Resolution CMN No. 4469 — Amends Resolutions Nos. 4,222 and 3,792 and Consolidates Norms on the Statute and Regulations of the Credit Guarantee Fund (FGC)

The Central Bank of Brazil, in accordance with Article 9 of Law No. 4,595 of December 31, 1964, makes public that the National Monetary Council, in a session held on February 25, 2016, based on Articles 3, item VI, and 4, item VIII, of Law No. 4,595 of 1964, Article 69 of Law No. 7,357 of September 2, 1985, and Article 7 of Decree-Law No. 2,291 of November 21, 1986, and taking into account the provisions of § 1 of Article 28 of Complementary Law No. 101 of May 4, 2000, and § 1, item XIII, of Article 1 of Complementary Law No. 105 of January 10, 2001,

R E S O L V E S:

Art. 1 The Articles 2 and 6 of Resolution No. 4,222 of May 23, 2013, shall enter into force with the following wording:

“Art. 2 The ordinary monthly contribution of institutions associated with the FGC is 0.0125% (one hundred and twenty-five ten-thousandths of a percent) of the amount of account balances related to the instruments listed in Article 2, items I to X, of Annex II, even if the corresponding credits are not covered by the ordinary guarantee.” (NR)

“Art. 6 ........................................................

I - the value of the contributions must be calculated based on the balances of the last day of each month of the accounts referred to in Article 2;

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§ 1 ............................................................

I - the accounts whose balances in the financial statements of the associated institutions must serve as the basis for calculating the contributions;

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§ 2 For the purpose of determining the calculation base of the contribution due, the value of agribusiness letters of credit issued prior to the effectiveness of this Resolution shall not be considered.” (NR)

Art. 2 The statute and regulations of the Credit Guarantee Fund (FGC), which make up Annexes I and II to Resolution No. 4,222 of 2013, shall enter into force with amendments, according to consolidated versions in accordance with Annexes I and II to this Resolution.

Art. 3 This Resolution enters into force on the date of its publication.

Art. 4 Paragraph 8 of Article 41 of Resolution No. 3,792 of September 24, 2009, is hereby revoked.

                            Aldo Luiz Mendes Acting President of the Central Bank of Brazil

ANNEX I TO RESOLUTION NO. 4,469, OF FEBRUARY 25, 2016

STATUTE OF THE FGC

CHAPTER I

OF THE NAME, OBJECT, PURPOSE, HEADQUARTERS, AND TERM

Art. 1 The Credit Guarantee Fund (FGC) is a non-profit civil association, with private law legal personality, governed by this statute and the applicable legal and regulatory provisions.

Sole paragraph. The FGC does not exercise any public function, including by delegation.

Art. 2 The FGC has the following purposes:

I - to protect depositors and investors within the financial system, up to the limits established by regulation;

II - to contribute to the maintenance of stability of the National Financial System (SFN); and

III - to contribute to the prevention of systemic banking crisis.

Art. 3 The FGC has the object of providing guarantee on financial instruments issued or raised by the associated institutions, referred to in Article 11 of this statute, in the following situations:

I - the declaration of intervention or extrajudicial liquidation of an associated institution; and

II - the recognition, by the Central Bank of Brazil, of the insolvency state of an associated institution that, under the legislation in force, is not subject to the regimes referred to in item I.

Sole paragraph. By making payment of debts of associated institutions, the FGC has the right to be reimbursed for what it paid in accordance with Article 346, item III, of the Civil Code.

Art. 4 Also part of the object of the FGC, considering the purposes provided for in items II and III of Article 2, is the contracting of assistance or financial support operations, including liquidity operations with associated institutions, directly or through companies indicated by them, including their controlling shareholders.

§ 1 The operations referred to in the caput may be contracted, including with the objective of promoting the transfer of shareholding control, transformation, incorporation, merger, spin-off, or other forms of corporate reorganization legally admitted in the interest of the associated institutions.

