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The investment made by or on behalf of spouses shall be made in a separate IRA. In any employer or employeeassociation sponsored IRA through which the employer or employee association makes or channels contributions onbehalf of its employees or their spouses, or members, to the Trust (provided that a separate account shall be establishedfor each employee, spouse, or member), each employee, spouse, or member shall be the owner of a separate account andshall enter into a separate Adoption Agreement with the Trust. All contributions must be made in cash or by electronicfunds transfer, check or money order payable to the order of “Oriental Trust as Trustee of the Puerto Rico DiversifiedTax Managed Total Return IRA Trust.” See, Appendix A hereto.Offering of the UnitsThe Units are being offered exclusively to individuals having their principal residence in Puerto Rico.The Units are being offered for sale in Puerto Rico pursuant to a certain registration statement filed under the Puerto RicoUniform Securities Act, as amended (“PRUSA”), with the Office of the Commissioner of Financial Institutions of PuertoRico (the “OCFI”). The Units have not been registered with the Securities and Exchange Commission under theSecurities Act of 1933, as amended, or the securities laws of any jurisdiction other than Puerto Rico.A Participant must immediately notify the Trustee and redeem his or her Units if he or she ceases to be a PuertoRico resident. Upon learning that the Participant is no longer a resident of Puerto Rico, the Trustee may terminate theParticipant’s IRA and either distribute the balance in the IRA to the Participant or, if so instructed by the Participant,transfer the balance of the IRA to another IRA held by the Participant. In the event the Participant dies before the entirebalance of his or her IRA has been distributed to the Participant, upon learning that any beneficiary of the Participant’sIRA is not a resident of the Commonwealth, the Trustee may likewise terminate or transfer that portion of theParticipant’s IRA to which the beneficiary is entitled. See, “REDEMPTION OF THE UNITS.”The public offering price of the Units during the continuous offering is the Sales Price (as defined below), whichis determined by the Trustee on each Business Day (as defined below). The number of Units credited to the Participantwill be equal to the cash amount received by the Trustee divided by the net asset value per Unit of the Trust that isapplicable on the day the funds are received (the “Sales Price”). If such day is not a Business Day, the Sales Price will bedetermined on the next Business Day.A “Business Day” means a day on which both the New York Stock Exchange and commercial banks in PuertoRico are open for business.Investment Objectives and PoliciesThe investment objectives of the Trust are to seek for the Participants long-term capital appreciation and currentincome consistent with the investment policies of the Trust and prudent investment management. The Trust seeks toattain its investment objectives by investing, subject at all times to the applicable investment requirements for an IRA setforth in the Puerto Rico Internal Revenue Code of 2011, as amended (the “2011 Code”), and, as applicable, the rules andregulations issued thereunder by the Puerto Rico Treasury Department and the OCFI, including those concerning an IRA(the “IRA Regulations”), in a diversified portfolio of equity and fixed income securities with capital appreciation andcurrent income potential. The investment portfolio of the Trust may include investments in securities issued by OFGBancorp, the parent company of the Trustee. Funds received by the Trust, whether by way of the proceeds from the saleof Units or as a result of interest income or the return on principal, are invested or reinvested in equity and debt securitieswhich meet the investment requirements of the Trust, as well as the requirements of the 2011 Code and the IRARegulations. See, “THE TRUST – Investment Objectives and Policies.”iii

