Resolution CMN No. 3321 — Regulates the constitution, authorization for operation, operation, statutory amendments, and cancellation of authorization of credit cooperatives and external audit in singular credit cooperatives

RESOLUTION NO. 3321

Dispenses with the constitution, the authorization for operation, the operation, statutory amendments, and the cancellation of authorization of a credit cooperative and on the carrying out of external audit in a singular credit cooperative.

THE CENTRAL BANK OF BRAZIL, in accordance with Article 9 of Law 4,595, of December 31, 1964, makes public that the MONETARY NATIONAL COUNCIL, in a session held on September 29, 2005, having in view the provisions of Articles 4, items VI and VIII, and 55 of the aforementioned law and 103 of Law 5,764, of December 16, 1971,

RESOLVES:

Article 1. Approve the attached regulation that disciplines the constitution, the authorization for operation, the operation, the statutory amendments, and the cancellation of authorization for operation of a credit cooperative, as well as the carrying out of external audit in a singular credit cooperative.

Article 2. Authorization for the operation of a credit section of a mixed cooperative shall not be granted.

Article 3. Requests involving the constitution, the authorization, the statutory amendment, and others of interest to a credit cooperative shall be subject to study by the Central Bank of Brazil with a view to their acceptance or refusal.

Article 4. The provisions of Resolution 3,106, of June 25, 2003, amended by Resolutions 3,140, of November 27, 2003, and 3,253, of December 16, 2004, shall apply to processes filed with the Central Bank of Brazil prior to the date of entry into force of this resolution.

Article 5. The Central Bank of Brazil is authorized to issue the norms and adopt the measures deemed necessary for the execution of the provisions of this resolution, including regarding the transition rules to be observed by authorized credit cooperatives until the date of their entry into force.

Article 6. This resolution enters into force on the date of its publication.

Article 7. Article 4 of Resolution 3,309, of August 31, 2005, and Resolutions 3,106, of June 25, 2003, 3,140, of November 27, 2003, and 3,253, of December 16, 2004, are hereby revoked, and the regulatory basis and citations to the aforementioned norms, contained in normative instruments issued by the Central Bank of Brazil, shall henceforth refer to this resolution.

Brasília, September 30, 2005.

Henrique de Campos Meirelles
President

Regulation attached to Resolution 3,321, of September 30, 2005, which dispenses with the constitution, the authorization for operation, the operation, the statutory amendments, and the cancellation of authorization of a credit cooperative, as well as the carrying out of external audit in a singular credit cooperative.

Chapter I

ON THE CONSTITUTION, ON THE AUTHORIZATION FOR OPERATION AND ON THE STATUTORY AMENDMENT

Article 1. The constitution of a credit cooperative is subject to the following conditions, the compliance with which will be verified by the Central Bank of Brazil:

I - proof of the possibilities of gathering, control, carrying out of operations, and provision of services in the intended area of operation, as well as, if applicable, manifestation of the respective central cooperative, when it is a singular cooperative affiliated;

II - presentation of an economic-financial feasibility study covering a three-year horizon of operation, containing:

a) economic-financial analysis of the area of operation and of the social segment or of the segment of singular credit cooperatives, defined by the conditions of association;

b) demand for financial services presented by the social segment or of singular cooperatives to be potentially attended, existing attendance by competing institutions, and projection of attendance by the requesting cooperative;

c) projection of the equity structure and results;

III - presentation of a business plan, covering a three-year horizon of operation, contemplating the following topics, in addition to those defined in §§ 1 and 2:

a) establishment of the strategic objectives of the institution;

b) definition of the corporate governance standards to be observed, including the detailing of the incentive structure and of the remuneration policy of the administrators;

c) detailing of the proposed organizational structure, with determination of the responsibilities attributed to the various levels of the institution;

d) definition of the internal controls structure, with mechanisms that guarantee adequate supervision by the administration and the effective use of internal and external audit as control instruments;

e) definition of the main products and services, of the funding and credit policies, technologies to be used, and sizing of the service network;

f) definition of the maximum deadline for the start of activities after the granting, by the Central Bank of Brazil, of the authorization for operation;

g) definition of systems, procedures, and controls for the detection of operations that may indicate the existence of indications of the crime defined in Law 9,613, of March 3, 1998;

h) actions related to the training of the management team.

