FULL TEXT OF CVM INSTRUCTION NO. 414, OF DECEMBER 30, 2004, WITH CHANGES INTRODUCED BY CVM INSTRUCTIONS NO. 443/06, 446/06, 480/09, 554/14, 583/16, 600/18, 603/18 AND 604/18.

Provides for the registration of open companies for real estate credit securitization companies and for the public distribution offer of Real Estate Receivable Certificates – CRI.

The PRESIDENT OF THE SECURITIES AND EXCHANGE COMMISSION - CVM makes public that the Board, in a meeting held on this date, in view of the provisions of arts. 2, item IX; 19; 20; 21 and 22, sole paragraph, item I, of Law No. 6.385, of December 7, 1976, RESOLVED to issue the following Instruction:

ON THE SCOPE AND PURPOSE

Art. 1. The registration of open companies of real estate credit securitization companies and of public distribution offers of Real Estate Receivable Certificates – CRI are regulated by the provisions of this Instruction, with the purpose of ensuring the protection of the interests of the investing public and the market in general, through the treatment to be given to the offered items and the requirements for adequate disclosure of information about the offer, the CRI offered, the securitization company and other persons involved.

ON THE REGISTRATION OF THE COMPANY

Art. 2. The real estate credit securitization company - securitization company must request the CVM for the registration of an open company referred to in art. 21 of Law No. 6.385, of December 7, 1976, in accordance with the regulations in force.

Sole paragraph. The issuance of CRI with a value lower than R$ 300,000.00 (three hundred thousand reais) may only be carried out by a securitization company whose corporate object is exclusively the acquisition and securitization of real estate credits and the issuance and placement of CRI in the capital market, being able to issue other credit titles and carry out business and provide services related to these activities.

Art. 3. Securitization companies must add to the forms for Quarterly Information – ITR and Standardized Financial Statements - DFP:
I - a report on the acquisition, retrocession, payment and default of credits linked to the issuance of CRI; II – the independent financial statements, by issuance of CRI under the fiduciary regime, provided for in art. 12 of Law No. 9.514, of November 20, 1997; and, III – the quarterly update of the risk classification reports of the CRI issued referred to in § 7 of art. 7, if applicable.

• Articles revoked by CVM Instruction No. 480, of December 7, 2009

CVM INSTRUCTION NO. 414, OF DECEMBER 30, 2004.

ON THE REGISTRATION OF THE PUBLIC DISTRIBUTION OFFER OF CRI

Art. 4. The public distribution offer of CRI can only be started after the granting of registration and with the open company registration of the securitization company updated.

Art. 5. The public distribution offer of CRI with a unit nominal value equal to or greater than R$ 300,000.00 (three hundred thousand reais) may be carried out without the intermediation of an institution that is part of the securities distribution system referred to in art. 15 of Law No. 6.385, of 1976.

Art. 5. The real estate credits that back the issuance of CRI must comply with the maximum limit of 20% (twenty percent), per debtor or co-obligor.

§1. The percentage provided for in the caput may be exceeded when the debtor or co-obligor:
I – has open company registration;
II – is a financial institution or equivalent; or III – is a business society that has its financial statements relating to the social exercise immediately preceding the date of issuance of the CRI prepared in accordance with the provisions of Law No. 6.404, of December 15, 1976, and audited by an independent auditor registered with the CVM, except for the provisions of §4 of this article.

§2. In the case of item III of §1, the financial statements of the debtor or co-obligor, and the respective opinion of the independent auditor, must be filed with the CVM by the securitization company, and must be updated annually:
I – until the maturity date of the CRI; or
II – until the exercise in which the credits of responsibility of the debtor or co-obligor cease to represent more than 20% (twenty percent) of the real estate credits that serve as collateral for the CRI.

§3. The filing with the CVM of the financial statements and the independent auditor's opinion referred to in item III of §1 must occur within a maximum period of 3 (three) months after the end of the social exercise, or on the same day of their placement at the disposal of the partners, if this occurs on an earlier date.