Risk FactorsAll investors in the Units should consider, among other things, the various risks to which an investment in theUnits is subject and which are described in some detail herein. Investors are strongly encouraged to analyze such risks.See, “RISK FACTORS.”Transactions with AffiliatesThe Trust may purchase securities or other investments from or through the Trustee or its affiliates, includingtime deposits of the Trustee and securities that are offered in an underwriting in which an affiliate of the Trustee is amember of the underwriting syndicate or selling group. The Trust may also invest in securities issued by the parentcompany of the Trustee. See, “THE TRUST – Investment Objectives and Policies” and “TRANSACTIONS WITHAFFILIATES.”Purchase and Valuation of the UnitsThe value of the Units for purposes of the Sales Price and for purposes of redemption (the “Redemption Price”)will be determined by the Trustee. The determination of the Sales Price and the Redemption Price is made as of the closeof trading (presently 4:00 p.m., New York time) on the New York Stock Exchange on each Business Day and isaccomplished by dividing the net assets (the excess of assets over liabilities) of the Trust by the number of outstandingUnits.The Trust’s assets will be valued by the Trustee based upon market quotations when such quotations areavailable. A security listed or traded on any exchange in the United States will be valued at its last sales price on theprincipal exchange on which it is traded prior to the time the assets of the Trust are valued. If no sale is reported at thattime or the security is traded in the over-the-counter (“OTC”) market, the most recent bid will be used for purposes of thevaluation. Securities and other assets which are not listed or traded on an exchange or traded in the OTC market, but forwhich quotations can be obtained from dealers, will be valued based on the “bid” provided to the Trustee by at least twodealers, one of which may be the Sponsor or any of its affiliates. Assets for which market quotations are not readilyavailable will be valued at fair value by the Trustee utilizing quotations derived from recognized dealers in those assets orinformation regarding the trading spreads quoted by recognized dealers between such assets and United States Treasurysecurities whose maturities are determined to be most similar to the average life of the Trust’s assets. Notwithstandingthe above, assets with maturities of 60 days or less generally will be valued at amortized cost if their original term tomaturity was 60 days or less, or by amortizing the difference between their fair value as of the 61st day prior to maturityand their maturity value if their original term to maturity exceeds 60 days, unless in either case the Trustee determinesthat this does not represent fair value. These prices may change depending on market conditions.See, “PURCHASE AND VALUATION OF THE UNITS.”Fees, Charges and ExpensesOriental Trust, as Trustee of the Trust, will charge service fees and expenses in accordance with the followingschedule (the Trustee, Administrative and Investment Adviser fees disclosed herein apply to all IRAs established underthe Trust):Trustee fee. The Trustee is entitled to a trustee fee equal to 0.36% of the total average assets of the Trust. Suchfee is computed daily and paid on the last day of each month.Administrative fee. The Trustee is entitled to an administrative fee equal to 0.26% of the total average assets ofthe Trust. Such fee is computed daily and paid on the last day of each month.iv

Investment Adviser fee. Under the terms of the Deed of Trust, the Trustee is obligated to provide investmentadvisory services to the Trust in return for which it is entitled to an annual investment advisory fee equal to 0.93%,computed daily based on the total average assets of the Trust and paid on the last day of each month. Oriental Trust hasentered into sub-investment advisory or money management agreements with third parties for sub-investment advice ormoney management services to the Trust with respect to its equity investments in the United States. The agreementsprovide for annual sub-advisory fees payable by the Trust for the services rendered by such sub-investment advisers ormoney managers.Withdrawal fee. All amounts invested by a Participant (and any additional Units credited thereon) will besubject to the following withdrawal fee upon the redemption of the Units from an IRA for reasons other than theattainment of 60 years of age, death, disability or unemployment of the Participant: (i) 5% if withdrawn during the firstyear; (ii) 4% if withdrawn during the second year; (iii) 3% if withdrawn during the third year; (iv) 2% if withdrawnduring the fourth year; and (v) 1% if withdrawn during the fifth year. The number of years described above shall be thosefollowing each investment by the Participant, and any withdrawals shall be determined on a first-in first-out basis. TheTrustee may waive or reduce the withdrawal fee for any transaction.Rollover fee. In addition to any other fees charged to a Participant for the withdrawal of amounts invested in theTrust (and any additional Units credited thereon), any rollover of amounts invested on or after December 1, 2003 (andany additional Units credited thereon) to an IRA at another institution will be subject to a charge of 54.99.Other fees. Certain