CVM Instruction No. 543 of December 20, 2013, as Amended by CVM Instructions No. 582/16, 599/18, and 604/18

CVM INSTRUCTION NO. 543, OF DECEMBER 20, 2013, WITH AMENDMENTS INTRODUCED BY CVM INSTRUCTIONS NO. 582/16, 599/18, AND 604/18.

Provides for the provision of securities record-keeping services and the issuance of securities certificates.

THE PRESIDENT OF THE SECURITIES COMMISSION - CVM makes public that the Collegiate Body, in a meeting held on December 4, 2013, in view of the provisions of Art. 1, item VI, and Art. 8, item I of Law No. 6,385, of December 7, 1976, Arts. 27; 34, § 2º; 101; and 293 of Law No. 6,404, of December 15, 1976, and Art. 24, § 2º, of Law No. 12,810, of May 15, 2013,

APPROVED the following Instruction:

CHAPTER I – DEFINITIONS AND SCOPE

Art. 1. The securities record-keeping service must be provided by legal entities authorized by the CVM in accordance with this Instruction.

§ 1º The provision of securities record-keeping services comprises:

I – the opening and maintenance, in computerized systems, of registration books, as provided in the current regulation;

II – the recording of information regarding the ownership of securities, as well as real rights of enjoyment or guarantee and other encumbrances affecting the securities;

III – the processing of movement instructions received from the holder of the security or from persons authorized by contract or mandate;

IV – the performance of procedures and records necessary for the implementation and application of the centralized deposit regime to the securities, when applicable; and

V – the processing of events affecting the securities.

Art. 2. The provision of record-keeping services may be performed with or without the issuance of securities certificates, with such issuance only being performed by institutions specifically authorized by the CVM in the manner of Art. 22.

Sole paragraph. The provision of securities certificate issuance services comprises:

I – the issuance, alteration, substitution, and cancellation of certificates representing the securities received in deposit; and

II – the control and confirmation of the origin and legitimacy of securities certificates.

Art. 3. This Instruction:

I – does not apply to positions held in derivative markets; and

II – applies to financial letters and other instruments that, in the event of a public distribution, are subject to the competence of the CVM.

II – applies:

a) in the event of a public distribution, to instruments that in this situation are subject to the competence of the CVM; and

b) in cases of centralized deposit, to securities issued exclusively in book-entry form, through registration in systems authorized for such purpose.

• Item II with wording given by CVM Instruction No. 582, of November 22, 2016.

Sole paragraph. For the purpose of centralized deposit of assets issued exclusively in book-entry form, through registration in systems authorized for such purpose, such systems must, without prejudice to the regulation applicable to their activities, observe, where applicable, the provisions of Chapters III, IV, VI, and VII of this Instruction.

SINGLE PARAGRAPH REVOKED

• Sole paragraph revoked by CVM Instruction No. 582, of November 22, 2016.

CHAPTER II – AUTHORIZATION FOR THE PROVISION OF SECURITIES RECORD-KEEPING SERVICES

Section I - Requirements for Registration

Art. 4. Financial institutions may apply for authorization to provide securities record-keeping services.

Art. 5. The interested party seeking the authorization referred to in Art. 4 must possess secure and adequate computerized processes and systems for the exercise of the activities they intend to perform, in a manner that allows the execution of the duties and obligations pertaining to them.

§ 1º The processes and systems must be compatible with the size, characteristics, and volume of the operations under the responsibility of the applicant, as well as with the nature and type of securities.

§ 2º The applicant must demonstrate economic and financial capacity compatible with the operations to be performed and possess conditions to comply with the following requirements and duties:

I – have sufficient and technically qualified human resources to carry out the processes and operate the systems involved in the provision of their services;

II – maintain an updated list of professionals with access to their systems, monitoring and recording accesses made;

III – ensure, permanently, the quality of their computerized processes and systems, measuring and maintaining records of errors, incidents, and interruptions in their operations;

IV – keep updated operational manuals, the general description of the systems to be adopted in the provision of services, the routine flowchart, program documentation, quality controls, and physical and logical security regulations;

V – have a business continuity plan capable of ensuring the continuity of the provision of their services; and

VI – establish and maintain adequate channels for satisfactory service to the holders of book-entry securities regarding any information inherent to the responsibilities concerning the provision of their services.

Section II - Application for Authorization

Art. 6. The application for authorization to provide securities record-keeping services must be submitted through a request accompanied by the documents described in Annex 6 of this Instruction.