§4. Regarding business societies responsible for more than 20% (twenty percent) of the real estate credits that back the issuance of the CRI, the filing with the CVM and the preparation of financial statements in the manner provided for in item III of §1 of this article are waived, provided that the CRI:
I – are the object of a public distribution offer whose target audience is exclusively societies that are part of the same economic group, and their respective administrators and controlling shareholders, with the negotiation of CRI in the secondary market being prohibited; or II – have a unit value equal to or greater than R$ 1,000,000.00 (one million Reais), and are the object of a public offer intended for subscription by no more than 20 (twenty) investors. II – are the object of a public offer intended for subscription by no more than 50 (fifty) professional investors.

CVM INSTRUCTION NO. 414, OF DECEMBER 30, 2004.

• Item II with wording given by CVM Instruction No. 554, of December 17, 2014.

§5. In the case referred to in item II of §4 of this article, the subscribed CRI may only be negotiated by the holder before completing 18 (eighteen) months from the end of the distribution, if the negotiation takes place between the holders of the CRI, or if the holder alienates all subscribed CRI to a single investor.

§6. It is incumbent upon the intermediary institution to ensure compliance with the provisions of §§ 4 and 5 of this article in CRI negotiations in the secondary market.

§7. For the purposes of this article, the controlling shareholder, societies directly or indirectly controlled by them, their affiliates and societies under common control are equated to the debtor or co-obligor.

• Article with wording given by CVM Instruction No. 443, of December 8, 2006.

Art. 5-A. The provisions established in art. 5, applicable to real estate credits due to their debtors and co-obligors, will also be observed regarding the originators of real estate credits referring to properties without "habite-se" (occupancy permit) granted by the competent administrative body.

• Article included by CVM Instruction No. 443, of December 8, 2006.

Art. 5-A. The provisions established in art. 5, applicable to real estate credits due to their debtors and co-obligors, will also be observed regarding the originators of real estate credits referring to properties without "habite-se", or equivalent document, granted by the competent administrative body.

• Art. 5-A with wording given by CVM Instruction No. 554, of December 17, 2014.

Art. 6. The public distribution of CRI with a unit nominal value lower than R$ 300,000.00 (three hundred thousand reais) will only be admitted for CRI backed by credits with a fiduciary regime, originated from properties with "habite-se" granted by the competent administrative body, observing the maximum limit, per debtor, of 0.5% (five tenths of one percent) of the credits.

Sole paragraph. When it comes to CRI backed by credits originating from the acquisition or promise of acquisition of real estate units linked to developments subject to financing, the registration will also depend on the proof of the constitution of the affected assets referred to in art. 31-A, of Law No. 4.591, of December 16, 1964.

Art. 6. The public distribution offer of CRI with a unit nominal value lower than R$ 300,000.00 (three hundred thousand Reais) will only be admitted for CRI backed by credits on which the fiduciary regime provided for in art. 9 of Law No. 9.514/97 has been instituted, originated:
I – from properties with "habite-se" granted by the competent administrative body; or

Art. 6. The public distribution offer of CRI intended for investors who are not qualified, as defined in specific regulation, will only be admitted for CRI backed by credits on which the fiduciary regime provided for in art. 9 of Law No. 9.514, of November 20, 1997, has been instituted, originated:

CVM INSTRUCTION NO. 414, OF DECEMBER 30, 2004.

I – from properties with "habite-se", or equivalent document, granted by the competent administrative body; or

• Caput and item I with wording given by CVM Instruction No. 554, of December 17, 2014.

II – from the acquisition or promise of acquisition of real estate units linked to developments subject to financing, provided they are part of affected assets, constituted in accordance with the provisions of arts. 31-A and 31-B of Law No. 4.591, of December 16, 1964.

• Article with wording given by CVM Instruction No. 443, of December 8, 2006.

Art. 7. The application for registration of the public distribution offer will be presented to the CVM by the securitization company, jointly, when applicable, with the leading institution of the distribution, using the form contained in Annex I of this Instruction, duly filled out, accompanied by:
I – model of the subscription form or equivalent instrument; II – proof of payment of the supervision fee; III – reports from risk rating agencies attributed to the CRI observed the provisions of § 6 of this article; IV- resolution of CRI issuance by the statutorily competent body, indicating the minimum placement value and the description of procedures to be adopted in the event that an unplaced balance remains; V – draft of the announcement of the end of the distribution; VI – proof of admission to negotiation in a stock exchange or in an organized over-the-counter market entity; and, VII - when applicable, public distribution contract and drafts of the announcement of the start of distribution and the prospectus.

