2014-12-17

Added · Updated

CVM Instruction 555 (Repealed)

CVM Instruction 555 establishes the rules for the constitution, administration, operation, and information disclosure of investment funds registered with the Brazilian Securities and Exchange Commission (CVM). It defines key terms, outlines the characteristics of open and closed funds, and sets requirements for share issuance, distribution, redemption, and amortization. The instruction mandates specific documentation, including the Essential Information Sheet and Supplementary Information Form, and regulates periodic information disclosure, relevant acts, and financial statements. It also governs the General Meeting of unitholders, administrator and manager duties and remuneration, portfolio limits, fund classifications, and penalties for non-compliance.

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SECURITIES AND EXCHANGE COMMISSION OF BRAZIL (CVM) Seven of September Street, 111/2-5th and 23-34th Floors – Center – Rio de Janeiro - RJ – CEP: 20050-901 – Brazil Tel.: (21) 3554-8686 - www.cvm.gov.br

FULL TEXT OF CVM INSTRUCTION NO. 555, OF DECEMBER 17, 2014, WITH THE CHANGES INTRODUCED BY CVM INSTRUCTIONS NO. 563/15, 564/15, 572/15, 582/16, 587/17, 604/18, 605/19, 606/19, 609/19, 615/19 AND CVM RESOLUTIONS NO. 3/20 AND 162/22.

Provides for the constitution, administration, operation, and information disclosure of investment funds.

CHAPTER I – SCOPE AND PURPOSE ................................................................................................................................. 3 CHAPTER II – DEFINITIONS..................................................................................................................................................... 3 CHAPTER III – CHARACTERISTICS, CONSTITUTION AND COMMUNICATION..................................................................... 8 Section I – General Characteristics................................................................................................................................................ 8 Section II – Constitution and Registration............................................................................................................................................ 9 Section III – Communication ........................................................................................................................................................ 11 CHAPTER IV – SHARES ........................................................................................................................................................... 11 Section I – General Provisions.................................................................................................................................................. 11 Section II – Issuance.................................................................................................................................................................. 13 Section III – Distribution .......................................................................................................................................................... 13 Subsection I – General Provisions........................................................................................................................................ 13 Subsection II – Open Funds............................................................................................................................................ 14 Subsection III – Closed Funds........................................................................................................................................ 14 Subsection IV – Subscription and Payment........................................................................................................................ 17 Subsection V – Subscription on Account and Order.................................................................................................................... 19 Section VI – Redemption and Amortization......................................................................................................................................... 23 CHAPTER V – FUND DOCUMENTS AND INFORMATION........................................................................................ 25 Section I – General Provisions.................................................................................................................................................. 25 Section II – Supplementary Information Form........................................................................................................ 26 Section III – Essential Information Sheet....................................................................................................................... 28 Section IV – Bylaws......................................................................................................................................................... 29 Section V – Disclosure Material.......................................................................................................................................... 32 CHAPTER VI – DISCLOSURE OF INFORMATION AND RESULTS...................................................................... 35 Section I – Periodic Information........................................................................................................................................... 35 Section II – Relevant Acts or Facts....................................................................................................................................... 39 Section III – Financial Statements and Audit Reports ..................................................................................... 40 CHAPTER VII – GENERAL MEETING................................................................................................................................ 41 Section I – Competence............................................................................................................................................................ 41 Section II – Convocation and Installation........................................................................................................................................ 41 Section III – Deliberations......................................................................................................................................................... 44 CHAPTER VIII – ADMINISTRATION .................................................................................................................................... 46 Section I – General Provisions.................................................................................................................................................. 46

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL (CVM) Seven of September Street, 111/2-5th and 23-34th Floors – Center – Rio de Janeiro - RJ – CEP: 20050-901 – Brazil Tel.: (21) 3554-8686 - www.cvm.gov.br CVM INSTRUCTION NO. 555, OF DECEMBER 17, 2014 2 Section II – Remuneration ......................................................................................................................................................... 52 Section III – Prohibitions for the Administrator and Manager .............................................................................................................. 57 Section IV – Obligations of the Administrator and Manager ........................................................................................................... 57 Section V – Conduct Standards ............................................................................................................................................... 60 Section VI – Replacement of the Administrator and Manager.......................................................................................................... 61 CHAPTER IX – PORTFOLIO .................................................................................................................................................... 62 Section I – General Provisions.................................................................................................................................................. 62 Section II – Financial Assets Abroad ...................................................................................................................................... 63 Section III – Limits per Issuer ............................................................................................................................................. 67 Section IV – Limits per Type of Financial Asset....................................................................................................... 70 Section V – Duties Regarding Concentration Limits ....................................................................................................... 73 Section VI – Fund Classification ..................................................................................................................................... 75 Subsection I – Fixed Income Funds ....................................................................................................................................... 76 Subsection II – Equity Funds.......................................................................................................................................... 81 Subsection III – Currency Funds........................................................................................................................................ 85 Subsection IV – Multi-Strategy Funds ................................................................................................................................ 85 Subsection V – Standards related to concentration in private credits............................................................................... 85 Section VII – Investment Fund in Shares of Investment Funds ............................................................................ 86 CHAPTER X – RESTRICTED FUNDS.................................................................................................................................... 90 Section I – Funds for Qualified Investors ................................................................................................................... 90 Section II – Funds for Professional Investors.................................................................................................................. 92 Section III – Pension Funds......................................................................................................................................... 94 CHAPTER XI – FUND CHARGES.............................................................................................................................. 97 CHAPTER XII – INCORPORATION, MERGER, SPIN-OFF AND TRANSFORMATION................................................................... 98 CHAPTER XIII – LIQUIDATION AND CLOSING OF THE FUND ................................................................................ 101 Section I – Liquidation............................................................................................................................................................. 101 Section II – Closing ....................................................................................................................................................... 102 CHAPTER XIV – PENALTIES AND PENALTY FINE ........................................................................................ 103 CHAPTER XV – FINAL AND TRANSITORY PROVISIONS............................................................................................. 105 ANNEX 42 – MODEL OF ESSENTIAL INFORMATION SHEET ................................................................... 109 ANNEX 56 – MODEL OF PERFORMANCE STATEMENT............................................................................ 116 ANNEX 59 – MONTHLY PROFILE ........................................................................................................................................... 121 ANNEX 92 – ACKNOWLEDGMENT OF POTENTIAL CONFLICT OF INTEREST ................................................116 ANNEX 101 – ADDITIONAL CONDITIONS..........................................................................................................................118