§ 2 The operations referred to in this article shall be subject to the following provisions:

I - they may not exceed the projected value for the guaranteed financial instruments of responsibility of each associated institution or associated institutions of the same conglomerate, in the event of occurrence of the events provided for in items I and II of Article 3;

II - they shall observe the following limits in relation to the net equity of the FGC, including therein the value of advances of contributions due by the associated institutions, contained in the monthly balance sheet or the balance sheet of the FGC's fiscal year:

a) up to 25% (twenty-five percent) for the set of operations carried out with each associated institution or with all associated institutions of the same financial conglomerate; and

b) up to 50% (fifty percent) for the set of operations referred to in this article.

§ 3 In the face of an adverse conjunctural situation, recognized by the Central Bank of Brazil, and with the aim of preserving the soundness and stability of the SFN, the risk limits provided for in § 2 may be exceptionally exceeded, according to a decision of the FGC Board of Directors.

Art. 5 Subject to the criteria, limits, diversification requirements, operational format, and contractual clauses established by the Board of Directors, the FGC may apply resources up to a global limit of 50% (fifty percent) of its net equity, increased by the passive obligations arising from the advance of ordinary contributions by the associated institutions, contained in the monthly balance sheet or the balance sheet of the FGC's fiscal year:

I - in the acquisition of credit rights of financial institutions and leasing companies;

II - in fixed-income securities issued by associated institutions, provided they are backed by credit rights constituted or to be constituted with the resources of their respective applications; and

III - in linked operations in the manner of Resolution No. 2,921 of January 17, 2002.

§ 1 The FGC may alienate the assets acquired as a result of the operations referred to in items I, II, and III of the caput.

§ 2 Except for the hypotheses provided for in this statute, the FGC is prohibited from applying resources in the acquisition of real estate, or in variable-income securities, except when received in settlement of credits of its ownership, after which they must be alienated.

§ 3 In the face of an adverse conjunctural situation, recognized by the Central Bank of Brazil, and with the aim of preserving the soundness and stability of the SFN, the limit stipulated in the caput of this article may be exceptionally extended to up to 75% (seventy-five percent) of the net equity of the FGC, according to a decision of its Board of Directors.

Art. 6 The amount of resources used in the set of operations referred to in Articles 4 and 5 shall observe the limit of 75% (seventy-five percent) of the net equity of the FGC, increased by the passive obligations arising from the advance of ordinary contributions by the associated institutions, contained in the monthly balance sheet or the balance sheet of the Fund's fiscal year.

Art. 7 The FGC may not refuse payment of the guarantees provided on the grounds of non-payment of contributions by the associated institution.

Sole paragraph. If there are indications of the existence of adoption of procedures with the objective of obtaining reimbursement beyond the individual limit established or of operations that reveal indications of fraud or attempt, by any means, to exceed the maximum coverage values, the payment of the guarantees will be suspended, and may, after the due analysis in an internal procedure of the FGC, be refused, with the interested parties having the burden of demonstrating the integrity of the procedures.

Art. 8 The FGC has jurisdiction in the city of São Paulo (SP), with its headquarters located in said Municipality, at the address Avenida Brigadeiro Faria Lima, No. 201, 12th floor, CEP 05426-100.

Art. 9 The term of duration of the FGC is indefinite.

CHAPTER II

OF THE REVENUES AND THE EQUITY

Art. 10. The revenues of the FGC consist of:

I - ordinary and special contributions from associated institutions;

II - service fees resulting from the issuance of checks without sufficient funds;

III - recoveries of credit rights in which the FGC has subrogated, by virtue of payment of debts of associated institutions related to guaranteed credits;

IV - net result of the services provided by the FGC and earnings from the application of its resources;

V - remuneration and charges corresponding to the receipt of values due due to the realization of the operations referred to in Articles 4 and 5; and

VI - revenues from other sources.

§ 1 The liability of associated institutions is limited to the contributions they are obliged to make, observing the conditions fixed in the FGC regulations, not responding subsidiarily for the social obligations of the Fund.

§ 2 If circumstances indicate, at any time, that the equity of the FGC needs additional revenues to meet its obligations, resources shall be used, observing the legislation in force, from:

I - extraordinary contributions from associated institutions, established in the manner of Article 32, item II, of this statute;

II - advance, by associated institutions, of twelve to sixty ordinary monthly contributions;

III - credit operations with private, official, or multilateral institutions;

IV - issuance of credit securities; and

V - other sources of resources, by proposal of the FGC administration and with prior authorization of the Central Bank of Brazil.