§ 1. The business plan to be presented, with a view to the constitution of a singular credit cooperative, must also contemplate the following topics:

I - identification of the group of founders and, if applicable, of the entities providing technical or financial support;

II - motivations and purposes that led to the decision to constitute the cooperative;

III - statutory conditions of association and intended area of operation;

IV - credit central cooperative to which it will be affiliated, or, in the event of non-affiliation, the reasons that determined this decision, evidencing, in this case, how the cooperative intends to supply the services provided by the central entities;

V - estimate of the number of people who meet the conditions of association and of the expected growth of the membership, indicating the forms of dissemination aiming to attract new members;

VI - measures aiming at the effective participation of members in the assemblies;

VII - forms of dissemination to members of the deliberations adopted in the assemblies, of the financial statements, of the audit reports, and of the administrative acts;

VIII - definition of whether it will participate or not in a guarantee fund.

§ 2. The business plan to be presented, with a view to the constitution of a credit central cooperative, must also contemplate the following topics, according to the objectives of the cooperative:

I - identification of the requesting singular cooperatives, with indication of name, number of registration in the National Registry of Legal Entities (CNPJ), headquarters municipality, municipalities included in the area of operation, types of services provided, number of members, and their variation in the last three years;

II - identification, if applicable, of the entities providing technical or financial support for the constitution of the central;

III - forecast of the central's equity participation in other entities;

IV - statutory conditions of association, indication of the number of singular credit cooperatives not affiliated to central entities that meet such conditions in the intended area of operation, and forecast of eventual expansion of this area;

V - policies for the constitution of new singular credit cooperatives, for the restructuring of existing cooperatives including through mergers and acquisitions, for the promotion of new affiliations, and estimate of the growth of the affiliated membership;

VI - requirements demanded of the occupants of positions with supervisory and audit functions in affiliates;

VII - sizing and evolution of the areas responsible for fulfilling the attributes established in Chapter IV, highlighting the eventual hiring of services from other central entities, independent auditors, and other entities, with a view to supplementing or complementing their own staff and to obtaining support for the formation of a technical team;

VIII - measures to be adopted to make effective the implementation of the internal control systems of the affiliated singulars, development or adoption of a standardized internal controls manual, and carrying out of the internal audits required by regulation, addressing the possible hiring of services from other entities aiming at these ends;

IX - description of the system of centralized administration of resources and respective operational flows, obligations, limits, and responsibilities to be observed, duties and obligations of the central and of the affiliates regarding financial solidarity, liquidity restoration, remediation operations, and constitution of a guarantee fund;

X - services aiming to provide affiliates access to the check clearing system and to the transfer of resources between financial institutions, respective risk control, operational flows, and relationship with affiliated banks;

XI - planning of the training activities of administrators, managers, and members of affiliated cooperatives, highlighting the specialized entities in training to be eventually contracted;

XII - description of other relevant services for the operation of the affiliated cooperatives, especially legal consulting, development and standardization of information systems and administrative systems, and service to members;

XIII - economic-financial study demonstrating the economies of scale to be obtained by the affiliated singulars, their capacity to bear the operational costs, budget of revenues and expenses, and forms of allocation of surpluses and losses to the affiliates.

§ 3. The Central Bank of Brazil, according to the nature of the cooperative and the scope of the request submitted for examination, may reduce the number of topics of the studies referred to in items II and III of the main text.

Article 2. The authorization for operation of a credit cooperative is linked to the favorable manifestation, by the Central Bank of Brazil, regarding the formal acts of constitution, observing the current regulation.

Article 3. Requests for statutory amendment of cooperatives in operation involving changes in the conditions for admission of members, expansion of the area of operation, expansion of the types of services provided, and merger or incorporation between cooperatives are subject to the conditions established in Article 1.

Article 4. Once the favorable manifestation of the Central Bank of Brazil is obtained regarding the project for the constitution of the credit cooperative, the interested parties must formalize the request for authorization for operation within a maximum deadline of ninety days, counted from the receipt of the respective communication.

Sole Paragraph. The Central Bank of Brazil may grant, upon justified request, an additional deadline of up to ninety days, after which, if the pertinent measures are not taken, the process shall be considered closed and archived.

Article 5. The start of the operation of the credit cooperative must observe the deadline provided in the respective business plan, and the Central Bank of Brazil may grant, on an exceptional basis, an extension of the deadline, upon reasoned request, signed by the administrators of the cooperative, in which case, new documents and declarations may be requested aiming at the updating of the authorization process.

