Circular Letter CVM/SMI 02/2026

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL
Rua Sete de Setembro, 111/2-5th and 23-34th Floors, Center, Rio de Janeiro/RJ – ZIP: 20050-901 – Brazil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2nd, 3rd and 4th Floors, Bela Vista, São Paulo/ SP – ZIP: 01333-010 – Brazil - Tel.: (11) 2146- 2000 SCN Q.02 – Bl. A – Ed. Corporate Financial Center, S.404/4th Floor, Brasília/DF – ZIP: 70712-900 – Brazil -Tel.: (61) 3327-2030/2031 www.cvm.gov.br Circular Letter No. 2/2026/CVM/SMI São Paulo, April 2, 2026. To Directors of Intermediaries responsible for compliance with CVM Resolution No. 35, of May 26, 2021. Subject: Trading of fixed-income securities through own systems or made available by entities administering organized over-the-counter markets. Dear Directors,

1. This Superintendence of Market Relations and Intermediaries (SMI) has closely followed the recent evolution of secondary fixed-income securities markets, with increases in traded volumes, changes in the profile of participants (with the growth in the number of retail investors), and the launch of new systems intended to facilitate the execution of operations. Some of these systems were developed internally by the intermediaries themselves (“own systems”, with or without the hiring of specialized service providers), others made available by entities administering organized over-the-counter markets.

2. Considering this context and in light of the relevance of the proper functioning of the secondary fixed-income securities market for the efficiency of the capital market, the need to reinforce investor confidence and the integrity of the financial system as a whole, this circular letter aims to present the SMI’s interpretation, reiterate guidelines, and alert intermediaries to duties applicable to intermediary and client relationship activities in this scenario:

a) The systems in reference do not constitute modalities of negotiation systems, as per art. 142, items I and III of CVM Resolution No. 135, of June 10, 2022. In the SMI’s understanding, they are mechanisms for facilitating liquidity in the fixed-income securities market and, to this extent, operations conducted therein are subject to the regulatory treatment of the modality provided for in item IV of the same provision (“registration of previously executed transactions”);

b) Even if operations registered are preceded by the use of own systems, the duty of self-regulatory entities to supervise and monitor compliance with applicable norms remains, especially the provisions contained in CVM Resolution No. 135/2022 and CVM Resolution No. 35/2021;

c) The use of the systems in reference (whether own or made available by entities administering organized over-the-counter markets) does not exempt compliance with the obligations contained in CVM Resolution No. 35/2021, particularly its arts. 20 and 21 (obtaining the best possible result for the client), art. 23 (identification of principals), art. 25 (related persons), art. 26-A (remuneration and conflict of interest), arts. 31 and 32 (acting in good faith and prioritizing client interests), among others;

d) The rules, procedures, and internal controls of intermediaries must enable compliance with the aforementioned obligations, as well as facilitate supervision and monitoring by the self-regulation departments of market-administering entities and by CVM itself, applying the duty to keep documents and information related to the use of these systems, as provided for in art. 48 of CVM Resolution No. 35/2021;

e) Client access to the systems in question must be made available by intermediaries on an equitable and non-discriminatory basis, without adopting practices that result in selective favoritism or unjustified prioritization of certain investors, and the eligibility criteria for clients to use them must be objective, previously established, and subject to subsequent verification;

f) In order to protect proper price formation, enable verification of compliance with the duty of best execution, and not create incentives for discriminatory practices or selective liquidity allocations, intermediaries must use a single interaction channel per security, in order to centralize all offers or trading intentions that are conducted through the aforementioned systems.

Sincerely,

André Francisco Luiz de Alencar Passaro
Superintendent of Market Relations and Intermediaries - SMI

Document electronically signed by Andre Francisco Luiz de Alencar Passaro, Superintendent, on 04/02/2026, at 18:55, based on art. 6 of Decree No. 8.539, of October 8, 2015.
The authenticity of the document can be verified on the site https://sei.cvm.gov.br/conferir_autenticidade, by entering the verification code 2634045 and the CRC code 59CE62AB.
This document's authenticity can be verified by accessing https://sei.cvm.gov.br/conferir_autenticidade, and typing the "Verification Code" 2634045 and the "CRC Code" 59CE62AB.
Reference: Process No. 19957.008726/2023-14 SEI Document No. 2634045