CVM Resolution 184 of May 31, 2023

The PRESIDENT OF THE SECURITY AND EXCHANGE COMMISSION OF BRAZIL – CVM makes public that the Board, in a meeting held on May 17, 2023, based on the provisions of Articles 2, item V, 8, item I, 19, and 23, § 2, of Law No. 6.385, of December 7, 1976, Law No. 8.167, of January 16, 1991, Law No. 8.313, of December 23, 1991, Law No. 8.668, of June 25, 1993, Law No. 9.491, of September 9, 1997, Law No. 9.635, of May 15, 1998, Provisional Measure No. 2.228-1, of September 6, 2001, Articles 1.368-C to 1.368-F of Law No. 10.406, of January 10, 2002, Law No. 10.735, of September 11, 2003, Law No. 10.973, of December 2, 2004, Law No. 11.196, of November 21, 2005, Law No. 11.478, of May 29, 2007, Law No. 12.431, of June 24, 2011, CMN Resolution No. 1.787, of February 1, 1991, CMN Resolution No. 2.424, of October 1, 1997, and CMN Resolution No. 2.907, of November 29, 2001, APPROVED the following Resolution:

Art. 1 The general part of CVM Resolution No. 175, of December 23, 2022, shall be effective with the following wording:

“Art. 47. ............................................................
I – updated regulation;
II – description of applicable taxation; and
III – voting policy of the class in a meeting of holders of securities, if applicable.”(NR)

“Art. 49. ............................................................
............................................................................
Sole Paragraph. If the investment policy integrates environmental, social, or governance factors into activities related to portfolio management, but does not seek to originate environmental, social, or governance benefits, the use of the terms referred to in the caput is prohibited, and the regulation must provide for the integration of said factors into the investment policy.”(NR)

“Art. 60. ............................................................
I – has an investment policy that seeks to originate environmental, social, or governance benefits; or

Art. 2 Annex Normative I of CVM Resolution No. 175, of 2022, shall be effective with the following wording:

“Subsection VIII – Individual Programmed Pension Funds - FAPI Art. 70-A. A FIF representative of an Individual Programmed Pension Fund - FAPI may be constituted, in accordance with Law No. 9.477, of July 24, 1997. Sole Paragraph. If the FAPI has different share classes, all classes must have as their purpose compliance with said law.”(NR)

“Art. 70-B. The denomination of the FAPI share class must contain the expression “Individual Programmed Pension Fund”, and the provisions of Art. 3 of this Annex Normative I shall not apply.”(NR)

Art. 3 CVM Resolution No. 175, of 2022, is hereby supplemented:
I – by Annex Normative III, which sets forth specific rules for real estate investment funds – FII, as set forth in Annex A of this Resolution; II – by Annex Normative IV, which sets forth specific rules for participation investment funds – FIP, as set forth in Annex B of this Resolution; III – by Annex Normative V, which sets forth specific rules for market index investment funds – Index Funds, as set forth in Annex C of this Resolution; IV – by Annex Normative VII, which sets forth specific rules for privatization mutual funds – FGTS – FMP–FGTS, as set forth in Annex D of this Resolution; V – by Annex Normative VIII, which sets forth specific rules for national cinematic industry financing funds – FUNCINE, as set forth in Annex E of this Resolution; VI – by Annex Normative IX, which sets forth specific rules for incentivized action mutual funds – FMAI, as set forth in Annex F of this Resolution; VII – by Annex Normative X, which sets forth specific rules for cultural and artistic investment funds – FICART, as set forth in Annex G of this Resolution;

SECURITY AND EXCHANGE COMMISSION OF BRAZIL
Rua Sete de Setembro, 111/2-5th and 23-34th Floors, Center, Rio de Janeiro/RJ – CEP: 20050-901 – Brazil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2nd, 3rd and 4th Floors, Bela Vista, São Paulo/SP – CEP: 01333-010 – Brazil - Tel.: (11) 2146-2000 VIII – by Annex Normative XI, which sets forth specific rules for investment funds linked exclusively to complementary pension plans or life insurance with survival coverage clauses, structured in the variable contribution modality – Pension Funds, as set forth in Annex H of this Resolution; IX – by Annex Normative XII, which sets forth specific rules for investment funds in credit rights constituted within the scope of the Program for Incentive to the Implementation of Projects of Social Interest – FIDC–PIPS, as set forth in Annex I of this Resolution; X – by Supplement H, which deals with the minimum informational content for the appraisal report provided for in the specific rules on FII, as set forth in Annex J of this Resolution; XI – by Supplement I, which deals with the content of the monthly report provided for in the specific rules on FII, as set forth in Annex K of this Resolution; XII – by Supplement J, which deals with the content of the quarterly report provided for in the specific rules on FII, as set forth in Annex L of this Resolution; XIII – by Supplement K, which deals with the content of the annual report provided for in the specific rules on FII, as set forth in Annex M of this Resolution; XIV – by Supplement L, which deals with the content of the four-monthly report provided for in the specific rules on FIP, as set forth in Annex N of this Resolution; and XV – by Supplement M, which deals with the content of the daily report provided for in the specific rules on FMP-FGTS, as set forth in Annex O of this Resolution.

Art. 4 Item III of Art. 13 of Annex Normative I of CVM Resolution No. 175, of December 23, 2022, is hereby repealed.

Art. 5 This Resolution enters into force on October 2, 2023.

Signed electronically by
JOÃO PEDRO BARROSO DO NASCIMENTO
President

ANNEX A TO CVM RESOLUTION NO. 184, OF MAY 31, 2023

“ANNEX NORMATIVE III – REAL ESTATE INVESTMENT FUNDS Sets forth specific rules for real estate investment funds.

CHAPTER I – SCOPE AND PURPOSE
Art. 1 This Annex Normative III to CVM Resolution No. 175 (“Resolution”) sets forth specific rules for real estate investment funds – FII.

CHAPTER II – CHARACTERISTICS AND CONSTITUTION
Section I – General Characteristics
Art. 2 The FII is intended for investment in real estate developments, in accordance with Art. 40 of this Annex Normative III.
Sole Paragraph. The FII must raise resources through the securities distribution system.

Art. 3 The share classes of FIIs must be constituted in a closed regime and may have an indefinite duration.

Art. 4 The name of the fund and its share classes, if any, must contain the expression “Real Estate Investment Fund”.

Section II – Constitution
Art. 5 If the investment policy does not allow for the application of more than 5% (five percent) of net assets in securities, the fund and its share classes may be constituted by exclusive decision of the administrator, in which case the administrator is the only provider of essential services, encompassing both fiduciary administration and portfolio management.

CHAPTER III – SHARES
Section I – Repurchase
Art. 6 Repurchases aimed at acquiring part or all of the shares of a share class must comply with the rules and operational procedures established by the entity administering the organized market in which the shares are admitted to trading.

Section II – Distribution
Art. 7 The registration request for a public distribution offer must be accompanied by the documents required by specific regulation, as well as:
I – the documents and information required in Supplement K, insofar as applicable, when it concerns the first public distribution offer of the share class, containing the appropriate updates when they concern subsequent public distribution offers; and II – the appraisal report referred to in Art. 9 of this Annex Normative III, in the case of the first public distribution offer of the share class, with the exception of the information mentioned in item 7 of Supplement H, when they are protected by confidentiality or would harm the investment strategy.

Section III – Subscription and Subscription
Art. 8 The subscription of shares shall be made in national currency, with the subscription in real estate, as well as in rights related to real estate, being admitted, provided it is provided for in the regulation.

Art. 9 The subscription in assets and rights must be made based on an appraisal report, prepared by a specialized company, in accordance with Supplement H, and approved by the shareholders' meeting. § 1 The approval of the appraisal report by the shareholders' meeting is not required when it concerns the asset(s) that constitute(s) the destination of resources of the first public distribution offer of shares. § 2 The administrator must take all precautions and act with high standards of diligence to ensure that the information contained in the appraisal report is true, consistent, correct, and sufficient, being liable for omission in this duty.

§ 3 The subscription in assets and rights must occur within the period established by the regulation or in the offer acceptance document, applying, in addition to Art. 78 of the general part of the Resolution, Art. 18 of this Annex Normative III and, insofar as applicable, Arts. 8 to 10, 89, and 98, § 2, of Law No. 6.404, of 1976.

§ 4 The appraiser must present a declaration that they do not have conflicts of interest that diminish the independence necessary for the performance of their functions.

§ 5 The appraisals carried out for the purposes of this article or Art. 40, § 3, of this Annex Normative III must also observe the accounting rules that deal with the measurement of the fair value of the assets and rights appraised.

Art. 10 The regulation may authorize the partial subscription of shares of the issuances, as well as the cancellation of the unplaced balance, observing the provisions of specific regulation that deals with primary or secondary public distribution offers of securities.

§ 1 In the case of the caput, the act that approves the issuance must stipulate a minimum value to be subscribed, which, if not reached, implies the cancellation of the public offer, observing that the minimum value cannot compromise the execution of the investment policy.

§ 2 If the minimum value referred to in § 1 is not reached, the administrator must, immediately, make a pro rata distribution among the subscribers of the financial resources received, in proportion to the shares subscribed and plus the net earnings possibly earned by the portfolio applications.

CHAPTER IV – REGULATION
Art. 11 In addition to the matters provided for in Art. 48 of the general part of the Resolution, the regulation must provide for:
I – the object of the share class, defining, clearly, the segments in which it will act, if applicable, as well as the nature of the investments that may be made, in accordance with Art. 40 of this Annex Normative III; II – the investment policy, containing, at minimum:

SECURITY AND EXCHANGE COMMISSION OF BRAZIL
Rua Sete de Setembro, 111/2-5th and 23-34th Floors, Center, Rio de Janeiro/RJ – CEP: 20050-901 – Brazil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2nd, 3rd and 4th Floors, Bela Vista, São Paulo/SP – CEP: 01333-010 – Brazil - Tel.: (11) 2146-2000 a) the description of the fundamental objective of the investments to be made (capital gain, income generation, or others, which may be combined), identifying the aspects that can only be altered with prior consent of the shareholders; b) the specification of the degree of freedom that the administrator or manager has in fulfilling the investment policy, indicating the nature of the operations that are authorized to be carried out independently of prior authorization of the shareholders; c) the assets that may compose the net assets and the investment diversification requirements; d) the possibility of carrying out operations with derivatives for the purpose of asset protection, whose exposure is always, at most, the value of the net assets; e) the possibility of acquiring real estate encumbered with real liens; and f) geographic location of the areas in which the share class may acquire real estate or rights related to them, if applicable; III – performance fee, if applicable; IV – number of shares to be issued for the constitution of the initial net assets and its division into series, if applicable; V – criteria for the subscription of shares by the same investor; VI – policy for the distribution of earnings and results; VII – obligations and responsibilities of the administrator, without prejudice to those provided for in the regulation, as well as its duties in the capacity of fiduciary owner of the real estate and rights comprising the asset portfolio; VIII – manner of convening, competence, quorum for installation and deliberation of the shareholders' meeting, as well as the forms of representation of the shareholders; IX – maximum percentage of shares that the developer, builder, and partners of a certain development that comprises the net assets of the share class may, individually or jointly with persons linked to it, subscribe or acquire in the market, indicating even the tax consequences; X – maximum period for the subscription to the net assets of assets and rights originating from the subscription of shares, if applicable;

§ 1 The regulation may establish an entry fee, in accordance with Art. 48, § 2, item XII, of the general part of the Resolution, but cannot provide for the existence of an exit fee.

§ 2 If the share class is intended for the general public, the regulation cannot contain provisions that:
I – limit the number of votes per shareholder to percentages lower than 10% (ten percent) of the total shares issued; and II – establish different limits for the exercise of the voting right for different shareholders.

CHAPTER V – SHAREHOLDERS' MEETING
Section I – Competence
Art. 12 In addition to the matters provided for in Art. 70 of the general part of the Resolution, it is exclusively within the competence of the shareholders' meeting to deliberate on:
I – except when otherwise provided for in the regulation, the alteration of the market in which the shares are admitted to trading; II – appraisal of the appraisal report of assets and rights used in the subscription of shares; III – election and removal of the shareholder representative referred to in Art. 20 of this Annex Normative III, fixing its remuneration, if any, and approving the maximum value of expenses that may be incurred in the exercise of its activity; IV – approval of acts that constitute potential conflicts of interest, in accordance with § 1 of Art. 27, Art. 31, and item IV of Art. 32, all of this Annex Normative III; and V – alteration of any matter related to the administration fee and, if the fund has a manager in the capacity of provider of essential services, to the management fee.

Section II – Convening and Installation
Art. 13 It is incumbent upon the administrator to convene the shareholders' meeting.

§ 1 The shareholders' meeting may also be convened directly by shareholders holding at least 5% (five percent) of the shares issued by the class or by the shareholder representative, observing the requirements established in the regulation.

§ 2 The first convening of the shareholders' meetings must occur:
I – with at least 30 (thirty) days in advance, in the case of ordinary meetings; and II – with at least 15 (fifteen) days in advance, in the case of extraordinary meetings.

§ 3 At the time of the ordinary meeting, holders of at least 3% (three percent) of the issued shares or the shareholder representative may request, through a written request sent to the administrator, the inclusion of matters on the agenda of the meeting, which becomes ordinary and extraordinary.

§ 4 The request referred to in § 3 must be accompanied by any documents necessary for the exercise of the informed voting right in meetings, including those referred to in § 2 of Art. 14 of this Annex Normative III, and must be sent within 10 (ten) days counted from the date of convening the ordinary meeting.

§ 5 The percentage referred to in § 3 must be calculated based on the participations recorded in the shareholder register on the date of convening the meeting.

Art. 14 The administrator must make available, on the same date of convening, all information and documents necessary for the exercise of the informed voting right in meetings:
I – on its website;
II – on the CVM website, through an electronic system available on the network or an electronic system made available by an entity that has formalized a partnership or similar instrument with the CVM for this purpose; and III – on the website of the entity administering the organized market in which the shares are admitted to trading.

§ 1 In ordinary meetings, the information referred to in the caput includes, at minimum, those referred to in Art. 36, item III, of this Annex Normative III, with the information referred to in Art. 36, item IV, being disclosed up to 15 (fifteen) days after the convening of this meeting.

§ 2 Whenever the meeting is convened to elect shareholder representatives, the information referred to in the caput includes:
I – declaration of the candidates that they meet the requirements provided for in Art. 21 of this Annex Normative III; and II – the information required in item 12.1 of Supplement K.

§ 3 If shareholders or the shareholder representative have used the prerogative of § 3 of Art. 13 of this Annex Normative III, the administrator must disclose, through the means referred to in items I to III of the caput, within 5 (five) days from the end of the period provided for in § 4 of said Art. 13, the request for inclusion of matter on the agenda, as well as the documents sent by the requesters.

Section III – Deliberations
Art. 15 Except as provided in Art. 16 of this Annex Normative III, the deliberations of the shareholders' meeting are taken by majority vote of the shareholders present, with each share having 1 (one) vote.

Art. 16 Deliberations exclusively related to the matters provided for in items II, IV, and V, of Art. 70 of the general part of the Resolution, as well as the matters provided for in items II, IV, and V of Art. 12 of this Annex Normative III, depend on approval by majority vote of the shareholders present and representing:
I – 25% (twenty-five percent), at minimum, of the issued shares, when the share class has more than 100 (one hundred) shareholders; or II – half, at minimum, of the issued shares, when the share class has up to 100 (one hundred) shareholders.

Sole Paragraph. The percentages referred to in items of the caput must be determined based on the number of shareholders indicated in the shareholder register on the date of convening the meeting, with the administrator informing in the convening notice which percentage will be applicable in meetings dealing with matters subject to deliberation by qualified quorum.

SECURITY AND EXCHANGE COMMISSION OF BRAZIL (CVM) Seven of September Street, 111/2-5th and 23-34th Floors, Center, Rio de Janeiro/RJ – ZIP: 20050-901 – Brazil - Tel.: (21) 3554-8686 Cincinato Braga Street, 340/2nd, 3rd and 4th Floors, Bela Vista, São Paulo/ SP – ZIP: 01333-010 – Brazil - Tel.: (11) 2146-2000

Art. 17. The request for representation at a unit holders' meeting, sent by the administrator via physical or electronic correspondence, or published announcement, must satisfy the following requirements:
I – contain all informative elements necessary for the exercise of the requested vote; II – allow the unit holder to exercise a vote contrary to the proposal, through the same proxy; and III – be addressed to all unit holders.

§ 1º It is permitted for unit holders who hold, individually or jointly, 0.5% (zero point five percent) or more of the total issued units to request the administrator to send a proxy request to the other unit holders of the REIT, provided that the requirements of item I of the caput are observed.

§ 2º The administrator who receives the request referred to in § 1º must forward, in the name of the requesting unit holder, the proxy request, according to the content and terms determined by the requesting unit holder, within up to 5 (five) business days of the request.

§ 3º In the cases provided for in § 1º, the administrator may require:
I – recognition of the signature of the signatory of the request; and II – a copy of the documents proving that the signatory has powers to represent the requesting unit holders, when the request is signed by representatives.

§ 4º The administrator is prohibited from:
I – requiring any other justifications for the request referred to in § 1º; II – charging for the provision of the list of unit holders; and III – conditioning the approval of the request to the fulfillment of any formalities or the presentation of any documents not provided for in § 3º.

§ 5º The costs incurred with the sending of the proxy request by the administrator on behalf of unit holders must be borne by the affected class.

Art. 18. The unit holder must exercise the right to vote in the interest of the class of units.

Art. 19. In addition to the cases provided for in § 1º of art. 78 of the general part, when all subscribers of units are co-owners of an asset with which they contributed to the issuance of units, they may vote at the unit holders' meeting that reviews the report used in the evaluation of the asset for the purposes of unit issuance, without prejudice to the responsibility referred to in § 6º of art. 8º of Law No. 6.404, of 1976.

Section IV – Representative of the Unit Holders

Art. 20. The unit holders' meeting may elect one or more representatives to exercise the functions of monitoring the undertakings or investments of the class of units, in defense of the rights and interests of the unit holders.

§ 1º The election of the unit holders' representatives may be approved by the majority of unit holders present and who represent, at minimum:
I – 3% (three percent) of the total issued units, when the class has more than 100 (one hundred) unit holders; or II – 5% (five percent) of the total issued units, when the class has up to 100 (one hundred) unit holders.

§ 2º Unless otherwise provided in the bylaws, the unit holders' representatives must be elected with a unified term of office, to end at the next unit holders' meeting that deliberates on the financial statements of the class of units, with reelection permitted.

§ 3º The function of unit holders' representative is non-delegable.

Art. 21. Only a natural or legal person who meets the following requirements may exercise the function of unit holders' representative:
I – be a unit holder of the class of units;
II – not hold a position or function in the administrator or the controller of the administrator or the manager, in companies directly controlled by them and in affiliates or other companies under common control, or provide them with advisory services of any nature; III – not hold a position or function in the entrepreneur of the real estate undertaking that constitutes the object of the class of units, or provide them with services of any nature; IV – not be an administrator, manager, or specialized consultant of other real estate investment funds; V – not be in conflict of interest with the class of units; and VI – not be prohibited by law or have been convicted of bankruptcy crime, malfeasance, bribery, extortion, embezzlement, against the popular economy, public faith or property, or criminal penalty that prohibits, even temporarily, access to public offices; nor have been sentenced to a penalty of suspension or temporary disqualification applied by the CVM.

Sole Paragraph. It is incumbent upon the already elected unit holders' representative to inform the administrator and the unit holders of supervening circumstances that may prevent them from exercising their function.

Art. 22. It is exclusively incumbent upon the unit holders' representative to:
I – monitor the acts of essential service providers and verify compliance with their legal and regulatory duties; II – issue an opinion on the proposals to be submitted to the unit holders' meeting regarding:
a) issuance of new units, except if approved in accordance with item VI of art. 29 of this Normative Annex III; and b) transformation, incorporation, merger or spin-off; III – report to the administrator and, if the administrator does not take the necessary measures to protect the interests of the class of units, to the unit holders' meeting, the errors, frauds or crimes of which they have knowledge, and suggest measures; IV – analyze, at least quarterly, the financial information of the class of units; V – examine the financial statements of the social year and issue an opinion on them; VI – prepare a report containing, at minimum:
a) description of the activities performed in the closed fiscal year; b) indication of the quantity of units of the class of units held by each of the unit holders' representatives; c) expenses incurred in the exercise of their activities; and d) opinion on the financial statements of the class of units and the form whose content reflects Supplement K, including in their opinion the complementary information they deem necessary or useful for the deliberation of the meeting; and VII – exercise these attributions during the liquidation of the class of units.

§ 1º The administrator is obliged, by means of written communication, to make available to the unit holders' representatives, within a maximum of 90 (ninety) days from the end of the social year, the financial statements and the form referred to in item "d" of item VI of the caput.

§ 2º The unit holders' representatives may request clarifications or information from the administrator, provided they relate to their monitoring function.

§ 3º The opinions and opinions of the unit holders' representatives must be forwarded to the administrator within up to 15 (fifteen) days, from the receipt of the financial statements referred to in item "d" of item VI of the caput, and, as soon as concluded, in the case of the other documents so that the administrator proceeds with disclosure in accordance with art. 61 of the general part of the Resolution and art. 38 of this Normative Annex III.

Art. 23. The unit holders' representatives must attend the meetings and respond to requests for information made by the unit holders.

Sole Paragraph. The opinions and representations, individual or joint, of the unit holders' representatives may be presented and read at the meeting, regardless of publication and even if the matter is not on the agenda.

Art. 24. The unit holders' representatives must exercise their activities with good faith, transparency, diligence and loyalty towards the class of units and the unit holders.

Sole Paragraph. The unit holders' representatives must exercise their functions in the exclusive interest of the class of units.

CHAPTER VI – PROVISION OF SERVICES
Section I – General Provisions

Art. 25. The administration of the fund is the exclusive competence of commercial banks, multiple banks with investment or real estate credit portfolios, investment banks, brokerage firms or securities distribution companies, real estate credit societies, savings banks and mortgage companies.

Sole Paragraph. The administration of the fund must be under the direct supervision and responsibility of a statutory director of the administrator, specifically designated for this purpose.

Art. 26. The administrator must provide the fund with the following services, either by providing them directly, in which case it must be qualified to do so, or indirectly, through the hiring of service providers:
I – technical department qualified to provide services for analysis and monitoring of real estate projects; and II – custody of financial assets.

