0001071438 bak:BraskemIdesaMember bak:FourthQuarterMember 2021-12-31

As filed with the Securities and Exchange Commission on September 22, 2017

April 27, 2022

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM20-F

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR

REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2016

OR

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2021

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

OF THE SECURITIES EXCHANGE ACT OF 1934

OR

SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number:001-14862

BRASKEM S.A.

(Exact Name of Registrant as Specified in its Charter)

N/AThe Federative Republic of Brazil
(Translation of Registrant’s Name into English)(Jurisdiction of Incorporation or Organization)

Rua Lemos Monteiro, 120 – 24° andar


ButantãSão Paulo—Paulo, SP CEP05501-050Brazil

(Address of Principal Executive Offices)

Pedro van Langendonck Teixeira de Freitas

Braskem S.A.

Rua Lemos Monteiro, 120 – 24° andar

ButantãSão Paulo—Paulo, SP CEP05501-050Brazil

Telephone: + (55 11) 55 11 3576-9000

Fax: + (55 11)55 11 3576-9532

(Name, Telephone,E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act:

Title of Each Class

Trading Symbol

Name of Each Exchange on which Registered

Preferred Shares, Class A, without par value per share, each represented by American Depositary ReceiptsSharesBAKNew York Stock Exchange

Securities registered or to be registered pursuant to Section 12(g) of the Act: None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act:

TITLE OF EACH CLASS:

6.450% Notes due 2024, issued by Braskem Finance Limited

The total number of issued shares of each class of stock of Braskem S.A. as of December 31, 20162021 was:

451,668,652 Common Shares, without par value

345,010,622344,158,226 Preferred Shares, Class A, without par value

578,330478,790 Preferred Shares, Class B, without par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  ☐    No

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YesNo

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of RegulationS-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes  ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or anon-accelerated filer.an emerging growth company. See definition of “large accelerated filer,” “accelerated filer, and large accelerated filer”“emerging growth company” inRule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer☒          Accelerated filer Non-accelerated filer ☐          Emerging growth company

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards†standards provided pursuant to Section 13(a) of the Exchange Act. † The term “new or revised

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial accounting standard” refers to any update issuedreporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the Financial Accounting Standards Board toregistered public accounting firm that prepared or issued its Accounting Standards Codification after April 5, 2012.audit report.

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP

International Financial Reporting Standards
as issued

by the International
Accounting Standards Board

Other

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. Item 17 Item 18

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined inRule 12b-2 of the Exchange Act). Yes No


TABLE OF CONTENTS

Page

Page
PRESENTATION OF FINANCIAL AND OTHER INFORMATIONiii
CAUTIONARY STATEMENT WITH RESPECT TO FORWARD-LOOKING STATEMENTSivxiii
PART I1

Item 1.

Identity of Directors, Senior Management and AdvisorsAdvisers

1

Item 2.

Offer Statistics and Expected Timetable

1

Item 3.

Key Information

1

Item 4.

Information on the Company

2862

Item 4A.

Unresolved Staff Comments

61102

Item 5.

Operating andAnd Financial Review and Prospects

62102

Item 6.

Directors, Senior Management and Employees

108144

Item 7.

Major Shareholders and Related Party Transactions

124167

Item 8.

Financial Information

131176

Item 9.

The Offer and Listing

140193

Item 10.

Additional Information

143195

Item 11.

Quantitative and Qualitative Disclosures About Market Risk

158215

Item 12.

Description of Securities Other than Equity Securities

162218
PART II238

Item 13.

Defaults, Dividend Arrearages and Delinquencies

163238

Item 14.

Material Modifications to the Rights of Security Holders and Use of Proceeds

163238

Item 15.

Controls and Procedures

163238

Item 16A.

Audit Committee Financial Expert

165240

Item 16B.

Code of Ethics

166240

Item 16C.

Principal Accountant Fees and Services

166240

Item 16D.

Exemptions From the Listing Standards for Audit Committees

166241

Item 16E.

Purchases of Equity Securities by the Issuer and Affiliated PurchasesPurchasers

167241

Item 16F.

Change in Registrant’s Certifying Accountant

167242

Item 16G.

Corporate Governance

167242

Item 16H.

Mine Safety Disclosure

170245
PART III246

Item 17.

Financial Statements

171246

Item 18.

Financial Statements

171246

Item 19.

Exhibits

246171

 
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i


PRESENTATION OF FINANCIAL AND OTHER INFORMATION

All references herein to thereal,” “reais” or “R$” are to the Brazilianreal, the official currency of the Federative Republic of Brazil, or Brazil. All references to “U.S. dollars,” “dollars” or “US$” are to U.S. dollars, the official currency of the United States. All references to “CHF” are to Swiss francs, the official currency of Switzerland.

All references herein (1) to “we,” “us” or “our company” are references to Braskem S.A., its consolidated subsidiaries and jointly controlled entities, and (2) to “Braskem” are references solely to Braskem S.A. All references herein to “Braskem Europe” mean Braskem Europe GmbH and its consolidated subsidiaries, including Braskem America, Inc., or Braskem America.

On September 21, 2017,March, 31, 2022, thereal/U.S. dollar exchange rate forreaisinto U.S. dollars was R$3.13474.7378 to US$1.00, based on the selling rate as reported by the Central Bank of Brazil (Banco Central do Brasil), or the Central Bank. The selling rate was R$3.25915.5805 to US$1.00 onas of December 31, 2016,2021, R$3.90485.1967 to US$1.00 onas of December 31, 20152020 and R$2.65624.0307 to US$1.00 onas of December 31, 2014,2019, in each case, as reported by the Central Bank. Thereal/U.S. dollar exchange rate fluctuates widely, and thethese selling rate on September 21, 2017rates may not be indicative of future exchangeselling rates. See “Item 3. Key Information—Exchange Rates” for information regarding exchange rates for thereal since January 1, 2012.

Solely for the convenience of the reader, we have translated, some to the extent applicable, real amounts included in “Item 3. Key Information—Selected Financial and Other Information” and elsewhere in this annual report fromreaisinto U.S. dollars usingat the selling rate as reported by the Central Bank as of December 31, 20162021 of R$3.25915.5805 to US$1.00. These translations should not be considered representations that any such amounts have been, could have been or could be converted into U.S. dollars at that or at any other exchange rate. Such translations should not be construed as representations that therealamounts represent

All references herein to (1) “we,” “us,” “the Company” or have been“our Company” are references to Braskem S.A., its consolidated subsidiaries and jointly controlled entities, and (2) “Braskem” are references solely to Braskem S.A. All references herein to “Braskem Europe” are to Braskem Europe GmbH and its consolidated subsidiaries, including Braskem America, Inc., or could be converted into U.S. dollars as of that or any other date.Braskem America.

Financial Statements

Braskem Financial Statements

We maintain our books and records in reais.reais. Our consolidated financial statements as of December 31, 20162021 and 20152020 and for the three years ended December 31, 20162021 have been audited, as stated in the report appearing herein,therein, and are included in this annual report. These financial statements and related notes included elsewhere in this annual report are collectively referred to as our audited consolidated financial statements herein and throughout this annual report.

We have prepared our consolidated financial statements included in this annual report in accordance with International Financial Reporting Standards, or IFRS, as issued by the International Accounting Standards Board, or IFRS.IASB.

Market Share and Other Information

We make statements in this annual report about our market share in the petrochemical industry in Brazil and our production capacity relative to that of other petrochemical producers in Brazil, other countries in Latin America, the United States and the world. We have made these statements on the basis of information obtained from third-party sources that we believe are reliable. We have calculated our Brazilian market share with respect to specific products by dividing our domestic net sales volumes of these products by the total Brazilian domestic consumption of these products. We derive information regarding the production capacity of other companies in the Brazilian petrochemical industry and the estimated total Brazilian domestic consumption of petrochemical products principally from reports published by the Brazilian Chemical Industry Association (Associação Brasileira da Indústria Química), or ABIQUIM. We derive information regarding the production capacity of other companies in the global petrochemical industry, international market prices for petrochemicals products and per capita consumption in certain geographic regions principally from reports published by IHS, Inc., or IHS. (“IHS”). We derive information relating to Brazilian imports and exports from the System for Analyzing International Trade (Sistema de Análise das Informações de Comércio Exterior), orALICE-Web,ComexStat, produced by the Brazilian Secretary of International Trade (Secretaria de Comércio Exterior) and the Brazilian SecretaryMinistry of Development, Industry and Foreign Trade (Ministé(Ministério do Desenvolvimento,da Indústria, e Comércio Exterior e Serviços, the “MDIC”). We also derive information from reports published by Brazilian Association of the Alkali, Chlorine and Derivatives Industry (Associação Brasileira da Indústria de Álcalis, Cloro e Derivados, the “Abiclor”). We also include information and statistics regarding economic growth in emerging economies obtained from the International Monetary Fund, and statistics regarding gross domestic product, or GDP, growth in Brazil, the United States, Europe and Mexico obtained from independent public sources, such as the Brazilian Institute of Geography and Statistics (Instituto(Instituto Brasileiro de Geografia e Estatística), orstica); the IBGE;U.S. Bureau of Economic Analysis of the U.S. Department of Commerce, Eurostat,Commerce; the statistical office of the European Union;Union (Eurostat); and the Mexican Institute of Statistics and Geography (Instituto(Instituto Nacional de Estadística y Geografía)a).

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We provide information regarding domestic apparent consumption of some of our products based on information available from ComexStat, produced by the MDIC and reports published by Abiclor. Domestic apparent consumption is equal to domestic production plus imports minus exports. Domestic apparent consumption for any period may differ from actual consumption because this measure does not give effect to variations of inventory levels in the petrochemical supply chain.

ii


We have no reason to believe that any of this information is inaccurate in any material respect. However, we have not independently verified the production capacity, market share, market size or similar data provided by third parties or derived from industry or general publications.

We provide information regarding domestic apparent consumptionCertain Industry Terms

Glossary of some of our products, based on information available from the Brazilian government, Institute of Applied Economic Research (Instituto de Pesquisa Econômica Aplicada), IPEA and ABIQUIM. Domestic apparent consumption is equal to domestic production plus imports minus exports. Domestic apparent consumption for any period may differ from actual consumption because this measure does not give effect to variations of inventory levelsSelected Terms in the petrochemical supply chain.Petrochemical Industry and in the Context of Our Business

Term

Meaning

Main uses

In the context of our business

AliphaticsAliphatics are open-chain hydrocarbons that contain no stable rings connecting their atoms, in contrast to aromatics.Used as fuels, solvents and as basic chemicals in the petrochemical industry.We produce aliphatics, such as ethylene and propylene, in our chemicals operations that are part of our Brazil Segment.
AromaticsAromatics are cyclic hydrocarbons with stable bonds connecting their carbon atoms.Used as fuel additives, solvents, and basic chemicals in the petrochemical industry.We produce aromatics, such as benzene, toluene and xylenes, as co-products in our chemicals operations that are part of our Brazil Segment.
BenzeneAn aromatic hydrocarbon. It is a natural constituent of crude oil.Used primarily for the manufacture of chemicals with more complex structure, such as ethylbenzene and cumene.We produce benzene as a by-product in our chemicals operations that are part of our Brazil Segment.
BTX productsA mixture of benzene, toluene and the three xylene isomers (ortho, meta and para), all of which are aromatic hydrocarbons.Used as fuel additives, solvents, and basic chemicals in the petrochemical industry.We produce benzene, toluene and xylenes as BTX by-products in our chemicals operations that are part of our Brazil Segment.
ButadieneAn organic compound and a colorless gas.Used industrially as a monomer in the production of synthetic rubber.We produce butadiene as a by-product in our chemicals operations that are part of our Brazil Segment.
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ButeneA colorless gas present in crude oil.Used as a monomer in the production of polymers, as well as a petrochemical intermediate.We use butene for the production of HDPE and LLDPE in our polyolefins operations that are part of our Brazil Segment. Butene is supplied by our chemicals operations that are part of our Brazil Segment.
Caustic sodaCaustic soda, or sodium hydroxide, is an inorganic compound. A colorless crystalline solid, caustic soda is toxic, corrosive and highly soluble in water.Used in the manufacture of pulp and paper, textiles, drinking water, soaps and detergents, and as a drain cleaner.We produce caustic soda in our vinyls operations that are part of our Brazil Segment. Caustic soda is a by-product of chlorine production required to produce PVC.
Chlor-alkaliElectrolysis process used in the manufacture of chlorine, hydrogen and sodium hydroxide (caustic soda).Main industrial process for the production of caustic soda.We operate chlor-alkali plants in Brazil.
ChlorineChlorine is a chemical element (Cl), a toxic, greenish yellow gas at room temperature. It has a pungent suffocating odor.Used in the production of paper products, antiseptics, plastics, dyes, textiles, medicines, insecticides, solvents and to treat swimming pools.We use salt to produce chlorine in our vinyls operations that are part of our Brazil Segment.
CondensateCondensate, or natural gas condensate, is a low-density mixture of hydrocarbon liquids that are present as gaseous components in the raw natural gas.Condensate is used as an input for petrochemical plants, burned for heat and cooking, and blended into vehicle fuel.We use condensate as a raw material in our chemicals operations that are part of our Brazil Segment.
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CumeneAn organic compound based on an aromatic hydrocarbon with an aliphatic substitution, cumene is a colorless liquid constituent of crude oil and refined fuels.Used for the production of phenol and acetone.We produce cumene as a by-product in our chemicals operations that are part of our Brazil Segment.
DicyclopentadieneDicyclopentadiene, or DCPD, is a yellow liquid with an acrid odor.Used in polyester resins, inks, adhesives and paint.We produce DCPD in our chemicals operations that are part of our Brazil Segment.
EthaneA type of natural gas liquid (NGL), ethane is a colorless, odorless gas in standard temperature and pressure, extracted from natural gas in liquid form.Used as a feedstock for ethylene production.Ethane is one of the main raw materials that we use to produce ethylene in our chemicals operations that are part of our Brazil Segment.
EthanolA simple alcohol, produced by the fermentation of sugars by yeasts or via petrochemical processes.Used as a fuel for vehicles, as a disinfectant and as a chemical intermediate.We use ethanol as a raw material to produce green polyethylene in our chemical operations that are part of our Brazil Segment, which are located in Triunfo, Brazil.
Ethyl tertiary-butyl etherEthyl tertiary-butyl ether, or ETBE, is a colorless liquid manufactured by the acid etherification of isobutylene with ethanol.Used commonly as an additive in the production of gasoline.We produce ETBE in our chemicals operations that are part of our Brazil Segment.
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EthyleneA hydrocarbon, colorless gas and the most widely used organic compound in the chemical industry. Produced mainly via steam cracking of raw materials such as naphtha and NGLs.Used mainly for the production of polyolefins, primarily polyethylene, the most used thermoplastic resin in the world.We produce ethylene in our chemicals operations that are part of our Brazil Segment, as a main product of the steam cracking of raw materials.
EVAEthylene-vinyl acetate, or EVA, is a co-polymer of ethylene and vinyl acetate.Used to produce rubber-like materials, with applications in adhesives, packaging, molding, and membranes for electronic devices.We produce EVA in our polyolefins operations that are part of our Brazil Segment.
GasolineA flammable liquid obtained by refining crude oil.Used primarily as a fuel in combustion engines.We produce gasoline as a by-product in our chemicals operations that are part of our Brazil Segment.
GHG emissionsEmissions of the six gases listed in the Kyoto Protocol: carbon dioxide (CO2); Methane (CH4); Nitrous Oxide (N2O); Hydrofluorocarbons (HFCs); Perfluorocarbons (PFCs); and Sulphurhexafluoride (SF6).Used as a metric for our management and in accordance with applicable laws to measure GHG emissionsWe use the metric to assess our performance and define a strategy for reducing GHG emissions
HDPEHigh-density polyethylene, or HDPE, is a thermoplastic resin produced by the polymerization of ethylene.Used in a variety of industries, to produce plastic bottles, toys, chemical containers, pipe systems, and other plastic products.We produce HDPE in our polyolefins operations that are part of our Brazil Segment.
HexeneAn aliphatic, hexane is a clear, colorless liquid with a petroleum-like odor.Used as a solvent, paint thinner, and chemical reaction medium. Also used as a co-monomer for the production of HDPE.We use hexene in our Mexico Segment as a raw material to produce HDPE.
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Hydrocarbon resinsAlso called petroleum resins, they are produced from the polymerization of aromatic hydrocarbons.Generally used together with other kinds of resins, in the paint, ink, adhesive and rubber industry.We produce hydrocarbon resins in our chemicals operations that are part of our Brazil Segment.
HydrogenA chemical element, hydrogen is a colorless, odorless gas.Used to make ammonia in the production of fertilizers and as an intermediate chemical in the production of plastics and pharmaceuticals.We produce hydrogen in our vinyls operations that are part of our Brazil Segment.
Hydrogenated solventsOdorless, colorless solvents treated with hydrogen.Used in the manufacture of paints.We produce hydrogenated solvents in our chemicals operations that are part of our Brazil Segment.
IsopreneA common organic compound that is a component of natural rubber. Also a by-product of oil refining.Used to produce synthetic rubber.We produce isoprene in our chemicals operations that are part of our Brazil Segment.
LDPELow-density polyethylene, or LDPE, is a thermoplastic resin made from the polymerization of ethylene.Used for manufacturing containers, dispensing bottles, wash bottles, tubing, plastic bags and molded laboratory equipment.We produce LDPE in our polyolefins operations that are part of our Brazil Segment.
Liquefied petroleum gas (LPG)Liquefied petroleum gas, or LPG, is a mixture of propane and butane, which are two natural gas liquids.Used in fuel heating appliances, cooking equipment, vehicle fuel, aerosol propellant, and as a refrigerant.We produce LPG in our chemicals operations that are part of our Brazil Segment.
LLDPELinear low-density polyethylene, or LLDPE, is a linear polymer made by the copolymerization of ethylene with longer-chain olefins.Used in plastic bags and sheets, plastic wrap, stretch wrap, pouches, toys, covers, lids, pipes, buckets and containers, covering of cables and flexible tubing, among others.We produce LLDPE in our polyolefins operations that are part of our Brazil Segment.
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MethanolMethanol is the simplest alcohol, a liquid produced industrially by hydrogenation of carbon monoxide.Used as a precursor to other commodity chemicals, including formaldehyde, acetic acid and MTBE.We use methanol as a raw material to produce MTBE in our chemicals operations that are part of our Brazil Segment.
Methyl tertiary-butyl ether (MTBE)An intermediate hydrocarbon liquid stream derived mainly from the refining of crude oilUsed almost exclusively as a fuel additive in gasoline to raise the oxygen content.We produce MTBE in our chemicals operations that are part of our Brazil Segment.
NaphthaAn intermediate hydrocarbon liquid stream derived mainly from the refining of crude oil.Used as a solvent, fuel additive and as a raw material in the petrochemical industry.We use naphtha as a raw material for the production of petrochemical products in our chemicals operations that are part of our Brazil Segment.
Natural gasA naturally occurring hydrocarbon gas mixture, consisting primarily of methane.Used as a source of energy for heating, cooking and electricity generation, as a fuel for vehicles and as a chemical feedstock.We use natural gas for electricity generation in our production processes.
Natural gas liquids (NGL)A mixture of hydrocarbon components of natural gas, primarily ethane, propane and butane, which are separated from the raw natural gas in the form of liquids.Used as raw materials in the petrochemical industry, as fuel and in applications for heating and cooking.We use NGLs such as ethane and propane as raw materials at our plants in Rio de Janeiro and Mexico.
N-hexaneA hydrocarbon, obtained by refining crude oil.Used mixed with other solvents, to extract vegetable oils from crops, and as a cleaning agent in the printing, textile, furniture, and shoemaking industries.We use n-hexane in our polyolefins operations that are part of our Brazil Segment as a raw material in the production of HDPE and LLDPE.
NoneneA hydrocarbon, nonene is a colorless liquid with an odor reminiscent of gasoline.Used as a plasticizer to make rigid plastics flexible, and to produce chemical intermediates.We produce nonene in our chemicals operations that are part of our Brazil Segment.
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OlefinsUnsaturated hydrocarbons that contain at least one carbon–carbon double bond, such as ethylene, propylene and butene. Obtained from steam cracking of raw materials.Used as chemical intermediates for the production of other chemicals and resins.We produce olefins in our chemicals operations that are part of our Brazil Segment.
Para-xyleneAn aromatic hydrocarbon, para-xylene is produced mainly in refineries and during the steam cracking of naphtha.Used as a chemical feedstock in the production of polymers, especially PET.We produce para-xylene as a by-product in our chemicals operations that are part of our Brazil Segment.
PDHPropane dehydrogenation, or PDH, is an on-purpose technology used for conversion of propane into propylene.Industrial process for the production of propylene.We use propylene from PDH units as a raw material in our plants in the United States.
PiperyleneA volatile, flammable hydrocarbon in liquid form, obtained as a by-product of ethylene production.Used as a monomer in the manufacture of plastics, adhesives and resins.We produce piperylene in our chemicals operations that are part of our Brazil Segment.
Polyethylene (PE)PE is the most common type of thermoplastic resin. It is lightweight and durable, and is obtained from the polymerization of ethylene.PE has a large number of applications, such as: packaging, consumer goods, fibers, textiles, pipes, automotive, wiring, cables, construction, among others.We produce PE in our polyolefins operations that are part of our Brazil Segment.
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Polyisobutylene (PIB)PIB is a gas-permeable synthetic rubber produced by the polymerization of isobutylene with isoprene.Used as a fuel and lubricant additive, in explosives, as the base for chewing gum, and to improve the environmental stress-cracking resistance of polyethylene.We produce PIB in our chemicals operations that are part of our Brazil Segment.
PolyolefinsMacromolecules formed by the polymerization of olefin monomer units. The most common are polypropylene (PP) and polyethylene (PE).Used in a broad range of consumer and industrial applications.We produce polyolefins in our polyolefins operations that are part of our Brazil Segment.
Polypropylene (PP)PP is a thermoplastic resin and the second most widely produced commodity plastic, after PE. Obtained by the polymerization of propylene, PP is generally harder and more heat resistant than PE.Widely used in the automotive and furniture industry, in consumer goods, for packaging and labeling, and in other industrial applications.We produce PP in our polyolefins operations that are part of our Brazil Segment.
Polyvinyl chloride (PVC)PVC is the world's third-most widely produced synthetic plastic polymer, after PE and PP, obtained by the polymerization of vinyl chloride monomer (VCM), a monomer generally made of ethylene and chlorine.Used mainly in infrastructure and construction for pipes and profile applications, such as doors and windows, and also in plumbing, electrical cables, flooring, and as a replacement for rubber.We produce PVC in our vinyls operations that are part of our Brazil Segment.
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PropaneA type of natural gas liquid (NGL), propane is a gas in standard temperature and pressure, and is extracted from natural gas in liquid form.Commonly used together with butane in heating and cooking applications, and also as a raw material in the petrochemical industry.We use propane together with ethane as a raw materials to produce petrochemical products in our chemicals operations that are part of our Brazil Segment.
PropyleneA hydrocarbon, propylene is a colorless gas, and the second most widely used olefin in the chemical industry, after ethylene. It can be obtained as a co-product of steam cracking or refining, and from on-purpose production.Used mainly to produce polypropylene resins and a wide variety of other chemicals, such as propylene oxide and acrylonitrile.We produce propylene in our chemicals operations that are part of our Brazil Segment as a by-product of steam cracking. Propylene is also the main raw material that we use to produce polypropylene in our polyolefins operations that are part of our Brazil Segment, and United States and Europe Segment.
Refinery off gasGas that is produced as a by-product of the refining of crude oil. It is a mixture of methane, ethane, hydrogen and other gases.Used as a feedstock in the petrochemical industry.We use refinery off gas as a raw material in our chemicals operations that are part of our Brazil Segment to produce ethylene.
SaltSalt is a mineral composed primarily of sodium chloride.Used in a wide variety of industries, mainly in the chlor-alkali process to produce caustic soda and chlorine, and as a food additive.We use salt to produce chlorine and caustic soda in our vinyls operations that are part of our Brazil Segment.
Sodium hypochloriteSodium hypochlorite is a chlorine compound.Used as a disinfectant or a bleaching agent and to produce other chemicals.We produce sodium hypochlorite in our vinyls operations that are part of our Brazil Segment.
TetramerTetramer, or propylene tetramer, is an olefin.Used as a plasticizer, surfactant, lubricating oil additive and polymerization agent.We produce propylene tetramer in our chemicals operations that are part of our Brazil Segment.
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Thermoplastic resinsRaw, unshaped polymers, such as PE, PP and PVC.Used in the plastic industry and other industries.We produce thermoplastic resins in our chemicals operations that are part of our Brazil Segment.
TolueneAn aromatic hydrocarbon.Used predominantly as an industrial feedstock and a solvent.We produce toluene in our chemicals operations that are part of our Brazil Segment.
UHMWPEUltra-high molecular weight polyethylene, or UHMWPE, is a special type of thermoplastic polyethylene.Used in industrial applications that require durability, low friction, and chemical resistance, including wear strips, chain guides, and marine dock fender pads, among others.We produce UHMWPE in our United States and Europe Segment.
VinylsVinyls, or vinyl polymers, are a group of polymers derived from vinyl monomers. The most common type of vinyl is PVC.Used in the plastic industry and other industries.We produce vinyls in our vinyls operations that are part of our Brazil Segment.

Certain IndustryOther Selected Terms Used in This Annual Report

As used in this annual report:

“production capacity ” means the annual nominal capacity for a particular facility, calculated based upon operations for 24 hours each day of a year and deducting scheduled downtime for regular maintenance; and

·“first generation products” means basic petrochemical products such as ethylene and propylene produced from naphtha, natural gas, and ethane. The basic petrochemical products are used as feedstocks for the production of second generation products. We also sell certain first generation products to our customers;
·“second generation products” means thermoplastics resins, such as PE, PP and PVC;
·“third generation” means plastics converters;
·“third generation products” means finished plastic products produced by molding thermoplastic resins into end-use applications;
·“annual production capacity” means the annual nominal capacity for a particular facility, calculated based on operations during the 24 hours of the day for an entire year;
·“production capacity” means the annual projected capacity for a particular facility, calculated based upon operations for 24 hours each day of a year and deducting scheduled downtime for regular maintenance;
·“kton” means a kiloton, which is equal to 1,000 tons, or 2,204,622.62 pounds;
·“ton” means a metric ton, which is equal to 1,000 kilograms or 2,204.62 pounds.
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Rounding

We have made rounding adjustments to some of the amounts included in this annual report. As a result, numerical figures shown as totals in some tables may not be arithmetic aggregations of the amounts that precede them.

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CAUTIONARY STATEMENT WITH RESPECT TO FORWARD-LOOKING STATEMENTS

This annual report contains forward-looking statements. Some of the matters discussed concerning our business operations and financial performance include forward-looking statements within the meaning of the U.S. Securities Act of 1933, as amended, or the Securities Act, or the U.S. Securities Exchange Act of 1934, as amended, or the Exchange Act.

Statements that are predictive in nature, that depend upon or refer to future events or conditions or that include words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates”��estimates” and similar expressions are forward-looking statements. Although we believe that these forward-looking statements are based upon reasonable assumptions, these statements are subject to several risks and uncertainties and are made in light of information currently available to us.

Our forward-looking statements may be influenced by numerous factors, including the following:

general economic, political and business conditions in the markets in which we operate, including demand and prices for petrochemical products;

·the adverse effect of global health crises, such as the novel coronavirus pandemic (the “COVID-19 pandemic”) and others, on our Brazilian and international sales and operations, and on the Brazilian and international petrochemical industry;
·the adverse effect of war and other armed conflicts, such as the conflict involving Russia and Ukraine, and others on our Brazilian and international sales and operations, and on the Brazilian and international petrochemical industry;
·the adverse effect of inflation globally on our Brazilian and international business;
·demand for our petrochemical products, our manufacturing facilities, price of raw materials and other inputs of our production, global logistics for our products, raw materials and other inputs of our production, and supply chains;
·general economic, political and business conditions in the markets or jurisdictions in which we operate, including governmental and electoral changes, and demand and supply for, and prices of, petrochemical and thermoplastic products;
·interest rate fluctuations, inflation and exchange rate movements of thereal in relation to the U.S. dollar and other currencies;

·the cyclical nature of the global petrochemical industry;
·our ability to successfully carry out our sustainable development strategy, and to successfully develop initiatives to adapt to and mitigate climate change;
·competition in the global petrochemical industry;
·our ability to successfully develop our innovation projects, in particular in renewable and recycling initiatives;
·prices of naphtha, ethane, ethanol, propane, propylene and other raw materials and the terms and conditions of the supply agreements related thereto;
·international prices of petrochemical products;
·actions taken by our controlling shareholder;
·inherent risks related to any change of our corporate control;
the cyclical nature of the global petrochemical industry;
xiii 

competition in the global petrochemical industry;
Table of Contents

prices of naphtha, ethane, propane, propylene and other raw materials;

international prices of petrochemical products;

actions taken by our major shareholders;

our ability to implement our financing strategy and to obtain financing on satisfactory terms;

our progress in integrating the operations of companies or assets that we may acquire in the future, so as to achieve the anticipated benefits of these acquisitions;

changes in laws and regulations, including, among others, laws and regulations affecting tax and environmental matters and import tariffs in other markets in which we operate or to which we export our products;

future changes in Brazilian, Mexican, American and European policies and related actions undertaken by those governments;

a deterioration in the world economy that could negatively impact demand for petrochemicals;

decisions rendered in major pending or future tax, labor and other legal proceedings; and

other factors identified or discussed under “Item 3. Key Information—Risk Factors.”
·our ability to implement our financing strategy and to obtain financing on satisfactory terms;
·our progress in integrating the operations of companies or assets that we may acquire in the future, so as to achieve the anticipated benefits of these acquisitions;
·changes in laws and regulations, including, among others, laws and regulations affecting tax and environmental matters and import tariffs in other markets or jurisdictions in which we operate or to which we export our products;
·political conditions in the countries where we operate, particularly in Brazil and Mexico;
·future changes in Brazilian, Mexican, American and European policies, including the adoption of new environmental policies and related actions undertaken by those governments;
·a deterioration in the world economy that could negatively impact demand for petrochemicals and thermoplastic products;
·unfavorable decisions rendered in major pending or future tax, labor, environmental and other legal proceedings; and
·other factors identified or discussed under “Item 3. Key Information—Risk Factors.”

Our forward-looking statements are not guaranteesa guarantee of future performance, and our actual results of operations or other developments may differ materially from the expectations expressed in theour forward-looking statements. As for forward-looking statements that relate to future financial results and other projections, actual results will be different due to the inherent uncertainty of estimates, forecasts and projections. Because of these uncertainties, potential investorsreaders should not rely on these forward-looking statements.

iv


All forward-looking statements attributed to us or a person acting on our behalf are qualified in their entirety by this cautionary statement, and you should not place undue reliance on any forward-looking statement included in this annual report. Forward-looking statements speak only as of the date they are made, and we do not undertake any obligation to update them in light of new information or future developments ordevelopments.

For additional information on factors that could cause our actual results of operations to release publicly any revisions to thesediffer from expectations reflected in forward-looking statements, in order to reflect later events or circumstances or to reflect the occurrence of unanticipated events.please see “Item 3. Key Information—Risk Factors.”

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xiv 
Table of Contents

PART I

I’TEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Item 1.Identity of Directors, Senior Management and Advisers

Not applicable.

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE

Item 2.Offer Statistics and Expected Timetable

Not applicable.

ITEM 3. KEY INFORMATION

Selected Financial and Other Information

The following selected information should be read in conjunction with “Presentation of Financial and Other Information,” “Item 5. Operating and Financial Review and Prospects” and our audited consolidated financial statements and the related notes thereto, which are included in this annual report.

The selected financial data as of December 31, 2016 and 2015 and for the three years ended December 31, 2016 have been derived from our audited consolidated financial statements, prepared in accordance with IFRS, and included in this annual report. Our audited consolidated financial statements as of December 31, 2014 and 2013 and for the years ended December 31, 2014 and 2013 have been adjusted for the effects of the restatement more fully described in this annual report and in note 2.4 to our audited consolidated financial statements.

As a result of the independent internal investigation that was conducted by law firms with extensive experience in similar cases in the United States and Brazil, each an Expert Firm and, collectively, the Expert Firms, into the allegations described in note 23.3 to our audited consolidated financial statements as of December 31, 2016 in the context of theso-called Operation Car Wash (Operação Lava Jato), or the Investigation, we identified several errors in our previously issued financial statements as of December 31, 2015 and 2014 and for the three years ended December 31, 2015, which have been restated.

The selected financial data as of December 31, 2013 and 2012 and for the years ended December 31, 2012 have been derived from Braskem’s accounting records and reflect the restatement of improperly classified expenses from selling and distribution expense to other expense and to correct errors in the calculation of tax payables.

We have included information with respect to the dividends and/or interest attributable to shareholders’ equity paid to holders of our common shares and preferred shares since January 1, 2012 inreaisand in U.S. dollars translated fromreaisat the commercial market selling rate in effect as of the payment date under the caption “Item 8. Financial Information—Dividends and Dividend Policy—Payment of Dividends.”

We prepare individual financial statements in accordance with the accounting practices adopted in Brazil, pursuant of Law 6,404/76 and subsequent adjustments, and of the standards issued by theComitê de Pronunciamentos Contábeis (CPC), including for the calculation of dividends.

   For the Year Ended December 31, 
   2016(1)
  2016
  2015
Restated
  2014
Restated
  2013
Restated
  2012
Restated
 
   (in millions of
US$, except
per share data)
  (in millions ofreais, except per share data) 

Statement of Operations Data:

       

Net sales revenue

  US$14,624,9  R$47,664.0  R$46,880.0  R$45,135.9  R$40,229.0  R$36,160.3 

Cost of products sold

   (10,720.9  (34,940.6  (36,728.0  (39,351.7  (35,225.4  (32,709.1
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Gross profit

   3,904.0   12,723.4   10,152.0   5,784.2   5,003,6   3,451.2 

Income (expenses):

       

Selling and Distribution

   (432.9  (1,410.8  (1,083.2  (1,037.4  (924.6  (932.8

General and administrative

   (453.3  (1,477.2  (1,280.5  (1,195.5  (1,002.7  (1,071.0

Research and development

   (49.7  (162.0  (169.6  (128.1  (115.7  (106.2

Results from equity investments

   9.2   30.1   2.2   3.9   (3.2  (25.8

Other operating income (expenses), net

   (1,151.3  (3,752.2  (731.2  42.8   (320.9  239.9 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Operating profit

   1,826.0   5,951.2   6,889.7   3,469.8   2,637.5   1,555.3 

Financial results:

       

Financial expenses

   (1,095.7  (3,571.0  (3,163.4  (2,716.4  (2,534.2  (2,037.5

Financial income

   211.8   690.1   584.9   399.9   772.0   312.2 

Exchange rate variations, net

   (985.1  (3,210.4  102.9   (84.1  7.1   (1,678.9
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Financial expenses, net

   (1,869.0  (6,091.3  (2,475.6  (2,400.6  (1,755.1  (3,404.2
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Profit (loss) before income tax and social contribution

   (43.0  (140.0  4,414.2   1,069.2   882.4   (1,848.9

Current and deferred income tax and social contribution

   (189.0  (616.0  (1,660.4  (491.0  (456.7  783.1 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Profit (loss) from continuing operations

   (232.0  (756.1  2,753.8   578.2   425.7   (1,065.8

Results from discontinued operations

   8.3   26.9   6.4   0.1   15.7   281.5 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Profit (loss)

  US$(223.7 R$(729.2 R$2,760.2  R$578.2  R$441.4  R$(784.3
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Profit (loss) attributable to shareholders of the company

  US$(126.3 R$(411.5 R$3,001.2  R$716.0  R$444.1  R$(777.1

Loss attributable tonon-controlling interest

   (97.5  (317.7  (241.5  (137.8  (2.7  (7.2

Profit (loss) per share:

       

Basic:

       

Common shares

  US$(0.1691 R$(0.5511 R$3.7651  R$0.8995  R$0.5210  R$(1.3296

Preferred class “A” shares

   (0.1691  (0.5511  3.7651   0.8995   0.6062   (1.3296

Preferred class “B” shares

   —     —     0.6065   0.6062   0.6062   —   

Diluted:

       

Common shares

  US$(0.1587 R$(0.5173 R$3.7732  R$0.8996  R$0.5210  R$(1.3296

Preferred class “A” shares

   (0.1587  (0.5173  3.7731   0.8996   0.6062   (1.3296

Preferred class “B” shares

   —     —     0.6065   0.6062   0.6062   —   

ADS(2)

   (0.3174  (1.0346  7.5464   1.7992   1.0427   (2.6592

(1)Translated for convenience only using the selling rate as reported by the Central Bank as of December 31, 2016 forreais into U.S. dollars of R$3.2591=US$1.00.
(2)Item 3.American depositary shares (ADS) are U.S. dollar-denominated equity shares of a foreign-based company on an American stock exchange. In our case, each ADS represents two class A preferred shares.