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL (CVM) Seven of September Street, 111/2-5th and 23-34th Floors – Center – Rio de Janeiro - RJ – CEP: 20050-901 – Brazil Tel.: (21) 3554-8686 - www.cvm.gov.br CVM INSTRUCTION NO. 555, OF DECEMBER 17, 2014 3

THE PRESIDENT OF THE SECURITIES AND EXCHANGE COMMISSION OF BRAZIL - CVM makes public that the Collegiate Board, in a meeting held on November 26, 2014, in view of the provisions of arts. 2, item V, 8, item I and 23, § 2 of Law no. 6.385, of December 7, 1976, APPROVED the following Instruction:

CHAPTER I – SCOPE AND PURPOSE Art. 1 This Instruction applies to any and all investment funds registered with the CVM, observing the provisions of specific norms applicable to these funds.

CHAPTER II – DEFINITIONS Art. 2 For the purposes of this Instruction, the following are understood by: I – administrator (of the fund): a legal entity authorized by the CVM for the professional exercise of portfolio management of securities and responsible for the administration of the fund; II – credit risk rating agency: a legal entity registered or recognized by the CVM that professionally exercises the activity of credit risk rating within the scope of the securities market; III – amortization (of shares): uniform payment made by the fund, to all its unitholders, of a portion of the value of their shares without reducing the number of shares issued, carried out in accordance with the provisions of the bylaws or with a resolution of the general meeting of unitholders; IV – appropriation: the recording of expenses incurred by the fund, regardless of the payment being made, in accordance with the accrual basis; V – financial assets: a) public debt securities; b) derivative contracts;

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL (CVM) Seven of September Street, 111/2-5th and 23-34th Floors – Center – Rio de Janeiro - RJ – CEP: 20050-901 – Brazil Tel.: (21) 3554-8686 - www.cvm.gov.br CVM INSTRUCTION NO. 555, OF DECEMBER 17, 2014 4 c) provided that the issuance or negotiation was subject to registration or authorization by the CVM, shares, debentures, subscription warrants, coupons, rights, subscription receipts and certificates of splits, certificates of deposit of securities, debenture receipts, promissory notes, and any other securities, other than those referred to in item “d”; d) collective investment contracts or securities, registered with the CVM and publicly offered, that generate a right of participation, partnership or remuneration, including resulting from the provision of services, whose earnings derive from the effort of the entrepreneur or third parties; e) certificates or deposit receipts issued abroad backed by securities issued by Brazilian publicly-held companies; f) gold, a financial asset, provided it is traded in an internationally accepted standard; g) any bonds, contracts and operational modalities of obligation or co-obligation of financial institutions; and h) warrants, commercial contracts for the purchase and sale of products, goods or services for future delivery or provision, bonds or certificates representing these contracts and any other credits, bonds, contracts and operational modalities, provided they are expressly provided for in the bylaws; VI – financial assets abroad: financial assets traded abroad that have the same economic nature as financial assets in Brazil; VII – recognized local authority: foreign authority with which the CVM has entered into a mutual cooperation agreement that allows for the exchange of information on transactions conducted in the markets supervised by it, or that is a signatory to the Multilateral Memorandum of Understanding of the International Organization of Securities Commissions – IOSCO; VIII – BDR (level I, II, or III): certificates representing securities issued by a publicly-held company, or similar, headquartered abroad and issued by a depositary institution in Brazil, which meet the classification of level I, II or III established in a specific CVM rule; IX – portfolio (of the fund): set of financial assets and cash of the fund;

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL (CVM) Seven of September Street, 111/2-5th and 23-34th Floors – Center – Rio de Janeiro - RJ – CEP: 20050-901 – Brazil Tel.: (21) 3554-8686 - www.cvm.gov.br CVM INSTRUCTION NO. 555, OF DECEMBER 17, 2014 5 X – fiduciary assignment (of shares): a type of guarantee whereby the debtor transfers the ownership of shares belonging to him to the creditor, on a resoluble basis, until the fulfillment of the guaranteed obligation; XI – classification (of the fund): mandatory designation referred to in art. 108, indicative of the main risk factor of the fund's portfolio; XII – base share: the share value immediately after the last performance fee charged; XIII – fund shares: term defined in art. 11; XIV – unitholder: the person who holds shares of an investment fund, through their registration in the fund's register of unitholders, which may also be done through computerized systems; XV – investment date: the date of effective availability, for the fund, of the resources invested by the client or the distributor, in the case of Chapter IV, Subsection V, of this Instruction; XVI – share conversion date: the date indicated in the fund's bylaws for the calculation of the share value for the purpose of investment and payment of redemption; XVII – redemption payment date: the date of actual payment, by the fund, of the net value due to the unitholder who requested redemption; XVIII – redemption request date: the date on which the unitholder requests the redemption of part or all of their shares; XIX – fund performance statement: standardized report whose model constitutes Annex 56; XX – distributor: intermediary hired by the administrator on behalf of the fund to carry out the distribution of its shares; XXI – fund charges: specific expenses that may be charged directly to the fund and are not included in the management fee; XXII – bookkeeping: term defined in a specific norm that deals with the provision of bookkeeping services;

