CVM Resolution No. 21 of February 25, 2021, with amendments introduced by Resolutions 162/22, 167/22, 179/23 and 209/24

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. 21, OF FEBRUARY 25, 2021
WITH THE AMENDMENTS INTRODUCED BY
RESOLUTIONS 162/22, 167/22, 179/23 AND 209/24.

Provides for the professional exercise of administration of securities portfolios and revokes CVM Instruction No. 426, of December 28, 2005, CVM Instruction No. 557, of January 27, 2015, CVM Instruction No. 558, of March 26, 2015, CVM Instruction No. 597, of April 26, 2018, CVM Deliberation No. 51, of June 25, 1987, CVM Deliberation No. 740, of November 11, 2015 and CVM Deliberation No. 764, of April 4, 2017.

THE PRESIDENT OF THE SECURITIES AND EXCHANGE COMMISSION - CVM makes public that the Collegiate Board, in a meeting held on February 24, 2021, based on arts. 8, item I, 15, item III and § 1, and 23 of Law No. 6.385, of December 7, 1976, APPROVED the following Resolution:

CHAPTER I – SCOPE AND PURPOSE
Art. 1 This Resolution provides for the professional administration of securities portfolios, which consists of the professional exercise of activities related, directly or indirectly, to the operation, maintenance and management of a securities portfolio, including the application of financial resources in the securities market on behalf of the investor.

§ 1 The registration as a securities portfolio administrator may be requested in both or in one of the following categories:
I – fiduciary administrator;
II – resource manager.

§ 2 The following may be registered in the fiduciary administrator category:
I – financial institutions and other institutions authorized to operate by the Central Bank of Brazil, subject to specific regulation; II – a legal entity that continuously maintains values equivalent to at least 0.20% (two tenths of a percent) of the financial resources under administration referred to in item 6.3.c of Annex E, or more than R$ 550,000.00 (five hundred thousand reais), whichever is greater, in each of the following accounts of the Balance Sheet prepared in accordance with Law No. 6.404, of December 15, 1976, and with CVM norms:
a) shareholders' equity; and b) cash and cash equivalents, together with investments in federal public debt securities; and III – a legal entity that carries out the activities referred to in § 2 of art. 2 exclusively in:
a) investment participation funds – FIP; b) mutual investment funds in emerging companies – FMIEE; c) investment funds in shares of investment participation funds – FICFIP; d) infrastructure investment participation funds – FIP-IE; e) investment funds in participations in economic production intensive in research, development and innovation – FIP-PD&I; and f) managed portfolios.

§ 3 This Resolution applies to all administrators and managers of investment funds, subject to the exception provided for in the specific regulation of real estate investment funds.

§ 4 The securities portfolio administrator may, at any time, request the CVM to modify its category, in accordance with the procedures defined in this Resolution for application and voluntary cancellation of authorization.

§ 5 The securities portfolio administrator registered in the fiduciary administrator category according to item II of § 2 must send to the CVM, by March 31 of each year:
I – financial statements prepared in accordance with Law No. 6.404, of 1976, and with CVM norms, with a base date of December 31 of the previous year, audited by an independent auditor registered with the CVM; and II – a report on the effectiveness of the continuous maintenance of the values required by item II of § 2, referring to the previous year, issued by an independent auditor registered with the CVM.

CHAPTER II – REQUIREMENTS FOR REGISTRATION
Section I – CVM Authorization
Art. 2 The administration of securities portfolios is an activity exclusive to a person authorized by the CVM.

§ 1 Registration in the resource manager category authorizes the management of a securities portfolio, including the application of financial resources in the securities market on behalf of the investor.

§ 2 Registration in the fiduciary administrator category authorizes the exercise of all activities referred to in the caput of art. 1, with the exception of the resource management activity mentioned in § 1 of this article.

§ 3 The securities portfolio administrator registered exclusively in the resource manager category may carry out the activities referred to in § 2 with respect to the managed portfolios for which it is the manager, provided that it complies with the provisions of:
I – item VI of art. 16;
II – Chapter VII; and
III – item 10.1 of Annex E.

Subsection I – Natural Person Administrator
Art. 3 For the purposes of obtaining and maintaining authorization by the CVM, the securities portfolio administrator, a natural person, must meet the following requirements:
I – be domiciled in Brazil;
II – be graduated from a higher education course or equivalent, at an institution officially recognized in the country or abroad; III – have been approved in a certification exam referred to in Annex A, whose methodology and content have been previously approved by the CVM; IV – have an unblemished reputation; V – not be disqualified or suspended from holding a position in financial institutions and other entities authorized to operate by the CVM, by the Central Bank of Brazil, by the Private Insurance Superintendence – SUSEP or by the National Superintendence of Complementary Pension – PREVIC; VI – not have been convicted of bankruptcy crime, malfeasance, bribery, extortion, embezzlement, money "laundering" or concealment of assets, rights and values, against the popular economy, the economic order, consumer relations, public faith or public property, the national financial system, or of a criminal penalty that prohibits, even temporarily, access to public positions, by a final decision, except in the case of rehabilitation; VII – not be prevented from administering their assets or disposing of them due to a judicial or administrative decision; VIII – not be included in the credit protection services registry; IX – not be included in a list of defaulting principals of an entity administering an organized market; X – not have titles protested against them; and XI – fill out the form in Annex D, in order to prove their aptitude for the exercise of the activity.

§ 1 The Superintendence of Institutional Investor Supervision - SIN may, exceptionally, waive compliance with the requirements provided for in items II and III of the caput of this article, provided that the applicant has:
I – proven professional experience of at least 7 (seven) years in activities directly related to the management of administered securities portfolios and investment funds; or II – notoriety and high qualification in a field of knowledge that qualifies them for the exercise of the activity of administration of securities portfolios.

§ 2 Professional experience within the securities market is not considered for the purposes of the provision of § 1 of this article:
I – acting as an investor;
II – providing services without remuneration; or III – completing an internship.

§ 3 For the maintenance of authorization by the CVM, the securities portfolio administrator, a natural person, is exempt from compliance with the requirements provided for in items II and III of the caput, if they did not have to meet them to obtain their authorization.

§ 4 In the cases provided for in items VIII to X of the caput, the SIN may evaluate the convenience and opportunity of granting the requested authorization, considering the individual situation of the applicant, as well as the circumstances and materiality of the case.

§ 5 The natural person portfolio administrator and the responsible directors referred to in § 4 of art. 4 cannot obtain or maintain registration as an autonomous investment agent.

§ 5 The natural person portfolio administrator and the responsible directors referred to in § 4 of art. 4 cannot obtain or maintain registration as an investment advisor.

§ 5 with wording given by CVM Resolution No. 179, of February 14, 2023.

Subsection II – Legal Entity Administrator
Art. 4 For the purposes of obtaining and maintaining authorization by the CVM, the securities portfolio administrator, a legal entity, must meet the following requirements:
I – have its headquarters in Brazil;
II – have the exercise of administration of securities portfolios in its corporate object and be regularly constituted and registered in the National Registry of Legal Entities - CNPJ; III – assign responsibility for the administration of securities portfolios to one or more statutory directors authorized to exercise the activity by the CVM, in accordance with §§ 5 and 6 of this article; IV – assign responsibility for compliance with rules, policies, procedures and internal controls and this Resolution to a statutory director; V – if the registration is in the "resource manager" category, assign responsibility for risk management to a statutory director, who may be the same person referred to in item IV; VI – its direct or indirect controlling partners must meet the requirements provided for in items IV, V, VI and VII of art. 3; VII – constitute and maintain adequate human and computational resources for the size and area of operation of the legal entity; and VIII – fill out the form in Annex E, in order to prove their aptitude for the exercise of the activity.

