Joint Circular No. 1/2023/CVM/SEP/SRE

SECURITIES AND EXCHANGE COMMISSION OF BRAZIL Sete de Setembro Street, 111/2-5th and 23-34th Floors, Center, Rio de Janeiro/RJ – ZIP: 20050-901 – Brazil - Tel.: (21) 3554-8686 Cincinato Braga Street, 340/2nd, 3rd and 4th Floors, Bela Vista, São Paulo/ SP – ZIP: 01333-010 – Brazil - Tel.: (11) 2146- 2000 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 Joint Circular No. 1/2023/CVM/SEP/SRE Rio de Janeiro, May 3, 2023. To securities issuers and public offering coordinators Subject: Records of securities issuers and public distribution offers.

Dear Sirs,

1. We refer to CVM Resolutions nos. 80/22 and 160/22 (“RCVM
   80/22” and “RCVM 160/22”), which deal with issuer records and public distribution offers, respectively.

2. Regarding this matter, considering the relevant changes and new concepts
   brought by the Resolutions, which entered into force in January 2023, we deem it necessary to publish this Joint Circular to specifically address the flow of issuer and public distribution offer registration.

3. One of the main novelties of the new procedure is the procedural stage
   provided for in § 2 of art. 5 of RCVM 80/22 and in § 1 of art. 37 of RCVM 160/22, which establish that the SEP and SRE must notify the issuer and the offerors, within a period of up to 10 (ten) days, counted from the date of filing, regarding the insufficiency of the submitted documents, if applicable, and which documents or information are missing. For the complementation of the documentation necessary for the instruction of the registration request, a period of 10 (ten) business days will be granted.

4. Another relevant normative change is the provision provided for in § 7 of
   art. 6 of RCVM 80/22 and in § 8 of art. 38 of RCVM 160/22, which establish that, in case, in addition to the documents and information presented in response to the circulars provided for in the caput or in § 4 of art. 6 of RCVM 80/22, as well as in the caput or in § 5 of art. 38 of RCVM 160/22, changes have been made to documents or information that do not arise from the fulfillment of requirements, the SEP and/or SRE may point out the occurrence of a new fact, depending on the relevance of the changes.

5. According to § 8 of art. 6 of RCVM 80/22 and § 9 of art. 38 of RCVM
   160/22, the occurrence of a new fact must be communicated by the SEP and SRE to Joint Circular 1 (1767955) SEI 19957.003483/2023-28 / pg. 1

applicants within the timeframes referred to in §§ 3 or 6 of art. 6 of RCVM 80/22 and §§ 4 or 7 of art. 38 of RCVM 160/22 and entails a new suspension of 20 (twenty) business days.

6. Although this is not a novelty of the new procedural routine,
   we draw attention to the fact that, at any time, the issuer and the public offering coordinators may request the interruption of the analysis for 60 business days.

7. We emphasize that, at the end of the 60 business days, if there is no
   manifestation by the applicants, the issuer registration and public offering requests will be denied. In case of manifestation of interest in the continuity of the processes, the registration requests will be considered resubmitted on the first business day subsequent to said manifestation, applying to the requests all procedural stages and their respective timeframes as if they were new, regardless of the phase in which they were when the analysis was interrupted.

8. A flowchart prepared for issuer registration request with concomitant
   public distribution offer registration request follows below, for a better understanding of the timeframes and procedural routines. It is also emphasized that the guidelines of this Joint Circular also apply to cases of (i) issuer registration request without concomitant public distribution offer registration request, whereby references to SRE and RCVM 160/22 should be disregarded and (ii) public distribution offer registration request from already registered issuers, whereby references to RCVM 80/22 should be disregarded. Joint Circular 1 (1767955) SEI 19957.003483/2023-28 / pg. 2

Sincerely,
Joint Circular 1 (1767955) SEI 19957.003483/2023-28 / pg. 3

FERNANDO SOARES VIEIRA LUIS MIGUEL R. SONO Superintendent of Corporate Relations Superintendent of Securities Registration

Document electronically signed by Fernando Soares Vieira, Superintendent, on 05/03/2023, at 15:39, based on art. 6 of Decree No. 8.539, of October 8, 2015. Document electronically signed by Luis Miguel Jacinto Mateus Rodrigues Sono, Superintendent of Registration, on 05/03/2023, at 17:02, based on art. 6 of Decree No. 8.539, of October 8, 2015. The authenticity of the document can be checked on the site https://super.cvm.gov.br/conferir_autenticidade, informing the verification code 1767955 and the CRC code AE766F62. The authenticity of this document can be verified by accessing https://super.cvm.gov.br/conferir_autenticidade, and typing the "Verification Code" 1767955 and the "CRC Code" AE766F62. Reference: Process No. 19957.003483/2023-28 SEI Document No. 1767955 Joint Circular 1 (1767955) SEI 19957.003483/2023-28 / pg. 4