CRISTIÁN EDWARDS GANA

Experience

Before joining Puga & Ortiz, he was Corporate Legal Manager and Chief Compliance Officer of Principal Financial Group Chile for 17 years, a group that offers a wide range of services involving pension fund management, life insurance, mutual fund, investment fund and asset management to institutional investors, family offices and retail clients.

He has more than 20 years of experience in the financial market, leading legal and compliance teams of international financial conglomerates with a presence in Chile.

He has been counsel in mergers and acquisitions, both local and international, and in the design of diverse financial, insurance, investment vehicle and finance structure products. He has led strategy in crises and highly complex disputes associated with the discussion of, and litigation related to, the acquisition and subsequent merger of AFP Cuprum by Principal Institutional of Chile; and he has headed regulatory compliance programs in Chile and abroad concerning the FCPA, SOX, anti-boycott laws, OFAC, Dodd-Frank, FATCA, UK Bribery Acts and CRS.

Activities and Memberships

He was a director of AFP Cuprum S.A. and of several insurance companies and general fund managers.

He was a member of the Legal Committees of the Chilean Insurers Association, the Chilean Mutual Fund Managers Association and the American-Chilean Chamber of Commerce (AMCHAM). He is a member of the Advisory Board of the International Institute for Management in the United States of America.

Education
He earned his degree from the Pontifical Catholic University of Chile and undertook complementary education in financial law, corporate governance and taxation in the United States and in Chile.

Main Achievements

May 2015 – present. He led the strategy for discussion and disputes related to the merger and acquisition of AFP Cuprum.

September 2012 – March 2015. He led the design of the legal and tax strategy for taking over control of AFP Cuprum, including negotiation of the stock purchase agreement with the representatives of the Penta Group, securing authorization of the transaction by the Pension Commission, launching the Public Stock Purchase Offer (OPA), and creating synergies after the OPA.

December 2011 – July 2012. He conceived the legal and tax strategy followed by the insurance industry to overcome the uncertainties created by Law 20,552 regarding the taxation of life insurance policies authorized to be voluntary retirement savings plans.

October 2011 – August 2012. He actively participated in the design of the legal and tax strategy followed by the insurance industry to resolve the dispute with the Internal Revenue Service regarding the tax treatment of changes in the mortality tables applicable to the establishment of technical reserves associated with the sale of retirement annuities.

August – December 2011. He was head of the design of the legal and tax strategy for the transfer of control of Principal Créditos Hipotecarios S.A. to the Cruz del Sur Group, including negotiation of the stock purchase agreement and other legal documentation associated with this type of transaction.

March – April 2003. He was involved in the design of the legal strategy for acquisition of a minority share by the Tanner Group in what was at that time Principal–Tanner Administradora General de Fondos S.A., including the negotiation of the stock purchase agreement and other legal documentation related to a transaction of this type.

Experience
June 2019 – Present. Partner in Puga & Ortiz, Abogados.

August 2002 – May 2019. He started as Chief Legal Officer of the Principal Financial Group and was then promoted to Corporate Legal Manager and Chief Compliance Officer. He was a director in several of the companies comprising that group, including AFP Cuprum S.A. He handled the definition and direction of the legal and compliance strategy of the business group in Chile that included, among other companies, Principal Compañía de Seguros de Vida Chile S.A., AFP Cuprum S.A., Principal Administradora General de Fondos S.A., Principal Asset Management Chile S.A., Principal International de Chile S.A. and Principal Servicios Corporativos Limitada.

1998-2002. He was outside counsel to Empresas Arthur Andersen Chile, now Langton Clarke (Ernst & Young), where he provided legal counsel in corporate, contractual, securities, insurance and labor matters.

1998-2002. Cristián was outside counsel to CAN Chile, Compañía de Seguros de Vida S.A., where he provided legal counsel to the Board, managers and different departments in connection with insurance, investment, corporate, labor and tax matters.