Art. 6. The application for authorization to provide securities record-keeping services must be sent to the Market and Intermediaries Superintendence – SMI, through a request accompanied by the documents described in Annex 6 of this Instruction.

• Caput with wording given by CVM Instruction No. 599, of July 27, 2018.

Sole paragraph. The CVM may request complementary elements and information from the applicant.

Sole paragraph. The SMI may request complementary elements and information from the applicant.

• Sole paragraph with wording given by CVM Instruction No. 599, of July 27, 2018.

Art. 7. The application for authorization to provide record-keeping services may contemplate the record-keeping of only a specific type of security.

Sole paragraph. In the case of the caput, the CVM must grant specific authorization, in accordance with the submitted request.

Sole paragraph. In the case of the caput, the SMI must grant specific authorization, in accordance with the submitted request.

• Sole paragraph with wording given by CVM Instruction No. 599, of July 27, 2018.

Art. 8. Authorization is automatically granted if the application is not denied by the CVM within 90 (ninety) days from its submission, via protocol.

Art. 8. Authorization is automatically granted if the application is not denied by the SMI within 90 (ninety) days from its submission, via protocol.

• Caput with wording given by CVM Instruction No. 599, of July 27, 2018.

§ 1º The period referred to in the caput may be interrupted only once, in the event that the CVM requests additional documents and information from the applicant regarding the authorization application, with a new 90 (ninety) day period starting from the fulfillment of the requirements.

§ 1º The period referred to in the caput may be interrupted only once, in the event that the SMI requests additional documents and information from the applicant regarding the authorization application, with a new 90 (ninety) day period starting from the fulfillment of the requirements.

• § 1º with wording given by CVM Instruction No. 599, of July 27, 2018.

§ 2º To meet the requirements referred to in § 1º, a period not exceeding 60 (sixty) days must be granted.

Section III - Denial of Authorization Application

Art. 9. The application for authorization to provide securities record-keeping services will be denied if:

I – it is not accompanied by the documents necessary for its review, or if the documents and complementary information requested by the CVM are not provided within the period fixed in § 2º of Art. 8;

I – it is not accompanied by the documents necessary for its review, or if the documents and complementary information requested by the SMI are not provided within the period fixed in § 2º of Art. 8;

• Item I with wording given by CVM Instruction No. 599, of July 27, 2018.

II – false or inaccurate information is identified, the latter when, due to its extent or content, it proves relevant for the review of the authorization application;

III – the applicant does not demonstrate financial capacity and technical and operational conditions necessary for the exercise of the activity; or

IV – the applicant fails to meet any other requirement or condition established in this Instruction.

Sole paragraph. The denial decision referred to in this article is subject to appeal, in the manner and timeframes established in the current regulation.

Section IV - Cancellation of Authorization

Art. 10. The granted authorization may be cancelled:

I – at the request of the registrar;

II – by decision of the CVM, after an administrative process in which the right to defense and broad defense are ensured, in the following cases:

II – by decision of the SMI, after an administrative process in which the right to defense and broad defense are ensured, in the following cases:

• Item II with wording given by CVM Instruction No. 599, of July 27, 2018.

a) when it is found that the authorization to provide services was obtained through false declarations or other illegal means; or

b) when it is evident that the registrar does not meet the requirements and conditions established in this Instruction; and

III – when bankruptcy, judicial or extrajudicial liquidation, or dissolution of the service provider is decreed.

§ 1º In the case provided for in item I of the caput, the registrar must communicate the fact in writing to the CVM and to central depositories, indicating the period in which the transfer to the contracting party, or to the person indicated by them, of the data and documents related to the services provided must occur.

§ 1º In the case provided for in item I of the caput, the registrar must communicate the fact in writing to the SMI and to central depositories, indicating the period in which the transfer to the contracting party, or to the person indicated by them, of the data and documents related to the services provided must occur.

• § 1º with wording given by CVM Instruction No. 599, of July 27, 2018.

§ 2º In the cases provided for in items II and III of the caput, the registrar must immediately transfer to the contracting party or to the person indicated by them, the data and documents related to the services provided up to the moment of cancellation, communicating the fact to the central depositories or to the CVM, when applicable.

§ 2º In the cases provided for in items II and III of the caput, the registrar must immediately transfer to the contracting party or to the person indicated by them, the data and documents related to the services provided up to the moment of cancellation, communicating the fact to the central depositories or to the SMI, when applicable.

• § 2º with wording given by CVM Instruction No. 599, of July 27, 2018.