   At and For the Year Ended December 31, 
   2016(1)  2016  2015
Restated
  2014
Restated
  2013
Restated
  2012
Restated
 
   (in millions of
US$, except as
indicated)
  (in millions ofreais, except as indicated)    

Balance Sheet Data:

       

Cash and cash equivalents(2)

  US$2,421.6  R$7,892.3  R$7,458.2  R$4,085.7  R$4,335.9  R$3,287.6 

Short-term trade accounts receivable

   501.4   1,634.1   2,755.7   2,409.1   2,792.3   2,326.5 

Inventories(3)

   1,626.1   5,299.5   6,243.7   5,688.3   5,172.4   4,102.1 

Property, plant and equipment

   9,001.5   29,336.7   34,100.3   29,071.0   25,410.1   21,176.8 

Total assets

   15,900.7   51,821.9   60,626.9   49,501.9   46,844.6   41,170.0 

Short-term borrowings (including current portion of long-term borrowings)

   796.1   2,594.5   1,970.0   1,419.5   1,249.6   1,836.0 

Long-term borrowings

   6,362.7   20,736.6   25,380.5   18,926.7   17,362.9   15,675.6 

Capital

   2,467.9   8,043.2   8,043.2   8,043.2   8,043.2   8,043.2 

Shareholders’ equity (includingnon-controlling interest)

   527.9   1,720.7   945.5   5,597.1   7,543.9   8,588.7 

Other Financial and Operating Information:

       

Cash Flow Information:

       

Net cash provided by (used in):

       

Operating activities

  US$1,456.3  R$4,746.2  R$7,877.8  R$3,813.1  R$2,457.8  R$2,571.8 

Investing activities

   (871.7  (2,840.9  (4,120.3  (5,054.1  (4,954.2  (2,834.3

Financing activities

   (846.0  (2,757.3  (97.5  894.4   3,614.2   633.9 

Other Information:

       

Capital expenditures:

       

Property, plant and equipment

   871.2   2,839.2   4,103.9   5,378.8   5,656.4   2,792.9 

Investments in other companies

   —     —     —     0.1   —     —   

Total Sales Volume Data* (in thousands of tons):

       

Ethylene(4)

    576.1   548.6   511.4   535.4   531.9 

Propylene(4)

   —     370.6   416.5   445.7   389.0   406.6 

Polyethylene

   —     2,729.7   2,626.9   2,386.5   2,543.7   2,530.0 

Polypropylene

   —     1,671.9   1,513.1   1,591.9   1,580.8   1,648.8 

Polyvinyl chloride (PVC)

   —     645.2   594.9   659.6   636.5   560.9 

(1)Translated for convenience only using the selling rate as reported by the Central Bank as of December 31, 2016 forreais into U.S. dollars of R$3.2591=US$1.00.
(2)Includesnon-current financial investments.
(3)Includesnon-current advances to suppliers.
(4)Includes only third-party sales.
(*)Unaudited.Key Information

Exchange Rates

The current laws and regulations governing the Brazilian foreign exchange system allowsallow the purchase and sale of foreign currency and the international transfer ofreais by any person or legal entity, regardless of the amount, subject to certain regulatory procedures. Since 1999, the Central Bank has allowed the U.S. dollar-real exchange rate to float freely, and, since then, the U.S. dollar-real exchange rate has fluctuated considerably.

In the past, the Central Bank has intervened occasionally to control unstable movements in foreign exchange rates. We cannot predict whether the Central Bank or the Brazilian government will continue to permit thereal to float freely or will intervene in the exchange rate market through the return of a currency band system or otherwise. Thereal may depreciate or appreciate against the U.S. dollar substantially. Furthermore, Brazilian law provides that, whenever there is a serious imbalance in Brazil’s balance of payments or there are serious reasons to foresee a serious imbalance, temporary restrictions may be imposed on remittances of foreign capital abroad. We cannot assure you that such measures will not be taken by the Brazilian government in the future. See “—Risk Factors—Risks Relating to Brazil—Brazilian government exchange control policies could increase the cost of servicing our foreign currency-denominated debt, adversely affect our ability to make payments under our foreign currency-denominated debt obligations and impair our liquidity” and “—Risk Factors—Risks Relating to Our Class A Preferred SharesEquity and the ADSs— Debt Securities—If holders of the ADSs exchange them for class A preferred shares, they may risk temporarily losing, or being limited in, the ability to remit foreign currency abroad and certain Brazilian tax advantages.”

The following table shows the selling rate for U.S. dollars for the periods and dates indicated. The informationSummary of Risk Factors

Below is a summary of certain material factors that make an investment in the “Average” column represents the averageour securities speculative or risky. Importantly, this summary does not address all of the exchange rates onrisks and uncertainties that we face. This summary is qualified in its entirety by a more complete discussion of such risks and uncertainties. In evaluating an investment in our securities, investors should carefully read the last dayrisks described below, as well as other risks and uncertainties that we face, which can be found under “Risk Factors” of each month duringthis annual report. If any of the periods presented.following events occur, our business, financial condition and operating results may be materially adversely affected. In that event, the trading price of our securities could decline, and you could lose all or part of your investment. Such risks include, but are not limited to:

 

   Reais per U.S. Dollars 

Year

  High   Low   Average   Period End 

2012

  R$  2.112   R$  1.702   R$1.955   R$2.043 

2013

   2.446    1.953    2.161    2.343 

2014

   2.740    2.197    2.355    2.656 

2015

   4.195    2.575    3.339    3.905 

2016

   4.156    3.119    3.483    3.259 
    Reais per U.S. Dollars 

Month

   High   Low 

March 2017

 

  R$3.1735   R$3.0765 

April 2017

 

   3.1984    3.0923 

May 2017

 

   3.3807    3.0924 

June 2017

 

   3.3362    3.2307 

July 2017

 

   3.3193    3.1256 

August 2017

 

   3.1976    3.1161 

September 2017 (through September 21)

 

   3.1389    3.0852 
·We may be affected by instability in the global economy and by financial turmoil, including as a result of military conflict between Russia and Ukraine.

 

Source:Risks Relating to Us and the Petrochemical IndustryCentral Bank.

Risk Factors

·Global or regional health pandemics or epidemics, including that related to the COVID-19 pandemic, may adversely affect our business, financial condition and results of operations.
·The cyclical nature of the petrochemical industry may reduce our net revenue and gross margin.
·Adverse conditions in the petrochemical industry may adversely affect demand for our products.
·Global macroeconomic factors have had, and may continue to have, adverse effects on the margins that we realize on our products.
·We face competition from suppliers of polyethylene, polypropylene, PVC and other products.
·We may face competition from producers of substitutes for our products as a result of evolving technology, consumer and industry trends and preferences, and regulatory changes.
·Higher raw materials costs would increase our cost of products sold and may reduce our gross margin and negatively affect our overall financial performance.
1
·We depend on Petrobras to supply us with a substantial portion of our naphtha, ethane, propane and propylene needs, and also on logistics services.
·We depend on ethane supplied by Pemex TRI in Mexico.
·We rely on limited or sole-source suppliers for our raw materials, inputs and energy, including transportation thereof.
·We may be materially adversely affected if there is an imbalance in global logistics, which may cause disruptions to our transport, storage and distribution operations, negatively impacting the costs related thereto.
·We rely on access to third-party licensed technology and related intellectual property, and if such rights cease to be available to us on commercially reasonable terms, or at all, or if any such third party ceases to provide us with technical support under license or technical services agreements, certain of our production facilities, our operating results and financial condition could be adversely affected.
·We may be subject to attempts to acquire our control, which may lead to significant changes in management, the strategies that we are currently pursuing, or in our current corporate governance practices.
·Some of our shareholders may have the ability to determine the outcome of corporate actions or decisions, which could affect the holders of our class A preferred shares and the ADSs.
·We may face conflicts of interest in transactions with related parties.
·We may pursue strategic acquisitions or investments. The failure of an acquisition or investment to produce the anticipated results, or the inability to integrate an acquired company fully, could adversely affect our business.
·Adjustments in tariffs on imports that compete with our products could cause us to lower our prices.
·Changes in U.S. and global trade policies and other factors beyond our control may adversely impact our business, financial condition and results of operations.
·A failure to comply with export control or economic sanctions laws and regulations could have a material adverse impact on our results of operations, financial condition and reputation.
·Our business and operations are inherently subject to environmental, health and safety risks. As a result, our business is also subject to several stringent regulations, including environmental regulations.
·Unfavorable outcomes in pending or future litigation may reduce our liquidity and negatively affect our financial performance and financial condition.
·We could be materially affected by violations of the U.S. Foreign Corrupt Practices Act (“FCPA”), the Brazilian Anti-Corruption Law and similar anti-corruption laws.
·Climate change may negatively affect our business, financial condition, results of operations and cash flow.
·If we are unable to comply with the restrictions and covenants in the agreements governing our indebtedness, there could be a default under the terms of these agreements, which could result in an acceleration of payment of funds that we have borrowed and could affect our ability to make principal and interest payments on our debt obligations.
·Unauthorized disclosure or loss of intellectual property, trade secrets, other sensitive business or personal information, or disruption in information technology by cyberattacks or other security breaches, as well as our failure to comply with data protection laws and information security requirements can subject us to significant penalties or liability and can adversely impact our operations, reputation, and financial results.
·There can be no assurance that Novonor will remain our controlling shareholder. Novonor and Petrobras may enter into transactions or other arrangements that may result in us not having a controlling shareholder. If no single shareholder or group of shareholders holds more than 50% of our voting stock or exercise a controlling interest, there may be increased opportunity for alliances between shareholders and conflicts between them.
·Novonor and Petrobras have requested us to conduct studies for a potential migration of Braskem to the Novo Mercado listing segment of the B3, which, if completed, would lead to the conversion of all of our class A and class B preferred shares into common shares and the revision of our corporate governance practices to conform to the Novo Mercado rules.
2
·The intended corporate reorganization communicated by Novonor and Petrobras to us may not be approved or implemented, and the migration to the Novo Mercado listing segment of the B3 may not occur.
·We expect to lose the right of preference set forth in the current shareholders’ agreement with respect to new business opportunities in the petrochemical sector, and as result, Petrobras, which is our largest supplier of raw materials in Brazil, will be able to invest in the petrochemical sector independently from us and without first giving us a preference to do so.
·Changes in tax laws may result in increases in certain direct and indirect taxes, which could reduce our gross margin and negatively affect our overall financial performance.

Risks Relating to Brazil

·Brazilian political, economic and business conditions, and the Brazilian government’s economic and other policies, may negatively affect demand for our products as well as our net revenue and overall financial performance.
·Fluctuations in the real/U.S. dollar exchange rate could increase inflation in Brazil, raise the cost of servicing our foreign currency-denominated debt and negatively affect our overall financial performance.
·Fluctuations or changes in, or the replacement of, interest rates could raise the cost of servicing our debt or reduce our financial revenue, negatively affecting our financial performance.

Risks Relating to Mexico

·A renegotiation of commercial treaties or changes in foreign policy among Mexico, Canada and the United States may negatively affect our business, financial condition, results of operations and prospects.
·Political events in Mexico could affect the Mexican economic policy and our business, financial condition and results of operations.
·We source part of our ethane feedstock from Pemex TRI in Mexico, which we expect to be our primary source of ethane until the Ethane Import Terminal is operational.

Risks Relating to Our CompanyEquity and Debt Securities

·All of the shares issued by Braskem and owned by NSP Inv. are secured for the benefit of certain secured creditors of the Novonor Group.
·Holders of our class A preferred shares or the ADSs may not receive any dividends or interest on shareholders’ equity.
·If holders of the ADSs exchange them for class A preferred shares, they may risk temporarily losing, or being limited in, the ability to remit foreign currency abroad and certain Brazilian tax advantages.
·The relative volatility and liquidity of the Brazilian securities markets may adversely affect holders of our class A preferred shares and ADSs.
·Brazilian bankruptcy laws may be less favorable to holders of our shares, ADSs and outstanding debt securities than bankruptcy and insolvency laws in other jurisdictions.

We may be affected by instability in the global economy and by financial turmoil, including as a result of military conflict between Russia and Ukraine.

Instability in the global markets and in the geopolitical environment in many parts of the world as well as other disruptions may continue to put pressure on global economic conditions. Concerns over inflation, geopolitical issues, the global financial markets, unstable global credit markets and financial conditions and the COVID-19 pandemic, have led to periods of significant economic instability, declines in consumer confidence and discretionary spending, diminished expectations for the global economy and expectations of slower global economic growth going forward, and increased unemployment rates. In addition, we face several risks associated with international business and are subject to global events beyond our control, including war, public health crises, such as pandemics and epidemics, trade disputes, economic sanctions, trade wars and their collateral impacts and other international events. Any of these changes could have a material adverse effect on our reputation, business, financial condition or results of operations.

There may be changes to our business if there is instability, disruption or destruction in a significant geographic region, regardless of cause, including war, terrorism, riot, civil insurrection or social unrest; and natural or man-made disasters, including famine, flood, fire, earthquake, storm or disease.

3

In particular, global markets are currently operating in a period of economic uncertainty, volatility and disruption following Russia’s invasion of Ukraine on February 24, 2022. Although the length and impact of the ongoing military conflict is highly unpredictable, it and any other geopolitical tensions could have an adverse effect on the economy and business activity globally, including the following:

·credit and capital market disruptions,
·significant volatility in commodity prices (such as oil and gas and raw materials to our business),
·significant volatility in petrochemical product prices;
·increased expenses related to direct and indirect materials used in our production process (i.e., logistics and inputs, among others),
·increased costs of resources (such as energy, natural gas and coal) for our operations,
·slowdown or disruption of the global and local supply chain, which may lead to shortages and lack of critical materials, commodities and products in the market and to our business,
·potential appreciation of the U.S. dollar,
·increase in interest rates and inflation in the markets in which we operate, which may contribute to further increases in the prices of energy, oil and other commodities, and
·lower or negative global growth.

Additionally, the recent military conflict between Russia and Ukraine has led to sanctions and other penalties being imposed, proposed and threatened by the United States, European Union and other countries. Such sanctions are rapidly evolving, and the United States and other countries could impose wider sanctions and take other actions should the conflict further escalate. See “—A failure to comply with export control or economic sanctions laws and regulations could have a material adverse impact on our results of operations, financial condition and reputation.” Russian military actions counter measures or retaliatory actions (including cyberattacks and espionage) could adversely affect the global economy and financial markets and lead to further instability and lack of liquidity in capital markets, potentially leading, for example, to difficulties in obtaining additional funds and sources of financing for our operations. Already the conflict has caused market volatility, a sharp increase in certain commodity prices, such as oil, and an increasing number and frequency of cybersecurity threats. Actual and threatened responses to such military action, as well as a rapid peaceful resolution to the conflict, may also impact the markets for certain Russian products, such as oil, natural gas and other commodities, and may likely have collateral impacts and disruptions on such sectors globally. It is not possible to predict the length and impact of the ongoing military conflict or its broader consequences, which could include further sanctions, embargoes, regional instability, geopolitical shifts and adverse effects on macroeconomic conditions, currency exchange rates and financial markets. Any such event may increase our costs, decrease our revenues or limit our production and sales volume and adversely affect our business, results of operations and financial condition.

Geopolitical and economic risks have also increased over the past few years as a result of trade tensions between the United States and China, Brexit, and the rise of populism. Growing tensions may lead, among others, to a deglobalization of the world economy, an increase in protectionism or barriers to immigration, a general reduction of international trade in goods and services and a reduction in the integration of financial markets, any of which could materially and adversely affect our business, financial condition and results of operations.

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Risks Relating to Us and the Petrochemical Industry

Global or regional health pandemics or epidemics, including that related to the COVID-19 pandemic, may adversely affect our business, financial condition and results of operations.

Our business, financial condition and results of operations may be adversely affected by the COVID-19 pandemic, which was reported to have surfaced in China in December 2019 and spread to the rest of the world, or by other pandemics or epidemics of similar nature. In 2020, the COVID-19 pandemic significantly impacted economic activity and markets around the world, and its severity, magnitude and duration are highly uncertain, rapidly changing and difficult to predict. At this time, our management cannot fully predict with certainty the final effects that the COVID-19 pandemic will have on our business, financial condition and results of operations and whether these effects will be material to us. The spread of COVID-19 has caused us to modify certain of our business practices, and we may take further actions as required by government authorities or that we determine are in the best interests of our employees, customers, partners and suppliers. Based on operating data for the year 2021 and the publicly reported expected impact on certain industries that are customers to our products (such as automotive and construction), we believe that COVID-19 has affected our business in numerous ways, including, but not limited to, reduction of our production, sales volume and net revenue, increase of some of our costs, and decrease of our gross margin.

We have closely monitored the effects of the COVID-19 pandemic on our business and the communities located in the regions in which we operate. On March 20, 2020, we formed a crisis committee to establish procedures focusing on the health and safety of our employees and the continuity of our operations. To that end, we have adopted the following measures: (i) ordered all of our employees and contractors who were most vulnerable to COVID-19 to work remotely until criteria for a safe return to their worksite were met; (ii) ordered all of our employees and contractors who were not directly related to the safe continuity of our operations to work remotely until criteria for a safe return to their worksite were met; (iii) reduced the number of employees and contractors working at our industrial plants and prioritized operations with fewer people, while ensuring that all rules relating to ensuring personal safety and operational reliability were followed; (iv) restricted visits by non-routine third parties and suppliers to our facilities; (v) created agendas jointly with our customers and local communities to assess whether products on our portfolio could be used to help fight the COVID-19 pandemic; and (vi) created, implemented and monitored the indicators of the Plan for Safe Return to Braskem plants and offices.

During the second quarter of 2020, the capacity utilization rates of our plants in Brazil and the United States were temporarily reduced to 70% and 90%, respectively, to adjust to the weaker demand for our products and to the destocking trend in the petrochemical and plastics production chains. The capacity utilization rates followed market demand and export opportunities that arose in other regions, especially with the restart of economies in Asia, which occurred before other regions of the world.

During the third quarter of 2020, there was strong recovery in demand for resins in Brazil and in the United States that led the capacity utilization rates of the petrochemical plants to return to normal levels. In the fourth quarter of 2020, the demand for resins remained strong and the capacity utilization rates in Brazil and the United States remained at levels similar to those of the previous quarter.

In Europe and Mexico, the capacity utilization rates returned to their normal levels in the second quarter of 2020, following the gradual recovery in demand, resulting in capacity utilization rates of 83% and 80%, respectively. With regard to the fourth quarter of 2020, despite the recovery in demand that began in the previous quarter, the capacity utilization rate in Europe was 64% due to the scheduled shutdown of our European plant. In the first and second quarters of 2021, the utilization rates of petrochemical plants remained above 70% in most regions where we operate. Specific cases of reduction in rates were identified in Mexico due to instability in the supply of ethane by Pemex, and are not directly related to the effects of the COVID-19 pandemic. The utilization rate of petrochemical plants in the third quarter of 2021 in Brazil was 79%, representing an increase when compared to the second quarter of 2021, mainly due to the normalization of activities after a scheduled maintenance stoppage at the ABC petrochemical center, in the state of São Paulo.

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The utilization rate of the PP plants in the United States was 94%, representing a decrease when compared to the previous quarter due to several small reliability interruptions in the PP plants during such period. In Europe, the utilization rate of PP plants was 92%, representing a decrease when compared to the second quarter of 2021 due to minor interruptions in the reliability of PP plants during such period. Finally, the utilization rate of PE plants in Mexico was 68%, representing an increase when compared to the previous quarter due to the higher volume of ethane imports from the United States through the Fast-Track solution, which offset the reduction in the supply of ethane by Pemex.

In 2021, the capacity utilization rates of the petrochemical complexes in Brazil remained in line with the previous year (80.7%). In the United States, capacity utilization declined in relation to 2020 from 92.0% to 85.5%, due to impacts from Winter Storm Uri on the U.S. Gulf Coast in early 2021 and operational faults at one of the PP plants in the last quarter of 2021. In Europe, the capacity utilization rate of the PP plants was 91.2%, and the increase was supported by stronger demand in the region, which was affected by Covid-19 in 2020. The capacity utilization rate of the PE plants in Mexico declined in relation to 2020, from 74.3% to 66.3%, explained by (i) the restriction in operations during most of first quarter 2021 after interruption in natural gas transport; (ii) the unscheduled shutdown during May due to the temporary instability in power supply at Braskem Idesa; and (iii) the reduction in ethane supply volume by PEMEX during 2021.

While we are actively managing our response to potential impacts that are identified, we may not be able to respond to all impacts on a timely basis to prevent adverse effects on our business, financial condition and results of operations.

The cyclical nature of the petrochemical industry may reduce our net sales revenue and gross margin.

The petrochemical industry, including the global markets in which we compete, is cyclical and sensitive to changes in global supply and demand. This cyclicality may reduce our net sales revenue, increase our costs and decrease our gross margin, including as follows:

downturns in general business and economic activity may cause demand for our products to decline;

when global demand falls, we may face competitive pressures to lower our prices;

increases in prices of the main raw materials we use, principally naphtha, ethane and propylene; and

if we decide to expand our plants or construct new plants, we may do so based on an estimate of future demand that may never materialize or materializes at levels lower than we predicted.
·downturns in general business and economic activity may cause demand for our products to decline;
·when global demand falls, we may face competitive pressures to lower our prices;
·increases in prices of the main raw materials we use, principally naphtha, ethane and propylene; and
·if we decide to expand our plants or construct new plants, we may do so based on an estimate of future demand that may never materialize or materializes at levels lower than we predicted.

Historically, the international petrochemical markets have experienced alternating periods of limited supply, which have caused prices and profit margins to increase, followed by expansion of production capacity, which has resulted in oversupply and reduced prices and profit margins. Prices in the petrochemical industry follow the global petrochemical industry, and we establish the prices for the products we sell in Brazil, other countries in Latin America, the United States and the world with reference to international market prices. Therefore, our net sales revenue, feedstock costs and gross margin are increasingly linked to global industry conditions that we cannot control, and which may adversely affect our results of operations and financial position.

In addition, relevant events or changes in the cycle and in the petrochemical industry, including technological innovations and regulatory changes, may materially affect the future profitability of our business and consequently reduce the recoverable value of our assets, which is reviewed by the annual impairment test, which may adversely affect the profit attributable to our shareholders.

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Adverse conditions in the petrochemical industry may adversely affect demand for our products.

Sales of our petrochemical and chemical products are tied to global production levels and demand, which can be affected by macro-economic factors such as interest rates, international oil prices, shifts to alternative products, consumer confidence, employment trends, regulatory and legislative oversight requirements, trade agreements, regulatory developments, as well as regional disruptions, armed conflicts, natural disasters, epidemics, pandemics, or other global events. Therefore, our net revenue, feedstock costs and gross margin are increasingly linked to global conditions that we cannot control, and which may adversely affect our results of operations and financial position. For example, the persistence of the COVID-19 pandemic or the conflict involving Russia and Ukraine (including economic sanctions and other regulations imposed by the United States and other international countries as a result thereof) could negatively impact supply chains worldwide and demand for our products and the raw materials we use. Should the conflict in Ukraine or other international locations further escalate, it is difficult to anticipate the extent to which the consequences of such conflict, including without limitation effects on the price of oil and current or future sanctions could increase our costs, disrupt our supplies, reduce our sales or otherwise affect our operations. Moreover, the extent to which the COVID-19 pandemic impacts our results will depend on future developments, which are highly uncertain and cannot be predicted, including the severity of the COVID-19 pandemic, actions to contain it or treat its impact, among others.

Our revenue from certain of our customers is significant, and the credit risks associated with certain of these customers could adversely affect our results of operations.

We engage in a number of transactions where counterparty credit risk is a relevant factor, including transactions with certain of our customers and those businesses we work with to provide services, among others. These risks are dependent upon market conditions and also the real and perceived viability of the counterparty. The failure or perceived weakness of any of our counterparties has the potential to expose us to risk of loss in certain situations. Our revenue from certain of our customers ismay be significant, and the credit risks associated with certain of these customers could adversely affect our results of operations. Certain contracts and arrangements that we enter into with counterparties may provide us with indemnification clauses to protect us from financial loss. To the extent the credit quality of these customers deteriorates or these customers seek bankruptcy protection, our ability to collect our receivables, and ultimately our results of operations, may be adversely affected. In addition, delays in payment cycles by significant customers may adversely affect our liquidity and working capital.

In addition, If the viability of the business of certain of our customers deteriorates, it could have a material adverse effect on our cash flows and results of operations.

Our results may be adversely affected by increases in reserves for uncollectible accounts receivable.expected credit losses.

We have a large balance of accounts receivable and have established a reserve for the portion of such accounts receivable that we estimate will not be collected because of our customers’non-payment. As of December 31, 2021, our total trade accounts receivable, net of expected credit losses (R$131.6million) was R$7,167.0million.

If the viability of the business viability of certain of our customers deteriorates or our credit policies are ineffective in reducing our exposure to credit risk relating to such customers, additional increases in reserves for uncollectibleexpected credit losses accounts may be necessary, which could have a material adverse effect on our cash flows and results of operations. We record an allowance for doubtful accountsexpected credit losses in an amount we consider sufficient to cover estimated losses on the realization of our trade accounts receivable, taking into accountconsidering our loss experience and the average aging of our accounts receivable, but we cannot assure you that these amounts will be sufficient to cover eventual losses.In addition, delays in payment cycles by significant customers may adversely affect our liquidity and ability to obtain financing for working capital such as sales of receivables.

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As of December 31, 2016, our total trade accounts receivable was R$2,084.9 million and the provision for doubtful accounts was R$380.6 million. Significant changes in our historical loss experience on accounts receivable which are not apparent through our aging analysis could require significant changes to our provisions for doubtful accounts, and, therefore, have an adverse effect on our results of operations and financial condition.

Global macroeconomic factors have had, and may continue to have, adverse effects on the margins that we realize on our products.

Our results of operations may be materially affected by adverse conditions in the financial markets and depressed economic conditions generally. Economic downturns in geographic areas or jurisdictions in which we sell our products may substantially reduce demand for our products and result in decreased sales volumes. Recessionary environments, including global inflation, adversely affect our business because demand for our products is reduced.reduced and our costs increase.

Reduced or negativeAccording to the latest report released by the International Monetary Fund (the “IMF”) in January 2022, the world’s GDP growth in emerging economies resulted in decreased growth in the global economy, which increasefor 2021 is estimated at 5.9%. In 2020, the world’s GDP contracted by 3.1%, representing a decrease of 6.3 percentage points in 2016,relation to 2019. Regarding the Brazilian economy, the IMF expects a 4.7% growth for 2021. According to the Brazilian Institute of Geography and Statistics (Instituto Brasileiro de Geografia e Estatística, or the “IBGE”), in 2020, Brazilian GDP contracted by 4.1% when compared to growth of 1.2% in 2019, and 1.8% in 2018.

According to the latest report released by the IMF in January 2022, the U.S. GDP growth forecast for 2021 was 5.6%. In 2020, U.S. economy contracted by 3.4%, compared to growth of 2.3% in 2019, and 2.9% in 2018. According to the IMF, the expectation for 2021 is a growth of 5.2% for the European economy, compared to a 6.3% contraction in 2020. In addition, according to the International Monetary Fund. In 2016, Brazil’s GDP contracted 3.6%, asIMF, the expectation for the Mexican economy is for growth of 5.3% in 2021, compared to a contraction of 3.8%by 8.3% in 20152020.

In addition, raw materials and growth of 0.5%other costs in 2014, accordingour business are subject to wide fluctuations depending on market conditions and government policies. These costs are influenced by several factors over which we have little or no control, including, but not limited to, international and national economic conditions, including higher natural gas costs in Europe, regulations, government policies (including those applicable to the IBGE. In 2016,pricing policies of Petrobras, which is one of our main suppliers in Brazil), tariff adjustments and global effects of supply and demand, for thermoplastic resinsparticularly on commodity prices. We cannot assure that the prices of our products may be increased in Brazil declined by 1%.

Ina timely manner or be sufficient to keep pace with, or offset, increases in inflation, operation costs and expenses, amortization of investments and taxes. As a result, we might not be able to pass on the United States, GDP grew by 1.6%increased costs to our customers, which could decrease our profit margin and result in 2016 compared to growtha material adverse effect on our business, financial condition and results of 2.6% in 2015 and growth of 2.4% in 2014, according to the U.S. Department of Commerce. In Europe, GDP grew by 1.7% in 2016 compared to growth of 2.0% in 2015 and growth of 1.4% in 2014, according to Eurostat, outpacing the United States for the first time since the 2008 financial crisis. Mexico’s GDP grew by 2.4% in 2016 compared to growth of 2.6% in 2015 and growth of 2.3% in 2014, according to Mexican Institute of Statistics and Geography.operations.

Our ability to export to other countries is a function ofdepends on the level of economic growth in those countries and other economic conditions, including prevailing inflation and interest rates. In addition, disruptions in the global balance between supply and demand and logistics constraints may impair our ability to export our products in response to a decline in domestic demand for these products. Prolonged volatility in economic activity in our key export markets, such as United States, South America, Europe and Asia, could continue to reduce demand for some of our products and lead to increased margin pressure by importers into Brazil, which would adversely affect our results of operations.

We face competition from producerssuppliers of polyethylene, polypropylene, PVC and other petrochemical products.

We face strong competition across all of our petrochemical products. Our U.S. operations face competition in the United States from other U.S. producers of polypropylene and the other foreign producers of polypropylene that serve the United States. Our German operations face competition in Europe and the other export markets that it serves from European and other foreign producers of polypropylene. Our Mexico operations face competition from Mexican and U.S. producers of polyethylene producers. In Brazil, although only our vinyls business faces competition in Brazil, players from South America are able to export to Brazil with reduced or no import duties. In addition, producers of almost all continents have regular or spot sales to trading companies and direct customers in Brazil for petrochemicals and resins.

We generally set the prices for our second generation products sold in Brazil with reference to the prices charged for these products by foreign producers in international markets. We generally set the prices for our second generation products exported from Brazil based on international spot market prices. We set the prices for polypropylene sold in the United States and Europe based on regional market pricing. The price for polyethylene in Mexico is based on prices for the polymer in the U.S Gulf Coast region.

As a result of the announced commissioning of new ethylene capacity, particularly in the United States, in the Middle East and in China, coupled with the increased competitiveness ofgas-based ethylene producers in United States as a result of their relatively lower raw material costs, we anticipate that we may experience increasing competition from other producers of second generation products in the markets in which we sell these products. In addition, the appreciation of thereal against the U.S. dollar may increase the competitiveness of prices of imported products inreais,which may increase the competition in Brazil from other producers of second generation products. Some of our foreign competitors are substantially larger and have greater financial, manufacturing, technological and/or marketing resources than us. Our U.S. operations face competition in the United States from other local suppliers that serve the North-American market. Our European operations face competition in Europe and the other export markets that it serves from European and other foreign suppliers of polypropylene. Our Mexico operations face competition from Mexican and U.S. producers of polyethylene producers. Competitors from South America are able to export to Brazil with reduced or no import duties. In addition, suppliers of almost all continents have regular or specific sales to trading companies and direct customers in Brazil for our company.products, including resins.

We generally follow the international markets with respect to the prices for our products sold in Brazil. We generally set the prices for our products exported from Brazil based on international market prices. We set the prices for products sold in the United States and Europe based on market pricing in such region. The price for polyethylene in Mexico is based on prices in the U.S. Gulf Coast region.

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As a result of the commissioned fractioned gas-based ethylene new capacities and of the expected new capacities for production of resins and petrochemicals, coupled with the competitive pricing of feedstock for petrochemicals production such as ethane, we anticipate that we may experience increased competition from producers of thermoplastic resins, especially from North American, Middle East and Chinese producers, in the markets in which we sell our products.

In addition, exchange rates variation may affect the competitiveness dynamics in different regions in which we operate. For instance, the appreciation of the real against the U.S. dollar may increase the competitiveness of imported productswhich may increase the competition in Brazil from resins producers. Also, (i) the appreciation of the Euro against the U.S dollar may increase the competitiveness of imported products and, as a consequence, increase competition from imports and (ii) the appreciation of Mexican peso against the U.S. dollar may increase the competition from other resins producers in Mexico.

We may face competition from producers of substitutes for our products as a result of evolving technology, consumer and industry trends and preferences, and regulatory changes.

We compete in a market that relies on technological innovation and the ability to adapt to evolving consumer and global industry trends and preferences. Petrochemical products and other products produced with our petrochemical products, such as consumer plastic items, are subject to changing consumer and industry trends, demands and preferences, as well as stringent and constantly evolving regulatory and environmental requirements. Therefore, products once favored may, over time, become disfavored by consumers or industries or no longer be perceived as the best option, which may, therefore, affect our results of operations and financial position.

Plastic waste and climate change are global environmental concerns that receive growing attention from the society in general, national and local governments, private companies, trendsetters, and consumers worldwide. There has been a growing trend to attempt to move away from the use of plastic products, which has been backed by governmental and lawmaking initiatives.

In 2019, the European Union parliament approved regulations banning as of 2021 single-use plastic items such as plates, cutlery, straws and cotton buds sticks and adopting a strategy for disposal of plastic products in a circular economy that aims to significantly increase recycling and targets the plastic products most often found on beaches and in seas. In addition, state and local governments in other countries, for example in China and Brazil, have also proposed or implemented bans on single-use plastic products. With regard to regulatory issues related to plastic for single use in Brazil, proposed regulations are being discussed in the Brazilian congress that aim to regulate issues the single use of plastic and even ban plastic. Additionally, legislative proposals aiming for the carbon-intensive products taxation have been discussed in the United States (Border Carbon Adjustments) and in the European Union (Carbon Border Adjustment Mechanism), including proposals related to the taxation of virgin thermoplastic resins. The expansion of regulation or the prohibition of plastic products use and sale could increase the costs incurred by our customers or otherwise limit the application of these products, and could lead to a decrease in demand for resins and other products we make. Such a decrease in demand could adversely affect our business, results of operations and financial condition.

We have as a core part of our strategy to grow our “green” business, including renewables and recycling. We are supporting several initiatives to foster a “circular economy” (reusing and repurposing resources within the economy), including, but not limited to: (i) partnerships to develop new products and applications to improve efficiency and promote recycling and reuse (circular design); and (ii) investing in the development of new renewable products and technologies to support the circular economy at the beginning of the value chain including through partnerships. We cannot predict the outcome of such initiatives since there still are many goals to be accomplished to reduce plastic waste and marine litter, which may lead to decreased interest in our products by our customers and consumers, and impact our results of operations and financial condition. Moreover, we may not be able to successfully implement to successfully pursue our strategy to grow our “green” business or to establish partnerships to grow our renewables business, which could adversely affect our financial condition and results of operations.

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Factors that may affect consumer perception of our products, or of consumer goods produced with our products, may include health trends and attention to substitute products perceived as more environmentally friendly. For example, in recent years, we have witnessed a shift in consumer preference moving away from plastic straws and in favor of straws made from other materials, such as paper or other compounds. A failure to react to similar trends in the future could enable our competitors to grow or secure their market share before we have a chance to respond.

In addition, regulations may be amended or enacted in the future that would make it more difficult to appeal to our customers, end consumers, or marketing the products that we produce. For example, failure to comply with applicable policies, which could lead to lower demand for our products, banning of plastic products without allowing the search for alternatives employing efficient solutions, including resins produced by Braskem, could have a material adverse effect on our business, results of operations and financial condition. Also, even if we are able to continue to promote our products, there can be no assurance that our competitors (including producers of substitutes) will not be successful in persuading consumers of our products to switch to their products. Some of our competitors may have greater access to financial or other resources than we do, which may better position them to react and adapt to evolving trends, preferences, and regulatory changes. Any loss of interest in our products, or consumer products produced with our products, may have a material adverse effect on our business, results of operations and financial condition.

Higher raw materials costs would increase our cost of goodsproducts sold and services rendered and may reduce our gross margin and negatively affect our overall financial performance.

Naphtha, a crude oil derivative, is the principal raw material used by our Basic Petrochemicals Unit and, indirectly, in our other business units in Brazil. Naphtha accounted, directly and indirectly, for approximately 42.7% of our consolidated cost of sales and services rendered in 2016.

