CVM Resolution No. 214 of September 30, 2024

CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024
Adds to CVM Resolution No. 175, of December 23, 2022, Normative Annex VI and Supplements O, P, and Q, containing specific rules for investment funds in the agribusiness production chains – FIAGRO.

THE PRESIDENT OF THE SECURITIES AND EXCHANGE COMMISSION – CVM makes public that the Board, in a meeting held on September 11, 2024, based on arts. 2, item V, 8, item I, 19 and 23, § 2, of Law No. 6,385, of December 7, 1976, arts. 4 and 20-F of Law No. 8,668, of June 25, 1993, and arts. 1,368-C to 1,368-F of Law No. 10,406, of January 10, 2002, APPROVED the following Resolution:

Art. 1 CVM Resolution No. 175, of December 23, 2022, published in the Official Gazette of the Union (“DOU”) on December 28, 2022 and rectified in the DOU on March 31, 2023, is hereby supplemented:

I – by Normative Annex VI, which provides for the specific rules for investment funds in the agribusiness production chains – FIAGRO, as set forth in Annex A to this Resolution;

II – by Supplement O, which deals with the content of the FIAGRO monthly report, as set forth in Annex B to this Resolution;

III – by Supplement P, which deals with the content of the basic information sheet of the FIAGRO, as set forth in Annex C to this Resolution; and

IV – by Supplement Q, which deals with the content of the FIAGRO annual report, as set forth in Annex D to this Resolution.

Art. 2 The general part of CVM Resolution No. 175, of December 23, 2022, published in the DOU on December 28, 2022 and rectified in the DOU on March 31, 2023, shall henceforth read as follows:

“Art. 73-A. Essential service providers, individually or jointly, may send to quota holders a request for representation at a quota holders’ meeting, via physical or electronic correspondence or by means of an advertisement published, at minimum, on the electronic page of the quota class, and the request must:

I – contain all the informative elements necessary for the exercise of the requested vote, including, but not limited to, the proposal of the vote of the service provider(s) regarding the matters under deliberation;

II – allow the quota holder to exercise a vote contrary to the proposal of the service provider, by means of the same representation instrument; and

III – be addressed to all quota holders of the same fund, class, or sub-class, as applicable.

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

§ 2 The administrator who receives the request referred to in § 1 must send the proxy request on behalf of the requesting quota holder(s), according to the content and terms determined by the requesting quota holder(s), within five business days of the request.

§ 3 In the case provided for in § 1, the administrator may require:

I – recognition of the signatory’s signature, which may be done digitally; and

II – a copy of the documents proving that the signatory has powers to represent the requesting quota holder(s), when the request is signed by a legal representative.

§ 4 The administrator is prohibited from:

I – requiring any other justifications for the request referred to in § 1;

II – charging for sending the proxy request and for any other task related to the matter; and

III – conditioning the fulfillment of the request to the satisfaction of any formalities or the presentation of any documents not provided for in § 3.

§ 5 The costs incurred with sending the proxy request on behalf of quota holder(s) must be borne by the affected class or sub-class, as applicable.” (NR)

Art. 3 Normative Annex III of CVM Resolution No. 175, of December 23, 2022, published in the DOU on December 28, 2022 and rectified in the DOU on March 31, 2023, shall henceforth read as follows:

“CHAPTER III – .....................................
Section I – Voluntary Public Offer for Acquisition of Quotas
Art. 6 Voluntary public offers aiming at the acquisition of part or all of the quotas of a quota class must comply with the rules and operational procedures established by the entity administering the organized market in which the quotas are admitted to trading.” (NR)

Art. 4 Supplement H of CVM Resolution No. 175, of December 23, 2022, published in the DOU on December 28, 2022 and rectified in the DOU on March 31, 2023, shall henceforth read as follows:

“SUPPLEMENT H – APPRAISAL REPORT – FII and FIAGRO Minimum informational content for the Appraisal Report, as provided for in Normative Annexes III and VI

I – ........................................................
..............................................................
3. Identification of the fund, the quota class, if applicable, and its administrator;
..............................................................” (NR)

Art. 5 The following are revoked:

I – art. 17 of Normative Annex III of CVM Resolution No. 175, of December 23, 2022, published in the DOU on December 28, 2022 and rectified in the DOU on March 31, 2023; and

II – CVM Resolution No. 39, of July 13, 2021, published in the DOU on July 14, 2021.

Art. 6 This Resolution enters into force on March 3, 2025, with the exception of art. 3, which enters into force on November 1, 2024.

Art. 7 FIAGROs that are operating on the date the norm enters into force must fully adapt to the provisions of this Resolution by September 30, 2025.

Signed electronically by
JOÃO PEDRO BARROSO DO NASCIMENTO
President

COMISSÃO DE VALORES MOBILIÁRIOS www.cvm.gov.br RESOLUÇÃO CVM Nº 214, DE 30 DE SETEMBRO DE 2024

ANNEX A TO CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024

“NORMATIVE ANNEX VI – INVESTMENT FUNDS IN THE AGRIBUSINESS PRODUCTION CHAINS Provides for the specific rules for investment funds in the agribusiness production chains.

CHAPTER I – SCOPE AND PURPOSE
Section I – Scope
Art. 1 This Normative Annex VI to CVM Resolution No. 175 (“Resolution”) provides for the specific rules for investment funds in the agribusiness production chains – FIAGRO.

Section II – Application of the Norm
Art. 2 If a quota class of the FIAGRO has an investment policy that allows for the application of more than 50% (fifty percent) of its net asset value in assets that are also the object of investment of another category of fund, it must observe subsidiarily the rules applicable to the respective category, prevailing, in case of conflict, the rules set forth in this Normative Annex VI.

§ 1 For the purposes of the caput, if an asset can be part of the portfolio of more than one category of fund, the regulations must expressly indicate the category to which the asset belongs, considering the investment policy of the FIAGRO quota class.

§ 2 For the purposes of § 1, assets of the same nature cannot be indicated in distinct categories within the same quota class.

CHAPTER II – CHARACTERISTICS AND CONSTITUTION
Section I – General Characteristics
Art. 3 For the purposes of this Normative Annex VI, it is understood by:

I – agribusiness carbon credits: titles representing the effective reduction of emissions or removal of greenhouse gases from the atmosphere, in accordance with specific legislation and regulation, originating within the scope of the activities of the agribusiness production chains; and

II – rural property: the property that has a Rural Property Registration Certificate – CCIR or that, located in an urban perimeter, is intended for the exploration of activities of the agribusiness production chains and has registration in the General Real Estate Registry – RGI.

Sole paragraph. For the purposes of this Normative Annex VI, a rural property is considered to be a property that has a non-marine water deposit, natural or artificial, for use in aquaculture or fish farming activities, without prejudice to the need to be registered in the competent real estate registry or register.