CHAPTER III – PROVISION OF RECORD-KEEPING SERVICES

Section I - Record-Keeping Contract

Art. 11. The provision of securities record-keeping services must be the subject of a specific contract concluded between the issuer of the security and the registrar, which must provide, at minimum, for:

I – the requirement that only the registrar may perform the record-keeping acts of the securities subject to the contract;

II – the rules applicable to the service of holders of securities;

III – the description of operational procedures that provide for obligations, duties, and responsibilities of the registrar and the contracting party; and

IV – the confidentiality of information.

Art. 12. Without prejudice to other obligations applicable to issuers, the registrar must communicate to the CVM, by the 5th (fifth) business day of the following month, the execution and termination of a securities record-keeping contract, and to central depositories, in the manner of their respective regulations, the start and end of the execution of a securities record-keeping contract accepted for centralized deposit by the central depository.

§ 1º In the event of discontinuity in the provision of the record-keeping service, the issuer must replace the registrar within 15 (fifteen) business days.

• § 1º included by CVM Instruction No. 582, of November 22, 2016.

§ 2º The registrar must immediately transfer to the contracting party or to the person indicated by them, the data and documents related to the services provided up to the moment of discontinuity of the service provision.

• § 2º included by CVM Instruction No. 582, of November 22, 2016.

§ 3º In the event of failure to replace the registrar within the period indicated in § 1º, the issuer must automatically assume the reconciliation obligations with the central depository, in accordance with specific regulation.

• § 3º included by CVM Instruction No. 582, of November 22, 2016.

§ 4º After 90 (ninety) days have elapsed from the assumption of reconciliation obligations by the issuer in accordance with § 3º, or if the issuer fails to comply with such obligations, the central depository may extinguish the centralized deposit, in accordance with the provisions of its regulation.

• § 4º included by CVM Instruction No. 582, of November 22, 2016.

§ 5º In the event of extinction of the centralized deposit referred to in § 4º, with respect to the assets referred to in Art. 3, II, the extinction must occur through the migration of controls related to the aforementioned assets to the registration systems in which the issuance was originally registered.

• § 5º included by CVM Instruction No. 582, of November 22, 2016.

Section II - Securities Accounts

Subsection I - General Rules

Art. 13. During the validity period of the securities record-keeping contract, the insertion of information regarding the ownership of securities must be made in individualized securities accounts, opened in the name of each holder of a security.

§ 1º The registrar must take all appropriate measures to verify:

I – the adoption of the formalities proper to the record-keeping of securities; and

II – the consistency of events affecting the securities or decided in accordance with the issuer's bylaws and the shareholder resolutions relating to them.

§ 2º The book-keeping of securities accounts must be done in adequate and secure computerized systems that allow the recording, processing, and control of information regarding the ownership of book-entry securities.

Art. 14. The book-keeping must be done:

I – on the date of the fact or corporate event to be recorded; or

II – in the case of orders and instructions referred to in items I, II, and IV of Art. 16, on the date of receipt of the valid order or instruction, observing any necessary security procedures.

Subsection II - Content of Securities Accounts

Art. 15. The following information must appear in the securities accounts maintained by the registrar:

I – the identification, qualification, legal nature, domicile, and tax regime of the holder of the security, or, when applicable, the identification of the central depository that maintains the security in centralized deposit;

II – the nature, type, and class of the securities recorded;

III – the recording of movements, as well as events affecting the securities;

IV – the quantity of securities owned by investors or central depositories;

V – the recording of payments and receipts of financial resources arising from events affecting the securities;

VI – the establishment or extinction of encumbrances and burdens on the recorded security;

VII – obligations arising from agreements between the holder of the security and a third party; and

VIII – other references, at the discretion of the registrar or by virtue of contract, required by the nature or characteristics of the recorded securities.

§ 1º The information referred to in items III to VIII of the caput must be accompanied by the date of the occurrence of the corresponding event.

§ 2º In the case of securities deposited in central depositories, the registrar must maintain controls to identify the respective investors based on the information provided by the central depositories.

Subsection III - Registration in Securities Accounts

Art. 16. The records in the securities account are operated by the entry made by the registrar, resulting from:

I – order of the holder of the security or persons authorized by contract or mandate;

II – judicial order;

III – corporate act or event with equivalent effects promoted by the issuer or legal representative; or

IV – instruction from a central depository.

§ 1º All events mentioned in this article must be supported by suitable documents, indicating specific powers sufficient and adequate for the appropriate registration, which must be in the possession of the registrar.

