Santander Securities Llc

Event Detail: A COURT IN LYON (FRANCE) HAS NOTIFIED BANCO SANTANDER, S.A. ("THE BANK"), A CONTROL AFFILIATE AND INDIRECT PARENT COMPANY OF SANTANDER SECURITIES LLC, THAT ALLEGATIONS AGAINST THE BANK FOR COMPLICITY OF FRAUD ("COMPLICITÉ D'ESCROQUERIE") AND MONEY LAUNDERING ("BLANCHIMENT") MAY PROCEED TO TRIAL. THESE CRIMINAL PROCEEDINGS (NUM. JICABJRS412000005) CONDUCTED BEFORE THE LYON COURT WERE INITIATED AS A RESULT OF AN ALLEGED INVESTMENT FRAUD PERPETRATED BY A FRENCH INDIVIDUAL WHO HAD BEEN A CLIENT OF A BRANCH OF THE BANK IN IRUN (SPAIN) ALONG WITH THREE OF HIS CONTROLLED COMPANIES THAT MAY HAVE BEEN USED TO FACILITATE THE FRAUD. THIS INDIVIDUAL AND HIS CONTROLLED COMPANIES ALSO OPERATED WITH SEVERAL OTHER BANKS. THE BANK DISPUTES ALL CRIMINAL LIABILITY, HAS MERITORIOUS DEFENSES, AND WILL VIGOROUSLY DEFEND AGAINST THE CRIMINAL NEGLIGENCE ALLEGATIONS. Status: Final

Allegations: PLAINTIFFS ALLEGE THE FOLLOWING AGAINST THE APPLICANT, ITS CONTROL AFFILIATE AND OTHER DEFENDANTS: 1. A DERIVATIVE CLAIM FOR AIDING AND ABETTING BREACH OF FIDUCIARY DUTY AGAINST ALL DEFENDANTS. 2.A DERIVATIVE CLAIM FOR UNJUST ENRICHMENT/CONSTRUCTIVE TRUST AGAINST ALL DEFENDANTS. 3.A CLASS ACTION CLAIM FOR BREACH OF CONTRACT AGAINST THE SANTANDER ENTITY DEFENDANTS 4.A CLASS ACTION CLAIM FOR BREACH OF THE COVENANT OF GOOD FAITH AND FAIR DEALING AGAINST THE SANTANDER ENTITY DEFENDANTS. PLAINTIFFS ALLEGE THE FOLLOWING ONLY AGAINST OTHER DEFENDANTS: 1.A DERIVATIVE CLAIM FOR VIOLATION OF FIDUCIARY DUTIES OWED TO THE FUNDS AND THEIR SHAREHOLDERS PURSUANT TO THE GENERAL CORPORATIONS ACT OF THE COMMONWEALTH OF PUERTO RICO AGAINST THE DIRECTOR DEFENDANTS. 2.A DERIVATIVE CLAIM FOR VIOLATION OF DUTIES AS AGENT OF THE FUNDS PURSUANT TO THE CIVIL CODE OF THE COMMONWEALTH OF PUERTO RICO AGAINST SANTANDER ASSET MANAGEMENT. Status: Pending Summary: THIS PURPORTED SHAREHOLDER DERIVATIVE AND CLASS ACTION WAS BROUGHT BY CUSTOMERS OF CERTAIN PUERTO RICO CLOSED-END FUNDS ("CEFS") IN PUERTO RICO STATE COURT AGAINST BANCO SANTANDER, S.A., SANTANDER BANCORP, BANCO SANTANDER PUERTO RICO, SANTANDER SECURITIES LLC, SANTANDER ASSET MANAGEMENT LLC, AND SEVERAL DIRECTORS AND SENIOR MANAGEMENT OF THOSE ENTITIES IN SEPTEMBER 2016. BROUGHT ON BEHALF OF THE FUNDS AND OF PUERTO RICO BASED INVESTORS, THE COMPLAINT ALLEGES THAT THE ENTITIES AND INDIVIDUALS CREATED, CONTROLLED, MANAGED, AND ADVISED CERTAIN CEFS TO THE DETRIMENT OF THE FUNDS AND THEIR SHAREHOLDERS FROM MARCH 1, 2012 THROUGH THE PRESENT. A NOTICE OF REMOVAL TO FEDERAL COURT HAS BEEN FILED.

