CMN Resolution No. 5,236 — Establishes Conditions for Credit Recovery Auctions by Financial Institutions and Control Mechanisms Under Laws 14,042 and 14,043 of 2020

CMN RESOLUTION NO. 5,236, OF JULY 24, 2025

Establishes the necessary conditions for the holding of auctions for credit recovery by financial institutions and the control and result assessment mechanisms referred to in Law No. 14,042, of August 19, 2020, and Law No. 14,043, of August 19, 2020.

The Central Bank of Brazil, in accordance with Art. 9 of Law No. 4,595, of December 31, 1964, makes public that the National Monetary Council, in a session held on July 24, 2025, based on Art. 4, caput, item VI, of Law No. 4,595, of December 31, 1964, in Arts. 8, §§ 5, 6, and 8, and 21, §§ 3 and 6, of Law No. 14,042, of August 19, 2020, and in Art. 8, § 8, of Law No. 14,043, of August 19, 2020,

RESOLVES:

Art. 1. The necessary conditions for the holding of the auctions referred to in Arts. 8, §§ 5 and 6, and 21, § 3, of Law No. 14,042, of August 19, 2020, and Art. 8, § 6, of Law No. 14,043, of August 19, 2020, by the financial agents of the Emergency Access to Credit Program in the guarantee modality – Peac-FGI, including the Emergency Access to Credit Solidarity Program for natural disaster attendance in Municipalities of the State of Rio Grande do Sul – Peac-FGI Solidarity Credit RS, by the financial institutions participating in the Emergency Access to Credit Program in the receivables guarantee modality – Peac-Maquininhas, and by the financial institutions participating in the Emergency Employment Support Program – Pese, collectively designated, for the purposes of this Resolution, as "Ceding Financial Institutions" (or individually as "Ceding Financial Institution"), which shall observe the following process:

I - within up to fifty-four months, for Peac, and within up to thirty months, for Pese, immediately following the end of the amortization period of the last installment capable of maturity among all credit operations of the financial institution's portfolio contracted in each year in each program, the Ceding Financial Institution must publish, with a hyperlink from the main page of its website on the worldwide computer network, clearly and transparently, in a manner that ensures the widest publicity, a notice calling for interested parties to participate in a public auction with a view to the onerous assignment of credits;

II - the notice shall contain a detailed description of the credits subject to the auction, which may be negotiated in lots or individually, according to criteria established by the Ceding Financial Institution, in a reasoned decision, observing the efficient management of resources and the principle of advantage;

III - the Ceding Financial Institution shall establish, in accordance with its internal policies and governance, in a reasoned decision, a minimum price for the acquisition of the credits subject to the bidding, without this value being disclosed previously to the auction participants, observing the efficient management of resources and the principle of advantage;

IV - the submission of proposals by participants shall be carried out in an electronic environment that guarantees authenticity and security, provided by the Ceding Financial Institution or by a platform available to the market, and disclosed through the notice;

V - the proposals shall be submitted within a period of up to thirty business days, counted from the date of publication of the notice;

VI - the forwarded proposals shall be known only to the Ceding Financial Institution, so that each participant in the bidding shall not know the content of the proposals of the others;

VII - the winner shall be the participant who offers the highest price, provided it is higher than the minimum price established by the Ceding Financial Institution;

VIII - if all forwarded proposals are below the established minimum price, the Ceding Financial Institution shall communicate this fact to the participants at the time of disclosing the result and shall open a second stage for the submission of proposals by the same participants of the first stage, within a period of up to ten business days, provided the value is higher than initially presented;

IX - in the case of item VIII, the winner shall be the participant who offers the highest price, provided it is higher in value than the highest proposal offered in the first stage;

X - in the case of item VIII, if no proposal is submitted in the second stage or the highest proposal submitted in the second stage is lower than the highest proposal submitted in the first stage, the latter shall prevail, even if below the minimum price established by the Ceding Financial Institution, with its proposer being declared the winner;

XI - the disclosure of the results of the bidding referred to in items VII and IX, including the price of the winning offer, shall occur within up to one business day after the expiration of the period provided in items V and VIII, respectively;

XII - the participants in the bidding referred to in items VII and VIII shall be obliged to honor the proposals submitted, if called upon to do so, considering them firm and irrevocable;

XIII - in the absence of interested parties to participate in the auction described in items I to XII of the caput of this article, the credits shall be offered again in a final auction and may be alienated to the one who, within a period of up to thirty business days, offers the highest bid, even if lower than the minimum price established by the Ceding Financial Institution; and

XIV - in case of a tie in any of the auctions referred to in this article, the proposal that was first submitted shall be the winner.

