BCB Resolution No. 28 — Establishes the constitution and functioning of an ombudsman organizational component for payment institutions, consortium administrators, securities brokerage and distribution companies, foreign exchange brokerage companies, and virtual asset service providers authorized by the Central Bank of Brazil

BCB RESOLUTION NO. 28, OF
OCTOBER 23, 2020

Dispenses with the constitution and the functioning of an ombudsman organizational component by payment institutions and by consortium administrators.

Dispenses with the constitution and functioning of an ombudsman organizational component by payment institutions, by consortium administrators, by securities brokerage companies, by securities distribution companies and by foreign exchange brokerage companies authorized to operate by the Central Bank of Brazil.(Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

Dispenses with the constitution and functioning of an ombudsman organizational component by payment institutions, by consortium administrators, by securities brokerage companies, by securities distribution companies, by foreign exchange brokerage companies and by companies providing virtual asset services authorized to operate by the Central Bank of Brazil. (Wording given by BCB Resolution No. 552, of 3/3/2026.)

The Collegiate Board of the
Central Bank of Brazil, in a session held on October 20, 2020, based on arts. 9, items II, VII, IX and X, and 15 of Law No. 12.865, of October 9, 2013, and 6 and 7 of Law No. 11.795, of October 8, 2008,

R E S O L V E S:

CHAPTER I
OF THE OBJECT AND SCOPE OF APPLICATION

Art. 1 This Resolution regulates the constitution and the functioning of an ombudsman organizational component by the institutions it specifies.

Art. 2 The ombudsman organizational component must be constituted by:

Art. 2 The organizational component of the ombudsman must be constituted by the following institutions: (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

I - by payment institutions that have natural person clients, including individual entrepreneurs, or legal entities classified as microenterprises and small businesses, in accordance with Complementary Law No. 123, of December 14, 2006; and

I - payment institutions, securities brokerage companies, securities distribution companies and foreign exchange brokerage companies authorized to operate by the Central Bank of Brazil that have natural person clients, including individual entrepreneurs, or legal entities classified as microenterprises and small businesses, in accordance with Complementary Law No. 123, of December 14, 2006; and (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

I - payment institutions, securities brokerage companies, securities distribution companies, foreign exchange brokerage companies and companies providing virtual asset services that have natural person clients, including individual entrepreneurs, or legal entities classified as microenterprises and small businesses, in accordance with Complementary Law No. 123, of December 14, 2006; and (Wording given by BCB Resolution No. 552, of 3/3/2026.)

II - by consortium administrators.

Sole Paragraph. The provisions of this Resolution do not apply to associations and non-profit civil entities that administer consortium groups, as well as to consortium administrators that do not have active groups and have formally requested cancellation before the Central Bank of Brazil.

Art. 3 For the purposes of this Resolution, a client is considered to be:

Art. 3 For the purposes of this
Resolution, the following are also considered clients: (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

I - the end user of a payment institution; and

II - the consortium member of a consortium administrator.

CHAPTER II
OF THE PURPOSE

Art. 4 The ombudsman has the following purposes:

I - to attend, as a final instance, the demands of clients that have not been resolved in the primary service channels; and

II - to act as a channel of communication between the payment institution and the consortium administrator and their clients, including in conflict mediation.

II - to act as a communication channel between the institution mentioned in art. 2 and its clients, including in conflict mediation. (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

Sole Paragraph. For the purposes of this Resolution, primary service is considered to be the routine service provided at any points or service channels, including the service provided by means of contracted representative companies in accordance with current regulation and the Consumer Service (SAC) provided for in Decree No. 6.523, of July 31, 2008.

CHAPTER III
OF ORGANIZATION

Art.
5 The structure of the ombudsman must be compatible:

I - in the case of a payment institution, with the nature and complexity of the products, services, activities, processes and systems of each institution; and

I - in the case of an institution mentioned in item I of the caput of art. 2, with the nature and complexity of the products, services, activities, processes and systems of each institution; and (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

II - in the case of a consortium administrator, with its size, with the quantity and type of groups administered and with the number of clients.

Sole Paragraph. The ombudsman cannot be linked to an organizational component that constitutes a conflict of interests or of duties, such as the units responsible for the negotiation of products and services, risk management, internal audit and compliance (compliance).

Art.
6 The sharing of the ombudsman by payment institutions and by consortium administrators is admitted, observing the following situations and rules:

Art. 6 The sharing of the ombudsman by the institutions mentioned in art. 2 is admitted, observing the following situations and rules: (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

I - a member of a conglomerate composed of at least two institutions authorized to operate by the Central Bank of Brazil may share the ombudsman constituted in any of the institutions authorized to operate; and

II - a payment institution or a consortium administrator not included in the provision of item I may share the ombudsman constituted:

II - an institution not included in the provision of item I may share the ombudsman constituted: (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

a) in a linked company, as defined in § 1; or

b) in the trade association to which it belongs.