Allegations: FAILURE TO MAINTAIN CERTAIN ANTI-MONEY LAUNDERING CONTROLS (RELATING TO, AMONG OTHER THINGS, CUSTOMER DUE DILIGENCE AND THE FILING OF SUSPICIOUS ACTIVITY REPORTS DURING THE PERIOD OF TIME BETWEEN 2012 AND 2015) MEETING THE STANDARDS REQUIRED UNDER SPANISH LAW. Status: On Appeal Sanction Detail: SEE RESPONSE TO B. ABOVE Summary: ON MARCH 1, 2018, THE SPANISH MINISTRY OF ECONOMY AND COMPETITION ISSUED AN UNPUBLISHED DECISION ON ADMINISTRATIVE PROCEEDINGS AS TO BANCO SANTANDER, S.A. ("BSSA"), CONCLUDING THAT CERTAIN ASPECTS OF BSSA'S ANTI-MONEY LAUNDERING CONTROLS (RELATING TO, AMONG OTHER THINGS, CUSTOMER DUE DILIGENCE AND THE FILING OF SUSPICIOUS ACTIVITY REPORTS DURING THE PERIOD OF TIME BETWEEN 2012 AND 2015) DID NOT MEET ALL REQUIRED STANDARDS UNDER SPANISH LAW. AS A RESULT, THE MINISTRY IMPOSED A FINE OF EURO 10,547,704. BSSA STRONGLY BELIEVES THE DECISION IS UNFOUNDED AND WITHOUT MERIT AND ON MAY 5, 2018 APPEALED THE ADMINISTRATIVE DECISION TO THE SPANISH HIGH NATIONAL COURT. THE MINISTRY'S DECISION RELATES SOLELY TO BSSA AND IS NOT RELATED IN ANY WAY TO ANY ACTIVITY OR CONCERN AT OR INVOLVING SANTANDER SECURITIES, LLC.

Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTED TO THE ENTRY OF FINDINGS THAT THE FIRM'S PROCEDURES AND SUPERVISORY SYSTEMS WERE DEFICIENT BECAUSE THEY DID NOT: 1. REQUIRE IT TO ASSESS WHETHER TO MODIFY ITS PRODUCT RISK CLASSIFICATION TOOL FOR PUERTO RICO MUNCIPAL BONDS IN LIGHT OF RELATIVELY HIGH CUSTOMER CONCENTRATION IN THOSE SECURITIES, THE FIRM'S DECISION TO STOP PURCHASING SUCH SECURITIES FOR ITS OWN ACCOUNT, AND A DOWNGRADE OF THOSE SECURITIES BY A RATINGS AGENCY; 2. ADEQUATELY ENSURE REVIEW OF ACCOUNTS WITH SIGNIFICANT CONCENTRATION IN PUERTO RICO SECURITIES OR MONITOR THE USE OF MARGIN FOR PURCHASES OF SUCH SECURITIES; AND 3. FAILED TO IDENTIFY AND REVIEW CERTAIN TRANSACTIONS IN EMPLOYEE AND EMPLOYEE-RELATED ACCOUNTS WITH A VIEW TOWARDS MONITORING FOR POTENTIAL CONFLICTS OF INTEREST. Status: Final Sanction Detail: FINE-$2 MILLION DOLLARS, RESTITUTION -APPROXIMATELY $4.3 MILLION IN CONNECTION WITH PUERTO RICO MUNICIPAL BONDS RESTITUTION/RESCISSION - APPROXIMATELY $121,000 IN CONNECTION WITH EMPLOYEE TRADING Summary: THE FIRM WAS CENSURED, FINED $2 MILLION, AGREED TO RESTITUTION OF APPROXIMATELY $4.3 MILLION IN CONNECTION WITH CERTAIN SOLICITED PURCHASES OF PUERTO RICO MUNICIPAL BONDS AND RESTITUTION AND RESCISSION OFFERS OF APPROXIMATELY $121,000 IN CONNECTION WITH CERTAIN EMPLOYEE TRANSACTIONS. THE FIRM ALSO CONSENTED TO REVISE CERTAIN SUPERVISORY SYSTEMS AND PROCEDURES RELATING TO CONCENTRATION, MARGIN, SUPERVISION OF CUSTOMER TRANSACTIONS AND THE USE OF CERTAIN TOOLS BY REGISTERED REPRESENTATIVES.