§ 1º Without prejudice to its responsibility and the responsibility of the responsible director, the administrator may, in the name of the fund, hire from third parties duly qualified to provide the services indicated in this article, through deliberation of the unit holders' meeting or if provided for in the bylaws.

§ 2º Without prejudice to the possibility of hiring third parties for the management of real estate assets, the responsibility for the management of the real estate assets of the portfolio lies exclusively with the administrator, who holds their fiduciary ownership.

§ 3º The hiring of the custody service for financial assets representing up to 5% (five percent) of the net asset value of the class of units is dispensed with, provided that such assets are admitted to trading on an organized securities market or registered in a registration and financial settlement system authorized by the Central Bank of Brazil or by the CVM.

Art. 27. The administrator may hire, in the name of the fund, the following optional services:
I – primary distribution of units;
II – specialized consulting, aimed at providing support and subsidizing the activities of analysis, selection, monitoring and evaluation of real estate undertakings and other assets comprising or that may come to comprise the asset portfolio; III – specialized company to administer the leases or rentals of undertakings comprising the assets of the class of units, the exploration of the surface right, monitor and follow up on projects and the commercialization of the respective real estate and consolidate selected economic and financial data of the invested companies for monitoring purposes; and IV – market maker for the units.

§ 1º The hiring of the administrator, manager, specialized consultant or related parties for the exercise of the function of market maker must be submitted to prior approval by the unit holders' meeting.

§ 2º The costs with the hiring of third parties for the services listed below must be borne by the administrator:
I – technical department qualified to provide services for analysis and monitoring of real estate projects; II – treasury, control and asset processing activities; III – unit bookkeeping; and IV - management of the securities comprising the asset portfolio, in the event that the administrator is the only provider of essential services.

Art. 28. If the administrator is the only provider of essential services of the fund, the hiring of services must occur as provided for in arts. 83 and 85 of the general part of the Resolution.

Section II – Administration

Art. 29. It is incumbent upon the administrator, observed the provisions of the bylaws:
I – carry out all operations and perform all acts related to the object of the class of units; II – exercise all rights inherent to the ownership of the assets and rights comprising the assets of the class of units; III – open and operate bank accounts; IV – represent the class of units in court and out of court; V – request, if necessary, the admission to trading of units on an organized market; and VI – deliberate on the issuance of new units, observing the limits and conditions established in the bylaws, in accordance with item VII of § 2º of art. 48 of the general part of the Resolution.

Art. 30. In addition to the obligations set forth in art. 104 of the general part of the Resolution, it is incumbent upon the administrator:
I – select the assets and rights that will compose the assets of the class of units, in accordance with the investment policy provided for in the respective bylaws; II – arrange for the registration, at the real estate registry office, of the restrictions determined by art. 7º of Law No. 8.668, of June 25, 1993, stating in the deeds of the real estate assets and rights comprising the portfolio that such real estate assets:
a) do not form part of the administrator's assets; b) do not answer directly or indirectly for any obligation of the administrator; c) do not form part of the list of assets and rights of the administrator, for the purpose of judicial or extrajudicial liquidation; d) cannot be given as guarantee for the debt of an operation of the administrator; e) are not subject to execution by any creditors of the administrator, however privileged they may be; and f) cannot be the object of the constitution of any real encumbrances; III – ensure that the following are maintained, at its expense, updated and in perfect order:
a) the documentation related to the real estate and the operations of the fund; and b) the reports of the unit holders' representatives and the professionals or companies hired in accordance with arts. 26 and 27 of this Normative Annex III, when applicable; IV – receive earnings or any amounts due to the class; V – cover the advertising expenses of the class, except for advertising expenses during the period of unit distribution, which may be borne by the class; and VI – monitor the progress of the real estate undertakings that constitute the asset of the class.

Sole Paragraph. The custody contracts must contain a clause that:
I – stipulates that only orders issued by the administrator, the manager or their legal representatives or attorneys, duly authorized, may be accepted by the custodian institution; II – prohibits the custodian from executing orders that are not directly linked to the operations of the class; and III – clearly stipulates the price of the services.

Art. 31. Acts that characterize a conflict of interest between the class of units and the administrator, manager or specialized consultant depend on prior, specific and informed approval by the unit holders' meeting.

§ 1º The following cases are examples of conflict of interest situations:
I – the acquisition, lease, rental or exploration of the surface right, by the class of units, of real estate owned by the administrator, manager, specialized consultant or persons related to them; II – the alienation, lease or rental or exploration of the surface right of real estate comprising the assets of the class of units having as counterparty the administrator, manager, specialized consultant or persons related to them; III – the acquisition, by the class of units, of real estate owned by debtors of the administrator, manager or specialized consultant, once the default of the debtor is characterized; IV – the hiring, by the class of units, of persons related to the administrator or the manager to provide the services referred to in art. 27 of this Normative Annex III, except for the distribution of units constituting the initial assets of the class of units; and V – the acquisition, by the class of units, of securities issued by the administrator, manager, specialized consultant or persons related to them, even for the purposes mentioned in the sole paragraph of art. 41 of this Normative Annex III.

§ 2º Related persons are considered:
I – the controlling or controlled company of the administrator, the manager, the specialized consultant, their administrators and shareholders, as the case may be; II – the company whose administrators, in whole or in part, are the same as those of the administrator, manager or specialized consultant, with the exception of positions held in collegiate bodies provided for in the bylaws or internal regulations of the administrator, manager or consultant, provided that their holders do not exercise executive functions, after prior consultation with the CVM; and III – relatives up to the second degree of the natural persons referred to in items I and II.

§ 3º The acquisition, by the class of units, of real estate owned by the entrepreneur does not constitute a conflict situation, provided that it is not a related person to the administrator, the manager or the specialized consultant.

Section III – Prohibitions

Art. 32. In addition to the prohibitions provided for in art. 101 of the general part of the Resolution, it is prohibited for the portfolio manager, using the resources of the class of units:
I – grant credit in any modality;
II – provide surety, guarantee, acceptance or co-obligate in any form in the operations of the class of units; III – apply abroad resources raised in the Country; IV – except for the case of approval in a unit holders' meeting, in accordance with art. 31 of this Normative Annex III, carry out operations of the class of units when a conflict of interest situation is characterized between:
a) the class of units and the administrator, manager or specialized consultant; b) the class of units and unit holders who hold a participation corresponding to, at minimum, 10% (ten percent) of the assets of the class of units; c) the class of units and the unit holders' representative; and d) the class of units and the entrepreneur; V – constitute real encumbrances on the real estate comprising the assets of the class of units; VI – carry out operations with financial assets or operational modalities not provided for in this Normative Annex III; VII – carry out operations with shares and other securities outside of organized markets authorized by the CVM, except for the cases of public distributions, exercise of preemptive rights and conversion of debentures into shares, exercise of subscription bonuses and in cases where the CVM has granted prior and express authorization; and VIII – carry out operations with derivatives, except when such operations are carried out exclusively for the purpose of asset protection and provided that the exposure is always, at maximum, the value of the net asset value.

§ 1º The prohibition provided for in item V of the caput does not prevent the acquisition of real estate on which real encumbrances have been constituted prior to their entry into the assets.

§ 2º The class of units may lend securities and financial instruments, provided that such lending operations are carried out exclusively through a service authorized by the Central Bank of Brazil or by the CVM, as well as use them to provide guarantees for own operations.

Section IV – Remuneration

Art. 33. The remuneration for services provided by the administrator must be expressly stated in the bylaws and may include a variable portion calculated based on the performance of the class of units or a relevant indicator for the real estate market, which can be reasonably compared with the class.

§ 1º The administration fee of the class of units intended for the general public whose units are admitted to trading on an organized securities market must correspond:
I – to a percentage on the market value of the class, calculated based on the daily average of the closing quotation of the units issued by the class in the month prior to the payment of the remuneration, if such units have integrated or started to integrate, in this period, a market index, as defined in the specific rules applicable to investment funds in market indices, whose methodology provides for inclusion criteria that consider the liquidity of the units and weighting criteria that consider the financial volume of the units issued by the class of units; or II – to a percentage on the net asset value of the class, to a percentage on the earnings distributed by the class, to a percentage on the total revenue of the class of units or to the percentage mentioned in item I of this § 1º, in other cases, as defined in the bylaws.

§ 2º The collection of the variable portion mentioned in the caput (performance fee) must comply with the criteria established in the general part of the Resolution and in Normative Annex I, insofar as it does not contradict the provisions of this Normative Annex III.

§ 3º The bylaws may provide for a minimum value, in current currency, for the remuneration of the administrator mentioned in § 1º, in order to ensure that, regardless of the methodology adopted for its calculation, the expenses incurred with the services provided for the class of units are covered.

Section V – Replacement of the Administrator

Art. 34. In the event of resignation, the administrator is obliged to remain in the exercise of its functions until the registration, at the real estate registry office, in the deeds relating to the real estate assets and rights comprising the asset portfolio, of the minutes of the unitholders' meeting that elects its substitute and successor in the fiduciary ownership of these assets and rights.

§ 1º It is optional for unitholders holding at least 5% (five percent) of the issued units to convene the unitholders' meeting referred to in the main text, if the administrator does not convene it within 10 (ten) days counted from the resignation.

§ 2º The provisions of the main text apply even when the unitholders' meeting deliberates on the liquidation of the fund or the class of units, as the case may be, as a consequence of the resignation, removal, or extrajudicial liquidation of the administrator, with the meeting, in these cases, electing a new administrator to process the liquidation.

§ 3º If the general meeting of unitholders does not elect a new administrator within 30 (thirty) business days counted from the publication in the Official Gazette of the act decreeing the extrajudicial liquidation, the Central Bank of Brazil must appoint an institution to process the liquidation of the fund.

§ 4º In the situations referred to in the main text, as well as in the administrator's submission to the judicial or extrajudicial liquidation regime, the minutes of the unitholders' meeting that elects a new administrator constitute a suitable document for registration, at the Real Estate Registry Office, of the succession of the fiduciary ownership of the real estate assets comprising the assets of the class of units.

§ 5º The succession of the fiduciary ownership of a real estate asset comprising the assets of a class of units of a REIT does not constitute a transfer of ownership.

Art. 35. If the administrator resigns from its functions or enters into a liquidation process, the emoluments and other expenses related to the transfer, to its successor, of the fiduciary ownership of the real estate assets and rights comprising the asset portfolio shall be borne by it.

Section I – Periodic Information

Art. 36. The administrator must disclose the following periodic information:

I – monthly, until 15 (fifteen) days after the end of the month to which it refers, the electronic form whose content reflects Supplement I;

II – quarterly, until 45 (forty-five) days after the end of the quarter to which it refers, the electronic form whose content reflects Supplement J;

III – annually, until 90 (ninety) days after the end of the fiscal year to which they refer:
a) the audited financial statements, accompanied by the report of the independent auditor; and b) the electronic form whose content reflects Supplement K;

IV – annually, as soon as it receives, the report of the unitholders' representatives;

V – until 8 (eight) days after its occurrence, the minutes of the ordinary unitholders' meeting; and

VI – on the same day of its holding, the summary of the decisions taken at the ordinary unitholders' meeting.

§ 1º The administrator must resend the electronic form whose content reflects Supplement K updated on the date of the request for registration of the public distribution of new units.

§ 2º The closing date of the fiscal year of the class of units must be June 30 or December 31 of each year.

Section II – Event Information

Art. 37. The administrator must make available to unitholders the following documents, relating to event information about the class of units:

I – call notice, management proposal, and other documents relating to extraordinary unitholders' meetings, on the same day of their call;

II – until 8 (eight) days after its occurrence, the minutes of the extraordinary unitholders' meeting;

III – material facts;

V – on the same day of its holding, the summary of the decisions taken at the extraordinary unitholders' meeting; and

VI – within 2 (two) days, the reports and opinions received from the unitholders' representatives, with the exception of that mentioned in item IV of art. 36 of this Normative Annex III.

§ 1º For the purposes of item III of the main text, examples of potentially material facts, in addition to those provided in § 3º of art. 64 of the general part of the Resolution, are:

I – the delay in receiving any earnings that represent a significant percentage among the revenues of the class;

II – the vacancy or any other type of vacancy of the real estate properties intended for leasing or renting that may generate a significant impact on the profitability of the class;

III – the delay in the progress of works that may generate a significant impact on the profitability of the class;

IV – the filing of a lawsuit that may affect the economic-financial situation of the class; and

V – the sale or leasing of the real estate properties intended for leasing or renting, which may generate a significant impact on the profitability of the class.

§ 2º In the case of classes not listed in an organized securities market and that are, cumulatively, exclusive, dedicated exclusively to professional investors, or where all unitholders maintain a family or corporate family bond, the disclosure of the valuations referred to in item IV of the main text is optional, but must be made available to unitholders when requested.

Art. 38. The disclosure of information referred to in this Chapter must be made on the administrator's page on the worldwide computer network, in a prominent place and available for free access, and kept available to unitholders at its headquarters.

Sole Paragraph. The administrator must, furthermore, simultaneously with the disclosure referred to in the main text, send the information referred to in this Chapter to the market organizing entity

Section III – Misuse of Insider Information

Art. 39. In addition to the provisions of § 1º of art. 45 of the general part of the Resolution, for the purposes of characterizing the offense of trading with the improper use of insider information, it is presumed that the unitholders' representative who steps down from the function, possessing relevant and yet undisclosed information, makes use of such information if they trade units of the affected class within the period of 3 (three) months counted from the end of their departure from the function.

CHAPTER VIII – ASSET PORTFOLIO

Art. 40. The participation of the class of units in real estate developments may occur through the acquisition of the following assets:

I – any real rights over real estate assets;

II – shares, debentures, subscription warrants, their coupons, rights and receipts of subscription, certificates of deposit of securities, units of investment funds, promissory notes, commercial notes, and any other securities, provided they are issuers registered with the CVM and whose predominant activities are permitted for REITs;

III – shares or units of companies whose sole purpose falls within the activities permitted for REITs;

IV – certificates of additional construction potential issued based on CVM Resolution No. 84, of March 31, 2022;

V – units of participation investment funds that have as an investment policy, exclusively, activities permitted for REITs; and of investment funds in shares that invest exclusively in civil construction or the real estate market;

VI – units of other REITs;

VII – real estate receivable certificates and units of investment funds in credit rights that have as an investment policy, exclusively, activities permitted for REITs, and provided that these certificates and units have been the subject of a public offering registered with the CVM or whose registration has been waived;

IX – real estate credit notes; and

X – guaranteed real estate notes.

§ 1º When the investment of the class of units is in construction projects, it is up to the administrator, regardless of the hiring of specialized third parties, to exercise effective control over the development of the project.

§ 2º The administrator, on behalf of the REIT, may advance amounts for construction projects, provided that such resources are destined exclusively to the acquisition of the land, execution of the work, or commercial launch of the development and are compatible with its physical-financial schedule.

§ 3º The real estate, assets, and use rights to be acquired must be subject to prior valuation by the administrator, the manager, or an independent third party, observing the requirements contained in Supplement H.

§ 4º The classes of units that invest predominantly in securities must respect the application limits per issuer and per modality of financial assets established in Normative Annex I, and the rules of declassification and reclassification of the asset portfolio as established in said Annex shall apply to their administrators.

§ 5º The application limits per modality of financial assets referred to in § 4º do not apply to the investments provided for in items V, VI, and VII of the main text.

Art. 41. Once the units subject to the public offering are fully paid, the portion of the assets that, temporarily, due to the physical-financial schedule of the works contained in the prospectus, is not invested in real estate assets, must be invested in:

I – units of investment funds or fixed-income titles with liquidity compatible with the needs of the class of units; and

II – derivatives, exclusively for asset protection purposes, whose exposure is always, at most, the value of the net assets of the class of units and provided it is foreseen in the investment policy.

Sole Paragraph. The class of units may maintain a portion of its assets permanently invested in units of investment funds or fixed-income titles, to meet its liquidity needs.

CHAPTER IX – CHARGES

Art. 42. In addition to the provisions of art. 117 of the general part of the Resolution, the following expenses constitute charges of the fund:

I – performance fee, if any;

II – commissions and emoluments paid on operations, including expenses related to the purchase, sale, leasing, or renting of the real estate properties comprising its assets;

III – fees and expenses related to the activities provided for in items II to IV of art. 27 of this Normative Annex III;

IV – maximum custody fee for financial assets;

V – expenses resulting from valuations that are mandatory;

VI – expenses necessary for the maintenance, conservation, and repairs of real estate properties comprising the fund's assets; and

VII – fees and expenses related to the activities provided for in art. 20 of this Normative Annex III.

Sole Paragraph. The regulations may establish that the charges related to the admission of units to trading in an organized market must be borne by the administrator or by the subscribers of the units that will be admitted to trading.

CHAPTER X – TRANSFORMATION, INCORPORATION, MERGER, AND SPIN-OFF

Art. 43. The real estate properties comprising the portfolio of the classes of units subject to merger, incorporation, or spin-off must be valued prior to the operation, if more than 3 (three) months have elapsed between the date of the last valuation and that of the production of effects of the operation.

Art. 44. In addition to the provisions of Chapter XII of the general part of the Resolution, in the operations referred to in this Chapter, it is up to the administrator to:

II – indicate the valuation criteria adopted regarding the assets existing in the classes of units involved, as well as the impact of this valuation on the asset value of each class of units;

III – describe the criteria used to assign units to the participants of the classes of units that will result from the operations; and

IV – identify the changes in the prospectus and regulations that result from the operation.

CHAPTER XI – RESTRICTED CLASSES

Art. 45. In addition to the possibilities provided for in art. 113 of the general part of the Resolution, the class of units intended exclusively for qualified investors, provided it is foreseen in its regulations, may dispense with the preparation of a valuation report for the full payment of units in assets and rights, without prejudice to the approval of the unitholders' meeting regarding the value attributed to the asset or right.

CHAPTER XII – PENALTIES

Art. 46. In addition to the conduct provided for in art. 131 of the general part of the Resolution, it constitutes a serious offense the violation of arts. 13, § 2º; 14; 17; 18; 26, items I and II and § 2º; 30; 31; 32; 34 and 37 of this Normative Annex III, as well as of arts. 78; 83, items I to III, and 108, main text of the general part of the Resolution.”(NR)

“NORMATIVE ANNEX IV – PARTICIPATION INVESTMENT FUNDS

Provides for the specific rules for participation investment funds.

CHAPTER I – SCOPE AND PURPOSE

Art. 1º This Normative Annex IV to CVM Resolution No. 175 (“Resolution”) provides for the specific rules for participation investment funds – FIP.

CHAPTER II – CHARACTERISTICS AND CONSTITUTION

Art. 2º For the purposes of this Normative Annex IV, it is understood by:

I – AFAC: advance for future capital increase; and

II – investment in units class: a class of units that must invest at least 90% (ninety percent) of its net assets in units of other FIPs and Equity Funds – Access Market.

Sole Paragraph. The Equity Funds – Access Market referred to in item II are those referred to in art. 56, § 3º, of Normative Annex I.

Art. 3º The name of the fund and its classes of units, if any, must contain the expression “Participation Investment Fund”, added with the reference to its type, in accordance with art. 13 of this Normative Annex IV.

§ 1º If the FIP has only investment in units classes, its name may use the expression “Fund of Investment in FIP Units”.

§ 2º In the case of the name of the investment in units class, the expression “Class of Investment in FIP Units” must be used.

Art. 4º Only qualified investors may invest in the FIP.

Art. 5º The classes of units of FIPs must be constituted in a closed regime, being intended for the acquisition of:

I – shares, subscription warrants, simple debentures, commercial notes, and other titles and securities convertible or exchangeable into shares issued by open or closed companies;

III – units of other FIPs; and

IV – units of Equity Funds – Access Market.

§ 1º The class of units must participate in the decision-making process of its investee companies, with effective influence on the definition of their strategic policy and management, except for the investment in units classes.

§ 2º The class of units may carry out AFAC in the companies that make up its portfolio, provided that:

I – it has an investment in shares of the investee company on the date of carrying out the AFAC;

II – the possibility is expressly provided for in its regulations, including the limit of the subscribed capital of the class that may be used to carry out the AFAC;

III – any form of repentance of the AFAC by the investing class is prohibited; and

IV – the AFAC is converted into a capital increase of the investee company in, at most, 12 (twelve) months.

§ 3º The class of units may acquire credit rights that are not listed in the main text, provided they are issued by companies or investee societies.

§ 4º The investment in limited liability companies, in accordance with the main text, must observe the provisions of art. 14 of this Normative Annex IV, including regarding the limit of annual gross revenue of the investee.

§ 5º The investing classes are obliged to consolidate the applications of the invested classes, including for the purposes of calculating portfolio concentration limits, except for applications in units of classes managed by third parties not linked to the administrator or the manager of the investing class.

§ 6º The investment in units of classes of the “Multi-strategy” type must observe the limit referred to in the main text of art. 12 of this Normative Annex IV, without prejudice to the hypothesis provided for in art. 17, § 2º, of this Normative Annex IV.

§ 7º The class of units may invest in the companies referred to in the main text through instruments that confer the right to acquire corporate participation, regardless of the moment of the effective injection of resources, such as purchase option contracts or subscription of shares or units,

Art. 6º The participation of the class of units in the decision-making process of the investee company may occur exemplarily:

I – by holding shares that integrate the respective control block;

II – by the celebration of a shareholders' agreement; or

III – by the celebration of any contract, agreement, legal transaction, or adoption of another procedure that ensures effective influence on the definition of its strategic policy and management, including through the indication of members of the board of directors.

Sole Paragraph. Participation in the decision-making process of the investee company is waived when:

I – the investment in the company is reduced to less than half of the originally invested percentage and comes to represent a share lower than 15% (fifteen percent) of the share capital of the investee; or

II – the book value of the investment has been reduced to zero and there is approval by the unitholders' meeting.

Art. 7º The requirement of effective influence on the definition of the strategic policy and management of the investee companies referred to in § 1º of art. 5º of this Normative Annex IV does not apply to the investment in investee companies listed in a special trading segment of securities, instituted by a stock exchange or by an organized over-the-counter market entity, aimed at the access market, which ensures, through a contractual bond, stricter corporate governance standards than those required by law, provided it corresponds to up to 35% (thirty-five percent) of the subscribed capital of the class.

§ 1º The limit referred to in the main text will be 100% (one hundred percent) during the period of application of the resources, established in up to 6 (six) months counted from each of the events of full payment of units provided for in the investment commitment.