§ 1 For the purposes of the provision of item II, letter "a", of the caput, institutions authorized to operate by the Central Bank of Brazil and companies not authorized to operate by the Central Bank of Brazil are considered linked to each other:

I - those in which one participates with 10% (ten percent) or more of the capital of the other, directly or indirectly; and

II - those in which shareholders with 10% (ten percent) or more of the capital of one participate with 10% (ten percent) or more of the capital of the other, directly or indirectly.

§
2 The provision of item II, letter "b", of the caput only applies to a trade association that has an ethics code or self-regulation code effectively implemented, to which the payment institution or consortium administrator has adhered.

§ 2 The provision of item II, letter
"b", of the caput only applies to a trade association that possesses an ethics code or self-regulation code effectively implemented, to which the institution has adhered. (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

CHAPTER IV
OF FUNCTIONING

Art. 7 The duties of the ombudsman include the following activities:

I - to attend, register, instruct, analyze and provide formal and adequate treatment to client demands for products and services;

II - to provide clarifications to the claimants regarding the progress of the demands, informing the deadline for response;

III - to forward a conclusive response to the demand within the deadline provided; and

IV - to keep the board of directors, or, in its absence, the directorate or the administrators, informed about the problems and deficiencies detected in the fulfillment of its duties and about the results of the measures adopted by the administrators to solve them.

§ 1 The service provided by the ombudsman:

I - must be identified by means of a protocol number, which must be provided to the claimant;

II - must be recorded, when performed by telephone, and, when performed by means of a written document or by electronic means, the respective documentation must be archived; and

III - may cover:

a) exceptionally, demands not initially received by the primary service channels; and

b) demands forwarded by the Central Bank of Brazil, by public bodies or by other public or private entities.

§ 2 The response deadline for demands cannot exceed ten business days, and may be extended, exceptionally and for justified reasons, only once, for an equal period, limited to 10% (ten percent) of the total number of demands in the month, and the claimant must be informed about the reasons for the extension.

Art. 8 Payment institutions and consortium administrators must:

Art. 8 The institutions mentioned in art. 2 must: (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

I - maintain an information and control system for demands received by the ombudsman, in order to:

a) register the history of services, the information used in the analysis and the measures adopted;

b) control the response deadline;

II - give wide publicity to the existence of the ombudsman, its purpose, its duties and access methods, including in the communication channels used to disseminate products and services; and

III - guarantee free access for clients to the ombudsman service, by means of agile and effective channels, including by telephone, whose number must be:

a) disclosed and kept updated in a visible location to the public in the premises of its facilities and in the premises of its representatives, as well as on their respective websites on the internet, accessible from its homepage;

b) provided on statements, receipts, including electronic ones, contracts, marketing and advertising materials and other documents intended for clients; and

c) inserted and kept permanently updated in an information registration system of the Central Bank of Brazil.

Sole Paragraph. The information relating to the demands received by the ombudsman must remain registered in the system mentioned in item I for a minimum period of five years, counted from the date of registration of the occurrence.

CHAPTER V
OF FORMAL REQUIREMENTS

Art. 9 The bylaws or the articles of association, depending on the legal nature of the company, must expressly provide for the following aspects:

I - the purpose, duties and activities of the ombudsman;

II - the criteria for the appointment and dismissal of the ombudsman;

III - the duration of the mandate of the ombudsman, fixed in months; and

IV - the formal commitment to:

a) create adequate conditions for the functioning of the ombudsman, as well as for its performance to be guided by transparency, independence, impartiality and impartiality; and

b) ensure the ombudsman's access to the information necessary for the preparation of an adequate response to the demands received, with full administrative support, being able to request information and documents for the exercise of its activities, in the fulfillment of its duties.

§
1 The aspects mentioned in the caput must be included in the bylaws or articles of association in the first amendment that occurs after the constitution of the ombudsman.

§ 2 The statutory or contractual amendments required by this Resolution relating to the payment institutions or consortium administrators that opt for the option provided for in art. 6, item I, may be promoted only by the institution that constitutes the ombudsman.

§ 2 The amendments to the bylaws or articles of association required by this Resolution relating to the institutions mentioned in art. 2 that opt for the option provided for in art. 6, item I, may be promoted only by the institution that constitutes the ombudsman. (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

§ 3 The payment institution or consortium administrator that does not constitute its own ombudsman as a result of the option provided for in art. 6, item II, must ratify the decision at the first general assembly or at the first directorate meeting held after such decision.

§ 3 The institution that does not constitute its own ombudsman as a result of the option provided for in art. 6, item II, must ratify the decision at the first general assembly or at the first directorate meeting held after such decision. (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

Art. 10. The payment institutions and consortium administrators must designate before the Central Bank of Brazil the names of the ombudsman and the director or administrator responsible for the ombudsman, observing the following conditions:

Art. 10. The institutions mentioned in art. 2 must designate, before the Central Bank of Brazil, the names of the ombudsman and the director or administrator responsible for the ombudsman, observing the following conditions: (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

I -~~~~the director or administrator responsible for the ombudsman may perform other functions, including that of ombudsman, except that of director of administration of third-party resources in the case of payment institutions;

I - the director or administrator responsible for the ombudsman may perform other functions, including that of ombudsman, except that of director of administration of third-party resources; (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

II - the ombudsman cannot perform another function, except that of director or administrator responsible for the ombudsman; and

II - in the case of payment institutions and consortium administrators, the ombudsman cannot perform another function, except that of director or administrator responsible for the ombudsman; (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

III - in the event that the designation of director or administrator responsible for the ombudsman and of ombudsman fall on the same person, this person cannot perform another function.