§ 1 The use of abbreviations and words or expressions that induce the investor to error in the denomination of the legal entity referred to in the caput is prohibited.

§ 2 The director responsible for the administration of securities portfolios cannot be responsible for any other activity in the capital market, in the institution or outside it.

§ 3 The directors responsible for risk management and for compliance with rules, policies, procedures and internal controls and this Resolution:
I – must exercise their functions with independence; and II – cannot act in functions related to the administration of securities portfolios, intermediation and distribution or securities consulting, or in any activity that limits their independence, in the institution or outside it.

§ 4 The directors responsible for the administration of securities portfolios, for the implementation and compliance with rules, policies, procedures and internal controls and this Resolution, for risk management and for the distribution of investment fund shares may exercise the same functions in controlling, controlled, affiliated or commonly controlled companies.

§ 5 The securities portfolio administrator may indicate more than one responsible director for administration activities, provided that the legal entity:
I – administers securities portfolios of different nature or aimed at different customer profiles; and II – its administrative structure contemplates the existence of a division of activities between the portfolios, which must be administered independently and exclusively, especially with regard to investment decision-making.

§ 6 The securities portfolio administrator registered simultaneously in the resource manager and fiduciary administrator categories must indicate a director responsible exclusively for the fiduciary administration activity.

§ 7 The responsibility assignments provided for in items III, IV and V of the caput must be stated in the contract or corporate bylaws of the legal entity or in a meeting minutes of its board of directors.

§ 8 The computational resources provided for in item VII of the caput must:
I – be protected against tampering; and
II – maintain records that allow audits and inspections to be carried out.

Art. 5 In the event of impediment of any of the directors responsible for the administration of securities portfolios for a period longer than 30 (thirty) days, the substitute must assume the said responsibility, and the CVM must be notified, in writing, within 7 (seven) business days from its occurrence.

Section II – Application for Registration of the Securities Portfolio Administrator
Art. 6 The application for authorization to exercise the activity of administration of securities portfolios must be sent to the SIN and accompanied by the documents identified in:
I – Annex B, if natural person; or
II – Annex C, if legal entity.

Sole paragraph. Insurance companies, reinsurers, open private pension entities, closed complementary pension entities and financial institutions are exempt from the authorization provided for in the caput, provided that:
I - they administer the exclusive investment fund portfolio; and II - the insurance company, reinsurer, open private pension entity, closed complementary pension entity or financial institution itself is the sole shareholder of the fund whose portfolio it administers.

Art. 7 The SIN has a total period of 60 (sixty) days to analyze the authorization application, counted from the date of protocol of the last document that completes the instruction of the application, observed that drafts and any other documents containing gaps whose filling, at the discretion of the SIN, is relevant for the analysis of the application will be disregarded.

§ 1 The period referred to in the caput may be suspended only once, if the SIN requests additional information or documents from the applicant.

§ 2 The applicant has 20 (twenty) days to comply with the requirements formulated by the SIN.

§ 3 The period for compliance with the requirements provided for in § 2 may be extended, only once, by 10 (ten) days, upon prior and reasoned request formulated by the applicant to the SIN, in which case the period referred to in the caput remains suspended.

§ 4 The SIN must express itself regarding the compliance with the requirements and the approval of the authorization application within the remaining period for the completion of the analysis, as provided for in the caput.

§ 5 The SIN may reiterate unmet requirements, as well as make new requests based on the documents and information received in compliance with the requirements, establishing compatible periods for their compliance, without causing the suspension of the period referred to in the caput.

§ 6 If, in addition to the information and documents presented in compliance with the requirements, relevant changes have been made to documents or information that do not result from the compliance with requirements, the SIN may consider the existence of a new fact.

§ 7 The occurrence of a new fact must be communicated to the applicant and causes a new suspension of the period referred to in the caput, for the maximum period determined by the SIN for the delivery of the additional information and documents requested, if applicable.

§ 8 After receiving the information and documents referred to in § 7, the SIN must express itself on the authorization application within the remaining period for the completion of the analysis, as provided for in the caput.

§ 9 Non-compliance with the periods mentioned in §§ 2, 3 and 7 implies automatic denial of the authorization application.

§ 10 The absence of expression by the SIN within the period established in the caput implies automatic approval of the authorization application.

Art. 8 The CVM may sign a technical cooperation agreement to support the examination of the authorization applications referred to in art. 6 with entities that, at the discretion of the Autarchy, prove to have adequate material conditions and facilities for the execution of the object, as well as previous experience and recognized technical and operational capacity in carrying out this same activity or an activity of a similar nature.

§ 1 The agreements referred to in the caput must establish rules that deal, at a minimum, with:
I – the periods and procedures that must be observed by the entity participating in the agreement in the conduct of the preliminary analysis of the authorization applications referred to in art. 6; II – the possibility of the applicant of the authorization application sending the information and documents provided for in art. 6 directly to the entity participating in the agreement; III – the minimum content of the technical report to be sent to the CVM indicating the results of the preliminary analysis carried out by the entity participating in the agreement on the compliance with the provision of art. 6; IV – the obligations of the entity participating in the agreement, including with respect to:
a) the criteria to be applied in the preliminary analysis of compliance with the provision of art. 6 by the applicant; and b) the production of periodic reports on the preliminary analysis activity. V – the supervision, by the CVM, of the performance of the entity and its agents in compliance with the provision of the agreement; and VI – the consequences of non-compliance with the agreement by the entity.

§ 2 In the conduct of the preliminary analysis of the registration application, the entity participating in the agreement may request additional information or documents from the applicant that prove necessary to verify compliance with the provision of art. 6.

§ 3 The periods and procedures provided for in §§ 1 to 10 of art. 7 of this Resolution apply to the preliminary analysis of the registration application.

§ 4 The opinion issued by the entity participating in the agreement in the technical report on the compliance with art. 6 does not replace or bind the decision of the SIN regarding the approval or denial of the authorization application.

CHAPTER III – SUSPENSION AND CANCELLATION OF AUTHORIZATION FOR THE EXERCISE OF THE ACTIVITY OF SECURITIES PORTFOLIO ADMINISTRATOR
Section I – Suspension of Authorization
Art. 9 The portfolio administrator, a natural person, may request the suspension of their authorization for a period of up to 36 (thirty-six) months.

§ 1 After the requested suspension period has ended, the portfolio administrator will automatically return to being authorized to exercise portfolio administration activities and to being obliged to comply with the provisions of the regulation.

§ 2 The portfolio administrator may request more than one suspension of their authorization, provided that the total period of suspensions does not exceed the period of 36 (thirty-six) months.

Art. 10. The SIN must suspend the authorization of the portfolio administrator, a natural or legal person, if the periodic obligations provided for in art. 17 of this Resolution are not complied with for a period longer than 12 (twelve) months.

SECURITIES COMMISSION OF BRAZIL (CVM)
Rua Sete de Setembro, 111/2-5º and 23-34º Floors, Center, Rio de Janeiro/RJ – CEP: 20050-901 – Brazil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º and 4º Floors, Bela Vista, São Paulo/SP – CEP: 01333-010 – Brazil - Tel.: (11) 2146-2000 SCN Q.02 – Bl. A – Ed. Corporate Financial Center, S.404/4º Floor, Brasília/DF – CEP: 70712-900 – Brazil - Tel.: (61) 3327-2030/2031 www.cvm.gov.br

RESOLUTION CVM NO. 21, OF FEBRUARY 25, 2021

§ 1º The SIN must inform the respective securities portfolio administrator of the suspension of its authorization by means of an official letter sent to the electronic address listed in its registration form, and by means of a communication on the CVM page on the worldwide web.