§1. In CRI offers with a unit nominal value equal to or greater than R$ 300,000.00 (three hundred thousand reais), the presentation of the documents referred to in the items of the caput will not be required, and must:
I – the form referred to in the caput be accompanied by the Credit Securitization Term, duly recorded in the competent real estate registry or registered at the custodian institution, as the case may be; and, II - the securitization company keep under its custody:
a) the subscription forms or equivalent instruments, a copy of the publication of the announcement of the end of the distribution, and, when applicable, public distribution contract and a copy of the publication of the announcement of the start of distribution and the prospectus; b) the documents referred to in items II, III, if applicable, IV and VI.

CVM INSTRUCTION NO. 414, OF DECEMBER 30, 2004.

Art. 7. The application for registration of the public distribution offer will be presented to the CVM by the leading institution of the distribution, or by the securitization company, if the intermediation of the offer is waived (art. 9), using a form prepared in accordance with Annex I, and observing the provisions of CVM Instruction No. 400, of December 29, 2003, except for the provisions of this Instruction.

§1. The registration application must be accompanied by the Credit Securitization Term, containing the information and documents indicated in Annex III of this Instruction, which must be registered or recorded, as the case may be:
I – at the competent real estate registry office; or II – at the custodian institution, when a fiduciary regime is instituted and the collateral of the issuance consists of Real Estate Credit Notes, in the form of art. 23 of Law No. 10.931, of August 2, 2004.

• Caput and §1 with wording given by CVM Instruction No. 443, of December 8, 2006.

§2. In CRI offers with a unit nominal value equal to or greater than R$ 300,000.00 (three hundred thousand reais), linked to real estate credits referring to properties with "habite-se" granted by the competent administrative body, the certificate of the recording or registration referred to in § 1 of this article may be presented to the CVM within 90 (ninety) days after the start of the distribution.

§ 2. In offers intended exclusively for qualified investors, as defined in specific regulation, of CRI linked to real estate credits referring to properties with "habite-se", or equivalent document, granted by the competent administrative body, the certificate of the recording or registration referred to in § 1 of this article may be presented to the CVM within 90 (ninety) days after the start of the distribution.

• §2 with wording given by CVM Instruction No. 554, of December 17, 2014.

§3. In the case of using the option of § 2, the full payment of the CRI will be conditioned, alternatively, to the following:
I – constitution, in favor of the CRI holders, of real or personal guarantees of value, at least equivalent to the redemption value provided for in art. 11, registered with the institution authorized by the CVM to provide liquidation and custody services, such guarantees remaining valid, at least, until the recording or registration, as the case may be, of the Credit Securitization Term; or II – retention in a linked account, until the recording or registration of the Credit Securitization Term, of the resources raised by the issuer, with such account administered by the issuer jointly with the leading intermediary institution of the distribution or with the fiduciary agent, if any, or even with a financial institution specifically contracted for this purpose, the linked account being discriminated in the form referred to in the caput, and the resources deposited therein applied at rates compatible with the redemption value referred to in art. 11.

§4. The recording or registration, as the case may be, of the Credit Securitization Term must be communicated by the securitization company or the fiduciary agent, within a maximum period of one business day, to the CVM and to the stock exchange or organized over-the-counter market entity where the CRI is admitted to negotiation, and also to the clearing and settlement chamber.

CVM INSTRUCTION NO. 414, OF DECEMBER 30, 2004.

§5. The registration of the public distribution offer will be cancelled if the securitization company does not proceed with the recording or registration, as the case may be, of the Credit Securitization Term, or fails to observe the provisions of § 3.

§6. In public distribution offers of CRI with a unit nominal value lower than R$ 300,000.00 (three hundred thousand reais), at least one report from a risk rating agency attributed to the CRI will be mandatory.

§7. Whenever a risk classification report is prepared, its update will be mandatory, at least, every 3 (three) months period, allowing, in CRI offers and negotiations with a unit nominal value equal to or greater than R$ 300,000.00 (three hundred thousand reais), that the Credit Securitization Term excludes this obligation.