§ 1. The procedure described in this article shall be reproduced in the notice published by the Ceding Financial Institution.

§ 2. Financial institutions, as well as securitization companies of financial credits and investment funds in credit rights, may participate in the auctions.

§ 3. The lots to be assigned shall be discriminated by emergency program and segregated from other credits not related to these programs held by the Ceding Financial Institutions.

§ 4. The assignment of credits to the winner of the bidding shall cover their accessories and shall be carried out without co-obligation of the Ceding Financial Institution.

§ 5. The formalization of the credit assignment shall be carried out within up to ten business days after the disclosure of the winner of the bidding, and if formalization does not occur within this period, the second-best proposal may be enabled.

§ 6. The winner of the bidding shall make payment of the offered price in cash, on the date of formalization of the credit assignment, and if payment does not occur, the second-best proposal may be enabled.

§ 7. The Ceding Financial Institution shall communicate the assigned operations and the receipt of values to the National Bank for Economic and Social Development – BNDES, Federal Agent and Administrator of the Investment Guarantee Fund – FGI, within a period of up to four business days, counted from the effective payment by the assignee, and shall remit the resources to the Federal Agent and to the FGI within up to eleven business days, counted from the effective payment by the assignee, updated by the Selic Rate since that date.

§ 8. The distribution of resources recovered through the auctions shall observe:

I - the proportion provided in Art. 8, § 5, of Law No. 14,043, of August 19, 2020, in the case of Pese;

II - the proportion established in the General Operational Guidelines of Peac-FGI and Peac-FGI Solidarity Credit RS, annexed to the Statute of the FGI; and

III - the provision in Art. 21, § 3, of Law No. 14,042, of August 19, 2020, in the case of Peac-Maquininhas, with the Union receiving the total amount of recovered resources.

§ 9. After the holding of the final auction referred to in item XIII of the caput, the credits not alienated shall be considered extinguished by operation of law from the date of disclosure of the auction result.

§ 10. The hyperlink referred to in item I of the caput shall also appear on the same page of the BNDES website that contains the other information regarding the respective program.

§ 11. For the implementation of the provision in § 10, the Ceding Financial Institutions shall inform BNDES of the electronic address of publication of the content defined in items I and XI of the caput, within a period of up to one business day, counted from the disclosure on their own websites.

§ 12. The Ceding Financial Institutions shall be solely responsible for the information referred to in items I and XI of the caput, with BNDES not being responsible for any failures or omissions in these disclosures, nor for the non-compliance with the periods provided therein.

§ 13. The credit recovery shall be preceded by a credit risk assessment, and the Ceding Financial Institution must comply with best control practices, including portfolio risk assessment according to transparent corporate governance procedures.

§ 14. In the credit assessment, the Ceding Financial Institution shall consider all risks involved.

Art. 2. In the case of credit cooperatives that integrate the cooperative system, the auctions may be held:

I - by the cooperative bank or credit confederation, in a three-level system; or

II - by the central credit cooperative, in a two-level system.

Art. 3. The Ceding Financial Institution shall organize and make available to the competent authorities, for a period of five years, counted from the date of the assignment of the auctioned credits or their extinction, all documents related to the holding of the auctions, in particular, the proof of wide publicity of the bidding, the list of participants, the proposals submitted, their method of calculation, and the disclosure of the auction results.

Sole Paragraph. The assignment procedures referred to in the caput shall be evaluated by the internal audit of the Ceding Financial Institution, and the results of this evaluation shall be included in the institution's annual internal audit report relating to the fiscal year in which the assignment of the auctioned credits or their extinction occurred.

Art. 4. To comply with the provision in Art. 8, §§ 4 and 5, of Law No. 14,043, of August 19, 2020, as well as in Art. 8, §§ 4 and 8, and Art. 21, §§ 5 and 6, of Law No. 14,042, of August 19, 2020, financial institutions shall present to BNDES, annually, a declaration of responsibility for the truthfulness of the information provided and for the accuracy of the reimbursed values, including the discrimination of the total value received from the contractors and that reimbursed in the period.

Sole Paragraph. The declaration of responsibility for the truthfulness of the information provided and for the accuracy of the reimbursed values may be waived, if the financial institution presents annually an external audit report on the credit portfolio within the scope of the respective program, in accordance with its regulation.

Art. 5. CMN Resolution No. 4,971, of December 16, 2021, is hereby revoked.

Art. 6. This Resolution enters into force on the date of its publication.

GABRIEL MURICCA GALÍPOLO

President of the Central Bank of Brazil