§ 2º The securities portfolio administrator whose authorization has been suspended may request the reversal of the suspension by means of a reasoned request, sent to the SIN, accompanied by documents proving compliance with the overdue periodic obligations.

§ 3º The SIN has 15 (fifteen) business days to analyze the request for reversal of the suspension, counted from the date of protocol of all documents necessary to prove compliance with the overdue periodic obligations.

§ 4º The period referred to in § 3º may be suspended, only once, if the SIN requests additional information or documents from the applicant, with a new period starting to run from the compliance with the requirements.

§ 5º The applicant has 10 (ten) business days, extendable by an equal period upon prior and reasoned request formulated by the applicant to the SIN, to comply with the requirements formulated.

§ 6º The absence of manifestation by the SIN within the period mentioned in § 3º implies automatic approval of the request for reversal of the suspension.

§ 7º The non-observance of the period mentioned in § 5º implies automatic denial of the request for reversal of the suspension.

Section II – Cancellation Ex Officio

Art. 11. The SIN must cancel the authorization of the securities portfolio administrator in the following cases:

I – death of the individual securities portfolio administrator; II – extinction of the corporate securities portfolio administrator; III – if the falsity of the documents or declarations presented to obtain the authorization is found; IV – if, due to a supervening fact duly proven, it becomes evident that the person authorized by the CVM no longer meets any of the requirements and conditions, established in this Resolution, for the granting of the authorization; or

V – if the suspension of the authorization referred to in Art. 10 is not reversed within a period of 12 (twelve) months.

§ 1º The SIN must previously communicate to the securities portfolio administrator the opening of a cancellation procedure of its authorization, in accordance with items III, IV, and V of the caput, granting it a period of 10 (ten) business days, counted from the date of receipt of the communication, extendable by an equal period, to present its reasons for defense or to regularize its registration.

§ 2º From the decision to cancel the authorization according to the provisions of items III, IV, and V of the caput, an appeal may be filed to the CVM, with suspensive effect, in accordance with the current regulations.

Section III – Voluntary Cancellation

Art. 12. The request for cancellation of the authorization for the exercise of the activity of securities portfolio administration must be requested to the SIN.

§ 1º The request referred to in the caput must be accompanied by a declaration that, on the date of the request, the applicant no longer exercises the activity.

§ 2º The SIN has 15 (fifteen) business days, counted from the protocol, to approve or deny the cancellation request.

§ 3º The period referred to in § 2º may be suspended only once, if the SIN requests additional information or documents from the applicant, with a new period starting to run from the compliance with the requirements.

§ 4º The applicant has 10 (ten) business days to comply with the requirements formulated by the SIN.

§ 5º The absence of manifestation by the SIN within the period mentioned in § 2º implies automatic approval of the cancellation request.

§ 6º The non-observance of the period mentioned in § 4º implies automatic denial of the cancellation request.

CHAPTER IV – PROVISION OF INFORMATION

Section I – General Rules

Art. 13. The information disclosed by the securities portfolio administrator must be:

I – true, complete, consistent, and not induce the investor to error; and

II – written in simple, clear, objective, and concise language.

§ 1º Information relating to the securities portfolios under its administration cannot guarantee or suggest the existence of a guarantee of future results or the exemption of risk for the investor.

§ 2º The information provided must be useful for the evaluation of the service provided.

Art. 14. The SIN may determine that the information provided for in this Resolution be presented by electronic means or through the CVM page on the worldwide web, according to the database structure and programs provided by the CVM.

Art. 15. If the disclosed information presents inaccuracies or improprieties that may induce the investor to error, the SIN may require:

I – the cessation of the disclosure of the information; and

II – the broadcasting, with equal prominence and through the medium used to disclose the original information, of corrections and clarifications, which must expressly state that the information is being republished by determination of the CVM.

Art. 16. The securities portfolio administrator, a corporate entity, must maintain a page on the worldwide web with the following updated information:

I – reference form, the content of which must reflect Annex E; II – code of ethics, in order to concretize the duties of the administrator provided for in Art. 18 of this Resolution; III – rules, procedures, and description of internal controls, developed for compliance with this Resolution; IV – risk management policy; V – policy on the trading of securities by administrators, employees, collaborators, and the company itself; VI – manual for pricing the assets of the securities portfolios it administers, even if this manual was developed by third parties; and VII – policy on the allocation and splitting of orders among the securities portfolios.

§ 1º The securities portfolio administrator registered exclusively in the fiduciary administrator category does not need to present the risk management policy referred to in item IV and the allocation policy referred to in item VII.

§ 2º The securities portfolio administrator registered exclusively in the resource manager category does not need to present the manual for pricing the portfolio assets referred to in item VI.

§ 3º Without prejudice to the information provided for in the caput, the fiduciary administrator of the Public-Private Partnerships Guarantee Fund – FGP must:

I – disclose on its page on the worldwide web, within a period of up to 60 (sixty) days after the closing of the social year:

a) the FGP administration report; b) the FGP financial statements; and c) the opinion of the independent auditor; and

II – disclose on its page on the worldwide web any relevant act or fact relating to the FGP portfolio.

Section II – Periodic Information

Art. 17. The securities portfolio administrator must send to the CVM, by March 31 of each year, through an electronic system available on the CVM page on the worldwide web, a reference form, the content of which must reflect:

I – Annex D, if an individual; or
II – Annex E, if a corporate entity.

Sole Paragraph. The securities portfolio administrator, an individual, who acts exclusively as an agent or employee of a securities portfolio administrator organized as a corporate entity is exempt from sending the reference form referred to in item I.

CHAPTER V – CONDUCT RULES

Section I - General Rules

Art. 18. The securities portfolio administrator must:

I – exercise its activities with good faith, transparency, diligence, and loyalty towards its clients; II – perform its duties in a manner that:

a) seeks to meet the investment objectives of its clients; and b) avoids practices that may harm the fiduciary relationship maintained with its clients; III – faithfully comply with the investment fund regulation or the contract previously signed in writing with the client, this contract containing the characteristics of the services to be provided, among which are included:

a) the investment policy to be adopted; b) detailed description of the remuneration charged for the services; c) the risks inherent to the various types of securities transactions in stock markets, over-the-counter markets, future settlement markets, and stock lending operations that it intends to carry out with the client's resources; d) the content and periodicity of the information to be provided to the client; and e) information on other activities the administrator carries out in the market and the potential conflicts of interest existing between such activities and the administration of the managed portfolio; IV – keep updated, in perfect order, and available to the client, in the form and deadlines established in its internal rules and regulations, all documentation relating to securities transactions included in the managed portfolios in which the client is an investor; V – hire a custody service or certify that financial assets included in the portfolios under its administration are kept in custody by an entity duly authorized for such service, taking all useful or necessary measures to defend the interests of its clients; VI – transfer to the portfolio any benefit or advantage that it may achieve as a result of its condition as a securities portfolio administrator, observing the exception provided for in the specific regulation of investment funds; VII – in the case of a managed portfolio, contractually establish the information to be provided to the client, pertinent to the investment policy and the securities included in the managed portfolio; VIII – inform the CVM whenever it verifies, in the exercise of its duties, the occurrence or indications of violation of legislation that is the responsibility of the CVM to supervise, within a maximum period of 10 (ten) business days from the occurrence or identification; and

IX – in the case of a corporate administrator, establish a policy related to the trading of securities by administrators, employees, collaborators, controlling partners, and the company itself.

