CVM Resolution No. 173 of November 29, 2022

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL
Rua Sete de Setembro, 111/2-5th and 23-34th 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 SCN Q.02 – Bl. A – Corporate Financial Center Building, S.404/4th Floor, Brasília/DF – ZIP: 70712-900 – Brazil - Tel.: (61) 3327-2030/2031 www.cvm.gov.br CVM RESOLUTION NO. 173, OF NOVEMBER 29, 2022 Amends CVM Resolutions No. 80, of March 29, 2022, CVM No. 160, of July 13, 2022, and CVM No. 161, of July 13, 2022.

THE PRESIDENT OF THE SECURITIES AND EXCHANGE COMMISSION OF BRAZIL – CVM makes it known that the Board, in a meeting held on this date, based on the provisions of Article 8, item I, of Law No. 6.385, of December 7, 1976, APPROVED the following Resolution:

Art. 1 CVM Resolution No. 80, of March 29, 2022, shall be effective with the following wording:

“Art. 25 ............................................................
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§ 2º....................................................................
I – on the date of the request for registration of the public distribution of securities, without prejudice to the provisions of § 5º;
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§ 6º In the case of a public distribution offer of securities intended exclusively for professional investors that uses the automatic registration procedure, in accordance with specific regulation, the resubmission of the reference form provided for in item I of § 2º of this article is waived.” (NR)

Art. 2 CVM Resolution No. 160, of July 13, 2022, shall be effective with the following wording:

“Art. 2.............................................................
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XVI – affiliated persons: controlling shareholders, direct or indirect, or administrators of the participants in the distribution consortium, the issuer, the offeror, as well as their spouses or partners, their ascendants, descendants and collateral relatives up to the 2nd degree, companies controlled by them directly or indirectly and, when acting in the issuance or distribution, other persons considered affiliated in the CVM regulation that provides for rules and procedures to be observed in transactions carried out with securities in regulated markets;
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” (NR)

“Art. 26.............................................................
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IX – of non-convertible debentures issued by the companies referred to in Article 2, caput and §§ 1º-A and 1ª-B of Law No. 12.431, of June 24, 2011, related to the raising of funds with a view to implementing investment projects in the area of infrastructure, or of economic production intensive in research, development and innovation, considered as priorities in the manner regulated by the Federal Executive Branch, in accordance with the requirements of the aforementioned Law, intended exclusively for qualified investors (“incentivized debentures issued by SPE”);
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” (NR)

“Art. 54.............................................................
§ 1º...................................................................
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IV – also applies to:
a) to the issuers, if they are not offerors, after having been requested by the offeror or by those working with or advising them in any way, to provide information and documents necessary for the preparation of the offer documents, in accordance with Article 17, § 4º; b) to the administrators of the offerors, of the institutions participating in the distribution consortium, and, in the case of item “a” of this item, of the issuers; and c) to the employees, contractors and collaborators who are working or advising in any way, in relation to the realization of the offer, the offeror, the institutions participating in the distribution consortium, and, in the case of item “a” of this item, the issuers.
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” (NR)

“Art. 82. The lead coordinator, the other coordinators and the other institutions participating in the distribution consortium must ensure that the information disclosed and the allocation of the offer do not favor affiliated persons, to the detriment of non-affiliated persons.” (NR)

Art. 3 CVM Resolution No. 161, of July 13, 2022, shall be effective with the following wording:

“Art. 13.............................................................
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VII – ensure that the information disclosed and the allocation of the offer do not favor affiliated persons, to the detriment of non-affiliated persons.” (NR)

Art. 4 This Resolution enters into force on January 2, 2023.

Signed electronically by
JOÃO PEDRO BARROSO DO NASCIMENTO
President