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL (CVM) Seven of September Street, 111/2-5th and 23-34th Floors – Center – Rio de Janeiro - RJ – CEP: 20050-901 – Brazil Tel.: (21) 3554-8686 - www.cvm.gov.br CVM INSTRUCTION NO. 555, OF DECEMBER 17, 2014 6 XXIII – supplementary information form: form defined in art. 41; XXIII – REVOKED • Item XXIII revoked by CVM Instruction no. 604, of December 13, 2018. XXIV – open fund: term defined in art. 4; XXV – fund (investment fund): term defined in art. 3; XXVI – investment fund in shares (of investment funds): investment fund that must maintain, at least, 95% (ninety-five percent) of its assets invested in shares of investment funds; XXVII – closed fund: term defined in art. 4; XXVIII – exclusive fund: term defined in art. 130; XXIX – management (of portfolio): term defined in art. 78, § 3; XXX – manager: natural or legal person authorized by the CVM for the professional exercise of portfolio management of securities, hired by the administrator on behalf of the fund to carry out the professional management of its portfolio; XXXI – economic group: set of direct or indirect controlling entities, controlled, affiliated or subject to common control; XXXII – intermediary: institution qualified to act as a member of the distribution system, on its own behalf and on behalf of third parties, in the negotiation of securities in regulated securities markets; XXXIII – sheet (of essential information): document whose model constitutes Annex 42; XXXIV – organized market: organized securities markets, which comprise stock exchanges, commodities and futures exchanges and organized over-the-counter markets, authorized to operate by the CVM, under a specific instruction;

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL (CVM) Seven of September Street, 111/2-5th and 23-34th Floors – Center – Rio de Janeiro - RJ – CEP: 20050-901 – Brazil Tel.: (21) 3554-8686 - www.cvm.gov.br CVM INSTRUCTION NO. 555, OF DECEMBER 17, 2014 7 XXXV – IOSCO: International Organization of Securities Commissions; XXXVI – repo operations: operations defined as such by the National Monetary Council in a specific norm; XXXVII – net assets (of the fund): is the difference between the total of realizable assets and the total of payable liabilities; XXXVIII – monthly profile: monthly periodicity form whose model constitutes Annex 59; XXXIX – lock-up period (for redemption): is the period stipulated in the bylaws during which the unitholder will have restrictions to request redemption; XL – redemption payment period: is the period counted between the redemption request date and the redemption payment date; XLI – provisioning: is the accounting recording of a liability, even if estimated, due to an already constituted obligation; XLII – bylaws: is the constitution document of the investment fund that contains, at least, the mandatory provisions provided for in this Instruction; XLIII – management fee: fee charged to the fund to remunerate the fund administrator and the service providers provided for in art. 78, § 2, except for item VI and observing art. 85, § 7; XLIII – management fee: fee charged to the fund to remunerate the fund administrator and the service providers provided for in art. 78, § 2, except for items VI and VIII and observing art. 85, § 7; • Item XLIII with wording given by CVM Instruction no. 563, of May 18, 2015. XLIV – performance fee: fee charged to the fund based on the fund's or unitholder's result; XLV – entry fee: fee paid by the unitholder when investing resources in an investment fund, as provided for in the bylaws;

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL (CVM) Seven of September Street, 111/2-5th and 23-34th Floors – Center – Rio de Janeiro - RJ – CEP: 20050-901 – Brazil Tel.: (21) 3554-8686 - www.cvm.gov.br CVM INSTRUCTION NO. 555, OF DECEMBER 17, 2014 8 XLVI – exit fee: fee paid by the unitholder when redeeming resources from a fund, as provided for in the bylaws; XLVII – adhesion term (and risk acknowledgment): term defined in art. 25; XLVIII – share value (of the day): term defined in art. 11, § 1 or in art. 16, § 1, as the case may be; XLIX – investment vehicle: entity, with or without legal personality, constituted with the objective of investing resources obtained from one or more investors; L – family tie: ascendants, descendants or collateral relatives up to the second degree; and L – family tie: ascendants, descendants or relatives by marriage, civil and collateral up to the second degree; and • Item L with wording given by CVM Instruction no. 563, of May 18, 2015. LI – family corporate tie: tie resulting from direct or indirect participation in a company constituted with the objective of consolidating the assets of a group of people who have a family tie.

CHAPTER III – CHARACTERISTICS, CONSTITUTION AND COMMUNICATION Section I – General Characteristics Art. 3 The investment fund is a pooling of resources, constituted in the form of a condominium, intended for investment in financial assets. Art. 4 The fund may be constituted in the form of an open condominium, in which unitholders may request the redemption of their shares as established in its bylaws, or closed, in which the shares are only redeemed at the end of the fund's duration period. Sole Paragraph. Provided that expressly authorized by the bylaws or by the general meeting of unitholders, the fund may directly distribute to unitholders the amounts attributed to it as dividends, interest on equity, reimbursement of proceeds from the lending of securities, or other earnings derived from financial assets that integrate its portfolio.

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL (CVM) Seven of September Street, 111/2-5th and 23-34th Floors – Center – Rio de Janeiro - RJ – CEP: 20050-901 – Brazil Tel.: (21) 3554-8686 - www.cvm.gov.br CVM INSTRUCTION NO. 555, OF DECEMBER 17, 2014 9

Section II – Constitution and Registration Art. 5 The constitution of the fund shall be evidenced by a public deed or a private instrument, which shall contain, at least, the provisions of the bylaws provided for in this Instruction. § 1 The instrument of constitution shall be registered with the CVM, accompanied by the bylaws and the supplementary information form. § 2 The registration of the fund shall be carried out by the administrator, who shall be responsible for the accuracy of the information provided. § 3 The CVM shall issue a certificate of registration of the fund, which shall be published in the Official Gazette of the Union.