Art. 4 The FIAGRO is intended for the application of resources in the agribusiness production chains, through the acquisition of the assets set forth in art. 14 of this Normative Annex VI.

Art. 5 The name of the fund and its quota classes, if any, must contain the expression “Investment Fund in the Agribusiness Production Chains” or the acronym “FIAGRO”.

§ 1 The name of the quota investment class must contain the expression “Quota Investment Class”.

§ 2 If the fund has only quota investment classes, its name may use the expression “Investment Fund in Quotas”.

§ 3 If the name of the fund or the quota class contains reference to “carbon” or any other term or expression related to the reduction or removal of greenhouse gases from the atmosphere, the regulations must specify how the investment policy contributes to the reduction or removal of gases.

Section II – Constitution
Art. 6 If the investment policy does not allow for the application of a portion greater than 5% (five percent) of the net asset value in the assets provided for in items II to IX of art. 14 of this Normative Annex VI, the fund and its quota classes may be constituted by exclusive deliberation of the fiduciary administrator, in which case the administrator is the only essential service provider, encompassing both fiduciary administration and portfolio management.

CHAPTER III – QUOTAS
Section I – Distribution and Subscription
Art. 7 The request for registration of a public offer for distribution of quotas must be accompanied by the documents required by specific regulation, plus, in the case of rural property to be acquired within the scope of the distribution of quotas constituting the initial net asset value of the class, an appraisal report prepared in accordance with Supplement H, with the exception of the information mentioned in its item II.7, when protected by confidentiality or detrimental to the investment strategy, and with additional information about the registration of the property in the Environmental Rural Registry – CAR or explanation of its unnecessary nature.

Art. 8 In addition to the regulations, when the quota holder enters the open quota class, the administrator and the distributor of the quota class intended for the general public must make available an updated version of the basic information sheet, prepared as provided for in Supplement P.

Art. 9 The lock-up period of the class or sub-class open to the general public, if any, together with the total period between the redemption request and its payment, cannot total more than one hundred and eighty days.

Art. 10. The investment policy of the quota class intended for the general public cannot provide for the application of resources in assets that are ineligible for the same general public in other categories of funds, such as:

I – non-standardized credit rights, as defined in art. 2, item XIII, of Normative Annex II;

II – credit rights originating from commercial contracts for the purchase and sale of products, goods, and services for future delivery or provision; and

III – credit rights originated or assigned by the administrator, manager, specialized consulting, custodian, registry entity, and parties related to them.

Art. 11. In addition to the information contained in art. 29, caput, of the general part of the Resolution, upon entering the open quota class, the quota holder must attest, in the adherence and risk awareness term, that they had access to the full text of the sheet, if applicable.

Section II – Full Payment
Art. 12. The full payment of the quotas will be made in national currency, admitting, provided it is provided for in the regulations, payment in assets.

§ 1 Payment in assets must be based on an appraisal report, prepared by a specialized company and approved by the quota holders’ meeting.

§ 2 The appraisal report for payment in rural property must be prepared in accordance with Supplement H, with the exception of the information mentioned in its item II.7, when protected by confidentiality or detrimental to the investment strategy, and with additional information about the registration of the property in the Environmental Rural Registry – CAR or explanation of its unnecessary nature.

§ 3 The approval of the appraisal report by the quota holders’ meeting is not required when it concerns an asset that constitutes the destination of resources from the public offer for distribution of quotas constituting the initial net asset value of the class.

§ 4 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 responsible for omission in this duty.

§ 5 Payment in assets must occur within the period established by the regulations or the offer acceptance document, applying, in addition to art. 78 of the general part of the Resolution, insofar as applicable, arts. 8 to 10, 89 and 98, § 2, of Law No. 6,404, of December 15, 1976.

§ 6 The appraiser must present a declaration that they do not have a conflict of interest that diminishes the independence necessary for the performance of their functions.

§ 7 The appraisals carried out for the purposes of this article must also observe the accounting rules that deal with the measurement of the fair value of the assets and rights appraised.

Section III – Voluntary Public Offer for Acquisition of Quotas
Art. 13. Voluntary public offers for the acquisition of quotas by the closed class itself that issued them, aiming at the acquisition of part or all of the quotas, must comply with the rules and operational procedures established by the entity administering the organized market in which the quotas are admitted to trading.

CHAPTER IV – PORTFOLIO OF ASSETS
Art. 14. The participation of the quota class in the agribusiness production chains can occur through the acquisition of the following assets:

I – any real rights over rural properties;

II – participations in companies that explore activities included in the agribusiness production chains;

III – financial assets, credit titles, and securities issued by natural and legal persons who integrate the agribusiness production chains;

IV – agribusiness credit rights and real estate credit rights related to rural properties;

V – agribusiness receivable certificates and other securitization titles issued with backing in agribusiness credit rights and real estate receivable certificates and other securitization titles issued with backing in real estate credit rights related to rural properties;

VI – receivable certificates and other securitization titles issued with backing in financial assets issued by natural or legal persons who integrate the agribusiness production chains;

VII – quotas of classes that apply more than 50% (fifty percent) of their net asset value in the assets referred to in items I to VI, which includes quotas of other FIAGROs, but is not limited to this category of funds;

VIII – agribusiness carbon credits; and

IX – decarbonization credits – CBIO.

§ 1 The quota class can apply resources in fixed income investment fund quotas and fixed income titles, exclusively for liquidity purposes to fulfill obligations.

§ 2 The quota class can apply resources in financial derivative instruments, exclusively for asset protection purposes, whose exposure is always, at maximum, the net asset value of the class, and the possibility is provided for in the regulations.

§ 3 The quota classes invested by FIAGROs, in accordance with item VII, must have investment policies intended for the application of resources in the agribusiness production chains, even if the portfolio of the invested class is not entirely composed of assets listed in the items of the caput.

§ 4 The rural properties to be acquired must be subject to prior appraisal by the administrator, manager, or independent third party, observing, at minimum, the requirements contained in Supplement H.

§ 5 The quota class can lend financial assets and securities, provided that such lending operations are carried out exclusively through a service authorized by the Central Bank of Brazil or the CVM.