Allegations: IT WAS ALLEGED THAT TWO MUNICIPAL SECURITIES TRANSACTIONS EXECUTED BY THE FIRM MAY HAVE VIOLATED MSRB RULE G-27. Status: Final Sanction Detail: THE FIRM AGREED TO PAY A $2500 FINE, $7500 INVESTIGATION COSTS, AND A TOTAL OF $31,154.33 IN RESTITUTION TO THE 2 AFFECTED NEW HAMPSHIRE CLIENTS. Summary: THE FIRM CONSENTED TO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IN TWO TRANSACTIONS, THE FIRM SOLD MUNICIPAL SECURITIES THAT MAY HAVE VIOLATED MSRB RULE G-27. THE FIRM AGREED TO PAY A $2500 FINE, $7500 INVESTIGATION COSTS, AND A TOTAL OF $31,154.33 IN RESTITUTION TO THE 2 AFFECTED NEW HAMPSHIRE CLIENTS.

Allegations: WITHOUT ADMITTING OR DENYING ANY ALLEGATIONS OR CONCLUSIONS OF LAW, SSLLC ENTERED INTO AN ASSURANCE OF DISCONTINUANCE ("AOD") WITH THE COMMONWEALTH OF MASSACHUSETTS. AFTER AN INVESTIGATION CONDUCTED BY THE ATTORNEY GENERAL'S OFFICE ("AGO"), THE AGO ALLEGED THAT A MASSACHUSETTS BASED SSLLC REGISTERED REPRESENTATIVE ("RR") ENGAGED IN THE SALE OF UNSUITABLE VARIABLE ANNUITY PRODUCTS TO MASSACHUSETTS CUSTOMERS, INCLUDING SENIORS. THE AGO FURTHER ALLEGED THAT FROM 2012 TO 2014, SSLLC FAILED TO ADEQUATELY SUPERVISE THE RR'S SALE ACTIVITIES, ENABLING HIM TO COMMIT UNFAIR AND DECEPTIVE SALES PRACTICES. IN ADDITION, THE AGO ALLEGED THAT SSLLC FAILED TO TAKE ADEQUATE STEPS TO REDUCE CUSTOMER CONFUSION BETWEEN THE BROKER-DEALER AND THE BANK. Status: Final Sanction Detail: PAY A PENALTY OF $100,000, AND OFFER THE REIMBURSEMENT OF SURRENDER CHARGES, TOTALING APPROXIMATELY $140,000 TO CERTAIN MASSACHUSETTS CLIENTS, IF THEY CHOOSE TO SURRENDER THEIR ANNUITY. Summary: THE AGO AND SSLLC FURTHER AGREED THAT NOTHING IN THE AOD IS INTENDED TO FORM THE BASIS FOR DISQUALIFICATION UNDER THE LAWS OF THE UNITED STATES, ANY STATE OR THE UNITED STATES TERRITORIES AND INCLUDING, WITHOUT LIMITATION, ANY DISQUALIFICATION FROM RELYING UPON ANY STATE OR FEDERAL REGISTRATION EXEMPTIONS OR SAFE HARBOR PROVISIONS, OR ANY STATUTE, RULE OR REGULATION INCLUDING FINRA AND OTHER SRO RULES OR MEMBERSHIP PROVISIONS AND IS NOT INTENDED TO BE A FINAL ORDER BASED UPON VIOLATIONS OF ANY MASSACHUSETTS STATUTE, RULE OR REGULATION THAT PROHIBITS FRAUDULENT, MANIPULATIVE OR DECEPTIVE CONDUCT.