§ 6. In public distribution offers of CRI intended for investors who are not qualified, as defined in specific regulation, at least one report from a risk rating agency attributed to the CRI will be mandatory.

§ 7. Whenever a risk classification report is prepared, its update will be mandatory, at least, every 3 (three) months period, allowing, in the case of CRI that can only be negotiated between qualified or professional investors, as defined in specific regulation, that the Credit Securitization Term excludes this obligation.

• §§6 and 7 with wording given by CVM Instruction No. 554, of December 17, 2014.

Art. 8. Provisional registration may be granted for the public distribution of CRI with a unit nominal value equal to or greater than R$ 300,000.00 (three hundred thousand reais) upon presentation to the CVM, by a stock exchange or organized over-the-counter market entity, at the request of the securitization company, of the form contained in Annex II of this Instruction, duly filled out.

§1. The provisional registration will be automatically cancelled, regardless of notification by the CVM, if the registration referred to in article 7 is not requested until the thirtieth day of the month following the granting of the provisional registration, observing the provisions of article 11 of this Instruction.

§2. The CVM may, at any time after the provisional registration has been granted, request proof of the information provided.

Art. 8. Provisional registration may be granted for the public distribution of CRI with a unit nominal value equal to or greater than R$ 300,000.00 (three hundred thousand Reais) upon presentation to the CVM, by a stock exchange or organized over-the-counter market entity, at the request of the securitization company:

Art. 8. Provisional registration may be granted for the public distribution of CRI intended exclusively for qualified investors, as defined in specific regulation, upon presentation to the CVM, by a stock exchange or organized over-the-counter market entity, at the request of the securitization company:

• Caput with wording given by CVM Instruction No. 554, of December 17, 2014.

I – the form contained in Annex II of this Instruction, duly filled out; and

CVM INSTRUCTION NO. 414, OF DECEMBER 30, 2004.

II – 3 (three) copies of the preliminary prospectus.

II – REVOKED

• Item II revoked by CVM Instruction No. 604, of December 13, 2018.

§1. The preliminary prospectus referred to in item II of the caput will observe the provisions of art. 46 of CVM Instruction No. 400/03.

§2. The provisional registration will be automatically cancelled, regardless of notification by the CVM, if the registration referred to in art. 7 is not requested until the thirtieth day of the month following the granting of the provisional registration, observing the provisions of art. 11 of this Instruction.

§3. If the definitive prospectus contains significant changes compared to the information contained in the preliminary prospectus, the offeror and, if applicable, the leading institution must adopt the procedure provided for in art. 27 of CVM Instruction No. 400/03, proceeding with the full restitution of values, goods or rights given in consideration for the CRI possibly subscribed by investors who do not confirm the subscription already made.

§4. The deadlines for analysis of the definitive registration application will be counted from the date of presentation of the documents referred to in items I and II of the caput of this article.

§5. The CVM may, at any time after the provisional registration has been granted, request proof of the information provided.

• Article with wording given by CVM Instruction No. 443, of December 8, 2006.

Art. 9. The prospectus, when applicable, must contain the information required in the rules that provide for public distribution offers of securities, plus the following:
I – copy of the Credit Securitization Term, containing the information and documents indicated in Annex III of this Instruction; II – summary of the main characteristics of the CRI offered, in accordance with the Credit Securitization Term; III - warning about the complexity of evaluating the risks inherent in the offered securities and about the need for the investor to understand the risks of prepayment, default, liquidity and others associated with this type of asset; and, IV - clarifications on risk factors, comprising the various events that can affect the value of the investment, including the risk and causes of eventual decline in the value of the financed properties and the risks associated with the similarity or variety of debtor profiles.

Sole paragraph. If a prospectus is to be used in issuances where the properties linked to the real estate credits have not yet received the "habite-se" from the competent administrative body, the prospectus must expressly highlight this fact, and also:
I – inform the risks inherent to such circumstance;

CVM INSTRUCTION NO. 414, OF DECEMBER 30, 2004.

II – list the procedures adopted to mitigate the risks referred to in item I, if applicable; and III – present a justified appraisal of the total value attributed to the CRI.