CHAPTER III

OF THE ASSOCIATED INSTITUTIONS

Art. 11. The institutions associated with the FGC are the Federal Savings Bank, multiple banks, commercial banks, investment banks, development banks, credit, financing and investment companies, real estate credit companies, mortgage companies, and savings and loan associations, operating in the Country, that:

I - receive demand deposits, in savings accounts or time deposits;

II - perform acceptance of bills of exchange;

III - raise resources through the issuance and placement of real estate letters, mortgage letters, real estate credit letters, or agribusiness credit letters; and

IV - raise resources through committed operations having as object securities issued, after March 8, 2012, by a linked company.

Art. 12. The FGC will have an unlimited number of associated institutions.

§ 1 Just cause is considered, for the purpose of exclusion from the roll of associates of the FGC, the declaration of intervention or extrajudicial liquidation of the associated institution, as well as the change of social object as a result of which the associated institution ceases to comply with the provisions of Article 11.

§ 2 It is optional for the associated institution to offer a defense to the Board of Directors, within fifteen days, counted from the notification of the exclusion of the institution from the roll of associates of the FGC.

§ 3 From the decision of the Board of Directors, an appeal, without suspensive effect, lies to the General Assembly.

§ 4 It is the right of the associated institution to withdraw from the roll of associates of the FGC when it deems necessary, provided it proves that it no longer exercises the activities provided for in Article 11 of this statute nor holds a balance of operations subject to ordinary or special guarantee provided by the FGC.

Art. 13. The duties of associated institutions are:

I - to comply with and enforce the statute and internal regulations;

II - to attend and vote in the General Assemblies;

III - to honor contributions punctually, according to established criteria; and

IV - to make available to the FGC:

a) by April 30 and September 30 of each year, and whenever requested, copies of the semi-annual financial statements and external audit reports;

b) consolidated information, for statistical purposes, on the financial instruments subject to guarantee by the FGC, prepared in accordance with the regulation in force; and

Art. 14. All associated institutions may freely exercise the rights provided for in this statute.

CHAPTER IV

OF THE FGC BODIES AND THE GENERAL ASSEMBLIES

Art. 15. The bodies of the FGC are:

I - the General Assembly;

II - the Board of Directors;

III - the Advisory Council;

IV - the Executive Board; and

V - the Fiscal Council.

Sole paragraph. The members of the FGC bodies do not respond subsidiarily or jointly for the social obligations of the FGC, in accordance with item V of Article 46 of the Brazilian Civil Code.

Art. 16. The General Assembly, the highest deliberative body of the FGC, is integrated by all associated institutions, with them having the prerogative of exercising the right to vote, observing the following rules:

I - only those associated institutions that are up to date with the contributions due to the FGC may vote; and

II - the voting right of each associated institution shall correspond to the sum of the voting units of which they are holders.

§ 1 Each real disbursed in the last ordinary contribution before the respective General Assembly, disregarding cents, shall confer to the associated institution one voting unit.

§ 2 The voting right of associated institutions belonging to the same financial conglomerate shall take into account the amount of the ordinary contribution effectively disbursed in favor of the FGC by the set of institutions, admitting, however, the exercise of the voting right relative to the voting units of the entire conglomerate by the associated institution designated in writing by the leading institution of the conglomerate for this purpose.

Art. 17. By April 30 of each year, associated institutions must meet in Ordinary General Assembly to:

I - take the accounts of the administrators, examine, discuss, and vote on the financial statements, based on the opinions of independent auditors and the Fiscal Council;

II - elect the members of the Board of Directors, the Fiscal Council, the Executive Board, and the Advisory Council;

III - designate the President and Vice-President of the Board of Directors; and

IV - fix the global limit of remuneration of the Board of Directors, the Executive Board, and the Fiscal Council, to be distributed among its members according to the deliberation of the Board of Directors.

Art. 18. The Extraordinary General Assembly may be convened to deliberate on other matters of interest to the FGC, including to elect administrators in the event of vacancy of offices, in which case the elected shall complete the term of the vacant offices.