Ethane and propane are the principal raw materials that we use to produce our basic petrochemical products in our petrochemical complex located in Duque de Caxias, in the State of Rio de Janeiro, or the Rio de Janeiro Complex, and represent the principal production and operating cost of that Basic Petrochemicals Unit. Ethanesuch Complex. In connection with our Brazil Segment, ethane and propane accounted, directly and indirectly, for approximately 0.5%0.9% and 1.2%1.3%, respectively, of our consolidated cost of salesproducts sold during the year ended December 31, 2021. Comparatively, they accounted for 0.8% and services rendered0.9%, respectively, in 2016.2020.

Naphtha, a crude oil derivative, is the principal raw material used by our Brazil Segment. For the year ended December 31, 2021, Naphtha accounted, directly and indirectly, for 37.0% of our consolidated cost of products sold. Comparatively, it represented 35.1% in 2020.

Propylene is the principal raw material that we use to produce polypropylene in the United States and Europe and represents the principal production and operating cost of our United States and Europe Segment. We also purchase propylene in the Brazilian market for certain of our Brazilian polypropylene plants. Propylene accounted, directly and indirectly, for 29.6% and 20.9% of our consolidated costs of products sold during the year ended December 31, 2021 and 2020, respectively.

Ethane is the principal raw material that we use to produce ethylene in the Mexico Complex and represents the principal production and operating cost of the Mexico Complex. EthaneIn connection with our Mexico Segment, ethane accounted, directly and indirectly, for approximately 0.6%1.3% and 1.7% of our consolidated costs of salesproducts sold during the year ended December 31, 2021 and services rendered in 2016. Propylene is the principal raw material that we use to produce polypropylene in the United States and Europe and represents the principal production and operating cost of our USA and Europe Unit. We also purchase propylene in the Brazilian market for our Brazilian polypropylene plants. Propylene accounted, directly and indirectly, for approximately 16.8% of our consolidated costs of sales and services rendered in 2016.2020, respectively.

In Brazil, we purchase the naphtha used by our Basic Petrochemicals Unitchemicals operations that are part of our Brazil Segment at prices based on the Amsterdam-Rotterdam-Antwerp naphtha price, or the ARA price, and the ethane and propane at Mont Belvieuon United States market prices.references. We purchase ethane used by our Mexico UnitSegment at prices based on the Mont Belvieu purity ethane. We purchase the propylene used in Brazil and by our USA and Europe UnitUnited States plants at prices based on U.S. Gulf reference price, or the USG price. We purchase the propylene used in our Europe plants as reported by international references based on monthly contract price for propylene for Europe. We purchase light refinery off gashydrocarbon used in the São Paulo petrochemical complex at a price related to imported natural gas price.

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The Amsterdam-Rotterdam-Antwerp marketARA price of naphtha fluctuates primarily based on changes in the U.S. dollar-based price of Brent crude oil on the Intercontinental Exchange based in London. The Amsterdam-Rotterdam-AntwerpDuring the year period ended December 31, 2021, the average price of naphtha price averagedincreased 78.9% when compared to 2020 reaching US$385764 per ton, down 17% from 2015, explainedas a result of oil prices increase due to an increase of the global demand and supply restriction by lower oil prices. The decrease mainly reflects (i)OPEP+ producers and allies. We cannot guarantee that such prices will be sustained.

For the higher production and uncertainties concerning global supply; (ii) higher inventories, especially inyear ended December 31, 2021, the U.S. Gulf region; and (iii) lower demand for fuel production.

Theaverage price of ethane, reference Mont Belvieu, prices of ethane averaged 20 centswas US$0.31 per gallon, or US$146229.0 per ton, increasing 7%62.7% from 2015, explained by2020, resulting from: (i) the stronger demand resulting from logistics debottlenecking projects, which supported higher export volumes.

The U.S. Gulf (USG)increase in the natural gas price, reference for propylene averaged US$759 per ton in 2016, or 12% lower than in 2015, due to the feedstock’s higherincrease in exports given the restrictions on supply in the European region; (ii) the demand increase for ethane for the production of ethylene as a result of the normalization of petrochemical operations in the United States; and (iii) the restrictions on natural gas production in the Gulf of Mexico in the fourth quarter of 2021 as a result of the impacts of Hurricane Ida.

During the year fromended December 31, 2021, the average price of the USG reference propylene was US$1,587.3 per ton, representing an increase of 116.3% compared to 2020, which is explained by: (i) the increase in demand; (ii) the lower supply in the first quarter of 2021 due to the impacts of winter storm Uri in the United States; and (iii) the unscheduled maintenance shutdowns propane dehydrogenation or PDH,facilities during the period.

For the year ended December 31, 2021, the average price of propylene in Europe was US$1,279.8 per ton, representing an increase of 54.7% compared to 2020, which despite some operating difficultiesis explained by: (i) the supply reduction due to scheduled and unscheduled stoppages by local producers and supply chain constraints; and (ii) the healthy demand in the second half of 2016, operated at higher capacity utilization rates than in the prior year.region.

The European price reference for propylene averaged US$727 per ton in 2016, or 23% lower than in 2015, due to limited supply during most of 2015, when low inventories and an above-normal number of unscheduled shutdowns led to price increases in that period. The price of naphtha, ethane, propane and propylene in U.S. dollars has been, and may continue to be, volatile. In addition, fluctuations of the U.S. dollar in the future may effectively increase our naphtha, or natural gasethane, propane and propylene costs inreais. Any increase in naphtha, ethane, propane or propylene costs would reduce our gross margin and negatively affect our overall financial performance to the extent we are unable to pass on these increased costs to our customers and could result in reduced sales volumes of our products.

We do not hedge against price changes in the price of our principal raw materials soand, as a result, we are exposed to fluctuations in the price of these primary raw materials.such fluctuations.

Currently, we do not hedge our feedstock’sexposure to feedstock price exposure.changes beyond transit periods when buying cargoes from foreign sources. We believe there is a natural hedge in the petrochemical industry operations, mainly due to the historical correlation observed between naphtha, the principal feedstock of a marginal producer and with higher production costs, and its final products (PE, PP, PVC, and others). Historically, naphtha price fluctuations show a high historical correlation between our feedstock (most notably, naphtha) and our final products (polyethylene, polypropylene and PVC, among others). Historically, fluctuations in naphtha’s price were followed by variationswith changes in the same direction in first- and second-generation petrochemical products. An eventualTherefore, any hedge solely inwith respect to naphtha’s price would break this natural protection, which could makemost likely making our results more volatile. However, considering our ongoing process of feedstock diversification, withCompared to naphtha and propylene, ethane and propane representingprices show a more significant portion of our variable costs, the natural protection described above tends to be impaired. This occurs because ethane and propane have significantly lower correlation to the price of our final products, when compared to naphtha and propylene. In the past, when this scenario has materialized, we haveproducts. As a result, final consumer prices may not been able to pass on all of the corresponding increases in our feedstocks costs, which reduce our gross margin and net income. If this impairment of our natural protection continues and we experience significant volatility in the prices of our feedstocks or final product, there could be a material adverse effect on our results of operations.reflect feedstock cost fluctuations.

We depend on Petrobras to supply us with a substantial portion of our naphtha, ethane, propane and propylene requirements.needs, and also on logistics services.

Petróleo Brasileiro S.A. – Petrobras, or Petrobras is the onlya relevant Brazilian supplier of naphtha for us and has historically supplied approximatelyup to 70% of the naphtha consumed by our Basic Petrochemicals Unit.chemicals operations that are part of our Brazil Segment. Currently, Petrobras currently is also our primary supplier of ethane, propane and light refinery off gashydrocarbon and has historically supplied the ethane, propane and light refinery off gashydrocarbon consumed at our petrochemical complex located in Duque de Caxias in the State of Rio de Janeiro, or the Rio de Janeiro Complex and our chemical complex located in Capuava, in the State of São Paulo, or the São Paulo Complex.

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We are a party to several propylene contracts with Petrobras refineries, which in 2016 were responsible for the supply of 36.5%have historically supplied 40% of our propylene demandneed to produce polypropylene in Brazil.Brazil at prices based on international references. As a result of limited infrastructure in Brazil to allow the importation of propylene in large quantities and substantial costs associated with the storage and transportation of the product.

One of our propylene agreements with Petrobras will expire on October 31, 2022 and others will expire between 2026 and 2029. We cannot assure you that these agreements will be renewed and, if renewed, whether we are highly dependentwill be able to keep the same terms and conditions currently in force, including with respect to pricing, volume, pipeline and other infrastructure access.

In June 2020, we entered into new agreements with Petrobras for the supply of petrochemical naphtha to our industrial units in Bahia and Rio Grande do Sul. The agreements, with a term of five years following the expiration of the prior agreement with Petrobras, establish the supply of a minimum annual volume of 650,000 tons and, at the option of Petrobras, an additional volume of up to 2.85 millions of tons per year, at the price of 100% of the international reference ARA. In addition, to guarantee access to the naphtha logistics system in Rio Grande do Sul, we also renewed the storage agreement with Petrobras until 2025 at REFAP located in the city of Canoas, and until June 2024 for the storage at TEDUT located in the city of Osório.

In December 2020, we concluded the renewal of our feedstock supply agreements in Brazil with Petrobras for the supply of petrochemical naphtha to our industrial unit in São Paulo and ethane and propane to our industrial unit in Rio de Janeiro. The agreements, with a term of five years following the expiration of the prior agreements, establish the supply of up to 2.0 million tons per year of petrochemical naphtha to our industrial unit in São Paulo and up to 580,000 tons of ethylene equivalent (volume of ethylene per ton of ethane and propane) per year to our industrial unit in Rio de Janeiro, with prices based on international reference.

Petrobras controls a substantial portion of the pipeline infrastructure used to transport naphtha across Brazil and is our primary supplier of naphtha, ethane, propane, propylene suppliedand light refinery hydrocarbon. A failure to renew or extend our existing agreements for the supply of raw materials or pipeline infrastructure use, or a termination of such agreements with Petrobras could lead to difficulties in accessing Petrobras’ pipeline infrastructure. The alternative would be to access pipeline infrastructure by Petrobras.

negotiating with Transpetro and, if necessary, the National Petroleum Agency, or the ANP, which would grant access to the pipeline infrastructure at a cost defined by the ANP. For more information about Related Party Transactions, see “—Item 7. Major Shareholders and Related Party Transactions.”

Thus,Therefore, our production volumes and net sales revenue would likely decrease, while our costs would likely increase, and adversely affect our overall financial performance in the event of the following:

significant damage to Petrobras’ refineriesoccurrence of one or to the port facilities through which Petrobras imports naphtha, or to anymore of the following:

·significant damage to Petrobras’ supply infrastructure through which Petrobras and Braskem import naphtha, or to any of the pipelines connecting our plants to Petrobras’ facilities, whether as a result of an accident, natural disaster, fire or otherwise;
·termination by Petrobras of the naphtha, ethane, propane, propylene and light refinery hydrocarbon supply contracts with us, which provide that Petrobras may terminate the contracts for certain reasons described in “Item 4. Information on the Company”;
·considering that Petrobras (and/or its subsidiaries) controls a substantial portion of the logistics infrastructure of our raw material across Brazil and our existing agreements for using its assets and their operation over certain Braskem’s assets, we could also assume that we would face difficulties to import and ensure access of raw material to our crackers in a scenario that these agreements are terminated by Petrobras (and/or its subsidiaries) and therefore with a substantial impact on the infrastructure that we currently access; or
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·failure to renew or extend our existing agreements for the supply of raw materials or pipeline infrastructure use considering that Petrobras is conducting a divestment plan of its assets that also includes certain refineries that supply naphtha and propylene to us and some logistic infrastructure assets.

If the supply agreements are terminated or not renewed, our plants to Petrobras’ facilities, whether as a consequence of an accident, natural disaster, fire or otherwise; or

any termination by Petrobras of the naphtha, ethane, propane or propylene supply contracts withproduction volumes and net revenue would likely decrease, while our company, which provide that Petrobras may terminate the contracts for certain reasons described in “Item 4. Information on the Company.”
costs would likely increase, and adversely affect our overall financial performance.

In addition, although regulatory changes have ended Petrobras’ monopoly in the Brazilian naphtha market and have allowed us to import naphtha, any restrictions imposed on the importation of naphtha into Brazil could increase our production costs.costs which would reduce our gross margin and negatively affect our overall financial performance. For a discussion of additional risks related to sole-source suppliers, see “—We rely on limited or sole-source suppliers for our raw materials.materials, inputs and energy, including transportation thereof.

We depend on propylene supplied by third parties in the United States and Europe.

Our reliance on third party suppliers poses significant risks to our results of operations, business and prospects. We rely upon third parties to supply our plants with propylene. We acquire propylene for our polypropylene plants in the United States under a variety ofseveral long-term supply agreements and through the spot market. As of December 31, 2016,2021, we had fourteen long-term supply agreements with multiple suppliers. The pricing formulas for propylene under these supply agreements are generally based on market prices. A portion ofWe cannot assure you that these agreements will be renewed and, if renewed, whether we will be able to keep the propylene suppliedsame terms and conditions currently in force, including with respect to our gulf coast plants is provided by a limited agreement that we formed with a leading basic petrochemicals producer, under which we acquire propylene produced by an ethylene facility of that producer in La Porte, Texas. Under the terms of the partnership agreement, the partnership has agreed to provide us with sufficient propylene to produce up to approximately 25% of our U.S. gulf coast plants’ current annual production capacity into early 2018, at prices calculated based on a cost-based formula that includes a fixed discount that declines until 2018.pricing, volume, pipeline and other infrastructure access.

We acquire propylene for our polypropylene plants in Germany under two long-term supply agreements that provide for the supply of 91%90% of the propylene requirements of these plants. We have two main supply agreements in Germany. One will expireexpired in September 2021 and iswas replaced by a new five-year agreement effective as of October 1, 2021 with a term until September 30, 2026, and thereafter will automatically be renewable for consecutive one-year terms, unless terminated by one of the parties. The other agreement expires in December 2023, and thereafter will also be automatically renewable for consecutiveone-year terms, unless cancelledterminated by one of the parties, andparties. We have entered into a third contract that will expire at the other expires in December 2021.end of 2022 increasing the supply of our plants to 93% of the propylene required. The pricing formula for propylene under these supply agreements is based on market prices. We cannot assure you that these agreements will be renewed and, if renewed, whether we will be able to keep the same terms and conditions currently in force, including with respect to pricing, volume, pipeline and other infrastructure access.

Delays in the availability of propylene of acceptable quality, or our inability to obtain such acceptable propylene in the quantities we need over what has been contracted, or at all, may adversely affect our revenue and results of operations.

We depend on ethane supplied by Pemex TRI in Mexico.

InWe currently source a significant portion of our supply of ethane, which is the primary feedstock used in our polyethylene production process, from Pemex Transformación Industrial (“Pemex TRI”), a state-owned Mexican entity, which is a subsidiary of Petróleos Mexicanos, Pemex, the state-owned Mexican oil and gas company, pursuant to an ethane supply agreement, or the ethane supply agreement, entered into by Braskem Idesa S.A.P.I., or Braskem Idesa, which is our joint venture with Grupo Idesa, S.A. de C.V., or Idesa, with Pemex TRI under competitive commercial conditions at prices that reference the Mont Belvieu purity ethane price, a U.S. dollar-based international reference price. As a result, our production volumes, net revenue and profit margins would likely decrease and materially adversely affect our overall financial performance in case one or more of the following events occur:

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·significant damage to Pemex TRI’s gas processing centers or to any of the pipelines connecting our complex to Pemex TRI’s facilities, whether as a consequence of an accident, natural disaster, fire or otherwise;
·any further decrease in the amount of ethane currently being delivered by Pemex TRI to our petrochemical complex;
·any dispute with Pemex TRI and Pemex Exploración y Producción or Pemex PEP, related to the ethane supply agreement, including the non-recognition or non-payment of shortfall penalties and the decrease or failure to supply the contracted volume of ethane;
·any material default by us or by Pemex TRI to supply ethane in the contractually agreed volumes or qualities under the ethane supply agreement;
·any breach or termination by Pemex TRI or by us of the ethane supply agreement, or any breach or termination by other Mexican state-owned companies of related supply (including those for the transportation of supplies) agreements, such as Cenagas (Centro Nacional de Control del Gas Natural); or
·delays in the availability of ethane of acceptable quality, or our inability to obtain acceptable ethane in the quantities and quality that we need, or at all, or at reasonable prices.

Under the ethane supply agreement with Pemex, if Pemex TRI fails to deliver the contracted minimum daily volume during a given quarter, it may offset for this shortfall by delivering additional quantities of ethane during the two immediately subsequent quarters. If it does not do so, Pemex TRI will be required to pay Braskem Idesa a penalty equivalent to the average price of the ethane that was not delivered in the period in question. On the other hand, if Braskem Idesa fails to purchase the contracted minimum daily volume, we may be able to offset this deficit by purchasing additional amounts of ethane during the two immediately subsequent quarters. If it does not do so, Braskem Idesa will be required to pay a penalty to Pemex TRI equivalent to the average price of ethane that was not purchased during the period in question.

Furthermore, the ethane supply agreement could also be impacted by changes in laws and regulations, terminated or repudiated by Pemex TRI as a result of political pressure or be subject to expropriation or other adverse measures by the Mexican government or government entities. Braskem Idesa may also renegotiate the terms of the ethane supply agreement, voluntarily or as a result of changes in laws and regulations, or otherwise.

The provisions for early termination by Pemex TRI under the Ethane Supply Agreement include: (i) failure by Braskem Idesa to pay that continues for more than six months after notice; or (ii) an emergency stoppage in operations or force majeure event due to which Braskem Idesa’s insurers consider the complex to be a total loss, or after which Braskem Idesa cannot or does not resume operations for 48 months.

If Pemex TRI (i) delivers less than an average of 70% of the agreed volume over a six-month period, (ii) reaches the annual limit in respect of shortfall penalties owed by Pemex TRI to Braskem Idesa and such limit is not waived by Braskem Idesa, or (iii) materially breaches any of its obligations related to the supply of ethane thereunder; Braskem Idesa has the right to notify Pemex TRI trough a notice of breach. If such breach continues for more than six months after notice, or an extended period if the parties agree, Braskem Idesa has the right to terminate the ethane supply agreement and require Pemex TRI and Pemex PEP to repay certain outstanding debt and compensate Braskem and Idesa according to an agreed valuation formula including the repayment of certain of our debt in the form of a put option right under the ethane supply agreement.

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Braskem Idesa and its operations in Mexico, including agreements entered into with state-owned or state-controlled entities, are subject to political interference by the Mexican government, which may lead to the termination or repudiation of certain contractual relationships and interference on Braskem Idesa’ s operations that may materially and adversely affect us.

Any termination, cancelation or modification of the ethane supply agreement or reduction in the amount of shortfall penalties owed to us by Pemex TRI for any other reason, could have an adverse effect on our results of operations and financial position. See “Item 4. Information on the Company—Mexico Segment—Supply Contracts of the Mexico Segment—Ethane” and “Item 5. Operating and Financial Review and Prospects—Capital Expenditures—Joint Venture—Mexico Complex.”

We depend on services and products supplied by a Mexican state-owned company

Braskem Idesa has entered into agreements with Mexican state-owned companies for the transportation of natural gas and water supply, among others. Any termination, cancelation or modification of such agreements could have an adverse effect on our results of operations and financial condition.

Furthermore, such agreements could also be impacted as a long-termresult of changes in laws and regulations, terminated or modified as a result of political pressure or be subject to expropriation or other adverse measures by the Mexican government or government entities. We may also renegotiate the terms of such agreements, voluntarily or as a result of changes in laws and regulations, or otherwise.

In early December 2020, Braskem Idesa received a notification from Cenagas (Centro Nacional de Control del Gas Natural), a Mexican state-owned agency responsible for all natural gas pipelines and transportation in Mexico, related to the unilateral termination of the service of natural gas transportation, an essential energy input for the production of PE in our Mexico Segment. As a result, in compliance with safety protocols, Braskem Idesa initiated procedures for the immediate interruption of its operating activities. Later in January 2021, Braskem Idesa partially resumed its operations based on an experimental business model to produce PE. Braskem Idesa has taken legal measures pursuant to the ethane supply agreement entered into with Pemex. Braskem Netherlands B.V, which is Braskem Idesa’s direct shareholder, has also taken legal measures under applicable international investment protection standards to protect the interests of Braskem Idesa and its parent company with regard to their investment in Mexico. Such measures include a negotiation period to attempt to resolve the dispute between the parties.

In the first quarter of 2021, Braskem Idesa entered into the following agreements under a strict reservation of all of its rights: (i) a memorandum of understanding with Pemex TRI setting out certain understandings regarding potential amendments to the ethane supply agreement and the development of an ethane import terminal, subject to further negotiation, a definitive agreement and approval by Braskem Idesa’s shareholders and creditors; and (ii) a natural gas transport service agreement with Cenagas for a term of 15 years, which was conditioned upon the execution of the definitive agreement referenced in item (i) above. Following the execution of these agreements by Braskem Idesa, it resumed receiving natural gas transportation services from Cenagas, which had been unilaterally terminated by Cenagas in December 2020.

On September 27, 2021, Braskem Idesa signed the following documents: (i) an amendment to the ethane supply contract with Pemex revising certain of its terms; and (ii) an agreement with Pemex and other government entities that establishes support measures for the project to purchasebuild an ethane from Pemex Transformación Industrial (successorimport terminal, with the capacity to meet all of Pemex Gas y Petroquímica Básica),Braskem Idesa’s raw material needs. In October, Braskem Idesa obtained the applicable corporate approvals, including the final approval of its shareholders and creditors regarding the executed agreements, resulting in the entry into force of the agreements describe above.

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Failure by Cenagas to renew the agreement for transportation of natural gas or Pemex TRI,any other agreement with a Mexican state-owned Mexican company under competitive commercial conditions. Any termination by Pemex TRI of this supply contract could have a material adverse effect on our overallbusiness, results of operations and financial performance. The provisions for early terminationcondition. For a discussion of additional risks related to sole-source suppliers, see “—We depend on ethane supplied by Pemex TRI include butin Mexico,” “—We rely on limited or sole-source suppliers for our raw materials, inputs and energy, including transportation thereof.”

Political conditions in Mexico may affect actions or decisions by the Mexican government, including Pemex TRI and Cenagas, which are, not limitedrespectively, Braskem Idesa’s main suppliers of ethane and provider of natural gas transportation services and Mexican state-owned enterprises subject to (i) material breach ofpolitical interference and related risks.

The Mexican government has exercised, and continues to exercise, significant influence over the Mexican economy. Accordingly, Mexican governmental actions concerning the Mexican economy and state-owned enterprises could have a significant impact on Mexican private sector entities in general and on our obligationsoperations in particular. We cannot predict the impact that political conditions will have on the Mexican economy or failure to cure any breach of the agreement or assignment and (ii) continuous occurrence of a force majeure event or emergency shutdown.

Thus,on our production volumes and net sales revenue would likely decrease andoperations. We can give no assurances that changes in Mexican federal government policies will not adversely affect our overallbusiness, financial performancecondition, results of operations and prospects. We currently do not have and do not intend to obtain political risk insurance.

In 2021, the Mexican government took measures that would strengthen Pemex and the Federal Electricity Commission (Comisión Federal de Electricidad) power over Mexico's energy market and threaten the country’s prospects for private renewable energy generation, including the annulment of certain previous energy policies and the proposed amendments to Mexico's Energy Sector Law (Ley de la Industria Eléctrica) and to the Hydrocarbons Law (Ley de Hidrocarburos). Furthermore, in October 2021, the President of Mexico presented to the Mexican Congress an initiative that, if approved, could imply profound reforms in the eventMexican Constitution and in the Mexican energy sector.

One of our main ethane suppliers, Pemex TRI, is a subsidiary of Pemex, a state-owned entity of the following:Mexican government. The Mexican government controls Pemex, as well as its annual budget, which is approved by the Mexican Congress. The Mexican government may cut or reallocate spending in the future. Any cutbacks or reallocation could adversely affect Pemex's annual budget and its ability to provide us with our contracted supply of ethane. In addition, Cenagas, a Mexican state-owned agency, is responsible for all natural gas pipelines and transportation in Mexico. As a result, Cenagas' failure to renew the agreement for transportation of natural gas to our Mexico Complex, or interruptions in such service, could have a material adverse effect on our business, results of operations and financial condition and on our ability to develop and operate the ethane import terminal.

significant damagePemex also produces polyethylene and competes in the same commercial market as we do. The Mexican government may intentionally interfere with us and our operations in various ways in order to Pemex TRI’s refineries orlimit our commercial competitiveness. According to Pemex’s public disclosure, its production of oil, natural gas and ethane, over which we have no control, has decreased in recent years, and no assurance can be given that there will not be a decrease in the delivery of ethane in the future.

Inlight of the allegations of undue payments related to the port facilities throughEthylene XXI project, which were originally published in the media in Mexico and were included in the testimony by the former CEO of Pemex TRI would import ethane or to anythe Office of the pipelines connecting our plants to Pemex TRI’s facilities, whether as a consequenceAttorney General of Mexico, Braskem S.A., together with Braskem Idesa, in compliance with the standards established by Braskem’s Global Compliance System Policy and Braskem Idesa’s governance guidelines, approved the hiring of an accident, natural disaster, fire or otherwise; or

any termination by Pemex TRIU.S. law firm with proven experience in similar cases to conduct an independent internal investigation of the ethane supply contractallegations (the “Investigation”). The investigation was concluded in February 2022 and did not find evidence to support the allegations by the former CEO of Pemex regarding allegedly improper payments in connection with our company, which provides that Pemex TRI may terminateor otherwise related to the contracts for certain reasons described in “Item 4. Information on the Company.”Ethylene XXI project.

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We rely on limited or sole-source suppliers for our raw materials.materials, inputs and energy, including transportation thereof.

We rely on Petrobras for most or all of our supply of naphtha, ethane, propane, light refinery off gashydrocarbon and propylene in Brazil, a few companies for a large portion of our supply of propylene in our USAUnited States and Europe Unit,Segment, and Pemex TRI for most of our supply of ethane in Mexico. AsIn Mexico, Cenagas (Centro Nacional de Control del Gas Natural), which is a result,state-owned agency, is the sole provider of gas transportation services. We rely on Cenagas for the transportation of natural gas to our Mexico Complex. For naphtha supply to Brazil we rely on several international suppliers for most of the purchases to the crackers in the states of Bahia and Rio Grande do Sul, and we rely on Petrobras for the most of the supply only to the cracker located in the state of São Paulo and we rely on Petrobras for the major part of our supply of ethane and propane in the state of Rio de Janeiro. Also, we are subject to substantial risks because of our reliance on these and other limited or sole-source suppliers of raw materials, additives, catalyzers, other inputs, energy and other utilities, including the following risks:

if a supplier does not provide naphtha, ethane, propane, refinery off gas or propylene, as the case may be, that meet our or their specifications in sufficient quantities and with acceptable performance or quality on time or deliver when required, then sales, production, delivery, acceptance and revenue from our plants could be adversely affected;

if our relationship with a key supplier is adversely affected, for example, due to competitive pressures (or conflicting interests), we may be unable to obtain naphtha, ethane, propane or propylene, as the case may be, on advantageous financial terms;

if an interruption of supply of naphtha, ethane, propane, refinery off gas or propylene, as the case may be, occurs because a supplier changes its technology roadmap, suffers damage to its manufacturing facilities, decides to no longer provide those products or services, increases the price of those products or services significantly or imposes reduced delivery allocations on its customers, it could take us a considerable period of time to identify and qualify alternative suppliers;

some of our key suppliers are small companies with limited financial and other resources, and as a result, they may be more likely to experience financial and operational difficulties than larger, well-established companies, which increases the risk that they will be unable to deliver products as needed; and

if a key supplier is acquired or has a significant change in business, the production and sales of our systems and services may be delayed or adversely affected, or our development programs may be delayed or may be impossible to complete.
·if a supplier does not provide naphtha, ethane, propane, light refinery hydrocarbon, propylene, sea salt, other inputs (including natural gas) or energy, as the case may be, that meet our or their specifications in sufficient quantities and with acceptable performance or quality on time or deliver when required, then sales, production, delivery of our products to our customers on a timely manner and revenue from our plants could be adversely affected;
·if our relationship with a key supplier changes or is adversely affected, for example, due to competitive pressures (or conflicting interests), we may be unable to obtain naphtha, ethane, propane or propylene, natural gas or other inputs, as the case may be, on satisfactory financial terms;
·if an interruption of supply of naphtha, ethane, propane, light refinery hydrocarbon, propylene, sea salt, other inputs (including natural gas) or energy, as the case may be, occurs because a supplier changes its technology roadmap, suffers damage to its manufacturing facilities, decides to no longer provide those products or services, increases the price of those products or services significantly or imposes reduced delivery allocations on its customers, it could take us a considerable period of time to identify and qualify alternative suppliers;
·some of our key suppliers are small companies with limited financial and other resources, and as a result, they may be more likely to experience financial and operational difficulties than larger, well-established companies, which increases the risk that they will be unable to deliver products as needed;
·some of our suppliers are state-owned enterprises subject to political interference, including in Mexico; and
·if a key supplier is acquired or has a significant change in business, the production and sales of our systems and services may be delayed or adversely affected, or our development programs may be delayed or may be impossible to complete.

Delays in the availability of naphtha, ethane, propane, light refinery off gashydrocarbon, propylene, sea salt, other inputs (including natural gas) or propyleneenergy of acceptable quality, or our inability to obtain such acceptable naphtha, ethane, propane, light refinery hydrocarbon, propylene, sea salt, other inputs (including natural gas) or propyleneenergy in the quantities we need or at all, may adversely affect our revenue and results of operations.

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Our Polyolefins Unit and Vinyls Unit dependBrazil Segment depends on our basic petrochemicals plantschemicals operations to supply them with their ethylene and propylene requirements. In addition, our Brazil Segment depends on certain providers of environmental services for the treatment of effluents, industrial waste and water supply for industrial use.

Our Basic Petrochemicals Unit ischemicals operations, which form a part of our Brazil Segment, are the only supplier of ethylene to our Vinyls Unit,vinyls operations, the only supplier of ethylene to the polyethylene plants and the principal supplier of propylene to the polypropylene plants of our Polyolefins Unit. Becausepolyolefins operations. Additionally, as the cost of storing and transporting ethylene and its derivatives, including butadiene, is substantialsignificant and there is inadequateno adequate infrastructure in Brazil to permitthat allows for the importingstorage of large quantitiesvolumes, a relevant reduction in sales of ethylenethese products may impact the rate of use of the chemical operation, impacting product availability for the polyolefins and propylene, our Polyolefins Unitvinyls operations in BrazilBrazil.

Our polyolefins and our Vinyls Unitvinyls operations in Brazil are highly dependent on the supply of these products by our basic petrochemicals plants.chemicals operations. Consequently, our production volumes of, and net sales revenue from, polyolefins and vinyls productsoperations would decrease, and our overall financial performance would be negatively affected, in the event of the following:

·any significant damage to the facilities of our chemicals operations through which ethylene or propylene is produced, or to the pipeline or other facilities that connect our polyolefins plants or vinyls plants to our chemicals operations, whether as a consequence of an accident, natural disaster, fire or otherwise;
·any significant reduction in the supply of naphtha to our chemicals operations, as naphtha is the principal raw material used by our chemicals operations in the production of ethylene and propylene; or
·any significant reduction in the supply of ethane or propane to our basic petrochemical plant in Rio de Janeiro, as ethane and propane are the principal raw materials used in the production of ethylene and propylene by our petrochemical complex located in the Rio de Janeiro Complex.

Also, our production volumes of, and net revenue from, our chemicals operations products could decrease, and our overall financial performance would be negatively affected in the event of any significant damage to the facilities of our Basic Petrochemicals Unitvinyls and polyolefins operations that are part of our Brazil Segment through which ethylene is consumed.

Our Brazil Segment depends on Cetrel S.A. (“Cetrel”), Água de Camaçari (“DAC”), both of which are our subsidiaries, Distribuidora de Água Triunfo (“DAT”), Companhia Riograndense de Saneamento (“CORSAN”), Aquapolo Ambiental S.A (“Aquapolo”), Refinaria de Paulínia (“REPLAN”) and Refinaria Duque de Caixas (“REDUC”) for the services such as: (i) treatment of effluents and industrial waste; (ii) supply of reuse water; (iii) supply of demineralized, clarified and potable water; and (iv) management of water reservoirs. An interruption in the operations of Cetrel, DAC, DAT, CORSAN, Aquapolo, REPLAN or propyleneREDUC may result in the shutdown of all of our plants at the Northeastern Complex, Southern Complex, São Paulo Complex, Paulinia plants and Rio de Janeiro Complex, in addition to increased environmental risks. If such a shutdown were to happen, our production volumes and net revenue from sales from our plants referred to above would decrease, and our financial performance and results of operations would be adversely affected.

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We may be materially adversely affected if there is produced,an imbalance in global logistics, which may cause disruptions to our transport, storage and distribution operations, negatively impacting the costs related thereto.

Our operations are dependent upon uninterrupted transportation, storage and distribution of our products. Transportation, storage or distribution of our products could be partially or completely, temporarily or permanently shut down as the result of any number of circumstances that are not within our control, such as:

·catastrophic events;
·strikes or other labor difficulties;
·disruption in the global supply chain, including container shortages;
·war and other armed conflicts, such as the conflict involving Russia and Ukraine; and
·other disruptions in means of transportation.

For example, in May 2018, Brazil experienced a national truck drivers’ strike that severely impacted the logistics operations of many companies throughout Brazil, including the delivery of our raw materials, our products, and other goods. In response to such strike, we gradually reduced the utilization rate of our petrochemical complexes in Brazil, which operated at 50% of their nominal capacity in May 2018. We cannot assure, however, that we will be able to act in the same way in potential new strikes that may arise in the future. Following the strike, Brazil introduced a national freight cost schedule that set forth minimum prices for freight services provided by truck drivers and freight companies countrywide, which may have a lasting impact on freight prices in Brazil and lead to sustained increased transportation costs in the future in connection with our operations.

Any significant interruption at our distribution facilities, an inability to transport our products to or from these facilities, or to or from our domestic or foreign customers or suppliers, or an increase in transportation costs, for any reason, would materially adversely affect us.

In addition, as from January 2020, the pipeline or other facilities that connectInternational Maritime Organization (IMO) set a limit for sulphur in fuel oil used onboard ships of 0.50% m/m (mass by mass), aimed at significantly reducing the amount of sulphur oxide emissions by ships, down from the previous 3.50% m/m (mass by mass), which could increase our polyolefins plants or vinyls plants to our basic petrochemicals plants, whethershipping costs and, as a consequence, decrease our gross margin.

We rely on access to third-party licensed technology and related intellectual property, and if such rights cease to be available to us on commercially reasonable terms, or at all, or if any such third party ceases to provide us with technical support under license or technical services agreements, certain of our production facilities, our operating results and financial condition could be adversely affected.

We use technology and intellectual property licensed from third parties in the regular operation of our business, particularly in the operation of certain machinery and equipment required for the production of certain of our products such as our first and second generation products, and we may continue to rely on access to third-party technology and intellectual property in the future.

There can be no assurance that we will be able to continue to obtain or renew any such necessary technology and licenses on acceptable terms, or at all. Failure to obtain or renew the right to use third-party technology or intellectual property on commercially reasonable terms, or to maintain access to satisfactory technical support, could ultimately lead to stoppages in our production processes and preclude us from selling certain products, which could have a material adverse impact on our operating results and financing condition.

Additionally, our inability to maintain existing access to third-party technology, licenses and technical support on commercially reasonable terms, or at all, or to obtain additional technology, licenses or technical support necessary to manufacture current products or develop new ones, could require us to obtain substitute technology or licenses at a greater cost or of lower quality or performance standards, or require us to carry out unscheduled interruptions of our production facilities. There can be no assurance that we will be able to replace any such third-party technology, intellectual property or technical support service for any adequate substitute technology, intellectual property or technical support in a timely manner to avoid any unscheduled interruption of our production processes or facilities, or in a cost-efficient manner. Any of these circumstances could harm our business, financial condition and results of operations.

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Capital projects can take many years to complete, and market conditions could deteriorate significantly between the project approval date and the project startup date, negatively impacting project returns. If we are unable to complete projects and investments at their expected cost and in a timely manner, or if the market conditions assumed as a basis for our project economics deteriorate, our business, financial condition, results of operations and cash flows could be materially and adversely affected.