Sole Paragraph. The securities portfolio administrator registered exclusively in the resource manager category, and in the exercise of the function in investment funds, does not need to comply with the provisions of items IV and V.

Art. 19. The provision of securities portfolio administration service using automated systems or algorithms is subject to the obligations and rules provided for in this Resolution and does not mitigate the administrator's responsibilities.

Sole Paragraph. The source code of the automated system or the algorithm must be available for inspection by the CVM at the company's headquarters in an uncompiled version.

Section II - Prohibitions

Art. 20. It is prohibited for the securities portfolio administrator:

I – act as a counterparty, directly or indirectly, in transactions with portfolios it administers, except in the following cases:

a) when it is the administration of managed securities portfolios and there is prior, written authorization from the client; or b) when, although formally contracted, it does not demonstrably hold discretionary power over the portfolio and does not have prior knowledge of the transaction; II – modify the basic characteristics of the services it provides without prior formalization in accordance with the provisions of the contract and regulations; III – make advertising guaranteeing levels of profitability, based on the historical performance of the portfolio or of securities and market indices; IV – make any promises regarding future returns of the portfolio; V – incur or make loans in the name of its clients, except for the cases described in § 4º; VI – provide surety, guarantee, acceptance, or bind itself in any other form regarding the administered assets, except with regard to the cases provided for in the FGP regulation, if applicable;

VII – trade with the securities of the portfolios it administers with the purpose of generating brokerage or rebate revenues for itself or for third parties; and

VIII – neglect, under any circumstances, the defense of the client's rights and interests.

§ 1º The prohibition referred to in item I of this article does not apply to securities portfolio administrators when carried out through an investment fund, and the possibility of the fiduciary administrator or manager acting as a counterparty to the fund must be stated in the fund's regulation, if applicable.

§ 2º The authorization referred to in item “a” of item I of the caput must contain, when it is a portfolio owned by a corporate entity, the identification of the natural person responsible for the prior authorization.

§ 3º The FGP administrator, as well as the investment funds or other portfolios administered by it or persons related to it, may act as a counterparty in transactions carried out by the FGP.

§ 4º Portfolio administrators may use the assets of the securities portfolios to provide guarantees for the operations of the portfolios themselves, as well as to lend and borrow securities and financial instruments in loans, provided that such loan operations are carried out exclusively:

I – through a service authorized by the Central Bank of Brazil or by the CVM; or II – if the asset is traded abroad, through a service authorized to operate with the lending of securities and financial instruments in its country.

§ 5º In cases of public distribution where the corporate entity responsible for the administration of securities portfolios, or related parties, participates in the distribution consortium, the subscription of securities for the portfolio is admitted, provided that under identical conditions prevailing in the market or in which the administrator would contract with third parties.

§ 6º Without prejudice to the other prohibitions provided for in this article, it is prohibited for the FGP administrator to perform the following acts in the name of the portfolio it administers:

I - invest in securities issued by itself or by its subsidiaries; and II - grant or take loans, advance future revenues, or open credit in any modality, or still grant guarantees to natural or legal persons, except with regard to public-private partnerships.

Art. 21. Members of an investment committee, or similar body, that make decisions relating to resource management, must observe the duties and prohibitions provided for in items I, II, III, VI, and VIII of Art. 18 and in items I, III, IV, V, VI, VII, and VIII of Art. 20.

CHAPTER VI – RULES, PROCEDURES AND INTERNAL CONTROLS

Art. 22. The securities portfolio administrator, a corporate entity, must guarantee, through adequate internal controls, the permanent compliance with the norms, policies, and regulations in force, referring to the various modalities of investment, to the activity of securities portfolio administration itself, and to ethical and professional standards.

Sole Paragraph. The internal controls must be effective and consistent with the nature, complexity, and risk of the operations carried out.

Art. 23. The securities portfolio administrator, a corporate entity, must exercise its activities in a manner that:

I – ensures that all professionals performing functions related to the administration of securities portfolios act with impartiality and know the code of ethics and applicable norms, as well as the policies provided for by this Resolution and the provisions relating to internal controls; and II – identifies, manages, and eliminates any potential conflicts of interest that may affect the impartiality of persons performing functions related to the administration of securities portfolios.

Sole Paragraph. The securities portfolio administrator, a corporate entity, must develop and implement rules, procedures, and internal controls, in writing, with the objective of ensuring compliance with the provisions of the caput and its items.

Art. 24. The securities portfolio administrator, a corporate entity, must establish mechanisms to:

I – ensure the control of confidential information to which its administrators, employees, and collaborators have access; II – ensure the existence of periodic security tests for information systems, especially those maintained in electronic media; and

III – implement and maintain a training program for administrators, employees, and collaborators who have access to confidential information, participate in investment decision processes, or participate in the distribution process of investment fund quotas.

Art. 25. The director responsible for the implementation and compliance with rules, policies, procedures, and internal controls and of this Resolution must send to the administrative bodies of the securities portfolio administrator, by the last business day of April of each year, a report relating to the civil year immediately preceding the date of delivery, containing:

I – the conclusions of the examinations carried out; II – the recommendations regarding any deficiencies, with the establishment of remediation schedules, when applicable; and III – the manifestation of the director responsible for the administration of securities portfolios or, when applicable, by the director responsible for risk management regarding the deficiencies found in previous verifications and the planned measures, according to a specific schedule, or effectively adopted to remedy them.

Sole Paragraph. The report referred to in the caput must be available for the CVM at the headquarters of the securities portfolio administrator.

Section I - Risk Management

Art. 26. The resource manager must implement and maintain a written risk management policy that allows for the permanent monitoring, measurement, and adjustment of the risks inherent to each of the securities portfolios.

§ 1º The policy referred to in the caput must be consistent and verifiable and establish, at a minimum, the following:

I – the procedures necessary for the identification and monitoring of exposure to market, liquidity, concentration, counterparty, operational, and credit risks, which are relevant for the securities portfolios; II – the techniques, instruments, and structure used for the implementation of the procedures referred to in item I; III – the risk exposure limits of the managed portfolios and investment funds that do not have, respectively, in the contract and in the fund documents, express limits;

SECURITIES 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 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. 21, OF FEBRUARY 25, 2021

IV – organizational chart of the positions of the people involved in risk management and their respective duties and prerogatives and, if applicable, the name of the third party hired to monitor and measure the risks inherent to each of the securities portfolios; V – how often and which people, in addition to the director responsible for the administration of securities portfolios of the resource manager, must receive a report on the risk exposure of each securities portfolio under management; and VI – the frequency with which the policy must be reviewed and evaluated, which must be, at a minimum, sufficient to meet the objectives set forth in the caput.

§ 2nd The director responsible for risk management must:
I – verify compliance with the written risk management policy; II – send a report on the risk exposure of each securities portfolio under management to the people indicated in the risk management policy at a frequency of, at a minimum, monthly; and III – diligently supervise, if there is one, a third party hired to measure the risks inherent to each of the securities portfolios.

§ 3rd The director responsible for the administration of securities portfolios of the resource manager must take the necessary measures to adjust the risk exposure of the portfolios, based on the limits set forth in the risk management policy, in the administered portfolio contracts and in the investment fund regulations.

§ 4th The fiduciary administrator must:
I – diligently supervise the risk management implemented by the hired resource manager; and II – manage, jointly with the resource manager, liquidity risk, as set forth in the management contract and in the regulation, which must provide for the necessary mechanisms to ensure the exchange of information between the fiduciary administrator and the manager, necessary for the implementation of liquidity risk management.