CHAPTER V – REGULATIONS
Art. 15. In addition to the matters provided for in art. 48 of the general part of the Resolution, the regulations must provide for:

I – obligations and responsibilities of the administrator arising from the quality of fiduciary owner of the properties, without prejudice to those provided for in the regulation, if the regulations admit the application of resources in rural properties;

II – maximum period for the payment into the net asset value of goods and rights originating from the subscription of quotas, if applicable;

III – if the FIAGRO quota class is closed, rules and criteria for fixing the period for applications, from the closing of each quota distribution;

IV – rules and criteria regarding the return of capital to quota holders or extension of the period provided for in item III, in case the applications are not realized within the established period;

V – treatment to be given to the earnings and other rights originating from the assets of the portfolio and the form of distribution or reinvestment of these rights;

VI – maximum custody fee, expressed as an annual percentage of the net asset value of the class (basis of two hundred and fifty-two days), if applicable;

VII – performance fee, if any, calculated based on the performance of the quota class or a relevant indicator for the agribusiness production chains that can be compared with the class;

VIII – remuneration of the specialized consulting referred to in art. 30, item I, of this Normative Annex VI, if applicable;

IX – remuneration of the specialized company in the rural real estate market, as referred to in art. 30, item II of this Normative Annex VI, if applicable;

X – manner of convocation, competence, quorum for installation and deliberation of the quota holders’ meeting, as well as the forms of representation of the quota holders, without prejudice to the rules provided for in Chapter VII of the general part of the Resolution and in Chapter VI of this Normative Annex VI; and

XI – maximum number of quota holders’ representatives to be elected by the quota holders’ meeting and respective term of office, which cannot be less than one year, except as provided for in art. 21, § 2, of this Normative Annex VI.

§ 1 If the fund has different quota classes, the matters provided for in the items of the caput must be regulated in the annex of the class to which they refer.

§ 2 The regulation of the performance fee must comply with the criteria established in the general part of the Resolution and in Normative Annex I, exclusively insofar as it does not contradict the provisions of this Normative Annex VI.

§ 3 The investment policy must point out in a precise and clear manner:

I – the assets that can compose the net asset value of the FIAGRO quota class, in accordance with art. 14 of this Normative Annex VI, as well as the maximum application limits by asset modality, based on a percentage of the net asset value; and

II – the maximum application limits by issuer or debtor, as applicable, based on a percentage of the net asset value.

§ 4 In the case of application of art. 2 of this Normative Annex VI, the limits provided for in the investment policy, in accordance with § 3, must be consistent with the limits provided for in the subsidiarily applicable Normative Annex.

§ 5 If the investment policy admits the acquisition of agribusiness carbon credits:

I – the regulations must specify how the administrator will exercise control over the ownership of the credits, either by hiring a service provider for the fund or by exercising control directly; and

II – it is the manager’s responsibility to define the methodologies that can be accepted for the purpose of certifying the effective reduction or removal of greenhouse gases in the origination projects of the credits eligible for the asset portfolio.

§ 6 The certification methodology referred to in § 5, item II, must be consistent with market best practices for verification, measurement, and reporting of the reduction or removal of greenhouse gases from the atmosphere, with the manager responsible for checking this requirement within the scope of the acquisition of agribusiness carbon credits.

§ 7 The certification referred to in § 5, item II, must be granted by an institution that is not a related party to the manager and has technical and operational capacity compatible with the service, with the manager responsible for checking these requirements within the scope of the acquisition of agribusiness carbon credits.

§ 8 If the closed quota class is intended for the general public, the regulations cannot contain provisions that:

I – limit the number of votes per quota holder to percentages lower than 10% (ten percent) of the total quotas issued by the class or sub-class, as applicable; or

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II – establish different limits for the exercise of voting rights for different unitholders of the same class or subclass, as applicable.

Art. 16. In addition to the matters provided for in the sole paragraph, items I and II, of Art. 50 of the general part of the Resolution, unless approved by the unanimous vote of unitholders gathered in a meeting, an increase or alteration in the calculation of the performance fee and the maximum custody fee are effective only after the lapse of at least thirty days, or, in the case of an open class, the period for redemption payment established in the bylaws, whichever is longer, and after the summary provided for in Art. 79 of the general part of the Resolution has been made available to unitholders.

Art. 17. In addition to the documents provided for in Art. 51 of the general part of the Resolution, on the date of the start of validity of the bylaw alterations deliberated in a meeting, the administrator must make the updated fund sheet available, if applicable, through an electronic system on the worldwide computer network.

CHAPTER VI – UNITHOLDER MEETINGS
Section I – Competence

Art. 18. In addition to the matters provided for in Art. 70 of the general part of the Resolution, it is the exclusive competence of the unitholder meeting to deliberate on:
I – alteration of the market in which the shares are admitted to trading, unless otherwise provided in the bylaws; II – election and removal of the unitholder representative referred to in Art. 21 of this Normative Annex VI, fixing its remuneration, if any, and approval of the maximum value of expenses that may be incurred in the exercise of its activity; III – waiver of the prohibition referred to in Art. 31, item III, of this Normative Annex VI; and IV – alteration of any matter related to administration, management, and performance fees.

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL www.cvm.gov.br CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024

Section II – Convocation and Installation

Art. 19. It is the responsibility of the administrator to convene the unitholder meeting.
§ 1º The unitholder meeting may also be convened directly by unitholders who hold at least 5% (five percent) of the shares issued by the class or by the unitholder representative, observing the requirements established in the bylaws. § 2º At the time of the ordinary meeting, holders of at least 3% (three percent) of the issued shares or the unitholder representative may request, through a written petition sent to the administrator, the inclusion of matters on the agenda of the meeting, which then becomes both ordinary and extraordinary. § 3º The request referred to in § 2º must be accompanied by any documents necessary for the exercise of the right to vote, including those referred to in § 1º of Art. 20 of this Normative Annex VI, if applicable, and must be sent within ten days counted from the date of convocation of the ordinary meeting. § 4º The percentage referred to in § 2º must be calculated based on the participations recorded in the unitholder registry on the date of convocation of the meeting. § 5º The first convocation of unitholder meetings must occur:
I – with at least thirty days' notice, in the case of ordinary meetings; and II – with at least fifteen days' notice, in the case of extraordinary meetings.

Art. 20. The administrator must make available, on the same date as the convocation, all information and documents necessary for the informed exercise of the right to vote 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 an agreement 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.

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL www.cvm.gov.br CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024

§ 1º Whenever a meeting is convened to elect a unitholder representative, the information referred to in the caput includes:
I – a declaration from candidates that they meet the requirements provided for in Art. 22 of this Normative Annex VI; and II – the information provided for in item 11.1 of Supplement Q.

§ 2º If unitholders or the unitholder representative have used the prerogative of Art. 19, § 2º, of this Normative Annex VI, the administrator must publish, through the means referred to in items I to III of the caput, within five days counted from the end of the period provided for in § 3º of said Art. 19, the request for inclusion of a matter on the agenda, as well as the documents sent by the requesters.

Section III – Representation of Unitholders

Art. 21. The unitholder meeting may elect one or more representatives to monitor and supervise the developments or investments of the share class, in defense of the rights and interests of unitholders. § 1º The election of a unitholder representative may be approved by the majority of unitholders present and representing at least:
I – 3% (three percent) of the total issued shares, when the class has more than one hundred unitholders; or II – 5% (five percent) of the total issued shares, when the class has up to one hundred unitholders.