Delays or cost increases related to investment programs involving engineering, procurement and construction of facilities could materially adversely affect our ability to achieve forecasted rates of return and results of operations and financial position. Delays due to required changes or upgrades to our facilities could subject us to fines or penalties as well as affect our ability to contract with our customers and supply certain products we produce.

Such delays or cost increases may arise as a result of unpredictable factors, many of which are beyond our control, including, but not limited to:

·denial of or delay in receiving requisite regulatory approvals or permits;
·unplanned increases in the cost of construction materials or labor;
·disruptions in transportation of gear or construction materials;
·change in the market conditions assumed as a basis for our project economics;
·adverse weather conditions, natural disasters, epidemics, pandemics or other events (such as equipment malfunctions, explosions, fires or spills) affecting our facilities, or those of vendors or suppliers, shortages of sufficiently skilled labor, or labor disagreements resulting in unplanned work stoppages; and
·non-performance by, or disputes with, vendors, suppliers (including those responsible for transportation of supplies), contractors or subcontractors. Any one or more of these factors could have a significant impact on our ongoing projects.

If we are unable to make up the delays associated with such factors or to recover the related costs, or if market conditions change, it could materially and adversely affect our business, financial condition, results of operations and cash flows.

Our insurance coverage may be ineffective, either due to the lack of coverage for any claim, or due to insufficient coverage limits in the event of damage.

We maintain property, business interruption, general liability, environmental, construction, marine, credit and other types of insurance that we believe are appropriate for our business and operations as well as in line with industry practices. However, we are not fully insured against all potential hazards and incidents inherent in our business, including losses resulting from natural disasters, wars or terrorist acts in Brazil. Changes in insurance market conditions have caused, and may in the future cause, premiums and deductibles for certain insurance policies to increase substantially and, in some instances, for certain insurance to become unavailable or available only for reduced amounts of coverage. If we were to incur a significant liability for which we were not fully insured, we might not be able to finance the amount of the uninsured liability on terms acceptable to us or at all, and might be obligated to divert a significant portion of our cash flow from normal business operations. Also, in the event of an accident, natural disaster, fire or otherwise;we are required to undergo a regulatory assessment through which the insurance coverage needs to be confirmed. If coverage is not confirmed, there will be no indemnity to be paid.

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any significant reduction

Our level of indebtedness could adversely affect our ability to raise additional capital to fund our operations, limit the ability to react to changes in the supplyeconomy or our industry and prevent us from meeting our obligations under our financing agreements.

Our level of naphthaindebtedness and our leverage, together with changes to our Basic Petrochemicals Unit, as naphtha isratings and those of our debt securities by the principal rawmain credit rating agencies, could have certain material used byconsequences to us, including the following:

·limit our ability to obtain additional financing for working capital, additions to fixed assets, product development, debt service requirements, acquisitions and general corporate or other purposes;
·limit our ability to pay dividends;
·a portion of our cash flows from operations must be set aside for the payment of interest on existing indebtedness and is therefore not available for other purposes, including for operations, additions to fixed assets and future business and investments opportunities;
·limit our ability to adjust to changing market conditions and place us at a competitive disadvantage compared to our competitors that have less debt;
·we may become vulnerable in a downturn in general economic conditions; and
·we may be required to adjust the level of funds available for additions to fixed assets.

As a result of the factors listed above, our Basic Petrochemicals Unit in the productionfinancial condition and results of ethylene and propylene; or

operations may be adversely affected.

any significant reduction in the supply of ethane or propane to our basic petrochemical plant in Rio de Janeiro, as ethane and propane are the principal raw materials used in the production of ethylene and propylene.

See also “—We manufacture products that are subject to risk of fire, explosions and other hazards” below.

Any downgrade in the ratings of Brazil, our companyCompany or our debt securities would likely result in increased interest and other financial expenses related to our borrowings and debt securities and could reduce our liquidity.

Currently, Standard & Poor’s Ratings Group, a division of McGraw Hill, Inc., or Standard & Poor’s, and Fitch Ratings Ltd., or Fitch, maintain ratings of our companyratings on a global and national basis. Moody’s Investors Service, Inc., or Moody’s, only maintains ratings of our companyratings on a global basis. On a global basis, we maintain an investment grade ratingratings at: (i) Standard & Poor’s ofBBB- with negative outlook;a stable outlook (ii) Fitch Ratings ofBBB- with a stable outlook;outlook and (iii) Moody’s of Ba1 with a stable outlook, the latter beingoutlook. Our ratings are higher than the Brazilian sovereign rating.rating by all these three main rating agencies. On a national basis, we maintain investment grade rating at: (i) Standard & Poor’s as of brAAA with negativea stable outlook and (ii) Fitch Ratings of AAA+AAA with a stable outlook.

Our credit rating is sensitive to any change in the Brazilian sovereign credit rating. The credit rating of the Brazilian federal government has beenwas downgraded in 2015January 2018.

In 2020, the COVID-19 pandemic significantly impacted economic activity and 2016markets around the world, and is no longer investment grade. its severity, magnitude and duration are highly uncertain, rapidly changing and difficult to predict. Actual and potential impacts of the COVID-19 pandemic on the global economy, the economies of certain countries and certain companies has led ratings agencies to review and downgrade the credit ratings of sovereigns and issuers of securities around the world. In May 2020, Fitch Ratings revised the outlook of the Brazilian sovereign credit rating to negative from stable. In November 2020, Fitch Ratings affirmed the negative outlook and later in December 2021, Fitch Ratings reaffirmed Brazil’s rating of BB- maintaining the same outlook.

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Any decision by these rating agencies to downgrade the Brazilian sovereign credit rating, our ratings of our company orand the ratings of our debt securities in the future would likely result in increasedhigher interest rates and other financial expenses relatingrelated to our borrowingsthe loans and debt securities, and the inclusion of financial covenants in the instruments governingagreements regulating such new indebtedness, and coulddebts, which may significantly reduce our ability to obtain such financing, onraise funds under satisfactory termsconditions or in the amounts required by us, andnecessary to ensure our liquidity, and would requireas well as force us to postissue cash collateral pursuant toas a result of our obligationscovenants, or to contract letters of credit to backstop guarantees providedback collaterals given by usus.

We may be subject to attempts to acquire our control, which may lead to significant changes in management, the strategies that we are currently pursuing, or in our current corporate governance practices.

We may be subject to attempts to acquire our control. In the event there is a change in our corporate control, there might be significant changes in management, the strategies that we are currently pursuing, or in our current corporate governance practices.

For example, in June 2018, we were informed by Novonor S.A. – Em Recuperação Judicial, or Novonor, formerly called Odebrecht S.A., about discussions that were being held between Novonor and LyondellBasell Industries N.V., or LyondellBasell, regarding a potential transaction involving the transfer to LyondellBasell of all of Novonor’s interest in us. In June 2019, we were informed by Novonor that such discussions for a change of control transaction with LyondellBasell had been terminated. We cannot assure you that such negotiations will not be resumed, or that Novonor will not initiate discussions with other parties regarding a change of control transaction in the contextfuture.

On August 7, 2020, we received a correspondence from our controlling shareholder, Novonor, informing that, in order to fulfill certain commitments assumed with bankruptcy and non-bankruptcy creditors (credores concursais e extraconcursais), it had taken preliminary measures to structure a process for the private sale of up to its total equity ownership in our company, which, if implemented, will result in the change of our corporate control, adopting the necessary measures to organize such process, with the support of legal and financial advisors.

On December 15, 2021, we received a letter sent jointly by our shareholders Novonor and Petróleo Brasileiro S.A. regarding the progress of discussions for the potential sale of their equity interests in us. In such communication, Novonor and Petrobras disclosed that they agreed to seek the adoption of the Mexican Project.necessary measures: (i) for the sale, through a secondary public offering, of up to all our class A preferred shares held directly or indirectly by them; (ii) to enable Braskem’s migration to the Novo Mercado listing segment of the B3, including in relation to necessary changes to Braskem’s corporate governance, which shall be subject to applicable approvals at the appropriate time and negotiation of a new shareholders’ agreement to conform their rights and obligations to such amended governance structure; and (iii) after the conclusion of Braskem’s potential migration to the Novo Mercado listing segment, carry out the sale of the remaining common shares held directly or indirectly by them and issued by us. The effective implementation of the commitments assumed by Novonor and Petrobras is subject, among other factors, to relevant approvals and market conditions. We are unable to predict the result of the implementation of the commitments assumed, as well as their possible impacts. On January 28, 2022, we received a communication sent jointly by our shareholders Novonor and Petróleo Brasileiro S.A. whereby they decided to temporarily cancel the shares offering due to volatility conditions in the financial and capital markets. Also, Novonor and Petrobras ratified their interest in resuming the equity offering in the future, at a time when a more favorable economic situation with less volatility is verified, and the term sheet entered into between the parties remains in force and the commitment of both to dispose of their respective equity interests in the Company through a secondary public offering(s), in addition to taking all necessary measures to enable the Company to migrate to the Novo Mercado segment of B3, including the necessary amendments to its governance, as the studies in this regard that are being carried out by the Company and referred to in the material fact disclosed on Form 6-K on December 16, 2021 are concluded and to the extent that market conditions are favorable.

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In addition, although we are not currently a party to any pending bankruptcy or other judicial restructuring proceedings in Brazil or elsewhere, we are exposed to certain risks related to the Novonor Judicial Restructuring Proceedings (for more information about Novonor’s judicial restructuring proceedings, see “—Some of our shareholders may have the ability to determine the outcome of corporate actions or decisions, which could affect the holders of our class A preferred shares and the ADSs”), including risks related to the change of our corporate control resulting from decisions taken or agreed under such proceedings and the consequences derived therefrom. We have no control over the Novonor Judicial Restructuring Proceedings, and no assurance can be given on the outcome of the Novonor Judicial Restructuring Proceedings or their effect on us.

Additionally, all common and preferred shares issued by Braskem and held by NSP Investimentos S.A., or NSP Inv. were pledged with fiduciary assignment (alienação fiduciária) as a collateral given under certain financing agreements entered into by Novonor and certain of its subsidiaries with specific non-bankruptcy creditors (credores extraconcursais). It is possible that, under certain circumstances, the pledge over such shares may be enforced, with the consequent sale of the shares, which could result in a change of Braskem's control and other consequences arising therefrom.

Some of our shareholders may have the ability to determine the outcome of corporate actions or decisions, which could affect the holders of our class A preferred shares and the ADSs.

OdebrechtNovonor S.A. (Novonor), or Odebrecht, directly or through its wholly-owned subsidiary Odebrecht Serviços e Participações S.A.NSP Inv., or OSP, owns 38.3%38.32 % of our outstandingtotal share capital, including 50.1%50.11% of our voting share capital, and Petrobras holds 36.1%36.15% of our outstandingtotal share capital, including 47.0%47.03% of our voting share capital. NominessNominees of OdebrechtNovonor constitute a majority of the members of our board of directors. Under a shareholders’ agreement to which OSPNovonor and Petrobras are parties, which we refer to as the Braskem S.A. Shareholders’ Agreement, weall matters that may only undertake certain actions after Odebrechtbe resolved at a shareholder’s meeting or by our board of directors shall be decided by consensus among Novonor and Petrobras have reached a consensus with respect to those actions. However, Odebrecht will have the sole power to approve the(except for our business plan, of our company, throughwhich is approved separately by the board of directors appointed by Novonor, as described under “Item 7. Major Shareholders and Related Party Transactions—Major Shareholders—Shareholders’ Agreements.” AsAgreements”), taking into account our best interest. Furthermore, the shareholders’ agreement provides for the possibility (and not the obligation), if deemed necessary, to hold prior meetings, as a result, Odebrecht has the abilitylegitimate mechanism for alignment between Novonor and Petrobras, with a view to determine the outcome of most corporate actions orensuring consistency and uniformity in their decisions, requiring the approval of our shareholders or our board of directors—in certain instances, with the consent of Petrobras—which could affect the holders of our class A preferred sharesPreferred Shares and the American Depositary Shares, or ADSs.

Furthermore, on June 17, 2019, Novonor, together with certain of its controlling and controlled entities, filed a petition for judicial restructuring before the First Judicial Bankruptcy Court of the State of São Paulo, Brazil, seeking a judicial restructuring and emergency relief staying certain foreclosure actions by their secured creditors, or the Novonor Judicial Restructuring Proceedings. The Novonor Judicial Restructuring Proceedings does not include us.

We are exposed to certain risks related to the Novonor Judicial Restructuring Proceedings, such as risks related to the change of our corporate control resulting from decisions taken and/or agreed in the context of such proceedings and the consequences derived thereto, including but not limited to significant changes in our management and our strategy that may be undertaken by any new controlling shareholders that may arise from the conclusion of these proceedings. We have no control over the Novonor Judicial Restructuring Proceedings, and no assurance can be given on the outcome of the Novonor Judicial Restructuring Proceedings or their effect on us.

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We may face conflicts of interest in transactions with related parties.

We maintain trade accounts receivable and current and long-term payables with some of our affiliates and other related parties, including Petrobras, which is our domesticBrazilian supplier of naphtha and other raw materials such as propylene, ethane, propane and light refinery off gas, and Odebrecht Agroindustrial, which is one of our suppliers of ethanol.hydrocarbon. These trade accounts receivable and trade accounts payable balances result mainly from purchases and sales of goods, which are at prices andmade based on terms equivalent to the average terms and prices of transactions that we enter into with third parties.international price references. These and other transactions between us and our affiliates couldrelated parties can result in conflicting interests, between our company and our shareholders.

We may make significant acquisitions which if not successfully integrated with our company, may adversely affect our results of operations.operations and financial condition.

We may pursue strategic acquisitions or investments. The failure of an acquisition or investment to produce the anticipated results, or the inability to integrate an acquired company fully, could adversely affect our business.

We may from time to time acquire or invest in complementary companies or businesses. The success of an acquisition or investment will depend on our ability to make significantaccurate assumptions regarding the valuation, operations, growth potential, integration, international market and other factors related to that business. We cannot assure you that our acquisitions or investments will produce the results that we expect at the time we enter into or complete a given transaction. Furthermore, acquisitions may result in difficulties integrating the acquired companies, and may result in the diversion of our management’s attention from other business issues and opportunities. We may not be able to integrate successfully the operations that we acquire, including their personnel, financial systems, distribution or operating procedures. If we fail to integrate acquisitions successfully, our business could suffer. In addition, the expense of integrating any acquired business and their results of operations may adversely affect our operating results.

Certain acquisitions, partnerships and joint ventures we make may prevent us from competing for certain clients or in certain lines of business, and may lead to a loss of clients. We may spend time and money on projects that do not increase our revenue. To the extent we pay the purchase price of any acquisition in cash, it would reduce our cash reserves, and to the extent the purchase price is paid with any of our shares, it could be dilutive to our shareholders. To the extent, we pay the purchase price with proceeds from the incurrence of debt, it would increase our level of indebtedness and could negatively affect our liquidity and restrict our operations. Our competitors may be willing or able to pay more than us for acquisitions, which may involve risks, including the following:cause us to lose certain acquisitions that we would otherwise desire to complete. We cannot ensure that any acquisition, partnership or joint venture we make will not have a material adverse effect on our business, financial condition and results of operations.

failure to obtain the requisite approval from the applicable antitrust regulators;

failure of the acquired businesses to achieve expected results;

possible inability to retainIn addition, we cannot guarantee that we will succeed in identifying, negotiating or hire key personnel of the acquired businesses;

possible inability to achieve expected synergies and/or economies of scale; and

unanticipated liabilities.

concluding any asset divestment plan. If we are unablefail to integrate or manage acquired businesses successfully, we may not realize anticipated cost savings, revenue growthimplement an asset divestment plan, it could adversely affect our financial condition and levelsresults of integration, which may result in reduced profitability or operating losses.operations.

We may face unforeseen challenges in the operation of our Mexico Complex, which could result in this business unit failing to provide expected benefits to our company.us.

During the first half of 2016, we concluded the construction phase of an olefins complex, or the Mexico Complex, located in the Mexican state of Veracruz. For more information about this, which we refer to as the Mexico Complex, see “Item 5. Operating and Financial Review and Prospects—Capital Expenditures—Joint Venture—Mexico Complex.”

Braskem Idesa S.A.P.I., or Braskem Idesa, our joint venture with Grupo Idesa, S.A. de C.V., or Idesa, toTo develop our Mexico Complex, requiredBraskem Idesa disbursed significant capital expenditure.and incurred significant debt. Our ability to achieve the strategic objectives of this business unit will depend largely on its successful operation. Factors that could affect the operation of this business unit include:

·general economic, political and business conditions in Mexico;
·global demand for, and supply balance of, PE;
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·the occurrence of unforeseen technical and mechanical difficulties that may interrupt production or lead to unexpected downtime of the Mexico Complex’s plants;
·any material default by Pemex TRI under the ethane supply agreement (see “Item 3. Key Information—Risks Relating to Us and the Petrochemical Industry—We depend on ethane supplied by Pemex TRI in Mexico”);
·any termination, cancelation or modification of the ethane supply agreement for any other reason (see “Item 3. Key Information—Risks Relating to Us and the Petrochemical Industry—We depend on ethane supplied by Pemex TRI in Mexico”);
·the failure by Cenagas to renew the agreement for transportation of natural gas to our Ethylene XXI Project (see “Item 3. Key Information—Risks Relating to Us and the Petrochemical Industry—We depend on natural gas transportation service by Cenagas”);
·the ability of Braskem Idesa to service its debt;
·an unstable and non-continuous supply (including the transportation of supplies) of ethane, natural gas and other inputs, including energy and water (see “Item 3. Key Information—Risks Relating to Us and the Petrochemical Industry—We depend on ethane supplied by Pemex TRI in Mexico”); and
·increased competition from domestic or foreign competitors and/or the emergence of new domestic or foreign competitors.

macroeconomic conditionsIn early December 2020, Braskem Idesa received a notification from Cenagas (Centro Nacional de Control del Gas Natural), a Mexican state-owned agency responsible for all natural gas pipelines and transportation in Mexico, and demand for polyethylene;

related to the occurrence of unforeseen technical and mechanical difficulties that may interrupt production or lead to unexpected downtimeunilateral termination by Cenagas of the service of natural gas transportation, an essential energy input for the production of PE in our Mexico Complex’s plants, asSegment. As a result, in compliance with safety protocols, Braskem Idesa initiated procedures for the immediate interruption of its operating activities. Later in January 2021, Braskem Idesa partially resumed its operations based on an experimental business model to produce PE. Braskem Idesa has taken legal measures pursuant to the ethane supply agreement entered into with Pemex. Braskem Netherlands B.V, which is Braskem Idesa’s direct shareholder, has also taken legal measures under applicable international investment protection standards to protect the interests of Braskem Idesa and its parent company with regard to their investment in Mexico. Such measures include a negotiation period to attempt to resolve the dispute between the parties. For additional information, see “—We rely on limited or sole-source suppliers for our raw materials, inputs and energy, including transportation thereof” and “We depend on ethane supplied by Pemex TRI in Mexico.”

In the first quarter of 2021, Braskem Idesa entered into the following agreements under a strict reservation of all of its rights: (i) a memorandum of understanding with Pemex TRI setting out certain understandings regarding potential amendments to the ethane supply agreement and the development of an ethane import terminal, subject to further negotiation, a definitive agreement and approval by Braskem Idesa’s shareholders and creditors; and (ii) a natural gas transport service agreement with Cenagas for a term of 15 years, which was conditioned upon the execution of the definitive agreement referenced in item (i) above. Following the execution of these agreements by Braskem Idesa, it is stillresumed receiving natural gas transportation services from Cenagas, which had been unilaterally terminated by Cenagas in December 2020.

On September 27, 2021, Braskem Idesa signed the following documents: (i) an amendment to the ethane supply contract with Pemex revising certain of its terms; and (ii) an agreement with Pemex and other government entities that establishes support measures for the project to build an ethane import terminal, with the capacity to meet all of Braskem Idesa’s raw material needs. In October, Braskem Idesa obtained the applicable corporate approvals, including the final approval of its shareholders and creditors regarding the executed agreements, resulting in theramp-up phase; entry into force of the agreements describe above.

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a stable and continuous supply of ethane in the long term; and

increased competition from domestic or foreign competitors and/or the emergence of new domestic or foreign competitors.

We cannot assure you that the Mexico Complex will provide the expected benefits to us.us, even after having completed five calendar year of operations. Any significant interruption could hinder or prevent the implementation of our business plan as originally conceived, and result in revenuesrevenue and net income below what is expected. Further, any material adverse effect on the financial condition or results of operations of the Mexican complex may adversely impact our own financial condition and results of operations. See also “—We depend on ethane supplied by Pemex TRI in Mexico.”

Adjustments in tariffs on imports that compete with our products could cause us to lower our prices.

WeThe first, second and third generation of petrochemical products currently benefit fromrely on imports tariffs imposed by the Brazilian government on imports that allow usMercosur member states to charge prices for our polyolefin and vinyl productsbalance competition in the Mercosur domestic market that include a factor based on the tariffs levied on comparable imports of those products.market. However, the Brazilian government has in the past used import and export tariffs to effectimplement economic policies, with the consequence that tariffs can vary.resulting in varying tariff levels. For example, in September 2012,November 2021, the Brazilian government increased import duties on 100 products related to various industries, including an increase onenacted Resolution GECEX No. 269 providing for temporary reduction in Brazil by 10% of the import tarifftax rates set forth in Resolution No. 125 of the Foreign Trade Chamber, of December 15, 2016. As a result, the current rates for polyethylene. In October 2012, it increased the import tariff for polyethylenePP, PE and PVC resins were lowered from 14% to 20%12.6%. The new rates came into force on November 12, 2021 and in October 2013, it reduced the import tariff for polyethylene to the previous level of 14%. shall be effective, initially, until December 31, 2022.

Adjustments of tariffs could lead to increased competition from imports and cause us to lower our domestic prices and impact the demand for our products, which would likely result in lower net sales revenue and could negatively affect our overall financial performance. Additionally, the products we export to the United States and Europe are subject to tariffs in the amount of 6.5% in each jurisdiction, subject to certain preferences. These tariffs generally favorbalance the level of competition of our products produced locally and any future adjustments to these tariff structures could negatively impact our sales in these jurisdictions. Future trade agreements entered into by Brazil, the Mercosur, the United States or the European Union could also lead to increased competition from imports and lower domestic prices.

Changes in U.S. and global trade policies and other factors beyond our control may adversely impact our business, financial condition and results of operations.

The international environment in which we operate is affected from inter-country trade agreements and tariffs. As a result of recent revisions in the U.S. administrative policy, there are, and there may be additional changes to existing trade agreements, greater restrictions on free trade and significant increases in tariffs on goods imported into the United States, particularly those manufactured in China, Mexico and Canada. Future actions of the U.S. administration and that of foreign governments, including China, with respect to tariffs or international trade agreements and policies remains currently unclear.

The escalation of a trade war, tariffs, retaliatory tariffs or other trade restrictions on products and materials either exported by us to China or raw materials imported by us from China, or other countries, may significantly hinder our ability to provide our products to customers in China or other affected locations. Such developments may result in a decrease in demand for our products as well as delays in payments from our customers. Furthermore, other governmental action related to tariffs or international trade agreements, changes in U.S. social, political, regulatory and economic conditions, or in laws and policies governing foreign trade, manufacturing, development and investment in the territories and countries where our customers are located, could lead to a rebalancing of global export flows and an increase in global competition, which in turn could adversely affect our business, financial condition, results of operations and cash flows.

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A failure to comply with export control or economic sanctions laws and regulations could have a material adverse impact on our results of operations, financial condition and reputation.

We operate on a global basis and face risks related to compliance with export control and economic sanctions laws and regulations, including those administered by the United Nations, the European Union and the United States, including the U.S. Treasury Department’s Office of Foreign Assets Control. Economic sanctions programs restrict our dealings with certain sanctioned countries, territories, individuals and entities. Economic sanctions are complex, frequently changing, and often increase in number, and may impose incremental prohibitions, fines, restrictions on dealings with additional countries, territories, individuals or entities or compliance obligations on our dealings in certain countries and territories. We have conducted, and may in the future seek to conduct, business in certain countries that are subject to sanctions under the laws of the United States, the European Union, or other countries. Although we have pursued these transactions, and intend to pursue any future transactions, in full compliance with applicable laws and regulations, we may not be successful in ensuring compliance with limitations or restrictions on business with companies in any such countries. Additionally, Russia’s annexation of Crimea, recent recognition of two separatist republics in the Donetsk and Luhansk regions of Ukraine and subsequent military interventions in Ukraine have led to sanctions and other penalties being levied by the United States, European Union and other countries against Russia, Belarus, the Crimea Region of Ukraine, the so-called Donetsk People’s Republic, and the so-called Luhansk People’s Republic, including the agreement to remove certain Russian financial institutions from the Society for Worldwide Interbank Financial Telecommunication, or SWIFT, payment system. Additional potential sanctions and penalties have also been proposed and/or threatened and the United States and other countries could impose wider sanctions and take other actions should the conflict further escalate. If we are found to be in violation of applicable sanctions laws or regulations, we may face criminal or civil fines or other penalties, we may suffer reputational harm and our results of operations and financial condition may be adversely affected. Additionally, there can be no assurance that our employees, directors, officers, partners or any third parties that we do business with, including, among others, any distributors or suppliers, will not violate sanctions laws and regulations. We may ultimately be held responsible for any such violation of sanctions laws and regulations by these persons, which could result in criminal or civil fines or other penalties, have a material adverse impact on our results of operations and financial condition and damage our reputation.

We may not be able to specify in details technical specifications required by our customers’ or updated mechanisms to promptly attend regulatory requirements, and we could be subject to damages based on claims brought against us or our customers as a result of the failure of our products specification.

Our products specification may not meet certain technical or regulatory requirements, specifications or standards. In addition, our customers may impose stricter requirements on our products or governments may enact stricter regulations for the distribution, sale or use of our products. Failure to meet such standards could materially adversely affect our business, financial condition and results of operations if we are unable to sell our products in one or more markets or to important customers in such markets.

As with all quality control systems, any failure or deterioration of our quality control systems could result in defects in our products, which in turn may subject us to contractual, regulatory, product liability and other claims, which could have a material adverse effect on our reputation, business, financial condition and results of operations.

We may not be able to obtain or renew all licenses, permits and authorizations necessary for conducting our business.

We are subject to a wide variety of federal, state and municipal laws, regulations and licensing requirements, and depend on obtaining licenses, permits and authorizations to carry out our activities.

We cannot guarantee that we will be able to maintain, renew or obtain any new authorization, license, grant, or permit, in a timely manner, or that any additional requirements will not be imposed in connection with such renewal order.

Failure to obtain or maintain the permits, authorizations and licenses necessary for our operations, or failure to obtain or timely maintain them, may result in fines, loss or early termination of permits, authorizations and/or licenses, as well as closing of facilities, or breach of financing and commercial contracts, which could have a material adverse effect on our results of operations and financial condition.

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Our business isand operations are inherently subject to environmental, health and safety risks. As a result, our business is also subject to several stringent regulations, including environmental regulations.

As a company operating in the petrochemical industry, our operations, operated by us or third parties, involve the generation, use, handling, storage, transportation (mainly by pipeline, road, train, fluvial and maritime), treatment, discharge and disposal of hazardous substances and waste into the environment. Notwithstanding our environmental, health and safety standards, policies and controls, our operations remain subject to incidents or accidents that could adversely affect our business or reputation. Our industry is generally subject to significant risks and hazards, including fire, explosions, toxic gas leaks, contamination of soil and water, spilling of polluting substances or other hazardous materials, smoke or odor emission, failure of operational structures and incidents involving mobile equipment, vehicles or machinery, associated or not with the manufacture of petrochemicals and the storage and transportation of feedstock and petrochemical products. These events may occur due to technical failures, human errors or natural events, among other factors, and could result in significant environmental and social impacts, damage to or destruction of production facilities and communities, personal injury, illness or death of employees, contractors or community members close to our operations or close to our logistic routes, terminals and pipelines, environmental damage, delays in production, and, in certain circumstances, liability in civil, labor, criminal and administrative lawsuits, difficulties in obtaining or maintaining operating permits and environmental licenses, and impacts on our reputation, among other consequences.

In addition, our operations, operated by us or third parties, could generate impacts to the communities, from our regular operations, as well as in the management of the existing environmental liabilities, which may result in environmental, material and human damages, fines and sanctions, including loss of operating license, in addition to damage to our image and reputation.

For example, over 30 years ago, a leak of chemical products occurred from a tank installed on a property owned by the company Companhia Carbonos Coloidais (“CCC”), located in Madre de Deus, in the State of Bahia. These products were property of the company Tecnor Tecnolumen Química do Nordeste Ltda. (“Tecnor”) and may have been acquired by domestic producers at the time, including by Companhia Petroquímica de Camaçari, a company that subsequently was merged into Braskem. Both CCC and Tecnor are companies that have never had any corporate relations with Braskem and no longer have any operating activities.

Given our experience in the chemical and petrochemical industry and related products, the authorities requested Braskem's collaboration for analysis, studies and environmental remediation, with monitoring by local authorities, which has been occurring since 2003. Following the agreement between the City of Madre de Deus, the Public Ministry of the State of Bahia and the “CCC” in 2015, by means of an Amendment to this Term of Commitment, Braskem is supporting the implementation of a vacancy program of an area near to the “CCC” property, declared as public utility by the City Hall in February of 2021. The vacancy of about 197 properties is necessary for the safe continuity of the remediation. As of December 31, 2021, we provisioned R$60.7 million for the program implementation.

Changes to applicable laws may impose changes on standards we have already implemented, which can take time to review and update. For example, we have concluded or are currently concluding studies related to dams located at certain of our industrial sites as a result of a change in Brazilian law that now requires that all water and waste dams have a safety plan for these structures. The detailed assessments of our dams indicated some risks with regard to two structures located in Triunfo, in the State of Rio Grande do Sul. Environmental studies that we have commissioned have indicated instances of environmental contamination at certain of our plants. If the laws and regulations applicable to risks and safety plans change, we may be required to revise the studies that we have carried out, or take further action to rectify potential issues that would not need to be addressed under current laws and regulations. In addition, we and certain of our executive officers have received certain notices related to minor environmental violations and are or have been subject to investigations or legal proceedings with respect to certain alleged environmental violations. These environmental issues, and any future environmental issues that may arise, could subject us to fines or other civil or criminal penalties imposed by Brazilian authorities.

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Also, under Brazilian federal and state environmental laws and regulations, we are required to obtain operating licenses and permits for our manufacturing facilities. If any of our environmental licenses or permits lapse or are not renewed or if we fail to obtain any required environmental licenses or permits or does not to meet the conditions established in the licenses or environmental permits, we may be subject to fines ranging from R$500 to R$50 million, and the Brazilian government may reverse mentioned licenses or permits, partially or totally suspend our activities and impose other civil and criminal sanctions on us, including our managers.

Pursuant to Brazilian environmental legislation and regulations, our corporate veil may be pierced to ensure that sufficient financial resources are available to parties seeking compensation for damage caused to the environment. In this sense, officers, shareholders and/or business partners or affiliates may, together with the polluting company, be held liable for damage to the environment.

In addition, our production and logistics processes are subject to inherent safety risks, which may lead to injuries, disability or death of our employees or individuals participating in such processes and communities, as well negatively impact the environment. Such risks cannot be entirely eliminated or mitigated even with full compliance with all safety measures applicable to us or required by laws or regulations. We may face a negative impact on our image and reputation, and on our business, financial condition and results of operations.

Until May 2019, we operated rock salt extraction wells located in Maceió, in the state of Alagoas. The operation was permanently interrupted due to the indication that it would have contributed to the occurrence of relevant subsidence in the region of four districts, with the occurrence of damage to properties and public roads located in the region. Several individual and collective lawsuits were filed in the state of Alagoas in relation to this geological event.

We have been taking the necessary actions for closing and monitoring the salt wells, environmental actions and other technical matters. Based on the findings of sonar and technical studies, Braskem has defined stabilization and monitoring actions for all 35 existing salt mining wells. Considering the discussions held in December 2021, based on studies of the specialists, the recommendation was to fill five additional salt wells with solid material, for a total of nine wells to be filled, a process that should last for four years. For the remaining 26 existing salt mining wells, the recommended actions are: (i) conventional closure using the tamponade technique, which consists of promoting the cavity pressurization, applied worldwide for post-operation cavities; (ii) confirmation of natural filling status; and, (iii) for some wells, sonar monitoring.

Also in December 2021, an important development in the environmental diagnosis occurred, which resulted in the preliminary proposal of actions for dealing with the environmental impacts identified, which will follow the protocols set forth in the agreement for socio-environmental reparation entered into on December 30, 2020.

Our actual costs related to this matter, considering the actions for closing and monitoring the salt wells, environmental actions and other technical matters for which the amount of R$1.7 billion, net of the adjustment to present value, has been provisioned as of December 31, 2021 may be materially altered based on a variety of factors, including, but not limited to, the result of the monitoring and backfilling actions of the wells, potential future determinations by ANM, unforeseen technical difficulties or costs, or other factors.

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Also due to the geological event, we have entered into agreements to terminate three public-interest civil actions or civil public actions filed by the competent authorities:

·ACP Labor settlement: we committed to disbursing R$40 million to fund a Business Recovery and Promotion of Educational Activities Program for residents and workers in the districts of Mutange, Bom Parto, Pinheiro and Bebedouro in Maceió, in the state of Alagoas. This agreement has been fulfilled in its entirety.
·ACPof Residents settlement: we committed to supporting the relocation and to compensate residents, business owners and owners of vacated properties located in the risk areas defined in the Civil Defense Map through the Financial Compensation and Support for Relocation Program (Programa de Compensação Financeira e Apoio à Realocação – PCF), by offering proposals for financial compensation and entering into individual agreements ratified by court (as of December 31, 2021, the risk area encompasses approximately 15,000 properties); and
·ACP Socio-environmental settlement: we committed to (i) adopting the necessary measures to stabilize the cavities and monitor the soil, implementing the measures of the mine closure planning presented to ANM and subject to its approval; (ii) repairing, mitigating or compensating potential environmental impacts and damages resulting from the mining activities (salt extraction) in the city of Maceió, to be defined by an Environmental Diagnosis developed by an expert and independent company approved by the Prosecutor’s Office; (iii) allocating R$1.58 billion to implement measures in the vacated area, actions related to urban mobility and to compensate potential socio-urbanistic impacts and damages, and for social collective moral damages.

On February 2, 2021, the Company was notified of the filing of a lawsuit by Companhia Brasileira de Trens Urbanos (“CBTU”), initially requesting only a preliminary injunction for maintaining the terms of the cooperation agreement previously signed by the parties. The request was denied in lower and appellate courts, given the fulfillment of the obligations undertaken by Braskem. On February 24, CBTU filed an amendment to the initial request claiming the payment of compensation for losses and damages in the amount of R$222 million and for moral damages in the amount of R$500 thousand, as well as the imposition of obligations, including the construction of a new regulations could require significant capital expendituresrail line to replace the stretch that passed through the risk area. As of December 31, 2021, the updated amount of this action is R$1.4 billion (the initial amount attributed to the claim, by CBTU, is R$1.3 billion). Braskem signed a memorandum of understanding with CBTU seeking a consensual solution and increaseto maintain the lawsuit active during the negotiation period. As a result of a joint petition by the parties, the lawsuit was stayed until December 20, 2022.

Based on our operating costs.assessment and that of our external advisors, taking into account the short and long-term effects of the technical studies, the existing information and the best estimate of the expenses for implementing the various measures related to the geological event in Alagoas, the provision recorded as of December 31, 2021 was R$7,661.3 million, of which R$4,378.1 million is under current liabilities and R$3,283.2 million is under non-current liabilities.

The provisions are based on current estimates and assumptions and may be updated in the future due to new facts and circumstances, including changes in time, extension and way of execution of action plans; new repercussions or developments relating to the geological event; and the conclusion of possible studies that indicate recommendations of experts, and other new developments on the topic.

The measures related to the mine closure plan are subject to the analysis and approval of ANM, the monitoring of results of the measures under implementation, as well as the changes related to the dynamic of geological events.

Continuous monitoring is crucial to confirm the result of current recommendations. As a result, the plans for closing the wells may be revised according to the need to adopt technical alternatives to stabilize the subsidence resulting from rock salt extraction. Furthermore, the completion of studies to confirm the natural filling of cavities and the assessment of the future behavior of the cavities that will be monitored by sonar may indicate the need for additional measure for stabilization.

