Treasury authorizes Empresas Públicas de Medellín to issue external debt

The Ministry of Finance and Public Credit authorized Empresas Públicas de Medellín ESP to subscribe, issue, and place external public debt securities in the international capital market for up to USD 1,000,000,000, intended for the financing of non-investment expenses. The decision was recorded in Resolution 2557 of 2026, signed in Bogotá on November 3, 2026, by the Director General of Public Credit and National Treasury, César Augusto Arias Hernández, and published in the Official Gazette 53,679 of the same date.

The resolution was issued based on article 2.2.1.3.3 of Decree number 1068 of 2015, which requires prior authorization from the Ministry, via resolution, for the issuance and placement of public debt securities by decentralized entities of any level, and in the first article of Resolution number 2650 of November 12, 1996, from the same ministry. The operation is also framed within article 6 of Law 781 of 2002, which subjects official and mixed public utility companies to the public credit regulations applicable to decentralized entities.

The request was submitted by the company through the official letter filed as 1-2026-115661 on October 29, 2026, and its supplement 1-2026-116802 on October 30, 2026, along with the Technical Justification Document provided for in article 2.2.1.5.2 of Decree number 1068 of 2015. In that document, the company certified that the quota approved by the Ministry of Finance “has not been used to date” and that no debt operation charged to that concept has been processed or is currently underway.

Financial conditions of the securities

Article 3 of the resolution establishes the general characteristics of the issuance:

• Redemption term: maximum ten (10) years.
• Interest rate: fixed, with semi-annual payment.
• Amortization: at maturity.
• Other expenses and commissions: those standard to the market for this type of operation.
• General financial conditions: those set forth in the regulations of the Bank of the Republic, particularly External Resolution 17 of 2015 and External Resolution 1 of 2018 of its Board of Directors, as well as External Regulatory Circular DODM-145 of October 30, 2015.

The corporate backing consists of the certification signed on August 24, 2026, by the Vice Presidency of Corporate Governance and General Secretariat of Empresas Públicas de Medellín ESP, according to which no adverse change has occurred in the financial situation of the company. The company’s Board of Directors, in an ordinary session on July 7, 2026, had authorized the General Manager or their delegate to manage the authorizations and execute public credit operations, including bond issuances in the international capital market.

Treasury Endorsement and Placement Documents

The General Directorate of Public Credit and National Treasury had issued a favorable opinion via official letter 2-2026-052367 dated July 23, 2026, for the financing of non-investment expenses up to USD 1,000 million, with a validity of one year. This opinion will be affected by the placement of the securities, and the company must maintain strict monitoring to ensure that, individually or in aggregate, the approved amount is not exceeded.

The operation documents were approved by the same office via official letter 2-2026-076862 dated November 3, 2026. The package includes:

• The Purchase Agreement and the Indenture.
• Sections of the Offering Memorandum: enforcement of foreign judgments, exchange controls, legal matters, listing and general information, distribution plan, risk factors, offering summary, use of proceeds, and description of the securities.

Tax Benefit and Reporting Obligations

According to Article 5, the payment of principal, interest, commissions, and other concepts of the operation shall be exempt from all types of national taxes, fees, contributions, and levies, pursuant to Article 218 of the Tax Statute, as amended by Article 7 of Law 488 of 1998, only when carried out with persons without residence or domicile in the country.

The authorization also imposes information obligations: registration of the operation in the ministry’s Single Database, according to Article 13 of Law 533 of 1999; submission of data regarding dates, values, and rates to the National External Financing Sub-directorate within ten (10) business days following the partial or total placement; submission of a copy of the signed documents within thirty (30) days; and a monthly report on the payment of the securities until their total redemption. Any modification of the terms requires prior authorization from the Ministry.

Article 10 subordinates the debt service payments, commissions, and expenses to the appropriations made in the budget of Empresas Públicas de Medellín ESP, which must include the necessary line items in its annual budgets until full payment. The resolution is effective from its publication in the Official Gazette, a requirement understood to be fulfilled by the order issued by the General Director of Public Credit and National Treasury pursuant to Article 18 of Law 185 of 1995.

The operation provides the country’s largest utility company with a borrowing margin of up to one billion dollars in international markets, with a term of up to ten years and a single amortization at maturity, which concentrates the principal payment at the end of the security’s life. For the company’s users and creditors, the relevant element is that the funds are allocated to expenses other than investment—working capital and operations, among others—and that the debt service is contingent upon the company’s annual budgetary appropriations.

Source: Official Gazette, Edition 53,679 of Tuesday, November 3, 2026, section I, p. 5 (official reference: Resolution 2557 of 2026).