Art. 6 The fund shall have a name that shall be preceded by the expression “Fundo de Investimento” or “Fund”, followed by the designation of its classification, as provided for in this Instruction. Sole Paragraph. The name of the fund shall not be identical or similar to that of another fund registered with the CVM, unless it is a fund of funds, in which case the name may be similar, provided that the classification is different.

Art. 7 The fund shall have a fiscal year, which may coincide with the calendar year or any other period of twelve months, as established in the bylaws.

Art. 8 The fund shall have a domicile in the territory of the Federative Republic of Brazil, as established in the bylaws.

Art. 9 The fund shall have a duration period, which may be indefinite or fixed, as established in the bylaws. Sole Paragraph. In the case of a fixed duration period, the fund may be extended by resolution of the general meeting of unitholders, for one or more periods, as established in the bylaws.

Art. 10 The fund shall have a management fee, as established in the bylaws, which shall be charged from the assets of the fund.

Art. 11 The fund shall have shares, which shall be represented by book entries, and shall be issued in the name of the unitholders. § 1 The share value shall be calculated daily, as established in the bylaws. § 2 The share value shall be calculated based on the net assets of the fund, divided by the number of shares outstanding.

Art. 12 The fund shall have a general meeting of unitholders, which shall be convened and installed in accordance with the provisions of this Instruction and the bylaws.

Art. 13 The fund shall have an administrator, who shall be responsible for its administration, as established in this Instruction.

Art. 14 The fund may have a manager, who shall be responsible for the management of its portfolio, as established in this Instruction.

Art. 15 The fund may have a custodian, who shall be responsible for the custody of its assets, as established in this Instruction.

Art. 16 The fund may have an auditor, who shall be responsible for the audit of its financial statements, as established in this Instruction.

Art. 17 The fund may have a distribution agent, who shall be responsible for the distribution of its shares, as established in this Instruction.

Art. 18 The fund may have a clearing and settlement agent, who shall be responsible for the clearing and settlement of its transactions, as established in this Instruction.

Art. 19 The fund may have a tax consultant, who shall be responsible for the tax matters of the fund, as established in this Instruction.

Art. 20 The fund may have other service providers, as established in the bylaws and in this Instruction.

Section III – Communication Art. 21 The administrator shall communicate to the CVM the constitution, registration, and any changes to the fund, as established in this Instruction.

Art. 22 The administrator shall communicate to the CVM any relevant acts or facts, as established in this Instruction.

Art. 23 The administrator shall communicate to the CVM the periodic information, as established in this Instruction.

Art. 24 The administrator shall communicate to the CVM the financial statements and audit reports, as established in this Instruction.

Art. 25 The administrator shall communicate to the CVM the resolutions of the general meeting of unitholders, as established in this Instruction.

Art. 26 The administrator shall communicate to the CVM any other information required by the CVM, as established in this Instruction.

CHAPTER IV – SHARES Section I – General Provisions Art. 27 The shares of the fund shall be represented by book entries, and shall be issued in the name of the unitholders.

Art. 28 The shares shall be homogeneous, and shall confer equal rights to the unitholders.

Art. 29 The shares shall be freely transferable, except in the case of closed funds, as established in the bylaws and in this Instruction.

Art. 30 The shares shall be quoted in the market, as established in the bylaws and in this Instruction.

Art. 31 The shares shall be subject to redemption, as established in the bylaws and in this Instruction.

Art. 32 The shares shall be subject to amortization, as established in the bylaws and in this Instruction.

Art. 33 The shares shall be subject to conversion, as established in the bylaws and in this Instruction.

Art. 34 The shares shall be subject to exchange, as established in the bylaws and in this Instruction.

Art. 35 The shares shall be subject to subscription, as established in the bylaws and in this Instruction.

Art. 36 The shares shall be subject to payment, as established in the bylaws and in this Instruction.

Art. 37 The shares shall be subject to distribution, as established in the bylaws and in this Instruction.

Art. 38 The shares shall be subject to registration, as established in the bylaws and in this Instruction.

Art. 39 The shares shall be subject to cancellation, as established in the bylaws and in this Instruction.

Art. 40 The shares shall be subject to consolidation, as established in the bylaws and in this Instruction.

Art. 41 The shares shall be subject to split, as established in the bylaws and in this Instruction.

Art. 42 The shares shall be subject to reverse split, as established in the bylaws and in this Instruction.

Art. 43 The shares shall be subject to dividend, as established in the bylaws and in this Instruction.

Art. 44 The shares shall be subject to interest on equity, as established in the bylaws and in this Instruction.

Art. 45 The shares shall be subject to reimbursement of proceeds, as established in the bylaws and in this Instruction.

Art. 46 The shares shall be subject to other earnings, as established in the bylaws and in this Instruction.

Art. 47 The shares shall be subject to charges, as established in the bylaws and in this Instruction.

Art. 48 The shares shall be subject to fees, as established in the bylaws and in this Instruction.

Art. 49 The shares shall be subject to taxes, as established in the bylaws and in this Instruction.

Art. 50 The shares shall be subject to other expenses, as established in the bylaws and in this Instruction.

Section II – Issuance Art. 51 The issuance of shares shall be carried out by the administrator, as established in the bylaws and in this Instruction.

Art. 52 The issuance of shares shall be recorded in the register of unitholders, as established in the bylaws and in this Instruction.