Art. 19. The General Assembly shall be convened at least ten days in advance, through three consecutive publications in the Official Gazette of the Union, always with the indication of the agenda:

I - by the President of the Board of Directors, on his own initiative or at the request of two or more of its members;

II - by two or more members of the Board of Directors signatories of the request to the President of the Board of Directors, if he does not promote the publication of the convening notice within ten days, counted from the receipt of the request;

III - on the initiative of associated institutions that represent together, at least, 1/5 (one fifth) of the total of the voting units, observing the criteria of Article 16 of this statute.

Art. 20. The General Assembly shall be installed and presided over by the President of the Board of Directors, who will invite one of those present to secretariat the proceedings.

Sole paragraph. In the absence of the president of the board, the General Assembly shall be installed by any of the councilors, with the associated institutions present having the right to elect the president of the assembly.

Art. 21. The General Assembly shall be installed with any number of associated institutions present, and its deliberations shall be taken by simple majority of the voting units present at the assembly, observing the criteria of Article 16 of this statute.

Art. 22. The following quorums apply to deliberations that have as object the reform of the statute or regulations of the FGC or the election of members of the Board of Directors or the Executive Board:

I - installation in first call with the presence of, at least, 50% (fifty percent) plus one of the voting units of the associated institutions and, in subsequent calls, until the presence of, at least, 1/3 (one third) of the voting units of the associated institutions is reached; and

II - deliberation by, at least, 2/3 (two thirds) of the voting units of the associated institutions present at the assembly.

§ 1 Approved the reform of the statute or regulations by the General Assembly, the respective proposal shall be forwarded to the Central Bank of Brazil, for examination and submission to the National Monetary Council.

§ 2 An associated institution may be represented by another, by proxy with specific powers for each General Assembly.

Art. 23. For the removal of members of the Board of Directors or the Executive Board, a quorum for deliberation of 2/3 (two thirds) of the voting units of the associated institutions is necessary.

CHAPTER V

OF THE ADMINISTRATION OF THE FGC

Art. 24. The FGC shall be administered by the Board of Directors and the Executive Board, elected by the General Assembly, observing the criteria of Article 16 and the following procedures:

I - the election of the members of the Board of Directors shall be made by voting on slates, containing the name of the candidates for full or alternate members for all offices in dispute, which shall be registered with the table as soon as the General Assembly publishes the quantity of offices in dispute;

II - the name of each candidate for full or alternate member of the Board of Directors shall compose only one slate;

III - each associated institution may register only one slate;

IV - the slate that obtains the greatest number of votes from the associated institutions shall be considered the winner, according to the quorums established in Article 22; and

V - in the event of a tie in the voting, a new General Assembly shall be convened, reopening the period for the presentation of slates.

Art. 25. The Board of Directors shall be constituted by five to nine full members and an equal number of alternates, natural persons residing in the Country, observing the following provisions:

I - the participation of controllers, administrators, or employees of financial institutions, administrators of third-party resources, other institutions authorized to operate by the Central Bank of Brazil, or companies integrated into their respective conglomerates is not permitted, as well as professionals from these institutions or companies who are formally licensed or temporarily absent; and

II - the participation of administrators or employees of class entities representing financial institutions or other institutions authorized to operate by the Central Bank of Brazil, as well as professionals from these entities who are formally licensed or temporarily absent, is not permitted; and

III - in the event of resignation or impediment of a council member, the Board of Directors shall indicate one of the alternates to assume the vacancy until the end of the term.

Art. 26. The term of office of the members of the Board of Directors shall be up to three years, with re-election permitted for one term.

§ 1 The management period shall extend until the investiture of the newly elected councilors.

§ 2 The members of the Board of Directors shall be exempt from providing management guarantee.

Art. 27. The Board of Directors must declare the office of a member vacant if, without justified cause, he fails to participate in three consecutive meetings.

Art. 28. The Board of Directors shall meet by convocation of the president, on his own initiative or at the request of two or more of its members.

§ 1 If the president, within seven days of receiving the request for convocation, does not issue the respective notice, two or more members of the Board of Directors who requested the meeting may send it.

§ 2 The convocation notice must indicate the agenda and be delivered, with receipt, to the members of the Board of Directors, with at least ten days in advance.