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The claims to repair, mitigate or offset potential environmental impacts and damages, as provided for in the Socio-Environmental Remediation Agreement, to be financed by Braskem, will be proposed according to the environmental diagnosis, to be conducted by a specialized and independent company. Once all discussions with the regulatory authorities and agencies are concluded as provided for under the agreement, an action plan will be developed, which will become part of the measures for a Plan for Recovering Degraded Areas (PRAD).

At this time, preliminary actions for dealing with the environmental impacts have been identified, but we are unable to predict the final outcome of the environmental analysis, as well as any costs in addition to the estimated costs already provisioned by us.

Additionally, the Socio-Environmental Remediation Agreement provides for the possible adhesion of other entities, including the Municipality of Maceió. In this context, we are negotiating our claims with the Municipality of Maceió. So far, we cannot predict the results and deadline for completion of such negotiation, as well as its possible scope and associated expenses.

It is not possible to anticipate all the new claims, for indemnity or other natures, which may be presented by individuals or groups who understand that they have suffered impacts and/or damage in any way related to the geological phenomenon and the vacancy of risk areas. We likeare still facing (see Note 26 to our audited consolidated financial statements included elsewhere in this annual report) and may face several lawsuits, including individual lawsuits filed by individuals or legal entities not served by the PCF or that disagree with the individual proposal agreement, new collective demands and claims filed by public service concessionaires, so it is not possible to estimate the number of possible claims, their nature or amounts involved. We cannot assure you that there will be no future developments relating to the geological event in Alagoas, or the relocation program and related measures related to vacated areas and its surroundings.

Therefore, we cannot rule out future developments related to the geological event in Alagoas or its associated expenses, and the costs to be incurred by us may differ from our estimates and provisions.

For additional information, see “Item 8. Financial Information—Legal Proceedings—Alagoas – Mining Activities.”

In addition, we and other petrochemical producers are subject to stringent federal, state and local environmental laws and regulations concerning human health, the handling, storage, transportation, treatment, discharge and disposal of solidhazardous substances and hazardous wastes and discharges of pollutantswaste into the air and water. Petrochemical producers are sometimes subject to unfavorable market perceptions as a result of the environmental impact of their business, which can have an adverse effect on their results of operations.

environment. Our operations in Brazil, including those of our subsidiaries Cetrel and DAC, which are responsible for providing environmental services, waste water treatment and water supply to the Camaçari Complex in the state of Bahia, for example, are subject to extensive federal, state and local laws, regulations, rules and ordinances relating to pollution, protection of the environment and the generation, storage, handling, transportation, treatment disposal and remediationdisposal of hazardous substances and waste materials. The Brazilian government enacted anthe Environmental Crimes Law in 1998 that imposes criminal penalties on corporations and individuals causingthat cause environmental damage. Corporations found to be guilty of polluting canthe environment may be fined up to R$50.0 million, have their operations suspended, be prohibited from contracting with the government, contracting, be required to repair damage that they causecaused and lose certain tax benefits and incentives. Executive officers, directors and other individuals may also be imprisoned for up to five years forif environmental violations.violations activities are found to have taken place.

Our operations in the United States, Germany and Mexico are subject to extensive U.S., German, European and Mexican federal, state and local laws, regulations, rules and ordinances relating to pollution, protection of the environment and the generation, storage, handling, transportation, treatment, disposal and remediation of hazardous substances and waste materials. U.S. environmental laws and regulations may impose liability on us for the conduct of third parties, or for actions that complied with applicable requirements when taken, regardless of negligence or fault. Of particular significance to us are (1) regulatory programs to be established to implement air quality standards under the National Ambient Air Quality Standards for ozone and fine particles promulgated by the U.S. Environmental Protection Agency, or the EPA, and (2) various legislative and regulatory measures in the United States whichthat are under review, discussion or implementation to address greenhouse gasGHG emissions. In Mexico, we adhere to the comprehensive responsibility program promoted by the Mexican National Chemical Industry Association (Asociació(Asociación Nacional de la Industria Química de Mexico – ANIQ), which is based on the responsible care standard usedadopted in the United States and Canada. We are also signatories of the Responsible Care program in the United States and Brazil that was launched by certain entities of the chemical industry sector worldwide.

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CostsSuch existing stringent environmental and related regulations require significant capital expenditures, relating toincluding investments, waste and wastewater treatment, emissions management, environment licenses, environmental health or safety matters are subject toliabilities and other environmental expenditures. In addition, evolving regulatory requirements and will dependcould require significant additional capital expenditures depending on the timing of the promulgationadoption and enforcement of specific standards which impose theimposing such requirements. Moreover,In addition, changes in environmental regulations could inhibit or interrupt our operations or require modifications to our facilities. Accordingly, environmental, health or safety regulatory matters may result in significant unanticipated costs or liabilities.

We manufacture products that are subjectmay also, from time to the risk of fire, explosions and other hazards.

Our operations are subject to hazards, such as fires, explosions and other accidents, associated with the manufacture of petrochemicals and the storage and transportation of feedstock and petrochemical products. These hazards can cause personal injury and loss of life, severe damage to or destruction of property and equipment and environmental damage. A sufficiently large accident at one of our plants or storage facilities could force us to suspend our operations temporarily and result in significant remediation costs and lost net sales revenue. See also “—Our Polyolefins Unit and Vinyls Unit depend on our basic petrochemicals plants to supply them with their ethylene and propylene requirements.”

Although we maintain insurance coverage for losses due to fire damage and for losses of income resulting from shutdowns due to fire, explosion or electrical damage, those insurance proceeds may not be available on a timely basis and may be insufficient to cover all losses, which could have a material adverse effect on our financial performance.

Unfavorable outcomes in pending or future litigation may reduce our liquidity and negatively affect our financial performance and financial condition.

We are, and in the future maytime, be involved in numerous tax, civilcertain claims, disputes or litigation proceedings concerning environmental risks and labor disputes,liabilities, health and safety hazards, among others, involving monetary claims. If unfavorable decisions are rendered in one or more of these lawsuits, we could be required to pay substantial amounts. For some of these lawsuits, we have not established any provision on our balance sheet or have established provisions only for part of the amounts in question, based on our judgments as to the likelihood of winning these lawsuits.

In July 2015, two putative class action lawsuits were filed against us and certain of our then-current and former officers and directors, or the Defendants, in the United States District Court for the Southern District of New York. The lawsuits were subsequently consolidated under the caption In re Braskem, S.A. Securities Litigation, No.15-cv-5132. In November 2015, Boilermaker-Blacksmith National Pension Trust, or the Lead Plaintiff, filed a consolidated class action complaint, which asserted claims under Section 10(b) and Section 20(a) of the Exchange Act, on behalf of a putative class of purchasers of our American Depositary Receipt, or ADRs, from June 1, 2010 to March 11, 2015. In the operative complaint, the Lead Plaintiff alleges that the Defendants made misrepresentations or omissions that inflated the price of our stock in violation of U.S. securities laws. We filed a motion to dismiss on July 6, 2016. On March 31, 2017, the court ruled on the motion to dismiss, granting it in part and denying it in part. With respect to the remaining claims, the class action is now in the discovery stage. The parties are also currently engaged in settlement negotiations and have signed a proposed settlement agreement and submitted it to the U.S. court for preliminary approval on September 14, 2017. Under the terms of the proposed settlement, we would pay US$10million to resolve all claims of the settlement class consisting of purchasers of our ADRs during the period from July 15, 2010 through March 11, 2015, that arise out of or relate to the subject matter of the class action, with the exception of any such claims belonging to purchasers who file valid and timely requests to opt out of the settlement class. We have made no admission of any wrongdoing or liability as part of the proposed settlement, and it is subject to a number of conditions, including court approval. Furthermore, we may be named as a defendant in other legal actions, and we may be required, in accordance with any applicable legal and regulatory limits, to indemnify directors, officers and employees that are defendants in this securities class action and any other related actions that may arise in the future. This litigation has required and may continue to require significant time and attention in the future.others. For more information, about our legal proceedings,please see “Item 8. Financial Information—Information––Legal Proceedings.”.

Labor unrest may materially and adversely affect our operations.

Labor unrest in our plants and facilities may have a material adverse effect on our financial condition or results of operations. For example, in August 2010, the unionized employees at our Neal, West Virginia plant went on strike. During the strike, the plant operated under the supervision of management until May 2011, when Braskem America entered into a new collective bargaining agreement. Although we believe that we maintain good relations with our employees, future labor actions, including strikes, could have a material adverse effect on our financial performance.

Natural disasters, severe weather and climate conditions could have a material adverse effect on our overall business.

Some of our facilities are located in places that could be affected by natural disasters, such as floods, earthquakes, hurricanes, tornados and other natural disasters, which could disrupt our operations or the operations of our customers and could damage or destroy infrastructure necessary to transport our products as part of the supply chain. Such events could require maintenance shutdowns, delay shipments of existing inventory or result in costly repairs, replacements or other costs, all of which could have a material adverse effect on our financial performance.

While our energy risk policy dictates that we purchase energy in advance at fixed prices through long-term contracts, the majority of Brazilian power generation capacity is provided by hydroelectric generation facilities. If the amount of water available to energy producers becomes scarce due to drought or diversion for other uses, the cost of energy may increase. Such conditions could have a material adverse effect on our sales and margins.

We could be materially adversely affected by the impacts of the Global Settlement.

In the context of allegations of improper payments in connection with theso-called Operation Car Wash in Brazil, we engaged the Expert Firms to conduct the Investigation and report their findings. We have cooperated with governmental authorities in several jurisdictions, including the U.S. Department of Justice, or the DoJ, the U.S. Securities and Exchange Commission, or the SEC, Brazil’s Federal Prosecutor’s Office (Ministério Público Federal), or the MPF, and Switzerland’s Office of the Attorney General, or the OAG. On December 14, 2016, we entered into a leniency agreement with the MPF or the Leniency Agreement,(the “Leniency Agreement”), which was ratified by the competent Brazilian court on June 6, 2017. On December 21, 2016, we filed a plea agreement in the United States District Court for the Eastern District of New York under which we agreed to plead guilty to aone-count criminal information charging our companyus with conspiracy to violate the anti-bribery provisions of the U.S. Foreign Corrupt Practices Act or the FCPA.(the “FCPA”). On the same date, we consented to the entry of a final judgment in a civil action brought by the SEC based on civil violations of the anti-bribery, books and records and internal accounting controls provisions of the FCPA. The competent federal courts in the United States approved the DoJU.S. Department of Justice (the “DoJ”) and SEC resolutions on January 26, 2017 and February 28, 2017, respectively. In addition, on December 21, 2016, the OAG closed its investigation of these matters. We refer to these actions as the Global Settlement.

Under the Global Settlement, we agreed to pay to the governmental authorities in these jurisdictions an aggregate amount of approximately US$957 million (equivalent to approximately R$3.1 billion)., based on the exchange rate of R$3.27 per U.S. Dollar, applicable at the time of the negotiation.

OfThe MPF will distribute the totalmajority of the amount payable pursuantit receives as restitution to third parties for damages caused by the misconduct. Pursuant to the Global Settlement, we have already paid approximately R$1.3 billion, as follows:

US$94.9 million (R$296.6 million) to the DoJ on February 8, 2017;

US$65.0 million (R$206.5 million) to the SEC on April 27, 2017;

CHF30.2 million (R$104.3 million) to the OAG on June 27, 2017; and

R$736.4 million to the MPF on July 6, 2017.

The aggregate amount of approximately R$1.8 billion outstanding pursuantagreed to communicate with other public authorities or entities, as well as stated-owned companies and mixed-capital companies with which Braskem enters into discussions to address the facts under the Global Settlement will be paidand avoid making duplicate restitution payments. In this context, as announced to the market on July 10, 2018, and disclosed in a material fact on May 27, 2019, we have cooperated and engaged in negotiations with the Ministry of Transparency and Controllership (CGU) and the Office of the Attorney General (AGU) in Brazil, and our Board of Directors approved the signing of a leniency agreement with the CGU and the AGU (the “CGU/AGU Agreement”).

The CGU/AGU Agreement, in the following manner:

CHF64.3 millionamount of R$2.9 billion, to be adjusted by the OAG in four equal annual and successive installments of CHF16.1 million due on June 30 of each year commencing in 2018; and

approximately R$1.6 billion to the MPF in six equal annual installments, adjusted for inflation by the variation in the Broad Consumer Price Index (Índice Nacional de Preços ao Consumidor Ampliado), or IPCA, due on January 30 of each year commencing in 2018. As guarantee for payment of the outstanding installments, Braskem has provided fixed assets in an amount corresponding to one annual installment.

The Global Settlement may have a material adverse effect on our business, reputation, financial condition, financial instruments and operational results, as well as onSELIC rate, addresses the liquidity and price of our securities, including our class A preferred shares and ADSs. Furthermore, the negative publicity resulting from the Global Settlement, the facts made public through our plea agreement in the United States, and thesame facts that will be made public whenare the Leniency Agreement with the MPF is ultimately disclosed, could have a material adverse impact on our business, including reducing the demand for our products,our financial instruments and other effects that currently cannot be estimated or measured. In addition, other authorities with jurisdiction over our company may seek to impose additional monetary sanctions or fines or commence new investigations against us. Finally, as a resultobject of the Global Settlement we mayexecuted in December 2016 with the Brazilian Federal Prosecution Office (MPF), the DoJ, the SEC and the Swiss Office of the Attorney General (“Global Settlement”). Of this amount, R$2.5 billion will be barred from entering into certain agreements with governmental authorities, and may be subjectoffset by the amount that Company already had undertaken to increased operating costs in connection with our obligations to improve our governance and anti-corruption practices, includingpay under the cost of required external monitorship.

Under the termsscope of the Global Settlement, resulting in an additional disbursement of R$410 million.

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As of December 31, 2021, we are requiredhad paid R$2.8 billion, as follows:

·R$559.9 million to the AGU, CGU and MPF;
·R$296.7 million (US$53.2 million) to the DoJ;
·R$407.3 million (CHF94.5 million) to the OAG;
·R$1,282.5 million to the MPF; and
·R$206.5 million (US$37.0 million) to the SEC

There is still R$1.1 billion under the MPF Agreement and CGU/AGU Agreement, in four annual installments adjusted by the variation in the SELIC rate and due by January 30, 2025. To guarantee payment of these upcoming installments, Braskem gave as collateral assets from its property, plant and equipment corresponding to one annual installment.

By reason of the Global Agreement, we will continue to cooperate with these relevant governmental authorities and improve our governance and anti-corruption compliance practices. We will also beOver the three years between 2017 and 2020, we were subject to external monitorshipindependent monitoring as a result of the Agreements. Such monitors were responsible for a period of three years, during which time the monitor will assessverifying compliance with the Global Settlement, includingAgreement, as well as the effectiveness of our internal controls, policies and procedures to reduce the risk of anynon-compliance with anti-corruption violations. The monitorship period may be terminated early or extendedlaws.

In March 2020, based on the certification report issued by the independent monitors who have monitored us for up to one year at the authorities’ discretion depending onpast three years, the MPF confirmed the monitoring conclusion, the effectiveness of our compliance program and compliance with the obligations of the MPF Agreement. Later, on May 13, 2020, the DoJ and the SEC confirmed the end of the monitoring provided for in the agreements with such authorities.

We remain under external monitoring with the AGU/CGU until the end of 2022. At this time, all compliance obligations are being met as recommended by the authorities.

The Global Settlement. We have retained monitors pursuantSettlement does not prevent Braskem from being held liable to any legitimate third party, which may seek indemnification for damages for the facts subject to the

agreements, including other authorities with jurisdiction over us may seek to impose monetary sanctions or fines on, or to initiate investigative proceedings against us, which could adversely affect our results of operations and financial condition.

We cannot guarantee that the total amount agreed will be sufficient to fully repair any harm.

Unfavorable outcomes in pending or future litigation may reduce our liquidity and negatively affect our financial performance and financial condition.

We are, and in the future may be, involved in numerous tax, civil and labor disputes, among others, involving monetary claims. If unfavorable decisions are rendered in one or more of these lawsuits, we could be required to pay substantial amounts. For certain of these lawsuits, we have not established any provision on our balance sheet or have established provisions only for a portion of the Global Settlement,amounts in controversy, based on our judgments as to the risk of loss for these lawsuits.

In July 2015, two putative class action lawsuits were filed against us and certain of our then-current and former officers and directors, or the Defendants, in the United States District Court for the Southern District of New York, or the U.S. Court. The Lead Plaintiff, Boilermaker-Blacksmith National Pension Trust, alleged that the Defendants made misrepresentations or omissions that inflated the price of Braskem S.A.’s stock in violation of U.S. securities laws.

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On February 21, 2018, a hearing was held in which a decision was handed down for the final approval of the agreement regarding the entire class of investors and the dismissal of the case, and such agreement does not represent the admission of any wrongdoing or liability by Braskem. Said decision became final and unappealable.

On August 25, 2020, a lawsuit was filed against us and some of our current and former executives in the District Court of New Jersey, in the United States, on behalf of an alleged class of investors who acquired Braskem’s securities. The action is grounded in the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”), and its rules, based on allegations that the defendants made false statements or omissions related to the geological event in Alagoas. On January 15, 2021, the court named two plaintiffs to act as lead plaintiffs in the action. On April 28, 2021, a lead plaintiff filed a consolidated petition with its initial arguments, defining as relevant period the acquisition of our securities between March 21, 2019 and July 8, 2020. We engaged a U.S. law firm to represent us in the class action and presented a motion to dismiss, which is pending review by the court.

Our management, based on its assessment and that of its external legal advisors, and given the initial phase of the class action mentioned above, considers it is not possible at the moment to reliably estimate the potential amount involved.

We cannot reliably predict the future developments of this matter or the expenses arising from it, including rates and costs in solving the dispute.

In the context of the geological events occurred in Maceio, we entered into agreements for the termination of three public-interest civil actions (ACP Labor, ACP Socio-environmental and ACP of Residents). The terms of the settlements were as follows:

·ACP Labor settlement: we committed to investing R$40 million to fund a Business Recovery and Promotion of Educational Activities Program for residents and workers in the districts of Mutange, Bom Parto, Pinheiro and Bebedouro in Maceió, in the state of Alagoas. This agreement has been fulfilled in its entirety.
·ACP of Residents settlement: we committed to supporting the relocation and compensating residents, merchants, business owners and property owners located in the risk areas defined in the Civil Defense Map subject to relocation, by offering proposals for financial compensation and entering into individual agreements ratified in court (as of December 31, 2021, the risk area encompasses approximately 15,000 properties); and
·ACP Socio-environmental settlement: we committed to (i) adopting the necessary measures to stabilize the cavities and monitor the soil, implementing the measures of the mine closure planning presented to ANM and subject to its approval; (ii) repairing, mitigating or compensating potential environmental impacts and damages resulting from the mining activities (salt extraction) in the city of Maceió, to be defined by an Environmental Diagnosis developed by an expert and independent company approved by the Prosecutor’s Office; (iii) allocating R$1.28 billion to implement measures in the vacated area, actions related to urban mobility and to compensate potential socio-urbanistic impacts and damages; and (iv) allocating R$300 million for social collective moral damages.

It is not possible to anticipate all the new claims, for indemnity or other natures, which may be presented by individuals or groups who understand that they have been approvedsuffered impacts and/or damage in any way related to the geological phenomenon and the vacancy of risk areas. We are still facing (see Note 26 to our audited consolidated financial statements included elsewhere in this annual report) and may face several lawsuits, including individual lawsuits filed by individuals or legal entities not served by the relevant authorities. The monitorsPCF or that disagree with the individual proposal agreement, new collective demands and claims filed by public service concessionaires, so it is not possible to estimate the number of possible claims, their nature or amounts involved, nor their outcome. We cannot assure you that there will be no future developments relating to the geological event in Alagoas, or the relocation program and measures related to vacated areas and its surroundings.

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For more information about our legal proceedings, see “Item 8. Financial Information—Legal Proceedings.”

Labor strikes may recommend changesmaterially and adversely affect our operations.

Labor strikes in our plants and facilities may have a material adverse effect on our financial condition or results of operations. Future labor actions, including strikes, could have a material adverse effect on our financial performance.

Natural disasters, severe weather and climate conditions, or health epidemics could have a material adverse effect on our overall business.

Some of our facilities are located in places that could be affected by natural disasters, such as floods, earthquakes, hurricanes, tornados and other natural disasters, which could disrupt our operations or the operations of our customers or suppliers and could damage or destroy infrastructure necessary to transport our policies and procedures, which we must adopt unless they are unduly burdensome or otherwise inadvisable, in which case we may propose alternatives that the authorities may choose to accept. Operating under the oversightproducts as part of the monitors will likelysupply chain. Additionally, other unanticipated problems such as health epidemics or pandemics, including the COVID-19 outbreak that began in China and spread to the rest of the world, could also cause operational disruptions of varied duration. Such events could require the assumptionmaintenance shutdowns, delay shipments of additional responsibilities by members ofproducts or supplies or result in costly repairs, replacements or other costs, which could have a material adverse effect on our management. We currently cannot estimate the costsfinancial performance.

Our energy risk policy dictates that we are likely to incurpurchase energy in connection with compliance with the Global Settlement, including the implementation of the recommended changes, if any, to our policies and procedures as required by the monitors.advance at fixed prices through long-term contracts. However, the costsmajority of Brazilian power generation capacity is provided by hydroelectric facilities. If the monitorshipamount of water available to energy producers becomes scarce due to drought or diversion for other uses, the cost of energy may increase and our policy of purchases in advance at fixed prices through long-term contracts may be ineffective. In addition, if the amount of water available to industrial facilities becomes scarce, there may be a need to reduce production at the affected sites. Such conditions could be significanthave a material adverse effect on our sales and could negatively impact our company by requiring the efforts of our management team, diverting attention from our ordinary business operations.margins.

Compliance and Control Risks

We could be materially affected by violations of the U.S. Foreign Corrupt Practices Act,FCPA, the Brazilian Anti-CorruptionAnti-Corruption Law and similar anti-corruption laws.

We, our subsidiaries and our joint venture partners are subject to a number of anti-corruption laws, including Law No. 12,846/2013, or the Brazilian Anti-Corruption Law, which became effectiveentered into effect on January 28, 2014, the U.S. Foreign Corrupt Practices Act, or the FCPA and various other anti-corruption and anti-bribery laws of other jurisdictions.

The FCPA, the Brazilian Anti-Corruption Law and similar anti-bribery laws in other jurisdictions generally prohibit companies and their intermediaries from making improper payments to government officials or other persons for the purpose of obtaining or retaining business. Violations of these laws may result in criminal or civil sanctions, inability to do business with existing or future business partners, injunctions against future conduct, profit disgorgements, disqualifications from directly or indirectly engaging in certain types of businesses, the loss of business permits or other restrictions which could have a material adverse effect on our business, financial condition, results of operations or liquidity. Furthermore, the Brazilian Anti-Corruption Law provides for joint and several liabilities between companies of the same economic group. See “—We could be materially adversely affected by the impacts of the Global Settlement.”

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For example, in light of the allegations of undue payments related to the Ethylene XXI project, which were originally published in the media in Mexico and were included in the testimony by the former CEO of Pemex to the Office of the Attorney General of Mexico, Braskem S.A., together with Braskem Idesa, in compliance with the standards established by Braskem’s Global Compliance System Policy and Braskem Idesa’s governance guidelines, approved the engagement of a U.S. law firm to conduct an independent internal investigation of the allegations. The investigation was concluded in February 2022 and did not find evidence to support the allegations by the former CEO of PEMEX regarding allegedly improper payments in connection with, or otherwise related to, the Ethylene XXI project.

Climate change may negatively affect our business, financial condition, results of operations and cash flow.

A considerable number of experts, international organizations, regulators and other analysts argue that global climate change has contributed, and will continue to contribute, to the increase in the unpredictability, frequency and severity of natural disasters (among but not limited to hurricanes, droughts, tornadoes, freezes, other storms and fires) in some parts of the world. As a result, several legal and regulatory measures, in addition to social measures, have been and will be established in several countries to reduce carbon and other GHG emissions and combat climate change globally. Such reductions in GHG emissions is expected to lead to an increase in energy, transport and input costs, in addition to requiring us to make additional investments in facilities and equipment. It is not possible to predict the impact of global climate change, if any, or legal, regulatory and social measures in response to climate change concerns, and whether such factors could negatively affect the business, financial condition, results of operations and operating cash flows.

Also, several countries are evaluating and seeking to implement carbon pricing policies for carbon emitting companies that are producers in these countries or that export products to these countries. If this occurs, our costs may be negatively impacted as we, as a petrochemical company, have a material carbon footprint.

Laws and regulations that seek to reduce GHG may be defined in the future, which could have a material adverse impact on our operating results, cash flows and financial condition. One of the possible effects of the increase in requirements related to the reduction of GHG emissions is the increase in costs, mainly due to the demand for the reduction of fossil fuel consumption and the implementation of new technologies in the production chain.

Additionally, the difficulty of adapting to climate change and reducing the emission of GHG in production processes and the value chain could negatively affect our business, financial condition, results of operations and cash flow.

We are exposed to behaviors of our employees andnon-employees that may be incompatible with our ethics and compliance standards, and failure to timely prevent, detect or remedy any such behavior and/or process vulnerabilities may have a material adverse effect on our results of operations and financial condition.

Our business, including our relationships with third parties, is guided by ethical principles. We have adopted a Policy on Compliance in Acting Ethically with Integrity and Transparency, and several internal policies designed to guide our management, employees and counterparties and reinforce our principles and rules for ethical behavior and professional conduct. We maintain an independent whistleblower channel (denominated “Ethics Line”) managed by a third party available for employees andnon-employees (including third parties). Every whistleblower complaint is investigated and submitted for evaluation by our Ethics Committee.

We are subject to the risk that our employees, counterparties or any person doing business with us may engage in fraudulent activity, corruption or bribery, circumvent or override our internal controls and procedures or misappropriate or manipulate our assets for their personal or business advantage. In the event that we believeInvestigations conducted by us internally or have reason to believe that our employees or agents have or may have violatedthrough outside counsel on potential violations of any applicable anti-corruption laws, including the FCPA we may be required to investigateby our employees or have outside counsel investigate the relevant facts and circumstances, whichagents can be expensive and require significant time and attention from senior management. We have in place a robust Compliance andOur Anti-Corruption Program being implemented through every area of our company, including several processesmay not be completely effective for identifying, monitoring and mitigating these risks, but such programrisks.

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In the future, we may not be completely effective.

Asrequired to conduct additional procedures and analyses with respect to our internal processes and controls that may lead to a delay in the conclusion of our audited financial statements and, as a result, of the Investigation, we determined that material weaknessesprevent us from filing future annual reports in our internal control over financial reporting as of December 31, 2016 existed. We identified material weaknesses relateda timely manner. Any failure to (i) our control environment and anti-corruption compliance controls and programs designed to prevent and detect violations of the FCPA and other applicable anti-corruption laws, (ii) the review and approval of reconciliation and manual payments, and (iii) the review of the ledger accounts used to record accruals and payments of commissions. These material weaknesses were identified primarily because a number of deficiencies in controls and errors were detected during the Investigation.

We subsequently identified an additional material weakness related to (iv) the review and monitoring overin-transit inventory for naphtha imports processed by our subsidiary, Braskem Netherlands. This material weakness was identified during the financial statement audit performed for Braskem Netherlands. And we additionally identified a material weakness related to (v) classification between long and short-term debt obligations in Braskem’s subsidiary, Braskem Idesa.

A material weakness is defined as a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement oftimely file our annual or interim consolidated financial statements will not be prevented or detected on a timely basis.

We are currently implementing several remediation efforts to improve our governance and compliance systems. See “Item 4. Information on the Company—Compliance.” However, such improvements may not be completely effective, and certain of our employees andnon-employees may behave in a manner that is incompatible with our ethics and compliance standards. In addition, we may make accounting errors in our future financial reporting, and we cannot be certain thatreports in the future additional material weaknesses in our internal control over financial reporting will not exist. Any failure—real or perceived—to follow our compliance principles or to comply with applicable governance or regulatory obligations could harm our reputation and image, limit our ability to obtain financing and otherwisemay have a materialan adverse effect on our results of operations and financial condition.business.

If we are unable to comply with the restrictions and covenants in the agreements governing our indebtedness, there could be a default under the terms of these agreements, which could result in an acceleration of payment of funds that we have borrowed and could affect our ability to make principal and interest payments on our debt obligations.

Any default under the agreements governing our indebtedness that is not cured or waived by the required lenders or noteholders could result in the holders of any such indebtedness accelerating the payment of amounts outstanding, which could make us unable to pay principal and interest on those and other debt obligations. If we are unable to generate sufficient cash flow and are otherwise unable to obtain funds necessary to meet required payments of principal and interest on our indebtedness, or if we otherwise fail to comply with the various covenants in the agreements governing our indebtedness, (including covenants in the project finance debt related to our Mexico Complex), we could be in default under the terms of such agreements. In the event of such default:

·the holders of such indebtedness could elect to declare all the funds borrowed thereunder to be due and payable, together with accrued and unpaid interest;
·the lenders or noteholders under such agreements could elect to terminate their commitments thereunder and cease making further loans;
·the acceleration under such indebtedness may trigger cross-acceleration provisions under other financing arrangements entered into by us; and
·we could be forced into bankruptcy or liquidation.

In addition, certain of our contractual arrangements, including debt obligations, contain change of control provisions that, together with a ratings downgrade due to such a change of control, provide our counterparties with a termination right or the ability to accelerate the maturity of our indebtedness with them in the event of a change of our control without their consent. These provisions would be triggered in the event Novonor ceases to own, directly or indirectly, capital stock representing more than 50% of the voting power of our capital stock outstanding, or if its control power is reduced, and if because of such a change of control our ratings are downgraded under certain thresholds. As a result, if Novonor ceases to control, or in some cases, own a certain percentage of our common shares, whether as a result of the Novonor Judicial Restructuring Proceedings (or agreements entered into within the context of the Novonor Judicial Restructuring Proceedings) that result in a ratings downgrade, an alternative sale, foreclosure by secured creditors, reorganization, restructuring or other similar circumstance in connection with the Novonor Judicial Restructuring Proceedings or otherwise, if appropriate consents or waivers are not obtained, such counterparties could terminate such contracts or accelerate the maturity of such financing arrangements. The termination of any of our contractual arrangements or the acceleration of the maturity of any of our financing arrangements could have a material adverse effect on our business, financial condition, results of operations and cash flows, and ultimately result in the cross-acceleration of all of our indebtedness.

Furthermore, pursuant to the indentures governing our 3.50% Notes due 2023, 6.45% Notes due 2024, 4.50% Notes due 2028, 4.500% Notes due 2030, 7.125% Notes due 2041, 5.875% Notes due 2050 and Subordinated Resettable Fixed Rate Notes due 2081, a change of control with a ratings decline would require a repurchase of any such outstanding notes, plus accrued and unpaid interest, if any, to the repurchase date.

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Unauthorized disclosure or loss of intellectual property, trade secrets, other sensitive business or personal information, or disruption in information technology by cyberattacks or other security breaches, as well as our failure to comply with data protection laws and information security requirements can subject us to significant penalties or liability and can adversely impact our operations, reputation, and financial results.

We collect, store, process, and use certain confidential information and other personal data in connection with our business operations. We must ensure that any personal data activity such as processing, collection, use, storage, dissemination, transfer and disposal of data for which we are responsible complies with relevant data protection and privacy laws. The protection of information relating to our business partners (customers and suppliers), employees and confidential information related to our business is critical to us. We rely on commercially available systems, software and monitoring tools to provide secure processing, transmission and storage of relevant information, such as business confidential information and personal data including sensitive information.

The Brazilian Constitution, Law No. 10.406/2002 (Civil Code), Law No. 8.078/1990 (Consumer Protection and Defense Code), Law No. 12.965/2014 (Brazilian Civil Rights Framework for the Internet), Decree No. 8771/2016 and the recent Law No. 13.709/2018 (Brazilian General Data Protection Law or LGPD), which entered into force on September 18, 2020, are the main laws governing the practice of processing personal data in Brazil.

The LGPD is a comprehensive legislation, which regulates practices related to the processing of personal data, through a set of rules that impacts all sectors of the economy and organizations of all sizes, both digitally and physically. The LGPD establishes a new legal framework to be observed in personal data processing transactions and provides, among other measures, the duty of transparency on the part of the data controller, the rights of the holders of personal data, hypotheses in which the processing of personal data is allowed (legal bases), obligation to designate a data controller, rules related to information security, incidents involving personal data, requirements and obligations related to international data transfer and data sharing. The LGPD also provides for administrative sanctions that can be applied in case of non-compliance with its provisions by the National Data Protection Authority (“ANPD”), responsible for preparing guidelines and supervising compliance with the law. Non-compliance with any provisions provided for in the LGPD may result in the following consequences: (i) the filing of lawsuits or administrative proceedings by individual or collective competent bodies seeking compensation for damages arising from violations, among others, that are based not only on the LGPD, but also on sparse or specific data protection regulation still in force; and (ii) the enforcement by consumer protection agencies of penalties provided for in the sparse data protection regulation, such indebtednessas those set forth in the Consumer Protection and Defense Code and the Brazilian Civil Rights Framework for the Internet, once that even before the LGPD enters into force and the ANPD is finally structured such agencies have already acted in this regard, mainly in cases concerning security incidents that result in improper access to personal data.

Since August 1, 2021, with the entry into force of the LGPD's administrative sanctions, if the ANPD understands that we are not in compliance with the LGPD, we may be subject to individual or cumulative sanctions, warning, requirement to disclose the incident, temporary blocking and/or exclusion of personal data to which the violation refers, daily fine, simple fine of up to 2% of the company, group or conglomerate's revenue in Brazil in its last fiscal year, excluding taxes, and up to the aggregate amount of R$50.0 million per infringement. In case of recurrence, more severe administrative penalties provided for in the LGPD may be applied, such as partial suspension of the database operation to which the infringement refers for a maximum period of six months, extendable for an equal period, until the regularization of the activity of processing by the controller, suspension of the exercise of the activity of processing the personal data to which the infringement refers for a maximum period of six months, extendable for an equal period or partial or total prohibition of the activities related to the processing of data.

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In addition, we may be held liable for material, moral, individual or collective damages caused to the holders of personal data, including when caused by our subsidiaries or by third parties that process personal data on our behalf or as controllers together with us due to non-compliance with the obligations provided by the LGPD. In this sense, we cannot guarantee that we will be successful in adapting our activities, procedures, documentation and the relationship with third parties hired by us to meet the high standards provided by the LGPD. Administrative sanctions or legal convictions may cause material financial impacts, in addition to adversely affecting our reputation in the market.

Even if we adopt practices in line with the provisions and obligations set forth in the LGPD, it cannot be guaranteed that the measures adopted to adapt our personal data processing activities will be considered adequate or sufficient by ANPD, by other public authorities, such as the Public Ministry and consumer protection bodies, or by the court.

Any additional privacy laws or regulations enacted or approved in Brazil or in other jurisdictions in which we operate could electseriously harm our business, financial condition or results of operations. On May 25, 2018, the Regulation No. 2016/279 of the European Parliament and of the Council of April 27, 2016 on the protection of personal data (the General Data Protection Regulation), or the GDPR, became directly applicable in all member states of the European Union. The GDPR has introduced new obligations relating to declare alldata privacy, control and retention, including, among others: (i) accountability and transparency requirements; (ii) enhanced data consent requirements; (iii) obligations to consider data privacy as any new products or services are developed and limit the funds borrowed thereunderamount of information collected, processed, stored and its accessibility; (iv) constraints on using data to profile data subjects; (v) providing data subjects with personal data in a useable format upon request and erasing personal data in certain circumstances; and (vi) reporting breaches without undue delay.

As we seek to expand our business and operations, we expect to be dueincreasingly subject to laws and payable, togetherregulations relating to personal data activity such as collection, use, retention, security, and transfer of our employee and customer data. These may change over time and may vary by jurisdiction, and it is possible they will be interpreted and applied in ways that will materially and adversely affect our business. Any failure—real or perceived—by Braskem to comply with accruedany applicable privacy or data protection-related laws and unpaid interest;regulations could cause our customers to reduce their use of our products and services.

Compliance with data protection laws requires us to expend resources to revise our procedures and policies. There are no guarantees that we have sufficient resources to comply with new regulations or to successfully comply with this changing regulatory environment. Further, there is a risk of improper implementation and sanctions or reputational damage for noncompliance, both of which could have a material adverse effect on our operations, financial condition, and prospects.