§ 5th The professionals responsible for monitoring and measuring the risks inherent to each of the securities portfolios:
I – must exercise their function with independence;

CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021

II – cannot act in functions related to the administration of securities portfolios, to intermediation and distribution or to securities consulting, or in any activity that limits their independence, within the institution or outside it; and III – may exercise the same functions in controlling, controlled, affiliated companies or under common control.

Section II - Segregation of Activities

Art. 27. The exercise of the administration of securities portfolios must be segregated from the other activities exercised by the legal entity, through the adoption of operational procedures, with the objective of:
I – guaranteeing the physical segregation of facilities between the area responsible for the administration of securities portfolios and the areas responsible for the intermediation and distribution of securities; II – ensuring the proper use of facilities, equipment and information common to more than one sector of the company; III – preserving confidential information and allowing the identification of people who have access to them; and IV – restricting access to files and allowing the identification of people who have access to confidential information.

Sole paragraph. The physical segregation of facilities referred to in item I is not necessary between the area responsible for the administration of securities portfolios and the area responsible for the distribution of shares of investment funds of which the legal entity is administrator or manager.

Art. 28. To comply with the provisions of art. 27, the administrator of securities portfolios must maintain written manuals, which detail the rules and procedures adopted regarding:
I – segregation of activities, with the objective of demonstrating the total separation of areas or presenting the segregation rules adopted, with discrimination, at a minimum, of those related to the facilities, equipment and information referred to in item II of art. 27; and II – confidentiality, defining the rules of secrecy and conduct adopted, with a detailed description of the requirements applicable, at a minimum, to its partners, administrators, collaborators and employees.

CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021

Section III - Hiring of Third Parties

Art. 29. In the case of administered portfolios, the administrator of securities portfolios may hire third parties, duly qualified and, if applicable, authorized to exercise their respective activities for the provision of auxiliary services to the administration of securities portfolios.

§ 1st The hiring of third parties for the provision of auxiliary services must be submitted to the prior consent of the client, when:
I – the remuneration of the service provider is borne by the client; or II – the service provider is responsible for the management or for the custody and accounting activities of the assets of the securities portfolio.

§ 2nd The prior consent referred to in § 1st must be given through the presentation of the following information:
I – justification for the hiring of a third party; II – scope of the service to be provided; III – qualification of the hired person; and IV – description of the remuneration and the method of payment of the contracted service.

§ 3rd The rules for hiring third parties set forth in their respective specific norms apply to clubs and investment funds.

CHAPTER VII – FIDUCIARY ADMINISTRATOR

Art. 30. The activities of custody and accounting of assets and liabilities must be totally segregated from the resource management activities.

Sole paragraph. If the portfolio administrator is registered only in the category “fiduciary administrator”, there is no need to designate an institution administrator director to respond exclusively for the administration of securities portfolios, as provided in § 2nd of art. 4th, and the designation may fall on a director who has a link with other activities, prohibited from accumulating with the activity of administering the resources of the institution itself.

Art. 31. The fiduciary administrator must exercise its activities in such a way as to:

CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021

I – identify and evaluate internal and external factors that may adversely affect the implementation of the investment policy; and II – ensure that its administrators, employees and collaborators have access to relevant, reliable, timely and understandable information for the exercise of their functions and responsibilities.

Section I – Supervision of Contractors

Art. 32. The fiduciary administrator must supervise the services provided by third parties hired on behalf of the fund or the holder of the administered portfolio, in order to verify, at a minimum, that:
I – the limits and conditions established in the regulation and in the fund regulation or in the administered portfolio contract are complied with by the service providers; II – the service provider has adequate and sufficient human, computational resources and structure to provide the contracted services; III – the resource manager adopts a consistent and verifiable risk management policy, which is effectively taken into account in the investment decision-making process; IV – the resource manager adopts a risk management policy compatible with the investment policy it intends to pursue; and V – the custodian has settlement, validation, control, reconciliation and information monitoring systems that ensure adequate, consistent and secure treatment for the assets held by it.

§ 1st When hiring a related party to provide services, the fiduciary administrator must ensure that the operations observe strictly commutative conditions.

§ 2nd The fiduciary administrator is not obliged to supervise the services provided by third parties hired directly by the holder of the administered portfolio.

CHAPTER VIII – DISTRIBUTION OF INVESTMENT FUND SHARES

Art. 33. The administrator of securities portfolios, a legal entity, may act in the distribution of shares of investment funds of which it is administrator or manager, provided that:
I – it observes the following specific CVM norms:

CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021

a) norms on client registration, conduct and payment and receipt of values applicable to the intermediation of operations carried out with securities in regulated securities markets; b) norms that provide for the duty to verify the adequacy of products, services and operations to the client's profile; c) norms that provide for the identification, registration, record, operations, communication, limits and administrative liability regarding the crimes of “money laundering” or concealment of assets, rights and values; and c) norms that provide for the identification, registration, record, operations, communication, limits and administrative liability regarding the crimes of “money laundering” or concealment of assets, rights and values;

Letter “c” with wording given by CVM Resolution No. 162 of July 13, 2022.
d) norms that provide for the exchange of information between the distributor and the administrator of investment funds; and e) norm that provides for coordinators of public offers for the distribution of securities, specifically with regard to conduct rules; and
Letter “e” included by CVM Resolution No. 162 of July 13, 2022.
II – indicate a director responsible for compliance with the norms referred to in item I and, in general, for the activity of distribution of investment fund shares, who may be the same person referred to in item III of art. 4th.

§ 1st The administrator of securities portfolios, when starting to act in the distribution of shares of investment funds of which it is administrator or manager, must update fields 6.1.d, 8.7, 8.12 and 10.6 of Annex E.

§ 2nd If it is not an institution authorized to operate by the Central Bank of Brazil, the administrator of securities portfolios cannot hire an autonomous investment agent to distribute investment fund shares.

§ 2nd If it is not an institution authorized to operate by the Central Bank of Brazil, the administrator of securities portfolios cannot hire an investment advisor to distribute investment fund shares.

CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021

§ 2nd with wording given by CVM Resolution No. 179 of February 14, 2023.

§ 3rd The administrator of securities portfolios must collect a declaration of knowledge from the shareholder that the shares are not subject to the current regulation on the portability of securities, in a Term of Adhesion and Risk Knowledge or in a specific term.

§ 3rd included by CVM Resolution No. 209 of August 26, 2024.

CHAPTER IX – MAINTENANCE OF FILES

Art. 34. The administrator of securities portfolios must maintain, for a minimum period of 5 (five) years, or for a longer period by express determination of the CVM, all documents and information required by this Resolution, as well as all correspondence, internal and external, all working papers, reports and opinions related to the exercise of its functions.

§ 1st The administrator of securities portfolios must maintain, for 5 (five) years, a segregated file documenting the operations in which it has been a counterparty to investment funds or administered portfolios.

§ 2nd Digitized images are admitted in substitution for original documents, provided that the process is carried out in accordance with the law that provides for the preparation and archiving of public and private documents in electromagnetic media, and with the decree that establishes the technique and requirements for the digitization of these documents.

§ 3rd The source document may be discarded after its digitization, except if it presents material damage that prejudices its legibility.

CHAPTER X – PENALTIES AND COMMINATORY FINE

Art. 35. It is considered a serious offense, for the purposes of the provisions of art. 11, § 3rd, of Law No. 6,385, of 1976, the exercise of the activities regulated by this Resolution by a person not authorized or authorized based on a declaration or false documents, as well as the infringement of the norms contained in arts. 18, 20, 23, 26, 27, 31, 33 and 34 and in Annex A of this Resolution.