§ 3 The advance referred to in § 2 is dispensed with when the meeting has the presence or representation of the entirety of the members of the Board of Directors, or alternatively, with a written statement from those members agreeing with the holding of the meeting.

§ 4 The meeting of the Board of Directors may only occur with the presence or representation of the absolute majority of its members, and the deliberations must be taken by majority of votes, with the president having a casting vote in case of a tie in the voting.

§ 5 From the meetings of the Board of Directors, minutes must be drawn up in the proper book, signed by those present.

Art. 29. The FGC shall have an Advisory Council, without executive functions, integrated by up to six full members and six alternates, elected by the General Assembly, through indication of names made by the Board of Directors, with a term of three years, with re-election permitted, and which shall meet by convocation of the Board of Directors, when it decides to hear it on:

I - ideas, suggestions, and proposals in the formulation of policies, guidelines, and strategies of action of the FGC in the performance of its purposes;

II - operations and businesses in which the FGC is asked to participate, and which require adequate evaluation in terms of repercussions on the financial market; and

III - other matters, within the object of action of the FGC, that may have repercussions on the solidity and stability of the SFN.

§ 1 The members of the Advisory Council must be natural persons, with recognized knowledge and experience in business, operations, and activities developed in the financial system, the impediments provided for in items I and II of Article 25 not applying to them.

§ 2 The meetings of the Advisory Council shall be:

I - held by free convocation of the Board of Directors, admitting its effectiveness by telephone or electronic means, maintaining in a specific file a summary of the meetings; and

II - installed with the presence of the majority of its members.

§ 3 The members of the Advisory Council shall sign a letter of commitment of confidentiality addressed to the Central Bank of Brazil, a commitment that shall extend to the persons whom the councilor has the need to hear for the formation of his opinion.

Art. 30. The Executive Board, composed of two to five directors, one of whom is the executive director and the others without specific designation, shall be elected by the General Assembly for a term of three years, with re-election permitted through indication of names made by the Board of Directors, observing the following provisions:

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I - the participation of controlling shareholders, administrators, or employees of financial institutions, administrators of third-party resources, other institutions authorized to operate by the Central Bank of Brazil, or companies belonging to their respective conglomerates is not permitted, as well as professionals from these institutions or companies who are formally licensed or temporarily absent; and

II - the participation of administrators or employees of professional associations representing financial institutions or other institutions authorized to operate by the Central Bank of Brazil, as well as professionals from these entities who are formally licensed or temporarily absent, is not permitted.

Sole Paragraph. The management term shall extend until the inauguration of the newly elected directors.

Art. 31. The members elected to the Board of Directors, the Advisory Council, and the Executive Board must have their names submitted to the Central Bank of Brazil, which will approve them if they meet the requirements provided for in the current regulation for holding positions in statutory bodies of financial institutions and other institutions authorized to operate by said Autarchy.

§ 1º Once their names are approved, the members of the Board of Directors, the Advisory Council, and the Executive Board must take office after signing a letter of confidentiality commitment addressed to the Central Bank of Brazil.

§ 2º The members of the Board of Directors and the Executive Board, during the term of office and for four months counted from its end, are prohibited from exercising any paid activity in financial institutions, administrators of third-party resources, other institutions authorized to operate by the Central Bank of Brazil, companies belonging to their respective conglomerates, or professional associations representing financial institutions or other institutions authorized to operate by the Central Bank of Brazil.

§ 3º The members of the Board of Directors and the Executive Board will continue to receive the remuneration attributed to the position during the four-month period after the end of their terms.