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

Art. 22. Only a natural or legal person who meets the following requirements may exercise the function of unitholder representative:
I – be a unitholder of the share class;
II – not hold a position or function in an essential service provider or its economic group companies, or provide services of any nature to them; III – not hold a position or function in a service provider of the share class;

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IV – not be an administrator or manager of other FIAGROs; V – not be in conflict of interest with the share class; and VI – not be prohibited by law or have been convicted of a bankruptcy crime, malfeasance, bribery, extortion, embezzlement, against the popular economy, public faith or property, or a criminal penalty that prohibits, even temporarily, access to public office; nor have been sentenced to a penalty of suspension or temporary disqualification applied by the CVM.

§ 1º It is the responsibility of the unitholder representative to inform the administrator and unitholders of the supervening of circumstances that may prevent them from exercising their function.

§ 2º The function of unitholder representative is non-delegable.

Art. 23. It is the responsibility of the unitholder representatives:
I – supervise 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 unitholder meeting regarding:
a) issuance of new shares, except if approved in accordance with Art. 48, § 2º, item VII, of the general part of the Resolution; and b) transformation, merger, consolidation, or spin-off; III – report to the administrator and, if the administrator does not take the necessary measures to protect the interests of the share class, to the unitholder meeting, any errors, frauds, or crimes of which they have knowledge, and suggest measures; IV – analyze the financial information of the share class at least quarterly; V – examine the financial statements of the social year and issue an opinion on them; VI – annually prepare a report containing, at minimum:
a) description of the activities performed during the closed fiscal year; b) indication of the number of issued shares of the share class held by each of the unitholder representatives; c) expenses incurred in the exercise of their activities; and

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d) opinion on the financial statements of the share class, including in their report any complementary information deemed necessary or useful for the deliberation of the meeting; and VII – exercise these duties during the liquidation of the share class.

§ 1º The administrator is obliged, through written communication, to make available to the unitholder representative, within a maximum of ninety days counted from the end of the social year, the financial statements referred to in item VI, letter “d”, of the caput.

§ 2º Unitholder representatives may request clarifications or information from the administrator, provided they relate to their function.

§ 3º The reports and opinions of the unitholder representatives must be sent to the administrator within a period of up to fifteen days, counted from the receipt of the financial statements referred to in item VI, letter “d”, of the caput, and, as soon as concluded, in the case of other documents, so that the administrator proceeds with disclosure in accordance with Art. 61 of the general part of the Resolution.

Art. 24. Unitholder representatives must attend meetings and respond to information requests made by unitholders.
Sole paragraph. The reports and representations, individual or joint, of the unitholder representatives may be presented and read at the meeting, regardless of publication and even if the matter is not on the agenda.

Art. 25. Unitholder representatives must exercise their functions in the exclusive interest of the share class, acting with good faith, transparency, diligence, and loyalty towards the share class and unitholders.

Art. 26. For the purposes of characterizing the offense of trading using insider information, it is presumed that a unitholder representative who leaves office possessing material and undisclosed information uses such information if they trade shares of the affected class within a period of three months counted from the end of their departure from office.

CHAPTER VII – PROVISION OF SERVICES
Section I – Administration

Art. 27. In addition to the obligations set forth in Art. 104 of the general part of the Resolution, it is the responsibility of the administrator:
I – calculate and publish on the worldwide computer network the value of the share and the net asset value of open classes and subclasses, with a frequency compatible with the period between the redemption request and its payment, as provided in the bylaws; II – verify, after the execution of operations by the manager, with a frequency compatible with the investment policy of the class, the compliance of the asset portfolio with the bylaws, including with respect to portfolio composition requirements, and must inform the manager and the CVM of any non-compliance, by the end of the day following the date of verification;

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III – hire the following services, in the name of the fund, when necessary due to the investment policy:
a) custody of financial assets, securities, and CBIOs, either directly, in which case it must be authorized to do so, or indirectly, through the hiring of a custodian; b) registration of credit rights in a registrar authorized by the Central Bank of Brazil; and c) custody of the documentation that constitutes the backing of the credit rights, which may be physical or electronic; IV – arrange for the annotation, in the competent registry, of the restrictions determined by Art. 7º of Law No. 8.668, of June 25, 1993, making it clear in the records of the rural properties included in the portfolio that such properties:
a) do not form part of the assets of the administrator or manager; b) do not directly or indirectly answer for any obligation of the administrator or manager; c) do not form part of the list of assets and rights of the administrator or manager for the purposes of judicial or extrajudicial liquidation; d) cannot be given as collateral for debt of an operation of the administrator or manager; e) are not subject to execution by any creditors of the administrator or manager, however privileged they may be; V – ensure that the reports of the unitholder representatives are maintained, at its expense, updated and in perfect order; and VI – without prejudice to the observance of procedures related to financial statements, keep separate records with complete information on any and all types of transactions carried out between the administrator, manager, and specialized consultancy and their related parties, on one side; and the share class, on the other.

§ 1º The contract for custody of financial assets and securities 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.

§ 2º The hiring of the financial assets and securities custody service is waived:
I – for shares, subscription bonuses, non-convertible debentures, and other securities convertible or exchangeable into shares issued by closed companies; II – for securities or securities representing participation in limited liability companies; and III – if the financial assets and securities are registered in a financial assets and securities registry system authorized to operate by the Central Bank of Brazil or by the CVM or are deposited in a central depository authorized by the Central Bank of Brazil or by the CVM.

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§ 3º To use the waivers referred to in items I and II of § 2º, the administrator must ensure adequate safeguarding of the assets, which includes receiving, verifying, and keeping, at its expense, updated and in perfect order, the documentation that evidences and proves the existence, integrity, and ownership of the assets.

§ 4º If the credit rights are registered in a financial assets and securities registry system authorized to operate by the Central Bank of Brazil or by the CVM or are deposited in a central depository authorized by the Central Bank of Brazil or by the CVM, their registration in a registrar entity is waived.

§ 5º If the class applies resources to credit rights that are not subject to registration in a registrar entity, are not registered in a financial assets and securities registry system authorized to operate by the Central Bank of Brazil or by the CVM, and are not deposited in a central depository authorized by the Central Bank of Brazil or by the CVM, the administrator must hire the custody service for the credit rights.

§ 6º The custody service for credit rights is subject to the provisions of Arts. 38 to 40 of Annex Normative II of this Resolution.

§ 7º The administrator must ensure that the service providers hired by it have adequate, written, and verifiable rules and procedures to allow effective control over the movement of documentation related to credit rights.

Art. 28. If the share class has investment in rural real estate, in the event of resignation, the administrator is obliged to remain in the exercise of its functions at least until the annotation, in the competent records, of the minutes of the unitholder meeting that elects its substitute and successor in the fiduciary ownership of the property.

§ 1º Unitholders who hold at least 5% (five percent) of the issued shares are entitled to convene the unitholder meeting referred to in the caput, if the administrator does not do so, within a period of ten days counted from the resignation.