§ 2º If the limit established in the main text is exceeded for reasons beyond the manager's will, and such declassification persists until the end of the following month, the administrator must:

COMMISSION OF SECURITIES AND EXCHANGE
Sete de Setembro Street, 111/2-5th and 23-34th Floors, Center, Rio de Janeiro/RJ – ZIP: 20050-901 – Brazil - Tel.: (21) 3554-8686 Cincinato Braga Street, 340/2nd, 3rd and 4th Floors, Bela Vista, São Paulo/ SP – ZIP: 01333-010 – Brazil - Tel.: (11) 2146-2000

I – communicate to the CVM immediately the occurrence of passive disqualification, with the appropriate justifications, as well as a forecast for requalification; and II – communicate to the CVM the requalification of the portfolio, at the moment it occurs.

Art. 8. The closed companies referred to in Art. 5 of this Normative Annex IV must follow the following governance practices:
I – prohibition of issuance of beneficiary shares and non-existence of these titles in circulation; II – establishment of a unified mandate of up to 2 (two) years for the entire board of directors, when existing; III – availability to shareholders of contracts with related parties, shareholders' agreements, and stock option programs or other titles or securities issued by the company; IV – adherence to an arbitration chamber for the resolution of corporate conflicts; V – in the case of obtaining registration of an open company in category A, commit, before the investor class, to adhere to a special segment of a market organizer entity that ensures, at minimum, differentiated corporate governance practices provided for in items I to IV; and VI – annual audit of its financial statements by independent auditors registered with the CVM.

CHAPTER III – REGULATIONS

Art. 9. In addition to the matters set forth in Art. 48 of the general part of the Resolution, the regulations of the FIP must provide for:
I – rules and criteria for setting the deadline for applications from each subscription of shares; II – rules and criteria regarding the restitution of capital to shareholders or extension of the term provided for in item I, in the event that the investment is not realized within the established deadline, observing the provisions of Art. 11, § 5, of this Normative Annex IV;

III – the maximum custody fee, expressed as an annual percentage of the net asset value of the share class (base 252 days); IV – information to be made available to shareholders, its periodicity and method of disclosure, without prejudice to the information provided for in Art. 26, item I, of this Normative Annex IV; V – possibilities of share amortization and distribution of earnings, with the respective conditions; VI – political and economic rights of each sub-class of shares, if applicable; VII – duration of the share class and conditions for possible extensions; VIII – indication of possible conflicts of interest existing at the time of constitution of the share class; IX – the possibility of carrying out operations in which providers of essential services act as counterparties, observing, furthermore, the provisions of Art. 27 of this Normative Annex IV; X – decision-making process for the realization of investments and divestments; XI – treatment to be given to rights arising from the portfolio assets, including but not limited to earnings, dividends and interest on equity capital and the form of distribution or reinvestment of these rights; XII – possibility of using assets and rights, including credits and securities, in the subscription and amortization of shares, as well as in the liquidation of the share class, with the establishment of detailed and specific criteria for the adoption of these procedures, observing the provisions of Art. 20, §§ 4 to 6, of this Normative Annex IV; and XIII – limits for expenses inherent to the constitution, merger, incorporation, spin-off, transformation or liquidation of the share class.

§ 1. If the fund has different share classes, the matters provided for in the items of the main text must be regulated in the descriptive annex of the class to which they refer, as well as in the appendix of the share sub-class to which they refer, as the case may be.

§ 2. The investment policy must indicate the assets that may compose its portfolio and contain an explanation of any concentration and illiquidity risks of these assets, including with regard to the possibility of carrying out AFAC, as provided for in Art. 5, § 2, of this Normative Annex IV.

§ 3. The carrying out of operations with derivatives is prohibited, except when such operations:
I – are carried out exclusively for the purpose of asset protection of the share class; or II – involve call or put options on shares of companies that make up the asset portfolio, for the purpose of:
a) adjusting the acquisition price of the company with the consequent future increase or decrease in the quantity of shares invested; or b) alienate these shares in the future as part of the divestment strategy.

Art. 10. The share class that obtains direct financial support from development agencies is authorized to borrow loans or financing directly from the development agencies, limited to the amount corresponding to 30% (thirty percent) of the assets of the respective portfolio.

§ 1. The exercise of the faculty provided for in the main text is only permitted after obtaining the formal commitment of financial support from development agencies, which implies the realization of investments or the granting of loans or financing in favor of the share class.

§ 2. For the purposes of the provisions of the main text, development agencies are considered to be multilateral organizations, development agencies or development banks that possess resources from contributions and fully paid shares predominantly with budgetary resources of one or more governments, national or foreign, and whose control is governmental or multi-governmental.

CHAPTER IV – PORTFOLIO

Art. 11. The share class must maintain, at minimum, 90% (ninety percent) of its net assets invested in the assets provided for in Art. 5 of this Normative Annex IV.

§ 1. Except for the share classes referred to in Arts. 14 and 16 of this Normative Annex IV, the investment in debentures and other non-convertible debt titles is limited to a maximum of 33% (thirty-three percent) of the total subscribed capital.

§ 2. The limit established in the main text is not applicable during the period for application of resources, established in accordance with Art. 9, item I, of this Normative Annex IV, for each of the share subscription events provided for in the investment commitment.

§ 3. The administrator must communicate to the CVM, by the end of the next business day following the end of the period referred to in § 2, the occurrence of disqualification, with the appropriate justifications, also informing the requalification of the portfolio, as soon as it occurs.

§ 4. For the purposes of verifying the qualification provided for in the main text, the following values must be added to the assets provided for in Art. 5 of this Normative Annex IV:
I – intended for the payment of fund expenses, limited to 5% (five percent) of the subscribed capital; II – resulting from divestment operations:
a) in the period between the date of actual receipt of resources and the last business day of the 2nd month subsequent to such receipt, in cases where the resources are reinvested in assets provided for in Art. 5 of this Normative Annex IV; b) in the period between the date of actual receipt of resources and the last business day of the month subsequent to such receipt, in cases where the resources are not reinvested in assets provided for in Art. 5 of this Normative Annex IV; or c) while linked to guarantees given to the buyer of the divested asset. III – to be received resulting from the sale on credit of the assets provided for in Art. 5 of this Normative Annex IV; and IV – applied in public bonds with the objective of constituting a guarantee for project financing contracts with financial institutions.

§ 5. If the disqualification from the limit established in the main text persists for a period longer than the period for application of resources, established in accordance with Art. 9, item I, of this Normative Annex IV, the manager must, within 10 (ten) business days counted from the end of the period for application of resources:
I – requalify the portfolio; or

II – request the administrator to return the values that exceed the established limit to the shareholders who have fully paid the last capital call, without any earnings, in the proportion by them fully paid.

Art. 12. The share class may invest up to 33% (thirty-three percent) of its subscribed capital in assets abroad, provided that such assets have the same economic nature as the assets referred to in Art. 5 of this Normative Annex IV.

§ 1. For the purposes of this Normative Annex IV, an asset abroad is considered to be one where the issuer has:
I – headquarters abroad; or
II – headquarters in Brazil and assets located abroad that correspond to 50% (fifty percent) or more of those contained in its financial statements.

§ 2. For the purposes of this Normative Annex IV, an asset is not considered to be abroad if the issuer has headquarters abroad and assets located in Brazil or gross revenue calculated in Brazil that correspond to 90% (ninety percent) or more of those or that contained in its financial statements.

§ 3. For the purposes of the provisions of §§ 1 and 2, the individual, separate or consolidated financial statements must be considered, prevailing that which best represents the economic essence of the business for the purposes of the said classification.

§ 4. The verification regarding the conditions set forth in §§ 1 and 2 must be carried out at the time of investment in assets of the issuer.

§ 5. The investments referred to in the main text may be carried out indirectly, through other funds or investment companies abroad, regardless of their form or legal nature.

§ 6. The participation of the class in the decision-making process of the investee abroad, with effective influence on the definition of its strategic policy and its management, must be ensured by the FIP manager in Brazil and may occur through the administrator or manager of the intermediary vehicle used for the investment abroad.

§ 7. The minimum corporate governance requirements provided for in Art. 8 of this Normative Annex IV must be complied with by the investees abroad, except for the necessary adaptations resulting from the regulation of the jurisdiction where the investment is located.

CHAPTER V – CLASSIFICATION
Section I – General Provisions

Art. 13. Regarding the composition of its portfolio, each share class of the FIP must configure one of the following types:
I – Seed Capital;
II – Emerging Companies;
III – Infrastructure;
IV – Economic Production Intensive in Research, Development and Innovation (R&D); or V – Multi-strategy.

Sole Paragraph. The classes intended for application in companies whose main activity is innovation, in accordance with Law No. 10.973, of December 2, 2004, must contain, in their denomination, the expression “Innovation”.

Section II – Seed Capital

Art. 14. The companies invested by the “Seed Capital” type class:
I – must have annual gross revenue of up to R$ 20,000,000.00 (twenty million reais), calculated in the social year ending in the year prior to the first contribution of the class, without having presented revenue higher than this limit in the last 3 (three) social years; and II – are exempt from following the governance practices provided for in Art. 8 of this Normative Annex IV.

§ 1. In cases where, after the investment is made, the annual gross revenue of the invested company exceeds the limit referred to in item I, the investee must, within 2 (two) years counted from the date of closing of the social year in which it presents annual gross revenue higher than the said limit:
I – comply with the provisions of Art. 8, items III, V and VI, of this Normative Annex IV while its annual gross revenue does not exceed R$ 400,000,000.00 (four hundred million reais); or II – fully comply with Art. 8 of this Normative Annex IV, if its revenue exceeds the amount referred to in item I.

§ 2. The annual gross revenue referred to in item I of the main text and in item I of § 1 must be calculated based on the consolidated financial statements of the issuer.

§ 3. The invested companies referred to in the main text cannot be controlled, directly or indirectly, by a company or group of companies, de facto or de jure, that presents total assets higher than R$ 100,000,000.00 (one hundred million reais) or annual gross revenue higher than R$ 150,000,000.00 (one hundred and fifty million reais) at the closing of the social year immediately prior to the first contribution of the class.

§ 4. The provisions of § 3 do not apply when the invested company is controlled by another share class of FIP, provided that the financial statements of this class are not consolidated in the financial statements of any of its shareholders, in which case the invested company will be subject to the rules contained in § 3.

§ 5. If the Seed Capital type class is not qualified as an investment entity, in accordance with specific accounting regulation, the companies invested by it must have their annual financial statements audited by independent auditors registered with the CVM, the exemption provided for in Art. 8, item VI, of this Normative Annex IV not applying, as provided for in item II of the main text.

Section III – Emerging Companies

Art. 15. The companies invested by the “Emerging Companies” type class:
I – must have annual gross revenue of up to R$ 400,000,000.00 (four hundred million reais), calculated in the social year ending in the year prior to the first investment, without having presented revenue higher than this limit in the last 3 (three) social years; and II – are exempt from following the governance practices referred to in Art. 8, items I, II and IV, of this Normative Annex IV.

§ 1. In cases where, after the investment is made, the annual gross revenue of the invested company exceeds the limit referred to in item I of the main text, the invested company must comply with the governance practices referred to in Art. 8 of this Normative Annex IV, within a period of up to 2 (two) years, counted from the date of closing of the social year in which it presents annual gross revenue higher than the said limit.

§ 2. The annual gross revenue referred to in item I of the main text must be calculated based on the consolidated financial statements of the issuer.

§ 3. The invested companies cannot be controlled, directly or indirectly, by a company or group of companies, de facto or de jure, that presents total assets higher than R$ 320,000,000.00 (three hundred and twenty million reais) or annual gross revenue higher than R$ 400,000,000.00 (four hundred million reais), at the closing of the social year immediately prior to the first contribution of the class.

§ 4. The provisions of § 3 do not apply when the company is controlled by another share class of FIP, provided that the financial statements of this class are not consolidated in the financial statements of any of its shareholders, in which case the invested company will be subject to the rules contained in § 3.

Section IV – Infrastructure and Economic Production Intensive in Research, Development and Innovation (R&D)

Art. 16. The share classes of the “Infrastructure” and “R&D” types must maintain their net assets invested in shares, subscription bonuses, debentures, convertible or non-convertible into shares, or other titles issued by joint-stock companies, open or closed, in accordance with Art. 5 of this Normative Annex IV, which develop, respectively, infrastructure projects or economic production intensive in research, development and innovation in the national territory, in the sectors of:
I – energy;
II – transport;
III – water and basic sanitation;
IV – irrigation; and
V – other areas considered priorities by the Federal Executive.

§ 1. For the purpose of the provisions of the main text, projects implemented after January 22, 2007, must be considered.

§ 2. The following are also considered projects for the purposes of the main text:
I – projects of economic production intensive in research, development and innovation implemented from the validity of Law No. 12.431, of June 24, 2011, by specific companies created for this purpose and that comply with the regulation of the competent Ministry; and II – expansions of existing projects, implemented or in the process of implementation, provided that the investments and the results of the expansion are segregated through the constitution of a specific purpose company.

§ 3. The Infrastructure and R&D share classes have a period of 180 (one hundred and eighty) days, counted from the date of the first subscription of shares, to start their activities and to qualify at the minimum investment level established in Art. 11 of this Normative Annex IV, observing, furthermore, the provisions of the main text.

§ 4. The period provided for in § 3 also applies to the reversal of any disqualification resulting from the closure of a project that has been invested.

§ 5. Each “Infrastructure” and “R&D” share class must have, at minimum, 5 (five) shareholders, with each shareholder not being able to hold more than 40% (forty percent) of the issued shares or earn earnings higher than 40% (forty percent) of the earnings of the class.

§ 6. The FIP dissemination material, including prospectus, if any, must highlight the tax benefits of the fund and shareholders, if applicable, and the conditions that must be observed for the maintenance of these benefits.

Section V – Multi-strategy

Art. 17. The “Multi-strategy” type class is that which does not fit into the other classifications, by admitting investment in different types and sizes of invested companies.

§ 1. The “Multi-strategy” share class is entitled to the exemptions referred to in the:
I – Art. 14, item II, of this Normative Annex IV, when investing in companies that present annual gross revenue in accordance with Art. 14, item I, of this Normative Annex IV, and provided that it fully observes the other provisions applicable to the “Seed Capital” type classes; and II – Art. 15, item II, of this Normative Annex IV, when investing in companies that present annual gross revenue in accordance with the provisions of Art. 15, item I, of this Normative Annex IV, and provided that it fully observes the other provisions applicable to the “Emerging Companies” type classes.

§ 2. The “Multi-strategy” type class intended exclusively for professional investors may invest up to 100% (one hundred percent) of its capital in assets issued or traded abroad, provided that:
I – there is express provision in its regulations regarding the possibility of investment in assets abroad and the respective maximum percentage of subscribed capital that may be allocated; and II – its regulations are explicit with regard to the exclusive participation of professional investors.

CHAPTER VI – SHARES

Art. 18. In the event that the regulations prohibit the transfer or negotiation of shares in secondary markets, the shares are exempt from the bookkeeping registration provided for in Art. 15 of the general part of the Resolution, with its ownership presumed by the registration of the shareholder in the “Register of Registered Shares” or the deposit account for shares opened in the name of the shareholder, maintained under the control of the administrator.

Art. 19. The regulations may attribute to one or more sub-classes of shares distinct economic-financial rights, exclusively with regard to:
I – the setting of administration and management fees; and II – the order of preference in the payment of earnings, amortizations or the liquidation balance of the share class.

§ 1. The share classes intended exclusively for professional investors or those referred to in Art. 10 of this Normative Annex IV may attribute to one or more sub-classes of shares distinct economic-financial rights beyond those provided for in items I and II of the main text.

§ 2. The issuance of shares of the same sub-class may be divided into series, with the specific purpose of establishing, for each series, different dates for subscription and amortization and remuneration.

Art. 20. The subscription and full payment of shares must comply with the terms and conditions stipulated in the regulations.

§ 1. Within 10 (ten) business days counted from the full payment of the shares, the shareholder must receive a payment receipt regarding the respective full payment, which will be issued by the administrator or the institution responsible for the bookkeeping of the shares.

§ 2º The subscription may be carried out through a list or subscription form, which must contain:
I – the name and qualification of the subscriber; II – the number of units subscribed, the total amount to be paid by the subscriber, and the respective deadline; and III – the subscription price.

§ 3º The subscription may be made by means of a letter addressed to the administrator, observing the provisions of this article.

§ 4º The payment of units with the assets referred to in art. 5º of this Normative Annex IV is admitted.

§ 5º When applying resources in companies that are in the process of judicial or extrajudicial recovery, or in financial restructuring, duly approved by the competent bodies of the company, the payment of units in goods or rights, including credits, is admitted, provided that such goods and rights are linked to the recovery or restructuring process of the invested company.

§ 6º The fair value of the assets used in the payment of units must be backed by an appraisal report, which must be prepared by an independent specialized company, in accordance with the accounting standard approved by the CVM on fair value measurement, when dealing with the situations provided for in § 5º.

CHAPTER VII – UNIT HOLDERS’ MEETING
Section I – Competence
Art. 21. In addition to the matters provided for in art. 70 of the general part of the Resolution, it is exclusively within the competence of the unit holders’ meeting to deliberate on:
I – the request for information by unit holders, observing § 1º of art. 26 of this Normative Annex IV; II – the approval of acts that constitute a potential conflict of interest between the class of units and its administrator or manager, and between the class of units and any unit holder or group of unit holders holding more than 10% (ten percent) of the subscribed units, without prejudice to the provisions of art. 78, § 2º, of the general part of the Resolution;

III – the payment of charges not provided for in art. 117 of the general part of the Resolution and in art. 28 of this Normative Annex IV; and IV – the approval of the appraisal report on the fair value of assets used in the payment of units referred to in art. 20, § 6º, of this Normative Annex IV.

Sole paragraph. The bylaws may establish other matters within the competence of the unit holders’ meeting.

Section II – Deliberation
Art. 22. Without prejudice to the bylaws being able to establish other matters subject to a qualified quorum, the deliberations regarding the matters provided for in arts. 21, items II, III, and IV, and 27 of this Normative Annex IV and of arts. 70, items II to V; 74, 76, § 1º; 96, § 1º, and 97 of the general part of the Resolution depend on the approval of unit holders representing at least half of the subscribed units, if a higher quorum is not fixed in the bylaws.

Sole paragraph. If the bylaws do not provide that the portfolio management reaches the use of assets to provide surety, guarantee, acceptance, or any other form of risk retention, as per art. 86, § 1º, of the general part of the Resolution, the measure depends on the approval of unit holders representing at least 2/3 (two thirds) of the subscribed units.

Art. 23. Unit holders who have been called to pay for the subscribed units and who are in default on the date of the meeting’s convocation do not have the right to vote on the respective unsubscribed and unpaid portion, and the bylaws may impose additional penalties, including the impediment to vote on the total of the paid units.

Art. 24. The unit holder must exercise the right to vote in the interest of the class of units.

CHAPTER VIII – PROVISION OF SERVICES
Section I – Obligations
Art. 25. In addition to the obligations set out in art. 104 of the general part of the Resolution, it is incumbent upon the administrator:
I – to receive dividends, bonuses, and any other income or values attributed to the class of units; and

II – to keep the securities and financial instruments forming part of the asset portfolio in custody with an entity authorized by the CVM to carry out the activity.

§ 1º The hiring of custody services is waived for investments in:
I – shares, subscription warrants, non-convertible debentures, or other securities or financial instruments convertible or exchangeable into shares issued by closed companies; II – securities or financial instruments representing participation in limited liability companies; and III – assets referred to in art. 11, § 4º, item I, of this Normative Annex IV, provided that such assets are admitted to trading on an organized market or registered in a financial asset registration and settlement system authorized by the Central Bank of Brazil or by the CVM.

§ 2º To use the waivers referred to in items I and II of § 1º, the administrator must ensure the adequate safeguarding of these assets, which includes carrying out the following activities:
I – receive, verify, and keep custody of the documentation that evidences and proves the existence of the underlying assets; II – take steps to ensure that the documentation proving the assets is kept updated and in perfect order, at its own expense; and III – collect and receive, on behalf of the class of units, rents and any other payments related to the custodied assets.

Art. 26. In addition to the obligations set out in art. 105 of the general part of the Resolution, it is incumbent upon the manager:
I – to provide unit holders, according to the content and periodicity set out in the bylaws, with periodic updates of the studies and analyses that allow for the monitoring of investments made, objectives achieved, return prospects, and identification of possible actions that maximize investment results; II – to sign shareholders’ agreements in invested companies; III – to maintain effective influence in defining the strategic policy and in the management of the invested company, as provided for in § 1º of art. 5º, and to ensure the governance practices referred to in art. 8º, both of this Normative Annex IV; and

IV – to take steps to ensure that the minutes books of meetings of advisory councils, technical committees, and investment committees are kept updated and in perfect order, at its own expense.

§ 1º Whenever information is requested in the manner of item I of the main text, essential service providers may submit the issue for prior appreciation by the unit holders’ meeting, taking into account the interests of the class of units and other unit holders, as well as any potential conflicts of interest regarding technical knowledge and the companies in which the class has invested, in which case the unit holders who requested the information are barred from voting.

§ 2º If the manager hires a related party as an essential service provider for the exercise of the market maker function, the hiring must be submitted for prior approval by the unit holders’ meeting, as per § 2º of art. 85 of the general part of the Resolution.

Section II – Prohibitions
Art. 27. In addition to the prohibitions provided for in art. 101 of the general part of the Resolution, unless approved by the unit holders’ meeting, it is prohibited to apply resources in companies in which participate:
I – the administrator, the manager, the members of committees or councils, and unit holders holding units representing 5% (five percent) of the investing class’s equity, their partners and respective spouses, individually or jointly, with a percentage higher than 10% (ten percent) of the voting or total share capital; or II – any of the persons mentioned in the previous item who:
a) are involved, directly or indirectly, in the financial structuring of the issuance operation of securities to be subscribed, including in the capacity of placement agent, coordinator, or guarantor of the issuance; or b) are part of the boards of directors, advisory, or supervisory boards of the company to be invested, before the first investment by the investing class.

§ 1º Unless approved by the meeting, it is prohibited to carry out operations in which the class of units appears as a counterparty to the persons mentioned in item I of the main text, as well as to other investment funds or securities portfolios managed by an essential service provider.