Article 6. With a view to the acceptance, the continuation of the examination, and the approval of requests for authorization for operation and for statutory amendment of a credit cooperative, the following conditions must be observed, by the requesting singular or central cooperatives, as well as, if applicable, by the sponsoring central cooperative of the request:

I - compliance with the legislation and regulation in force, including operational limits, specific attributes established by this regulation, and obligations towards the Central Bank of Brazil;

II - absence of irregularity in the data registered in public or private registration and information systems that contain data pertinent to the intended authorization.

§ 1. The provision of item II must be observed by the administrators of the cooperatives involved in the submitted request, as well as by the members of the group of founding members of a new singular credit cooperative.

§ 2. The Central Bank of Brazil shall deny the requests regarding which falsity in the declarations or in the documents presented in the instruction of the process is found.

Article 7. The Central Bank of Brazil may:

I - determine procedures to be observed in the instruction of processes of interest to credit cooperatives in constitution or in operation, to be examined by it;

II - request additional documents and information deemed necessary for the decision of the claim;

III - summon for interview the founding members and administrators of the singular credit cooperative and administrators of the credit central cooperative;

IV - interrupt the examination of authorization or statutory amendment processes, in case of non-compliance with the conditions referred to in Article 6, maintaining such interruption until the resolution of the pending issues or the presentation of reasoned justifications;

V - grant a deadline for the rectification of eventual irregularities or, if applicable, for the presentation of the corresponding justification;

VI - close and archive processes regarding which there is delay in the resolution of the pointed pending issues beyond the determined deadline, without presentation of justifications considered sufficient.

Article 8. The credit cooperative for which the presentation of a business plan and economic feasibility study was demanded, with a view to the granting of authorization for operation or statutory amendment, must, after the start of operations or the approval of the amendment request, during three fiscal years, evidence in the administrative report that accompanies the semi-annual financial statements the adequacy of the operations carried out to the strategic objectives established in said documents.

§ 1. The responsible for the external audit must opine, in a specific item of the report regarding the compliance with legal and regulatory provisions, on the adequacy referred to in the main text.

§ 2. Found by the Central Bank of Brazil or by the external audit, during the first three fiscal years, the non-adequacy of the operations to the strategic objectives, the credit cooperative must present reasoned justifications, in the form and deadlines determined by the said autarchy, which may establish corrective measures and a deadline for their compliance.

Chapter II

ON THE STATUTORY CONDITIONS FOR ADMISSION OF MEMBERS

Article 9. The singular credit cooperative must establish, in its statute, conditions for the admission of members according to the following criteria:

I - employees, civil servants, and natural persons providing services on a non-occasional basis, of one or more legal entities, public or private, defined in the statute, whose activities are related, complementary, or correlated, or belonging to the same economic conglomerate;

II - professionals and workers dedicated to one or more professions and activities, defined in the statute, whose objects are related, complementary, or correlated;

III - persons who develop, in the area of operation of the cooperative, in an effective and predominant manner, agricultural, livestock, or extractive activities, or who dedicate themselves to capture and transformation operations of fish;

IV - small businessmen, micro-entrepreneurs, or micro-entrepreneurs, responsible for businesses of an industrial, commercial, or service provision nature, including the activities of the rural area referred to in item III, whose gross annual revenue, at the time of association, is equal to or lower than the maximum limit established by Article 2 of Law 9,841, of October 5, 1999, and subsequent amendments;

V - businessmen participating in companies directly linked to employer unions or directly or indirectly to employer associations of a higher degree, in operation for at least three years, at the time of the constitution of the cooperative;

VI - free admission of members.

Sole Paragraph. The Central Bank of Brazil may approve regarding the provision of the main text:

I - conditions of admission in which groups of members of various origins coexist, provided that the respective definitions are individually classifiable in items I, II, or III, and characterize a membership framework of limited scope within the area of operation of the cooperative, not resembling the regime of the cooperatives defined in items IV, V, or VI;

II - requests for merger, incorporation, and continuity of operation of a singular credit cooperative, whose conditions for the admission of members in the new cooperative preserve the target audiences previously attended by the cooperatives involved;

III - in the case of the businessmen cooperatives referred to in item V, the constitution of a membership framework by businessmen linked to employer associations that are not of a higher degree.

Article 10. The singular credit cooperative may include in its statute a provision for the association of:

I - its own employees and natural persons who provide services to it on a non-occasional basis, equated to the former for the corresponding legal effects;

II - employees and natural persons providing services on a non-occasional basis to the entities associated with it and to those whose capital it participates in directly or indirectly;

III - retirees who, when in activity, met statutory conditions for association;

IV - parents, spouse or partner, widower, child, and legal dependent and pensioner of a living or deceased member;

V - pensioners of deceased persons who met the statutory conditions for association;

VI - legal entities, observing the provisions of the legislation in force.