In addition, despite the information security measures that we have in place, our facilities and systems—and those of our third-party service providers—may be vulnerable to security breaches, cyberattacks (including ransomware and phishing), computer viruses, misplaced or lost data, programming or human errors, or other similar events. The ongoing military conflict between Russia and Ukraine has led to an increasing number of cyberattacks globally. Any security breach or perceived threat resulting in the loss or other unauthorized disclosure of confidential information could damage our reputation, expose us to litigation risk and liability, subject us to negative publicity, disrupt our operations and harm our business.

Cyberattacks or security breaches could compromise critical information and cause a disruption in our operations, which are heavily dependent on information technology and telecommunication systems and services. Information assets, including intellectual property, trade secrets, personal data and other business-sensitive critical information are an attractive asset to cyber criminals, cyberterrorism or other external agents. A significant cyberattack, a human error, including from our employees and partners, or obsolescence of technology could result in the loss of critical business information and/or negatively impact our operations, which could have a negative impact on our financial results.

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the lenders under such agreements could elect to terminate their commitments thereunder and cease making further loans; and

we couldOur own security measures cannot be forced into bankruptcy or liquidation.

Although our Mexico Complex is fully operational and Braskem Idesa has satisfied and continues to satisfy its debt service requirements and all other payment obligations under its US$3,194 million senior secured Syndicated Facility on a timely basis, certain defaults have occurredguaranteed and are continuing thereunder. These defaults givesusceptible to new cyberattacks. On October 4, 2020, we detected a cyberattack on our information technology environment.

There can be no assurance that Novonor will remain our controlling shareholder. Novonor and Petrobras may enter into transactions or other arrangements that may result in us not having a controlling shareholder. If no single shareholder or group of shareholders holds more than 50% of our voting stock or exercise a controlling interest, there may be increased opportunity for alliances between shareholders and conflicts between them.

Currently, Novonor, directly or through its wholly-owned subsidiary NSP Inv., owns 38.32% of our total share capital, including 50.11% of our voting share capital, and Petrobras holds 36.14% of our total share capital, including 47.03% of our voting share capital. Each of Novonor (our indirect controlling shareholder) and Petrobras are currently a party to a shareholders’ agreement governing the exercise of their voting rights, appointment of directors and officers and other matters related to our corporate governance and their interests in us. In the event there is a change in our corporate control, we may be subject to significant changes to our management, business plan and strategies, as well as to our current corporate governance practices, all of which may have a material adverse effect on our results of operations and financial condition.

In June 2018, we were informed by Novonor that discussions were being held between Novonor and LyondellBasell Industries N.V. (“LyondellBasell”) regarding a potential transaction involving the transfer to LyondellBasell of all of Novonor’s interest in us. In June 2019, we were informed by Novonor that such discussions for a change of control transaction with LyondellBasell had been terminated. Subsequently, on August 7, 2020, we received a correspondence from Novonor informing us that, in order to fulfill certain commitments assumed with bankruptcy and non-bankruptcy creditors, thereunderit had taken preliminary measures to structure a process for the rightprivate sale of up to voteits total equity ownership in us, which, if implemented, would have resulted in the change of our corporate control. We cannot assure you that Novonor will not re-initiate any similar discussions or processes regarding the potential sale of its equity interest in us.

In addition, as disclosed by us on December 16, 2021, we were notified by Novonor and Petrobras that each of their governance bodies approved, on December 15, 2021, the execution of a term sheet providing for Novonor’s and Petrobras’ mutual commitment to accelerate their debt under this facilitytake necessary measures that could, if implemented, ultimately result in a change of control of our company (the “Notice”).

Pursuant to the Notice, Novonor and exercise their remedies in respectPetrobras agreed to seek the adoption of the collateralnecessary measures: (i) for the facility,sale, through this secondary public offering, of up to all our class A preferred shares held directly or indirectly by them; (ii) to enable Braskem’s migration to the Novo Mercado listing segment of the B3, including in relation to necessary changes to Braskem’s corporate governance, which shall be subject to applicable approvals at the appropriate time and negotiation of a new shareholders’ agreement to conform their rights and obligations to such amended governance structure; and (iii) after the conclusion of Braskem’s potential migration to the Novo Mercado listing segment, carry out the sale of the remaining common shares held directly or indirectly by them and issued by us. We are unable to predict the result of the implementation of the commitments assumed, as well as their possible impacts. On January 28, 2022, we received a communication sent jointly by our shareholders Novonor and Petróleo Brasileiro S.A. whereby they decided to temporarily cancel the shares offering due to volatility conditions in the financial and capital markets. Also, Novonor and Petrobras ratified their interest in resuming the equity offering in the future, at a time when a more favorable economic situation with less volatility is verified, and the term sheet entered into between the parties remains in force and the commitment of both to dispose of their respective equity interests in the Company through a secondary public offering(s), in addition to taking all necessary measures to enable the Company to migrate to the Novo Mercado segment of B3, including the Mexico Complexnecessary amendments to its governance, as the studies in this regard being carried out by the Company and referred to in the outstandingmaterial fact disclosed on Form 6-K on December 16, 2021 are concluded and to the extent that market conditions are favorable. 

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If Braskem effectively migrates to the Novo Mercado in the future, all of our class A and class B preferred shares will be converted into common shares, resulting in Novonor no longer holding indirectly the majority of Braskem Idesa. Braskem Idesa has submitted requests for waiverour voting stock. Even if Novonor and Petrobras enter into a new shareholders’ agreement, the potential material sale of these defaultsour common shares held by either or both of them could leave Novonor and Petrobras with less than 50% plus one share of our voting stock.

Irrespective of whether the transactions described in the Notice are implemented, Novonor or Petrobras may initiate discussions regarding other transactions that could ultimately have similar effects in the future.

Should Novonor and Petrobras cease to and is currently negotiating such waiver with the intercreditor agent for this facility. However,hold more than 50% of our voting stock, there can be no assurance that the intercreditor agentinfluence by such shareholders will be maintained, including, without limitation, in relation to corporate governance, business plan, strategical, and key management matters. If a control group emerges with decision-making power over us, we may experience sudden and unexpected changes to our corporate governance and strategic policies, including through the replacement of directors and key executive officers.

The absence of a controlling shareholder or controlling group of shareholders may also affect our decision-making process, as the minimum quorum required by Brazilian law for certain decisions by shareholders may not be reached. In that case, we may be unable to effectively pursue our business plan and strategies. Additionally, we may be more vulnerable to a hostile takeover.

Additionally, all common and preferred shares issued by Braskem and held by NSP Inv. were pledged with fiduciary assignment (alienação fiduciária) as a collateral given under certain financing agreements entered into by Novonor and certain of its subsidiaries with specific non-bankruptcy creditors (credores extraconcursais). It is possible that, under certain circumstances, the pledge over such shares may be enforced, with the consequent sale of the shares, which could result in a change of Braskem's control and other consequences arising therefrom.

Any unexpected change to our management team, business plan and strategies, any dispute between our shareholders, or any attempt to acquire our control may divert our management’s attention and also have an adverse effect on our business plan, strategies, financial condition and results of operations.

Novonor and Petrobras have requested us to conduct studies for a potential migration of Braskem to the Novo Mercado listing segment of the B3, which, if completed, would lead to the conversion of all of our class A and class B preferred shares into common shares and the lenders will agreerevision of our corporate governance practices to extend such waiver, or if they agreeconform to extend such waiver, whether the waiver will include additional obligations with which Braskem IdesaNovo Mercado rules.

In order to be listed on the Novo Mercado listing segment of the B3, a company may only have common shares outstanding. If we were to migrate to the Novo Mercado listing segment of the B3, we would be required to comply.convert all of our class A and class B preferred shares into common shares. Such change to our capital structure would lead to significant changes to our corporate governance, which could have a potential impact on our ability to pursue and implement our business plan and strategies.

Our class A preferred shares may be converted into common shares that will be listed on the Novo Mercado listing segment of the B3 in Brazil. The changes to our corporate governance (including amendments to our by-laws) in connection with a potential migration to the Novo Mercado listing segment, as well as the terms and timing of such migration, including the conversion ratio of the class A and class B preferred shares into common shares, are still subject to studies, discussions and approvals involving us and our shareholders, and we cannot foresee or assure how this process will unfold or what its end result will be. The listing of our shares on the Novo Mercado listing segment of the B3 would require us to take certain steps related to corporate governance matters, including the approval, by our shareholders at a shareholders’ meeting, of the conversion of class A and class B preferred shares into common shares, migration to the Novo Mercado listing segment of the B3, and changes to our bylaws to comply with the Novo Mercado listing rules. In addition, pursuant to applicable Brazilian law, holders of our common shares are not entitled to the same dividend and liquidation preferences that holders of our preferred shares have.

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The intended corporate reorganization communicated by Novonor and Petrobras to us may not be approved or implemented, and the migration to the Novo Mercado listing segment of the B3 may not occur.

As disclosed by us on December 16, 2021, we were notified by Novonor and Petrobras that each of their governance bodies approved, on December 15, 2021, the execution of a term sheet providing for Novonor’s and Petrobras’ mutual commitment to take necessary measures that could, if implemented, lead to the migration of Braskem to the Novo Mercado listing segment of the B3 (the Notice, as defined above).

Pursuant to the Notice, Novonor and Petrobras agreed to seek the adoption of the necessary measures: (i) for the sale, through this secondary public offering, of up to all our class A preferred shares held directly or indirectly by them; (ii) to enable Braskem’s migration to the Novo Mercado listing segment of the B3, including in relation to necessary changes to Braskem’s corporate governance, which shall be subject to applicable approvals at the appropriate time and negotiation of a new shareholders’ agreement to conform their rights and obligations to such amended governance structure; and (iii) after the conclusion of Braskem’s potential migration to the Novo Mercado listing segment, carry out the sale of the remaining common shares held directly or indirectly by them and issued by us. We mayare unable to predict the result of the implementation of the commitments assumed, as well as their possible impacts. On January 28, 2022, we received a communication sent jointly by our shareholders Novonor and Petróleo Brasileiro S.A. whereby they decided to temporarily cancel the shares offering due to volatility conditions in the financial and capital markets. Also, Novonor and Petrobras ratified their interest in resuming the equity offering in the future, at a time when a more favorable economic situation with less volatility is verified, and the term sheet entered into between the parties remains in force and the commitment of both to dispose of their respective equity interests in the Company through a secondary public offering(s), in addition to taking all necessary measures to enable the Company to migrate to the Novo Mercado segment of B3, including the necessary amendments to its governance, as the studies in this regard being carried out by the Company and referred to in the material fact disclosed on December 16, 2021 are concluded and to the extent that market conditions are favorable.

A potential migration of Braskem to the Novo Mercado listing segment of the B3 is subject to certain measures and steps that would need to obtain waivers underbe taken and conditions that would need to be fulfilled, many of which are outside our other indebtednesscontrol, including the satisfactory conclusion of the current studies being conducted by us, as well as the approval by the applicable listing commission of the B3, the approval by our shareholders at a general shareholders’ meeting of Braskem’s revised by-laws to avoid being in default. If we breach any covenants under anycomply with the Novo Mercado listing rules, and the approval by the holders of our debt instrumentsclass A and seekclass B preferred shares at a waiver,separate shareholders’ meetings for each class.

As a result of the foregoing, we may not able to migrate to the Novo Mercado listing segment of the B3 in a timely manner, or at all.

We expect to lose the right of preference set forth in the current shareholders’ agreement with respect to new business opportunities in the petrochemical sector, and as result, Petrobras, which is our largest supplier of raw materials in Brazil, will be able to obtaininvest in the petrochemical sector independently from us and without first giving us a waiverpreference to do so.

Novonor and Petrobras are currently parties to a shareholders’ agreement that provides, among other matters, for the commitment between them to use their best efforts in the development of new business opportunities in the “petrochemical sector” (defined as business opportunities that involve: (i) the use of ethylene and propylene for the manufacture of PE, PP, PVC and cumene; (ii) petrochemical investments for the production of butadiene, paraxylene, PE, PP, PVC, cumene, PTA and PET, as well as the sale of these products; (iii) investments based on pyrolysis of hydrocarbons for the petrochemical industry; and (iv) other investments or products that Novonor and Petrobras may agree in good faith to include in the definition of the “petrochemical sector” relating to new production processes that may be developed in the future), with a right of preference given to us.

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Subject to some exceptions related to specific projects, if there is a direct or indirect business initiative, opportunity, undertaking, investment or participation that each of Novonor or Petrobras intends to pursue in the petrochemical sector (an “Opportunity”) that overlaps with certain objectives described in such shareholders’ agreement, the party that identified the Opportunity (the “Identifying Party”) shall grant Braskem a preference to explore the Opportunity.

If we do not express an interest in exercising the right of preference over a given Opportunity, and the Identifying Party subsequently decides to pursue such Opportunity, the Identifying Party shall offer us the right to market the products related to the Opportunity under mutually satisfactory market conditions.

On December 15, 2021, Novonor and Petrobras entered into an amendment to such shareholders’ agreement, generally providing that, if Braskem’s potential migration to the Novo Mercado listing segment of the B3 is not implemented, Braskem’s right of preference with regard to any future Opportunity will lapse by October 31, 2024. As a result, if the potential migration of Braskem to the Novo Mercado listing segment of the B3 is not completed by October 31, 2024, or, if before October 31, 2024 such migration is completed but such shareholders’ agreement expires or terminates for any reason and no new agreement on preference rights is agreed upon by the parties, Braskem would lose its right of preference with regard to any future Opportunity. The execution of such shareholders’ agreement amendment by Braskem, as an intervening party, is still subject to the appropriate governance approvals. On January 28, 2022, we received a communication sent jointly by our shareholders Novonor and Petróleo Brasileiro S.A. whereby they decided to temporarily cancel the shares offering due to volatility conditions in the financial and capital markets. Also, Novonor and Petrobras ratifeditheir interest in resuming the equity offering in the future, at a time when a more favorable economic situation with less volatility is verified, and the term sheet entered into between the parties remains in force and the commitment of both to dispose of their respective equity interests in the Company through a secondary public offering(s), in addition to taking all necessary measures to enable the Company to migrate to the Novo Mercado segment of B3, including making the necessary amendments to its governance, as the studies in this regard being carried out by the Company and referred to in the material fact disclosed on Form 6-K on December 16, 2021 are concluded and to the extent that market conditions are favorable.

The loss of the right of preference with regard to an Opportunity may result in a decision by Petrobras, which is Braskem’s largest supplier of raw materials in Brazil, to invest in the petrochemical sector, which may affect the implementation of our strategic and growth plans and adversely affect our revenues and results of operations.

We are subject to audit by the tax authorities in the jurisdictions in which we operate, which may adversely affect our operating results and financial condition.

We operate in and sell our products into several countries, such as Brazil, Argentina, Colombia, Chile, the United States, Germany, Netherlands, Mexico and Singapore, each with its own tax legislation and specific audit procedures. The tax legislations in each country are frequently ambiguous and subject to interpretation, which may lead to divergent views between the tax authorities in each country and us and/or our advisors.

We are routinely audited by the tax authorities in different countries and other sub-national authorities in Brazil and abroad. As a result of such audits, our tax positions may be questioned by the tax authorities. We cannot guarantee that we will make provisions in amounts sufficient for lawsuits resulting from inspection, nor that there will be no identification of additional tax exposure. As a result, the required lenders. If this occurs,increase in the amount of taxation as a result of disputes over our tax positions may adversely affect our business, operating results and financial condition.

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For more information on the impact of our tax disputes, see “Item 3. Key Information—Risks Relating to Us and the Petrochemical Industry—Unfavorable outcomes in pending or future litigation may reduce our liquidity and negatively affect our financial performance and financial condition” and “Item 8. Financial Information—Legal Proceedings.”

Changes in tax laws may result in increases in certain direct and indirect taxes, which could reduce our gross margin and negatively affect our overall financial performance.

We operate in several countries, such as Brazil, Argentina, Colombia, Chile, the United States, Germany, Netherlands, Mexico and Singapore. Besides, we wouldsell our products to several other countries through different commercial approaches.

Each of these countries has its own tax legislation, and these tax laws undergo frequent changes according to specific government purposes in each country. An example is the Brazilian government, which implements, from time to time, changes to tax regimes that may increase our and our customers’ tax burdens. These changes include modifications in the rate of assessments and, on occasion, enactment of temporary taxes.

We cannot predict the changes to Brazilian tax law or in any other jurisdiction in which we operate that may be proposed and enacted in default under such agreements, the lendersfuture. However, future changes in these tax laws may result in increases in our overall tax burden, which could exercise their rights or remedies, as described above,reduce our gross margin and we could be forced into bankruptcy or liquidation.negatively affect our overall financial performance.

Risks Relating to Brazil

Brazilian political, economic and economicbusiness conditions, and the Brazilian government’s economic and other policies, may negatively affect demand for our products as well as our net sales revenue and overall financial performance.

The Brazilian economy has been characterized by frequent and occasionally extensive intervention by the Brazilian government and unstable economic cycles. The Brazilian government has often changed monetary, taxation, credit, tariff and other policies to influence the course of Brazil’s economy. The Brazilian government’s actions to control inflation and implement other policies have at times involved wage and price controls, blocking access to bank accounts, imposing capital controls and limiting imports into Brazil.

Our results of operations and financial condition may be adversely affected by factors such as:

fluctuations in exchange rates;

exchange control policies;

interest rates;

inflation;

tax policies;

expansion or contraction of the Brazilian economy, as measured by rates of growth in GDP;

liquidity of domestic capital and lending markets; and

·expansion or contraction of the Brazilian economy, as measured by rates of growth in GDP, which is expected to slightly increase in 2022, when compared to 2021;
·fluctuations in exchange rates;
·exchange control policies;
·interest rates;
·inflation;
·tax policies;
·liquidity of domestic capital and lending markets; and
·other political, diplomatic, social, and economic and business developments in or affecting Brazil.
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Brazilian markets have been experiencing heightened volatility due to the uncertainties derived from the ongoing Car Wash investigation, which is being conductedcorruption investigations by the Federal Prosecutor’s Office under Operations Car Wash, Zelotes, Greenfield, Efficiency and itsothers, and their impact on the Brazilian economy and political environment. Certain current and former members of the Brazilian government and of the legislative branch, as well as former senior officers of the state-owned oil company and our shareholder Petrobras have faced allegations ofare being prosecuted for political corruption. These government officials and former senior officers allegedly accepted bribes by means of kickbacks on contracts granted by Petrobras to several infrastructure, oil and gas and construction companies, including Novonor, our controlling shareholder Odebrecht S.A.shareholder. We cannot currently predict how the Operation Car Wash investigation, related investigations and any future decisions and actions by authorities or developments in relation to our shareholders, may impact our company.us. The profits of these kickbacks allegedly financed the political campaigns of political parties of the current federal, state and city governments that were unaccounted for or not publicly disclosed, as well as served to personally enrich the recipients of the bribery scheme. As a result of the ongoing Operation Car Wash investigation, a number of current and former senior politicians, including congressman and officers of the major state-owned companies in Brazil resigned or have been arrested. Senior elected officials and other public officials in Brazil are being investigated for allegations of unethical and illegal conduct identified during the Operation Car Wash investigation.

The potential outcome of these investigations is uncertain, but they have adversely affected and we expect that they will continue to adversely affect the Brazilian markets and trading prices of securities issued by Brazilian issuers. We cannot predict whether the allegations will lead to further political and economic instability or whether new allegations against government officials or other companies in Brazil will arise in the future. In addition, we can neither predict the outcome of any such allegations nor their effect on the Brazilian economy. The development of those unethical conduct cases could have a material adverse effect.

In addition, the Brazilian economy continues to be subject to the effectspolitics have been characterized by considerable instability in recent years. The conviction of the outcome of Operation Car Wash. In May 12, 2016, the Brazilian Senate voted to beginFormer President Luiz Inácio Lula da Silva, its review of the impeachment proceedings against President Dilma Rousseff, who was suspended from office. After the legallater reversion and administrative process for the impeachment, Brazil’s Senate removed President Dilma Rousseff from office on August 31, 2016 for infringing budgetary laws. Michel Temer, the former vice president, who has run Brazil since Ms. Rousseff’s suspension in May 2016, was

sworn in by the Senate to serve out the remainder of the presidential term until 2018. However, in May 2017, President Michel Temer was accused of alleged political corruption in connection with theother potential ongoing Operation Car Wash. The resolution of thejudicial appeals may further increase political and economic crisisinstability. In addition, following a divisive presidential race, former Congressman Jair Bolsonaro became Brazil’s president on January 1, 2019. The political divisions in Brazil depends on the outcome of Operation Car Wash, including current investigations into President Michel Temer’s alleged involvement,that arose prior to 2018 elections will continue during 2022, when a new presidential election will occur. The presidential election outcomes could result in congressional deadlock, political unrest and approval of reformsmassive demonstrations and/or strikes that are expected to be promotedcould materially adversely affect our operations.

Additionally, uncertainties in due course. The President of Brazil has power to determine governmental policies and actions that relaterelation to the Brazilian economyimplementation by a new government of changes relating to monetary, tax, labor and consequently,pension funds policies as well as to the relevant legislation may contribute to economic instability. These uncertainties and measures adopted by the new administration could materially adversely affect theour operations and financial performancemay increase market volatility of businesses, including us. The impeachment proceedings against President Dilma RousseffBrazilian securities issued abroad.

Imports of suspension PVC from the United States and Mexico have adversely affected,been subject to anti-dumping duties of 16.0% and we expect18.0%, respectively, that they, together with the potential for future impeachment proceedings against President Michel Temer, will continue to adversely affectwere imposed by the Brazilian marketsForeign Trade Chamber (Câmara de Comércio Exterior, or “CAMEX”). Since 2008, imports of suspension PVC from China have also been subject to a duty of 21.6. In August 2020, the Brazilian government temporarily suspended the application of these measures due to doubts about the feasibility of China returning to export to Brazil. However, after a strong increase in Chinese imports, in September 2021, anti-dumping measures were reapplied at the request of Brazilian industry. The anti-dumping measures applied to suspended PVC imports from the United States and trading pricesMexico would initially expire in September 2021, but we requested the extension of securities issuedthese measures for additional 5 years. Currently, our request is under analysis by the Brazilian issuers, including us. We cannot predictgovernment until September 2022, when a decision must be taken. During this period, the effectsanti-dumping measures in question remain in effect. The anti-dumping measures applied to suspended PVC imports from China were recently renewed and remain in effect until August 2025.

Additionally, in December 2010, CAMEX imposed an anti-dumping duty of 10.6% on PP imports from the United States, which was extended in November 2016. In August 2014, the Brazilian government imposed anti-dumping duties on PP imports from South Africa, India and South Korea of 16.0%, 6.4% to 9.9%, and 2.4% to 6.3%, respectively. These measures were revised in 2020, when the Brazilian government decided to extend the anti-dumping measures applied to PP imports from India, reduce the duties applied to South Africa to 4.6%, and remove the duties applied to PP imports from South Korea. The anti-dumping measures applied to PP imports from the United States would expire in November 2021, but we requested the extension of these measures for additional 5 years. Currently, our request is under analysis by the Brazilian government until November 2022, when a decision must be taken. During this period, the anti-dumping measures in question remain in effect. The anti-dumping measures applied to PP imports from South Africa and India expire in December 2025.

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Finally, in December 2020, the Brazilian government temporarily reduced to 4%, for an initial period of three months initially, for a quota of 160,000 tons, the import tariffs levied on imports of PVC resins from countries that do not benefit from preferential import rates in Brazil. The Brazilian government extended such reduction in March 2021 for three additional months and 160,000 additional tons. In March 2021, the Brazilian government also temporarily reduced to 0%, for an initial period of three months, for a quota of 77,000 tons, the tariffs levied on imports of PP from countries that do not benefit from preferential import rates in Brazil. In November 2021, the Brazilian government enacted Resolution GECEX No. 269 providing for temporary reduction in Brazil by 10% of the recent and potential future impeachment proceedings andimport tax rates set forth in Resolution No. 125 of the Foreign Trade Chamber, of December 15, 2016. As a result, the current ongoing political uncertaintiesrates for PP, PE and PVC resins plummeted from 14% to 12.6%. The new rates came into force on November 12, 2021 and shall be effective until December 31, 2022, at first.

In 2019, 31.4% of Brazilian PE, PP and PVC resins were imported products, which reflected an 8.5% annual increase in the volume of resins imported.

In 2020, 32.4% of Brazilian economy.PE, PP and PVC resins were imported products, which reflected an 11% annual increase in the volume of resins imported.

In 2021, approximately 36.4% of Brazilian PE, PP and PVC resins were imported, which reflected a 17.1% annual increase in the volume of resins imported.

Changes in industrial policy and related actions undertaken by the Brazilian government and local state governments in Brazil may negatively affect demand for our products as well as our net sales revenue and overall financial performance.

We currently benefit from certain industrial policies and related actions undertaken by the Brazilian government and local state governments in Brazil intended to strengthen the domestic economy and certain local industries. Some of these policies and actions have recently included reductions in payroll taxes for plastic manufacturers, a program to improve the competitiveness of Brazilian producers in the export markets by refunding, in part or in full, the federal taxes levied on their export sale, intervention of the federal government to reduce incentives to imports at local ports, increases in import duties on certain products, including polyethylene, and the reduction in the rates of the Social Integration Program (Programa de Integração Social), or PIS,PIS), a federal value-added tax, and Contribution for Social Security Financing (Contribuição para Financiamento da Seguridade Social), or COFINS,COFINS), taxes on feedstock purchases by first- and second-generation petrochemical producers.producers, reduction of the tax burden and tax incentives in certain regions to foster local industries.

These taxes on feedstock purchase were set atIn July 2021, the President of Brazil sanctioned Conversion Bill No. 12/2021, arising from the approved amendments of Provisional Measure No. 1,034/2021, later converted into Law No. 14.183/2021, providing for the gradual reduction of the petrochemical industry special regime (REIQ) until January 1, 2025, when it shall be terminated.

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In December 2021, the Brazilian government issued Provisional Measure No. 1095/2021 amending Law No. 10,865, of April 30, 2004, and Law No. 11,196, of November 21, 2005, in order to extinguish REIQ’s special taxation regime, extinguishing it from April 1, 2022. In order to be effective, the Chamber of Deputies and the Federal Senate must approve such regulation by June 1, 2022. Pursuant to Brazilian laws, the provisional measure must be converted into law to continue to produce effects after it expires. In addition to following legislative proceedings in order to extend its effects, we are evaluating the filing of a ratelawsuit since the tax benefit was given for a certain and determinate term, which is protected under Article 178 of 5.6% for naphthathe Brazilian constitution and 9.25% for other feedstocks prior to June 2013, were lowered to 1% in 2015, increased to 3% in 2016 and 5% in 2017 and will be increased to 5.6% in 2018. by judicial precedent.

We cannot predict or control which policies will be renewed or discontinued and whether future changes to Brazilian industrial policy will be proposed and enacted in the future. If industrial policies that benefit us expire, or policies detrimental to us are implemented, our business, results of operations and financial condition may be adversely affected.

Fluctuations in thereal/U.S. dollar exchange rate could increase inflation in Brazil, raise the cost of servicing our foreign currency-denominated debt and negatively affect our overall financial performance.

The exchange rate between thereal and the U.S. dollar and the relative rates of depreciation and appreciation of thereal have affected our results of operations and may continue to do so.

The Brazilian currencyreal has been devalued on several occasions. Throughout the last several decades, the Brazilian government has implemented various economic plans and various exchange rate policies, including sudden devaluations, periodic mini-devaluations (during which the frequency of adjustments has ranged from daily to monthly), exchange controls, dual exchange rate markets and a floating exchange rate system. From time to time, there have been significant fluctuations in the exchange rate between the Brazilian currency and the U.S. dollar and other currencies. TheOn average, the real depreciated by 8.9% against the U.S. dollar14.5% during 2012,2018, depreciated by 14.6%7.9% during 2013,2019, depreciated by 13.4%30.7% during 2014,2020 and depreciated by 47.0%4.6% during 2015 and appreciated by 16.5% during 2016.2021.

Depreciation of thereal relative to the U.S. dollar also could result in inflationary pressures in Brazil by generally increasing the price of imported products and services. On the other hand, the appreciation of thereal against the U.S. dollar may lead to a deterioration of the country’s current account and the balance of payments and may dampen export-driven growth.

We had total foreign currency-denominated debt obligations, all of which were denominated in U.S. dollars, in an aggregate amount of R$18,176.346,743.5 million (US$5,577.18,376.2 million) as of December 31, 2016, representing 77.9% of our consolidated indebtedness, net of transaction costs. This indebtedness does not include (i)2021 (including an aggregate amount of R$852.612,311.5 million (US$261.62,206.2 million) outstanding as of December 31, 20162021 in connection with derivatives transactions [(including interest rate swaps, exchange rate swaps and currecny options) and (ii) an aggregate amount

of R$10,437.8 million (US$3,202.7 million) outstanding as of December 31, 2016 in connection with the Braskem Idesa Financing (as defined elsewhere in this annual report), which includes an aggregate amount of R$302.6 million (US$92.8 million) outstanding as of December 31, 2016,our secured debt related to a guarantee by Braskem S.A.our Mexico Complex), representing 98.6% of the Braskem Idesa Working Capital Facility (as defined elsewhere in this annual report). For more information regarding this facility, see “Item 5. Operating and Financial Review and Prospects—Indebtedness and Financing Strategy—Short-Term Indebtedness.”our consolidated indebtedness. As of December 31, 2016,2021, we had R$3,407.86,683.4 million (US$1,045.61,229.9 million) in foreign currency-denominated cash and cash equivalents, not including the aggregate amount of R$201.61,773.3 million (US$61.9317.8 million) of Braskem Idesa’s cash and cash equivalents.

A significant depreciation of thereal in relation to the U.S. dollar or other currencies could increase our financial expenses as a result of foreign exchange losses that we must record and could reduce our ability to meet debt service requirements of our foreign currency-denominated obligations. To enable us to more efficiently manage the effects of exchange rate fluctuations on our results, in 2013 we decided to designate part of our U.S. dollar-denominated liabilities as a hedge for our future exports. However, we cannot assure that the designation of part of our U.S. dollar-denominated liabilities as a hedge for our future exports will be enough to not affect our financial results.

The prices of naphtha, our most important raw material, and of some of our other raw materials, are denominated in or linked to the U.S. dollar. NaphthaFor the year ended December 31, 2021, naphtha accounted, directly and indirectly, for 42.7%37.0% of our consolidated cost of sales and services rendered in 2016.products sold. When thereal depreciates against the U.S. dollar, the cost inreais of our U.S. dollar-denominated and U.S. dollar-linked raw materials increases, and our operating income inreais may decrease to the extent that we are unable to pass on these cost increases to our customers.

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The Brazilian government’s actions to combat inflation may contribute significantly to economic uncertainty in Brazil and reduce demand for our products.

Historically, Brazil has experienced high rates of inflation. Inflation, as well as government efforts to combat inflation, had significant negative effects on the Brazilian economy, particularly prior to 1995. The inflation rate, as measured by the General Price Index—Internal Availability (Índice Geral de Preços—Disponibilidade Interna,), or theIGP-DI, “IGP-DI”), reached 2,708% in 1993. Although inflation rates have been substantially lower since 1995 than in previous periods,years, inflationary pressures persist. Inflation rates, as measured by theIGP-DI, were 8.1%negative 0.4% in 2012, 5.5%2017, 7.1% in 2013, 3.8%2018, 7.3% in 2014, 10.7%2019, 23.1% in 20152020 and 7.2%17.7% in 2016.2021. The Brazilian government’s measures to control inflation have often included maintaining a tight monetary policy with high interest rates, thereby restricting availability of credit and reducing economic growth. Inflation, actions to combat inflation and public speculation about possible additional actions also may contribute to economic uncertainty in Brazil and to heightened volatility in the Brazilian securities markets.

Brazil may experience high levels of inflation. Increasing prices for petroleum, the depreciation of thereal and future governmental measures seeking to maintain the value of thereal in relation to the U.S. dollar may trigger increases in inflation in Brazil. Periods of higher inflation may slow the rate of growth of the Brazilian economy, which would lead to reduced demand for our products in Brazil and decreased net sales revenue. Inflation is also likely to increase some of our costs and expenses, which we may not be able to pass on to our customers and, as a result, may reduce our profit margins and net income. In addition, high inflation generally leads to higher domestic interest rates, and, as a result, the costs of servicing ourreal-denominated debt may increase, causing our net income to be reduced. Inflation and its effect on domestic interest rates can in addition, lead to reduced liquidity in the domestic capital and lending markets, which could adversely affect our ability to refinance our indebtedness in those markets. Any decline in our net sales revenue or net income and any deterioration in our financial condition would also likely lead to a decline in the market price of our securities, including class A preferred shares and the ADSs.

Fluctuations or changes in, or the replacement of, interest rates could raise the cost of servicing our debt andor reduce our financial revenue, negatively affectaffecting our overall financial performance.

Our financial expenses are affected by changes in the interest rates that apply to our floating rate debt. As of December 31, 2016,2021, we had, among other debt obligations, R$1,525.2 million of loans and financing that were subject to the Long-Term Interest Rate (Taxa de Juros de Longo Prazo), or TJLP; R$1,736.6 million of loans and financing that were subject to the Interbank Deposit Certificate (Certificado de Depósito Interbancário), or CDI, rate; R$602.6million of loans and financing that were subject to the Special System for Settlement and Custody (Sistema Especial de Liquidação e Custódia), or SELIC; and R$2,571.7 million of loans and financing that were subject to the London Interbank Offered Rate, or LIBOR.obligations:

·R$46.9 million of loans and financing that were subject to the Interbank Deposit Certificate (Certificado de Depósito Interbancário, or “CDI”), rate;
·R$590.0 million of loans and financing that were subject to the Extended National Consumer Price Index (Índice de Preços ao Consumidor Amplo, or “IPCA”); and
·R$5,552.9 million of certain of our loans and financing that were subject to the London Interbank Offered Rate (LIBOR), maturing between 2026 and 2031.

The TJLP includes an inflation factor and is determined quarterly by the Central Bank. In particular, the TJLP, the CDI and the SELIC rateIPCA rates have fluctuated significantly in the past in response to the expansion or contraction of the Brazilian economy, inflation, Brazilian government policies and other factors. See “Item 11. Quantitative and Qualitative Disclosures about Market Risk.”. A significant increase in any of these interest rates could adversely affect our financial expenses and negatively affect our overall financial performance.

Due to the concerns regarding LIBOR, there have been market initiatives to enact its replacement. In June 2021, the Federal Reserve’s Alternative Reference Rates Committee selected the Secured Overnight Financing Rate (“SOFR”), as the preferred alternative to U.S. Dollar LIBOR. Subsequently, a schedule has been announced for the cessation of LIBOR. The ICE Benchmark Association, or IBA, has announced that it has ceased to publish the 1-week and 2-month LIBOR after December 31, 2021. The remaining tenors of LIBOR would remain in publication until June 2023, on a representative basis; after this date, publication will cease altogether. New risk-free rates, or RFRs, are also being introduced alongside SOFR for interbank offered rates in other currencies, such as the Euro, British pound, Swiss franc and Japanese yen. Due to these changes, interest rates on future indebtedness may be adversely affected, in which case we would need to renegotiate the terms of our existing facilities to replace LIBOR with the new standard, and to otherwise agree with lenders, trustees or agents, as applicable, on a new means of calculating interest. The elimination of LIBOR or any other changes or reforms to the determination or supervision of LIBOR could have a material adverse effect on our financial expenses and/or financial revenue and materially adversely affect our overall financial performance.

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Brazilian government exchange control policies could increase the cost of servicing our foreign currency-denominated debt, adversely affect our ability to make payments under our foreign currency-denominated debt obligations and impair our liquidity.

The purchase and sale of foreign currency in Brazil is subject to governmental control. The current laws and regulations governing the Brazilian foreign exchange system allow the purchase and sale of foreign currency and the international transfer of reais by any person or legal entity, regardless of the amount, subject to certain regulatory procedures. Many factors could cause the Brazilian government to institute more restrictive exchange control policies, including the extent of Brazil’s foreign currency reserves, the availability of sufficient foreign exchange on the date a payment is due, the size of Brazil’s debt service burden relative to the economy as a whole, Brazil’s policy towards the International Monetary FundIMF and political constraints to which Brazil may be subject. A more restrictive policy could increase the cost of servicing, and thereby reduce our ability to pay, our foreign currency-denominated debt obligations and other liabilities.