§ 2º The provisions of § 1º do not apply when the administrator or manager of the fund act:

I – as administrator or manager of invested classes or in the capacity of counterparty to the class of units, with the exclusive purpose of carrying out the cash and liquidity management of the class; and II – as administrator or manager of an invested class, provided that it is expressed in the bylaws and when carried out through a class of units that invests, at least, 95% (ninety-five percent) in a single class.

CHAPTER IX – CHARGES
Art. 28. In addition to the charges set out in art. 117 of the general part of the Resolution, the bylaws may provide for the following expenses as charges:
I – performance fee;
II – maximum custody fee;
III – charges with loans contracted in the name of the class of units; IV – insurance premiums; and V – inherent to the holding of committee or council meetings, within limits established in the bylaws.

CHAPTER X – DISCLOSURE OF INFORMATION
Art. 29. The administrator must send to the unit holders, to the organized market administrator entity where the units are admitted to trading, if applicable, and to the CVM, through a system available on the worldwide computer network, the following information:
I – every four months, within 15 (fifteen) days after the end of the civil four-month period to which they refer, the information referred to in Supplement L; II – every six months, within 150 (one hundred and fifty) days after the end of the semester to which it refers, the composition of the portfolio, discriminating the quantity and type of securities and financial instruments that make it up; III – annually, within 150 (one hundred and fifty) days after the end of the fiscal year to which they refer, the financial statements of the fund and, if they exist, of its classes of units, accompanied by the reports of independent auditors;

IV – on the same day of its convocation, the convocation notice and other documents related to unit holders’ meetings; and V – within 8 (eight) days after its occurrence, the minutes of the unit holders’ meeting.

Sole paragraph. The semi-annual information referred to in item II of the main text must be sent to the CVM based on the fund’s fiscal year.

Art. 30. The administrator is responsible for preparing and disclosing the financial statements, and must define the accounting classification of the class of units as an investment entity or not, and carry out the adequate recognition, measurement, and disclosure of the value of investments, as provided for in specific regulation.

§ 1º The administrator, without exempting itself from its responsibilities for preparing the financial statements, may use information from third parties to carry out the accounting classification of the class of units or to determine the fair value of its investments.

§ 2º When using information from third parties, as per § 1º, the administrator must, through reasonable efforts and within the scope of its duty of diligence, obtain the necessary comfort regarding the adequacy of such information obtained.

§ 3º If the manager participates in the fair value assessment of investments, the following rules must be observed:
I – the manager must possess an evaluation methodology established based on consistent and verifiable criteria; II – the remuneration of the administrator or manager cannot be calculated based on the result of the fair value adjustment of investments not yet alienated; and III – the performance fee, or any other type of performance-based remuneration based on the return of the class of units, can only be received upon the distribution of income to unit holders.

Art. 31. In the event of a change in the fair value of investments that materially impacts the equity of the class of units, and the corresponding accounting recognition of this change, in the case where the class is qualified as an investment entity, the administrator must:
I – make available to unit holders, within 5 (five) business days after the date of accounting recognition:

a) a report, prepared by essential service providers, with the justifications for the change in fair value, including a comparison between the premises and estimates used in the current and previous evaluations; and b) the effect of the new evaluation on the result of the fiscal year and on the equity calculated on an interim basis; and II – prepare the financial statements of the class of units for the period between the start of the fiscal year and the respective date of accounting recognition of the effects of the new measurement, if:
a) new units of the same class are issued within 10 (ten) months after the accounting recognition of the effects of the new evaluation; b) the units of the same class are admitted to trading on organized markets; or c) there is approval by a majority of the units present at a unit holders’ meeting convened at the request of the unit holders of the class whose equity was revalued.

§ 1º The financial statements referred to in item II of the main text must be audited by independent auditors registered with the CVM and sent to unit holders and to the CVM within 90 (ninety) days after the date of accounting recognition of the effects of the new measurement.

§ 2º The preparation of the financial statements referred to in § 1º is waived when they end 2 (two) months before the date of the end of the fiscal year, unless there is approval by the unit holders gathered in a meeting, as per item “c” of item II.

CHAPTER XI – PENALTIES AND PENALTY CLAUSE
Art. 32. In addition to the conduct provided for in art. 131 of the general part of the Resolution, a serious violation is considered to be the violation of arts. 4º; 5º; 7º; 8º; 11; 12; 14 to 17; 21, 66; 72 and 118 of the general part of the Resolution; and 26, § 2º; 27; 29; and 31 of this Normative Annex IV.

CHAPTER XII – TRANSITIONAL PROVISIONS
Art. 33. The companies invested by the Mutual Investment Funds in Emerging Companies issuers of assets that still form part of the portfolio of the FIP may receive new contributions and are exempt from observing:

I – the exercise of effective influence in their management, as provided for in arts. 5º and 6º of this Normative Annex IV; and II – the compliance with the provisions of art. 8º of this Normative Annex IV, except for the provisions in item VI.

Sole paragraph. The investment classes in units originating from the Mutual Investment Funds in Emerging Companies cannot have their duration extended while adopting the waivers provided for in the main text.

Art. 34. The investment classes in units originating from Investment Funds in Units of Investment Funds in Participations that have obtained registration of operation until August 31, 2016, are exempt from observing the typification established in art. 13 of this Normative Annex IV, provided that they maintain, at least, 90% (ninety percent) of their equity applied in units of FIP or Equity Funds – Access Market.

Art. 35. The limit referred to in the main text of art. 11 of this Normative Annex IV is not applicable to classes of units originating from funds in operation before May 12, 2011, and that, from that date:
I – did not carry out new capital calls; or
II – carried out new capital calls with the exclusive purpose of paying charges.”(NR)

ANNEX C TO CVM RESOLUTION NO. 184, OF MAY 31, 2023

“NORMATIVE ANNEX V – INDEX FUNDS

Establishes specific rules for index market investment funds.

CHAPTER I – SCOPE AND PURPOSE
Art. 1º This Normative Annex V to CVM Resolution no. 175 (“Resolution”) establishes the specific rules for index market investment funds – index funds.

CHAPTER II – CHARACTERISTICS AND CONSTITUTION
Art. 2º The index fund is intended for application in a portfolio of financial assets that aims to reflect the variations and return of a reference index, for an indefinite period.

§ 1º For the purposes of this Normative Annex V, reference index is the specific market index recognized by the CVM to which the investment policy is associated.

§ 2º The recognition of the reference index by the CVM considers, at a minimum, the following criteria:
I – indices whose complete calculation methodology is not made available free of charge and through the worldwide computer network, including its composition, the weights of each financial asset, the rebalancing criteria and its frequency, and other parameters necessary for its replication, are not accepted; II – indices whose calculation methodology does not include predetermined rules and objective criteria are not admitted; III – the frequency of index rebalancing cannot prevent investors from being able to replicate it; IV – the index cannot be subject to retroactive adjustments; V – the chosen index must represent a clear and unique investment objective, without conditions; VI – indices whose provider is a related party to the administrator or manager are not accepted;

VII – indices whose provider receives payments from potential issuers for their inclusion as components are not accepted; VIII – the index performance must be public, widely disseminated, and easily accessible through the worldwide computer network; and IX – indices that represent multiples of other indices, the inverse of these indices, or still multiples of their inverse are not accepted.

§ 3º The composition, the weights of each financial asset, and other parameters that allow the replication of the index may be disclosed retrospectively after each index rebalancing, with the deadline being the date of the subsequent rebalancing.

§ 4º For the purposes of item V of the main text, conditions are understood to be any clauses or rules that imply, under certain circumstances, that the index performance does not reflect the return of the theoretical asset portfolio.

Art. 3º The constitution of classes of units is prohibited:
I – leveraged;
II – inverse, which aim to reflect a performance opposite to that of the reference index; or III – synthetic, which aim to reflect the performance of the reference index through derivative contracts, except through positions in futures markets provided for in this Normative Annex V.

Art. 4º The name of the fund and its classes of units, if any, must contain the expression “Index Fund” and the identification of the reference index.

Art. 5º The class of units must be constituted in an open regime, for an indefinite period, and may be intended for the general public, regardless of whether the index pursued is national or foreign.

Sole paragraph. The units must be admitted to trading in the secondary market, through an organized securities market administrator entity.

Art. 6º In addition to the documents and information required in art. 10 of the general part of the Resolution, the request for registration of operation of the fund and, if applicable, of each class of units, must be accompanied by the following information and documents:
I – the address of the fund’s electronic page on the worldwide computer network;

SECURITIES COMMISSION OF BRAZIL
Rua Sete de Setembro, 111/2-5º and 23-34º Floors, Center, Rio de Janeiro/RJ – ZIP: 20050-901 – Brazil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2nd, 3rd and 4th Floors, Bela Vista, São Paulo/ SP – ZIP: 01333-010 – Brazil - Tel.: (11) 2146-2000

II – declaration by the entity administering the organized securities market communicating the approval of the request for admission of shares to trading, conditioned solely on obtaining registration with the CVM, and committing to comply with the obligations set forth in art. 19 of this Normative Annex V; and

III – declaration of no objection to the constitution of the share class by the institution responsible for calculating the index, in case they are shares distinct from those mentioned in item II of the caput.

Sole paragraph. The declaration referred to in item II of the caput may be sent directly by the entity administering the organized securities market.

CHAPTER III – PROVISION OF SERVICES

Art. 7. It is prohibited to charge any performance fee to unitholders or to the share class.

Art. 8. In addition to the prohibitions set forth in art. 101 of the general part of the Resolution, it is prohibited for the administrator to practice the following acts:

I – contract or effect loans, except as provided in arts. 29 and 43 of this Normative Annex V, without prejudice to arts. 113, item V, and 122, item II, letter “a”, item 3, of the general part of the Resolution;

II – carry out operations with shares outside an organized securities market, except in the following cases:

a) subscription in public distributions; b) exercise of preemptive rights; and c) operations previously authorized by the CVM; and

III – practice any act in the capacity of a shareholder that could prevent the trading of shares on a stock exchange.

CHAPTER IV – SHARES

Art. 9. The custodian that provides services to an organized market in which the shares are listed must provide the share registry service provider, within the timeframe and conditions existing for the stock market, information regarding the ownership of the shares under its custody.

Art. 10. The net asset value of the share is the result of dividing the net asset value of the fund, the share class, or the sub-share class, as applicable, by the number of shares existing at the close of the day, determined based on the same criteria used to calculate the closing value of the reference index.

Art. 11. The shares of the share class may be subject to lending and guarantee.

§ 1. The shares referred to in the caput must be deposited in securities depositories authorized by the CVM, and the unitholder must authorize, previously and expressly, the carrying out of operations of this nature.

§ 2. The rules in force for the lending of securities apply, where applicable, to the lending of shares.

Art. 12. Subject to the regulations and specific procedures provided for in this Chapter, the portfolio established for the subscription or redemption of shares may contain:

I – financial assets that compose the reference index;

II – national currency;

III – a portion not exceeding 5% (five percent) of the amount involved in the operation, including financial assets that are not part of the reference index; and

IV – a portion not exceeding 20% (twenty percent) of the amount involved in the operation, including financial assets that are not part of the reference index, but are of the same nature as those, albeit of different issuances, only in the case of share classes that seek to reflect the variations and profitability of fixed-income indices.

§ 1. Financial assets of the same nature are understood to be those that possess the same level of risk for a similar return expectation, by presenting similarities regarding remuneration, the issuer's credit risk, liquidity risk, and the date of maturity or due date.

§ 2. In the subscription of shares, it is optional for the administrator to accept that more than 1 (one) investor delivers, simultaneously, portfolios of assets that, together, fit within the proportion established in the portfolio by the manager, in which case, the number of shares attributable to each investor must be calculated proportionally to the market value of the portfolios delivered.

§ 3. With the objective of adjusting the portfolio to the reference index, and in accordance with the provisions of the regulations, the administrator may accept or deliver, in the subscription or redemption of shares, individual financial assets or national currency.

§ 4. In the case of § 3, and if there are requests for subscription or redemption of shares that exceed the need for portfolio adjustment, the acceptance or delivery of financial assets must be allocated among unitholders, based on the quantity of the financial asset offered or demanded by each one.

§ 5. The scenario described in § 3 shall only be admitted if, for the financial assets subject to the operation, a consistent mark-to-market is performed and verifiable according to the evaluation and accounting appropriation criteria and other requirements contained in the Investment Funds Accounting Plan – COFI, issued by the CVM.

§ 6. The subscription and redemption of shares must be carried out without charging any fee or expense, except for entry and exit fees, if applicable, and the expenses provided for in § 7 of this article.

§ 7. In the scenario provided for in item II of the caput, expenses arising from subscription or redemption in national currency must be:

I – calculated per subscription or redemption operation; and

II – charged directly to the unitholder who made the resources available for subscription or who requested the redemption.

§ 8. The subscription and redemption of shares must be carried out within the respective timeframes set forth in the regulations, which cannot be longer than necessary for the settlement of purchase and sale operations of the financial assets accepted in the subscription or redemption portfolios of the shares.

§ 9. Changes in the composition of portfolios accepted for subscription or redemption must be disclosed to the market, in the manner of item VIII of art. 31 of this Normative Annex V, before the opening of trading of shares, and changes are prohibited during trading hours.

§ 10. As established in the regulations, during the period of suspension of share subscription referred to in art. 16 of this Normative Annex V, redemptions may be carried out based on the ideal fraction of the portfolio.

§ 11. In the process of subscription or redemption of shares, coupons, rights, and subscription receipts related to those financial assets may be added, to the financial assets referenced in the caput, eventually existing in the portfolio at the time of the request for subscription or redemption, as established in the regulations.

Art. 13. The regulations may establish minimum and maximum lots of financial assets for the issuance or redemption of shares, based on the portfolio established by the manager.

Art. 14. Both in the issuance and redemption of shares, the net asset value determined at the close of the day of its request must be used.

Art. 15. The regulations may establish the possibility of amortization of shares, considering such as the payment to all unitholders of a portion of the net asset value of their shares.

Art. 16. The administrator may suspend the subscription of shares for a determined period, between 5 (five) business days before and 5 (five) business days after the date of change in the composition of the index to which the investment policy is associated, and the regulations must provide for the procedures to be adopted in this regard.

§ 1. It is optional for the administrator to suspend the subscription of shares whenever there is a suspension of the secondary trading of shares, as provided in art. 20 of this Normative Annex V.

§ 2. The suspension of share subscription must be considered a relevant fact.

CHAPTER V – TRADING IN THE SECONDARY MARKET

Art. 17. It is incumbent upon the entities administering the organized securities market to adopt additional rules and procedures to this Normative Annex V.

Art. 18. It is prohibited for the portfolio manager to exercise the function of market maker for the shares of funds under its management.

Art. 19. It is incumbent upon the entity administering the organized market in which the shares are admitted to trading:

I – communicate to the CVM the date of the first trading of shares in the secondary market;

II – observe special procedures in the case of trading of shares in quantities or prices significantly different compared to previous periods or with the reference index, in accordance with current regulations for the trading of shares, equating, for this purpose, the shares to preferred shares; and

III – disclose, through its trading and information system, the same information on prices and volume that it discloses for other listed assets, as well as the following additional information:

a) convening of unitholders’ meeting; b) relevant facts; and c) daily, the information provided for in items I to III of the caput of art. 27 of this Normative Annex V, communicating to the market and the CVM if the limits established therein are exceeded.

Art. 20. The CVM and the entity administering the organized market in which the fund’s shares are admitted to trading may determine the temporary suspension of the trading of shares in the secondary market.

Sole paragraph. The suspension of trading of shares in the secondary market must be considered a relevant fact.

Art. 21. The secondary public offering of shares depends on prior authorization from the competent Superintendency.

Sole paragraph. The request for authorization for the secondary public offering of shares must be accompanied by:

I – declaration that the share class contracted an institution part of the distribution system to act in the offering, if applicable;

II – information on the quantity of shares to be offered, their unit value, and other conditions and relevant information about the secondary public offering; and

III – justification for the price used in the distribution.

CHAPTER VI – REGULATIONS

Art. 22. In addition to the matters set forth in art. 48 of the general part of the Resolution, the regulations of the index fund must provide for:

I – the reference index to which the investment policy is associated, as well as the basic characteristics of this index;

II – the entity administering the organized market in which the shares are admitted to trading;

III – rules related to advertising, including characteristics of the prospectus, if any;

IV – the information that can be obtained on the fund’s website on the world wide web;

V – the possibility for the administrator, or related parties, to trade the shares, and under what conditions; and

VI – the possibility and conditions for the use of the financial assets that compose the portfolio for asset lending operations.

Sole paragraph. For the purposes of this Normative Annex V, related parties are considered:

I – companies in which the administrator or manager, their controllers, administrators, or dependents thereof, hold an administrative position or that, individually or together, participate in a percentage greater than 10% (ten percent) of the share capital; and

II – the controllers, employees, and agents of essential service providers, as well as their dependents.

CHAPTER VII – UNITHOLDERS’ MEETING

Section I – Competence

Art. 23. In addition to the matters provided for in art. 70 of the general part of the Resolution, it is exclusively within the competence of the unitholders’ meeting to deliberate on:

I – the amortization of shares and the distribution of results, if not provided for in the regulations;

II – change in investment policy;

III – increase in the custody fee;

IV – change in the address of the fund’s website on the world wide web;

V – alterations in the contract between the institution owning the index and the administrator, if any, if these alterations result in an increase in expenses for the share class; and

VI – other alterations in the regulations that are not the result of decisions regarding items II to IV of the caput.

Art. 24. Modifications to the regulations resulting from deliberations of the meeting shall enter into force from the date of filing with the CVM of the following documents:

I – list of unitholders present at the meeting;

II – copy of the meeting minutes; and

III – copy of the regulations, consolidating the alterations made.

Sole paragraph. The filing referred to in the caput must be made within 5 (five) business days, counted from the date of the holding of the meeting.

Section II – Convocation

Art. 25. The meeting must be convened by notice sent to the entity administering the organized market in which the fund’s shares are admitted to trading and published on the fund’s website on the world wide web.

Art. 26. The unitholders’ meeting must be convened by the administrator, annually, until June 30 of each year, to deliberate on the matter provided for in item I of § 1 of art. 48 of the general part of the Resolution.

Sole paragraph. The ordinary unitholders’ meeting may only be held after the disclosure, with a minimum advance notice of 15 (fifteen) days, on the fund’s website on the world wide web, of the accounting statements relating to the fiscal year, which must also be made available to unitholders at the administrator’s headquarters.

Art. 27. The unitholders’ meeting must also be convened by the administrator, at its expense, within 15 (fifteen) days, whenever:

I – an adherence error is verified, calculated as the population standard deviation of the differences between the daily percentage variation of the share and the percentage variation of the closing value of the reference index over the last 60 (sixty) trading days, exceeding 2 (two) percentage points, provided that such adherence error is not reclassified within the limit of 2 (two) percentage points until the 15th (fifteenth) consecutive business day following the date of verification of the respective adherence error;

II – the difference between the accumulated profitability of the share class and the closing value of the reference index, over a period of 60 (sixty) trading days, is greater than 2 (two) percentage points, provided that such profitability difference is not reclassified within the limit of 2 (two) percentage points until the 15th (fifteenth) consecutive business day following the date of verification of the respective profitability difference; or

III – the difference between the accumulated profitability of the share class and the closing value of the reference index over a period of 12 (twelve) months is greater than 4 (four) percentage points, provided that such profitability difference is not reclassified within the limit of 4 (four) percentage points until the 30th (thirtieth) consecutive business day following the date of verification of the respective profitability difference.

§ 1. In the case of share classes that seek to reflect the variations and profitability of fixed-income indices, the percentage limits referred to in items I to III of the caput shall be 1 (one) percentage point, 1 (one) percentage point, and 2 (two) percentage points, respectively.

§ 2. The events referred to in the items of the caput must be disclosed immediately, with the first disclosure regarding items I and II being made after 60 (sixty) trading days have elapsed from the date of listing of the shares in an organized securities market, while the first disclosure regarding item III must be made after 12 (twelve) months have elapsed from that date.

§ 3. The meeting referred to in the caput must have the following items on its agenda:

I – explanations, by the manager, of the reasons that, in their understanding, motivated the adherence error or the profitability difference, which must also be disclosed on the fund’s website on the world wide web, with a minimum advance notice of 15 (fifteen) days before the holding of the meeting, and maintained for 30 (thirty) days after its holding; and

II – deliberation on the liquidation or not of the share class and substitution or not of the administrator, the manager, or both, an item on which related parties to the administrator or manager, as applicable, cannot vote.

§ 4. Meetings convened due to the conditions provided for in the caput must have a minimum interval of 30 (thirty) days, in the case of maintenance of the manager, and of 90 (ninety) days, if the previous meeting decided on its substitution.

Section III – Deliberation

Art. 28. The deliberations of the unitholders’ meeting, which must be installed with the presence of at least 1 (one) unitholder or legal representative, are taken by the criterion of the majority of the shares held by those present, with 1 (one) vote attributed to each share.

§ 1. The matters provided for in items II and III of the caput of art. 23 of this Normative Annex V and items II and IV of art. 70 of the general part of the Resolution must be approved by the vote of unitholders who hold the absolute majority of the shares, with related parties to an essential service provider being impeded from voting when it concerns deliberation on their dismissal.

§ 2. The quorum set forth in § 1 of this article is not mandatory in deliberations regarding the following matters:

I – liquidation of the share class and substitution of the manager, according to the scenario provided for in art. 27, § 3, item II, of this Normative Annex V; and

II – substitution of the administrator resulting from their resignation or deregistration, in accordance with art. 108 of the general part of the Resolution.

Section IV – Direct Representation

Art. 29. The unitholder may exercise the right to vote directly in the general meeting of holders of the securities belonging to the portfolio, for which they must manifest their intention to the administrator within the timeframe established in the regulations, with the minimum advance notice necessary for the effective execution of the operation.

§ 1. It is incumbent upon the administrator to provide the unitholder with the free loan, exempt from rental fees, of the securities necessary for the exercise of the right to vote, promoting the transfer thereof with the entity responsible for its custody, by means of the pledge of their own shares.

§ 2. The shares pledged in the manner of § 1 of this article may serve simultaneously for the pledge of more than one loan of securities.

§ 3. The quantity of securities to be lent, in the manner of § 1 of this article, must be calculated based on the proportion of shares held by the applicant in relation to the assets held by the share class at the end of the day of the manifestation of interest in exercising the right to vote.