§ 2º The provisions of the caput apply even in the event that the unitholder meeting deliberates on the liquidation of the fund or the share class, as applicable, 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 unitholder meeting does not elect a new administrator within thirty business days counted from the publication in the Official Gazette of the act decreeing extrajudicial liquidation, the Central Bank of Brazil will appoint an institution to process the liquidation of the fund.

§ 4º In the cases referred to in the caput, as well as in the case of the administrator being subject to the regime of judicial or extrajudicial liquidation, the minutes of the unitholder meeting that elects a new administrator constitute a valid document for the annotation of the succession of the fiduciary ownership of the real estate assets included in the assets of the share class.

§ 5º The succession of the fiduciary ownership of a real estate asset included in the assets of a FIAGRO share class does not constitute a transfer of ownership.

Section II – Management

Art. 29. In addition to the obligations set forth in Art. 105 of the general part of the Resolution, it is the responsibility of the manager:
I – in the execution of the investment policy, without prejudice to other duties, to ensure that the composition of the asset portfolio does not alter the tax treatment of the class or unitholders, as provided in the legislation applicable to the FIAGRO; II – ensure that the land and environmental integrity of the rural property is preserved; III – with respect to the portion of the portfolio composed of corporate participations in closed companies and limited liability companies, observe the provisions of Art. 26 of Annex Normative IV of this Resolution; and IV – with respect to the portion of the portfolio composed of credit rights, observe the provisions of Arts. 33, items II to VI, 34, and 36, of Annex Normative II of this Resolution; and V – with respect to agribusiness carbon credits, verify the existence, integrity, and ownership of the assets within the due diligence for their acquisition.

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL www.cvm.gov.br CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024

Art. 30. In addition to the hiring provided for in Art. 85 of the general part of the Resolution, the manager may hire the following services, in the name of the fund, provided they are consistent with the investment policy:
I – specialized consultancy, aimed at supporting and subsidizing the activities of analysis, selection, monitoring, and evaluation of assets; II – a specialized company to administer the leases or rentals of rural properties and the exploration of surface rights, as well as to monitor and follow up on projects and the commercialization of rural properties; and III – a collection agent to collect and receive credit rights and other matured and unpaid assets.

CHAPTER VIII – PROHIBITIONS

Art. 31. In addition to the prohibitions provided for in Art. 101 of the general part of the Resolution, it is prohibited for the manager, using the resources of the share class:
I – apply abroad resources raised in the Country; II – unless approved in a unitholder meeting, carry out operations when a situation of conflict of interest is characterized between:
a) the share class and the administrator, manager, or specialized consultancy; b) the share class and unitholders holding a participation corresponding to at least 10% (ten percent) of the assets of the share class; and c) the share class and the unitholder representative; III – apply resources in companies in which the administrator, manager, consultants, members of committees or boards, and unitholders holding shares representing 5% (five percent) of the assets of the investing class, their partners and respective spouses, individually or jointly, participate with a percentage greater than 10% (ten percent) of the voting or total share capital, or any persons who:
a) are involved, directly or indirectly, in the financial structuring of the securities issuance operation to be subscribed by the share class; or

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL www.cvm.gov.br CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024

b) are part of the boards of directors, advisory, or audit committees of the company to be invested in, before the first investment by the investing share class; and IV – constitute real liens on rural properties, except to guarantee obligations assumed by the class.

§ 1º With respect to the acquisition of credit rights originated or assigned by the administrator, manager, specialized consultancy, or related parties, the bylaws of the restricted class may waive the prohibition provided for in item II, letter “a”, of the caput, provided that:
I – the manager, the registrar entity, and the custodian of the credit rights are not related parties to each other; and II – the registrar entity and the custodian are not related parties to the originator or assignor.

§ 2º The requirement set forth in item I of § 1º does not apply to share classes exclusively intended for professional investors.

§ 3º The prohibition provided for in item IV of the caput does not prevent the acquisition of rural properties on which real liens were constituted prior to their entry into the asset portfolio.

§ 4º In the exclusive class, the bylaws may allow the manager to provide surety, guarantee, acceptance, or co-obligate in any form, as well as to constitute real liens on rural properties, to guarantee obligations assumed by unitholders.

Art. 32. It is prohibited for the administrator and the manager, within their respective spheres of action, to accept that guarantees in favor of the share class are formalized in the name of third parties who do not represent it, except for the possibility of formalizing guarantees in favor of the administrator, manager, or third parties who represent the class as the holder of the guarantee, who must ensure adequate segregation from their own assets.

Sole paragraph. The prohibition referred to in the caput is inapplicable in the context of securities issuances in which the guarantee is constituted for the benefit of the communion of investors, who are represented by a guarantee agent.

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL www.cvm.gov.br CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024

CHAPTER IX – DISCLOSURE OF INFORMATION
Section I – Periodic Information

Art. 33. The administrator must make available to unitholders, to the entity administering the organized market 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 – monthly report, according to the model set forth in Supplement O, within fifteen days after the end of the month to which it refers;

II – quarterly, a statement of the composition and diversification of the asset portfolio, prepared according to the form available in the aforementioned system, within forty-five days after the end of the quarter to which it refers;

III – annually, within ninety days after the end of the fiscal year to which they refer:

a) the financial statements of the fund and, if applicable, its classes of units, accompanied by the respective reports of the independent auditor, prepared in accordance with the accounting standards issued by this Commission applicable to open companies; and

b) the electronic form containing the annual report, the content of which reflects Supplement Q;

IV – annually, the report of the unitholder representatives, as soon as it is received;

V – notice of convocation, proposal of the administration or management, and other documents relating to ordinary meetings of unitholders, on the same day of their convocation;

VI – within eight days after its occurrence, the minutes of the ordinary meeting of unitholders; and

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

§ 1º The administrator of the closed class must resend the electronic form represented in Supplement Q, updated, on the date of the start of each new distribution of units.

§ 2º The competent Superintendence may make changes to the content of Supplements O and P, in favor of adequate information to investors, provided that:

I – the changes are of low regulatory compliance cost; and

II – the deadline granted for adaptation is compatible with the change made.

Section II – Eventual Information

Art. 34. The administrator must make available to unitholders the following documents, relating to eventual information about the class of units:

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

II – within eight days after its occurrence, the minutes of the extraordinary meeting of unitholders;

III – within thirty days from the conclusion of the transaction, the evaluation relating to the rural real estate acquired by the class of units, with the exception of the information mentioned in item II.7 of Supplement H when they are protected by confidentiality or if they prejudice the investment strategy;

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

V – within 2 (two) days of their receipt, the reports and opinions received from the unitholder representatives, with the exception of that mentioned in Art. 33, caput, item IV, of this Normative Annex VI.