Art. 9. The public distribution offer of CRI will be carried out observing the provisions of CVM Instruction No. 400/03, with the participation of an intermediary institution being waived in public distribution offers of CRI for raising amounts not exceeding R$ 30,000,000.00 (thirty million Reais), and that comply with the provisions of items I or II of §4 of art. 5 of this Instruction.

• Article with wording given by CVM Instruction No. 443, of December 8, 2006.

Art. 9. The public distribution offer of CRI will be carried out observing the provisions of CVM Instruction No. 400, of December 29, 2003, with the participation of an intermediary institution being waived in public distribution offers of CRI for raising amounts not exceeding R$ 30,000,000.00 (thirty million Reais), or that comply with the provisions of items I or II of §4 of art. 5 of this Instruction.

• Article with wording given by CVM Instruction No. 446, of December 19, 2006.

Art. 9. The public distribution offer of CRI will be carried out observing the provisions of CVM Instruction No. 400, of December 29, 2003, with the participation of an intermediary institution being waived in public distribution offers of CRI for raising amounts not exceeding R$ 100,000,000.00 (one hundred million reais), provided that, cumulatively:

Art. 9. The public distribution offer of CRI depends on prior registration with the CVM, except in cases of registration waiver provided for in specific regulation, with the participation of an intermediary institution being waived in public distribution offers of CRI for raising amounts not exceeding R$ 100,000,000.00 (one hundred million reais), provided that, cumulatively:

• Caput with wording given by CVM Instruction No. 603, of October 31, 2018.

I – the distribution is carried out by the securitization company itself, which is the issuer of the CRI; and

II – the securitization company observes the following specific CVM rules:
a) client registration, conduct, and payment and receipt of values rules applicable to the intermediation of operations carried out with securities in regulated securities markets; b) rules that provide for the duty to verify the adequacy of products, services and operations to the client profile; and c) rules that provide for the identification, registration, operations, communication, limits and administrative responsibility regarding "money laundering" or concealment of assets, rights and values crimes; and

III – the securitization company has a director responsible for compliance with the rules referred to in item II and, in general, for the distribution activity.

CVM INSTRUCTION NO. 414, OF DECEMBER 30, 2004.

Sole paragraph. If it is not an institution authorized to operate by the Central Bank of Brazil, the securitization company cannot hire an autonomous investment agent to distribute the CRIs subject to public offerings.

Art. 9 with wording given by CVM Instruction No. 600, of August 1, 2018.

Art. 10. The deadline for closing the public distribution offering is 6 (six) months, counted from the date of registration grant by the CVM.

Sole paragraph. In public distribution offerings where the publication of an announcement of the start of distribution occurs, the closing deadline shall be counted from the date of its publication.

Art. 11. The denial of registration, or its cancellation by the CVM, entails the suspension of the trading of CRIs and the need for their immediate redemption, at the updated unit value, regardless of the consent of the CRI holders.

§1º The denial of registration, or its cancellation, shall also be communicated to the stock exchanges or organized over-the-counter entities and to the entities providing settlement and custody services, so that they proceed to block the trading of CRIs.

§2º The securitization company must inform the CVM of the conditions under which the redemption was carried out within 3 (three) business days, counted from the date of the denial of registration or its cancellation.

§3º The data regarding the redemption of CRIs must also appear in the Quarterly Information Form – ITR and in the financial statements of the securitization company.

Art. 12. In addition to the rules of this Instruction, the rules governing public distribution offerings of securities in the primary and secondary markets apply to public distribution offerings of CRIs.

ON TRUSTEES

Art. 13. The rights, obligations, and duties established by Law No. 9,514, of 1997, and by the rules governing the exercise of the function of trustee for debenture holders apply to the CRI trustee.

Art. 13. The rights, obligations, and duties established by Law No. 9,514, of 1997, and by the rules governing the exercise of the function of trustee apply to the CRI trustee.

Art. 13 with wording given by CVM Instruction No. 583, of December 20, 2016.

ON INFRACTIONS AND PENALTIES

Art. 14. Non-compliance with the provisions contained in this Instruction subjects its infringers to the penalties provided for in Article 11 of Law No. 6,385, of 1976.