Chapter III

ON THE SPECIAL CONDITIONS RELATING TO COOPERATIVES OF FREE ADMISSION OF MEMBERS, OF SMALL BUSINESSMEN, MICRO-ENTREPRENEURS AND MICRO-ENTREPRENEURS AND OF BUSINESSMEN

Article 11. The Central Bank of Brazil, with a view to the constitution of a singular credit cooperative of free admission of members or to the adoption of this admission regime by an existing cooperative, shall only examine the following requests:

I - of authorization for constitution and operation of a singular credit cooperative and of statutory amendment of a singular credit cooperative in operation, if the population of the respective area of operation does not exceed three hundred thousand inhabitants;

II - of statutory amendment of a singular credit cooperative in operation for more than three years, if the population of the respective area of operation exceeds the limit fixed in item I.

§ 1. The area of operation of the cooperatives referred to in this article must be constituted by one or more entire municipalities in a continuous region, with a total population not exceeding 750 thousand inhabitants.

§ 2. For the purpose of verifying the conditions established in this article, the administrative regions belonging to the Federal District are equated to municipalities.

§ 3. The population of the area of operation will be verified, with a view to the application of the regulatory requirements referred to it, at the time of the respective authorization or statutory amendment process, taking as a basis the municipal population estimates published by the Brazilian Institute of Geography and Statistics (IBGE), relative to the closest available date.

§ 4. The expansion of the area of operation of a cooperative constituted in accordance with item I, beyond the limit fixed therein, may only be requested to the Central Bank of Brazil after three years of operation.

Article 12. The singular credit cooperative of free admission of members, thus constituted after June 25, 2003, must observe the following conditions:

I - affiliation to a credit central cooperative that presents:

a) three years of operation;

b) compliance with the conditions referred to in Article 6;

c) Reference Equity (PR) superior to R$600,000.00 (six hundred thousand reais) in the Southeast and South Regions, and superior to R$400,000.00 (four hundred thousand reais) in the North, Northeast, and Central-West Regions;

II - presentation, at the time of the request for authorization for constitution or for statutory amendment aiming at free admission of members, of a compliance report of the respective credit central cooperative exposing the reasons that recommend the approval of the request;

III - participation in a guarantee fund;

IV - publication of a statement of purpose by the elected administrators, in the form established by the Central Bank of Brazil.

Art. 13. The credit cooperative for entrepreneurs and the credit cooperative for small entrepreneurs, microentrepreneurs, and micro-entrepreneurs must observe the following conditions:

I - affiliation with a central credit cooperative that is complying with the conditions of Art. 6;

II - publication of a statement of purpose by the elected administrators, in the manner established by the Central Bank of Brazil;

III - submission, when requesting authorization for constitution or statutory amendment, aiming at transformation into the types of cooperatives referred to in the caput:

a) a compliance report from the respective central credit cooperative setting out the reasons recommending approval of the request;

b) in the case of a credit cooperative for entrepreneurs, a compliance report signed by the unions or associations to which they are linked, setting out the reasons recommending approval of the request, as well as measures to support the establishment and operation of the cooperative.

Art. 14. In the event of non-compliance with the provisions of Art. 12, items I or III, by a credit cooperative with free admission of members, as well as with the provisions of Art. 13, item I, by a credit cooperative for entrepreneurs and a credit cooperative for small entrepreneurs, microentrepreneurs, and micro-entrepreneurs, these societies are obliged to adopt the following measures:

I - suspend the admission of new members;

II - submit to the Central Bank of Brazil a report detailing the reasons that led to this situation, as well as submit an adaptation plan for approval by the said authority.

Chapter IV

SPECIAL ATTRIBUTES OF CENTRAL CREDIT COOPERATIVES

Art. 15. The central credit cooperative must provide, in its statutes and operational norms, provisions that enable preventing and correcting abnormal situations that may constitute violations of legal or regulatory norms or cause risk to the solidity of affiliated cooperatives and the associated system, including the possibility of participating in a guarantee fund.

Art. 16. With a view to fulfilling the attributes referred to in this chapter, the central credit cooperative must perform the following functions, with regard to affiliated cooperatives:

I - supervise the operation, with a view to compliance with current legislation and regulation and the own norms of the associated system;

II - adopt measures to ensure compliance with current norms regarding the implementation of internal control systems and employee certification;

III - promote the training and permanent capacity building of members of statutory bodies, managers, and members, as well as of the technical team of the central cooperative;

IV - perform audit of financial statements, according to the provisions of Chapter V;

V - recommend and adopt measures with a view to restoring normal operation, in the face of situations of non-compliance with applicable regulation or that entail immediate or future risk.

