38.0 billion). Despite the growth of the Peruvian economy, issues such as the volatility of the international markets, the decline of the Lima Stock Exchange, and the devaluation of local currency affected funds under management. As of December 31, 2011, and represented a 2.3% year-over-year decrease compared to December 31, 2010.the SPP had US$ 30.4 billion in funds under management.

Prima AFP was able to strengthen its position in the market by adjusting its processes and organization to provide high-quality services and timely and transparent information to its clients. As a result, the contribution we received from Prima AFP in 2011 reached2013 was US$32.450.8 million as compared to US$25.538.1 million in 2010.2012. In 2011, Prima AFP’s contribution was US$32.4 million.

Funds under management at Prima AFP decreased 2.9% from US$9.812.0 billion in 20102012 to US$9.511.6 billion as of December 2011. By2013 (-3.2%). In 2011, this indicator reached US$9.5 billion. At year-end 2011,2013, Prima AFP’s market share of total funds under management was 31.2%31.7%, representing a slight year-over-year decrease.slightly higher than the 31.5% market share at the end of 2012. The profitability of our funds in the last 12 months (December 2013 / December 2012) was 0.1%, -2.4% and -2.8% for Funds 1, 2 and 3, respectively. In this context, Prima AFP is ranked second in Fund 1 and third in Funds 2 and 3 with regard to profitability system-wide. Despite the largest pension fund management company in Peru bygrowth of the Peruvian economy, issues such as the volatility of the international markets, the decline of the Lima Stock Exchange, and the devaluation of local currency affected funds under management.

Prima AFP’s revenues from commissions in 2013 totaled US$135.9 million, a 16.1% increase from 2012 when revenues from commissions totaled US$117.2 million. In 2011, revenues from commissions reached US$104.4 million, a 22.6% increase from 2010.million. This improvement was a result of a stable and superiorhigh-quality portfolio of contributing members. Revenues in 2011, as was the case in 2010, included 12 contribution periods, as a result of the Peruvian government extending until 2014 the exemption from deductions on additional salaries paid in July and December under Peruvian labor law.

To improve its operating results, Prima AFP will continue to focus on increasing efficiency and reducing costs. Emphasis will also be placed on improving Prima AFP’s long-term stability through improved risk management, which is one of the company’s highest priorities.

Brokerage

In 2013, a series of reforms to the SPP were implemented. These reforms are discussed in “Item 4. Information on the Company — (B) Business Overview— (12) Supervision and otherRegulation— (vii) Prima AFP”.

1.5 Investment banking segment

Credicorp’s regional investment banking platform is built mainly around three business units: asset management, sales & trading and corporate finance business. These business units are present in each of the countries through which we operate using several companies group under Credicorp Capital Perú, Credicorp Capital Colombia and Inversiones IMT (IM Trust - Chile).

The majorityfollowing chart shows the main subsidiaries of the investment banking platform as of December 31, 2013:

Credicorp Investments Ltd. was formed on August, 2012 in Bermuda. It is Credicorp’s 100% subsidiary. Later in 2013, Credicorp Investments changed his name to “Credicorp Capital Ltd”.

The following chart shows our future organizational structure of the main subsidiaries once the regional investment banking platform concludes its consolidation under Credicorp Capital Ltd. in line with Credicorp´s strategic plan to create a Regional Investment Bank:

Credicorp Capital Securities Inc. (CSI)

CSI is an introducing broker dealer incorporated under the laws of the State of Florida in the United States of America and provides access to the global securities markets by offering a wide spectrum of brokerage services. In 2013, the company changed its name from “Credicorp Securities Inc.” to “Credicorp Capital Securities Inc.” and 100% of the outstanding shares of the firm were transferred from Credicorp Ltd. to Credicorp Capital Ltd. with the approval of FINRA.

CSI began operations in March 2003 as an Introducing Broker Dealer (IBD) and Registered Investment Advisor (RIA). Since then CSI transferred the functions formerly performed under its RIA license to the Asset Management Division at BCP and is in the process of cancelling its RIA license.

The objectives of CSI are to (i) act as a broker to its affiliate’s brokerage activities and those of its customers and provide products; and, (ii) add new customers to the brokerage business. As an IBD, CSI can open custodial accounts on behalf of its customers with only one clearing broker. Pershing LLC, a subsidiary of The Bank of New York Mellon Corporation serves as CSI’s Clearing Broker.

CSI’s core business includes purchasing and selling stocks, fixed income and money market instruments. Its brokerage services involve corporate debt securities, U.S. Treasury bonds, equities, exchange-listed over-the-counter (OTC) securities, mutual funds (both domestic and international), and options (options represent only 0.08% of the business and correspond to vanilla options transactions). Mutual fund sales are conductednot actively solicited.

CSI is approved to engage in trading for its own account in fixed income instruments. It is subject to a US$100,000 minimum net capital requirement and files a Focus Report on a monthly basis.