Allegations: FAILURE TO MAINTAIN CERTAIN ANTI-MONEY LAUNDERING CONTROLS RELATED TO CUSTOMER DUE DILIGENCE BETWEEN SEPTEMBER 2015 AND JUNE 2017, IN A MANNER THAT MET THE STANDARDS REQUIRED UNDER CHINESE LAW. Status: Final Sanction Detail: BANCO SANTANDER, S.A. SHANGHAI BRANCH PAID A FINE OF RMB 1,000,000 - USD AMOUNT ABOVE IS AN ESTIMATE AS OF JANUARY 7, 2019. Summary: FOLLOWING A ROUTINE REVIEW BY THE PEOPLE'S BANK OF CHINA ('PBOC ') CARRIED OUT IN 2017, THE PBOC ISSUED AN ADMINISTRATIVE DECISION IDENTIFYING A FAILURE TO MAINTAIN CERTAIN ANTI-MONEY LAUNDERING CONTROLS RELATED TO CUSTOMER DUE DILIGENCE, BETWEEN SEPTEMBER 2015 AND JUNE 2017, IN A MANNER THAT MET THE STANDARDS REQUIRED UNDER CHINESE LAW. THE PBOC'S DECISION RELATED SOLELY TO BSSA'S SHANGHAI BRANCH AND IS NOT RELATED IN ANY WAY TO ANY ACTIVITY OR CONCERN AT OR INVOLVING SANTANDER INVESTMENT SECURITIES INC.

Allegations: THE ALLEGATIONS RELATED TO THIS REGULATORY ACTION ARE THAT FROM JANUARY 1, 2014 TO SEPTEMBER 30, 2016, THE FIRM PURCHASED, RECOMMENDED, OR HELD FOR ADVISORY CLIENTS MUTUAL FUND SHARE CLASSES THAT CHARGED 12B-1 FEES INSTEAD OF LOWER-COST SHARE CLASSES OF THE SAME FUNDS FOR WHICH CLIENTS WERE ELIGIBLE, THAT THE FIRM AND ITS ASSOCIATED PERSONS RECEIVED 12B-1 FEES IN CONNECTION WITH THESE INVESTMENTS, AND THAT THE FIRM FAILED TO ADEQUATELY DISCLOSE ON ITS FORM ADV THE CONFLICTS OF INTEREST RELATED TO ITS RECEIPT OF 12B-1 FEES AND ITS SELECTION OF MUTUAL FUND SHARE CLASSES THAT PAY SUCH FEES. Status: Final Sanction Detail: ON MARCH 11, 2019, SANTANDER SECURITIES LLC (THE "FIRM"), WITHOUT ADMITTING OR DENYING THE FINDINGS, CONSENTED TO THE ENTRY OF AN ORDER (FILE NO. 3-19043) BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (THE "SEC") INSTITUTING ADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDINGS, MAKING FINDINGS, IMPOSING REMEDIAL SANCTIONS AND IMPOSING A CEASE-AND-DESIST ORDER (THE "ORDER"). THE ORDER REQUIRES THE FIRM TO CEASE AND DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF SECTIONS 206(2) AND 207 OF THE ADVISERS ACT AND TO PAY DISGORGEMENT AND PREJUDGMENT INTEREST TO AFFECTED INVESTORS TOTALING $270,539.89. Summary: ON MARCH 11, 2019, SANTANDER SECURITIES LLC (THE "FIRM"), WITHOUT ADMITTING OR DENYING THE FINDINGS, CONSENTED TO THE ENTRY OF AN ORDER (FILE NO. 3-19043) BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (THE "SEC") INSTITUTING ADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDINGS, MAKING FINDINGS, IMPOSING REMEDIAL SANCTIONS AND IMPOSING A CEASE-AND-DESIST ORDER (THE "ORDER"). THE ORDER STATES THAT FROM JANUARY 1, 2014 TO SEPTEMBER 30, 2016, THE FIRM PURCHASED, RECOMMENDED, OR HELD FOR ADVISORY CLIENTS MUTUAL FUND SHARE CLASSES THAT CHARGED 12B-1 FEES INSTEAD OF LOWER-COST SHARE CLASSES OF THE SAME FUNDS FOR WHICH CLIENTS WERE ELIGIBLE, THAT THE FIRM AND ITS ASSOCIATED PERSONS RECEIVED 12B-1 FEES IN CONNECTION WITH THESE INVESTMENTS, AND THAT THE FIRM FAILED TO ADEQUATELY DISCLOSE ON ITS FORM ADV THE CONFLICTS OF INTEREST RELATED TO ITS RECEIPT OF 12B-1 FEES AND ITS SELECTION OF MUTUAL FUND SHARE CLASSES THAT PAY SUCH FEES. THE ORDER REQUIRES THE FIRM TO CEASE AND DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS AND ANY FUTURE VIOLATIONS OF SECTIONS 206(2) AND 207 OF THE ADVISERS ACT AND TO PAY DISGORGEMENT AND PREJUDGMENT INTEREST TO AFFECTED INVESTORS TOTALING $270,539.89.

