Internal Office No. 13/2025/CVM/SDM/GDN-1: Proposal to Postpone the Effective Date of CVM Resolution 215

COMISSÃO DE VALORES MOBILIÁRIOS
Rua Sete de Setembro, 111/2-5º e 23-34º Andares, Centro, Rio de Janeiro/RJ – CEP: 20050-901 – Brasil - Tel.: (21) 3554-8686 Rua Cincinato Braga, 340/2º, 3º e 4º Andares, Bela Vista, São Paulo/ SP – CEP: 01333-010 – Brasil - Tel.: (11) 2146-2000 SCN Q.02 – Bl. A – Ed. Corporate Financial Center, S.404/4º Andar, Brasília/DF – CEP: 70712-900 – Brasil -Tel.: (61) 3327-2030/2031 www.cvm.gov.br Internal Office No. 13/2025/CVM/SDM/GDN-1 To the Board of Directors Subject: Proposal to extend the effective date of CVM Resolution 215 (OPA)

Dear Members of the Board,

1. This is a proposal to postpone the effective date of CVM Resolution No. 215, of October 29, 2024 (“CVM Resolution 215”), which provides for public offers to acquire shares of publicly-held companies and revokes Resolution No. 85, of March 31, 2022 (“CVM Resolution 85”).

2. In accordance with Article 75 of CVM Resolution 215, the entry into force of the regulation is scheduled for July 1, 2025. However, the Securities Registration Superintendence (SRE) informed that the parametrization of the Offers Registration System (Sistema SRE), necessary for receiving and registering optional public acquisition offers (OPA) that do not involve exchange for securities, will not be completed by that date.

3. It is noted that CVM Resolution 85, the currently effective rule, does not require registration for this type of OPA, which will become mandatory with the entry into force of CVM Resolution 215, under the automatic registration procedure.

4. The SRE proposed a deferral of 3 (three) months, a period informed by the Brazilian Association of Financial and Capital Market Entities (ANBIMA), responsible for implementing the aforementioned adjustments in the Sistema SRE, as sufficient to conclude the necessary adaptations.

5. Regarding the Regulatory Impact Analysis (RIA), there is no need to conduct it, as the proposed change has low impact and, furthermore, the extension of the adaptation period represents a reduction in regulatory burden for capital market participants (Article 4, items III and VII, of Decree No. 10.411, of June 30, 2020 (“Decree 10.411”) c/c Article 14, III and VII, of CVM Resolution No. 67, of March 10, 2022 (“CVM Resolution 67”)). Similarly, since it reduces regulatory requirements and constitutes a specific and targeted modification, it will not need to be submitted to public consultation, as permitted by Article 31, I, “a”, of CVM Resolution 67.

Internal Office 13 (2361087) SEI 19957.007933/2018-94 / pg. 1

Finally, it is noted that the provisions of Article 14 of Decree 10.411 do not apply to the regulation currently being issued, as it is a regulation that merely alters the content of another regulation, specifically the validity period.

6. For the reasons stated above, we submit to the Board a draft resolution amending CVM Resolution 215 for deliberation (doc. 2361100), which contemplates the proposal to extend the start of the regulation's validity to October 1, 2025, according to the SRE's suggestion based on negotiations with ANBIMA. Additionally, considering that at the same time CVM Resolution No. 216, of October 29, 2024, was issued, with the objective of promoting targeted changes in other regulations issued by the CVM in order to adapt them to the changes introduced by CVM Resolution 215, it is also proposed to extend the validity of CVM Resolution 216, based on the same grounds presented here.

Sincerely,

JULIANA MORAES DE SOUZA
Federal Inspector GDN-1

Agreed. To SDM.
RAPHAEL SOUZA
Norms Development Manager – 1

Agreed. To the Board.
ANTONIO BERWANGER
Market Development Superintendent

Document electronically signed by Juliana Moraes de Souza, Federal Inspector of the Capital Markets, on 06/18/2025, at 15:34, with basis in Article 6 of Decree No. 8.539, of October 8, 2015.

Document electronically signed by Raphael Acácio Gomes dos Santos de Souza, Manager, on 06/18/2025, at 15:35, with basis in
Article 6 of Decree No. 8.539, of October 8, 2015.

Document electronically signed by Antonio Carlos Berwanger, Superintendent, on 06/18/2025, at 15:45, with basis in Article 6 of Decree No. 8.539, of October 8, 2015.

Internal Office 13 (2361087) SEI 19957.007933/2018-94 / pg. 2

The authenticity of the document can be verified on the site https://sei.cvm.gov.br/conferir_autenticidade, providing the verification code 2361087 and the CRC Code EE696BB7.

This document's authenticity can be verified by accessing https://sei.cvm.gov.br/conferir_autenticidade, and typing the "Código Verificador" 2361087 and the "Código CRC" EE696BB7.

Reference: Process No. 19957.007933/2018-94 SEI Document No. 2361087 Internal Office 13 (2361087) SEI 19957.007933/2018-94 / pg. 3