direct, legal and actuarial fees may be charged to the account of a Participant in the event of:(i) a dispute as to entitlement to the participation by the beneficiaries and heirs of such Participant; (ii) the election of aperiodic payment option requiring actuarial computations; or (iii) expenses which are incurred with respect to a particularIRA, including, but not limited to, those relating to court appearances and related attorneys’ fees.Expenses. Expenses incurred by the Trustee for the benefit of and related to the Trust, will be either paid, orreimbursed, to the Trustee from the income generated by the Trust.See, “FEES, CHARGES AND EXPENSES.”Performance CalculationThe performance or “yield” of an investment made in the Trust can be determined only after the Participant’sinvestment in the Trust is redeemed through a distribution based on the provisions of the 2011 Code and the IRARegulations, and such proceeds are then compared to the amount invested. Only at that point can the actual or final yieldfor a particular investment in the Trust be computed. The monthly statements of account sent to each Participant for themonths of April, July, October and January of each year contain an interim “yield” which describes the return on aparticular investment for the quarter ended in the previous month. The Trust’s actual or final yield may be higher orlower than the interim yield. See, “PERFORMANCE CALCULATION.”Redemption of the UnitsThe Units are not transferable and may not be disposed of by a Participant, but through redemption by the Trust.Units will be redeemed as of a Business Day within seven Business Days following the Trustee’s receipt of a distributionrequest by the Participant in writing; provided, however, that the Participant (or his or her heirs or beneficiaries, if theParticipant has died) has submitted to the Trustee the required sworn statement, certification and/or documentation, asapplicable, for such distribution. Units will be redeemed at the Redemption Price, which is calculated in the samemanner described above for the Sales Price. The redemption of Units prior to attainment of age 60, and for reasons otherthan a timely repayment of excess contributions or a case described in the 2011 Code allowing for the early withdrawal,without penalty, of funds deposited in IRAs, will result in a tax penalty to the Participant of 10% of the amountv

distributed (15% in certain cases). See, “PURCHASE AND VALUATION OF THE UNITS” and “REDEMPTION OFTHE UNITS.”Supervision of the TrustOriental Trust, as the Trustee, is responsible for the overall supervision of the operations of the Trust, whichinclude maintaining custody of the assets of the Trust, valuing the Units for purposes of determining the Sales Price andRedemption Price, maintaining record books for each IRA of the Participants and managing the Trust’s investments.Under the terms of the Deed of Trust, Oriental Trust, as Trustee, acts as the Investment Adviser to the Trust. AsInvestment Adviser, Oriental Trust is responsible for recommending new investments and/or changes in existinginvestments of the Trust consistent with the investment policies of the Trust. See, “PORTFOLIO MANAGEMENT.”Oriental Trust has entered into sub-investment advisory or money management agreements with third parties to providesub-investment advice or money management services to the Trust with respect to its equity investments in the UnitedStates.Oriental Trust selects various equity investment strategies in order to attain the investment objective oflong-term capital appreciation consistent with prudent investment management. Such strategies include, but are notlimited to, large capitalization companies, mid capitalization companies, small capitalization companies, growthcompanies and value companies. Money managers (or sub-advisers) are selected by Oriental Trust for each of theseinvestment strategies based on their respective experience, reputation and long-term performance record. Performancebenchmarks are selected by Oriental Trust to track the performance of such money managers, and Oriental Trustperiodically reviews the performance of each money manager with respect to its performance benchmark and the overallperformance of the Trust.Legal and Regulatory Requirements Applicable to Individual Retirement AccountsAn IRA is an investment vehicle through which an individual can make annual contributions to a trust andaccumulate income with respect thereto on a tax-favored basis in order to provide for his or her retirement. The Trustallows for the establishment thereunder of Diversified Growth IRAs, which are “regular” IRAs, that is, IRAs thecontributions to which are deductible for Puerto Rico income tax purposes, as