§ 2º Encumbrances, burdens, or blocks on securities, duly specified, must be recorded with indication of their direct causes and their validity period.

Art. 17. The registrar may justifiably refuse to perform the registration referred to in the caput of Art. 16 and the payment of values corresponding to events in the following cases:

I – impossibility of identifying the holder of the security or insufficiency of elements to enable its realization;

II – existence of encumbrances or burdens on the security;

III – insufficiency or indication of irregularity of the presented documentation; and

IV – indications of irregularity in the intended transfer.

Subsection IV - Reconciliation

Art. 18. The registrar must adopt procedures to ensure the daily reconciliation of positions recorded in securities accounts and events affecting these positions, when applicable, with the records maintained and reported by central depositories.

Section III - Effects of Registration in the Book-Entry System

Art. 19. The registration made in the securities account confers ownership of the securities and, without prejudice to the observance of other legal or regulatory requirements, must reflect the existence of real rights of enjoyment or guarantee and other encumbrances or burdens.

Subsection I - Proof of Registration in the Book-Entry System

Art. 20. The following are considered proof of registration in the book-entry system:

I – the statement issued by the registrar, which must indicate the date of its issuance;

II – the register certificate issued by the registrar, in cases where the law determines, which must indicate the date of its issuance and the period to which it refers; and

III – the investor list made available by the registrar to the contracting party, which must indicate the date of its issuance, reflecting the total position of securities on that date and including the analytical opening of investor positions held in a central depository.

CHAPTER IV – CODE OF CONDUCT

Art. 21. The registrar must:

I – exercise its activities with good faith, diligence, and loyalty regarding the interests of issuers and holders of securities, being prohibited from privileging its own interests or those of persons linked to it;

II – maintain individualized securities accounts in the name of the holders of the security;

III – ensure that records regarding transfers and establishment of rights, of enjoyment or guarantee, as well as other encumbrances on the recorded securities, are made in the shortest possible time and are supported by legally valid documents;

IV – perform, in the shortest possible time and without prejudice to necessary security, transfers, registrations, and annotations in securities accounts;

IV – perform, in the shortest possible time and without prejudice to necessary security, transfers, registrations, and annotations in securities accounts in the centralized deposit, with transfers to accounts of the same ownership being performed within a maximum period of 7 (seven) business days from the receipt of the client's complete documentation;

• Item IV with wording given by CVM Instruction No. 604, of December 13, 2018.

V – take all appropriate measures for the payment of dividends decided and paid by the issuer, when the holder of the security does not have updated registration information;

VI – be responsible for the legitimacy and truthfulness of the records of movements made and of the ownership of securities;

VII – record in securities accounts modifications to securities, upon receipt of instructions from the contracting party communicating events affecting them;

VIII – perform acts of its responsibility involved in the transfer to investors and central depositories of values due by virtue of events affecting the securities;

IX – transfer to the contracting party values previously received from investors, relating to the exercise of subscription and conversion rights, among others;

X – record rights of enjoyment or guarantee, as well as other encumbrances on securities, when requested by the respective holders, directly or through their representatives, in accordance with relevant regulation, or by judicial determination, when applicable;

XI – keep available to the CVM the records that make up the book-keeping of securities accounts, as well as the documents related to them;

XII – adopt rules, procedures, and internal controls that ensure the subsequent monitoring of positions maintained in securities accounts;

XIII – guarantee the security, efficiency, and operational reliability of securities account book-keeping systems;

XIV – prevent, control, and correct irregularities in the records of securities;

• Item XIV with wording given by CVM Instruction No. 604, of December 13, 2018.

XV – adopt the procedures necessary to comply with custodians' requests for the deposit of book-entry securities with a central depository, observing the procedures previously and expressly established by the registrar and the central depository;

XVI – create mechanisms to ensure the complete segregation of activities and confidentiality regarding the positions held; and

XVII – publish, on its website, the documents necessary to carry out the transfer referred to in item IV.

• Item XVII included by CVM Instruction No. 604, of December 13, 2018.

Sole Paragraph. The registrar must inform the client, in the shortest possible time, of the non-compliance of the documentation delivered or, exceptionally, the eventual need for additional documentation for the purposes of carrying out the transfer referred to in item IV.

• Sole Paragraph included by CVM Instruction No. 604, of December 13, 2018.

CHAPTER V – ISSUING AGENT OF CERTIFICATES

Art. 22. The activity of issuing agent of certificates is exclusive to institutions authorized to act as registrars.