Art. 53 The issuance of shares shall be communicated to the CVM, as established in the bylaws and in this Instruction.

Art. 54 The issuance of shares shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 55 The issuance of shares shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Section III – Distribution Subsection I – General Provisions Art. 56 The distribution of shares shall be carried out by the distributor, as established in the bylaws and in this Instruction.

Art. 57 The distribution of shares shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Art. 58 The distribution of shares shall be communicated to the CVM, as established in the bylaws and in this Instruction.

Art. 59 The distribution of shares shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 60 The distribution of shares shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Subsection II – Open Funds Art. 61 The distribution of shares of open funds shall be carried out continuously, as established in the bylaws and in this Instruction.

Art. 62 The distribution of shares of open funds shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Art. 63 The distribution of shares of open funds shall be communicated to the CVM, as established in the bylaws and in this Instruction.

Art. 64 The distribution of shares of open funds shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 65 The distribution of shares of open funds shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Subsection III – Closed Funds Art. 66 The distribution of shares of closed funds shall be carried out in a single offering, as established in the bylaws and in this Instruction.

Art. 67 The distribution of shares of closed funds shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Art. 68 The distribution of shares of closed funds shall be communicated to the CVM, as established in the bylaws and in this Instruction.

Art. 69 The distribution of shares of closed funds shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 70 The distribution of shares of closed funds shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Subsection IV – Subscription and Payment Art. 71 The subscription of shares shall be carried out by the unitholder, as established in the bylaws and in this Instruction.

Art. 72 The payment of shares shall be carried out by the unitholder, as established in the bylaws and in this Instruction.

Art. 73 The subscription and payment of shares shall be communicated to the CVM, as established in the bylaws and in this Instruction.

Art. 74 The subscription and payment of shares shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 75 The subscription and payment of shares shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Subsection V – Subscription on Account and Order Art. 76 The subscription on account and order of shares shall be carried out by the distributor, as established in the bylaws and in this Instruction.

Art. 77 The subscription on account and order of shares shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Art. 78 The subscription on account and order of shares shall be communicated to the CVM, as established in the bylaws and in this Instruction.

Art. 79 The subscription on account and order of shares shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 80 The subscription on account and order of shares shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Section VI – Redemption and Amortization Art. 81 The redemption of shares shall be carried out by the fund, as established in the bylaws and in this Instruction.

Art. 82 The amortization of shares shall be carried out by the fund, as established in the bylaws and in this Instruction.

Art. 83 The redemption and amortization of shares shall be communicated to the CVM, as established in the bylaws and in this Instruction.

Art. 84 The redemption and amortization of shares shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 85 The redemption and amortization of shares shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

CHAPTER V – FUND DOCUMENTS AND INFORMATION Section I – General Provisions Art. 86 The fund shall have documents and information, as established in the bylaws and in this Instruction.

Art. 87 The fund shall have a supplementary information form, as established in the bylaws and in this Instruction.

Art. 88 The fund shall have an essential information sheet, as established in the bylaws and in this Instruction.

Art. 89 The fund shall have bylaws, as established in the bylaws and in this Instruction.

Art. 90 The fund shall have disclosure material, as established in the bylaws and in this Instruction.

Art. 91 The fund shall have periodic information, as established in the bylaws and in this Instruction.

Art. 92 The fund shall have relevant acts or facts, as established in the bylaws and in this Instruction.

Art. 93 The fund shall have financial statements and audit reports, as established in the bylaws and in this Instruction.

Art. 94 The fund shall have resolutions of the general meeting of unitholders, as established in the bylaws and in this Instruction.

Art. 95 The fund shall have other information, as established in the bylaws and in this Instruction.

Section II – Supplementary Information Form Art. 96 The supplementary information form shall be filled out by the administrator, as established in the bylaws and in this Instruction.

Art. 97 The supplementary information form shall be submitted to the CVM, as established in the bylaws and in this Instruction.

Art. 98 The supplementary information form shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 99 The supplementary information form shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Art. 100 The supplementary information form shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Section III – Essential Information Sheet Art. 101 The essential information sheet shall be filled out by the administrator, as established in the bylaws and in this Instruction.

Art. 102 The essential information sheet shall be submitted to the CVM, as established in the bylaws and in this Instruction.

Art. 103 The essential information sheet shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 104 The essential information sheet shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Art. 105 The essential information sheet shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Section IV – Bylaws Art. 106 The bylaws shall be drawn up by the administrator, as established in the bylaws and in this Instruction.

Art. 107 The bylaws shall be submitted to the CVM, as established in the bylaws and in this Instruction.

Art. 108 The bylaws shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 109 The bylaws shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Art. 110 The bylaws shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Section V – Disclosure Material Art. 111 The disclosure material shall be prepared by the administrator, as established in the bylaws and in this Instruction.

Art. 112 The disclosure material shall be submitted to the CVM, as established in the bylaws and in this Instruction.

Art. 113 The disclosure material shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 114 The disclosure material shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Art. 115 The disclosure material shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

CHAPTER VI – DISCLOSURE OF INFORMATION AND RESULTS Section I – Periodic Information Art. 116 The fund shall disclose periodic information, as established in the bylaws and in this Instruction.

Art. 117 The periodic information shall be submitted to the CVM, as established in the bylaws and in this Instruction.

Art. 118 The periodic information shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 119 The periodic information shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Art. 120 The periodic information shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Section II – Relevant Acts or Facts Art. 121 The fund shall disclose relevant acts or facts, as established in the bylaws and in this Instruction.

Art. 122 The relevant acts or facts shall be submitted to the CVM, as established in the bylaws and in this Instruction.