well as Roth Diversified Growth IRAs,which are nondeductible IRAs, commonly referred to as “Roth” IRAs, the contributions to which will not give rise to adeduction for Puerto Rico income tax purposes but that nonetheless enjoy certain tax benefits outlined below.In the case of the Diversified Growth IRA, the total amount of the permissible annual contribution is deductiblefrom taxable income. In addition, no current Commonwealth taxes are paid by the investor on the income generated byan IRA investment, enabling it to compound and grow at an accelerated rate, although United States federal income taxesmay be incurred by the Trust on its investments in the United States. In addition, to the extent a distribution representsincome from Commonwealth tax-exempt investments (excluding gains on the disposition of such investments), that partof the distribution will be exempt from Commonwealth income taxes when distributed to the Participant or to theParticipant’s beneficiary. In the case of the Roth Diversified Growth IRA, contributions will not be deductible from theParticipant’s adjusted gross income, but the IRA (including income generated thereon) will be exempt from Puerto Ricoincome taxes, enabling it to compound and grow at an accelerated rate, although United States federal income taxes maybe incurred by the Trust on its investments in the United States. Moreover, qualified distributions from the RothDiversified Growth IRA will not be includible in gross income for Puerto Rico income tax purposes and will therefore beexempt from Puerto Rico taxation. See, “REDEMPTION OF THE UNITS.”Except as indicated below, the transfer of the Participant’s Units in the IRA due to the Participant’s death willnot be subject to estate taxes imposed by the 2011 Code if the Participant is a: (i) United States citizen who acquired suchcitizenship solely by reason of birth or residence in Puerto Rico and (ii) is a resident of Puerto Rico for purposes of the2011 Code as of the time of his or her death. If, however, the Participant is a United States citizen whose estate,vi

wherever located, is subject to the federal estate tax imposed under the United State Internal Revenue Code of 1986, asamended (the “US Code”), the value of the Units held in an IRA at the time of the Participant’s death shall be included inthe Participant’s taxable estate and subject to a Puerto Rico estate tax equal to the maximum amount that can be claimedas a tax credit against the federal estate tax imposed under the US Code. This rule, in general, covers a United Statescitizen born outside of Puerto Rico or who acquired United States citizenship for reasons other than his or her residencyin Puerto Rico.An IRA is subject to further conditions and/or limitations which are discussed in this Prospectus in more detail.See, “LEGAL AND REGULATORY REQUIREMENTS APPLICABLE TO INDIVIDUAL RETIREMENTACCOUNTS.”Tax BenefitsA Participant’s IRA offers the following tax benefits:In the case of the Diversified Growth IRA, (a) Current tax deduction ‒ an income tax deduction of (i) up to 5,000 per Participant (a total of 10,000 for married taxpayers filing a joint Commonwealth income tax return even ifonly one of the spouses is employed or receives any income from the rendering of personal services) per taxable year, or(ii) the aggregate adjusted gross income from salaries of the taxpayer (spouses, in the case of a joint tax return),whichever is less, for amounts invested in an IRA; (b) Tax deferral ‒ the contributions invested and the income and gainsearned by the Trust are not subject to Commonwealth income taxes while held in the Trust, although United Statesfederal income taxes may be incurred by the Trust on its investments in the United States; and (c) Exemption fromincome taxes ‒ any income earned by the Trust on Commonwealth tax-exempt investments (but not any gains on thedisposition of these investments) will be exempt from Commonwealth income taxes to the Participant (or theParticipant’s beneficiary) when distributed by the Trust.In the case of the Roth Diversified Growth IRA, although the contributions will not be deductible, the incomeand gains earned by the Trust are not subject to Commonwealth income taxes while held in the Trust, although UnitedStates federal income taxes may be incurred by the Trust on its investments in the United States; and qualifieddistributions therefrom will be exempt from Common

commercial banks in Puerto Rico are open for business. Are not transferable and may not be disposed of by a Participant, but through redemption by the Trust in connection with distributions made pursuant to the applicable provisions of the Puerto Rico Internal Revenue Code of 2011, as amended (the "2011 Code").