BCB Resolution No. 435 of November 28, 2024, amending Resolution BCB No. 2 of August 12, 2020, regarding general criteria for preparation and disclosure of financial statements by consortium administrators, payment institutions, securities brokers, distributors, and exchange brokers

BCB RESOLUTION NO. 435, OF NOVEMBER 28, 2024

Amends Resolution BCB No. 2, of August 12, 2020, which establishes the general criteria for the preparation and disclosure of individual and consolidated financial statements by consortium administrators, payment institutions, securities brokerage firms, securities distribution firms, and foreign exchange brokerage firms authorized to operate by the Central Bank of Brazil, and regarding the procedures for preparation, disclosure, and submission of financial statements that must be observed by financial institutions and other institutions authorized to operate by the Central Bank of Brazil.

The Collegiate Board of Directors of the Central Bank of Brazil, in a session held on November 28, 2024, based on arts. 9 of Law No. 4,595, of December 31, 1964, 9-A of Law No. 4,728, of July 14, 1965, 6 and 7, caput, item III, of Law No. 11,795, of October 8, 2008, 9, caput, items II, and 15 of Law No. 12,865, of October 9, 2013, and having in view the provisions of art. 17 of Resolution No. 4,818, of May 29, 2020,

R E S O L V E :

Art. 1. Resolution BCB No. 2, of August 12, 2020, published in the Official Gazette of the Union on August 13, 2020, shall enter into force with the following amendments:

"Art. 6. ...........................................................................................................

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Sole Paragraph. For the purposes of preparation and disclosure of individual financial statements, financial statements relating to periods distinct from those provided in art. 2 are considered interim." (NR)

"CHAPTER II-A
OF THE REPORT ON SUSTAINABILITY-RELATED FINANCIAL INFORMATION

Art. 12-A. The institutions mentioned in arts. 10, 10-A, and 11 must prepare and disclose, as an integral part of the consolidated annual financial statements referred to in Chapter II, the report on sustainability-related financial information, adopting the following technical pronouncements of the Brazilian Committee of Sustainability Pronouncements – CBPS:

I - Technical Pronouncement CBPS 01 – General Requirements for Disclosure of Sustainability-Related Financial Information, as approved on September 12, 2024; and

II - Technical Pronouncement CBPS 02 – Climate-Related Disclosures, as approved on September 12, 2024.

§ 1. The obligation referred to in the caput applies:

I - starting with the 2026 fiscal year, for institutions registered as open companies or that are leaders of a prudential conglomerate classified in S1 or S2; and

II - starting with the 2028 fiscal year, for other institutions.

§ 2. The report referred to in the caput must be subject to reasonable assurance by an independent auditor.

§ 3. The information required in this article may be evidenced by cross-reference to another report published by the institution, provided that:

I - they comply with the provisions of this article;

II - they refer to the same period; and

III - there is no difference in scope capable of producing material differences in relation to the information required as provided in this article.

§ 4. It is prohibited, in the first year of disclosure of the report referred to in the caput, to apply the provisions of item 4 of Appendix E of the Pronouncement mentioned in item I of the caput.

§ 5. The institutions referred to in the caput may, until the first social year of mandatory adoption, use the option provided in:

I - item 5 of Appendix E of the Pronouncement mentioned in item I of the caput; and

II - item 4 of Appendix C of the Pronouncement mentioned in item II of the caput.

§ 6. If the institution uses the option mentioned in § 5, it is exempt from disclosing comparative information on its sustainability-related risks and opportunities, except its risks and opportunities related to climate, in the first year in which the institution ceases to use this option.

§ 7. The institution, when implementing the disclosure requirements referred to in the caput, must consider the economic substance of the operations carried out, and not exclusively their form.

§ 8. The institutions mentioned in the caput must explicitly and unreservedly declare that the sustainability-related financial information report is in compliance with the regulations issued by the National Monetary Council and the Central Bank of Brazil." (NR)

"Art. 12-B. The institutions mentioned in art. 1, caput, item I, letters “a” to “e”, that disclose a sustainability-related financial information report, voluntarily or by virtue of legal, regulatory, statutory, or contractual provisions, starting from the effective date of this Resolution, must prepare and disclose this report as an integral part of their financial statements, in compliance with the provisions of art. 12-A.

§ 1. The report referred to in the caput must be subject to limited assurance by an independent auditor.

§ 2. In the disclosure referred to in the caput, the option provided in art. 12-A, § 5, may be used until the third social year of adoption." (NR)

"Art. 16-A. It is permitted, in the first year of preparation and disclosure of the sustainability-related financial information report referred to in arts. 12-A and 12-B, the separate disclosure of financial statements.

Sole Paragraph. The disclosure referred to in the caput must occur within one hundred and eighty days of the base date." (NR)

"TITLE III
OF THE PROCEDURES FOR PREPARATION, DISCLOSURE, AND SUBMISSION OF FINANCIAL STATEMENTS

Art. 18-A. The provisions of Chapters I, II, III, and IV of this Title do not apply to the consolidated annual financial statements referred to in arts. 10, 10-A, and 11." (NR)

Art. 2. Art. 19, §§ 3 and 4, of Resolution BCB No. 2, of August 12, 2020, published in the Official Gazette of the Union on August 13, 2020, is repealed.

Art. 3. This Resolution enters into force on January 1, 2025.

OTÁVIO RIBEIRO DAMASO
Regulation Director