§ 4. The unitholder must return to the share class the lent securities within 1 (one) business day after the holding of the meeting, and may not alienate their shares given as guarantee.

§ 5. The administrator may require the unitholder to reimburse any direct costs incurred on the loan, provided that these costs are previously disclosed, in the manner of item IX of art. 31 of this Normative Annex V.

§ 6. The regulations may provide that, in exceptional cases, and exclusively in the maximum period of 5 (five) business days preceding the alteration of the official composition of the theoretical portfolio of the reference index, the lending of securities referred to in this article may be partially restricted, provided that such restriction is limited to the portion of the securities held by the share class whose lending may cause significant damage to its objective.

§ 7. In the case of § 6, the administrator must disclose, through the fund’s homepage on the world wide web, the email addresses registered in the manner of item III of art. 31 of this Normative Annex V, and the information disclosure system of the entity administering the organized market in which the shares are traded, a list with the identification and quantity of the securities held by the fund of the share class that are not being made available for lending in the manner of this article, and must, furthermore, justify the reasons why such securities will not be available, as provided for in § 6 of this article.

CHAPTER VIII – DISCLOSURE OF INFORMATION

Section I – Fund’s Website on the World Wide Web

Art. 30. The main means of disclosure of information of the fund is its website on the world wide web.

Art. 31. The administrator must maintain a page of the fund at an address on the world wide web, in Portuguese, which must contain information on the following topics, for each share class, as well as any other information considered relevant:

I – description of factors that may affect the adherence of the performance of the share class to that of the index;

II – presentation of essential service providers, including contact telephone number and their experience;

III – a section allowing the unit holder to register their electronic correspondence address to receive information about the fund, as well as the availability of an electronic correspondence address for the fund that allows communication between the administrator and the unit holders;

IV – the full text of contracts established between the fund and third parties in the manner of the sole paragraph of art. 80 of the general part of the Resolution and, if applicable, of § 6º of art. 41 of this Normative Annex, the existence of which must be highlighted on the fund's page on the worldwide computer network;

V – presentation of brokerage and emolument expenses on an annual basis, in the form of the percentage of the total value debited to the share class relative to its average net asset value in the fiscal year;

VI – specification, in a highlighted and clear manner, of the fees and other expenses of the share class;

VII – the contact telephone number and electronic correspondence address of the CVM;

VIII – updated and detailed conditions for share subscription and redemption, comprising minimum and maximum investment or divestment limits, as well as minimum values for staying in the share class;

IX – in a highlighted manner, the conditions for carrying out the lending of securities referred to in art. 29 of this Normative Annex, including information on deadlines and costs;

X – results distribution policy, comprising payment deadlines and conditions;

XI – risks involved;

XII – qualitative description of the components of the remuneration of the institution owning the index;

XIII – applicable taxation to the share class and its unit holders;

XIV – portfolio composition, updated daily;

XV – methodology for calculating the underlying index, observing the provisions of §§ 6º and 7º of this article;

XVI – information on ongoing public offerings;

XVII – information on ongoing secondary distributions;

XVIII – list of market makers authorized to trade the shares;

XIX – a specific section for statistical data, accessible from the fund's initial page on the worldwide computer network, which must contain, at minimum:

a) comparative table of the daily evolution of the net asset value per share, the net asset value of the share class, as well as the value of the underlying index since the date of start of operation of the class until the date of the last available share;

b) table containing the monthly profitability of the share class compared to the underlying index, containing at least the last 24 (twenty-four) months;

c) graph of the evolution of the accumulated profitability of the share class compared to the underlying index, since admission for trading in an organized securities market until the last available share; and

d) information relating to items I, II and III of the caput of art. 27 of this Normative Annex, including the number of business days elapsed since the start of the deviation, indicating along with this information the possibility of holding a unit holders' meeting in case of excessive adherence error; and

XX – annual fund report, within a period of up to 60 (sixty) days, counted from the closing of the fiscal year to which it refers, which must contain the following:

a) accounting statements, accompanied by the report of the independent auditor;

b) portfolio analysis in view of the adopted strategy and the objectives of the investment policy;

c) presentation of performance, comprising the information contained in item XIX of the caput;

d) explanations regarding any adherence error or profitability difference, in accordance with art. 27 of this Normative Annex;

e) administration fees in current currency and as a percentage of net asset value; and

f) other information that the administrator deems relevant.

§ 1º The fund's initial page must contain, according to the standard format defined by the CVM:

I – the following statements in a highlighted manner: "The authorization for the sale and trading of fund shares does not imply, by the CVM, guarantee of the truthfulness of the information provided or judgment on the quality of the fund or its administrator"; and

II – under the information of item “a” of item XIX of the caput and, in bold, a shortcut to the section of the CVM's electronic page on the worldwide computer network containing the registration of regulated entities with the statement “Click here to enter the CVM site and confirm that this is a registered fund”.

§ 2º The fund's electronic page on the worldwide computer network may have a section in a foreign language, provided that the content of this section does not diverge from the content in Portuguese and the part in the foreign language does not contain more information than that in Portuguese.

§ 3º Electronic communication between the administrator and the unit holders made through the electronic correspondence address referenced in item III of the caput must be maintained by the administrator for a period of at least 5 (five) years.

§ 4º The administrator must ensure that the information regarding this article is disclosed in a continuous and updated manner, and that the fund's page on the worldwide computer network has technical access capacity compatible with the number of unit holders of the fund.

§ 5º The exchange of the fund's electronic page on the worldwide computer network is considered a relevant fact.

§ 6º The disclosure of the index calculation methodology must cover:

I – criteria for inclusion and exclusion of assets;

II – frequency of rebalancing;

III – changes in relation to the methodology previously established by the index provider; and

IV – composition, weights of each financial asset and other parameters necessary for the replication of the index.

§ 7º The information provided for in item IV of § 6º of this article may be disclosed up to 3 (three) months after the date to which they refer.

Art. 32. The administrator must disclose, daily, to the market administrator entity in which the shares are listed, the net asset value per share, the portfolio composition and the value of its net asset value.

Sole paragraph. Disclosure of intraday estimates of the indicators contained in the caput is permitted, provided that the calculation methodology of these estimates is disclosed on the fund's electronic page on the worldwide computer network, and is in accordance with the provisions of arts. 10 and 40 of this Normative Annex.

Art. 33. Unit holders must be notified of their positions by the custody service provider or by the share registration service provider, in accordance with current legislation for the stock market.

Sole paragraph. Unit holders who subscribe or redeem shares must receive written notification containing, at minimum, date, number of shares and value of the operation.

Art. 34. The administrator must send to the CVM, through an electronic system available on the worldwide computer network, the following information:

I – daily:

a) net asset value per share;

b) net asset value of the share class; and

c) value of share issuances and redemptions carried out on the day;

II – monthly, within a period of 15 (fifteen) days after the closing of the month to which they refer:

a) statements of portfolio composition and diversification; and

b) trial balance; and

III – annually, within a period of 90 (ninety) days counted from the closing of the fiscal year to which they refer, the accounting statements of the fund and, if existing, of its share classes, accompanied by independent audit opinions.

Section II – Index Fund Disclosure Material

Art. 35. The information provided about the fund or any disclosure material must not be inconsistent with the content of the fund's electronic page on the worldwide computer network, with its bylaws or with the annual report sent to the CVM.

Art. 36. Any information, disclosed by any means, must contain the address of the fund's electronic page on the worldwide computer network and mention, prominently, that the page is the form of official disclosure of fund information.

Art. 37. In addition to the provisions of art. 56 of the general part of the Resolution, any information in which reference is made to the fund's profitability must obligatorily:

I – cover, at minimum, the last 3 (three) years or the period since its constitution, if more recent;

II – be accompanied by the profitability of the reference index for the same period;

III – be accompanied by the value of the arithmetic mean of the sum of its net asset value calculated on the last business day of each month, in the last 3 (three) years or since its constitution, if more recent; and

IV – inform, if applicable, the incidence of entry or exit fees and expenses arising from subscription or redemption in current currency, clarifying how they are calculated.

CHAPTER IX – ACCOUNTING STATEMENTS

Art. 38. The accounting period of the fund and its share classes, if any, is 1 (one) year and ends on March 31 of each year.

Art. 39. The accounting statements must be made available to any interested party who requests them from the administrator, within a period of 60 (sixty) days after the closing of the accounting period.

Art. 40. The accounting statements must observe the Accounting Plan for Investment Funds – COFI issued by the CVM.

CHAPTER X – PORTFOLIO

Art. 41. In order to reflect the variation and profitability of the reference index, and observing the provisions of art. 27 of this Normative Annex, the share class must maintain 95% (ninety-five percent), at minimum, of its applied assets in:

I – financial assets that make up the reference index;

II – net position in futures contracts; and

III – shares of other index funds that seek to reflect the variations and profitability of the reference index of the investing class.

§ 1º During the period between the official disclosure of the first preliminary update of the new composition of the reference index and 1 (one) month after its effective change of composition, it is permitted for the manager, as defined in the bylaws, to adjust the portfolio composition, and the same must, during this period, act in a manner to ensure that the profitability of the share class does not deviate from the variation of the reference index.

§ 2º When distributing dividends related to the financial assets underlying the portfolio, the administrator must, whenever possible, follow the same policy used in the calculation of the reference index, and may, if applicable, redistribute these dividends or distribute earnings directly to unit holders.

§ 3º To achieve the objective provided for in § 2º of this article, the share class whose investment policy is associated with a stock index that considers the reinvestment of dividends from the moment of their declaration may trade the credits related to any declared dividends that have not yet been effectively paid.

§ 4º Exceptional cases of portfolio deviation must be justified in writing to the CVM within a maximum period of 5 (five) business days, counted from the date of its occurrence.

§ 5º The total of the guarantee margins required from the share class in its derivatives operations cannot exceed 20% (twenty percent) of its net asset value.

§ 6º It is authorized to enter into a total return swap contract (“swap”), with daily financial adjustment settlement clause, between the share class and third parties that has as its object of negotiation the difference in variation of profitability between the class and the reference index.

§ 7º The contract referred to in § 6º of this article, as well as any modifications agreed upon during its validity period, must be previously approved by the CVM, disclosed in full on the fund's electronic page on the worldwide computer network, in the manner of item IV of art. 31 of this Normative Annex, and registered in an organized securities market.

§ 8º The end of the validity of the contract referred to in § 6º of this article must be disclosed at least 30 (thirty) days in advance, being considered a relevant fact.

§ 9º The following financial assets are admitted for the purpose of composing the reference index:

I – securities whose public offering has been submitted to registration or exempted from registration at the CVM or, when traded abroad, at the regulatory body of its jurisdiction;

II – federal public bonds;

III – shares of index investment funds traded abroad, provided they are registered with the regulatory body of their jurisdiction, and observe the criteria and prohibitions provided for in §§ 2º to 4º of art. 2º of this Normative Annex; and

IV – other financial assets, by nature or equivalence, in accordance with art. 2º of Normative Annex I.

§ 10. The futures contracts provided for in the caput must be traded on a commodities and futures exchange and have settlement guarantee by a market infrastructure operator entity authorized by the CVM or by the Central Bank of Brazil to carry out the clearing and settlement of operations.

§ 11. In the case of share classes that seek to reflect the variations and profitability of fixed income indices, financial assets that are not part of the reference index, but that are of the same nature as those, but of different issuances, limited to 20% (twenty percent) of the net asset value of the class, will be admitted.

Art. 42. The excess resources from the minimum application fixed in art. 41 of this Normative Annex may be invested in:

I – federal public bonds;

II – fixed income bonds issued by financial institutions;

III – shares of “Simple”, “Short Term” or “Referenced” fixed income investment funds;

IV – repurchase operations backed by federal public bonds;

V – derivatives operations distinct from that provided for in item II of art. 41 of this Normative Annex, carried out in an organized securities market, exclusively for the administration of risks inherent to the portfolio or the underlying financial assets, observing the limit fixed in § 5º of art. 41 of this Normative Annex;

VI – financial assets with liquidity not included in the reference index; and

VII – shares of other index funds.

Art. 43. The share class may carry out lending operations of the assets that make up its portfolio, as regulated by the CVM and according to the limit and conditions established in the bylaws.

§ 1º The lending operations referred to in the caput must have a fixed term for the return of assets.

§ 2º The administrator must honor the payment of redemptions, as well as meet the lending requests formulated based on § 1º of art. 29 of this Normative Annex, if there are no securities available in sufficient quantity, due to having been lent or given as collateral by the share class, and it is not possible to recover them in time.

CHAPTER XI – CHARGES

Art. 44. In addition to the provisions of art. 117 of the general part of the Resolution, the bylaws may provide for the possibility that expenses related to administration and management fees and royalties due for the use of the reference index are appropriated to their own account and paid exclusively based on the revenues earned by the share class through securities lending operations or other extraordinary revenues.

Sole paragraph. In the case of use of the facility provided for in the caput, the aforementioned revenues may be used, at the administrator's discretion, to pay the other charges of the share class, as well as to correct any adherence errors between the portfolio and the underlying market index.

CHAPTER XII – INCORPORATION, MERGER, SPIN-OFF, TRANSFORMATION, LIQUIDATION AND CLOSING OF THE FUND

Art. 45. Only incorporation and merger operations between share classes that have as investment policies the same reference index are permitted.

Art. 46. The fund's share class of the index fund can only be transformed into a financial investment fund share class, observing Normative Annex I of this Resolution.

Art. 47. Spin-off will be admitted only in the event of the creation of share classes, which follow new reference indices, composed solely of part of the financial assets of the original reference index.

Art. 48. It is permitted for the unit holder holding shares whose value is lower than that of the standard lot defined in art. 13 of this Normative Annex to demand cash redemption in case of liquidation of the share class.

CHAPTER XIII – CERTIFICATES OF DEPOSIT OF INDEX FUND SHARES TRADED ABROAD

Section I – Definitions and General Characteristics

Art. 49. For the purposes of this Chapter, it is understood by:

I – administrator: legal entity that represents the index fund whose shares serve as collateral for the issuance of BDR-ETF, regardless of the structure of the investment vehicle;

II – certificates of deposit of index fund shares – BDR-ETF: certificates representing shares of index funds admitted to trading in organized securities markets abroad, issued by a depositary institution in Brazil;

III – share: ideal fraction of the net asset value of the index fund that serves as collateral for the issuance of BDR-ETF, such fraction being a share, a fund share or any similar unit;

IV – custodian institution: the institution headquartered abroad, authorized by a body similar to the CVM to provide custody services; and

V – depositary institution: the institution that issues, in Brazil, the corresponding deposit certificate, based on the index fund shares custodied abroad.

Art. 50. BDR-ETF can only be collateralized by shares of index funds admitted to trading in organized securities markets and custodied in countries whose regulatory bodies have entered into a cooperation agreement with the CVM regarding consultation, technical assistance and mutual assistance for the exchange of information, or are signatories of the multilateral memorandum of understanding of the International Organization of Securities Commissions – IOSCO.

§ 1º It is admitted that the shares be custodied and traded in different countries, provided that the regulatory bodies of both countries meet the requirement established in the caput.

§ 2º If the shares that serve as collateral for the issuance of BDR-ETF are traded in more than one country, the provisions of the caput apply to the country in which the shares have the highest trading volume.

§ 3º The CVM may determine the adjustment or cancellation of issuances of certificates collateralized by shares admitted to trading or custodied in countries whose regulatory body is, or comes to be considered by the CVM, as non-cooperative, for the purposes of mutual assistance for the exchange of information.

§ 4º The issuance of BDR-ETF collateralized by shares of index funds not identified by an ISIN – International Securities Identification Number code is prohibited.

Art. 51. The administrator of the index fund whose shares serve as collateral for the issuance of BDR-ETF is not responsible for providing the information provided for in this Normative Annex, but the BDR-ETF program cannot be carried out without its express consent.

Sole paragraph. The depositary institution must enter into a contract with the administrator that ensures the availability of the information that must be disclosed in accordance with this Normative Annex.

Art. 52. The index funds whose shares serve as collateral for the issuance of BDR-ETF and their respective reference indices must observe the criteria and prohibitions provided for in §§ 2º to 4º of art. 2º of this Normative Annex.

Art. 53. The index funds whose shares serve as collateral for the issuance of BDR-ETF are exempt from registration with the CVM and their shares cannot be the object of distribution by public offering in Brazil.

Art. 54. BDR-ETF can be traded in an unorganized over-the-counter market or in specific segments for Level I BDR of a market administrator entity of organized securities markets.

Art. 55. The acquisition of BDR-ETF is permitted to:

I – any investors, if:

a) the shares underlying the deposit certificates have as their trading market with the highest volume one of the foreign stock exchanges classified as “recognized market” in the regulation of the market administrator entity of securities markets approved by the CVM; and

b) the issuer of the shares that serve as collateral for BDR-ETFs is subject to supervision by the capital market regulatory entity of the "recognized market"; and II – qualified investors, as defined in specific regulations, in other cases. § 1º Organized securities market administrative entities that maintain trading segments for BDR-ETFs must establish alert mechanisms regarding the risks inherent to the assets traded therein, especially regarding the fact that it is a fund not registered with the CVM and subject to accounting standards and legislation different from those in force in Brazil. § 2º The acceptance of orders for the trading of BDR-ETFs by intermediaries is conditioned:
I – to proof of the investor's classification under at least one of the conditions established in the items of the main text; and II – to the verification of the compatibility of the investment in BDR-ETFs with the investor's profile, in accordance with CVM Resolution No. 30, of May 11, 2021.
Section II – Information to be Provided by the Depositary Institution
Art. 56. The depositary institution must disclose, in Brazil, all information regarding the index fund whose disclosure is mandatory in its country of origin.
§ 1º The depositary institution must also maintain or inform about the webpage on the World Wide Web where the following information must appear, mandatorily:
I – qualification of essential service providers; II – qualification of the custodian and the depositary; III – organized securities market administrative entities where the shares and BDR-ETFs are admitted for trading; IV – regulations or documents of a similar nature; V – description of the reference index to which the investment policy is associated, including its calculation methodology, as provided for in Art. 31, §§ 6º and 7º, of this Normative Annex V; VI – investment policy, target audience, management goals and objectives, including specific information on how the fund tracks variations and the performance of the reference index, COMISSÃO DE VALORES MOBILIÁRIOS Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 whether by full replication of the index portfolio composition or by portfolio composition optimization methods; VII – risks involved, including a description of factors that may affect the adherence of the fund's performance to the index; VIII – statistical data, containing, at minimum:
a) comparative table of the daily evolution of the share net asset value, net equity, as well as the value of the underlying index since the start of the fund's operations until the date of the last available share; b) table containing the monthly performance of the share class compared to the underlying index, containing at least the last 24 (twenty-four) months; c) graph of the evolution of accumulated performance of the share class compared to the underlying index, from admission for trading in an organized securities market until the last available share; and d) information relating to items I, II and III of the main text of Art. 27 of this Normative Annex V, including the number of business days elapsed since the start of disqualification, observing the provisions of §§ 1º and 2º of such provision; IX – relevant facts related to BDR-ETFs involving the custodian or the depositary institution; X – main rights and responsibilities of BDR-ETF holders, the administrator, the manager, the custodian and the depositary institution; XI – administration, entry and exit fees, whose calculation parameters must be clearly defined and highlighted; XII – profit distribution policy; XIII – if applicable, highlight regarding the possibility of the fund entering into a contract with the content provided for in § 6º of Art. 41 of this Normative Annex V; XIV – qualitative description of the components of remuneration to the institution owning the index; XV – taxation applicable to BDR-ETF holders; XVI – fund portfolio composition, updated daily;

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 XVII – information about public offerings of the shares that serve as collateral for BDR-ETFs; XVIII – section that allows the BDR-ETF holder to register an electronic correspondence address to receive information; XIX – electronic correspondence address of the depositary institution that allows communication with BDR-ETF holders; XX – other information considered relevant for the investment decision in BDR-ETFs; and XXI – procedures to be followed by the depositary institution in case of discontinuation of the program, in accordance with Art. 62 of this Normative Annex V. § 2º The homepage on the electronic page maintained by the depositary institution on the World Wide Web must contain, according to the standard format defined by the CVM:
I – the following statements in a prominent manner: "The authorization for the sale and trading of certificates of deposit of index fund shares does not imply, by the CVM, guarantee of the truthfulness of the information provided or judgment on the quality of the fund or its legal representative"; and II – below the information in item I of § 2º of this article, and in bold, a shortcut to the section of the CVM's webpage on the World Wide Web that contains the registry of regulated entities with the statement “Click here to enter the CVM website and confirm that the BDR-ETF program was the object of registration”. § 3º Electronic communications between the depositary institution and BDR-ETF holders made in accordance with items XIX and XX of the main text must be kept by the administrator for a period of, at minimum, 5 (five) years. § 4º The depositary institution must ensure that the information referred to in this article is disclosed continuously and updated, and that the fund's webpage on the World Wide Web has technical capacity for simultaneous access compatible with the number of BDR-ETF holders. § 5º The exchange of the fund's webpage on the World Wide Web is considered a relevant fact, in accordance with item IX of the main text. § 6º The disclosure of the information referred to in this article must occur:

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 I – in the language of the fund's country of origin, until the opening of BDR-ETF trading on the day following the disclosure of the information in the fund's country of origin; and II – in Portuguese, until the opening of BDR-ETF trading on the fifth day following the disclosure of the information in the fund's country of origin. § 7º The disclosure of information in the language of the fund's country of origin is waived if such information is presented in Portuguese within the period provided for in item I of § 6º of this article. § 8º The disclosure of information in Portuguese is waived if BDR-ETFs can only be acquired by qualified investors. § 9º The disclosure of information provided for in this article may occur via hyperlink to the webpage on the World Wide Web maintained by the administrator or manager of the index fund, with the depositary institution remaining responsible for the availability of its content. Art. 57. The depositary institution must keep updated and available to the CVM the statements that reflect the daily movement of issued and cancelled BDR-ETFs.
Section III – BDR-ETF Disclosure Material
Art. 58. The information provided or any disclosure material for BDR-ETFs cannot be inconsistent with the content of the page maintained by the depositary institution.
Sole Paragraph. If the disclosure material presents inaccuracies or improprieties that may induce investors to evaluation errors, the CVM may require that corrections and clarifications be disseminated, with equal prominence, through the media used to disseminate the original advertising text, expressly stating that the information is being republished by order of the CVM. Art. 59. Any information about BDR-ETFs, disclosed by any means, must inform the electronic page referred to in § 1º of Art. 56 of this Normative Annex V.
Section IV – Program Registration
Art. 60. The BDR-ETF program depends on prior registration with the CVM, which will be automatically granted upon protocol, by the depositary institution, of a copy of the payment slip for the inspection fee related to the distribution of BDR-ETFs, if applicable. § 1º The protocol referred to in the main text must be directed to the competent Superintendency.