Art. 23. The registrar that provides the services of issuing securities certificates must request specific approval from the CVM, prior to each issuance, in accordance with the current regulation.

Art. 24. The obligations of the registrar, when acting as an issuing agent of certificates, are:

I – cancel and alter the certificates representing the securities received in deposit, observing the pertinent legal provisions;

II – control the securities that back the issued certificates, obliging itself to return them to the holders of the securities whenever requested; and

III – ensure that acts of substitution of certificates are carried out in the shortest possible time, not exceeding 30 (thirty) days from the date of receipt of the pertinent documents.

CHAPTER VI – PROVISION OF INFORMATION

Art. 25. The registrar must make available to the contracting party, at the periodicity established in the contract:

I – a list of investors reflecting the total position of securities, including the analytical breakdown of investors' positions held under the fiduciary ownership of the central depository, when applicable;

II – a report containing the changes of ownership that occurred in securities accounts;

III – a list of those who have exercised rights related to events affecting the securities;

IV – a list of real rights of enjoyment or guarantee, as well as other encumbrances affecting the securities; and

V – a report of the calculations and payments of proceeds made.

Art. 26. The registrar must make available to investors, in cases where the securities held by them are not subject to centralized deposit:

I – statements of securities accounts:

a) until the 10th (tenth) day of the month following the end of the month in which movement occurred; and

b) when requested, within 2 (two) business days of the request, provided they refer to the current year;

II – information on the balance existing at the end of the previous year, until the end of February of the following year;

III – information related to events affecting the securities, whenever requested; and

IV – information regarding the measures necessary for the payment of proceeds deliberated and paid by the issuer, when the investor does not have updated registration information.

§ 1st The statement provided for in item II of the main text must be sent to the investor's address, either by mail or through electronic means, which may expressly waive receipt.

§ 2nd Costs for processing and sending statements and certificates referred to in this article and for withdrawing copies of the documents that served as the basis for the corresponding records may be charged to the requester.

§ 3rd The duty of information referred to in the main text may include, if requested, copies of the documents that served as the basis for the records.

CHAPTER VII – RULES, PROCEDURES AND INTERNAL CONTROLS

Section I - General Rules

Art. 27. The registrar, even when exercising the activity of issuing agent of certificates, must adopt and implement:

I – adequate and effective rules for compliance with the provisions of this Instruction; and

II – procedures and internal controls with the objective of verifying the implementation, application, and effectiveness of the rules mentioned in item I.

§ 1st The rules, procedures, and internal controls referred to in this article must:

I – be written;

II – be verifiable; and

III – be available for consultation by the CVM and the central depositories with which the registrar has a link.

§ 2nd Non-compliance with the provisions of items I and II of the main text is considered not only the non-existence or insufficiency of the rules, procedures, and controls referred to therein, but also their non-implementation or inadequate implementation for the purposes provided for in this Instruction.

§ 3rd Evidence of inadequate implementation of the rules, procedures, and internal controls includes:

I – the repeated occurrence of failures; and

II – the absence of recording of the application of the methodology, in a consistent and verifiable manner.

Section II - Responsible Director

Art. 28. The registrar must indicate:

I – a statutory director responsible for compliance with the standards established by this Instruction; and

II – a statutory director responsible for supervising the rules, procedures, and internal controls.

§ 1st The appointment or replacement of the statutory directors referred to in items I and II must be informed to the CVM within 7 (seven) business days.

§ 2nd The functions referred to in items I and II of the main text cannot be cumulated by the same statutory director and cannot be performed jointly with functions that may, in any way, be considered conflicting with them.

§ 3rd The directors referred to in items I and II must act with probity, good faith, and professional ethics, employing, in the exercise of their functions, the care and diligence expected of a professional in their position.

Art. 29. The director referred to in item II of Art. 28 must, by the last business day of April:

I – send to the administrative bodies of the securities registrar or certificate issuing agent a report relating to the previous year, containing:

a) the conclusions of the internal audit reports and the detailed report prepared by an independent audit company, referred to in § 1st of Art. 30;

a) the conclusions of the internal audit reports, referred to in § 1st of Art. 30;

• Item a with wording given by CVM Instruction No. 604, of December 13, 2018.

b) its recommendations regarding any deficiencies, with the establishment of remediation schedules, where applicable; and

c) its manifestation regarding the deficiencies found in previous verifications and the measures planned, according to a specific schedule, or effectively adopted to remedy them.