Art. 36. The administrator of securities portfolios is subject to the daily fine provided for in the specific norm that deals with commutatory fines due to non-compliance with the deadlines set forth in this Resolution for the delivery of periodic information, without prejudice to the provisions of art. 11 of Law No. 6,385, of 1976.

CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021

CHAPTER XI – FINAL PROVISIONS

Art. 37. The following are repealed:
I - CVM Instruction No. 426, of December 28, 2005; II - CVM Instruction No. 557, of January 27, 2015; III - CVM Instruction No. 558, of March 26, 2015; IV - arts. 2nd to 7th and 9th of CVM Instruction No. 593, of November 17, 2017; V - CVM Instruction No. 597, of April 26, 2018; VI - art. 22 of CVM Instruction No. 604, of December 13, 2018; VII - art. 22 of CVM Instruction No. 609, of June 25, 2019; VIII - CVM Deliberation No. 51, of June 25, 1987; IX - CVM Deliberation No. 740, of November 11, 2015; and X - CVM Deliberation No. 764, of April 4, 2017.

Art. 38. This Resolution enters into force on July 1, 2021.

Signed electronically by
MARCELO BARBOSA
President

CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021

ANNEX A TO CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021
Certification exams accepted by the CVM for the purposes of applying art. 3rd, item III

Art. 1st The following certification exams are accepted by the CVM for the purposes of obtaining authorization as an administrator of securities portfolios:
I – ANBIMA Manager Certification – CGA, obtained within the framework of a program organized by the Brazilian Association of Financial and Capital Markets Entities; I – ANBIMA Manager Certification – CGA and ANBIMA Manager Certification for Structured Funds – CGE, obtained within the framework of a program organized by the Brazilian Association of Financial and Capital Markets Entities;

Item I with wording given by CVM Resolution No. 167, of September 13, 2022.
II – Level III of the Chartered Financial Analyst – CFA certification program organized by the CFA Institute; and III – Exam 1 and Exam 2 of the Final Level of the international certification program for investment professionals organized by any of the members of the ACIIA - Association of Certified International Investment Analysts.

CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021

ANNEX B TO CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021
Documents of the Natural Person Administrator – art. 6, I

Art. 1st The authorization request for the exercise of the activity of administration of securities portfolios, by a natural person, must be accompanied by the following documents:
I – application signed by the interested party; II – proof of approval in a certification exam; III - copy of the diploma of completion of higher education or equivalent, in an institution officially recognized in the country or abroad; IV – registration information provided for in the Resolution that deals with the registration of participants in the securities market; V – copy of the CPF and identity card; and VI – items 1, 3, 5 and 6 of the reference form contained in Annex D of this Resolution filled out and updated until the last business day of the month prior to the protocol of the authorization request at the CVM.

Art. 2nd If the applicant wishes to request authorization for the exercise of the activity of administration of securities portfolios based on § 1st of art. 3rd of this Resolution, must present:
I – application signed by the interested party; II – curriculum containing professional data that evidences the applicant's experience, duly signed; III – copy of the certificate of completion of the main courses mentioned in the curriculum, if the request is made based on item II of § 1st of art. 3rd; IV – declaration from the current and previous employers informing what activities were developed by the applicant and relating the corresponding periods in which they were exercised or, if applicable, copy of the articles of association of companies of which the applicant is or has been a partner; V – registration information provided for in the Resolution that deals with the registration of participants in the securities market; VI – copy of the CPF and identity card; and

CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021

VII – items 1, 3, 5 and 6 of the reference form contained in Annex D of this Resolution filled out and updated until the last business day of the month prior to the protocol of the authorization request at the CVM.

Sole paragraph. If it is not possible to obtain the declarations provided for in item IV of this article, the applicant must justify the impossibility and send a copy of the documents that prove the experience mentioned in the curriculum.

CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021

ANNEX C TO CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021
Documents of the Legal Entity Administrator – art. 6th, II

Art. 1st The authorization request for the exercise of the activity of administration of securities portfolios, by a legal entity, must be accompanied by the following documents:
I – application signed by the legal representative; II – simple copy of the constitutive acts in its current and updated version, duly registered in the competent registry office, which must contain provision for the exercise of the activity and the indication of the person responsible before the CVM; III – registration information provided for in the norm that deals with the registration of participants in the securities market; IV – items 1, 2, 3, 4, 7, 8, 10 and 12 of the reference form contained in Annex E of this Resolution duly filled out and updated until the last business day of the month prior to the protocol of the authorization request at the CVM; V – items 5 and 11 of the reference form contained in Annex E of this Resolution duly filled out and updated until the last business day of the month prior to the protocol of the authorization request at the CVM, if the applicant already has the requested data; and VI – items 6.1, 6.2 and 9.1 of the reference form contained in Annex E of this Resolution duly filled out and updated until the last business day of the month prior to the protocol of the authorization request at the CVM, with the information regarding the applicant's intentions on such topics.

SECURITIES COMMISSION OF BRAZIL (CVM)
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 – Ed. Corporate Financial Center, S.404/4th Floor, Brasília/DF – ZIP: 70712-900 – Brazil - Tel.: (61) 3327-2030/2031 www.cvm.gov.br

CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021

ANNEX D TO CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021
Content of the Reference Form – Natural Person – Art. 17, I (information provided based on positions as of December 31)

Administrator's Declaration, attesting to:
a. that they reviewed the reference form b. that the set of information contained therein is a true, accurate, and complete portrait of their business
Scope of Activities
2.1. Describe in detail the activities of securities portfolio administration, indicating, at a minimum:
a. types and characteristics of services provided (discretionary management, wealth planning, etc.) b. types and characteristics of products administered (investment funds, investment clubs, managed portfolios, etc.)
c. assets under administration

2.2. Describe the client profile, providing the following information:
a. number of clients (total and divided between qualified and non-qualified investors) b. number of clients, divided by:
i. natural persons
ii. legal entities (non-financial or institutional)
iii. financial institutions
iv. open complementary pension entities
v. closed complementary pension entities
vi. own social security regimes
vii. insurance companies
viii. capitalization and leasing companies
ix. investment clubs
x. investment funds
xi. non-resident investors
xii. others (specify)
c. financial resources under administration (total and divided between qualified and non-qualified investors)
d. financial resources under administration applied in financial assets abroad e. financial resources under administration, divided by client:
i. natural persons
ii. legal entities (non-financial or institutional)
iii. financial institutions
iv. open complementary pension entities
v. closed complementary pension entities
vi. own social security regimes
vii. insurance companies
viii. capitalization and leasing companies
ix. investment clubs
x. investment funds
xi. non-resident investors
xii. others (specify)

2.3. Provide the value of financial resources under administration, divided by:
a. shares b. debentures and other fixed-income securities issued by non-financial legal entities
c. fixed-income securities issued by financial legal entities
d. shares of equity investment funds e. shares of participation investment funds f. shares of real estate investment funds g. shares of credit rights investment funds h. shares of fixed-income investment funds
i. shares of other investment funds
j. derivatives (market value) k. other securities
l. public bonds
m. other assets

2.4. Provide other information deemed relevant

Knowledge and Experience
3.1. Provide the curriculum vitae, containing the following information:
a. completed courses b. approval in professional certification exam
c. main professional experiences during the last 5 years, indicating:
i. company name
ii. position and duties inherent to the position
iii. main activity of the company where such experiences occurred

3.2. Provide other information deemed relevant
3.2. Indicate the sector of operation and the certification exam taken for the purposes of Art. 3, III, of this Resolution.