Art. 123 The relevant acts or facts shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 124 The relevant acts or facts shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Art. 125 The relevant acts or facts shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Section III – Financial Statements and Audit Reports Art. 126 The fund shall disclose financial statements and audit reports, as established in the bylaws and in this Instruction.

Art. 127 The financial statements and audit reports shall be submitted to the CVM, as established in the bylaws and in this Instruction.

Art. 128 The financial statements and audit reports shall be published in the Official Gazette of the Union, as established in the bylaws and in this Instruction.

Art. 129 The financial statements and audit reports shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Art. 130 The financial statements and audit reports shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

CHAPTER VII – GENERAL MEETING Section I – Competence Art. 131 The general meeting of unitholders shall have competence, as established in the bylaws and in this Instruction.

Art. 132 The general meeting of unitholders shall have competence to decide on the matters provided for in the bylaws and in this Instruction.

Art. 133 The general meeting of unitholders shall have competence to decide on the matters provided for in the bylaws and in this Instruction.

Art. 134 The general meeting of unitholders shall have competence to decide on the matters provided for in the bylaws and in this Instruction.

Art. 135 The general meeting of unitholders shall have competence to decide on the matters provided for in the bylaws and in this Instruction.

Section II – Convocation and Installation Art. 136 The general meeting of unitholders shall be convened by the administrator, as established in the bylaws and in this Instruction.

Art. 137 The general meeting of unitholders shall be installed by the administrator, as established in the bylaws and in this Instruction.

Art. 138 The general meeting of unitholders shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Art. 139 The general meeting of unitholders shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Art. 140 The general meeting of unitholders shall be subject to the provisions of this Instruction, as established in the bylaws and in this Instruction.

Section III – Deliberations Art. 141 The general meeting of unitholders shall deliberate on the matters provided for in the bylaws and in this Instruction.

Art. 142 The general meeting of unitholders shall deliberate on the matters provided for in the bylaws and in this Instruction.

Art. 143 The general meeting of unitholders shall deliberate on the matters provided for in the bylaws and in this Instruction.

Art. 144 The general meeting of unitholders shall deliberate on the matters provided for in the bylaws and in this Instruction.

Art. 145 The general meeting of unitholders shall deliberate on the matters provided for in the bylaws and in this Instruction.

CHAPTER VIII – ADMINISTRATION Section I – General Provisions Art. 146 The administrator shall be responsible for the administration of the fund, as established in the bylaws and in this Instruction.

Art. 147 The administrator shall be responsible for the administration of the fund, as established in the bylaws and in this Instruction.

Art. 148 The administrator shall be responsible for the administration of the fund, as established in the bylaws and in this Instruction.

Art. 149 The administrator shall be responsible for the administration of the fund, as established in the bylaws and in this Instruction.

Art. 150 The administrator shall be responsible for the administration of the fund, as established in the bylaws and in this Instruction.

Section II – Remuneration Art. 151 The administrator shall be remunerated by the management fee, as established in the bylaws and in this Instruction.

Art. 152 The administrator shall be remunerated by the management fee, as established in the bylaws and in this Instruction.

Art. 153 The administrator shall be remunerated by the management fee, as established in the bylaws and in this Instruction.

Art. 154 The administrator shall be remunerated by the management fee, as established in the bylaws and in this Instruction.

Art. 155 The administrator shall be remunerated by the management fee, as established in the bylaws and in this Instruction.

Section III – Prohibitions for the Administrator and Manager Art. 156 The administrator and manager shall be prohibited from engaging in the activities provided for in the bylaws and in this Instruction.

Art. 157 The administrator and manager shall be prohibited from engaging in the activities provided for in the bylaws and in this Instruction.

Art. 158 The administrator and manager shall be prohibited from engaging in the activities provided for in the bylaws and in this Instruction.

Art. 159 The administrator and manager shall be prohibited from engaging in the activities provided for in the bylaws and in this Instruction.

Art. 160 The administrator and manager shall be prohibited from engaging in the activities provided for in the bylaws and in this Instruction.

Section IV – Obligations of the Administrator and Manager Art. 161 The administrator and manager shall have the obligations provided for in the bylaws and in this Instruction.

Art. 162 The administrator and manager shall have the obligations provided for in the bylaws and in this Instruction.

Art. 163 The administrator and manager shall have the obligations provided for in the bylaws and in this Instruction.

Art. 164 The administrator and manager shall have the obligations provided for in the bylaws and in this Instruction.

Art. 165 The administrator and manager shall have the obligations provided for in the bylaws and in this Instruction.

Section V – Conduct Standards Art. 166 The administrator and manager shall follow the conduct standards provided for in the bylaws and in this Instruction.

Art. 167 The administrator and manager shall follow the conduct standards provided for in the bylaws and in this Instruction.

Art. 168 The administrator and manager shall follow the conduct standards provided for in the bylaws and in this Instruction.

Art. 169 The administrator and manager shall follow the conduct standards provided for in the bylaws and in this Instruction.

Art. 170 The administrator and manager shall follow the conduct standards provided for in the bylaws and in this Instruction.

Section VI – Replacement of the Administrator and Manager Art. 171 The administrator and manager shall be replaced in the cases provided for in the bylaws and in this Instruction.

Art. 172 The administrator and manager shall be replaced in the cases provided for in the bylaws and in this Instruction.

Art. 173 The administrator and manager shall be replaced in the cases provided for in the bylaws and in this Instruction.

Art. 174 The administrator and manager shall be replaced in the cases provided for in the bylaws and in this Instruction.

Art. 175 The administrator and manager shall be replaced in the cases provided for in the bylaws and in this Instruction.