Allegations: WITHOUT ADMITTING OR DENYING THE FINDINGS, THE FIRM CONSENTED TO THE SANCTIONS AND TO THE ENTRY OF FINDINGS THAT IN TWELVE TRANSACTIONS, THE FIRM SOLD MUNICIPAL SECURITIES FOR ITS OWN ACCOUNT TO A CUSTOMER AT AN AGGREGATE PRICE (INCLUDING ANY MARK-UP) THAT WAS NOT FAIR AND REASONABLE, TAKING INTO CONSIDERATION ALL RELEVANT FACTORS, INCLUDING THE BEST JUDGMENT OF THE BROKER, DEALER OR MUNICIPAL SECURITIES DEALER AS TO THE FAIR MARKET VALUE OF THE SECURITIES AT THE TIME OF THE TRANSACTION AND OF ANY SECURITIES EXCHANGED OR TRADED IN CONNECTION WITH THE TRANSACTION, THE EXPENSE INVOLVED IN EFFECTING THE TRANSACTION, THE FACT THAT THE BROKER, DEALER, OR MUNICIPAL SECURITIES DEALER IS ENTITLED TO A PROFIT, AND THE TOTAL DOLLAR AMOUNT OF THE TRANSACTION Status: Final Sanction Detail: FINE-$175,000.00, RESTITUTION-$62,807.48 PLUS INTEREST Summary: THE FIRM WAS CENSURED, FINED $175,000.00, AND AGREED TO RESTITUTION OF APPROXIMATELY $62,807.48 PLUS INTEREST FOR TWELVE TRANSACTIONS.