Art. 15. It constitutes a serious offense, for the purposes of § 3 of Article 11 of Law No. 6,385, of 1976, the non-compliance with the provisions of Articles 6 and 11 of this Instruction, as well as:

I – the distribution carried out under conditions different from those stated in the registration request;

II – the distribution made without the provision of information or without observance of the conditions required in Articles 7 and 8; and

III – the failure to execute amendments to the Credit Securitization Term in the event of any changes to the characteristics and conditions of the CRI.

FINAL PROVISIONS

Art. 16. After 18 (eighteen) months from the date of closing of the distribution, the securitization company may propose the splitting of CRIs so that their unit nominal value becomes less than R$ 300,000.00 (three hundred thousand reais), provided that the following is observed:

Art. 16. After 18 (eighteen) months from the date of closing of the distribution, CRIs offered exclusively to qualified investors or professional investors may be acquired by investors who are not qualified, as defined in specific regulation, provided that the following is observed:

Caput with wording given by CVM Instruction No. 554, of December 17, 2014.

I – the absence of financial default towards its holders;

II – compliance with the requirements of the caput of Article 6, except regarding the maximum limit per debtor provided therein;

II – compliance with the requirements of Article 6;

Inciso II with wording given by CVM Instruction No. 443, of December 8, 2006.

III – compliance with the requirements of §§ 6 and 7 of Article 7;

IV – the regularity of the registration of the open company of the securitization company; and,

V – approval by a simple majority of the circulating CRI holders, assembled in a meeting convened for this purpose.

Sole paragraph. For the purposes of item V of this article, all CRIs subscribed are considered circulating CRIs, excluding those held in treasury by the securitization company and those owned by companies controlled by it.

§1º For the purposes of item V of this article, all CRIs subscribed are considered circulating CRIs, excluding those held in treasury by the securitization company and those owned by companies controlled by it.

Original sole paragraph renumbered by CVM Instruction No. 443, of December 8, 2006.

§2º The splitting of CRIs is prohibited without the filing, with the CVM, of the financial statements of debtors and co-obligors responsible for more than 20% (twenty percent) of the real estate credits, in the manner of item III of §1 of Article 5 of this Instruction.

§2º included by CVM Instruction No. 443, of December 8, 2006.

§ 2º In the case of CRIs offered exclusively to professional investors, in the manner of item II of § 4 of Article 5, the possibility of acquisition by a qualified investor or by an investor who is not qualified is also conditioned on the filing, with the CVM, of the financial statements of debtors and co-obligors responsible for more than 20% (twenty percent) of the real estate credits, in the manner of item III of §1 of Article 5 of this Instruction.

§ 2º with wording given by CVM Instruction No. 554, of December 17, 2014.

Art. 16-A. The securitization company is prohibited from:

I – acquiring credit rights or subscribing debt titles from related parties with the purpose of backing its emissions, except:

I – acquiring credit rights or subscribing debt titles originated or issued, directly or indirectly, by related parties with the purpose of backing its emissions, except:

Inciso I with wording given by CVM Instruction No. 603, of October 31, 2018.

a) in the case of offerings intended exclusively for companies that are part of its economic group; or

b) when the related parties are financial institutions and the assignment observes the regulations issued by the National Monetary Council and the Central Bank of Brazil;

II – provide guarantees using the assets or rights linked to the emissions;

III – receive resources from assets linked in an unlinked current account;

IV – advance future income to the certificate holders;

V – apply abroad the resources raised with the issuance; and

VI – receive the resources from the certificate issuances on credit.

Art. 16-A. included by CVM Instruction No. 600, of August 1, 2018.

Art. 17. Registration requests for public offerings presented before the entry into force of this Instruction may, at the discretion of the offerors and their respective intermediary institutions, observe its stipulations.

Art. 18. This Instruction enters into force on January 3, 2005.

Art. 19. CVM Instruction No. 284, of July 24, 1998, is hereby repealed.