CHAPTER IX – PORTFOLIO Section I – General Provisions Art. 176 The portfolio shall be composed of financial assets, as established in the bylaws and in this Instruction.

Art. 177 The portfolio shall be composed of financial assets, as established in the bylaws and in this Instruction.

Art. 178 The portfolio shall be composed of financial assets, as established in the bylaws and in this Instruction.

Art. 179 The portfolio shall be composed of financial assets, as established in the bylaws and in this Instruction.

Art. 180 The portfolio shall be composed of financial assets, as established in the bylaws and in this Instruction.

Section II – Financial Assets Abroad Art. 181 The portfolio may include financial assets abroad, as established in the bylaws and in this Instruction.

Art. 182 The portfolio may include financial assets abroad, as established in the bylaws and in this Instruction.

Art. 183 The portfolio may include financial assets abroad, as established in the bylaws and in this Instruction.

Art. 184 The portfolio may include financial assets abroad, as established in the bylaws and in this Instruction.

Art. 185 The portfolio may include financial assets abroad, as established in the bylaws and in this Instruction.

Section III – Limits per Issuer Art. 186 The portfolio shall observe limits per issuer, as established in the bylaws and in this Instruction.

Art. 187 The portfolio shall observe limits per issuer, as established in the bylaws and in this Instruction.

Art. 188 The portfolio shall observe limits per issuer, as established in the bylaws and in this Instruction.

Art. 189 The portfolio shall observe limits per issuer, as established in the bylaws and in this Instruction.

Art. 190 The portfolio shall observe limits per issuer, as established in the bylaws and in this Instruction.

Section IV – Limits per Type of Financial Asset Art. 191 The portfolio shall observe limits per type of financial asset, as established in the bylaws and in this Instruction.

Art. 192 The portfolio shall observe limits per type of financial asset, as established in the bylaws and in this Instruction.

Art. 193 The portfolio shall observe limits per type of financial asset, as established in the bylaws and in this Instruction.

Art. 194 The portfolio shall observe limits per type of financial asset, as established in the bylaws and in this Instruction.

Art. 195 The portfolio shall observe limits per type of financial asset, as established in the bylaws and in this Instruction.

Section V – Duties Regarding Concentration Limits Art. 196 The portfolio shall observe duties regarding concentration limits, as established in the bylaws and in this Instruction.

Art. 197 The portfolio shall observe duties regarding concentration limits, as established in the bylaws and in this Instruction.

Art. 198 The portfolio shall observe duties regarding concentration limits, as established in the bylaws and in this Instruction.

Art. 199 The portfolio shall observe duties regarding concentration limits, as established in the bylaws and in this Instruction.

Art. 200 The portfolio shall observe duties regarding concentration limits, as established in the bylaws and in this Instruction.

Section VI – Fund Classification Art. 201 The fund shall be classified, as established in the bylaws and in this Instruction.

Art. 202 The fund shall be classified, as established in the bylaws and in this Instruction.

Art. 203 The fund shall be classified, as established in the bylaws and in this Instruction.

Art. 204 The fund shall be classified, as established in the bylaws and in this Instruction.

Art. 205 The fund shall be classified, as established in the bylaws and in this Instruction.

Subsection I – Fixed Income Funds Art. 206 Fixed income funds shall be classified, as established in the bylaws and in this Instruction.

Art. 207 Fixed income funds shall be classified, as established in the bylaws and in this Instruction.

Art. 208 Fixed income funds shall be classified, as established in the bylaws and in this Instruction.

Art. 209 Fixed income funds shall be classified, as established in the bylaws and in this Instruction.

Art. 210 Fixed income funds shall be classified, as established in the bylaws and in this Instruction.

Subsection II – Equity Funds Art. 211 Equity funds shall be classified, as established in the bylaws and in this Instruction.

Art. 212 Equity funds shall be classified, as established in the bylaws and in this Instruction.

Art. 213 Equity funds shall be classified, as established in the bylaws and in this Instruction.

Art. 214 Equity funds shall be classified, as established in the bylaws and in this Instruction.

Art. 215 Equity funds shall be classified, as established in the bylaws and in this Instruction.

Subsection III – Currency Funds Art. 216 Currency funds shall be classified, as established in the bylaws and in this Instruction.

Art. 217 Currency funds shall be classified, as established in the bylaws and in this Instruction.

Art. 218 Currency funds shall be classified, as established in the bylaws and in this Instruction.

Art. 219 Currency funds shall be classified, as established in the bylaws and in this Instruction.

Art. 220 Currency funds shall be classified, as established in the bylaws and in this Instruction.

Subsection IV – Multi-Strategy Funds Art. 221 Multi-strategy funds shall be classified, as established in the bylaws and in this Instruction.

Art. 222 Multi-strategy funds shall be classified, as established in the bylaws and in this Instruction.

Art. 223 Multi-strategy funds shall be classified, as established in the bylaws and in this Instruction.

Art. 224 Multi-strategy funds shall be classified, as established in the bylaws and in this Instruction.

Art. 225 Multi-strategy funds shall be classified, as established in the bylaws and in this Instruction.

Subsection V – Standards related to concentration in private credits Art. 226 The portfolio shall observe standards related to concentration in private credits, as established in the bylaws and in this Instruction.

Art. 227 The portfolio shall observe standards related to concentration in private credits, as established in the bylaws and in this Instruction.

Art. 228 The portfolio shall observe standards related to concentration in private credits, as established in the bylaws and in this Instruction.

Art. 229 The portfolio shall observe standards related to concentration in private credits, as established in the bylaws and in this Instruction.

Art. 230 The portfolio shall observe standards related to concentration in private credits, as established in the bylaws and in this Instruction.