Allegations: THE STATE OF NEW HAMPSHIRE ALLEGED THAT, ALTHOUGH AN AGENT OF THE FIRM WAS REGISTERED AS A BROKER-DEALER AGENT WITHIN NEW HAMPSHIRE, THE AGENT WAS NOT REGISTERED AS AN INVESTMENT ADVISOR REPRESENTATIVE IN NEW HAMPSHIRE. Status: Final Sanction Detail: THE FIRM AGREED TO PAY AN ADMINISTRATIVE FINE OF $35,000, INVESTIGATION COSTS OF $15,000, AND SHALL CEASE AND DESIST FROM EMPLOYING OR ASSOCIATING WITH UNREGISTERED INVESTMENT ADVISOR REPRESENTATIVES. Summary: ON MAY 25, 2018, AN AGENT OF THE FIRM RELOCATED TO THE STATE OF NEW HAMPSHIRE. THE AGENT PROVIDED BOTH BROKER-DEALER AND INVESTMENT ADVISORY SERVICES WHILE IN NEW HAMPSHIRE TO BOTH RESIDENTS OF NEW HAMPSHIRE AND OTHER STATES. THE AGENT WAS REGISTERED AS A BROKER-DEALER AGENT WITH NEW HAMPSHIRE BUT, DUE TO AN ADMINISTRATIVE OVERSIGHT, THE AGENT WAS NOT REGISTERED AS AN INVESTMENT ADVISOR REPRESENTATIVE WITHIN NEW HAMPSHIRE. THE AGENT, WHILE UNREGISTERED AS AN INVESTMENT ADVISOR REPRESENTATIVE, PROVIDED INVESTMENT ADVISORY SERVICES. ON JULY 16, 2019 THE FIRM DETERMINED THE AGENT WAS UNREGISTERED AS AN INVESTMENT ADVISOR REPRESENTATIVE IN NEW HAMPSHIRE, AND SELF-REPORTED THE LACK OF PROPER REGISTRATION. THE AGENT IS NOW PROPERLY REGISTERED AS AN INVESTMENT ADVISOR REPRESENTATIVE IN NEW HAMPSHIRE.

Allegations: UNSUITABILITY IN CONNECTION WITH TRANSACTIONS INVOLVING PURCHASES AND MARGIN LOANS BY SENIOR LOW NET WORTH INVESTORS IN PUERTO RICO CLOSED END FUNDS AND PUERTO RICO BONDS. Status: Final Sanction Detail: THE FINE (CONTRIBUTION TO THEIR EDUCATION FUND) WAS $1,000,000. RESTITUTION WAS 532,000. PAYMENT IS ON GOING. Summary: WITHOUT ADMITTING OR DENYING RESPONSIBILITY, NOR THAT THERE WAS ANY WRONGDOING, NEGLIGENCE, MISMANAGEMENT, LACK OF PROPER SUPERVISION, NOR LOSSES IN THE ACCOUNTS OF MANAGEMENT, ACTIONS OR OMISSIONS OF SS, ITS OFFICERS OR DIRECTORS AND/OR THE SS SUPERVISORY STAFF AND/OR SS BROKERS, SS WILL OFFER SETTLEMENT PAYMENTS TO 16 CUSTOMERS.

Allegations: FAILURE TO ACT IN CUSTOMERS' BEST INTERESTS AS REQUIRED UNDER SPANISH LAW, IN CONNECTION WITH THE PLACEMENT OF SHARES OF COLLECTIVE INVESTMENT UNDERTAKINGS IN CUSTOMERS' MANAGED AND ADVISED PORTFOLIOS. Status: Final Sanction Detail: BANCO SANTANDER, S.A. (BSSA) WAS FINED EUR 4,500,00 0 - USD AMOUNT ABOVE IS AN ESTIMATE AS OF JANUARY 7, 2019. BSSA PAID A REDUCED AMOUNT OF EUR 3,600,000, AVAILING ITSELF OF THE REDUCTION FOR PROMPT PAYMENT ALLOWANCE. Summary: ON SEPTEMBER 27, 2018, THE COMISION NACIONAL DEL MERCADO DE VA LORES ('CNMV') PUBLISHED A DECISION AS TO BSSA, CONCLUDING THAT BSSA FAILED TO ACT IN CUSTOMERS' BEST INTERESTS AS REQUIRED UNDER SPANISH LAW IN CONNECTION WITH THE PLACEMENT OF SHARES OF COLLECTIVE INVESTMENT UNDERTAKINGS IN CUSTOMERS' MANAGED AND ADVISED PORTFOLIOS. BSSA PAID A FINE OF EUR 3,600,000. THE CNMV'S DECISION RELATED SOLELY TO BSSA AND IS NOT RELATED IN ANY WAY TO ANY ACTIVITY OR CONCERN AT OR INVOLVING SANTANDER INVESTMENT SECURITIES INC.