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 § 2º In the event of subjective or objective restrictions on the trading of the fund's shares in the country where they are traded, the registration of the BDR-ETF program in Brazil will be granted with the same restrictions. Art. 61. The depositary institution of BDR-ETFs may request the transfer of its functions to another depositary institution, provided that:
I – BDR-ETF holders are notified with, at minimum, 60 (sixty) days' advance notice; and II – the characteristics of the BDR-ETFs are not altered, except for the possibility of modifying the custodian institution. Sole Paragraph. The request for transfer of the depositary institution referred to in this article must be sent to the competent Superintendency and will be automatically granted. Art. 62. The depositary institution may request the cancellation of the registration of the BDR-ETF program, provided it complies with the procedures fixed for this purpose by the organized securities market administrative entity. Sole Paragraph. The request must be sent to the competent Superintendency and will be automatically granted, if accompanied by documents evidencing compliance with the provision of the main text. Art. 63. The depositary institution and the director responsible for it indicated respond to the CVM for irregularities related to the program and the continuous provision of information on BDR-ETFs, in accordance with this Normative Annex V. Art. 64. In cases where it exercises the right to vote on the shares of index funds that serve as collateral for BDR-ETF programs, the depositary institution must act in accordance with instructions from BDR-ETF holders whenever the contracts related to the program allow, or in the best interest of BDR-ETF holders, when such contracts prevent voting by them.
CHAPTER XIV – PENALTIES
Art. 65. In addition to the conduct provided for in Art. 131 of the general part of the Resolution, a serious offense is considered to be the violation of the norms contained in Arts. 8; 29, § 1º; 52; 55; and 56, all of this Normative Annex V, as well as in Arts. 83 and 118 of the general part of the Resolution.

ANNEX D TO CVM RESOLUTION NO. 184, OF MAY 31, 2023
“NORMATIVE ANNEX VII – PRIVATIZATION MUTUAL FUNDS – FGTS Provides for the specific rules for privatization mutual funds – FGTS.
CHAPTER I – SCOPE AND PURPOSE
Art. 1º This Normative Annex VII to CVM Resolution No. 175 (“Resolution”) provides for the specific rules for privatization mutual funds – FGTS (“FMP-FGTS”).
CHAPTER II – CHARACTERISTICS AND CONSTITUTION
Art. 2º The FMP-FGTS is intended for the acquisition of securities within the scope of the National Privatization Program, instituted by Law No. 8.031, of April 12, 1990, revoked and replaced by Law No. 9.491, of September 9, 1997, and State Privatization Programs, with prior approval, in both cases, of the Council of the Investment Partnerships Program – CPPI. § 1º The FMP-FGTS must be constituted in an open regime, with its assets formed exclusively by resources from natural persons participating in FGTS, in accordance with Law No. 9.491, of 1997, and Decree No. 2.430, of September 17, 1997. § 2º An FMP-FGTS may be constituted whose shares must be fully paid exclusively with resources resulting from the transfer provided for in item II of Art. 16 of this Normative Annex VII. Art. 3º The name of the fund and its classes of shares, if any, must include the expression “Privatization Mutual Fund - FGTS”, complemented with the identification of the issuer of the securities that make up the portfolio, in accordance with Art. 18 of this Normative Annex VII. Sole Paragraph. The fund provided for in § 2º of Art. 2º of this Normative Annex VII and its classes of shares, if any, must adopt the name “Privatization Mutual Fund – FGTS Free Portfolio”.

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000
CHAPTER III – REGULATIONS
Art. 4º The investment policy contained in the regulations or in the descriptive annexes of the classes of shares, if applicable, must indicate the assets that may compose the portfolio.
CHAPTER IV – SERVICE PROVISION
Art. 5º The administrator of the FMP-FGTS must have paid-in capital and net equity no lower than:
I – R$ 20,000,000.00 (twenty million reais) for funds with assets up to R$ 40,000,000.00 (forty million reais); II – R$ 40,000,000.00 (forty million reais) for funds with assets up to R$ 120,000,000.00 (one hundred and twenty million reais); and III – R$ 120,000,000.00 (one hundred and twenty million reais) for funds with assets exceeding R$ 120,000,000.00 (one hundred and twenty million reais). § 1º If the values corresponding to paid-in capital and net equity are insufficient to meet the requirements established in the items of the main text, the values of such items relative to the economic group to which the administrator belongs may be used. § 2º The regulations may provide for mechanisms for shareholders' participation in administrative decisions related to the fund, without burden on the fund, under the conditions stipulated in the regulations, without prejudice to the responsibility of the administrator and the provisions of the general part of the Resolution. § 3º The requirement of paid-in capital and net equity does not apply when the administrator hires the services listed below from institutions authorized by the CVM for the provision of share bookkeeping and custody of securities services:
I – issuance and redemption of shares bookkeeping; II – treasury; and III – organization and forwarding of documents and information provided for in Arts. 23 and 24 of this Normative Annex VII.
Art. 6º The charging of performance fees, as well as entry and exit fees, is prohibited.

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 Art. 7º In cases of resignation and decertification, the administrator is obliged to convene, within 2 (two) business days, a general meeting of shareholders to elect a substitute or deliberate the incorporation of the fund into another FMP-FGTS. Sole Paragraph. The administrator must remain in the exercise of its functions until its effective replacement. Art. 8º In addition to the prohibitions provided for in Art. 101 of the general part of the Resolution, it is prohibited for the administrator:
I – trade, outside regulated securities markets, shares of open companies for registration in these markets, except regarding acquisition, the hypotheses of auctions of the National Privatization Program or State Privatization Programs, subscriptions and bonuses, observing the provision of §1º of Art. 18 of this Normative Annex VII; and II – operate, directly or indirectly, on the counterparty of the share class operations.
CHAPTER V – SHAREHOLDERS MEETING
Art. 9º The shareholders meeting may only authorize merger and incorporation operations of FMP-FGTS that have in their portfolio securities of the same issuer, and it is also permitted to carry out merger and incorporation operations of Privatization Mutual Funds – FGTS Free Portfolio with compatible investment policies. § 1º The transformation of FMP-FGTS into Privatization Mutual Fund - FGTS Free Portfolio and vice-versa is prohibited. § 2º The alteration of the investment policy regarding the issuer of the securities comprising the asset portfolio is prohibited. Art. 10. If the meeting is not held, a second call must be made, with a minimum advance notice of 5 (five) business days. Art. 11. At the shareholders meeting, deliberations must be taken by the majority of the shares of the present shareholders:
I – in first call, with a minimum quorum of 5% (five percent) of the issued shares; and II – in second call, with any number.

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 §1º The quorum for deliberation for the formal consultation process provided for in § 5º of Art. 76 of the general part of the Resolution must be the absolute majority of the issued shares, regardless of the matter. §2º The absence of response to the formal consultation must be considered as consent by the shareholder, provided that such interpretation is expressly provided for in the regulations and appears in the consultation itself.
CHAPTER VI – SHARES
Art. 12. The shares of the FMP - FGTS correspond to ideal fractions of its assets and assure their holders the same rights.
Sole Paragraph. If the fund has classes of shares, holders of shares of one class have the same rights, but equality is not required for holders of shares of different classes.
Art. 13. The issuance of shares must be carried out in accordance with the provisions of the FMP-FGTS regulations.
Art. 14. Subscribed shares must be fully paid exclusively with resources originating from:
I – the partial conversion of FGTS balances of participants referred to in § 1º of Art. 2º of this Normative Annex VII; or II – the transfer provided for in item II of Art. 16 of this Normative Annex VII. Sole Paragraph. The date of subscription of the shares corresponds to the date on which the FGTS operating agent communicates to the FMP-FGTS the blocking of the respective amount in the FGTS holder's account or the date of transfer, in accordance with § 2º of Art. 16 of this Normative Annex VII. Art. 15. The payment of shares shall occur concomitantly with the financial settlement of the securities acquired within the scope of the National Privatization Program or State Privatization Programs or on the date of transfer, in accordance with § 2º of Art. 16 of this Normative Annex VII. Art. 16. Transfer and redemption of shares, total or partial, are permitted in the following cases:

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 I – under the conditions established in Law No. 9,491, of 1997, and Decree No. 2,430, of 1997, which must be included in the authorization document to be issued by the FGTS operating agent; II – after the minimum period of 6 (six) months has elapsed, counted from the effective transfer of resources to the chosen FMP-FGTS, for the total or partial transfer of the investment to another FMP-FGTS; and III – after the period of 12 (twelve) months from the date of the partial conversion of the participant's FGTS balance into shares of a Privatization Mutual Fund, for return to FGTS. § 1º In the redemption request, the shareholder must indicate the amount in reais or the number of shares to be redeemed and the FMP-FGTS to which they intend to transfer the corresponding resources or return to FGTS. § 2º When the investment is transferred to another FMP-FGTS, the original administrator must transfer the resources on the redemption date, through a credit document in which the date of initial funding in favor of the receiving administrator is stated, who must proceed with the immediate subscription and funding of shares. § 3º When the case of return to FGTS occurs, the administrator must transfer the resources through settlement with the Federal Savings and Loan Association - CEF, through the document established for this purpose by the FGTS operating agent. § 4º Whenever the case provided for in item II of the caput occurs, the administrator must inform the FGTS operating agent, within a maximum period of 5 (five) business days, of the movements carried out. Art. 17. Redemption must be made at the closing value of the share of the day following the redemption request, and it must be effected within a maximum period of 5 (five) business days, counted from the date of formalization of the request.
CHAPTER VII – PORTFOLIO
Art. 18. The share class must keep its assets invested exclusively in:
I – securities acquired in a public offering within the scope of the National Privatization Program, regulated by Law No. 9,491, of 1997, and Decree No. 2,430, of 1997, or State Privatization Programs, subject to approval by the CPPI; and

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 II – fixed-income securities, private or federal public, up to the maximum limit of 10% (ten percent) of the net asset value. § 1º The first acquisition of securities by the share class must occur in the manner provided for in item I of the caput and must have as its object securities of a single issuer. § 2º The share class may acquire, in organized securities markets, securities issued by the same issuer as the securities that already comprise its portfolio. § 3º Resources resulting from transfers from other Privatization Mutual Funds - FGTS, occurring before the financial settlement of securities acquired within the scope of the National Privatization Program or State Privatization Programs, must be invested obligatorily in private or federal public fixed-income securities. § 4º If, after the first acquisition of securities, investments in fixed-income securities represent more than 10% (ten percent) of the net asset value of the share class, the class must comply with the aforementioned limit within a period of 180 (one hundred and eighty) days, counted from the financial settlement of the securities acquired within the scope of the National Privatization Program or State Privatization Programs. Art. 19. During the period of 6 (six) months after the acquisition of a security within the scope of the National Privatization Program and State Privatization Programs, the administrator may alienate, at most, 10% (ten percent) of the initially acquired value. Sole paragraph. This percentage may be exceeded in the cases provided for in items I to IV, VI to XI and XIII to XVI of art. 20 of Law No. 8,036, of May 11, 1990, as well as in the case provided for in Law No. 7,670, of September 8, 1988. Art. 20. The Privatization Mutual Fund - FGTS Free Portfolio must keep its assets invested exclusively in:
I – securities of open companies, traded in organized securities markets, or subject to a public offering registered with the CVM; II – fixed-income securities, private or federal public, up to the limit of 49% (forty-nine percent) of the net asset value of the share class; III – derivatives, involving contracts referenced in stocks or stock indices, with the exclusive objective of protecting positions held in cash, up to the limit of these; and

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 IV – shares of investment funds in market index, regulated by the CVM. Sole paragraph. Investment in securities and financial instruments issued by the administrator, manager, and their related parties is not permitted. Art. 21. The portfolio assets of the FMP-FGTS cannot be used to provide bail, guarantee, acceptance, or any other form of risk retention.
CHAPTER VIII – CHARGES
Art. 22. In addition to the charges set forth in art. 117 of the general part of the Resolution, the FMP-FGTS regulation may provide for the maximum custody fee as a charge, which may be debited directly from its share classes.
CHAPTER IX – DISCLOSURE OF INFORMATION
Art. 23. The administrator must send to the CVM, through an electronic system available on the worldwide computer network, the following documents:
I – daily report, according to the model contained in Supplement M, within a period of 2 (two) business days after the day to which the information refers; II – monthly, within a period of 15 (fifteen) days after the end of the month to which they refer:
a) statements of the composition and diversification of the portfolio applications; and b) monthly balance sheet; and III – annually, within a period of 90 (ninety) days, counted from the end of the fiscal year to which they refer, the financial statements of the fund and, if they exist, of its share classes, accompanied by independent audit reports. Art. 24. The administrator must disclose on a page on the worldwide computer network:
I – daily, the net value of the share, the net asset value, and the administration and management fees of the share class; and II – semi-annually, within a period of 15 (fifteen) days after the end of the semester to which they refer, the composition of the share class portfolio and the yield earned in the last four semesters.

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000
ANNEX E TO CVM RESOLUTION NO. 184, OF MAY 31, 2023
“NORMATIVE ANNEX VIII – FUNDS FOR THE FINANCING OF THE NATIONAL CINEMATOGRAPHIC INDUSTRY Provides for the specific rules for funds for the financing of the national cinematic industry.
CHAPTER I – SCOPE AND PURPOSE
Art. 1º This Normative Annex VIII to CVM Resolution No. 175 (“Resolution”) provides for the specific rules for funds for the financing of the national cinematic industry – FUNCINE.
CHAPTER II – DEFINITIONS
Art. 2º For the purposes of this Normative Annex VIII, understand by:
I – projects approved by the National Cinema Agency - ANCINE: those projects or programs approved by the ANCINE that are intended for:
a) projects for the production of independent Brazilian audiovisual works carried out by Brazilian production companies; b) construction, renovation, and recovery of exhibition rooms owned by Brazilian companies; c) acquisition of shares of Brazilian companies for the production, marketing, distribution, and exhibition of independent Brazilian audiovisual works, as well as for the provision of cinematic and audiovisual infrastructure services; d) projects for the marketing and distribution of independent Brazilian cinematic audiovisual works carried out by Brazilian companies; and e) infrastructure projects carried out by Brazilian companies; and II – independent production: that whose production company, holder of the majority of the property rights over the work, has no association or link, direct or indirect, with radio and television broadcasting companies or mass electronic communication operators by subscription;

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 III – company holding an approved project by the ANCINE: a predominantly national capital company that, possibly assuming any of the corporate forms provided for by law, except for projects included in the “c” clause of item I of the caput, is responsible for the production or execution of a project approved by the ANCINE, as well as for the accountability regarding the use of resources originating from the FUNCINE, in whose name the project approval is published in the Official Gazette of the Union, in accordance with the ANCINE regulation; and IV – Brazilian company: a society constituted under Brazilian laws, with headquarters and administration in the Country, whose majority of total and voting capital is directly or indirectly owned by native or naturalized Brazilians for more than 10 (ten) years, who must exercise de facto and de jure the decision-making power of the company.
CHAPTER III – CHARACTERISTICS AND CONSTITUTION
Art. 3º The FUNCINE is intended for investment in projects approved by the ANCINE.
Art. 4º The share class must have a determined duration, as established by its regulation.
CHAPTER IV – PORTFOLIO
Art. 5º At least 90% (ninety percent) of the resources invested in the FUNCINE must be directed to projects approved by the ANCINE, observing, with respect to each type of destination, the minimum percentages to be established in its regulation. § 1º The portion of the FUNCINE's net assets not committed to the applications referred to in the caput of this article must be constituted by federal public bonds. § 2º Investments in the species listed in clauses “a”, “b”, and “d” of item I of art. 2º of this Normative Annex VIII must be made through a contract to be signed between the FUNCINE administrator, in its name and representation, and the company holding the project approved by the ANCINE, and must contain the following specifications:
I – project name;
II – registration number and date of project approval at the ANCINE;

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 III – qualification of the company holding the project approved by the ANCINE with the registration numbers at the National Registry of Legal Entities – CNPJ and the state or municipal registration; IV – specification of the rights assured in the undertaking in exchange for the investment through the FUNCINE and its form of participation in the results of the undertaking in question; V – guarantees, if any; VI – deadline for the completion of the project; VII – sanctions and fines for non-compliance with contractual clauses; and VIII – authorized signature of the person responsible for the company holding the project receiving the investments. § 3º In the case of investments in the type of destination provided for in clause “a” of item I of art. 2º of this Normative Annex VIII, it must be provided for in the contract or in a declaration by the company holding the project approved by the ANCINE that the audiovisual works object of the FUNCINE investment have their broadcasting and diffusion contracted, within the deadline and form specified in said contract or declaration, as the case may be. § 4º Investments in the types of destination contemplated in clause “b” of item I of art. 2º of this Normative Annex VIII may be made through any legal form that ensures the FUNCINE participation in the results of the project in question. § 5º Investments in the type of destination listed in clause “c” of item I of art. 2º of this Normative Annex VIII must be made through the acquisition of shares of said companies by the FUNCINE in organized stock or over-the-counter markets. Art. 6º For the purpose of applying the FUNCINE resources, radio and television broadcasting service companies and telecommunications service providers cannot hold the controlling shareholding of the companies referred to in clause “c” of item I of art. 2º of this Normative Annex VIII. Art. 7º It is prohibited to apply FUNCINE resources in projects that have majority participation of a shareholder of the share class itself. Art. 8º Audiovisual works of an advertising, sports, or journalistic nature cannot constitute the object of FUNCINE investment.

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 Art. 9º Any alterations to the contracts referred to in § 2º of art. 5º of this Normative Annex VIII are considered material facts. Art. 10. The FUNCINE will have a period of 360 (three hundred and sixty days), counted from the date of the end of the first share distribution, to align its portfolio with the composition rules contained in its regulation and legislation, as specified in art. 5º of this Normative Annex VIII, and must, until the beginning of its liquidation process, maintain the portfolio composition within the aforementioned parameters. § 1º The CVM may, at its discretion, and upon a reasoned request by the manager, extend the period referred to in the caput of this article. § 2º Whenever it is in the interest of the FUNCINE, the manager must alienate, exchange, substitute, or in any other way transfer assets of the class, respecting the rules of its portfolio composition, it being clear that, in the case of temporary mobilization of assets necessary to meet the aforementioned changes in position and portfolio composition, the available resources must be deposited in a commercial bank, or multiple with commercial portfolio, in the name of the FUNCINE, being mandatory their investment in federal public bonds until the determination of their final destination. Art. 11. Non-compliance with the portfolio composition and diversification limits defined in this Normative Annex VIII, after the period of 360 (three hundred and sixty) days, counted from the date of the end of the first share distribution or the extension authorized by the CVM, as the case may be, must be immediately justified to the CVM, which, without prejudice to the applicable penalties, may determine the administrator to convene a shareholders' meeting to decide on one of the following alternatives:
I – transfer of the administration of the FUNCINE; II – spin-off of the non-compliant share class; III – incorporation of the fund or the non-compliant share class, as the case may be, by another FUNCINE; or IV – liquidation of the FUNCINE or the non-compliant share class, as the case may be.

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000
CHAPTER V – SHARES
Art. 12. The funding of shares may be made in national currency, goods, and rights, as stipulated in the FUNCINE regulation.
Sole paragraph. The funding in goods and rights must be made based on an appraisal report prepared by 3 (three) experts or by an independent specialized company, duly justified with the indication of the appraisal criteria and comparison elements adopted, and approved by the FUNCINE administrator. Art. 13. The amortization of shares must be effected always in national currency, in the form and deadline set forth in the FUNCINE regulation. Art. 14. The total subscription of the FUNCINE shares must be closed within a maximum period of 360 (three hundred and sixty) days, counted from the date of the start of the distribution, and its negotiation, alienation, assignment, or transfer under any title is prohibited until the distribution is closed. § 1º If the minimum number of shares provided for in the regulation is not fully subscribed within the deadline, the values obtained during the share distribution must be immediately prorated among the subscribers, in proportion to the funded values, plus the net yields earned by the FUNCINE applications. § 2º In the case of § 1º of this article, the manager may opt to reduce the total number of shares to be issued, readjusting the percentage participations relative to the shares already placed, provided that it obtains, in writing, the formal consent of the subscribers regarding the new conditions and effects the return of the funded value, duly remunerated for the time elapsed, to the dissenting subscribers.
CHAPTER VI – REGULATION
Art. 15. In addition to the matters set forth in art. 48 of the general part of the Resolution, the FUNCINE regulation must provide for:
I – conditions for the amortization of shares;

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 II – the possibility of new and future issuances of shares, in which case it must regulate the respective cases, the criteria for fixing the price, and the right of preference of shareholders to subscribe to new issuances; and III – minimum number of shares that must be subscribed to start the functioning of the share class, in accordance with art. 14 of this Normative Annex VIII.
CHAPTER VII – SERVICE PROVISION
Art. 16. In addition to the obligations set forth in art. 104 of the general part of the Resolution, it is incumbent upon the administrator:
I – to keep the shares referred to in clause “c” of item I of art. 2º of this Normative Annex VIII, part of the FUNCINE portfolio, custodied by legal entities authorized by the CVM to provide the securities custody service; and II – to require, through a contractual clause, that the company holding the project approved by the ANCINE send all contracts signed with third parties, which imply the assignment of property rights or participation in project revenues. Art. 17. In addition to the prohibitions provided for in art. 101 of the general part of the Resolution, it is prohibited for the manager to carry out FUNCINE operations when a situation of conflict of interest between the FUNCINE and the manager or administrator is characterized.
CHAPTER VIII – DISCLOSURE OF INFORMATION
Art. 18. The administrator is obliged to send to shareholders:
I – semi-annually, within a period of up to 60 (sixty) days, counted from the end of the period to which they refer:
a) account statement containing:

name of the fund and, if they exist, of the share classes, and registration numbers of the fund and its classes at the CNPJ;
name, address, and registration number of the administrator at the CNPJ;
name of the shareholder;

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000
4. balance and value of the shares at the beginning and end of the period and the movement occurred during the period; and
5. place and date of issuance; and
b) semi-annual report provided for in art. 19, item II, clause “a”, of this Normative Annex VIII; and II – annually, within a period of 90 (ninety) days, counted from the end of the fiscal year to which they refer, the financial statements of the fund and, if they exist, of its share classes, accompanied by independent audit reports. Art. 19. The administrator must send to the CVM, through an electronic system available on the worldwide computer network, the following information:
I – quarterly, within a period of 15 (fifteen) days after the end of the civil quarter to which they refer:
a) net asset value of the fund and, if they exist, of its share classes; and b) number of shares issued.
II – semi-annually, within a period of up to 60 (sixty) days, counted from the end of the semester to which they refer:
a) semi-annual report, as established in art. 20 of this Normative Annex VIII; and b) list of judicial or extrajudicial demands, whether in defense of shareholders' rights or against the FUNCINE administration, indicating the date of their start, the stage in which they are, and the final solution, if any; and III – annually, within a period of 90 (ninety) days, counted from the end of the fiscal year to which they refer, the financial statements of the fund and, if they exist, of its share classes, accompanied by independent audit reports. Art. 20. In addition to others that the administrator deems relevant, the semi-annual report must address the following aspects:
I – basic information, comprising the yield earned; II – analysis of the FUNCINE portfolio in light of the adopted strategy and the objectives of the investment policy;

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000
ANNEX F TO CVM RESOLUTION NO. 184, OF MAY 31, 2023
“NORMATIVE ANNEX IX – INCENTIVIZED EQUITY MUTUAL FUNDS Specifies the specific rules for incentivized equity mutual funds.
CHAPTER I – SCOPE AND PURPOSE
Art. 1º This Normative Annex IX to CVM Resolution no. 175 (“Resolution”) specifies the specific rules for incentivized equity mutual funds – FMAI.
CHAPTER II – CHARACTERISTICS AND CONSTITUTION
Art. 2º The FMAI is intended for application in a portfolio of securities and financial assets, in accordance with art. 10.
Art. 3º The share class may have a fixed duration, not less than 24 (twenty-four) months, or indefinite.
Art. 4º The FMAI share class must be constituted in a closed regime, admitted its transformation into an open class by resolution of the shareholders' meeting, after the period of 24 (twenty-four) months, counted from its constitution. Art. 5º The name of the fund and its share classes, if any, must contain the expression "Incentivized Equity Mutual Fund".
CHAPTER III – REGULATIONS
Art. 6º The investment policy contained in the regulations must indicate the assets that may compose its portfolio, including provisions on diversification policy and the possibility of application in companies linked to essential service providers.
CHAPTER IV – SERVICE PROVISION
Art. 7º In addition to the obligations set forth in art. 104 of the general part of the Resolution, it is incumbent upon the administrator to keep the securities and financial assets comprising the asset custody portfolio in an authorized custody entity for the exercise of the activity by the CVM.