Credicorp Capital Perú (formerly BCP Capital Perú)

During 2013, BCP Capital changed its name to “Credicorp Capital Perú”. The name change is to be registered with the Corporate Public Registry in Peru. Credicorp Capital Perú is the holding company through which we conduct our investment banking business in Peru. It was established from a spin-off from BCP. The spin-off resulted in a reduction of BCP’s assets, liabilities and net equity in an amount of US$71.2 million, US$18.0 million and US$53.2 million, respectively. Assets transferred included the ownership of Credicorp Capital Sociedad Agente de Bolsa (formerly, Credibolsa Sociedad Agente de Bolsa), Credicorp Capital Sociedad Titulizadora. (formerly, Credititulos Sociedad Titulizadora), Credicorp Capital Sociedad Administradora de Fondos (formerly, Credifondo Sociedad Administradora de Fondos) and BCP’s investment banking activities, that created a new company named BCP ASB,Capital Financial Services, today Credicorp Securities Inc., whichCapital Servicios Financieros. Through each of these companies, Credicorp Capital Perú is a U.S. registered broker-dealer with its officesmarket leader in Miami,the investment banking segment and Credicorp Ltd., which mainly includes expenses and the tax withheld in connection with the estimation of the dividends to be distributed to us by our Peruvian subsidiaries (BCP and Grupo Pacifico). BCPit offers clients a wide range of products and services to corporate and retail clients.

Credicorp Capital Colombia (formerly, Correval)

In 2013, 100% of the outstanding shares of BCP Colombia (owner of 51% of Credicorp Capital Colombia) were transferred from BCP to Credicorp Capital Ltd., with the approval of the Colombian banking authority.

Credicorp Capital Colombia is a brokerage firm formed in 1987. Over the last 25 years it has been the leader in the brokerage market. The firm has a nationwide presence through its offices in Bogota, Medellin, Cali and Barranquilla. It also opened an office in Panama in early 2011.

The firm offers a wide array of products and services, including asset management (mutual and discretionary funds), sales and trading (foreign exchange, fixed income, stock, derivatives and hedging products, e-trading) and corporate finance (M&A and advisory, among others).

Inversiones IMT (IM Trust)

BCP Chile held a 60.6% stake in Inversiones IMT S.A (“IM Trust”). IM Trust is one of the leading financial corporations in Chile, with over 25 years of experience in the Chilean market. In early 2008, IM Trust expanded operations to Peru and Colombia.

The firm provides services in corporate finance (capital markets and M&A), sales & trading (equity, fixed income, and derivatives), and asset management (investment funds, mutual funds, advisory and custody services through its branch networkmandates), servicing the retail, corporate, institutional and private segments.

Put and call options over non-controlling interest

Credicorp Capital Colombia (formerly, Correval) and IM Trust purchase and shareholders agreements, respectively, include put and call options to acquire the remaining non-controlling interests in Limasuch entities.

As of December 31, 2013, financial liabilities related to put options granted to non-controlling interest of Correval and IM Trust amounted to US$57.1 million and US$64.8 million, respectively, (US$59.2 million and US$62.6 million, respectively, as of December 31, 2012) and are included in the caption “Other liabilities” of the consolidated statements of financial position.

The formula used to calculate the amount of this commitment is fixed contractually and is based on the average net income over the last eight quarters and the average net equity over the last four quarters before the exercise date of each option, to which some multiples are then applied. The amount resulting from such formula is discounted using a more limited basis, throughoutmarket rate, which reflects the rest of Peru. In addition, we also offer a wide range of brokerage productsremaining periods and services through ASB.the credit risks related to each flow.

In 2011, our brokerage activities represented 2.2%the case of total consolidated incomeCredicorp Capital Colombia, the put options can be exercised by non-controlling interest holders for a period of three months after the second year (from April 27, 2014) and 1.3%fourth year of total consolidated assets.acquisition (from April 27, 2016).

In the case of IM Trust, the put options can be exercised by non-controlling interest holders for a period of five days after the 48th, 51st and 54th month of acquisition (from July 1, 2016; from October 1, 2016 and from January 1, 2017, respectively).

Furthermore, Credicorp can exercise its call options for a period of three months from July 27, 2016, in the case of Credicorp Capital Colombia, and between the 20th and 24th business days of January 2017, in the case of IM Trust, if non-controlling interests holders do not exercise their put options by July 26, 2016, in the case of Credicorp Capital Colombia, and by the 5th business day of January 2017, in the case of IM Trust. The call options are valued using the same formula as the put options.

New agreements regarding the regional governance of Credicorp Capital were agreed in March 20, 2014, which applies since January 1, 2014. Part of this new agreement reflects changes in the put and call options, as to the alignment of the exercise dates, valuation multiples and the financials to which these are to be applied for both companies. The new agreed dates for the exercise of the put options are: i) between July 15, and July 23, 2016; (ii) between October 15, and October 23, 2016; and (iii) Between January 15, and January 23, 2017. In terms of the call option, this may be exercisable between January 24, and January 31, 2017. At the date of this report, the new financial liability is in process of review by Management.

1.6 Consolidated Contributions

The following table sets forth the contribution to the consolidated net income attributable to our equity holders by each of our principal subsidiaries:

(1)         Includes Banco de Crédito de Bolivia, which contributed US$22.3 million in 2011, US$15.8 million in 2010 and US$30.3 million in 2009; and Edyficar, which contributed US$26.2 million in 2011, US$21.5 million in 2010 and US$1.1 million in 2009 (BCP acquired Edyficar in October 2009).

(2)         Includes Prima AFP (which recorded a net income of US$32.4 million in 2011, US$25.5 million in 2010 and US$20.8 million in 2009), Credicorp Securities, Credicorp Ltd. (which mainly includes expenses and the tax withheld in connection with the estimation of the dividends to be distributed to us by our Peruvian subsidiaries (BCP and Grupo Pacífico)) and others.