Art. 17. The central cooperative must communicate to the Central Bank of Brazil:

I - requirements and criteria adopted to admit affiliation and proceed with disaffiliation of a singular cooperative, addressing the strategy for enabling affiliation of newly constituted cooperatives that do not yet meet possible requirements regarding asset size and organizational structure, with a view to providing the services treated in this chapter;

II - irregularities or situations of abnormal exposure to risks, identified as a result of the performance of the attributes referred to in this chapter, including measures taken or recommended and eventual obstacles to their implementation, highlighting occurrences that indicate the possibility of future disengagement;

III - act of disengagement of an affiliated cooperative, with the corresponding justification, making reference to the communications required in item II;

IV - denial of a request for affiliation of a singular credit cooperative in operation or in constitution, addressing the reasons that led to this decision;

V - admission of a singular credit cooperative, with history regarding its respective economic-financial situation and eventual previous affiliation to another central cooperative.

Art. 18. The central cooperative must designate, among its administrators, a person responsible to the Central Bank of Brazil for the activities treated in this chapter.

Art. 19. If it is found that any provisions of this chapter are not met by a central credit cooperative, the Central Bank of Brazil, in the performance of its inspection attributes, may adopt the following measures:

I - require an adaptation plan, including regarding the training and capacity building of its own technical staff, the hiring of external audit services, the implementation of new supervision and control procedures, and related measures;

II - apply to affiliated singular cooperatives the operational limits and other requirements relating to singular cooperatives not affiliated with centers, by establishing an adaptation schedule;

III - determine the suspension of affiliation of new singular cooperatives, until the irregularities are remedied.

Art. 20. The Central Bank of Brazil, with a view to compliance with the provisions of this chapter, may establish requirements regarding:

I - frequencies, standards, procedures, and other aspects to be adopted for inspection, evaluation, preparation of reports, and sending of communications to the said authority, including definition of specific procedures regarding certain singular cooperatives;

II - conditions to be observed with a view to providing services to a credit cooperative not affiliated, as well as to contracting specialized services in the market;

III - adaptation deadlines to the established requirements, as well as other operational conditions deemed necessary for compliance with these provisions.

Chapter V

EXTERNAL AUDIT

Art. 21. The singular credit cooperative must have its financial statements, including explanatory notes, submitted to external audit performed by:

I - a central credit cooperative, in the case of singular cooperatives affiliated with it;

II - an independent auditor registered with the Securities and Exchange Commission (CVM) or a central credit cooperative, in the case of a singular credit cooperative not affiliated with a central credit cooperative.

§ 1º The audit must have as its object:

I - the financial statements relating to the base dates of June 30 and December 31 of each year, in cooperatives with free admission of members, for entrepreneurs, and for small entrepreneurs, microentrepreneurs, and micro-entrepreneurs;

II - the statements relating to the closing of the social year, in other singular cooperatives.

§ 2º For the performance of the audit, in addition to the use of its own properly trained staff, the central credit cooperative may contract services from another similar entity, or from an independent auditor registered with the CVM, with its responsibilities remaining unchanged.

Art. 22. The central credit cooperatives must observe, in the performance of external audit, the provisions of the Regulation annexed to Resolution 3,198, of May 27, 2004, and subsequent amendments.

§ 1º Exceptions are made, with regard to the provisions of the regulation cited in the caput regarding auditor independence, the cases of impediment or incompatibility arising directly from the shareholding held by the singular credit cooperative in the central credit cooperative of which it is affiliated.

§ 2º Compliance with the provisions regarding the periodic replacement of the auditor is waived, in the case of the performance of the audit service by a central credit cooperative.