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 Art. 8º In addition to the prohibitions provided for in art. 101 of the general part of the Resolution, it is prohibited for the manager:
I – to trade off-stock exchange shares admitted to trading on an exchange, except, regarding the acquisition of shares, the hypotheses of subscription, bonus, and conversion of debentures into shares; and II – to apply resources in the subscription or acquisition of shares of investment companies.
CHAPTER V – CHARGES
Art. 9º In addition to the charges set forth in art. 117 of the general part of the Resolution, the FMAI regulations may provide for the following expenses as charges, which may be debited directly from its share classes:
I – performance fee; and
II – maximum custody fee.
CHAPTER VI – PORTFOLIO
Art. 10. Each share class of the FMAI must maintain, at least, 70% (seventy percent) of its net asset value applied in:
I – shares issued by companies benefiting from resources originating from tax incentives, governed by Decree-Laws nos. 1,376, of December 12, 1974, and 2,298, of November 21, 1986, and which are registered with the CVM, in the form of CVM Resolution no. 10, of November 3, 2020; II – investment certificates of the Northeast Investment Fund – FINOR, Amazon Investment Fund – FINAM, Sectoral Investment Funds – FISET, and Espírito Santo Development Fund – FUNDES; and III – shares acquired in the secondary market, in accordance with CVM Resolution no. 10, of 2020, or through auctions of incentivized titles carried out on a stock exchange. Art. 11. To meet the limit provided for in art. 10 of this Normative Annex, it is admitted that daily positions represent at least 35% (thirty-five percent) of the total value of applications, provided that the average, every 720 (seven hundred twenty) days, is at least 70% (seventy percent) of the total value of applications.

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 Art. 12. The remaining resources may be kept applied in federal public bonds, shares of fixed-income investment funds “Short Term” or “Simple” and shares or debentures issued by open companies acquired in an organized securities market or by subscription. Art. 13. The application of FMAI resources must observe the following diversification requirements:
I – the total application of the share class in a single company shall not exceed 5% (five percent) of the voting capital or 20% (twenty percent) of its capital, in the case of preferred shares without voting rights; and II – in any case, the total application in securities issued or co-obligated by a company, its holding company, companies directly or indirectly controlled by it, and its affiliates under common control shall not exceed 1/3 (one third) of the total application of the share class. Sole paragraph. For the determination of the diversification limits established in this article, shares received as bonus or resulting from the conversion of debentures and shares and convertible debentures resulting from the exercise of preemptive rights are not considered, provided that the excess is zeroed within 6 (six) months. Art. 14. The FMAI must adapt to the portfolio diversification composition requirements within a maximum period of 8 (eight) months, counted from the date of its operation registration. Sole paragraph. Non-compliance with the composition and diversification limits provided for in this Normative Annex within the specified period must be justified to the CVM, which, without prejudice to applicable penalties, may determine the convening of a shareholders' meeting to decide on one of the following alternatives:
I – transfer of fund administration or spin-off of the share class, as applicable, to another administrator; or II – liquidation of the fund or, if applicable, of the share class.

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000
CHAPTER VII – SHARES
Art. 15. The subscription of shares may be made in national currency or through the assignment of shares of the FINOR, FINAM, FISET, and FUNDES funds, provided that the shares were acquired directly in view of the tax incentive deductions provided for in Decree-Law no. 1,376, of 1974, by their holders, as well as through the assignment of shares of incentivized companies. Sole paragraph. Subscription through the assignment of shares or assets must use the book value of the shares of incentivized companies and shares of the aforementioned funds, calculated by the operating banks in the form of relevant legislation, as well as disclosed in the form of art. 64 of the general part of the Resolution. Art. 16. Regardless of redemption requests presented by shareholders of the open classes, the FMAI may carry out special auctions of titles belonging to its portfolio, in an organized stock exchange market, in the manner in which FINOR, FINAM, and FISET funds proceed and in accordance with CMN Resolution no. 1,660, of October 26, 1989. Sole paragraph. In these special auctions, investors may:
I – convert their shares into titles from the FMAI portfolio; or II – acquire them for full or partial payment in cash, observing the minimum prices offered by the manager.
CHAPTER VIII – DISCLOSURE OF INFORMATION
Art. 17. The administrator is responsible for:
I – sending to the administrative entity of the organized market in which the shares are admitted to trading, for disclosure to the market, the following information:
a) daily, the share value, the amount and date of the last distribution of earnings, and the net asset value of the share class; and b) monthly, the profitability earned during the period; and II – sending to shareholders, annually, information regarding:
a) number of shares in their ownership and their value;

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000
ANNEX G TO CVM RESOLUTION NO. 184, OF MAY 31, 2023
“NORMATIVE ANNEX X – CULTURAL AND ARTISTIC INVESTMENT FUNDS Specifies the specific rules for cultural and artistic investment funds.
CHAPTER I – SCOPE AND PURPOSE
Art. 1º This Normative Annex X to CVM Resolution no. 175 (“Resolution”) specifies the specific rules for cultural and artistic investment funds – FICART.
CHAPTER II – CHARACTERISTICS AND CONSTITUTION
Art. 2º The FICART is intended for application in cultural and artistic projects.
Art. 3º For the purpose of applying FICART resources, cultural and artistic projects are those defined in federal legislation instituting the National Program for Culture Support (PRONAC).
Art. 4º The CVM may cancel the operation registration of the share class that, within 120 (one hundred twenty) days, counted from the date of its registration, has not obtained the resources necessary for the formation of its initial net asset value.
CHAPTER III – DOCUMENTS AND INFORMATION
Art. 5º In addition to the matters provided for in art. 48 of the general part of the Resolution, the FICART regulations must determine, in its investment policy, the cultural and artistic projects, the sectors or subsectors in which its resources will be applied, as well as the diversification strategy to be followed. Art. 6º The FICART administrator must:
I – send to shareholders, within 30 (thirty) days after the date of each net asset valuation:
a) number of shares and value of applications and redemptions; and b) shareholder balance, in number of shares and book value; II – send semi-annually to shareholders, within 30 (thirty) days after the end of the semester to which they refer, the following information:

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 a) profitability earned during the semester; b) total portfolio value and its composition, discriminating quantity, species, and share value of the titles comprising it; c) list of institutions responsible for providing custody services for titles comprising the portfolio; and d) detailed report on the economic and financial situation of cultural and artistic projects, belonging to the share class's net asset value; and III – send annually to shareholders, within 90 (ninety) days, counted from the end of the fiscal year to which they refer, the following information:
a) shareholder balance, in number of shares and value; b) profitability in the last 6 (six) semesters, taken as complete fiscal years; c) book value of the share, at the time of balance sheets, in the last 6 (six) semesters, plus the adjusted value for reinvestments occurring each year; d) charges debited from the share class in each of the last 3 (three) years, specifying its value and percentage relative to the average monthly net asset value of the share class, in each year; and e) proof for income tax declaration purposes. Art. 7º The administrator must forward to the CVM, through an electronic system available on the worldwide computer network, within 30 (thirty) days for items I and II and 90 (ninety) days for item III, after the end of the period to which they refer, the following information:
I – on net asset valuation dates, whose periodicity must be less than a semester:
a) trial balance; b) contracts signed for the purpose of applying resources to cultural and artistic projects; and c) cash flow statement; II – semi-annually:
a) copies of information provided to shareholders; b) information regarding general insurance coverage conditions, in the case of title transit;

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000
ANNEX H TO CVM RESOLUTION NO. 184, OF MAY 31, 2023
“NORMATIVE ANNEX XI – PENSION FUNDS
Specifies the specific rules for investment funds linked exclusively to complementary pension plans or life insurance with survival coverage clauses, structured in the variable contribution modality.
CHAPTER I – SCOPE AND PURPOSE
Art. 1º This Normative Annex XI to CVM Resolution no. 175 (“Resolution”) specifies the specific rules for investment funds constituted by open pension entities and insurance companies, linked exclusively to complementary pension plans or life insurance, referred to in arts. 76 and following of Law no. 11.196, of November 21, 2005, in accordance with regulations issued by the National Council of Private Insurance – pension funds. § 1º The net asset value of pension funds does not communicate with that of the entities or insurers that constitute them, nor do they respond, even subsidiarily, for debts of these. § 2º Pension funds do not constitute a specific category of investment funds, as defined in art. 3, item VIII, of the general part of the Resolution, with the open pension entity or insurance company that constitutes the fund defining its category.
CHAPTER II – CHARACTERISTICS AND CONSTITUTION
Art. 2º For the purposes of this Normative Annex XI, it is understood by:
I – entities or insurers: open pension entities and insurance companies that have instituted complementary pension plans, and insurers responsible for life insurance, respectively; and II – participants or insured, respectively: participants in complementary pension plans, and insured persons who appear in insurance policies, whose acquisition occurs

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 through the subscription of shares of share classes constituted based on this Normative Annex XI. Art. 3º Share classes of pension funds must be constituted in an open regime. Art. 4º Only insured persons, participants, and the legal entity that instituted the plan or collective insurance for their respective participants or insured may be shareholders. § 1º The entity and insurer, as applicable, may be shareholders as a result of granting a continuing benefit by plan or structured insurance, in the form of art. 76 of Law no. 11.196, of 2005, observing the provisions of § 2º of art. 7 of this Normative Annex XI. § 2º Subscription of shares shall be made before the administrator. Art. 5º The constitution of pension funds, as well as their classes, if any, must be done exclusively by resolution of entities and insurers, who are responsible, in the same act, for designating the administrator and the manager. § 1º The entity and insurer must approve the regulations jointly with the administrator and the manager, at the time of constitution of the fund and each share class, if applicable. § 2º The substitution of essential service providers is the exclusive competence of the entity or insurer that deliberated the constitution of the fund.
CHAPTER III – PORTFOLIO
Art. 6º The composition of the asset portfolio must observe the regulations issued by the National Monetary Council – CMN and the National Council of Private Insurance – CNSP on the matter.
CHAPTER IV – SERVICE PROVISION
Art. 7º In addition to the obligations provided for in the general part of the Resolution, it is incumbent upon the administrator, upon instruction of the entity or insurance company that constituted the fund:
I – promote the transfer of ownership of shares, the prohibition provided for in art. 16 of the general part of the Resolution not applying:

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 a) of the acquiring legal entity that has established a plan or collective insurance, for its respective participants or insured, as applicable, in accordance with §§ 1º to 3º of art. 77 of Law No. 11.196, of 2005; and b) of the participant or insured, to the entity or insurer, as applicable, in the event of the granting of a continuing benefit, in accordance with art. 82 of Law No. 11.196, of 2005; and II – in the event of the death of the participant or insured, arrange for the payment of the value corresponding to the redemption of shares to the beneficiaries informed by the entity or insurer, regardless of inventory, if they have opted for redemption, in the form of art. 79 of Law No. 11.196, of 2005. § 1º In the cases provided for in items I and II of the main text, the administrator must strictly comply with the instructions received from the entity or insurer, not being responsible for any errors or inaccuracies attributable exclusively to them. § 2º In the event of item “b” of item I of the main text, after the transfer of ownership to the entity or insurer, the shares must be redeemed within a period not exceeding 5 (five) business days.
CHAPTER V – SHARES
Art. 8º Requests for redemption of shares must be submitted to the entity or insurer, as applicable, which must forward them to the administrator, within the period established by the Private Insurance Superintendence – SUSEP. Sole paragraph. The redemption must be carried out within the period established in the regulations, which cannot exceed 5 (five) business days, counted from the date of receipt, by the administrator, of the redemption request forwarded by the entity or insurer, as applicable. Art. 9º In addition to the matters set forth in art. 48 of the general part of the Resolution, the regulations must:
I – in the event of portability, contain authorization for the administrator to deliver the value corresponding to the redemption of the shares of the participant or insured:

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 a) to the administrator of the fund linked to the new life insurance plan or insurance designated by the participant or insured, to which the invested resources must be transferred, observing the regulations issued by SUSEP; and b) to the insurer or entity, as applicable, in the event of portability to plans or insurance whose resources are not applied in funds constituted in accordance with this Normative Annex XI; II – provide that the liquidation, incorporation, merger, and spin-off of the fund may only occur in the cases provided for in the plan or insurance policy, as applicable; III – establish that the dismissal of the administrator and the appointment of a substitute belong, exclusively, to the entity or insurer to which the plan or insurance is linked, as applicable; and IV – contain authorization for entities authorized by the CVM to provide securities compensation and settlement services to make information regarding the fund’s portfolio and operations available to SUSEP. Sole paragraph. The fund’s disclosure material, if any, must describe the procedures to be adopted for the purposes of items I to IV of the main text. Art. 10. The charging of performance fees, as well as entry or exit fees for shareholders, is not permitted. Art. 11. The bookkeeping, asset valuation, revenue recognition, expense appropriation, and preparation of financial statements of pension funds are governed by the specific rules issued by the CVM, without prejudice to the provisions of this Normative Annex XI. § 1º The assets comprising the portfolios of pension funds must be recorded at the value effectively contracted or paid, including brokerage fees and emoluments, and adjusted daily to market value, with the classification of any asset in the category of held-to-maturity prohibited. § 2º The constitution and reversal of mathematical provisions for benefits to be granted by the plans or insurance are recorded in the financial statements of the funds and their share classes, if they exist, and must observe the standards issued by SUSEP and CNSP.

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000
ANNEX I TO CVM RESOLUTION NO. 184, OF MAY 31, 2023
“NORMATIVE ANNEX XII – INVESTMENT FUNDS IN CREDIT RIGHTS OF THE PROGRAM FOR INCENTIVE TO IMPLEMENTATION OF PROJECTS OF SOCIAL INTEREST Specifies the specific rules for investment funds in credit rights constituted within the scope of the Program for Incentive to Implementation of Projects of Social Interest – FIDC– PIPS.
CHAPTER I – SCOPE AND PURPOSE
Art. 1º This Normative Annex XII to CVM Resolution No. 175 (“Resolution”) specifies the specific rules for investment funds in credit rights constituted within the scope of the Program for Incentive to Implementation of Projects of Social Interest – FIDC– PIPS, established by Law No. 10.735, of September 11, 2003. Sole paragraph. FIDC–PIPS must observe the provisions of Normative Annex II of the Resolution, prevailing, in case of conflict, the specific rules of this Normative Annex XII.
CHAPTER II – DEFINITIONS
Art. 2º For the purposes of this Normative Annex XII, it is understood that:
I – Projects: projects and/or programs approved by the Federal Government, aimed at the creation and implementation of housing nuclei that make housing accessible to population segments of various family income levels, through the construction of housing nuclei provided with basic public services, commerce, and services; II – credit rights: credit rights and titles representing credit rights originating from operations carried out within the scope of the Projects; and III – investment funds in credit rights – FIDC–PIPS: investment funds intended for application in credit rights originating from the Projects.

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000
CHAPTER III – CHARACTERISTICS AND CONSTITUTION
Art. 3º The share classes of FIDC– PIPS must be constituted in closed regime and have a duration determined in the regulations.
Sole paragraph. FIDC– PIPS are exclusively intended for qualified investors.
Art. 4º The name of the fund and its share classes, if they exist, must contain the expression “Investment Fund in Credit Rights – PIPS” and its investment object.
Art. 5º The date of closure of the fund’s social year and its share classes, if they exist, must be December 31.
Art. 6º The fees, expenses, and periods adopted by the FIDC–PIPS must be identical for all shareholders.
CHAPTER IV – SHARES
Art. 7º The shares of the share class must have their value calculated at least upon the preparation of monthly and annual financial statements.
Sole paragraph. If the minimum number of shares provided for in the regulations is not fully subscribed within 180 (one hundred and eighty) days, counted from the date of the start of share distribution, the values obtained during the distribution must be immediately allocated among the subscribers, in proportion to the integrated values, plus the net earnings earned by the FIDC–PIPS. Art. 8º The amounts received in the integration of shares, during the share distribution process, must be deposited in a current account of a financial institution, in the name of the FIDC–PIPS, with their immediate application in federal public bonds, or, alternatively, in committed operations backed by these bonds, until the classification of its portfolio, in the form provided for in art. 26 of this Normative Annex XII. Sole paragraph. The administrator must send monthly to the CVM, during the distribution period, the statement of the portfolio’s applications, within a maximum period of 15 (fifteen) days, counted from the end of the month to which it refers.

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000
CHAPTER V – REGULATIONS
Art. 9º In addition to the matters set forth in art. 48 of the general part of the Resolution and art. 20 of Normative Annex II, the regulations of the FIDC–PIPS must provide for the possibility of appointing a shareholder representative, in accordance with art. 10 of this Normative Annex XII.
CHAPTER VI – SHAREHOLDER REPRESENTATIVE
Art. 10. The shareholders’ meeting may, at any time, appoint one or more representatives to exercise the functions of monitoring and managerial control of the applications of the share class, in defense of the rights and interests of the shareholders. Sole paragraph. Only a natural or legal person meeting the following requirements may exercise the functions of shareholder representative:
I – be a shareholder or a professional specially hired to safeguard the interests of the shareholders; II – not hold a position or function in the essential service provider, in its controller, in companies directly or indirectly controlled by it, and in affiliates or other companies under common control; and III – not hold a position in the assignor of credit rights included in the asset portfolio. Art. 11. The shareholder representative is entitled to the prerogative of convening a meeting provided for in art. 108 of the general part of this Resolution.
CHAPTER VII – SERVICE PROVISION
Art. 12. Fiduciary administration must be exercised by a financial institution, in accordance with the requirements established in specific regulations.
Art. 13. Once the Project is presented by the public agency, the manager must conduct a careful and rigorous risk analysis of the Project, possibly using its experience in the housing area or hiring third parties with recognized technical capacity for this evaluation. Sole paragraph. The documents proving the quality and economic-financial viability of the Project must be made available to any interested party by the administrator.