II – send to the administrative bodies of the securities registrar the report on the description, design, and operational effectiveness of the controls (type 2), relating to the previous year, issued by an independent auditor registered with the CVM, prepared in accordance with NBC TO 3402 issued by the Federal Council of Accounting.

II – REVOKED

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

Sole Paragraph. The reports referred to in items I and II must be available, for the CVM and for the central depositories with which the registrar has a link, if applicable, at the registrar's headquarters.

Sole Paragraph. The report referred to in item I must be available at the registrar's headquarters for the CVM and for the central depositories with which the registrar has a link, if applicable.

• Sole Paragraph with wording given by CVM Instruction No. 604, of December 13, 2018.

Section III – Audit

Art. 30. The registrar must maintain an internal audit structure.

§ 1st The reports produced by internal audit must be kept updated and be available to the CVM.

§ 2nd The CVM may determine the carrying out of specific extraordinary audits, if there is indication that the processes and systems used are not meeting, or may not come to meet, their purposes.

CHAPTER VIII – INFRACTIONS AND PENALTIES

Art. 31. A serious infraction, for the purposes of the provisions of § 3rd of Art. 11 of Law No. 6.385, of December 7, 1976, is considered the exercise of activities regulated by this Instruction by an unauthorized person or authorized based on false declarations or documents, as well as the infringement of the norms contained in Arts. 1st, 2nd, 11 to 16, 18, 21 to 28, and 32 of this Instruction.

CHAPTER IX – FINAL PROVISIONS

Art. 32. The registrar must maintain, for a minimum period of 5 (five) years, or for a longer period as expressly determined by the CVM in the event of an administrative process, all documents and information required by this Instruction, as well as all internal and external correspondence, reports, and opinions related to the exercise of its activities.

Sole Paragraph. The documents and information referred to in the main text, as well as those that support the registration of movements, annotations, endorsements, obligations, encumbrances, and burdens in securities accounts, may be stored in physical or electronic media, allowing the substitution of documents by their digitized images.

Art. 33. Institutions already authorized to provide securities registration services and the issuance of securities certificates must adapt to the provisions of this Instruction within 1 (one) year and 6 (six) months after the entry into force of the norm.

Sole Paragraph. In the case of adaptations that depend on processes and systems to be developed by central depositories, within the period these have to adapt to the norm that provides for the provision of centralized deposit services of securities, the institutions referred to in the main text have a period of 6 (six) months, from the date of disclosure of the corresponding processes and systems by the central depositories, for their implementation.

Art. 34. This Instruction enters into force on July 1, 2014.

Signed original by
LEONARDO P. GOMES PEREIRA
President

ANNEX 6

Request for Authorization for the Securities Registration Service

Art. 1st The request for authorization to provide securities registration services must be accompanied by the following documents and information:

I – corporate name, registration in the National Registry of Legal Entities – CNPJ, complete address of the headquarters, telephone numbers, fax, email address and website address of the institution, and signature cards of the legal representatives;

II – constituent acts and subsequent modifications, duly updated and bearing the legal formalities;

III – document intended to demonstrate that the applicant has adequate organizational, technical, operational, and financial capacity to carry out securities registration services, meeting, at a minimum, the following requirements:

a) description of the main characteristics of the computerized processes and systems used in the provision of services, with the specification of operational routines intrinsic and extrinsic to the systems, as well as the pertinent procedures and internal controls;

b) description of the structure of securities accounts;

c) summary description of security standards regarding installations, equipment, and data;

d) description of human resources allocated to the activity, with specification of the functions and positions necessary for its performance;

e) policy of segregation of functions;

f) contingency plan, file recovery systems, and database systems; and

g) copies of software licensing and development contracts, entered into between the applicant and the company owning the system or responsible for its development, in the event that the systems were not developed by the applicant;

IV – functional organizational chart of the area dedicated to securities registration, specifying the functions and responsibilities of the people who compose it and the regime of segregation of functions;

V – name and qualification of the legal representatives of the applicant;

VI – copy of the minutes of the board of directors or executive board meeting that appointed the directors responsible for compliance with the standards established in this Instruction and for the supervision of the procedures and internal controls of the securities registration services;

VII - model of the contract for the provision of securities registration services;

VIII – designation of the independent audit company registered with the CVM that must carry out the operational audit of the securities registration service to be provided, as well as a declaration of its independence from the audited institution; and

VIII – REVOKED

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

IX – report on the description, design, and operational effectiveness of the controls (type 1), issued by an independent auditor registered with the CVM, prepared in accordance with NBC TO 3402 approved by the Federal Council of Accounting.

IX – REVOKED

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