Allegations: AS A RESULT OF AN INSPECTION OF A 2014 MORTGAGE PORTFOLIO, THE BANK OF SPAIN CITED BANCO SANTANDER, S.A. WITH EXCESSIVE CHARGING OF COMMISSIONS AND FAILURE TO PROVIDE SUFFICIENT INFORMATION TO CONSUMERS TO ALLOW THEM TO MAKE AN INFORMED DECISION ON THE PURCHASE OF SAID PORTFOLIOS. Status: Final Sanction Detail: BANCO SANTANDER, S.A. WAS FINED EURO 8,000,000 - USD AMOUNT ABOVE IS AN ESTIMATE AS OF 08/27/2019. BANCO SANTANDER, S.A. PAID A REDUCED AMOUNT OF EUR 6,400,000 AVAILING ITSELF OF THE 20% REDUCTION FOR PROMPT PAYMENT ALLOWANCE. Summary: AS A RESULT OF AN INSPECTION OF A 2014 MORTGAGE PORTFOLIO, THE BANK OF SPAIN CITED BANCO SANTANDER, S.A. WITH EXCESSIVE CHARGING OF COMMISSIONS AND FAILURE TO PROVIDE SUFFICIENT INFORMATION TO CONSUMERS TO ALLOW THEM TO MAKE AN INFORMED DECISION ON THE PURCHASE OF SAID PORTFOLIOS. WITHOUT ADMITTING OR DENYING THE FINDINGS, BANCO SANTANDER, S.A. PAID A FINE OF EURO 6,400,000 AVAILING ITSELF OF THE 20% REDUCTION FOR PROMPT PAYMENT ALLOWANCE.

Allegations: AS A RESULT OF AN INSPECTION OF A 2014 MORTGAGE PORTFOLIO, THE BANK OF SPAIN CITED BANCO SANTANDER, S.A. WITH EXCESSIVE CHARGING OF COMMISSIONS AND FAILURE TO PROVIDE SUFFICIENT INFORMATION TO CONSUMERS TO ALLOW THEM TO MAKE AN INFORMED DECISION ON THE PURCHASE OF SAID PORTFOLIOS. BANCO SANTANDER, S.A. IS ACCOUNTABLE FOR THE FINE AS BANCO POPULAR WAS ACQUIRED BY BANCO SANTANDER, S.A. IN 2017. Status: On Appeal Sanction Detail: BANCO SANTANDER, S.A. HAS PAID A FINE FOR CITATIONS RELATED TO BANCO POPULAR PRIOR TO BEING ACQUIRED BY BANCO SANTANDER, S.A. IN THE AMOUNT OF EURO 4,500,000 - USD AMOUNT ABOVE IS AN ESTIMATE AS OF 08/27/2019. Summary: AS A RESULT OF AN INSPECTION OF A 2014 MORTGAGE PORTFOLIO, THE BANK OF SPAIN CITED BANCO SANTANDER, S.A. WITH EXCESSIVE CHARGING OF COMMISSIONS AND FAILURE TO PROVIDE SUFFICIENT INFORMATION TO CONSUMERS TO ALLOW THEM TO MAKE AN INFORMED DECISION ON THE PURCHASE OF SAID PORTFOLIOS. BANCO SANTANDER, S.A. IS ACCOUNTABLE FOR THE FINE AS BANCO POPULAR WAS ACQUIRED BY BANCO SANTANDER, S.A. IN 2017.