III - in situations where the ombudsman performs another activity in the institution, that activity cannot constitute a conflict of interests or of duties; and (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

IV - in the event that the designation of director or administrator responsible for the ombudsman and of ombudsman in payment institutions and consortium administrators falls on the same person, this person cannot perform another function. (Included, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

Art. 11. In the cases provided for in art. 6, item I, the ombudsman must:

I - be responsible for all institutions that share the ombudsman; and

II - be part of the staff of the institution that constitutes the ombudsman.

Art. 12. For compliance with the provision of the caput of art. 10, in the cases provided for in art. 6, item II, payment institutions and consortium administrators must:

Art. 12. For compliance with the provision of the caput of art. 10, in the cases provided for in art. 6, item II, the institutions mentioned in art. 2 must: (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

I - designate before the Central Bank of Brazil only the name of the respective director or administrator responsible for the ombudsman; and

II - inform the name of the ombudsman, which must be that of the ombudsman of the trade association or entity or company that constitutes the ombudsman.

CHAPTER VI
OF INFORMATION PROVISION

Art. 13. The director or administrator responsible for the ombudsman must prepare a semi-annual quantitative and qualitative report regarding the activities developed by the ombudsman, on the reference dates of June 30 and December 31.

Sole Paragraph. The report referred to in the caput must be forwarded to internal audit, to the audit committee, when constituted, and to the board of directors or, in its absence, to the directorate or to the administrators.

Art. 14. Payment institutions and consortium administrators must disclose semi-annually, on their respective websites on the internet, information relating to the activities developed by the ombudsman.

Art. 14. The institutions mentioned in art. 2 must disclose semi-annually, on their respective websites on the internet, information relating to the activities developed by the ombudsman. (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

Art. 15. The Central Bank of
Brazil may establish the content, form, periodicity and deadline for sending data and information relating to the activities of the ombudsman.

CHAPTER VII
OF CERTIFICATION

Art. 16.
Payment institutions and consortium administrators must take measures so that the members of the ombudsman who perform the activities mentioned in art. 7 are considered qualified in a certification exam organized by an entity of recognized technical capacity.

Art. 16. The institutions mentioned in art. 2 must take measures so that the members of the ombudsman who perform the activities mentioned in art. 7 are considered qualified in a certification exam organized by an entity of recognized technical capacity. (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

§
1 The certification exam must cover, at a minimum, topics relating to ethics, consumer rights and conflict mediation.

§
2 The designation of members of the ombudsman referred to in the caput is conditioned upon proof of qualification in the certification exam, in addition to compliance with the other requirements of this Resolution.

§ 3 Payment institutions and consortium administrators must ensure the permanent training of the members of their respective ombudsmen on the topics mentioned in § 1.

§ 3 The institutions mentioned in art. 2 must ensure the permanent training of the members of their respective ombudsmen on the topics mentioned in § 1. (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

§
4 The director or administrator responsible for the ombudsman is subject to the formality provided for in the caput, if he exercises the function of ombudsman.

§ 5 In the cases provided for in art. 6, item II, the provisions of this article apply to the members of the ombudsman of the trade association, entity or linked company that performs the activities mentioned in art. 7.

CHAPTER VIII
FINAL PROVISIONS

Art. 17. The report and documentation relating to the services provided, referred to in arts. 7, § 1, 8, item I, and 13, as well as the telephone recording of the service, must remain available to the Central Bank of Brazil for a minimum period of five years.

Art.
18. The telephone number for free access
to the ombudsman and the data relating to the director or administrator responsible for the ombudsman and to the ombudsman must be inserted and kept permanently updated in an information registration system of the Central Bank of Brazil.

Sole Paragraph. The provision of the caput must be observed, including, by the payment institution and by the consortium administrator that does not constitute a component of its own ombudsman as a result of the option provided for in art. 6.

Sole Paragraph. The provision of the caput must be observed, including, by the institution mentioned in art. 2 that does not constitute a component of its own ombudsman as a result of the option provided for in art. 6. (Wording given, from 1/1/2024, by BCB Resolution No. 368, of 1/25/2024.)

Art.
19. The following are revoked:

I - item II of art. 18 of Circular No. 3.681, of November 4, 2013;

II - the
Circular No. 3.501, of July 16, 2010;

III - the
Circular No. 3.503, of July 26, 2010;

IV - the
Circular No. 3.777, of December 30, 2015;

V - the
Circular No. 3.778, of December 30, 2015; and

VI - the
Circular No. 3.881, of March 7, 2018.

Art.
20. This Resolution enters into force on December 1,
2020.

Otávio Ribeiro Damaso
Director of Regulation