Our foreign-currency debt denominated in U.S. dollars represented an aggregate of 77.9%98.6% of our indebtedness on a consolidated basis as of December 31, 2016,2021, including transaction costs. This indebtedness does not include (i) the aggregate amount of R$852.6million (US$261.6 million) outstanding as of December 31, 2016 in connection with derivatives;costs and (ii) the aggregate amount of R$10,437.8 million (US$3,202.7 million) outstanding as of December 31, 2016 in connection with the Braskem Idesa Financing, which includes the aggregate amount of R$302.6 million (US$92.8 million) outstanding as of December 31, 2016 related to the Braskem Working Capital Facility, for which Braskem S.A. is guarantor. For more information regarding this facility, see “—Indebtedness and Financing Strategy—Short-Term Indebtedness.”Financing. If we fail to make payments under any of these obligations, we will be in default under those obligations, which could reduce our liquidity as well as the market price of our securities, including our class A preferred shares and the ADSs.

Changes in tax laws may result in increases in certain direct and indirect taxes, which could reduce our gross margin and negatively affect our overall financial performance.

The Brazilian government implements from time to time changes to tax regimes that may increase our and our customers’ tax burdens. These changes include modifications in the rate of assessments and, on occasion, enactment of temporary taxes, the proceeds of which are earmarked for designated governmental purposes. We cannot predict the changes to Brazilian tax law that may be proposed and enacted in the future. However, future changes in Brazilian tax law may result in increases in our overall tax burden, which could reduce our gross margin and negatively affect our overall financial performance.

Risks Relating to Mexico

Political conditions in Mexico could materially and adversely affect Mexican economic policy and, in turn, our operations.

Political events in Mexico may significantly affect Mexican economic policy and, consequently, our operations. On December 1, 2012, Mr. Enrique Peña Nieto, a member of the Revolutionary Institutional Party (Partido Revolucionario Institucional, or PRI), formally assumed office for asix-year term as the President of Mexico. As of the date of this annual report, no single political party has a majority in either chamber of the Mexican Congress. The absence of a clear majority and the lack of alignment between the legislature and the administration could result in deadlock and prevent the timely implementation of political and economic reforms, which in turn could have an adverse effect on Mexican economic policy. We cannot assure you that the current political situation or future developments in Mexico, over which we have no control, will not have an adverse effect on our business, financial condition or results of operations. Further, we cannot assure you that any new government policies will not adversely affect our business, financial condition or results of operations.

Political and economic conditions and government policies in Mexico, including political interferences in state-owned companies such as Pemex TRI and Cenagas, and elsewhere may have a material impact on our operations.

A deteriorationDeterioration in Mexico’s economic condition, social instability, political unrest or other adverse social developments in Mexico could adversely affect our business and financial condition. These events could also lead to increased volatility in the financial markets, thereby affecting our ability to maintain financial liquidity and service our debt. Additionally, the Mexicanspending cuts related to Pemex or other government recently cut spendingexpenditures, or lack of investments in response to a downward trend in international crude oil prices,natural gas and it may cut spending in the future. These cutsethane recovery, could adversely affect Pemex, Pemex’s ability to produce and recover ethane, the Mexican economy and, consequently, our business, financial condition, operating results and prospects.

In the past, Mexico has experienced several periods of slow or negative economic growth, high inflation, high interest rates, currency devaluation and other economic problems. These problems may worsen or reemerge, as applicable, in the future and could adversely affect our business and ability to service our debt. A worsening of international financial or economic conditions, such as a slowdown in growth or recessionary conditions in Mexico’s trading partners, including the United States, or the emergence of a new financial crisis, could have adverse effects on the Mexican economy, our financial condition and our ability to service our debt.

Furthermore, our long-term supply agreement to purchase ethane from Pemex TRI, a state-owned Mexican company,entity, could be modified through regulatory means, terminated or jeopardized by them as a result of political pressure to not comply with the agreement, to change the terms of the agreement, expropriation measures, or change in laws regulations by the Mexican government. Any non-compliance, modification, termination or interruption of this supply agreement could have a material adverse effect on the results of our operations or our financial condition.

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For additional information, see “—We depend on ethane supplied by Pemex TRI in Mexico,” “—We rely on limited or sole-source suppliers for our raw materials, inputs and energy, including transportation thereof” and “We depend on ethane supplied by Pemex TRI in Mexico.”

Mexico has experienced adverse economic conditions, which may adversely affect our business.

Mexico has historically experienced uneven periods of economic growth. Mexican GDP increased by 2.2% in 2018, before two subsequent decrease by 0.1% and by 8.2% in 2019 and 2020, respectively, and then increasing by 5.0% in 2021. We cannot assure you that these estimates and forecasts will prove to be accurate. Any future economic downturn, including downturns in the United States, Europe, Asia or anywhere else in the world, could affect our financial condition and results of operations.

Decreases in the growth rate of the Mexican economy, periods of negative growth or reductions in disposable income may result in lower demand for our products. The Mexican government recently cut spending in response to an austerity policy and a downward trend in international crude oil prices, and it may further cut spending in the future. These cuts could adversely affect the Mexican economy and, consequently, our business, financial condition, operating results and prospects. In addition, there can be no assurance that the recent Mexican sovereign debt rating downgrades will not adversely affect our business, financial condition or results of operations.

Our revenues are subject to risk of loss from unfavorable political and diplomatic developments, social instability, and changes in governmental policies, including expropriation, nationalization, international ownership legislation, interest-rate caps and tax policies. As a result, the actions of the Mexican government concerning the economy and regulating certain industries could have a significant effect on Mexican private sector entities, including us, and on market conditions, prices and returns on Mexican securities, including our securities.

A renegotiation of commercial treaties or changes in foreign policy among Mexico, Canada and the United States may negatively affect our business, financial condition, results of operations and prospects.

In recent years, economic conditions in Mexico have become increasingly correlated with economic conditions in the United States as a result of the North American Free Trade Agreement, or NAFTA, and increased economic activity between the two countries. Adverse economic conditions in the United States or other related events could have a significant adverse effect on the Mexican economy, which could adversely affect our business. As a result of talks to renegotiate NAFTA, on November 30, 2018, the United States, Canada, and Mexico signed the United States-Mexico-Canada Agreement (the “USMCA”). The USMCA replaced NAFTA and, although it entered into force on July 1, 2020, it may fail to be implemented. If such event occur, it could adversely impact our business and operations. Although the USMCA, which replaced NAFTA as the principal trade agreement between the U.S., Mexico and Canada, went into force in July 2020, its long-term impact on our operations remains uncertain. With the current U.S. Administration having taken power in January 2021, the status of U.S. trade policy and U.S. involvement in international trade agreements going forward remains to be determined and could drastically shift in a manner that increases or mitigates adverse effects on our businesses. The last U.S. Administration also implemented changes to U.S. immigration policy and other policies that impact trade, including increasing tariffs, and the current U.S. Administration has taken steps to reverse some of these changes and could take other relevant measures concerning these matters. Such policy changes or other measures could adversely affect imports and exports between Mexico and the U.S. and negatively impact the U.S., Mexican and other economies and the companies with whom we conduct business, which could materially adversely affect our business, financial condition, results of operations, cash flows and/or prospects.

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Since 2003, exports of petrochemical products from Mexico to the United States have enjoyed a zero-tariff rate under NAFTA. Any action taken by the current U.S., Mexico or Canada administrations, including changes to or non-compliance with the USMCA requirements that would increase the tariff rate between the countries, could have a negative impact on the Mexican economy, such as reductions in the levels of remittances, reduced commercial activity or bilateral trade, or declining foreign direct investment in Mexico. In addition, increased or perceptions of increased economic protectionism in the United States and other countries could potentially lead to lower levels of trade and investment and economic growth, which could have a similarly negative impact on the Mexican economy. These economic and political consequences could adversely affect our business, results of operations and financial condition.

Our profitability is affected by numerous factors including demand for the products we provide. The demand for our products in Mexico, Central and South America, the Caribbean, Europe the U.S. and in the other countries in which we operate may be adversely affected by the tightening of credit markets and economic downturns. As a global company, we depend on the demand from customers in Mexico, the U.S. and the other countries in which we operate, and reduced consumer spending that falls short of our projections could adversely affect our business, results of operations and financial condition.

Political events in Mexico could affect the Mexican economic policy and our business, financial condition and results of operations.

In Mexico, political instability has been a determining factor that investors, in general, take into consideration when deciding on business investment. Political circumstances in Mexico may significantly affect Mexican economic policies, which could affect our operations. Significant changes in laws, public policies and/or regulations, or the use of public referendums (consultas populares) could affect Mexico’s political and economic situation, which could, in turn, adversely affect our business. We cannot provide any assurances that political developments in Mexico, over which we have no control, will not have an adverse effect on our business, results of operations, financial condition and prospects.

We cannot assure you that changes in the Mexican federal government policies or regulations will not adversely affect our business, financial condition and results of operations.

In general, changes that may be made to the existing legal framework, as well as the impact of new regulations, may result in increased costs to us or our customers and may require us to amend existing permits, secure additional permits to operate natural gas, ethane or render our services, or take additional measures to secure permits for our projects. Specifically, Mexican tax legislation is subject to continuous change, and we cannot assure you that the Mexican government will maintain existing political, social, economic or other policies or that such changes would not have a material adverse effect on our business, financial condition, results of operations and prospects.

The administration of Mr. López Obrador has taken actions that have significantly undermined investors’ confidence in private ventures following the results of public referendums, such as the cancellation of public and private projects authorized by previous administrations, including the construction of the new Mexican airport, which immediately prompted the revision of Mexico’s sovereign rating from stable to negative and the cancellation of the construction of a brewing facility of “Constellation Brands” in Baja California, Mexico. Investors and credit rating agencies may be cautious about the president’s political party administration’s policies, which could contribute to a decrease in the Mexican economy’s resilience in the event of a global economic downturn. We cannot assure you that similar measures will not be taken in the future, which could have a negative effect on Mexico’s economy.

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Additionally, President López Obrador has conducted and expressed his intentions to move forward with certain substantial changes in Mexico’s policies and laws, including various austerity measures, the cancellation of government trusts, amendments to the pension system and the national energy generation and distribution system, among others. Also, he has declared that he will seek government de-centralization, meaning that there could be important changes to the constitution, laws, policies and regulations, or a decrease or elimination of the independence of government agencies, which may change the economic and political situation of the country. We cannot predict if the new administration will implement substantial changes in law, policy and regulations pertaining to the petrochemical sector in Mexico, any of which could negatively affect our business, financial condition, operations and prospects. For instance, in October 2021, President López Obrador submitted an initiative to the Mexican Congress, aiming to carry out substantial reforms at the Mexican energy generation and distribution framework. Such reforms imply potential significant changes to the Federal Electricity Commission (Comisión Federal de Electricidad), and other energy authorities and agencies and individuals participating in the Mexican power sector. If approved under such proposed terms, the effects that such reforms may have in our business and operations are still unknown and could adversely affect our business, financial condition and results of operations.

Measures adopted by the Mexican government with respect to the economy and productive state-owned companies could have a significant effect on the private sector companies in general, including the Company, as well as on Mexican market conditions, securities and commodities prices and the return on investment of certain Mexican securities issuers.

Developments in other countries could adversely affect the Mexican economy, our financial performance and the price of our shares.

The Mexican economy and the market value of Mexican companies may be affected to varying degrees affected by global economic and market conditions, globally,and the economic and market conditions in other emerging market countries and major trading partners, in particular the United States. In recent years, economic conditions in Mexico have become increasingly correlated with economic conditions in the United States as a result of the North American Free Trade Agreement, or NAFTA, increased economic activity between the two countries, and the remittance of funds from Mexican immigrants working in the United States to Mexican residents. Therefore, adverse economic conditions in the United States, the termination of, or modifications to, NAFTA or its successor agreement, USMCA, or other related events, including global trade disputes and instability, could have a significant adverse effect on the Mexican economy. We cannot assure you that events in other emerging market countries, in the United States or elsewhere will not adversely affect our financial performance.

Mexico has experienced a period of increasingincreased criminal activity, whichincluding violence associated with drug trafficking and organized crime, and such activities could adversely affect our operations.financing costs and exposure to our customers and counterparties.

InDuring recent years, Mexico has experienced a period of increasingincreased criminal activity and violence, primarily due to organized crime. This violence has taken place throughout Mexico, including the activitiesState of drug cartels and related criminal organizations. In addition,Veracruz, where our Mexico Complex is located. Despite the developmentefforts of the illicit market in fuels in Mexico has led to increases in theft and illegal trade in the fuels that Pemex TRI, our principal supplier in Mexico, produces. In response, the Mexican government has implemented variousto increase security measures and strengthenedby strengthening its military and police forces, aimed at decreasing incidentsdrug-related violence and crime continues to threaten the Mexican economy and the peace and security of theftcertain regions, resulting in economic and otherpolitical instability and uncertainty in Mexico. Systematic criminal activity directedand isolated criminal events could interrupt Braskem Idesa’s operations, affect its ability to generate revenue and increase the cost of its operations. Continued violence could result in the Mexican government adopting additional security measures, such as transport restrictions, prohibiting the transit of goods and people at petrochemical facilitiescertain times, and petrochemical products. Despitecross-border trade. We cannot assure you that these efforts, criminal activity continues to exist in Mexico, some of which may target our facilities and products, including thefts of our products while transported by truck or rail, or those of Pemex TRI and other suppliers. These activities, their possible escalation and the violence associated with them, mayover which we have no control, could have a negative impact on the business environment in which we operate, and therefore on our financial condition and results of operations.operations and financial condition.

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We may interpret certain provisions of our ethane supply agreement differently than our counterparty Pemex TRI.

Our Mexico Segment currently sources part of the ethane for the production of polyethylene at our Mexico Complex from Pemex TRI pursuant to the ESA and the Amended ESA. The ESA, including the Amended ESA, is a complex agreement and, for that reason, we may interpret certain of its provisions differently than Pemex TRI does. For example, if Pemex TRI fails to supply a determined percentage of the ethane contractually specified under the Amended ESA for six consecutive months, we will have the right to terminate the Amended ESA and require Pemex TRI to pay to the other parties involved in the project an amount equal to the termination value of the project (the value of which is determined pursuant to the ESA and takes into consideration, among other factors, the outstanding debt of the project and the amount invested in the project at such time). A difference of interpretation between us and Pemex TRI of certain provisions of the Amended ESA, including the termination provisions, could have an adverse effect on our results of operations and financial position. Further, under Mexican law any dispute regarding the interpretation of the Amended ESA shall be resolved by mediation and/or arbitration before International Chambers of Commerce.

We source part of our ethane feedstock from Pemex TRI in Mexico, which we expect to be our primary source of ethane until the Ethane Import Terminal is operational.

We currently source part of our supply of ethane, which is the primary feedstock used in our polyethylene production process, from Pemex Transformación Industrial, or Pemex TRI, a state-owned Mexican entity, which is a subsidiary of Petróleos Mexicanos (“Pemex”), the state-owned Mexican oil and gas company. Pursuant to the Amended ESA, ethane prices negotiated under such an agreement are referenced to the Mont Belvieu purity ethane price, which is a U.S. dollar-based international reference price. As a result, in case one or more of the following events occurs, our production volumes, net revenue and profit margins would likely decrease, materially adversely affecting our overall financial performance:

·significant damage to Pemex TRI’s gas processing centers or to any of the pipelines connecting our complex to Pemex TRI’s facilities, whether as a consequence of an accident, natural disaster, fire or otherwise;
·any further decrease in the amount of ethane currently being delivered by Pemex TRI to our petrochemical complex;
·any dispute with Pemex TRI and Pemex Exploración y Producción (“Pemex PEP”), (which engages in exploration and production activities) related to the Amended ESA, including the non-recognition or non-payment of shortfall penalties and the decrease or failure to supply the contracted volume of ethane;
·any material default by us or by Pemex TRI to supply ethane in the contractually agreed volumes or qualities negotiated under the ESA;
·any repudiation or termination by Pemex TRI or by us of the Amended ESA, or any repudiation or termination by other Mexican state-owned companies of related supply (including those for the transportation of supplies) agreements, such as Cenagas (Centro Nacional de Control del Gas Natural); or
·delays in the availability of ethane of acceptable quality, or our inability to obtain acceptable ethane in the quantities and quality that we need, or at all, or at reasonable prices.

As provided in the Amended ESA, any daily volume rejected by us must be purchased in installments in subsequent deliveries until the deficit has been resolved, and the same mechanics apply to Pemex TRI delivery obligations. If Pemex TRI delivers to us less than the volumes required under the ESA and fails to compensate for the shortfall in subsequent deliveries, it needs to pay compensation for shortfall penalties to us.

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Furthermore, the Amended ESA could also be impacted by changes in laws and regulations, terminated or repudiated by Pemex TRI as a result of political pressure or be subject to expropriation or other adverse measures by the Mexican government or government entities. We may also renegotiate the terms of the Amended ESA, voluntarily or as a result of changes in laws and regulations, or otherwise.

The provisions for early termination by Pemex TRI under the Amended ESA include: (i) our failure to pay that continues for more than six months after notice; or (ii) an emergency stoppage in operations or force majeure event due to which our insurers consider the petrochemical complex to be a total loss, or after which we cannot or do not resume operations for 48 months.

Delays in the availability of ethane of acceptable quality, or our inability to obtain acceptable ethane in the quantities and quality that we need or at all, or at reasonable prices, have in the past and would in the future have a material adverse effect on our business, results of operations and financial condition.

Risks Relating to Our Equity and Debt Securities

All of the shares issued by Braskem and owned by NSP Inv. are secured for the benefit of certain secured creditors of the Novonor Group.

Pursuant to a shares fiduciary assignment agreement (alienação fiduciária em garantia) entered into by the Novonor Group and some non-bankruptcy creditors (credores extraconcursais) on November 27, 2013, as amended on May 13, 2016, July 19, 2016, April 24, 2017, May 23, 2018, March 29, 2019 and October 9, 2020, all ordinary and preferred shares issued by Braskem and held by NSP Inv. are secured for the benefit of certain secured creditors of the Novonor group in connection with certain financing agreements entered into by Novonor and certain of its subsidiaries. In the event that Novonor and certain of its subsidiaries default on such financing agreements, or if such financing agreements are accelerated and, as a result, or if creditors consolidate the ownership of the shares and dispose them (assuming that Petrobras does not exercise its preemptive rights to acquire such shares) we may be subject to a change of control following statutory, legal and procedural formalities required pursuant to our shareholders’ agreement. A change of control under these circumstances may adversely affect us.

The foreclosure or sale of our shares held by NSP Inv. - whether in the Novonor Judicial Restructuring Proceedings or agreements entered into within the context of the Novonor Judicial Restructuring Proceedings - may result in a change of our control. As we do not have the ability to consent to or otherwise influence or control the Novonor Judicial Restructuring Proceedings or the acquirer of the shares from any such disposal, we may be subject to a change in our corporate control in the foreseeable future.

Holders of our class A preferred shares or the ADSs may not receive any dividends or interest on shareholders’ equity.

According toAs permitted by Law No. 6,404/76 (the “Brazilian Corporate Law”), ourby-laws and Brazilian corporate law, we must generally pay our shareholders at least specify that 25% of our annualadjusted net incomeprofit for each fiscal year must be distributed to shareholders as mandatory dividends, or interest on shareholders’ equity, as calculatedthe Mandatory Distribution of Dividends. Under our by-laws, our class A and adjusted under Brazilian GAAP (which, for this purpose, is identicalclass B preferred shareholders are entitled to IFRS). This adjusted net incomean annual non-cumulative preferential dividend, or the Minimum Preferred Dividend, equal to 6% of their pro rata share of our capital before dividends may be capitalized, usedpaid to absorb losses or otherwise retained as allowed under Brazilian GAAP and may not be available to be paid as dividends or interest on shareholders’ equity.our common shareholders. The Brazilian CorporationCorporate Law allows a publicly traded company like ours to suspendnot distribute the mandatory distributionMandatory Distribution of dividendsDividends in any particular year if our board of directors informs our shareholdersin connection with an annual shareholders’ meeting that such distributions would be inadvisable in view ofincompatible with our financial condition, or cash availability. Holdersprovided that such suspension does not affect the Minimum Preferred Dividend, which is still payable to the holders of preferred shares. However, the shareholders, including the holders of our class A preferred shares or the ADSs, may not receive any dividends or interest on shareholders’ equity in any given year if we do not record a profit. The non-payment of dividends may frustrate expectations of cash return on the part of our boardinvestors, and may lead to a loss in the value of directors makes such a determinationour shares in the market.

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In addition, the income tax exemption on the dividends distribution and the taxation currently levied on the payment of interest on equity provided for in current legislation may be revised through tax reforms carried out by the Brazilian government, and both dividends received and distributed by the Company may become taxed or, if our operations failin the case of interest on equity, have its taxation increased in the future, reducing the net amount to generate net income.be paid to shareholders, which may have an adverse effect on the price of the securities we issue.

Our class A preferred shares and the ADSs have limited voting rights and are not entitled to vote to approve corporate transactions, including mergers or consolidations of our companyCompany with other companies, or the declaration of dividends.

Under the Brazilian CorporationCorporate Law and ourby-laws, holders of our class A preferred shares and, consequently, the ADSs underlying these shares are not entitled to vote at meetings of our shareholders, except in very limited circumstances. These limited circumstances directly relate to key rights of the holders of class A preferred shares, such as modifying basic terms of our class A preferred shares or creating a new class of preferred shares with superior rights. Holders of preferred shares without voting rights are entitled to elect one member and his or her respective alternate to our board of directors and our fiscal council, depending on specific circumstancesrequirements provided in the Brazilian CorporationCorporate Law. Holders of our class A preferred shares and the ADSs are not entitled to vote to approve corporate transactions, including mergers or consolidations of our companyCompany with other companies, or the declaration of dividends. However, if we do not pay dividends for three consecutive years, holders of our class A preferred shares and the ADSs will be granted voting rights. See “Item 10. Additional Information—Description of Our Company’sBy-laws—Voting Rights.”

Holders of the ADSs may find it difficult to exercise even their limited voting rights at our shareholders’ meetings.

Under Brazilian law, only shareholders registered as such in our corporate books may attend our shareholders’ meetings. All class A preferred shares underlying the ADSs are registered in the name of the depositary. ADS holders may exercise the limited voting rights with respect to our class A preferred shares represented by the ADSs only in accordance with the deposit agreement relating to the ADSs, which provides that voting rights are only available to ADS holders at our discretion. There are practical limitations upon the ability of ADS holders to exercise their voting rights due to the additional steps involved in communicating with ADS holders. For example, we are required to publish a notice of our shareholders’ meetings in certain newspapers in Brazil. To the extent that holders of our class A preferred shares are entitled to vote at a shareholders’ meeting, they will be able to exercise their voting rights by attending the meeting in person, or voting by proxy.proxy or by remote voting, if applicable. By contrast, holders of the ADSs will receive notice of a shareholders’ meeting by mail from the depositary following our notice to the ADRADS depository requesting the ADRADS depository to do so. To exercise their voting rights, ADS holders must instruct the depositary on a timely basis. This noticed voting process will take longer for ADS holders than for holders of class A preferred shares. If it fails to receive timely voting instructions for all or part of the ADSs, the depositary will assume that the holders of those ADSs are instructing it to give a discretionary proxy to a person designated by us to vote their ADSs, except in limited circumstances.

In the limited circumstances in which holders of the ADSs have voting rights, they may not receive the voting materials in time to instruct the depositary to vote the class A preferred shares underlying their ADSs. In addition, the depositary and its agents are not responsible for failing to carry out the voting instructions of the holders of the ADSs or for the manner of carrying out those voting instructions. Accordingly, holders of the ADSs may not be able to exercise their voting rights, and they will have no recourse if the class A preferred shares underlying their ADSs are not voted as requested.

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If holders of the ADSs exchange them for class A preferred shares, they may risk temporarily losing, or being limited in, the ability to remit foreign currency abroad and certain Brazilian tax advantages.

The Brazilian custodian for the preferred shares underlying the ADSs must obtain an electronic registration number with the Central Bank to allow the depositary to remit U.S. dollars abroad. ADS holders benefit from the electronic certificate of foreign capital registration from the Central Bank obtained by the custodian for the depositary, which permits it to convert dividends and other distributions with respect to the class A preferred shares into U.S. dollars and remit the proceeds of such conversion abroad. If holders of the ADSs decide to exchange them for the underlying preferred shares, they will only be entitled to rely on the custodian’s certificate of registration with the Central Bank for five business days after the date of the exchange. Thereafter, they will be unable to remit U.S. dollars abroad unless they obtain a new electronic certificate of foreign capital registration in connection with the preferred shares, which may result in expenses and may cause delays in receiving distributions. See “Item 10. Additional Information—Exchange Controls.”

Also, if holders of the ADSs that exchange the ADSs for our Class A preferred shares do not qualify under the foreign investment regulations, they will generally be subject to less favorable tax treatment of dividends and distribution on, and the proceeds from any sale of, our preferred shares. See “Item 10. Additional information—Exchange Controls” and “Item 10. Additional Information—Taxation—Brazilian Tax Considerations.”

Restrictions on the movement of capital out of Brazil may impair the ability of holders of our shares, ADSs and debt securities to receive payments on their respective obligations or guarantees and may restrict our ability to make payments in U.S. dollars.

In the past, the Brazilian economy has experienced balance of payment deficits and shortages in foreign exchange reserves, and the government has responded by restricting the ability of Brazilian or foreign persons or entities to convertreais into foreign currencies. The government may institute a restrictive exchange control policy in the future. Any restrictive exchange control policy could prevent or restrict our access to U.S. dollars, and consequently our ability to meet our U.S. dollar obligations under our shares, ADSs and the guarantees we granted pursuant to our outstanding senior notes,debt securities, and could also have a material adverse effect on our business, financial condition and results of operations. We cannot predict the impact of any such measures on the Brazilian economy.

The foreign exchange policy of Brazil may affect the ability of Braskem to make money remittances outside Brazil in respect of our equity securities or debt securities.

Under current Brazilian regulations, Brazilian companies are not required to obtain authorization from the Central Bank in order to make payments under guarantees in favor of foreign persons, such as the holders of our shares, ADSs or theour outstanding senior notes.debt securities. We cannot assure you that these regulations will continue to be in force in the event that Braskem is required to perform its payment obligations under its shares, ADSs or the guarantees under our outstanding senior notes.debt securities. If these regulations or their interpretation are modified and an authorization from the Central Bank is required, Braskem would need to seek an authorization from the Central Bank to transfer the amounts under such obligations out of Brazil or, alternatively, make such payments with funds held by Braskem outside Brazil. We cannot assure you that such an authorization will be obtained or that such funds will be available. If such authorization is not obtained, we may be unable to make payments to holders of our shares, ADSs and/or the applicable senior notesdebt securities in U.S. dollars.foreign currency. If we are unable to obtain the required approvals, if needed for the payment of amounts owed by Braskem through remittances from Brazil, we may have to seek other lawful mechanisms to effect payment of amounts due under the shares, ADSs or the senior notes.debt securities. However, we cannot assure you that other remittance mechanisms will be available in the future, and even if they are available in the future, we cannot assure you that payment on the outstanding senior notesdebt securities would be possible through such mechanism.

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Holders of the ADSs may face difficulties in protecting their interests because we are subject to different corporate rules and regulations as a Brazilian company and our shareholders may have fewer and less well-defined rights.rights than under the laws of other jurisdictions, including in a jurisdiction in the Unites States.

Holders of the ADSs are not our direct shareholders of our company and are unable to enforce the rights of shareholders under ourby-laws and the Brazilian CorporationCorporate Law.

Our corporate affairs are governed by ourby-laws and the Brazilian CorporationCorporate Law, which differ from the legal principles that would apply if we were incorporated in a jurisdiction in the United States, such as the State of Delaware or New York, or elsewhere outside Brazil. Even if a holder of ADSs surrenders its ADSs and becomes a direct shareholder, its rights as a holder of the class A preferred shares underlying the ADSs under the Brazilian CorporationCorporate Law to protect its interests relative to actions by our board of directors may be fewer and less well-defined than under the laws of those other jurisdictions.

Although insider trading and price manipulation are crimes under Brazilian law and are the subject of continuously evolving regulations promulgated by the Brazilian Securities Commission, or the CVM, the Brazilian securities markets are not as highly regulated and supervised as the U.S. securities markets or the markets in some other jurisdictions. In addition, rules and policies against self-dealing or for preserving shareholder interests may be less well-defined and enforced in Brazil than in the United States and certain other countries, which may put holders of our class A preferred shares and the ADSs at a potential disadvantage.disadvantage when compared to holders of shares of companies incorporated in other jurisdictions. Corporate disclosures also may be less complete or informative than for a public company in the United States or in certain other countries.

Holders of the ADSs may face difficulties in serving process on or enforcing judgments against us and other persons.

We are a corporation (sociedade por ações) organized under the laws of Brazil, and all of our directors and executive officers and our independent public accountants reside or are based in Brazil. Most of our assets and those of these other persons are located in Brazil. As a result, it may not be possible for holders of the ADSs to effect service of process upon us or these other persons within the United States or other jurisdictions outside Brazil or to enforce against us or these other persons judgments obtained in the United States or other jurisdictions outside Brazil. In addition, because a substantial portion of our assets, and all of our directors and officers reside outside the United States, any judgment obtained in the United States against us or any of our directors or officers may not be collectible within the United States. Because judgments of U.S. courts for civil liabilities based upon the U.S. federal securities laws may only be enforced in Brazil if certain conditions are met, holders may face greater difficulties in protecting their interests in the case of actions by us or our directors or executive officers than would shareholders of a U.S. corporation.

Judgments of Brazilian courts enforcing Braskem’s obligations under our equity securities, debt securities or therelated guarantees would be payable only in reais.

If proceedings are brought in the courts of Brazil seeking to enforce our obligations under our shares,equity securities, ADSs, the guarantees under our outstanding senior notesdebt securities or our other indebtedness, we would not be required to discharge our obligations in a currency other thanreais. Any judgment obtained against us in Brazilian courts in respect of any payment obligations under such shares,equity securities, ADSs, guarantees or other indebtedness would be expressed in reais.reais. We cannot assure you that this amount inreais will afford the holders of the shares, ADSs, senior notes or our other indebtedness full compensation of the amount sought in any such litigation.

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Actual or anticipated sales of a substantial number of class A preferred shares could decrease the market prices of our class A preferred shares and the ADSs.

Sales of a substantial number of our class A preferred shares could negatively affect the market prices of our class A preferred shares and the ADSs. If substantial sales of shares are made through the securities markets by our controlling shareholdersshareholder or other class A preferred shares, the market price of our class A preferred shares and, by extension, the ADSs may decrease significantly. As a result, holders of the ADSs may not be able to sell the ADSs at or above the price they paid for them.

Holders of the ADSs or class A preferred shares in the United States may not be entitled to the same preemptive rights as Brazilian shareholders have, pursuant to Brazilian legislation, in the subscription of shares resulting from capital increases made by us.

Under Brazilian law, if we issue new shares in exchange for cash or assets as part of a capital increase, subject to certain exceptions, we must grant our shareholders preemptive rights at the time of the subscription of shares, corresponding to their respective interest in our share capital, allowing them to maintain their existing shareholding

percentage. We may not legally be permitted to allow holders of ADSs or class A preferred shares in the United States to exercise any preemptive rights in any future capital increase unless (1) we file a registration statement for an offering of shares resulting from the capital increase with the U.S. Securities and Exchange Commission, or the SEC, or (2) the offering of shares resulting from the capital increase qualifies for an exemption from the registration requirements of the U.S. Securities Act.Act of 1933, as amended (the “Securities Act”). At the time of any future capital increase, we will evaluate the costs and potential liabilities associated with filing a registration statement for an offering of shares with the SEC and any other factors that we consider important in determining whether to file such a registration statement. We cannot assure the holders of the ADSs or class A preferred shares in the United States that we will file a registration statement with the SEC to allow them to participate in any of our capital increases. As a result, the equity interest of such holders in our companyinto us may be diluted.

Brazilian tax laws may have an adverse impact on the taxes applicable to the disposition of our ADSs and preferred shares.

According to Law No. 10,833, enacted onof December 29, 2003, if a nonresident of Brazil disposes of assets located in Brazil, the transaction will be subject to taxation in Brazil, even if such disposition occurs outside Brazil or if such disposition is made to another nonresident. Dispositions of our ADSs between nonresidents, however, are currently not subject to taxation in Brazil. Nevertheless, in the event that the concept of “disposition of assets” is interpreted to include the disposition between nonresidents of assets located outside Brazil, this tax law could result in the imposition of withholding taxes in the event of a disposition of our ADSs made between nonresidents of Brazil. Due to the fact that asgeneral and broad scope of the date of this annual report Law No. 10,833/2003, has noand the absence of judicial guidance as to its application,precedent, we are unable to predict whether an interpretation applying such tax laws to dispositions of our ADSs between nonresidents could ultimately prevail in Brazilian courts. See “Item 10. Additional Information—Taxation—Brazilian Tax Considerations.”

The relative volatility and liquidity of the Brazilian securities markets may adversely affect holders of our class A preferred shares and the ADSs.

The Brazilian securities markets are substantially smaller, less liquid and more volatile than major securities markets in the United States and other jurisdictions, and may be regulated differently from the manner in which U.S. investors are accustomed. Factors that may specifically affect the Brazilian equity markets may limit the ability of holders of the ADSs to sell class A preferred shares underlying ADSs at a price and at a time when they wish to do so and, as a result, could negatively impact the market price of the ADSs themselves.

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Economic developments and investor perceptions of risk in other countries, including both in developed or emerging market economies, may adversely affect the trading price of Brazilian securities, including our common shares and ADSs, as well as any outstanding debt securities.

The market value of securities of Brazilian issuers is affected in varying degrees by economic and market conditions in other countries, including in developed countries, such as the United States and certain European countries, and in emerging market countries. Although economic conditions in such countries may differ significantly from economic conditions in Brazil, the reaction of investors to developments in these other countries may have an adverse effect on the market value of securities of Brazilian issuers. The price of shares traded in the Brazilian capital markets, for instance,example, has been historically subject to fluctuation of interest rates in the United States and the variation in the main U.S. stock exchanges. Moreover, crisesIn addition, crisis in other emerging countries may diminish investor interest in securities of Brazilian issuers, including our common shares and ADSs and our debt securities. This could adversely affect the market price of our common shares, ADSs and outstanding debt securities and could also make it more difficult for us to access capital markets, affecting our ability to finance our operations on acceptable terms.

Recently, heightened volatility in the Brazilian market was due to, among other factors, uncertainties regarding adjustments to the implication of U.S. elections, U.S. monetary policy, theso-called BREXIT and their consequences on international financial markets, increased aversion to risk in emerging countries, and uncertainties regarding macroeconomic and political conditions. On January 20, 2017, Donald Trump became the President of the United States. We have no control over and cannot predict the effects of Donald Trump’s administration or policies. In addition, we are exposed to disruption and volatility of global financial markets due to their effects on the economic and financial environment, particularly in Brazil, such as economic downturn, increased unemployment rate, decreased purchasing power of consumers and unavailability of credit.

credit

In addition, the persistence of the COVID-19 pandemic could negatively impact the market value of securities of Brazilian issuers, including our shares and ADSs and our debt securities. The extent to which the COVID-19 pandemic impacts our results will depend on future developments, which are highly uncertain and cannot be predicted, including the severity of the COVID-19 pandemic, actions to contain it or treat its impact, among others

These disruptions or volatility in global financial markets may increase even further the negative effects on the Brazilian economic and financial environment, adversely affecting us.

Because Braskem Finance Limited hasand Braskem Netherlands Finance B.V. have no operations of itstheir own, holders of our outstanding senior notesdebt securities issued by Braskem Finance Limited mustor Braskem Netherlands Finance B.V. depend on Braskem to provide Braskem Finance Limited or Braskem Netherlands Finance B.V., respectively, with sufficient funds to make payments on these notesdebt securities when they become due.

Braskem Finance Limited, a wholly-owned subsidiary of Braskem incorporated in the Cayman Islands, hasand Braskem Netherlands Finance B.V., or Braskem Netherlands Finance, an indirect wholly-owned subsidiary of Braskem incorporated under the laws of The Netherlands, have no operations of their own other than the issuing and making of payments on its senior notestheir respective debt securities and other indebtedness, ranking equally with these senior notes, and using the proceeds therefrom as permitted by the documentsagreements governing these issuances, including lending the net proceeds of the senior notesdebt securities and other indebtedness incurred by Braskem Finance Limited and Braskem Netherlands Finance to Braskem and subsidiaries of Braskem. Accordingly, the ability of either Braskem Finance Limited or Braskem Netherlands Finance to pay principal, interest and other amounts due on the outstanding senior notesdebt securities issued by it and other indebtedness will depend upon our financial condition and results of operations and those of our subsidiaries that are creditorsdebtors of Braskem Finance Limited.Limited or Braskem Netherlands Finance, respectively. In the event of an adverse change in our financial condition or results of operations andor those our subsidiaries that are creditorsdebtors of Braskem Finance Limited or Braskem Netherlands Finance, these entities may be unable to service their indebtedness to Braskem Finance Limited or Braskem Netherlands Finance, as the case may be, which would result in the failure of Braskem Finance Limited or Braskem Netherlands Finance, as the case may be, to have sufficient funds to repay all amounts due on or with respect to the respective outstanding senior notes.debt securities.