Section VII – Investment Fund in Shares of Investment Funds Art. 231 The investment fund in shares of investment funds shall be constituted, as established in the bylaws and in this Instruction.

Art. 232 The investment fund in shares of investment funds shall be constituted, as established in the bylaws and in this Instruction.

Art. 233 The investment fund in shares of investment funds shall be constituted, as established in the bylaws and in this Instruction.

Art. 234 The investment fund in shares of investment funds shall be constituted, as established in the bylaws and in this Instruction.

Art. 235 The investment fund in shares of investment funds shall be constituted, as established in the bylaws and in this Instruction.

CHAPTER X – RESTRICTED FUNDS Section I – Funds for Qualified Investors Art. 236 Funds for qualified investors shall be constituted, as established in the bylaws and in this Instruction.

Art. 237 Funds for qualified investors shall be constituted, as established in the bylaws and in this Instruction.

Art. 238 Funds for qualified investors shall be constituted, as established in the bylaws and in this Instruction.

Art. 239 Funds for qualified investors shall be constituted, as established in the bylaws and in this Instruction.

Art. 240 Funds for qualified investors shall be constituted, as established in the bylaws and in this Instruction.

Section II – Funds for Professional Investors Art. 241 Funds for professional investors shall be constituted, as established in the bylaws and in this Instruction.

Art. 242 Funds for professional investors shall be constituted, as established in the bylaws and in this Instruction.

Art. 243 Funds for professional investors shall be constituted, as established in the bylaws and in this Instruction.

Art. 244 Funds for professional investors shall be constituted, as established in the bylaws and in this Instruction.

Art. 245 Funds for professional investors shall be constituted, as established in the bylaws and in this Instruction.

Section III – Pension Funds Art. 246 Pension funds shall be constituted, as established in the bylaws and in this Instruction.

Art. 247 Pension funds shall be constituted, as established in the bylaws and in this Instruction.

Art. 248 Pension funds shall be constituted, as established in the bylaws and in this Instruction.

Art. 249 Pension funds shall be constituted, as established in the bylaws and in this Instruction.

Art. 250 Pension funds shall be constituted, as established in the bylaws and in this Instruction.

CHAPTER XI – FUND CHARGES Art. 251 The fund charges shall be established in the bylaws and in this Instruction.

Art. 252 The fund charges shall be established in the bylaws and in this Instruction.

Art. 253 The fund charges shall be established in the bylaws and in this Instruction.

Art. 254 The fund charges shall be established in the bylaws and in this Instruction.

Art. 255 The fund charges shall be established in the bylaws and in this Instruction.

CHAPTER XII – INCORPORATION, MERGER, SPIN-OFF AND TRANSFORMATION Art. 256 The incorporation, merger, spin-off and transformation of funds shall be carried out in accordance with the bylaws and in this Instruction.

Art. 257 The incorporation, merger, spin-off and transformation of funds shall be carried out in accordance with the bylaws and in this Instruction.

Art. 258 The incorporation, merger, spin-off and transformation of funds shall be carried out in accordance with the bylaws and in this Instruction.

Art. 259 The incorporation, merger, spin-off and transformation of funds shall be carried out in accordance with the bylaws and in this Instruction.

Art. 260 The incorporation, merger, spin-off and transformation of funds shall be carried out in accordance with the bylaws and in this Instruction.

CHAPTER XIII – LIQUIDATION AND CLOSING OF THE FUND Section I – Liquidation Art. 261 The liquidation of the fund shall be carried out in accordance with the bylaws and in this Instruction.

Art. 262 The liquidation of the fund shall be carried out in accordance with the bylaws and in this Instruction.

Art. 263 The liquidation of the fund shall be carried out in accordance with the bylaws and in this Instruction.

Art. 264 The liquidation of the fund shall be carried out in accordance with the bylaws and in this Instruction.

Art. 265 The liquidation of the fund shall be carried out in accordance with the bylaws and in this Instruction.

Section II – Closing Art. 266 The closing of the fund shall be carried out in accordance with the bylaws and in this Instruction.

Art. 267 The closing of the fund shall be carried out in accordance with the bylaws and in this Instruction.

Art. 268 The closing of the fund shall be carried out in accordance with the bylaws and in this Instruction.

Art. 269 The closing of the fund shall be carried out in accordance with the bylaws and in this Instruction.

Art. 270 The closing of the fund shall be carried out in accordance with the bylaws and in this Instruction.

CHAPTER XIV – PENALTIES AND PENALTY FINE Art. 271 The penalties and penalty fine shall be applied in accordance with the bylaws and in this Instruction.

Art. 272 The penalties and penalty fine shall be applied in accordance with the bylaws and in this Instruction.

Art. 273 The penalties and penalty fine shall be applied in accordance with the bylaws and in this Instruction.

Art. 274 The penalties and penalty fine shall be applied in accordance with the bylaws and in this Instruction.

Art. 275 The penalties and penalty fine shall be applied in accordance with the bylaws and in this Instruction.

CHAPTER XV – FINAL AND TRANSITORY PROVISIONS Art. 276 The final and transitory provisions shall be established in this Instruction.

Art. 277 The final and transitory provisions shall be established in this Instruction.

Art. 278 The final and transitory provisions shall be established in this Instruction.

Art. 279 The final and transitory provisions shall be established in this Instruction.

Art. 280 The final and transitory provisions shall be established in this Instruction.

ANNEX 42 – MODEL OF ESSENTIAL INFORMATION SHEET

ANNEX 56 – MODEL OF PERFORMANCE STATEMENT

ANNEX 59 – MONTHLY PROFILE

ANNEX 92 – ACKNOWLEDGMENT OF POTENTIAL CONFLICT OF INTEREST

ANNEX 101 – ADDITIONAL CONDITIONS


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