Chapter VI

CAPITAL AND EQUITY

Art. 23. The credit cooperative must observe the following minimum limits, regarding paid-in capital and Reference Equity (PR), as the case may be:

I - central cooperative: paid-in capital of R$60,000.00 (sixty thousand reais), on the date of authorization for operation, and PR of R$300,000.00 (three hundred thousand reais), after five years from said date;

II - singular cooperative affiliated with a center, except those included in items III, IV, and V: paid-in capital of R$3,000.00 (three thousand reais), on the date of authorization for operation, and PR of R$60,000.00 (sixty thousand reais), after five years from said date;

III - singular cooperative for small entrepreneurs, microentrepreneurs, and micro-entrepreneurs and singular cooperative for entrepreneurs: paid-in capital of R$10,000.00 (ten thousand reais), on the date of authorization for operation, and PR of R$120,000.00 (one hundred and twenty thousand reais), after two years from said date;

IV - singular cooperative with free admission of members constituted in accordance with the provisions of Art. 11, item I:

a) located in the North, Northeast, and Central-West Regions: paid-in capital of R$10,000.00 (ten thousand reais), on the date of authorization for operation, and PR of R$120,000.00 (one hundred and twenty thousand reais), after four years from said date;

b) located in the South and Southeast Regions, whose area of operation has a population not exceeding one hundred thousand inhabitants: paid-in capital of R$10,000.00 (ten thousand reais), on the date of authorization for operation, and PR of R$120,000.00 (one hundred and twenty thousand reais), after four years from said date;

c) located in the South and Southeast Regions, whose area of operation has a population between one hundred thousand and three hundred thousand inhabitants: paid-in capital of R$50,000.00 (fifty thousand reais), on the date of authorization for operation, and PR of R$500,000.00 (five hundred thousand reais), after four years from said date;

V - singular cooperative with free admission of members constituted in accordance with the provisions of Art. 11, item II or § 4º:

a) PR of R$6,000,000.00 (six million reais), on the date of approval of the corresponding request for statutory amendment, in cases where the area of operation includes any locality referred to in § 1º;

b) PR of R$3,000,000.00 (three million reais), on the date of approval of the corresponding request for statutory amendment, in cases not covered by item "a";

VI - singular cooperatives not affiliated with centers: paid-in capital of R$4,300.00 (four thousand and three hundred reais), on the date of authorization for operation, and PR of R$86,000.00 (eighty-six thousand reais), after four years from said date.

§ 1º The localities to be considered, for the purpose of defining the minimum PR required in item V, are the municipalities belonging to Metropolitan Regions defined by complementary state law, formed around capitals of units of the Federation, excluding areas designated as metropolitan collar and metropolitan expansion, not belonging to the metropolitan core.

§ 2º For the North, Northeast, and Central-West Regions, a reducer of 50% (fifty percent) applies to the minimum limits established in item V.

Art. 24. For the purpose of verifying compliance with the minimum limits of paid-in capital and PR of credit cooperatives, the values corresponding to the minimum equity fixed for the financial institutions in which they participate must be deducted, adjusted proportionally to the level of each participation.

Art. 25. The credit cooperative must maintain a value of PR compatible with the degree of risk of the structure of its assets, liabilities, and clearing accounts, in accordance with specific norms for the calculation of Required Equity (PLE), issued by the Central Bank of Brazil.

Art. 26. The following are prohibited to the credit cooperative:

I - subscription of partnership shares and allocation of losses from previous years through the granting of credit, retention of part of its value, as well as granting of guarantee or assumption of co-obligation in a credit operation with those purposes;

II - adoption of rotating capital, thus characterized by the recording, in equity accounts, of resources captured under conditions similar to those of demand or time deposits.

Sole Paragraph. The corporate statute may establish rules regarding occasional redemption of capital shares, at the initiative of the member, in order to preserve, in addition to the minimum number of shares, compliance with the limits established by current regulation and the integrity of capital and equity, the resources of which must remain for a sufficient period to reflect the stability inherent to their nature as fixed capital of the institution.

Chapter VII

OPERATIONS AND EXPOSURE LIMITS PER CLIENT

Art. 27. The credit cooperative may perform the following operations, in addition to others established in specific regulation:

I - collect, only from members, deposits without issuance of certificate; obtain loans or transfers from national or foreign financial institutions, including through Microcredit Interbank Deposits (DIM); receive resources from official funds and, on an occasional basis, resources exempt from remuneration or at favorable rates, from any entity, in the form of donations, loans, or transfers;

II - grant credit and provide guarantees, only to members, including in operations carried out under the regulation of rural credit in favor of member rural producers;

III - apply resources in the financial market, including in demand and time deposits with or without issuance of certificate, observing eventual specific legal and regulatory restrictions of each application;

IV - provide collection, custody, receipts, and payment services on behalf of third parties through contract with public or private entities and correspondents in the Country, in accordance with current regulation, on behalf or for the benefit of members and users, observing, in serving non-members, the restrictions established in items I and II;