Art. 35. In addition to the examples provided in Art. 64, § 3º, of the general part of the Resolution, the following are examples of potentially relevant events:

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

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

V – the filing of a lawsuit that may affect the economic-financial situation of the class.

Art. 36. 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 caput, send the information referred to in this Chapter to the entity administering the organized market in which the units are admitted to trading, as well as to the CVM, through a Document Submission System, available on the CVM's page on the worldwide computer network.

CHAPTER X – CHARGES

Art. 37. In addition to the provisions of Art. 117 of the general part of the Resolution, the regulations of the FIAGRO may provide as charges the following expenses:

I – performance fee;

II – custody fee for financial assets, securities, and CBIO;

III – registration of financial assets and securities;

IV – registration of credit rights;

V – custody of credit rights;

VI – control of the ownership of agribusiness carbon credits;

VII – commissions and emoluments paid on transactions, including expenses related to the purchase, sale, leasing, or renting of rural real estate;

VIII – expenses necessary for the administration, maintenance, conservation, and repairs of rural real estate;

IX – expenses with appraisals resulting from legal or regulatory requirements; and

X – fees and expenses related to the activities of representation of unitholders.

CHAPTER XI – RESTRICTED CLASSES

Art. 38. In addition to the possibilities provided in Art. 113 of the general part of the Resolution, the regulations of the restricted class may:

I – waive the preparation of an appraisal report for the subscription of units in assets, without prejudice to the approval of the unitholders' meeting regarding the value attributed to the asset;

II – establish deadlines for unit conversion and for the payment of redemptions different from those provided in the regulations, with the establishment of a maximum deadline for conversion and payment being admitted; and

III – provide for the existence of charges that are not provided for in Arts. 117 of the general part of the Resolution and 37 of this Normative Annex VI.

Art. 39. In addition to the possibility provided in Art. 114 of the general part of the Resolution, the regulations of the class of units exclusively intended for professional investors may waive:

I – the hiring of services for the registration and custody of credit rights;

II – compliance with the requirement provided in Art. 31, § 1º, item I, of this Normative Annex VI; and

III – the disclosure on the worldwide computer network of the unit value and the net asset value of the open classes and subclasses, without prejudice to the sending of the monthly report, in the terms of Art. 33, item I, of this Normative Annex VI.

CHAPTER XII – PENALTIES

Art. 40. In addition to the conduct provided in Art. 131 of the general part of the Resolution, the following are considered serious infractions:

I – the administrator not exercising control over the ownership of agribusiness carbon credits, in accordance with Art. 15, § 5º, item I, of this Normative Annex VI;

II – the administrator not making available the information and documents necessary for the exercise of the right to vote in meetings, as provided in Art. 20 of this Normative Annex VI;

III – the administrator not providing the fund with the services provided in Art. 27, item III, of this Normative Annex VI;

IV – the administrator who resigned from the administration of the fund not remaining in the exercise of its functions, in the case provided in Art. 28 of this Normative Annex VI;

V – the administrator not making available the eventual information provided in Art. 34 of this Normative Annex VI;

VI – the manager not observing the obligations provided in Art. 29 of this Normative Annex VI; and

VII – the manager not observing the prohibitions provided in Art. 31 of this Normative Annex VI.”

(NR)

ANNEX B TO CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024

“SUPPLEMENT O – MONTHLY REPORT – FIAGRO
Content of the FIAGRO Monthly Report, as provided in Art. 33, I, of Normative Annex VI

Name of the Class
CNPJ of the Class
Date of Registration of Operation
Target Audience (General Investors, Qualified Investor, or Professional) ISIN Code (if applicable) Exclusive Class (Yes or No) Unitholders have family or corporate family ties (Yes or No) In addition to Normative Annex VI, is the class subject to the rules of another Normative Annex (Art. 2)? If yes, inform the applicable Annex. Self-regulation classification (if applicable) Duration End of the fiscal year Trading market for the units (Stock Exchange/Over-the-Counter/Unorganized Over-the-Counter) Entity administering the organized market, if applicable Name of the Administrator CNPJ of the Administrator Administrator's Email Unit holder service (Art. 104, VI, general part of the Resolution) Class Website Name of the Manager CNPJ of the Manager Competence mm/yyyy Number of unitholders 1 Total quantity Natural person Legal entity, except financial institutions Financial institutions Non-resident investors Complementary pension entity, except RPPS Own pension regime of public servants - RPPS Insurance or reinsurance company Investment funds Unitholders of distributors on behalf and order Other types of unitholders

1 Asset - R$ = 10+11+12
2 Net Asset Value - R$ = 1-25
3 Number of Units Issued
3.1 Subclass 1 (or single class)
3.2 Subclass 2
3.3 Subclass N
4 Unit Net Value - R$
4.1 Subclass 1 (or single class) =2/4.1
4.2 Subclass 2 =2/4.2
4.3 Subclass N =2/4.3
5
Expenses with the administration fee in relation to the net asset value of the month (%) 6 Expenses with the management fee in relation to the net asset value of the month (%) 7 Expenses with the distribution fee in relation to the net asset value of the month (%) 8 Effective Monthly Profitability = 8.1+8.2 8.1 Net Asset Profitability of the Reference Month 2
8.2 Dividend Yield of the Reference Month 3
9
Unit Amortizations of the Reference Month 4 (%)