1997-1998. He was legal counsel to Empresas Cruz Blanca (Cruz Blanca Previsión y Seguros S.A., Cruz Blanca Isapre S.A., Cruz Blanca Seguros de Vida S.A., Cruz Blanca Seguros Generales S.A., Cruz Blanca Internacional S.A., Inmobiliaria La Concepción S.A. and Inmobiliaria Manquehue Limitada). He advised the Board, managers and different departments of those companies in connection with insurance, investment, corporate, labor and tax matters.

1995-1997. Associate attorney at Grasty Quitana & Cía., where he was counsel to diverse companies regarding corporate, insurance, financial and foreign investment matters.

1992-1994. Attorney for Empresas Interamericana (Interamericana Compañía de Seguros de Vida S.A., Interamericana Rentas Seguros de Vida S.A., Administradora de Fondos de Pensiones Unión S.A., Interamericana Data Center S.A., Interamericana Training Center S.A., Inversiones Interamericana S.A., Inmobiliaria Interamericana S.A. and Administradora de Mutuos Hipotecarios Mutuoban S.A.), providing legal counsel to the Board, managers and different departments of those companies in connection with insurance, pension fund management, real estate, corporate, labor and tax matters.

1991-1992. Outside counsel to the State Defense Council of Chile.

Foreign languages
English.

Law Degree
Pontifical Catholic University of Chile

Complementary Education

• Corporate Governance, Yale University, United States of America.
• Management Program for Lawyers, Yale University, United States of America.
• The Purchase and Sale of Businesses. A Tax and Legal Analysis. Langton Clarke.
• Company Taxation. Tax Code, Income and VAT, ICARE.
• Accounting in Company Management. Catholic University of Chile.
• Company Taxation, University of Chile.

Memberships
Chairman of the Legal Committee of the Chilean Insurers Association from March 2005 to June 2007. He was a member of the Legal and Tax Committee of the Insurers Association, of the Regulatory Committee of the General Fund Managers Association and a member of the Legal Committee of the American-Chilean Chamber of Commerce (Amcham).

Publications and Seminars

• Seminar on the “Financial Market Commission and its Impact on Corporate Governance,” May 23, 2018. Speakers: Joaquín Cortés, Chairman of the Financial Market Commission, Roberto Guerrero, Academic and Director of the Catholic University Corporate Governance Center; Cristián Edwards, Director of AFP Cuprum; Alejandro Ferrero, Attorney and Director in Companies; Guillermo Tagle, President of Credicorp Capital.
• Panel Discussion on “New Reform to the Pension System: Outlook,” August 23, 2017. Speakers: Osvaldo Macías, Pension Commissioner; Alejandro Ferrero, former Commissioner; Salvador Valdés, academic and economist of the Latin-American Center on Economic and Social Policies (CLAPES) of the Catholic University; Luis Cordero, professor of Administrative Law at the University of Chile; Cristián Edwards, Corporate Legal Manager of Principal Financial Group; and Carmen Elena Domínguez, head of the Labor and Social Security Law Department of the Catholic University School of Law.
• Seminar at the Pontifical Catholic University of Chile held June 15, 2016, entitled “Reform to the Pension System, Impact on Annuities.” Speakers: Osvaldo Macías, Pension Commissioner; David Bravo, Chairman of the Bravo Commission; Hugo Cifuentes, Professor of Security Law at the Catholic University; Gonzalo Edwards, Professor at the Catholic University Institute of Economics; and Cristián Edwards, Corporate Legal Manager of Principal Financial Group.
• “Business ethics. A global prospective” (as translated from Spanish). Authors: Adriana Sanford, Bruce Zegers, Enrique Yunis, Brad Holcomb. Contributions by: Wilfried Grommen and Cristián Edwards. ©Pearson Education, Inc.

Other Activities

• A member of the Advisory Board of the International Institute of Management in the United States of America.
• A volunteer fireman for the First Firehouse of Santiago. Previously held the positions of First Lieutenant and Captain in that Firehouse.