Item 3.2 with wording given by CVM Resolution No. 167, of September 13, 2022.

3.3. Provide other information deemed relevant

Item 3.3 renumbered by CVM Resolution No. 167, of September 13, 2022.

Remuneration
4.1. Regarding each service provided or product managed, as described in item 2.1, indicate the main forms of remuneration practiced.
4.2. Indicate, exclusively in percentage terms of total revenue earned in the 36 (thirty-six) months prior to the base date of this form, the revenue from clients, during the same period, resulting from:
a. fixed-based fees b. performance fees
c. other fees

4.3. Provide other information deemed relevant

Contingencies
5.1. Describe judicial, administrative, or arbitral proceedings, which are not under seal, in which you appear as the defendant, and which are relevant to your personal assets, or which may affect your business or professional reputation, indicating:
a. main facts b. values, assets, or rights involved 1

5.2. Describe other relevant contingencies not covered by the previous item
5.3. Describe judicial, administrative, or arbitral convictions, issued in the last 5 (five) years in proceedings that are not under seal, in which you appeared as the defendant, and which were relevant to your personal assets, or which affected your business or professional reputation, indicating:
a. main facts b. values, assets, or rights involved

Additional Administrator Declarations, informing about:
a. accusations resulting from administrative proceedings, as well as punishments suffered, in the last 5 (five) years, due to activity subject to the control and supervision of the CVM, Central Bank of Brazil, Superintendence of Private Insurance – SUSEP, or the National Superintendence of Complementary Pension – PREVIC, including that you are not disqualified or suspended from holding office in financial institutions and other entities authorized to operate by the aforementioned bodies

1 The administrator is not required to assess the likelihood of loss or the value they believe is effectively due in the event of a conviction.

b. convictions for bankruptcy crimes, malfeasance, bribery, extortion, embezzlement, money laundering, or concealment of assets, rights, and values, against the popular economy, the economic order, consumer relations, public faith, or public property, the national financial system, or criminal penalties that prohibit, even temporarily, access to public offices, by a final and unappealable decision, except in the case of rehabilitation
c. impediments to manage their assets or dispose of them due to judicial and administrative decisions
d. inclusion in credit protection service registries e. inclusion in the list of defaulting principals of an entity administering an organized market f. titles protested against them

ANNEX E TO CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021
Content of the Reference Form – Legal Entity – Art. 17, II (information provided based on positions as of December 31)

SECURITIES PORTFOLIO ADMINISTRATORS

The fields marked with “FA” are optional for the administrator registered in the fiduciary administrator category.
The fields marked with “FG” are optional for the administrator registered in the resource manager category.

Identification of persons responsible for the content of the form
1.1. Declarations by the directors responsible for the administration of securities portfolios and for the implementation and compliance with rules, procedures, and internal controls and of this Resolution, attesting that:
a. they reviewed the reference form b. the set of information contained therein is a true, accurate, and complete portrait of the structure, business, policies, and practices adopted by the company
Company History 2
2.1. Brief history of the company's constitution
2 The company must inform only data related to the area involved in the administration of securities portfolios, if it exercises other activities.

2.2. Describe the relevant changes the company has undergone in the last 5 (five) years, including:
a. the main corporate events, such as incorporations, mergers, spin-offs, alienations, and acquisitions of corporate control b. scope of activities
c. human and computational resources
d. rules, policies, procedures, and internal controls

Human Resources 3
3.1. Describe the company's human resources, providing the following information:
a. number of partners b. number of employees
c. number of outsourced workers
d. list of natural persons who are registered with the CVM as securities portfolio administrators and who act exclusively as proxies, employees, or partners of the company d. indicate the sector of operation of the directors responsible for the administration of securities portfolios and the respective certification exams taken for the purposes of Art. 3, III, c/c Art. 4, III, of this Resolution

Item d with wording given by CVM Resolution No. 167, of September 13, 2022
3 The company must inform only data related to the area involved in the administration of securities portfolios, if it exercises other activities.

e. list of natural persons who are registered with the CVM as securities portfolio administrators and who act exclusively as proxies, employees, or partners of the company, as well as their respective sectors of operation

Item e with wording given by CVM Resolution No. 167, of September 13, 2022

Auditors
4.1. Regarding independent auditors, indicate, if applicable:
a. business name b. date of hiring of services
c. description of contracted services
Financial Resilience
5.1. Based on the financial statements, attest to:
a. whether the revenue from fixed-based fees referred to in item 9.2.a is sufficient to cover the company's costs and investments in the securities portfolio administration activity FA b. whether the company's net worth represents more than 0.02% of the financial resources under administration referred to in item 6.3.c and more than R$ 300,000.00 (three hundred thousand reais) FA

5.2. Financial statements and report referred to in § 5 of Art. 1 of this Resolution 4
FG
4 The presentation of these financial statements and this report is mandatory only for the administrator registered in the fiduciary administrator category according to item II of § 2 of Art. 1.

Scope of Activities
6.1. Describe in detail the activities developed by the company, indicating, at a minimum:
a. types and characteristics of services provided (discretionary management, wealth planning, controller, treasury, etc.) b. types and characteristics of products administered or managed (investment funds, participation investment funds, real estate investment funds, credit rights investment funds, index funds, investment clubs, managed portfolios, etc.)
c. types of securities subject to administration and management
d. whether it acts in the distribution of shares of investment funds of which it is the administrator or manager

6.2. Briefly describe other activities developed by the company that are not securities portfolio administration, highlighting:
a. potential conflicts of interest existing between such activities; and b. information about activities exercised by controlling, controlled, affiliated, and commonly controlled companies to the administrator and the potential conflicts of interest existing between such activities.

6.3. Describe the profile of investors in funds 5 and managed portfolios administered by the company, providing the following information:
FA a. number of investors (total and divided between funds and portfolios intended for qualified and non-qualified investors) FA b. number of investors, divided by: FA
i. natural persons FA
ii. legal entities (non-financial or institutional) FA
iii. financial institutions FA
iv. open complementary pension entities FA
v. closed complementary pension entities FA
vi. own social security regimes FA
vii. insurance companies FA
viii. capitalization and leasing companies
FA
ix. investment clubs FA
x. investment funds FA
xi. non-resident investors FA
xii. others (specify) FA
5 If applicable, provide information only on the investors of feeder funds, and not of the master fund.

c. financial resources under administration (total and divided between funds and portfolios intended for qualified and non-qualified investors)
d. financial resources under administration applied in financial assets abroad e. financial resources under administration of each of the 10 (ten) largest clients (it is not necessary to identify the names) FA f. financial resources under administration, divided by investors:
FA
i. natural persons FA
ii. legal entities (non-financial or institutional) FA
iii. financial institutions FA
iv. open complementary pension entities FA
v. closed complementary pension entities FA
vi. own social security regimes FA
vii. insurance companies FA
viii. capitalization and leasing companies
FA
ix. investment clubs FA
x. investment funds FA
xi. non-resident investors FA
xii. others (specify) FA

6.4. Provide the value of financial resources under administration, divided by:
FA a. shares FA b. debentures and other fixed-income securities issued by non-financial legal entities FA
c. fixed-income securities issued by financial legal entities
FA d. shares of equity investment funds FA e. shares of participation investment funds FA f. shares of real estate investment funds FA g. shares of credit rights investment funds FA h. shares of fixed-income investment funds FA
i. shares of other investment funds FA
j. derivatives (market value) FA k. other securities FA
l. public bonds FA
m. other assets FA

6.5. Describe the profile of resource managers of the securities portfolios in which the administrator exercises fiduciary administration activities
FG

6.6. Provide other information that the company deems relevant

Economic Group
7.1. Describe the economic group in which the company is included, indicating:
a. direct and indirect controllers b. controlled and affiliated companies
c. the company's participations in group companies
d. group companies' participations in the company e. companies under common control

7.2. If the company wishes, insert an organizational chart of the economic group in which the company is included, provided it is compatible with the information presented in item 7.1.