Identification of the appraisal company and the persons responsible for the appraisal, with a description of the company’s experience in real estate appraisal and history of evaluated developments;
Identification of the real estate object of the appraisal;
Identification of the FII and its administrator;
Reference dates of the current and the last appraisal of the real estate.
II – APPRAISAL ELEMENTS
Description of the characteristics of the real estate, including its location, state of conservation, type of construction, and intended use;
Analysis of the real estate’s geographical location, including the existence of improvements and other aspects that may affect its value, description of the real estate market in the region, and information regarding competing developments;
Description of the diligence carried out, studies, and sectoral data used, as well as other relevant information for determining the value of the real estate;
Justification for the choice of the appraisal method and detailed description of its application, accompanied by the reasons why other possible appraisal methods were excluded;
If discounted cash flow was used as the basis for appraisal, description of the (i) discount rate used to evaluate projected cash flows; (ii) incidence or non-incidence of taxes in the calculation of the flow; (iii) vacancy risk; (iv) individualized acquisition value used for each real estate relative to market value; and (v) sensitivity analysis of the cash flow appreciation, with explicit statement of the sensitized variables;

Indication of any reservations regarding the value proposed for the real estate, as well as the existence of special circumstances that do not allow for the adequate determination of its value;
Whenever relevant information or elements that may influence the determination of the real estate’s value are not available or have not been presented, indication of the limitations resulting from this fact for the analysis;
Declaration by the appraiser that the report was prepared in accordance with the requirements of this Supplement H;
Identification of controlling or controlled companies by the administrator, with which the appraiser maintains a work or subordination relationship;
Indication of the shares held in the class to which the real estate object of the appraisal refers.”(NR)

The list of shareholders by type of investor must be sent, obligatorily, only for the months of March, June, September, and December of each year. In other months, the administrator must inform only the total number of shareholders.
Book Return of the Reference Month (%) = [(Book value of the share on the last business day of the reference month + Sum of share amortizations carried out in the reference month)/Book value of the share on the last business day of the month prior to the reference month)] – 1.
Dividend Yield of the Reference Month (%) = Earnings declared per share in the reference month/ Book value of the share on the last business day of the month prior to the reference month.
Share Amortizations of the Reference Month (%) = [(Sum of share amortizations carried out in the reference month) / (Book value of the share on the last business day of the month prior to the reference month)] – 1. Amortizations do not confuse with declared/distributed earnings.”(NR)

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL (CVM) Rua Sete de Setembro, 111/2-5th and 23-34th Floors, Center, Rio de Janeiro/RJ – CEP: 20050-901 – Brazil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2nd, 3rd and 4th Floors, Bela Vista, São Paulo/SP – CEP: 01333-010 – Brazil - Tel.: (11) 2146-2000

ANNEX L TO CVM RESOLUTION NO. 184, OF MAY 31, 2023

“SUPPLEMENT J – QUARTERLY REPORT – REIT
Content of the REIT Quarterly Report, as provided for in art. 36, II, of Normative Annex III

Class Name | Class CNPJ | Date of Operation | Target Audience (General Investors, Qualified Investor or Professional) | ISIN Code --- | --- | --- | --- | --- Quantity of issued shares Exclusive Class (Yes or No) Shareholders have family or corporate family ties (Yes or No) Self-regulation classification (if any) Duration Term | Closing of the fiscal year Market for trading shares (Stock Exchange/OOT/Unorganized OTC) | Organized market operating entity Administrator Name | Administrator CNPJ Address | Phones Website | Email Competence mm/yyyy

Information by asset type
1.1 Real rights over real estate properties
1.1.1 Lands
List of lands (address, among other relevant characteristics¹)

Land	Area (m2)	% of land relative to total invested (% relative to total value of lands)	% relative to REIT revenues
Land 1
Land 2
Land N

1.1.2 Real Estate
1.1.2.1 Completed rental properties
1.1.2.1.1 List of completed rental properties

Property (name, address, area – m2, number of units or stores, among other relevant characteristics¹)	Vacancy	Full occupancy (from 90 days of delay)	% relative to REIT revenues	% relative to revenues from the property	% relative to REIT revenues	Tenant activity sectors responsible for more than 10% of revenues from the property
Property 1						Tenant 1 Activity Sector
						Tenant 2 Activity Sector
						Tenant N Activity Sector
Property 2
Property N

1.1.2.1.2 Distribution of real estate lease contracts by maturity term

% of real estate contracts allocated in the range (% relative to the total value of revenues earned by the class from completed rental properties)	% of real estate contracts allocated in the range (% relative to class revenues)
Up to 3 months
From 3 months and 1 day to 6 months
From 6 months and 1 day to 9 months
From 9 months and 1 day to 12 months
From 12 months and 1 day to 15 months
From 15 months and 1 day to 18 months
From 18 months and 1 day to 21 months
From 21 months and 1 day to 24 months
From 24 months and 1 day to 27 months
From 27 months and 1 day to 30 months
From 30 months and 1 day to 33 months
From 33 months and 1 day to 36 months
Above 36 months
Indeterminate term

1.1.2.1.3 Distribution of real estate contracts by adjustment index

% of real estate contracts adjusted by the respective index (% relative to the total value of revenues earned by the class from completed rental properties)	% of real estate contracts adjusted by the respective index (% relative to class revenues)
IGP-M
INPC
IPCA
INCC
Indicator 1
Indicator 2
Indicator N

1.1.2.1.4 Main common contractual characteristics (Adjustment clauses, indices, termination clauses, required guarantees, among other relevant information):
1.1.2.1.5 Individualized contractual characteristics for relevant properties that differ significantly from other contracts (provide, at minimum, regarding the items listed above, when not protected by confidentiality clauses, among other relevant information)²:

Property (name, or address, if it does not have a name)	Contractual Characteristics
Property 1
Property 2
Property N

1.1.2.1.6 Insurance hiring policy for the preservation of properties in this category:
1.1.2.2 Rental properties under construction
1.1.2.2.1 List of rental properties under construction (name, address, area – m2, number of units or stores, among other relevant characteristics¹)

Property	% of construction completion (accumulated)	Construction Costs (accumulated)
	Realized (%)	Forecast (%)	Realized (R$)	Forecast (R$)
Property 1
Property 2
Property N

1.1.2.2.2 Performance justifications per property

Rental properties under construction (name, or address, if it does not have a name)	Justifications for construction evolution below forecast (accumulated)	Justifications for costs exceeding forecast (accumulated)
Property 1
Property 2
Property N

1.1.2.2.3 Insurance hiring policy for the preservation of properties in this category:
1.1.2.3 Completed properties for sale
1.1.2.3.1 List of completed properties for sale (name, address, area – m2, number of units or stores, among other relevant characteristics¹)

Property	% of Property relative to total invested (% relative to total value of completed properties for sale)
Property 1
Property 2
Property N

1.1.2.3.2 Insurance hiring policy for the preservation of properties in this category:
1.1.2.4 Properties for sale under construction
1.1.2.4.1 List of properties for sale under construction (name, address, area – m2, number of units or stores, among other relevant characteristics¹)

Property	% of construction completion (accumulated)	Construction Costs (accumulated)
	Realized (%)	Forecast (%)	Realized (R$)	Forecast (R$)
Property 1
Property 2
Property N

1.1.2.4.2 Performance justifications per property

Properties for sale under construction (name, or address, if it does not have a name)	Justifications for construction evolution below forecast (accumulated)	Justifications for costs exceeding forecast (accumulated)
Property 1
Property 2
Property N

1.1.2.4.3 Insurance hiring policy for the preservation of properties in this category:
1.2 Financial assets
1.2.1 Real Estate Investment Funds – REIT

Class	CNPJ	Quantity	Value
Issuer 1
Issuer 2
Issuer N

1.2.2 Real Estate Receivable Certificates (CRI)

Issuing Company	CNPJ	Issuance	Subclass	Quantity	Value
Issuer 1
Issuer 2
Issuer N

1.2.3 Real Estate Credit Notes (LCI)

Issuer	CNPJ	Maturity	Quantity	Value
Issuer 1
Issuer 2
Issuer N

1.2.4 Guaranteed Real Estate Note (LIG)

Issuer	CNPJ	Maturity	Quantity	Value
Issuer 1
Issuer 2
Issuer N

1.2.5 Certificate of Additional Construction Potential (CEPAC)

Issuer	CNPJ	Quantity	Value
Issuer 1
Issuer 2
Issuer N

1.2.6 Stocks

Company	CNPJ	Stock Code	Quantity	Value
Issuer 1
Issuer 2
Issuer N

1.2.7 Shares of Companies whose sole purpose falls within the activities permitted for REITs

Company	CNPJ	Quantity	Value
Issuer 1
Issuer 2
Issuer N

1.2.8 Shares of Companies that fall within the activities permitted for REITs

Company	CNPJ	Quantity	Value
Issuer 1
Issuer 2
Issuer N

1.2.9 Equity Investment Fund (FIA)

Class	CNPJ	Quantity	Value
Issuer 1
Issuer 2
Issuer N

1.2.10 Participation Investment Fund (FIP)

Class	CNPJ	Quantity	Value
Issuer 1
Issuer 2
Issuer N

1.2.11 Credit Rights Investment Fund (FIDC)

Class	CNPJ	Quantity	Value
Issuer 1
Issuer 2
Issuer N

1.2.12 Other investment fund shares

Class	CNPJ	Quantity	Value
Issuer 1
Issuer 2
Issuer N

Acquisitions and Disposals
2.1 Lands
2.1.1 Acquisitions made during the quarter
(address, area – m2, among other relevant characteristics)

Land	% of Land relative to total invested (R$)	% of Land relative to Net Asset Value (R$)
Land 1
Land 2
Land N

2.1.2 Disposals made during the quarter
(address, area – m2, date of disposal, among other relevant characteristics)

Land	% of Land relative to total invested at the time of disposal (R$)	% of Land relative to Net Asset Value (R$)
Land 1
Land 2
Land N

2.2 Real Estate
2.2.1 Acquisitions made during the quarter (name, address, area – m2, number of units or stores, among other relevant characteristics)

Property	% of Property relative to total invested	Category (Rental or Sale)
Property 1
Property 2
Property N

2.2.2 Disposals made during the quarter (name, address, area – m2, number of units or stores, date of disposal, among other relevant characteristics)

Property	% of Property relative to total invested at the time of disposal (R$)	% of Property relative to Net Asset Value (R$)
Property 1
Property 2
Property N

Other Information
3.1 Guaranteed Yield
3.1.1 List of assets subject to yield guarantee³

Asset	Guaranteed % relative to	Guarantor	Main characteristics of the guarantee (time, value, form, risks incurred, among other relevant aspects)
Asset 1
Asset 2
Asset N

3.1.2 Effective yield during the period under the guarantee

Reference Month	Effective REIT yield in the month (%)	Yield earned in the absence of guarantee (%)
mm/yyyy (last month of the quarter)
(mm-1)/yyyy
(mm-2)/yyyy

Quarterly Statements of Accounting and Financial Results

	Accounting	Financial 4
A Real Estate Assets
Inventories:
(+) Revenue from sale of inventory properties
(-) Cost of inventory properties sold
(+/-) Adjustment to realizable value of inventories
(+/-) Other revenues/expenses of inventory properties
Net result of inventory properties
Investment properties:
(+) Rental revenues from investment properties
(-) Expenses with maintenance and conservation of investment properties
(+) Revenues from sale of investment properties
(-) Cost of investment properties sold
(+/-) Adjustment to fair value of investment properties
(+/-) Other revenues/expenses of investment properties
Net result of rental properties
Real estate assets represented by Securities and Financial Instruments (“TVM”):
(+) Interest revenues from real estate assets represented by TVM
(+/-) Adjustment to fair value of real estate assets represented by TVM
(+) Result on sale of real estate assets represented by TVM
(+/-) Other revenues/expenses of real estate assets represented by TVM
Net result of real estate assets represented by TVM
Net result of real estate assets
B Resources held for liquidity needs
(+) Interest revenues from financial applications
(+/-) Adjustment to fair value of financial applications
(+/-) Result on sale of financial applications
(+/-) Other revenues/expenses of financial applications
Net result of resources held for liquidity needs
C
Net result with financial derivative instruments
D Other revenues/expenses
(-) Administration fee
(-) Performance fee
(-) Specialized consulting referred to in art. 27, II, Normative Annex III
(-) Specialized company referred to in art. 27, III, Normative Annex III
(-) Market maker referred to in art. 27, IV, Normative Annex III
(-) Custody of the REIT’s securities and financial instruments
(-) Independent audit
(-) Shareholder representative(s)
(-) Taxes, federal, state and municipal fees or contributions (including CVM)
(-) Commissions and emoluments paid on REIT operations
(-) Lawyers’ fees, costs and related expenses incurred in defense of REIT interests (Judicial or Extrajudicial)
(-) Expenses derived from insurance contracts on REIT assets
(-) Expenses with mandatory valuations
(-) Entry or exit fees for funds in which the REIT is a shareholder
(-) Expenses with document registration at notary offices
(+/-) Other revenues/expenses
Total of other revenues/expenses
E = A+B+C+D		Net quarterly accounting/financial result

Distribution of accumulated result in the quarter/semester*

	Value (R$)
F = ∑E	Accumulated net financial result in the current quarter/semester
G = 0,95 x F	95% of accumulated net financial result (art. 10, sole paragraph of Law 8.668/93)
H.1 (-) Portion of earnings retained in the class, as approved in Shareholders’ Meeting of //____ (N1)
H.2 (-) Portion of earnings retained in the class, as approved in Shareholders’ Meeting of //____ (N2)
H.n (-) Portion of earnings retained in the class, as approved in Shareholders’ Meeting of //____ (Nx)
I (+) Accounting profit capable of distribution that exceeds the total financial result 5
J = G-∑H+I	Declared earnings
K (-) Earnings paid in advance during the quarter/semester
L = J –K	Net remaining earnings to be paid at the end of the quarter/semester
M = J/F	% of declared net financial result in the quarter/semester

When referring to the Quarterly Report of the 2nd and 4th quarters of each year, where the information should also accumulate the values corresponding to the immediately preceding quarter, i.e., 1st and 3rd quarters, respectively.

Notes:

Among the relevant characteristics of the properties, (i) describe the rights the fund holds over the properties, mentioning the main terms of any financing contracts, promises of purchase and sale, as well as any other instruments that ensure such rights; (ii) describe the encumbrances and guarantees affecting the properties; (iii) indicate if the property was acquired under condominium regime, and if there is an agreement providing for the constitution of common property and distribution of revenues generated by it; (iv) deadline for completion of the development.
In cases where the disclosure of such information harms the contractual relationships established, the administrator must inform the number of properties in such a situation and the percentage of revenues from this set of assets.
In the item dealing with the list of assets subject to guarantee, the Asset must be identified. In the case of (i) properties, by name, or address, if the property does not have a name, (ii) lands, by address and (iii) other assets, by main characteristics that allow perfect identification by the shareholder.
The financial result represents how much of the accounting result was actually paid/received in the month or the amount received/paid in the month that was subject to appropriation in previous months. In summary, it corresponds to the cash effect of revenues and expenses.
Corresponds to the portion of accounting profit appropriated in the period not yet received, which the administrator declares to distribute as an excess to the total financial result.
For funds not listed on a stock exchange, organized over-the-counter market, and which are, cumulatively, exclusive, dedicated exclusively to professional investors, or where all shareholders maintain family or corporate family ties, in accordance with the general rules on investment funds, the disclosure of the following information is optional, however, it must be made available to the fund’s shareholders when requested:

Item 1.1.1 – other relevant characteristics.
Item 1.1.2.1.1 – other relevant characteristics.
Items 1.1.2.1.4, 1.1.2.1.5 and 1.1.2.1.6 – all content.
Item 1.1.2.2.1 – other relevant characteristics, % rented, and columns % of construction completion and construction costs.
Items 1.1.2.2.2 and 1.1.2.2.3 – all content.
Item 1.1.2.3.1 – other relevant characteristics.
Item 1.1.2.3.2 – all content.
Item 1.1.2.4.1 – other relevant characteristics, % sold, and columns % of construction completion and construction costs.
Items 1.1.2.4.2 and 1.1.2.4.3 – all content.
Items 2.1.1, 2.1.2, 2.2.1, 2.2.2 – other relevant characteristics.”(NR)

ANNEX M TO RESOLUTION NO. 184, OF MAY 31, 2023

“SUPPLEMENT K – ANNUAL REPORT – REIT
Content of the Annual Report, as provided for in art. 36, III, of Normative Annex III

Class Name	Class CNPJ	Date of Operation
Target Audience (General Investors, Qualified Investor or Professional)	ISIN Code Quantity of issued shares Exclusive Class (Yes or No) Shareholders have family or corporate family ties (Yes or No) Self-regulation classification (if any) Duration Term	Closing of the fiscal year Market for trading shares (Stock Exchange/OOT/Unorganized OTC)

Service Providers CNPJ / Address / Phone
1.1 Manager:
1.2 Custodian:
1.3 Independent Auditor:
1.4 Market Maker:
1.5 Share Distributor:
1.6 Specialized Consultant:
1.7 Specialized Company to manage rentals:
1.8 Other service providers 1:
Service Provider 1:
Service Provider 2:
Service Provider N:
REIT Investments
2.1 Description of business transactions during the period

Assets acquired during the period	Objectives	Amounts Invested	Source of Resources
Asset 1
Asset 2
Asset N

Investment program for subsequent fiscal years, including, if necessary, the information described in item 1.1 regarding investments not yet made:
4 Administrator’s analysis on:
4.1 Class result in the closed fiscal year
4.2 Economic conjuncture of the real estate market segment in which it operates relative to the closed period
4.3 Perspective for the following period based on portfolio composition
Risks incurred by shareholders inherent to REIT investments:
Accounting Value of REIT real estate assets | Fair Value, in accordance with ICVM 516 (YES or NO) | Percentage of Appreciation/Depreciation determined during the period
--- | --- | ---
Asset 1 | | |
Asset 2 | | |
Asset N | | |
6.1 Criteria used in said valuation
List of relevant, non-confidential judicial processes
Process 1, 2, 3,..., N.

Process No.	Court	Instance	Date of Initiation	Case Value (R$)
Parties in the process:
Main facts
Chance of loss (probable, possible or remote)
Analysis of the impact in case of loss of the process:

List of relevant, non-confidential, repetitive or connected judicial processes, based on similar legal causes
Process 1, 2, 3,..., N.

Process No.	Values involved	Cause of contingency:

Analysis of the impacts in case of loss and values involved related to relevant confidential judicial processes:
Shareholders’ Meeting
10.1 Addresses (physical or electronic) where documents related to the shareholders’ meeting will be available for shareholders’ review:
10.2 Indication of communication means made available to shareholders for (i) the inclusion of matters in the agenda of general meetings and the sending of documents pertinent to the proposed deliberations; (ii) request for a list of physical and electronic addresses of other shareholders for sending a public proxy request.
10.3 Description of the rules and procedures applicable to shareholders’ participation in general meetings, including (i) formalities required to prove shareholder status and representation of shareholders in the meeting; (ii) procedures for conducting formal consultations, if admitted in the bylaws; (iii) rules and procedures for remote participation and sending of written or electronic vote communication.
10.4 Practices for holding meetings electronically.
Administrator Remuneration
11.1 Remuneration policy defined in the bylaws:

Value paid in the reference year (R$):	% on accounting net asset value:	% on market value net asset value:

Governance
12.1 Shareholder representative(s)
Name:
Profession:
CPF/CNPJ:
Email:
Academic background:
Remuneration method (as defined in Shareholders’ Meeting):

Value paid in the reference year (R$):	% on accounting net asset value:	% on market value net asset value:

Quantity of REIT shares held:
Quantity of REIT shares purchased during the period:
Quantity of REIT shares sold during the period:
Date of election in Shareholders’ Meeting:
End of Mandate:
Main professional experiences during the last 5 years

Name of the company Period Position and functions inherent to the position Main activity of the company in which such experiences occurred Company 1 Company 2 Company N List of classes in which the function of Representative of Unitholders is exercised Date of election at General Meeting End of term Class 1 Class 2 Class N Description of any of the following events that have occurred during the last 5 years Event Description Any criminal conviction Any conviction in CVM administrative process and the penalties applied

12.2 Responsible Director for the REIT
Name:
Age:
Profession:
CPF:
E-mail:
Academic background:
Number of REIT units held:
Number of REIT units purchased in the period:
Number of REIT units sold in the period:
Start date in the position:
Main professional experience during the last 5 years Name of the company Period Position and functions inherent to the position Main activity of the company in which such experiences occurred Company 1 Company 2 Company N Description of any of the following events that have occurred during the last 5 years Event Description Any criminal conviction Any conviction in CVM administrative process and the penalties applied

13 Distribution of unitholders, according to the percentage of units acquired

Ranges of
Fragmentation
Number of unitholders Number of units held
% of units held in relation to the total issued % held by Individuals % held by Legal Entities Up to 5% of units Above 5% up to 10% Above 10% up to 15% Above 15% up to 20% Above 20% up to 30% Above 30% up to 40% Above 40% up to 50% Above 50%

Transactions referred to in art. 31 and item IV of art. 32, of Normative Annex III
14.1 Traded asset Nature of the
transaction
(acquisition, alienation or lease)
Date of the transaction
Value involved
Date of the authorization assembly
Counterparty
Asset 1
Asset 2
Asset N
Information disclosure policy
15.1 Describe the policy of disclosure of material acts or facts adopted by the administrator, or
provide the corresponding link to the administrator's page on the worldwide computer network, indicating the procedures regarding the maintenance of confidentiality concerning undisclosed material information, locations where such information will be available, among other aspects.
15.2 Describe the policy of trading units of the class, if any, or provide the corresponding link
to the administrator's page on the worldwide computer network.
15.3 Describe the policy of exercising voting rights in corporate participations of the class, or
provide the link on the worldwide computer network.

15.4 List the employees responsible for the implementation, maintenance, evaluation and monitoring
of the information disclosure policy, if applicable.
16. Rules and deadlines for capital calls:
Note: The list of service providers referred to in item 1.8 must be indicated when the aforementioned service provider represents more than 5% of the REIT's expenses.”(NR)

ANNEX N TO RESOLUTION NO. 184, OF MAY 31, 2023
“SUPPLEMENT L – QUARTERLY REPORT – FIP
Content of the Quarterly Report, as provided for in art. 29, item I of Normative Annex IV

Fund Name: Fund CNPJ:
Class Name (if any) Class CNPJ (if any)
Typification (art. 13 of Normative Annex IV):
Investment Entity: Yes/No
Target Audience: Qualified investors/Professional investors only Administrator Name: Administrator CNPJ:
Responsible Director:
Competence Period: q/yyyy

SPECIFICATIONS VALUES/INFORMATION
Net assets (in R$):
Total committed capital value (in R$):
Number of subscribed units:
Total subscribed capital value (in R$):
Number of paid-in units:
Total paid-in capital value (in R$):
Total value invested in units of other FIPs (in R$):
Number of unitholders by category Number of unitholders subscribers % of subscribed units Individual Non-financial legal entity Commercial bank Broker or distributor Other financial legal entities Non-resident investors Open complementary pension entity Closed complementary pension entity Own pension regime for public servants Insurance or reinsurance company Capitalization and leasing company Real estate investment funds Other investment funds Unitholders of distributors on behalf and order Other types of unitholders not listed Total number of subscribed unitholders

Sub-class of units
Number of subscribed unitholders
Current quantity of subscribed units
Current quantity of paid-in units
Current value of the unit
(R$)
Has special political rights?
Has distinct economic-financial rights?
Sub-class
Yes/No Yes/No
Sub-class
Yes/No Yes/No
Sub-class
N
Yes/No Yes/No

“ (NR)

ANNEX O TO RESOLUTION NO. 184, OF MAY 31, 2023
“SUPPLEMENT M – DAILY REPORT OF FMP–FGTS
Content of the Daily Report, as provided for in art. 23, item I, of Normative Annex VII

Daily Report
Fund Name:
CNPJ
Reference Date: DD/MM/YYYY total portfolio - in Real units, with cents (R$ 1.00) net asset value - in Real units, with cents (R$ 1.00) quota value subscriptions - in Real units, with cents (R$ 1.00) redemptions - in Real units, with cents (R$ 1.00) number of unitholders “(NR) ---

CVM Resolution 184 of May 31, 2023

Lineage: In force

Timeline