CVM Explanatory Note No. 26 of April 15, 1982

CVM EXPLANATORY NOTE NO. 26 OF APRIL 15, 1982.
Ref.: CVM Instruction No. 22, of April 15, 1982, which provides for the submission of Annual Information to the Securities and Exchange Commission (CVM) by public companies.

This Instruction aims to facilitate and simplify the relationship between public companies and the CVM, and consequently with the users of information available to the investing public. This will make compliance with the legal obligations imposed on companies that rely on public savings through the placement of securities issued by them less burdensome.

CVM Instruction No. 09/79, now modified, when drafted took into account the need to ensure that the market in general has timely access to a minimum set of information on public companies, considered relevant to support a more efficient investment decision regarding securities.

It is expected, however, that market interest and additional requirements established by Stock Exchanges will directly and indirectly imply a constant improvement of this set, adding to it, including new informational elements capable of allowing a better evaluation of the investment and its prospects.

Compliance with the relevant regulatory standards, as well as their improvement, requires that, each year, companies conduct a careful review of the previously provided information, in order to incorporate, into the required document, information about events that occurred during the course of the fiscal year.

Indeed, among the information requested in Annex I of CVM Instruction No. 09/79, there are many that remain unchanged for several fiscal years. Others, however, require annual adjustments, such as those contemplated in item "The Company," as they must reflect modifications that occurred in the company's business over the last 03 (three) fiscal years.

Under these conditions, it is not necessary to submit annually all the information requested in Annex I of CVM Instruction No. 09/79; some may be replaced by an express declaration by the Director of Investor Relations, attesting that they have not undergone modifications relative to the previous period.

Thus, CVM Instruction No. 22 of April 15, 1982 contains rules that refine Article 17, item II, letter a, of the Regulation annexed to CVM Instruction No. 09/79, aiming at a simplification of the Annual Information, without prejudice to the objectives of broad publicity of that normative act.

Annual Information is understood as the set of informational elements formed by the data specified in Annex I of CVM Instruction No. 09/79, by a copy of the minutes of the last Ordinary General Assembly held, and by the consolidated bylaws, still observing the requirements contained in letters b and c of that regulatory norm.

The submission of this information to the Securities and Exchange Commission (CVM) shall be made within 30 (thirty) days, counting from the date of the Ordinary General Assembly, with Explanatory Note No. 15/79 recommending its simultaneous submission to Stock Exchanges, aiming at broader dissemination.

The information that can be replaced by the document from the Director of Investor Relations is enumerated, exhaustively, in the Instruction to which this Explanatory Note refers.

Furthermore, considering that the information forwarded to the Securities and Exchange Commission (CVM) must be presented in an orderly manner, due to its use by the public, any modification of content in any of the items contained in one of the aforementioned documents will imply the complete resubmission of the document.

Finally, it is worth noting that the substitution permitted in CVM Instruction No. 22 of April 15, 1982 does not cover the requirements regarding the content of the Prospectus related to the public offering of securities, from which all information requested by CVM Instruction No. 09/79 must necessarily appear.

Published in the Official Gazette (D.O.) 20/04/1982
Section I page 6939