Operational and Administrative Structure 6
8.1. Describe the company's administrative structure, as established in its bylaws and internal regulations, identifying:
a. responsibilities of each body, committee, and technical department b. regarding committees, their composition, frequency of meetings, and how their decisions are recorded
c. regarding board members, their responsibilities and individual powers
6 The company must inform only data related to the area involved in the administration of securities portfolios, if it exercises other activities.

8.2. If the company wishes, insert an organizational chart of the company's administrative structure, provided it is compatible with the information presented in item 8.1.
8.3. Regarding each of the directors referred to in items 8.4, 8.5, 8.6, and 8.7 and the members of the company's committees relevant to the securities portfolio administration activity, indicate, in table form:
a. name b. age
c. profession
d. CPF or passport number e. position held f. date of appointment g. term of office h. other positions or functions held in the company

8.4. Regarding the directors responsible for the administration of securities portfolios, provide:
a. curriculum vitae, containing the following information:
i. completed courses;
ii. approval in professional certification exam
iii. main professional experiences during the last 5 years, indicating:

company name

CVM RESOLUTION NO. 21, OF FEBRUARY 25, 2021

position and duties inherent to the position
main activity of the company in which such
experiences occurred
dates of entry and exit from the position

8.5. Regarding the director responsible for the implementation and compliance with rules, policies, procedures and internal controls and of this Resolution, provide:
a. curriculum vitae, containing the following information:
i. courses completed;
ii. approval in professional certification exam (optional)
iii. main professional experiences during the
last 5 years, indicating:

name of the company
position and duties inherent to the position
main activity of the company in which such
experiences occurred
dates of entry and exit from the position

8.6. Regarding the director responsible for risk management,
if it is not the same person indicated in the previous item, provide:

a. curriculum vitae, containing the following information:
i. courses completed;
ii. approval in professional certification exam
iii. main professional experiences during the
last 5 years, indicating:

name of the company
position and duties inherent to the position
main activity of the company in which such
experiences occurred
dates of entry and exit from the position

8.7. Regarding the director responsible for the activity of
distribution of investment fund shares, if it is not the same person indicated in item 8.4, provide:
a. curriculum vitae, containing the following information:
i. courses completed;
ii. approval in professional certification exam
iii. main professional experiences during the
last 5 years, indicating:

name of the company
position and duties inherent to the position
main activity of the company in which such
experiences occurred
dates of entry and exit from the position

8.8. Provide information about the structure maintained for the
management of resources, including:
a. number of professionals b. nature of the activities developed by its members
c. the information systems, routines and procedures
involved

8.9. Provide information about the structure maintained for the
verification of permanent compliance with the legal and regulatory norms applicable to the activity and for the inspection of the services provided by third-party contractors, including:
a. number of professionals b. nature of the activities developed by its members
c. the information systems, routines and procedures
involved d. the way the company guarantees the independence of the work executed by the sector

8.10. Provide information about the structure maintained for the
risk management, including:
a. number of professionals b. nature of the activities developed by its members
c. the information systems, routines and procedures
involved d. the way the company guarantees the independence of the work executed by the sector

8.11. Provide information about the structure maintained for
the treasury activities, control and processing of assets and the bookkeeping of shares, including:
a. number of professionals b. the information systems, routines and procedures involved
c. the indication of a person responsible for the area and description of their
experience in the activity

8.12. Provide information about the area responsible for the
distribution of investment fund shares, including:
a. number of professionals b. nature of the activities developed by its members
c. training program for professionals involved in the
distribution of shares d. available infrastructure, containing a detailed list of the equipment and services used in the distribution e. the information systems, routines and procedures involved

8.13. Provide other information that the company deems
relevant

Company Remuneration

9.1. Regarding each service provided or product managed,
as described in item 6.1, indicate the main forms of remuneration that it practices

9.2. Indicate, exclusively in percentage terms on the
total revenue earned in the 36 (thirty-six) months prior to the date base of this form, the revenue resulting, during the same period, from clients as a result of:
a. fixed-base fees b. performance fees
c. entry fees
d. exit fees e. other fees

9.3. Provide other information that the company deems
relevant

Rules, Procedures and Internal Controls

10.1. Describe the policy for selection, hiring and
supervision of service providers

10.2. Describe how transaction costs with securities
are monitored and minimized

10.3. Describe the rules for the treatment of soft dollar,
such as receipt of gifts, courses, trips, etc.

10.4. Describe the contingency plans, business continuity and
disaster recovery adopted

10.5. Describe the policies, practices and internal controls
for the management of liquidity risk of securities portfolios

10.6. Describe the policies, practices and internal controls
for compliance with the specific norms referred to in item I of art. 33, if it decides to act in the distribution of shares of investment funds of which it is administrator or manager

10.7. Address of the administrator's page on the worldwide
web where the documents required by art. 16 of this Resolution can be found

Contingencies

11.1. Describe the judicial, administrative or
arbitral proceedings, which are not under confidentiality, in which the company appears in the defendant position, which are relevant to the company's business, indicating:
a. main facts b. values, assets or rights involved

11.2. Describe the judicial, administrative or
arbitral proceedings, which are not under confidentiality, in which the director responsible for the administration of securities portfolios appears in the defendant position and which affect their professional reputation, indicating:
a. main facts b. values, assets or rights involved

11.3. Describe other relevant contingencies not
covered by the previous items

11.4. Describe judicial, administrative or
arbitral convictions, with final judgment, issued in the last 5 (five) years in proceedings that are not under confidentiality, in which the company has appeared in the defendant position, indicating:

7 The company must inform only data related to the area involved in the administration of securities portfolios, if it exercises other activities.

a. main facts b. values, assets or rights involved

11.5. Describe judicial, administrative or
arbitral convictions, with final judgment, issued in the last 5 (five) years in proceedings that are not under confidentiality, in which the director responsible for the administration of securities portfolios has appeared in the defendant position and has affected its business or its professional reputation, indicating:
a. main facts b. values, assets or rights involved

Additional declarations by the director responsible for the
administration, informing about:
a. accusations resulting from administrative proceedings, as well as punishments suffered, in the last 5 (five) years, as a result of activity subject to the control and inspection of the CVM, Central Bank of Brazil, Private Insurance Superintendence – SUSEP or the National Superintendence of Complementary Pension – PREVIC, including that he is not ineligible or suspended from holding a position in financial institutions and other entities authorized to operate by the aforementioned bodies b. convictions for bankruptcy crime, malfeasance, bribery, extortion, embezzlement, "money" laundering or concealment of assets, rights and values, against the popular economy, the economic order, consumer relations, public faith or public property, the national financial system, or the criminal penalty that prevents, even temporarily, access to public offices, by final judgment decision, except for the case of rehabilitation
c. impediments to administer their assets or dispose of them
by reason of judicial and administrative decision

d. inclusion in credit protection service registry e. inclusion in the list of defaulting principals of an entity administering an organized market f. titles protested against him ---

CVM Resolution No. 21 of February 25, 2021, with amendments introduced by Resolutions 162/22, 167/22, 179/23 and 209/24

Lineage: Amended

Timeline