V - in the case of a central credit cooperative, provide technical services, including those regarding the attributes treated in Chapter IV, to other affiliated or non-affiliated credit cooperatives, as well as services for the administration of third-party resources in favor of affiliated singulars;

VI - proceed to the contracting of services with the objective of enabling the clearing of checks and other resource transfer operations carried out in the financial system, to provide operational needs of the cooperative, or to offer complementary services to members;

VII - act in the distribution of shares of open investment funds, observing the regulations of the Central Bank of Brazil and the CVM in their respective areas of competence;

VIII - provide services to cooperative banks, with a view to placing, with their members, in the name and on behalf of the contracting institution, products and services offered by the latter, including formalization, granting, and settlement of credit operations, opening and movement of demand, time, and savings deposit accounts, as well as distribution of shares of investment funds, in accordance with item VII;

IX - provide services to other financial institutions, in operations with their members intended to enable the distribution of resources for rural credit financing and others subject to specific legislation or regulation, or involving interest rate equalization by the National Treasury, comprising the formalization, granting, and settlement of credit operations concluded with the final borrowers of the resources;

X - install permanent, temporary, and electronic service points, as well as administrative units in the area of operation defined in the respective statute, observing the general procedures established in the pertinent regulation.

§ 1º The singular credit cooperative that does not participate in a guarantee fund must obtain from the member a declaration of knowledge of this situation, upon opening the respective deposit account.

§ 2º The granting of credit and the provision of guarantees to members of statutory bodies must observe criteria identical to those used for other members.

§ 3º Contracts concluded with a view to the provision of services referred to in items VIII and IX must contain clauses establishing:

I - assumption of responsibility, for all legal purposes, by the contracting financial institution, for the services provided in its name and on its behalf by the contracted cooperative;

II - adoption, by the contracted party, of an operations, service, and control manual defined by the contracting party and provision for the performance of operational inspections by the latter;

III - maintenance, by both parties, of segregated controls of the operations carried out under contract, immediately verifiable by the inspection of the competent bodies;

IV - financial adjustments between the parties, at most, every two business days;

V - prohibition of sub-contracting, with the contracting involving a central cooperative and adherence by the respective affiliated cooperatives being admitted;

VI - disclosure by the contracted party, in a visible place and form to the user public, of its status as a service provider to the contracting institution, with regard to the products and services offered in the name of the latter.

§ 4º The contracts resulting from the provision of services referred to in items VIII and IX must be kept available to the Central Bank of Brazil, both at the contracting institution and at the contracted party.

Art. 28. The credit cooperative must observe the following exposure limits per client:

I - in applications in deposits and securities issued or under the responsibility of the same entity, affiliated companies, and holding company and its subsidiaries: 25% (twenty-five percent) of PR;

II - in credit operations and granting of guarantees in favor of the same client, as well as in credits resulting from operations with derivatives:

a) by a singular cooperative: 15% (fifteen percent) of PR, if affiliated with a central credit cooperative, and 10% (ten percent) of PR, if not affiliated with the center;

b) by a central cooperative: 20% (twenty percent) of PR.

§ 1º For the purposes of this article, a client is considered to be any natural or legal person, or group of persons acting individually or jointly, representing a common economic interest, except for the link arising exclusively from association with the same cooperative.

§ 2º The following are not subject to exposure limits per client:

I - deposits and applications made in the central cooperative, by their respective affiliates, and in the cooperative bank, by the shareholder central cooperatives and their respective affiliates;

II - applications in federal public bonds;

III - applications in shares of investment funds.

§ 3º In the case of application in investment fund shares where the cooperative is the sole co-owner, the applications made by the fund must be computed for the purposes of calculating the limits referred to in this article.

§ 4º For the purpose of verifying exposure limits per client, the amount of participations in the share capital of other financial institutions must be deducted from PR.

§ 5º In the event that the member and the entity issuing bonds or securities constitute the same legal person, or represent a common economic interest, the limits referred to in the caput, items I and II, must be observed simultaneously, and, in the sum of the operations, the highest of the limits applicable to them.

Art. 29. The central credit cooperative that, together with the adoption of the institute of financial solidarity among the affiliated singulars, carries out the financial centralization of the net liquidity of the system may avail itself of the exposure limit per client of 10% (ten percent) of the sum of the total PR of the affiliates, limited to the PR of the center, in the following applications:

I - deposits and securities issued or under the responsibility of the same financial institution, affiliated companies, and holding company and its subsidiaries, observing the provisions of Art. 28, § 2º;

II - transfers to affiliates, of resources subject to specific legislation or involving interest rate equalization by the National Treasury, with the operations framed in Art. 28, item II, item "b", performed in favor of each affiliated singular with resources from other sources, deducted from the limit.