Asset Information
Value (R$)
10
Total Kept for Liquidity Needs (Cash) = 10.1+10.2 10.1 Fixed income investment funds
10.2 Fixed income securities
11 Total invested =11.1+11.2+11.3+11.4+11.5+11.6+11.7+11.8
11.1 Rural real estate
11.2
Corporate participations
(closed companies and limited liability companies)
11.3 Financial assets (lato sensu) = 11.3.1+11.3.2+11.3.3
11.3.1 Financial assets = 11.3.1.1+11.3.1.2
11.3.1.1 Financial assets issued by
financial institutions =11.3.1.1.1:11.3.1.1.3
11.3.1.1.1 Agribusiness Credit Letters -
LCA
11.3.1.1.2 Real Estate Credit Letters - LCI
11.3.1.1.3 Other assets issued by
financial institutions
11.3.1.2 Other financial assets
11.3.2 Securities =11.3.2.1+11.3.2.2
11.3.2.1 Corporate participation titles =11.3.2.1.1+11.3.2.1.2
11.3.2.1.1 Shares and certificates of deposit
of shares
11.3.2.1.2 Other participation titles
11.3.2.2 Corporate debt titles = 11.3.2.2.1+11.3.2.2.2+11.3.2.2.3
11.3.2.2.1 Debentures =11.3.2.2.1.1+11.3.2.2.1.2
11.3.2.2.1.1 Convertible debentures
11.3.2.2.1.2 Non-convertible debentures
11.3.2.2.2 Commercial notes = 11.3.2.2.2.1+11.3.2.2.2.2
11.3.2.2.2.1 Short-term commercial notes
(upto 12 months)
11.3.2.2.2.2 Long-term commercial notes
(more than 12 months)
11.3.2.2.3 Other corporate debt titles
11.3.3 Credit titles = 11.3.3.1+11.3.3.2+11.3.3.3+11.3.3.4
11.3.3.1 Rural producer note – CPR = 11.3.3.1.1+11.3.3.1.2
11.3.3.1.1 Financial CPR
11.3.3.1.2 Physical CPR
11.3.3.2 Agribusiness credit rights certificate – CDCA
11.3.3.3 Agricultural deposit certificate – CDA and
agricultural warrant – WA
11.3.3.4 Other agribusiness credit titles = 11.3.3.4.1+11.3.3.4.2
11.3.3.4.1 Credit titles with financial settlement = 11.3.3.4.1.1+11.3.3.4.1.2
11.3.3.4.1.1 Corporate debtor
11.3.3.4.1.2 Natural person debtor
11.3.3.4.2 Credit titles with physical settlement = 11.3.3.4.2.1+11.3.3.4.2.2
11.3.3.4.2.1 Corporate debtor
11.3.3.4.2.2 Natural person debtor
11.4 Other Credit Rights 5 = 11.4.1+11.4.2
11.4.1 Agribusiness credit rights
11.4.2
Credit rights relating to rural real estate
11.5 Securitization Titles = 11.5.1:11.5.3
11.5.1 Agribusiness receivables certificates – CRA
11.5.2 Real estate receivables certificates – CRI
11.5.3 Other securitization titles
11.6 Investment fund units = 11.6.1:11.6.6
11.6.1 FIF
11.6.2 FIDC
11.6.3 FII
11.6.4 FIP
11.6.5 FIIM (ETF)
11.6.6 FIAGRO
11.7
Agribusiness carbon credits
11.8 CBIO – decarbonization credits
12 Values to be Received
13
Maturity or liquidity deadline of the assets 6 = 13.1+13.2 13.1 Total assets to mature or with liquidity: =13.1.1:13.1.9
13.1.1 Up to 30 days
13.1.2 From 31 to 60 days
13.1.3 From 61 to 90 days
13.1.4 From 91 to 120 days
13.1.5 From 121 to 180 days
13.1.6 From 180 to 360 days
13.1.7 From 361 to 720 days
13.1.8 From 720 to 1080 days
13.1.9 More than 1080 days
13.2 Total of matured assets = 13.2.1:13.2.9
13.2.1 Up to 30 days
13.2.2 From 31 to 60 days
13.2.3 From 61 to 90 days
13.2.4 From 91 to 120 days
13.2.5 From 121 to 180 days
13.2.6 From 181 to 360 days
13.2.7 From 361 to 720 days
13.2.8 From 720 to 1080 days
13.2.9 More than 1080 days

Liability Information
Value (R$)
14 Income to be distributed
15 Administration fee to be paid
16 Management fee to be paid
17 Performance fee to be paid
18 Distribution fee to be paid
19 Obligations for asset acquisition
20 Advance for asset sale
21 Advance of values to be received
22
Financial derivative instruments (hedge)
23 Provisions for contingencies
24 Other values to be paid
25 Total Liability = SUM (14:24)

Notes:

The list of unitholders by type of investor must be sent, mandatorily, only for the months of March, June, September, and December each year. In other months, the administrator must inform only the total number of unitholders.
Net Asset Profitability of the Reference Month (%) = [(Unit net value of the last business day of the reference month + Sum of unit amortizations carried out in the reference month) / Unit net value of the last business day of the month prior to the reference month)] – 1.
Dividend Yield of the Reference Month (%) = Income declared per unit in the reference month / Unit net value of the last business day of the month prior to the reference month.
Unit Amortizations of the Reference Month (%) = [(Sum of unit amortizations carried out in the reference month) / (Unit net value of the last business day of the month prior to the reference month)] – 1. Amortizations are not to be confused with declared/distributed income.”
Excluding securities, financial assets, credit titles, and securitization titles, which must be recorded in the specific fields.
If the asset does not have a maturity deadline, the expected deadline for its redemption or negotiation in the secondary market must be used, as applicable.”(NR)

ANNEX C TO CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024

“SUPPLEMENT P – BASIC INFORMATION SHEET – FIAGRO Content of the basic information sheet of FIAGROs, as provided in Art. 8 of Normative Annex VI

This sheet contains a summary of basic information about the [full name of the fund or class of units], administered by [full name of the administrator] and managed by [full name of the manager]. More detailed information can be obtained at [electronic address]. When making additional investments, consult the most updated version of the sheet.

BEFORE INVESTING, COMPARE WITH OTHER FIAGROs DESTINED TO THE GENERAL PUBLIC.

TARGET AUDIENCE: the fund is intended for investors who intend to: [description of the target audience] and [investment restrictions].
OBJECTIVES: [brief description of the class objectives, so that the investor can have a reasonable understanding of the nature and risks involved in the investment].
INVESTMENT POLICY:

a. brief description of the investment policy

b. The class may:

Apply in financial assets issued by or involving the co-obligation of the manager and its related parties?
[% of Net Asset Value] or [no]

Apply in repo operations that have the administrator, manager, and its related parties as counterparty?
[% of Net Asset Value] or [no]

Apply in investment fund units that contain the manager's services?
[% of Net Asset Value] or [no]

Use derivatives for asset protection? [Yes/No]

INVESTMENT CONDITIONS

Minimum initial investment R$ [●] OR [there is none]

Application and redemption time From hh:mm to hh:mm

Minimum value for retention R$ [●] OR [there is none]

Lock-up period
The resources invested in the fund cannot be redeemed before [●] days counted from the date of application OR [other lock-up conditions] OR [there is none].

Payment of redemptions
The deadline for the effective payment of redemptions is [●] days [business or calendar], counted from the date of the redemption request.

Administration fee
[[●]% of net asset value per year] OR [The administration fee may vary from [●]% to [●]% of net asset value per year].

Entry fee
[To enter the fund, the investor pays an entry fee of [●]% of the initial application, which is deducted directly from the value to be applied.] OR [other entry conditions] OR [there is none].

Exit fee
[To redeem your units from the fund [, before [●] days have elapsed from the date of application], the investor pays an exit fee of [●]% of the redemption value, which is deducted directly from the value to be received.] OR [other exit conditions] OR [there is none].

Manager remuneration
[Brief description of the manager's remuneration, including management fees and, if applicable, performance fees]

RISK: the [name of the manager] classifies the funds it manages on a scale of 1 to 5 according to the risk involved in the investment strategy of each of them. On this scale, the classification of the class is (5 has more risk than 1):

1 2 3 4 5

PROFITABILITY SIMULATION:

a. Profitability: If you had applied R$ 1,000.00 (one thousand reais) in the class on the first business day of [year immediately preceding the year of issuance of the sheet] and had not made other applications, nor requested redemptions during the year, on the first business day of [year of issuance of the sheet], you could redeem R$[●], already with taxes deducted in the amount of R$[●].

b. Expenses: The total expenses of the class would have cost R$[●].