Art. 32. It is the responsibility of the Board of Directors:

I - to set the percentage of the ordinary contribution of the associated institutions to the FGC, through a specific request, duly justified, submitted to the Central Bank of Brazil for examination and submission to the prior authorization of the National Monetary Council, observing the maximum percentage established by the National Monetary Council;

II - to set the conditions for the extraordinary contributions that the associated institutions must make to finance the guarantee to be provided by the FGC in the event referred to in art. 10, § 2º, item I, of this statute, observing that such contributions are limited to 50% (fifty percent) of the rate in force for ordinary contributions;

III - to set the general orientation of the FGC services, especially the policies and norms to be observed in fulfilling its social purposes and in the application of its resources, establishing the requirements for composition and risk diversification of the portfolio, and may, in addition, contract its administration with third parties, observing the provisions of art. 5º of this statute;

IV - to approve the internal regulations and define competencies for deliberation and practice of acts included in the object of the FGC;

V - to indicate to the General Assembly the names of the candidates for members of the Executive Board, the Fiscal Council, and the Advisory Council;

VI - to approve the operating and investment budget of the FGC;

VII - to submit to the Central Bank of Brazil, for examination and submission to the prior authorization of the National Monetary Council, a duly justified proposal for alteration of the percentage of the ordinary monthly contribution;

VIII - to approve the remuneration levels of the members of the Board of Directors, the Executive Board, and the Fiscal Council, observing the global limit fixed by the General Assembly;

IX - to deliberate on the acts and operations that, according to this statute or the internal regulations, are within its competence, including the alienation of permanent assets;

X - to deliberate on the hiring of independent auditors;

XI - to designate the president of the advisory council;

XII - to examine the monthly balance sheet and express an opinion on the report and financial statements of the FGC;

XIII - to establish the form and fix the conditions of the operations provided for in art. 4º of this statute, in a general or specific manner, in terms of deadlines, charges, guarantees, and other conditions;

XIV - to establish the criteria, limits, diversification requirements, operational format, and contractual clauses of the operations provided for in art. 5º of this statute;

XV - to deliberate on the hiring of insurance or other type of protection existing in the market to provide guarantee to members of FGC bodies referred to in items II, III, IV, and V of art. 15, against possible claims filed by third parties as a result of acts practiced in the exercise of the mandate, even if already concluded; and

XVI - to deliberate on omitted cases.

§ 1º In the face of an adverse conjunctural situation, recognized by the Central Bank of Brazil, and with the aim of preserving the integrity and stability of the Financial System (SFN), the charges referred to in item XIII of the caput may be set on bases lower than market rates, according to a decision of the FGC Board of Directors.

§ 2º The quorum necessary for the deliberation of the exceptions provided for in the previous paragraph, in § 3º of art. 4º, in § 3º of art. 5º, and for the establishment of advance payments of ordinary monthly contributions referred to in item II of § 2º of art. 10 is 2/3 (two thirds) of the effective members of the Board of Directors.

Art. 33. It is the responsibility of the Executive Board, in addition to the practice of ordinary management acts:

I - the active and passive representation of the FGC, in court or out of court;

II - the administration of the FGC, according to the statute and internal regulations;

III - the approval of the operations provided for in art. 4º of this statute, respecting the form and conditions established by the Board of Directors; and

IV - the approval of the operations provided for in art. 5º of this statute, respecting the criteria established in the Internal Regulations, when characterized as operations directed to specific financial institutions.

Sole Paragraph. Representation in court, to receive citation or notification, to give personal testimony, or for analogous acts, shall be the responsibility of the executive director, who may indicate, to do so on his behalf, another director or attorney with special powers.

Art. 34. The FGC may only assume obligations through joint signature:

I - by two directors; and

II - by one director together with an attorney with a specific mandate.

Sole Paragraph. The powers of attorney of the FGC shall be granted by two directors and must contain the specification of the powers conferred and the validity period, except in the granting of powers of attorney for judicial purposes, which may be issued with indefinite validity.

CHAPTER VI

OF THE FISCAL YEAR AND FINANCIAL STATEMENTS

Art. 35. The fiscal year of the FGC coincides with the calendar year.

§ 1º At the end of each semester, the Executive Board must have semi-annual financial statements prepared.

§ 2º At the end of each fiscal year, the executive board must have a balance sheet and a statement of the result of the exercise prepared, as well as a report on the activities and result of the period and the situation of the reserves at the end of the exercise, with a view to their respective appreciation by the board of directors.

§ 3º The semi-annual and annual financial statements of the FGC must be examined by independent auditors, published in the Official Gazette of the Union, and disseminated on the FGC website on the internet.

Art. 36. The result annually determined by the FGC must be recorded in the reserves provided for in the internal regulations.