Signed original by

MARCELO FERNANDEZ TRINDADE
President

ANNEX I

INFORMATION FOR REGISTRATION OF CRI DISTRIBUTION OFFERING

INFORMATION CONTAINED IN FORM ANNEX II COMPLEMENTED BY THE FOLLOWING:

Credit Securitization Term Number:
Credit Order Number:
Credit Value
Property Type
Contract Type
Guarantee Species
Description of Real Guarantee
Street, Complement, Neighborhood, State, City, ZIP Code Credit Start Date Original Duration in Months Credit Purchase Date Credit Maturity Date Assigning Institution SRI/Notary, Registration, Endorsement of the Credit Assignment Act Debtor Name, Debtor CPF/CNPJ Assignee Area of Operation

Co-obligation
Appraisal Company
Appraisal Description
Built Property
Assignor CNPJ
Debtor Person Type
Situation of Real Estate Credit Note – CCI, CCI Number, CCI Series Custodian Institution Name and its CNPJ Assignment Value

ANNEX II

INFORMATION FOR PROVISIONAL REGISTRATION OF CRI DISTRIBUTION OFFERING

SECURITIZATION COMPANY
Name:
CNPJ:
CVM Code:
Trading Market Number:
PRIMARY OFFERING
Lead distribution institution:
CNPJ of the lead distribution institution:
Use of announcement of start of distribution:
SECONDARY TRADING ENVIRONMENT
Administrator Name:
CNPJ:
Settlement and custody entity:
CNPJ of the settlement and custody entity:
Admission date in the trading system:
Asset Code:
ISIN Code:

DATA OF THE EMISSION AND SERIES
Emission No.:
Series No.:
Unit nominal value:
Number of CRIs:
Amount:
Emission Date:
Place of issuance:
Maturity Date:
Closing Date:
Remuneration:
Guarantee:
Risk classification:
Risk classifier:
Payment location:
Payment periodicity:
First payment date:
Amortization periodicity:
Amortization rate:
First amortization date:
CREDIT SECURITIZATION TERM
Fiduciary regime:
Trustee:
Endorsed in property registries:

Registered in the custodian institution:
Custodian institution:
Use of the faculty of § 3 of Art. 7:
Guarantee type:
Guarantee asset:
Guarantor Name:
Guarantor CNPJ/CPF:
Guarantee Value:
Bank of the linked deposit account:
Agency and linked account number:
Place and date of completion:
Persons responsible for the information provided:
By the securitization company (DRI):
By the trading market:

ANNEX III

MANDATORY INFORMATION OF THE CREDIT SECURITIZATION TERM – TSC

1. Endorsement of the Securitization Term in the real estate registry service or its registration in the custodian institution;

2. Characteristics of the linked real estate credits: identification of the debtor; nominal value; property to which it is linked; indication of the Real Estate Registry Office where it is registered; registration status, registration number, and number of the entry of the act by which the credit was assigned; whether the property subject to the credit has a "habite-se" (occupancy permit) and whether it is under an incorporation regime, in the manner of Law No. 4,591/64;

3. Identification of the CRIs: qualification of the securitization company; order number [emission and series], place and date of issuance; unit nominal value; discrimination of values, form, place, and dates of payment; remuneration conditions; adjustment clauses; existence and conditions of early redemption;

4. Declaration, by the securitization company, of the establishment of the fiduciary regime over the real estate credits;

5. Constitution of a separate patrimony for the allocation of credits;

6. On the beneficiaries' assemblies;

7. Form of publicity of acts or facts of interest to investors;

8. Existence of guarantees and their species, as well as co-obligation of the securitization company or third parties;

9. Conditions and procedures to be followed for the custody of credits and the control and distribution of resources generated by them;

10. Description of expenses borne by the CRI holders, including direct and indirect taxes;

11. Indication and qualification of the trustee, with definition of its duties, responsibilities, and remuneration, as well as the hypotheses, conditions, and form of its dismissal or substitution and the other conditions of its performance;

12. Indication of the providers of credit control and collection services, custodian, if applicable, construction auditor, and bank of the linked account;

13. Existence of CRI risk classification and, if applicable, of the guarantors, with indication of the contracted rating agencies, specifying whether the service can be interrupted or not during the validity of the CRI;

14. In the case of issuance of senior and subordinated CRIs, establish safeguards for the former, in a clear and objective manner;

15. Declaration by the securitization company, the trustee, and, if applicable, the lead institution of the public distribution offering of CRIs, derived from the duty of diligence to verify the legality and absence of defects of the operation, as well as the truthfulness, consistency, correctness, and sufficiency of the information provided by the offeror in the Prospectus and in the TSC.