SOCIO-ENVIRONMENTAL RISKS
Description of the way of managing socio-environmental risks affecting the asset portfolio or explanation of the unnecessary nature of executing the task.
UNIT DISTRIBUTION POLICY:
Brief description of the unit distribution policy, covering, at minimum, the following:

a. description of the form of remuneration of distributors;

b. if the main distributor offers, to the target audience of the fund, predominantly funds managed by a single manager or by managers linked to the same economic group; and

c. any information indicating the existence of a conflict of interest in the sales effort

UNIT HOLDER SERVICE:

a. Telephone

b. Website

c. Complaints: [electronic address and other available channels]

d. Citizen Service of the Securities and Exchange Commission: www.gov.br/CVM.”

ANNEX D TO CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024

“SUPPLEMENT Q – ANNUAL REPORT – FIAGRO
Content of the FIAGRO annual report, as provided in Art. 33, III, b, of Normative Annex VI

Service Providers
CNPJ
1.1 Manager:
1.2 Custodian:
1.3 Independent Auditor:
1.4 Market Maker:
1.5 Unit Distributor:
1.8 Other service providers 1:
Service provider 1:
Service provider 2:
Service provider N:
Investments
2.1 Description of transactions carried out during the period
List of Assets acquired during the period
Objectives
Amounts Invested
Origin of Resources
Asset 1
Asset 2

SECURITY AND EXCHANGE COMMISSION OF BRAZIL (CVM) www.cvm.gov.br CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024

N Assets
2.2 Information regarding the regularity of the registration of rural real estate properties, if any, in the Rural Environmental Registry – CAR or explanation of its inapplicability.
3. Investment program for subsequent fiscal years, including, if necessary, information regarding investments not yet carried out:
4. Manager's analysis of:
4.1 Result in the closed fiscal year
4.2 Economic context of the segment of activity relative to the closed period
4.3 Outlook for the following period based on the portfolio composition
5. Risks incurred by unitholders inherent to the investments:
6. List of relevant, non-confidential judicial proceedings
Process 1, 2, 3,..., N.
Case Number Court Instance Date of Filing Value of the Claim (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:
7. List of relevant, non-confidential judicial proceedings, repetitive or connected, based on similar legal causes
Process 1, 2, 3,..., N.
Case Number Values Involved
Cause of Contingency:
8. Analysis of the impacts in case of loss and values involved related to relevant confidential judicial proceedings:
9. General Meeting
9.1 Addresses (physical or electronic) where the documents related to the meeting will be available to unitholders for review:
9.2 Indication of the communication channels made available to unitholders 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 unitholders for the sending of a public proxy request.

SECURITY AND EXCHANGE COMMISSION OF BRAZIL (CVM) www.cvm.gov.br CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024

9.3 Description of the rules and procedures applicable to the participation of unitholders in general meetings, including (i) formalities required to prove the quality of unitholder and representation of unitholders in the meeting; (ii) procedures for carrying out formal consultations, if admitted in the bylaws; (iii) rules and procedures for remote participation and sending of written or electronic communication of vote.
9.4 Practices for holding the meeting electronically.
10. Remuneration of the Administrator and the Manager
10.1 Remuneration policy defined in the bylaws:
Amount paid in the reference year (R$):
% on book equity:
% on market value equity:
11. Governance
11.1 Representative(s) of Unitholders
Name:
Age:
Profession:
CPF/CNPJ:
E-mail:
Academic background:
Remuneration method (as defined in General Meeting):
Amount paid in the reference year (R$):
% on book equity:
% on market value equity:
Number of shares held of the Class:
Number of shares of the Class purchased in the period:
Number of shares of the Class sold in the period:
Date of election in General Meeting:
End of Mandate:
Main professional experiences during the last 5 years Company Name Period Position and functions inherent to the position Main activity of the company Company 1 Company 2 Company N List of funds in which he/she serves as Representative of Unitholders Date of election in General Meeting End of mandate Fund 1 Fund 2 Fund N

SECURITY AND EXCHANGE COMMISSION OF BRAZIL (CVM) www.cvm.gov.br CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024

Description of any of the following events that have occurred during the last 5 years Event Description Any criminal conviction Any conviction in a CVM administrative process and the penalties applied
11.2 Responsible Director for the Fund
Name:
Age:
Profession:
CPF:
E-mail:
Academic background:
Number of shares held:
Shares purchased in the period (R$): Shares sold in the period (R$):
Date of start in the function:
Main professional experience during the last 5 years Company Name 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 a CVM administrative process and the penalties applied 12 Distribution of unitholders, according to the percentage of shares acquired Ranges of Diversification No. of unitholders No. of shares held % of shares held relative to the total issued % held by Individuals % held by Legal Entities Up to 5% of shares Above 5% up to 10% Above 10% up to 15% Above 15% up to 20% Above 20% up to 30%

SECURITY AND EXCHANGE COMMISSION OF BRAZIL (CVM) www.cvm.gov.br CVM RESOLUTION NO. 214, OF SEPTEMBER 30, 2024

Above 30% up to
40%
Above 40% up to
50%
Above 50%
13. Transactions with assets involving potential conflict of interest and the approval meeting
13.1 Asset traded Nature of the
transaction
(acquisition, alienation or lease)
Date of transaction
Value involved
Date of the authorization meeting
Counterparty
Asset 1
Asset 2
Asset N
14. Information disclosure policy
14.1 Describe the policy for disclosure of material acts or facts adopted by the administrator, or provide the corresponding link on the administrator's website on the worldwide computer network, indicating the procedures related to the maintenance of confidentiality regarding undisclosed material information, locations where such information will be available, among other aspects.
14.2 Describe the share trading policy, if any, or provide the corresponding link on the administrator's website on the worldwide computer network.
14.3 Describe the policy for exercising voting rights in corporate participations, or provide the corresponding link on the administrator's website on the worldwide computer network.
14.4 List the employees responsible for the implementation, maintenance, evaluation and monitoring of the information disclosure policy, if applicable.
15. Rules and deadlines for capital calls:
16. Distribution policy of results, including the periodicity and the calculation base with the reconciliation of the distribution of the fiscal year.
Notes:

The list of service providers referred to in item 1.8 must be indicated when the said service provider represents more than 5% of the expenses of the share class.
If an investment in a rural property occurred during the period, in the "List" field of item 2.1, at least the geolocation of the property and its registration in the relevant property registry must be informed; and in the "Object" field, at least which activity of the agribusiness production chains is met in the property must be informed.” (NR)

CVM Resolution No. 214 of September 30, 2024

Lineage: In force

Timeline