CHAPTER VII

OF THE FISCAL COUNCIL

Art. 37. The FGC will have a Fiscal Council composed of three effective members and an equal number of alternates, elected by the General Assembly.

Art. 38. It is the responsibility of the Fiscal Council to examine the balance sheets and financial statements of the FGC, the reports of the administration and independent auditors, issuing an opinion for appreciation by the Ordinary General Assembly.

Art. 39. The term of office of the members of the Fiscal Council will be up to three years, with reelection permitted.

Sole Paragraph. The provisions of items I and II of art. 25 and art. 31 of this statute apply to the members of the Fiscal Council.

CHAPTER VIII

OF LIQUIDATION

Art. 40. The FGC will enter liquidation in the cases provided for by law or by determination of the National Monetary Council, through deliberation of the General Assembly, with the Board of Directors responsible for appointing the liquidator, after hearing the Central Bank of Brazil.

Art. 41. In the event of dissolution of the FGC, its assets will be destined to a similar entity that will succeed it in its rights and obligations.

ANNEX II TO RESOLUTION NO. 4,469, OF FEBRUARY 25, 2016

REGULATIONS OF THE FGC

CHAPTER I

OF THE ORDINARY GUARANTEE

Art. 1º The beneficiaries of the ordinary guarantee provided by the Credit Guarantee Fund (FGC) to associated institutions, referred to in art. 11 of the FGC Statute, are the investors and depositants of such institutions.

Art. 2º The object of the ordinary guarantee provided by the FGC is the credits represented by the following financial instruments:

I - demand deposits or withdrawable upon prior notice;

II - savings deposits;

III - time deposits, with or without the issuance of a certificate;

IV - deposits maintained in non-checkable accounts, intended for the recording and control of the flow of resources regarding the provision of payment services for salaries, wages, pensions, and similar;

V - bills of exchange;

VI - real estate letters;

VII - mortgage letters;

VIII - real estate credit letters;

IX - agribusiness credit letters; and

X - committed operations that have as object securities issued after March 8, 2012, by a linked company.

§ 1º The following are not covered by the ordinary guarantee:

I - deposits, loans, or any other resources raised or withdrawn abroad;

II - deposits raised from residents abroad;

III - operations related to government interest programs instituted by law;

IV - judicial deposits;

V - any financial instrument that contains a subordination clause, authorized or not by the Central Bank of Brazil to integrate the reference equity of financial institutions and other institutions authorized to operate by said Autarchy;

VI - the credits:

a) owned by financial institutions and other institutions authorized to operate by the Central Bank of Brazil, pension entities, insurance companies, capitalization societies, investment clubs, and investment funds; and

b) represented by shares of investment funds or that represent any participation in the entities referred to in item "a" or in the financial instruments owned by them.

§ 2º The total credits of each person against the same associated institution, or against all associated institutions of the same financial conglomerate, will be guaranteed up to the value of R$250,000.00 (two hundred and fifty thousand reais).

§ 3º For the purpose of determining the guaranteed value of the credits of each person, the following criteria must be observed:

I - the owner of the credit is the one in whose name the financial instrument is registered in the accounting of the associated institution or the one designated in a title issued or accepted by it;

II - the credits of each creditor identified by their respective registration number in the Individual Taxpayer Registry (CPF)/National Registry of Legal Entities (CNPJ) against all associated institutions of the same financial conglomerate must be summed;

III - in the case of application in a financial instrument listed in the items of the caput whose negotiation is intermediated by an institution belonging to the National Financial System (SFN), the ownership of the credits against the associated institutions to the FGC must be proven, by the client of the intermediary institution in the operation, through the presentation of the operation's trade note, in accordance with applicable legislation;

IV - credits titled by associations, condominiums, and similar entities, without legal personality, when covered under this regulation, will be guaranteed up to the value referred to in § 2º of this article, in their entirety of assets, in the same financial conglomerate; and

V - in joint accounts, the guarantee is limited to the value referred to in § 2º of this article, or to the account balance, when lower than this limit, divided by the number of owners, with the credit of the guaranteed value being made individually.

§ 4º In the case provided for in § 3º, item III, the intermediary institution of the operation must present to the interventor or liquidator the list of its clients containing the values applied, the date, and the other characteristics of the application in financial instruments of responsibility of an issuer under intervention or extrajudicial liquidation.