Sole Paragraph. The Central Bank of Brazil may, with regard to the limits referred to in this article:

I - establish minimum conditions to be observed by the central credit cooperative and its respective affiliates, with a view to their application;

II - suspend their application by any central credit cooperative.

Art. 30. In the two years following the date of commencement of operations, the credit cooperative affiliated with a credit central may adopt the following exposure limits per client, for the granting of credits to the same member with resources subject to specific legislation or involving interest rate equalization by the National Treasury, with operations subject to the general limit established in Art. 28, item II, letter "a", carried out in favor of the member with resources from other sources, deducted from the limit:

I - in the first year: 25% (twenty-five percent) of PR;

II - in the second year: 20% (twenty percent) of PR.

Chapter VIII

ON THE CANCELLATION OF THE AUTHORIZATION FOR OPERATION

Art. 31. The Central Bank of Brazil may cancel the authorization for operation of a credit cooperative that enters into ordinary liquidation regime.

Art. 32. The Central Bank of Brazil, having exhausted other measures appropriate within the scope of its competence, may cancel the authorization for operation of the credit cooperative, when one or more of the following situations are detected, at any time:

I - operational inactivity, without just cause;

II - institution not located at the informed address;

III - interruption, for more than four months, without just cause, of the submission of accounting statements required by current regulations;

IV - non-compliance with the deadline for commencement of operations provided for in the authorization process, observed the provisions of Art. 5.

Sole Paragraph. The Central Bank of Brazil, prior to the cancellation for the reasons referred to in this article, will publish, through the means it deems most appropriate, its intention to cancel the authorization in question, with a view to the eventual presentation of objections, by the public, within a period of thirty days.

Chapter IX

SUPPLEMENTARY PROVISIONS

Art. 33. The credit cooperative not affiliated with a credit central cooperative may contract services from this central, with a view to the implementation of internal control systems and the performance of internal audit required by current regulatory provisions.

Art. 34. Respecting the legislation and current regulations, the credit cooperative may only participate in the capital of:

I - credit central cooperative, in the case of a singular cooperative;

II - financial institutions controlled by credit cooperatives, according to specific regulation;

III - cooperatives, or companies controlled by credit central cooperatives, that act exclusively in the provision of services and supply of goods to institutions of the cooperative sector, provided that they are necessary for their operation or complementary to the services and products offered to members;

IV - entities of institutional representation, technical cooperation, or educational purposes.

Sole Paragraph. The credit cooperative must, whenever requested by the Central Bank of Brazil, provide any documents or information about the non-financial entity in whose capital it participates.

Art. 35. It is prohibited for members of statutory bodies and occupants of management functions of a credit cooperative to participate in the administration or hold 5% (five percent) or more of the capital of other financial institutions and other institutions authorized to operate by the Central Bank of Brazil, as well as of merchant credit companies, except for the financial institutions mentioned in Art. 34.

Art. 36. The singular credit cooperative must maintain, in its premises, in an accessible and visible location, a printed publication or information board of the rights and duties of members, containing an exposition on the manner of allocation of eventual losses and the existence or not of coverage by a guarantee fund and respective limits.

Art. 37. The credit cooperative with free admission of members operating on June 25, 2003, must observe the norms applicable to the cooperatives referred to in Art. 9, items I, II, and III, with the adaptation to the specific requirements established in this regulation for new cooperatives with free admission of members not being required for the continuity of its operation, except in the case of expansion of its respective area of operation.

Art. 38. Infractions to the provisions of the legislation in force and of this regulation, as well as the practice of acts contrary to cooperative principles, subject the directors and members of administrative, fiscal, and similar councils of credit cooperatives to the penalties of Law 4.595, of December 31, 1964, without prejudice to others established in the legislation in force.

§ 1º Upon detection of non-compliance with any operational limit, the Central Bank of Brazil may require the presentation of a regularization plan, containing measures provided for for compliance and its respective execution schedule.

§ 2º The deadlines for the presentation of the regularization plan and for compliance with the measures for compliance and other pertinent conditions will be determined by the Central Bank of Brazil.

§ 3º The implementation of a regularization plan shall be subject to monitoring by a credit central cooperative, or by an independent auditor, who will submit reports to the Central Bank of Brazil, monthly, or at the frequency determined by it.