§ 5º In the case of the credits referred to in § 3º, item IV, the FGC guarantee does not extend to the members, condominium owners, or any participants of those entities.

Art. 3º When the FGC's liquidity reaches 2% (two percent) of the total of the balances of the accounts covered by the guarantee, in the set of associated institutions, the Board of Directors, through a justified proposal of the Executive Board, submitted to the Central Bank of Brazil for examination and submission to the prior authorization of the National Monetary Council, may deliberate the temporary suspension of the contributions of the associated institutions to the fund.

§ 1º If, after the deliberation referred to in the caput, the FGC's liquidity comes to represent less than 2% (two percent) of the total of the balances of the accounts covered by the guarantee, the associated institutions must resume paying contributions, until the liquidity returns to reach the level of 2% (two percent) of the total of the balances of the accounts covered by the guarantee.

§ 2º For the purpose of quantifying the FGC's liquidity, the balances available in cash and in liquid financial applications must be considered.

§ 3º Liquid financial applications, for the purpose of § 2º, are those registered in the current asset of the balance sheet of the exercise and the monthly balance sheets.

Art. 4º When the situations provided for in the items of art. 3º of the statute occur, the information regarding the values corresponding to the payment of the guarantee will be provided directly to the FGC by the legal representative of the associated institution, with the FGC responsible for designating the financial institution in charge of the payments.

CHAPTER II

OF THE SPECIAL GUARANTEE

Art. 5º The object of the special guarantee provided by the FGC is time deposits, without the issuance of a certificate, under the conditions and limits established by the National Monetary Council, raised by authorized institutions.

§ 1º The deposits referred to in the caput will be known as "Time Deposits with Special FGC Guarantee (DPGE)" and must be specified as such in the contracts.

§ 2º The FGC coverage to the DPGE will only be demanded in the situations referred to in art. 3º of the FGC statute, and must be paid within three business days after the decree of intervention or extrajudicial liquidation, with the FGC responsible for designating a financial institution to execute the payment of the guaranteed investments.

§ 3º The deadline of up to three days for liquidation will be extended, in the event of divergence or delay in the delivery of information and documents, until the procedures published by the FGC on its website on the internet are met.

§ 4º The deposits referred to in the caput must be entered into with a single owner, to be identified by their respective Individual Taxpayer Registry (CPF) or National Registry of Legal Entities (CNPJ) number, with the maintenance of deposits in the form of joint accounts prohibited.

§ 5º The FGC coverage to the DPGE will be corrected by the contractual indices of the respective instruments until the date of the decree of intervention or extrajudicial liquidation of an associated institution.

Art. 6º The total credits of each person against the same associated institution to the FGC, or against all associated institutions of the same financial conglomerate, relating to the DPGE, will be guaranteed up to a maximum value of R$20,000,000.00 (twenty million reais).

Sole Paragraph. For the purpose of determining the guaranteed value of the credits of each depositant, the following criteria will be observed:

I - the owner of the credit is the one in whose name the credit is registered in the accounting of the associated institution or the one designated in a title issued or accepted by it;

II - the credits of each creditor identified by their respective Individual Taxpayer Registry (CPF) or National Registry of Legal Entities (CNPJ) against all associated institutions of the same financial conglomerate must be summed; and

III - credits titled by associations, condominiums, cooperatives, groups, or consortium administrators, pension entities, insurance companies, capitalization societies, and other societies and associations without legal personality and similar entities will be guaranteed up to the value of R$20,000,000.00 (twenty million reais) in their entirety of assets in the same financial conglomerate.

Art. 7º The limit for raising deposits, for the purpose of art. 5º, is that established by the National Monetary Council.

Art. 8º The institutions authorized to raise DPGE must provide the holders of these deposits with a certificate of specific deposit registration, issued by the registering entity.

Sole Paragraph. The certificate of specific registration referred to in the caput must be sent to the depositant within five business days after the operation is contracted.

CHAPTER III

OF GENERAL PROVISIONS

Art. 9º The receipt of credits against associated institutions through powers of attorney must be previously justified and approved by the FGC.