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Payments on Braskem’s guarantees will beare junior to Braskem’s secured debt obligations and effectively junior to debt obligations of Braskem’s subsidiaries and jointly controlled companies.

The outstanding senior notesdebt securities are fully guaranteed by Braskem on an unsecured basis.Braskem. The Braskem guarantees will constitute senior unsecured obligations of Braskem. The guarantees will rank equal in right of payment with all of Braskem’s other existing and future senior unsecured indebtedness. Although the guarantees will provide the holders of the senior notesdebt securities with a direct, but unsecured claim on Braskem’s assets and property, payment on the guarantees will beis subordinated to secured debt of Braskem to the extent of the assets and property securing such debt.

Upon any liquidation or reorganization of Braskem, any right of the holders of the notes,debt securities, through enforcement of Braskem’s guarantees (i) to participate in the assets of Braskem, including the capital stock of its subsidiaries and jointly controlled entities, will be subject to the prior claims of Braskem’s secured creditors, and (ii) to participate in the assets of Braskem’s subsidiaries and jointly controlled entities and will be subject to the prior claims of the creditors of such subsidiaries and jointly controlled entities. The indentures relating to the outstanding senior notesdebt securities include a covenant limiting the ability of Braskem and its subsidiaries to create or suffer to exist liens, although this limitation is subject to significant exceptions.

The construction of our Mexico Complex was financed under a project finance structure, in which the construction loan must be repaid using exclusively the cash generated by us with shareholders pledging limited guarantees. Accordingly, this financing structure includes guarantees typical to transactions of this kind, such as assets, receivables, cash generation and other rights of Braskem Idesa. In October 2021, Braskem Idesa issued sustainability-linked debt securities in the aggregate amount of US$1.2 billion, maturing in ten years. The coupon of 7.0% can be increased by up to 37.5 basis points in case of non-compliance with the sustainability target. The proceeds obtained from the sale of the bonds, plus a credit line of US$150 million, were used to pay off the Project Finance signed in 2012.

As of December 31, 2016,2021, Braskem had (1) consolidated corporate debt, net of transaction costs, of R$23,331.135,094.2 million (US$7,158.76,288.7 million), and (2) consolidated Braskem Idesa debt related to our Mexico Complex of R$10,437.812,311.5 million (US$3,202.72,206.2 million). Of the consolidated corporate debt, R$4,403.5721.0 million (US$1,351.1129.2 million) was unsecured debt of Braskem S.A., R$2,867.10.3 million (US$879.71.6 million) was secured debt of Braskem S.A., R$16,060.5 34,365.9 million (US$4,927.96,158.2 million) was unsecured debt of Braskem's subsidiaries and special purpose entities (other than Braskem Idesa SAPI) and R$6,938.3 million (US$1,243.3 million) was secured debt of Braskem’s subsidiaries and special purpose entities (other than Braskem Idesa S.A.P.I.). The Braskem Idesa Working Capital Facility in the aggregate amount of R$302.6 million (US$92.8 million) outstanding as of December 31, 2016 was secured by Braskem S.A.,.

Braskem conducts a portion of its business operations through subsidiaries and jointly controlled companies. In servicing payments to be made on its guarantees of the outstanding senior notes,debt securities, Braskem may rely, in part, on cash flows from its subsidiaries and jointly controlled companies, mainly in the form of dividend payments and interest on shareholders’ equity.payments. The ability of these subsidiaries and jointly controlled entities to make dividend payments to Braskem will be affected by, among other factors, the obligations of these entities to their creditors, requirements of Brazilian corporate and other law, and restrictions contained in agreements entered into by or relating to these entities. In the event that these subsidiaries and jointly controlled entities failare unable to make dividend payments to Braskem due to insufficient cash flows, Braskem may be required to utilize its own cash flowflows to service paymentspayments. Further, if these subsidiaries and jointly controlled entities are unable to pay their debt, they may become subject to bankruptcy or insolvency proceedings. Any bankruptcy or insolvency proceedings of these subsidiaries and jointly controlled entities may have an adverse effect on its outstanding senior notes.

our financial condition and results of operations.

Braskem’s obligations under the guarantees underof the outstanding senior notesdebt securities are subordinated to certain statutory preferences.

Under Brazilian law, Braskem’s obligations under the guarantees underof the outstanding senior notesdebt securities are subordinated to certain statutory preferences. In the event of a liquidation, bankruptcy or judicial reorganizationrestructuring of Braskem, such statutory preferences, including post-petition claims, claims for salaries, wages, social security, taxes and court fees and expenses and claims secured by collateral, among others, will have preference over any other claims, including claims by any investor in respect of the guarantees. In such event, enforcement of the guarantees may be unsuccessful, and holders of the outstanding senior notesdebt securities may be unable to collect amounts that they are due under the outstanding senior notes.debt securities.

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Brazilian bankruptcy laws may be less favorable to holders of our shares, ADSs and outstanding senior notesdebt securities than bankruptcy and insolvency laws in other jurisdictions.

If we are unable to pay our indebtedness, including our obligations under the shares, ADSs and guarantees under the outstanding senior notes,debt securities, then we may become subject to bankruptcy proceedings in Brazil. The bankruptcy laws of Brazil currently in effect are significantly different from, and may be less favorable to creditors than, those of certain other jurisdictions. For example, holders of our outstanding debt securities may have limited voting rights at creditors’ meetings in the context of a court reorganization proceeding. In addition, any judgment obtained against us in Brazilian courts in respect of any payment obligations under the guarantees normally would be expressed in therealequivalent of the U.S. dollar amount of such sum at the exchange rate in effect (1) on the date of actual payment, (2) on the date on which such judgment is rendered, or (3) on the date on which collection or enforcement proceedings are started against us. Consequently, in the event of our bankruptcy, all of our debt obligations that are denominated in foreign currency, including the guarantees, will be converted intoreaisat the prevailing exchange rate on the date of declaration of our bankruptcy by the court. We cannot assure you that such rate of exchange will afford full compensation of the amount invested in our outstanding debt securities plus accrued interest.

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Item 4.Information on the Company

ITEM 4. INFORMATION ON THE COMPANY

According to IHS weWe are the largest producer of thermoplastic resinsplastics in the Americas, based on the annual production capacity of our 29 plants in Brazil, six plants in the United States two plants in Germany and four plants in Mexico as of December 31, 2016.2021, according to IHS. We are the only integrated petrochemical company producing basic chemicals and polymers in Brazil, and the largest producer of ethylene, polyethylenePE in Mexico and polypropyleneof PP in Brazil. We produce a diversified portfolio of petrochemical and thermoplastic products and have a strategic focus on thermoplastic resins, including polyethylene, polypropylene and PVC. We are also the ninth largest Brazilian company, based on net revenue in 2016, according to the magazineRevista Exame – Maiores e Melhores.We recorded net sales revenue of R$47,664.0 million and a net loss of R$729.2 million during the year ended December 31, 2016.Unites States.

As of December 31, 2016,2021, our business operations were organized into five business units,three segments, which corresponded to our principal production processes, products and services. Our business unitsreportable segments were as follows:

·our Brazil Segment (former Polyolefins, Chemicals and Vinyls segments), which includes:
(i)production and sale of chemicals at the chemical complex located in Camaçari, in the State of Bahia, or the Northeastern Complex, the chemical complex located in Triunfo, in the State of Rio Grande do Sul, or the Southern Complex, the chemical complex located in Capuava, in the State of São Paulo, or the São Paulo Complex and the chemical complex located in Duque de Caxias, in the State of Rio de Janeiro, or the Rio de Janeiro Complex;
(ii)supply of electricity and other inputs produced in these complexes to second-generation producers located in the petrochemical complexes;
(iii)production and sale of PE, including the production of “green PE” from renewable resources, and PP produced by us in Brazil; and
(iv)our production and sale of PVC and caustic soda;

our Basic Petrochemicals Unit, which includes our production and sale of basic petrochemicals at the petrochemical complex located in Camaçari in the State of Bahia, or the Northeastern Complex, the petrochemical complex located in Triunfo in the State of Rio Grande do Sul, or the Southern Complex, the petrochemical complex located in Capuava in the State of São Paulo, or the São Paulo Complex and the petrochemical complex located in Duque de Caxias in the State of Rio de Janeiro, or the Rio de Janeiro Complex, and our supply of electricity produced at these complexes to second generation producers, including producers owned or controlled by us. This segmentThe Brazil Segment accounted for net sales revenue of R$25,062.669,494.9 million, including exports from Brazil, or 42.6%64.1% of our consolidated net sales revenue of all reportable segments, including net sales to our other business units;

segments;

our Polyolefins Unit, which includes the production and sale of polyethylene, including the production of “green polyethylene” from renewable resources, and polypropylene produced by our company in Brazil. This segment accounted for net sales revenue of R$20,307.4 million, or 34.5% of our consolidated net sales revenue of all reportable segments, including net sales to our other business units;

our USA and Europe Unit,
·our USA and Europe Segment, which includes our production, operations and sale of polypropylene in the United States and Germany. This segment accounted for net revenue of R$32,403.6 million, or 29.9% of our consolidated net revenue of all reportable segments; and
·our Mexico Segment, which includes our production, operations and sale of ethylene, HDPE (high-density polyethylene) and LDPE (low-density polyethylene) in Mexico. This segment accounted for net revenue of R$6,506.3 million, or 6.0% of our consolidated net revenue of all reportable segments.

In 2021, 2020 and 2019, 52.9%, 55.3% and 54.5% of our net revenue, respectively, related to sales performed in Brazil, and 47.1%, 44.7% and 45.5% of our net revenue in 2021, 2020 and 2019 was derived from our international operations.

Our Competitive Strengths

Leading Plastics Producer in the Americas

We are the largest producer of plastics in the Americas, based on the annual production capacity of our plants in Brazil, in the United States and Germany. This segment accountedin Mexico as of December 31, 2021, according to IHS. We are the only integrated petrochemical company producing basic chemicals and polymers in Brazil, and the largest producer of PE in Mexico and of PP in the Unites States. Globally, we have a global installed capacity of 21.4 million tons per year.

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We produce a diversified portfolio of petrochemical and thermoplastic products, including polyethylene, green polyethylene (biopolymer), polypropylene, and PVC. Our products are typically used in large volume applications, and we benefit from our world-scale plants to enhance our competitiveness.

Global Leader in Green PE, Pioneer in Renewable Plastics

We are the global leader in green PE production and benefit from our presence in Brazil, which is the world’s largest producer of ethanol from sugarcane, with ample access to bio-ethanol feedstock. Our green PE made from ethanol from sugarcane is the first PE of renewable origin to be produced in industrial scale in the world. We have developed a robust global portfolio of clients, and our green PE has more than 180 customers in over 40 countries.Green PE also has an attractive price point, as demand for net sales revenuesustainable products generally outstrips supply.

We believe that our green PE has distinctive capabilities compared to other alternative solutions. Compared to biodegradable, recycled and fossil-based PE, we believe our renewable product has: (i) negative carbon footprint, (ii) higher feedstock sustainability, (iii) lower risk and better equipment fit as process uses same existing equipment, (iv) proven technology and scale, (v) better applicability with same properties and applications as fossil-PE, and (vi) better recyclability as products as 100% recyclable.

We invested approximately US$290.0 million in 2010 to build a green ethylene plant with capacity to produce 200 kilotons per year. In February 2021, considering the robust demand for our products, we announced a project to expand our green ethylene production capacity to 260 kilotons per year, with an estimated additional investment of R$8,896.1 US$87.0 million. The expansion is expected to be completed in by the end of 2022.

We are also exploring new business opportunities to produce other bio-based chemicals. In addition to green PE production, in 2017 with entered into a bio-mono-ethylene glycol (“MEG”) technology cooperation agreement with Haldor Topsoe, a Denmark-based global leader in supply of catalysts, technology, and services for the chemical and refining industries. MEG is a raw material for PET (polyethylene terephthalate), which has numerous applications and is an essential feedstock in industrial sectors such as textiles and packaging, especially beverage bottles. According to IHS, the global MEG market represented approximately US$26.3 billion in 2021 and is predominantly supplied by fossil-based feedstocks. In 2020, we were able to produce the first-ever demo-scale bio-based MEG through pioneering technology that transforms sugar into renewable MEG.

Benchmark Operator, With World Class Safety Practices and Track Record

We are widely recognized as an experienced and capable operator of petrochemicals plants. Our plants have recorded low accident rates and high utilization levels compared to industry peers.

Between 2012 and 2021, our ethylene plants in Brazil achieved an average utilization rate of 87.7% compared to a global industry average of 88.4%, according to IHS. In addition, our PP plants in the United States and Europe achieved in the same period an average utilization rate of 91.8% compared to global industry average of 86.7% according to IHS.

From 2012 to 2018, the average of recordable and lost-time injury frequency rate stood at 0.95 (events/million or 15.1%hours worked), which is 71% below the industry average of 3.29, according to the American Chemistry Counsel.

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Competitive Asset and Raw Material Base

Our plants are located close to customer demand. In Brazil in particular competitors need to bring in products from locations as far away as the Middle East and face import tariffs which reduces their competitiveness compared to us. Considering freight and import tariffs, Brazilian producers have an advantage with respect to PE, PP and PVC on average 37.6% higher than average international reference prices from IHS for these products in 2021.

We rely on a diversified mix of raw materials, such as naphtha, ethane, propane, propylene and ethanol. We also source our raw materials from a diversified base of suppliers, which we continuously work to expand in the regions where we operate.

Our green PE is made from ethanol from renewable sugarcane in Brazil, the main producer for sugarcane globally. Our other Brazilian businesses operate on naphtha, ethane, propane and propylene sourced from Brazil and several other sources abroad. As a result of our consolidated net sales revenuecontinued efforts to further diversify our feedstock base, only 30.6% of all reportableour naphtha consumption was sourced by local suppliers as of December 31, 2021.

Our businesses in the United States and in Mexico benefit from propylene and ethane availability from producers that are well situated on their respective global cost curves. Our PP plants in the Northeast region of the United States are able to source refinery-grade and chemical-grade propylene from non-U.S. Gulf Coast refineries and steam crackers at an advantaged cost compared to polymer-grade propylene. In the United States Gulf Coast, we have a well-diversified supply base with well- developed pipeline connectivity that allow us to source feedstock at a competitive cost in the region. With over 15 sources of supply in North America, our geographic and logistics diversity allows for redundancy in supply and flexibility at our PP plants.

Global Marketing Platform

We are a client-focused organization, and we have built a deep network of local relationships with over 2,200 clients worldwide. We have a lengthy history of development of long-term and close partnerships with clients, focusing on their needs and individual value creation solutions. Our market orientation and wide network are underpinned by a global platform with commercial offices in the Americas, Europe and Asia. Our global marketing platform combines market-focused teams for key market segments including net salesas well as regional teams for broader coverage. We encourage innovative thinking, an entrepreneurship mindset, a focus on the value chain and on product quality and service level.

Innovation and Technology, and Research and Development Capabilities

We drive innovation to extract value from our existing assets and create new value propositions to our customers. As a result of our innovation efforts, over 16.4% of our current products have been introduced in the last five years. We employ 303 employees globally in innovation and technology, spread across our research and development centers in Pittsburg (United States), Wesseling (Germany), Coatzacoalcos (Mexico), Triunfo, Campinas and São Paulo (Brazil).

Additionally, in November 2021, Braskem and Lummus Technology, a worldwide leader in ethylene, petrochemical, energy transition and other process technologies, executed a memorandum of understanding to jointly license Braskem’s green ethylene technology to two projects in different regions of the world, displaying a global interest in the technology.

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Qualified Management Team with Proven Success

Our senior management team combines deep operational expertise and knowledge of petrochemical global markets developed over long tenures. We have a strong mergers and acquisitions track record that supported our global expansion in the last decade, including into the US and Europe.

We have proven success in executing large, complex projects. Through our subsidiary Braskem Idesa, we built and operated the largest petrochemical complex in Latin America, which started operations in April 2016. In September 2020, we successfully started the production of PP from our Project Delta greenfield in La Porte, Texas, with a production capacity of 450 kilotons per year.

Robust Financial Performance Through the Industry Cycles

We have a track record of robust financial performance through the cycle, based on our scale and competitiveness. Our net cash generated (used) from operating activities was R$14,786.5 million (US$2,649.7 million), for the year ending in December 31, 2021, R$6,293.0 million (US$1,127.6 million) for the year ending in December 31, 2020, R$2,265.3 million (US$405.9 million) for the year ending in December 31, 2019, which represents our ability to generate positive, robust results across the industry cycles and varying macroeconomic circumstances.

Our Strategy

The key pillars of our strategy include: 

Grow Renewables and Recycling

We have a long-standing commitment with sustainable development, and a proven track record in the implementation of successful initiatives that reinforce sustainability and mitigation of climate change, as exemplified by the ground-breaking investment in green PE in 2010, or our reduction of GHG emissions intensity by 17% in the period from 2008 to 2020.

We currently see strong demand for sustainable renewable products at attractive prices and intend to grow our capacity to meet this demand. The Company's commitment, approved by the Board of Directors, is to reach 1.0 million tons of Green PE production capacity by 2030, which represents a growth of 5.0x of our current production capacity. Moreover, we are working to accelerate the delivery of such commitment through strategic and financial partnerships.

Besides the expansion of our green PE production capacity, we continue to pursue further opportunities to grow this business units;

in Brazil and abroad including: (i) the MoU with Lummus described above, and (ii) the MoU to perform feasibility studies to jointly invest with SCG Chemicals in a new bio-ethanol dehydration plant in Thailand to produce green ethylene.

our Mexico Unit, which includes our production, operations andWe also intend to increase the sale of ethylene, HDPErecycled products, work on preventing the disposal of plastic waste, and LDPEmake our products increasingly more circular. By 2025, we aim to expand our portfolio to include 300,000 tons of thermoplastic resins and chemicals with recycled content and grow to 1.0 million tons of thermoplastic resins and chemicals with recycled content by 2030. To deliver our targets, we intend to work through partnerships with other companies in Mexico. This segment accounted for net sales revenue of R$1,586.9 million, or 2.7%our value chain to strengthen both mechanical and chemical recycling globally. Just as an example of our consolidated net sales revenue of all reportable segments, including net sales to our other business units;

our Vinyls Unit, which includes our production and sale of PVC and caustic soda. This segment accounted for net sales revenue of R$3,016.4 million, or 5.1% of our consolidated net sales revenue of all reportable segments, including net sales to our other business units;

Approximately 43.4%, 48.9% and 48.0% of our net sales revenue in 2014, 2015 and 2016, respectively, was derived from our Brazilian operations, and 56.6%, 51.1% and 52.0% of our net sales revenue in 2014, 2015 and 2016 was derived from our international operations (including exports from Brazil). We expect this process of internationalization to continue, especially with the ramp up of our Mexican operations.

Strategy of Our Company

Our strategic objective is to satisfy our customerscommitment, we recently announced that we invested capital in the acquisition of a minority equity stake in Nexus Circular LLC, a Company which operates in advanced recycling that converts landfill-bound plastics value chain andinto circular feedstocks used in the production of sustainable virgin plastic.

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We intend to be among the best companies in the chemical industry in Brazilterms of GHG emissions and a key player in capturing carbon dioxide (“CO2”) emissions through the Americas, while maximizing return onuse of renewable raw materials. We have announced our ambition to be net zero by 2050 in scope 1 and 2 emissions, and to achieve a 15% reduction of current emissions by 2030.

Grow the capital invested by shareholders.

Existing Business with Productivity and Competitiveness

The key elements ofWe intend to continue to invest in our strategy include:

Differentiation of Our Business. We recognize the cyclical nature of the markets for our petrochemical products and believe that, by focusing on relationships with our local customers, we can foster customer loyalty even during periods of lower demand. For instance, we offer our local customers more flexible delivery options and credit terms than importers, which typically offer deliveries only through port facilities financed through letters of credit. Our growth strategy is centered on increasing the consumption of our products, enabling customers to substitutenon-plastic materials with thermoplastic resins. We are seeking to establish close, long-term relationships with our customers and are committed to providing technological support and solutions to our customers, through our research and/or development centers, which include the following: (1) Innovation and Technology Center in Triunfo, Rio Grande do Sul, Brazil; (2) Innovation and Technology Center in Pittsburgh, Pennsylvania, United States; (3) Renewable Chemicals Research Center in Campinas, São Paulo, Brazil; (4) Process Technology Development Center in Mauá, São Paulo, Brazil; (5) European Technical Center in Wessling, Bavaria, Germany; and (6) Mexican Technical Center in Nanchital, Vera Cruz, Mexico, which develop processes, products and applications for many industrial sectors and which, as of December 31, 2016, collectively had 302 employees.

In addition, in ordercurrent business to maintain productivity and competitiveness, focusing on operational efficiency and excellence, commercial and logistics effectiveness, cost leadership, and differentiation through our leadership positionrelationships with clients.

As part of these investments, we are working on further expanding capacity of the “Fast Track” solution in Mexico that involves the industry,incorporation of additional unloading stations, which could enable Braskem Idesa to reach maximum ethane import volume capacity of up to 35,000 barrels per day, with the project’s conclusion expected for the second quarter of 2022.

Additionally, we intend to improveinvest on a new ethane terminal to support our Mexican operations by 2024. In September 2021, Braskem Idesa entered into an agreement with Pemex and other Mexican government entities that establishes the support measures to build this terminal with the capacity to meet all of Braskem Idesa’s raw material requirements.

We continue to evaluate opportunities arising from the reorganization of the global chemical industry, new feedstock availability in Brazil (from pre-salt) and elsewhere, downstream expansion utilizing our large base chemical volumes, and upstream integration into propylene in the United States and Europe.

We continue to implement processes and operations optimization initiatives through our global efficiency program called “Transform for Value,” which was developed to coordinate and accelerate improvement initiatives across different areas including our digital center, capital expenditures, competitiveness and productivity, energy, and competitivenessother continuous improvement efforts

Continue to Innovate

We intend to continue to invest in innovation, in particular in renewables and recycling, but also across our traditional business.

A robust pipeline of sustainable solutions aims to provide step-change process, technology and upgrades for energy efficiency and carbon emission reduction, applications for plastic waste reduction, new renewable chemicals and polymers and more efficient carbon capture and utilization.

In December 2021, the I&T project portfolio included 223 projects for the development of new products, markets and processes, of which 61 projects are already under development. Our pipeline includes projects across the following strategic fronts: (i) improvements in core product & process, (ii) advances in circular plastic economy, (iii) increase in renewable feedstock initiatives; (iv) other.

Strengthen our Governance

Our shares are listed on the Level 1 listing segment of the B3 and on the New York Stock Exchange under the ticker BAK. We also voluntarily follow other high corporate governance standards, such as the implementation of a statutory audit committee in 2021 and the maintenance of at least 20% of independent board members.

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We are committed to strengthening our governance, compliance and people management systems, as well as our reputation with all stakeholders, positioning ourselves as a human-oriented, forward-thinking global company that cultivates strong relationships and generates value for all our stakeholders.

We have adopted a Code of Conduct, a Compliance System Policy and an Anti-corruption Policy, and several internal directives designed to guide our management, employees and counterparties and reinforce our principles and rules for ethical behavior and professional conduct. We maintain an Ethics Line managed by a third party available for employees and non-employees. Every whistleblower complaint is investigated by the compliance team and submitted for evaluation by our Ethics Committee and/or our Compliance and Statutory Audit Committee.

Responsible Capital Allocation and Shareholder Remuneration

We intend to continue to seek a balance in our capital allocation, returning capital to shareholders, while investing in our capital-intensive business and the growth opportunities it presents.

We are a company that consistently presents positive operating cash flow, even in downturns in the petrochemical cycle and our decision-making process aims to maximize the net present value of our current operations, maintain high standards of safety indicatorsfuture cash generation. We also have a strong liquidity position, with most debt maturing in the very long term (beyond 2030), in addition to solid credit metrics. We are considered an investment grade company by S&P Global Ratings and ensure maximum operational performance in terms of reliability, production optimization, cost reduction opportunities, investment disciplineFitch, with a BBB- corporate credit rating on a global scale and improvements in our industrial processes.a stable outlook from both credit rating agencies.

Acquisition of Feedstocks at Competitive Prices and Diversification of Feedstock.In order to obtain feedstocks at competitive prices, we are constantly seeking to diversify our feedstock profile and to negotiate purchases of feedstocks at competitive prices.

As a result of rising natural gas production and related production of natural gas liquids, several companies have announced plans to build PDH plants, which would produceon-purpose propylene. We have secured an approximately15-year propylene agreementcaptured opportunities through disciplined and profitable growth investments, whether building, acquiring or partnering on assets. We also have a rigorous process to manage our asset footprint, which has led us to selectively shut down plants in the past.

Our biopolymers strategy derives from investments that we expect to be value accretive due to strong expected growth in demand and competitive prices.

We remain focused on meeting our commitments and pursuing a disciplined financial strategy to limit the risks associated with Enterprise Products Partners L.P., or Enterprise Products, whichthe exposure to the cyclical and capital-intensive nature of our business.

Industry Overview and Trends

According to IHS, global demand for PE, PP, and PVC in 2021 is currently building a PDH plant in Texas with an annual capacity of 750,000 tons. We expect this agreement with an established producerestimated to provide us with a competitive, long-term supply of propylene, using shale gasbe 115 million metric tons, 85 million metric tons, and other nontraditional sources as its feedstock. This plant49 million metric tons, respectively. Between 2020 and 2025, global demand for PE, PP, and PVC is expected to commence operationsgrow by 4.2%, 4.7%, and 4.5% per year, respectively, according to IHS. This is driven by strong end market dynamics, global gross domestic product growth, and infrastructure and construction projects spending. Polymers will likely continue to replace traditional materials, such as aluminum, steel, wood, and glass, in applications where they can provide cost advantages and better performances.

Green PE and Green Ethylene could represent a US$10.0 billion addressable market by 2025 and US$15.0 billion by the end of 2017. Under this arrangement,2030, according to IHS. This represents a 18.5% growth per year between 2025 and 2030 for Green PE and Green Ethylene that would together represent approximately 5.0% of the pricingtotal market for PE and ethylene including fossil and bio-based products in 2030.

Latin America and the US are our home markets, but we also very competitive in exports to Asia. Latin America, in particular, has high potential for polyolefin demand growth given its low plastics consumption per capita rates.

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Although market participants have announced a robust pipeline of these contractssupply additions, we believe that many such projects will be based on market prices for propanedelayed and canceled, as has been the case over the last decade, leading to our industry enjoying high operating rates and strong margins.

Our History

Creation of Braskem

In July 2001, in partnership with the Mariani Group, Novonor (former Odebrecht) acquired a controlling interest in Copene (Camaçari Petrochemical Complex) in the state of Bahia. In August 2002, with the merger of Copene with five other market costs.companies, Braskem was created.

With respect toConsolidation of the diversificationBrazilian petrochemical industry

Between 2006 and 2010, we have invested in the consolidation of the petrochemical industry in Brazil. Two relevant steps in this stage of our feedstock profile,growth were conducted in April 2016 we commenced commercial operations of our Mexico Complex, which includes a cracker using ethane as feedstock and three integrated polyethylene plants with annual capacity of 1.05 million tons. Developed through a joint venture with Idesa, Braskem Idesa has entered into a long-term supply contract to purchase ethane from Pemex TRI, under competitive commercial conditions.

In March 2016, our board of directors approved a project with an expected investment of R$380 million to enable the use of up to 15% of ethane as raw material in the Northeastern Complex in Brazil. This project will modernize this industrial unit and improve the port infrastructure. We expect to complete this modernization in the second half of 2017. Furthermore, we entered into a long-term ethane supply agreement with a U.S. company with pricing based on the Mont Belvieu market prices.

Expansion in Selected International Markets.As part of the continuous evaluation of our business and plans, we regularly consider a range of strategic options and transactions. From time to time, we consider a variety of potential strategic transactions to expand our presence in the global petrochemicals market. We plan to expand the production capacity of our business units during the next several years by constructing new facilities (greenfield projects) with access to competitive feedstock sources independently or in conjunction with third parties and/or through the acquisition of petrochemical producers that currently compete with us or produce complementary products.

During 2016, we progressed studies on a project to build a new polypropylene plant at our site in La Porte, Texas, or the La Porte Project, which was approved by our board of directors on June 21, 2017.With an approved investment of up to US$675 million, the La Porte Project will add 450 kt of annual polypropylene production capacity to our portfolio, with startup expected in 2020.

The La Porte Project is aligned with our strategy to diversify our feedstock profile and expand geographically in the Americas, and it will strengthen our leadership position in polypropylene production in the United States.

New Business Opportunities.We seek to pursue new business opportunities by developing new and specialized products and technologies, including the following:

We have expanded and converted one of our polyethylene production lines in Bahia to produce metallocene-based linear low density polyethylene. This resin has distinctive characteristics for the flexible packaging industry, including greater resistance to impact and punctures, higher polish and greater transparency. This production line commenced operations in the fourth quarter of 2014;

In January 2017, we commenced production of UTEC®, our Ultra High Molecular Weight Polyethylene (UHMWPE) produced at our plant in La Porte, Texas. UTEC is an engineered polymer with advanced mechanical properties, such as high abrasion resistance, impact strength and low coefficient of friction and is developed and produced through our proprietary technologies. UTEC is a self-lubricating, high-strength, lightweight machinable product used for semi-finished goods in a vast array of applications and industries. It is eight times lighter than steel and lasts ten times longer than High-Density Polyethylene (HDPE);

We are continuously evaluating opportunities to improve our existing products and to act as partner or supplier in connection with the manufacture of new value-added products; and

We are seeking a strong position in the technological development of chemicals from renewable resources and/or using production processes that generate fewer emissions by investing in research, development and technological innovation.

History and Development of Our Company

Our business began when the Odebrecht Group (comprised of Odebrecht S.A. and its subsidiaries) and Mariani Group acquired control of Copene, a raw materials petrochemical complex in Camaçari, in July 2001, and then subsequently integrated their assets in the petrochemical sector with Copene. From 2001 to 2004, we underwent a corporate reorganization and merged many recently acquired companies. In addition, we acquired Polialden in 2005 and Politeno in 2006.

Through a partnership with Petrobras, we began consolidatingwhich led to the increase of their stake in the Company: the consolidation of our Southern Complex, in Brazil inwhich was executed between March 2007 with the acquired petrochemical assets from the Ipiranga group. In November 2007, we signed an agreement with Petrobras and Odebrecht, which required them to contribute part of their assets in the petrochemical sector to Braskem. In September 2008, Ipiranga Petroquímica, Petroquímica PaulíniaMay 2009; and thespun-off portion of Ipiranga Química were merged into our company. In May 2009, our merger with Triunfo was approved.

In January 2010, we announced the acquisition of Quattor, which owned significant assets in order to strengthenSão Paulo and Rio de Janeiro, announced in January 2010.

This consolidation strengthened the Brazilian petrochemical sector and establish ourselves amongallowed us to reach a new level of scale to face the five largestchallenges of the international market.

Beginning and most competitive petrochemical companies in the world. consolidation of our internationalization

In February 2010, we announced the acquisition of the polypropylenePP assets of Sunoco Chemicals the fourth largest producer of this resinand in the United States. This acquisition represented an important step towards strengthening our internationalization strategy, which combines our growth in the U.S. market with alternative access to competitive raw materials and main consumer markets. As a result of this acquisition, we became a leader of thermoplastic resins in the Americas, consolidating our position as a major player in the international petrochemical market and the third largest global player in the polypropylene industry. In 2010, Braskem inaugurated its green ethylene plant in Triunfo, Rio Grande do Sul, becoming the world leader in biopolymers and launched the brand I’m greenTM, which identifies Braskem’s products made from renewable sources.

In July 2011, we announced the acquisition of Dow Chemical’s polypropylenePP business, including four plants (two plants in the United States and two plants in Germany). The U.S. assets, located in Freeport and Seadrift, Texas, have a combined annual production capacity of 545,000 tons, which represented a 50% increase in annual capacity polypropylene production in the United States. The German assets, located in the cities of Wesseling and Schkopau, have a combined annual production capacity of 545,000 tons. This acquisition represented an important step in the consolidation of our internationalgrowth strategy positioningin the Americas, consolidating us as the largest producer of polypropylene in the United States.

States and strengthening our position in Europe.

The following discussion highlightsIn April 2016, our subsidiary Braskem Idesa, our former joint venture with the Mexican Idesa group, reached an important developmentsmilestone with the production of the first batch of PE in the Mexico petrochemical complex, strengthening our business since January 1, 2017.internationalization strategy and ensuring greater access to competitive gas-based feedstocks.

In September 2020, we successfully started the greenfield Project Delta for the production of PP in La Porte, Texas, with a production capacity of 450 kilotons per year. We believe that this investment reinforces our PP leadership position in the region and strengthens our strategy to diversify the raw materials matrix and geographic expansion in the Americas.

Beginning of Operations of Our Mexico Unit

During April 2016, Braskem Idesa commenced commercialour renewables operations of the Mexico Complex. As a result of the commencement of operations of the Mexico Complex, we commenced recording the results of our Mexico Unit as a separate segment in our financial statements as of dates and for periods ended after January 1, 2016. For more information about the Mexico Complex and the Mexico Unit, see “Item 4. Information on the Company—Mexico Unit.”

Global Settlement

In September 2010, Braskem started up its green ethylene plant in Triunfo, in the state of Rio Grande do Sul, Brazil, with a capacity to produce 200 kilotons per year, becoming the world leader producer in biopolymers and products made from renewable sources.

In February 2021, we announced a new project at the Triunfo petrochemical complex in Rio Grande do Sul to expand our current production capacity of green ethylene. With an estimated investment of US$87.0 million, this project is expected to add 60 kilotons per year to the production of green ethylene in the Company’s portfolio and is expected to be completed in December 2016,2022.

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In September 2021, we entered into a global settlementmemorandum of understanding to perform feasibility studies to jointly invest with SCG Chemicals in a new bio-ethanol dehydration plant in Thailand to produce green ethylene. SCG Chemicals is one of the MPF, the DoJ, the SEC,largest integrated petrochemical companies in Thailand and the OAG with regardan industry leader in Asia. The investment is subject to certain matters under investigation, which we refer to as the Global Settlement. The Global Settlement was reached at the conclusion of an independent internal investigation into the allegationsstudies, mutual agreement of improper paymentsBraskem and SCG Chemicals, and approval by competent governance bodies.

Additionally, in connection withNovember 2021, Braskem and Lummus Technology, a worldwide leader in ethylene, petrochemical, energy transition and other process technologies, executed a memorandum of understanding to jointly license Braskem’s green ethylene technology to two projects in different regions of theso-called Operation Car Wash in Brazil. Under the Global Settlement, we agreed to pay to the governmental authorities in these jurisdictions an aggregate amount of approximately US$957 million (equivalent to approximately R$3.1 billion based on the fixed exchange rate of R$3.27 to US$1.00) and to be subject to external monitorship for world, displaying a period of three years. For more information regarding the Global Settlement, see “Item 8. Financial Information—Legal Proceedings—Global Settlement.”

Sale of quantiQ

On January 10, 2017, we entered into an agreement with GTM do Brasil Comércio de Produtos Químicos LTDA under which we sold 100% of our ownershipglobal interest in quantiQ for an aggregate amount of R$550 million. On January 30, 2017, the Administrative Council for Economic Defense (Conselho Administrativo de Defesa Econômica), or CADE, Brazil’s antitrust agency, approved the sale of quantiQ. The transaction was consummated on April 3, 2017.technology.

Our Corporate Structure

The following chart presents our simplified ownership structure and the corporate structure of our principal subsidiaries as of the date of this annual report. The percentages in bold and italics represent the direct andor indirect percentage of the voting share capital owned by each entity, and the percentages not in bold and italics represent the direct andor indirect percentage of the total share capital owned by each entity.

LOGO

Basic Petrochemicals Unit

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As of December 31, 2016, accordingThe SEC maintains an internet website at www.sec.gov that contains reports, proxy and information statements and other information regarding companies that file or furnish documents electronically to IHS, our Basic Petrochemicals Unit’s facilities had one of the largest annual production capacities of all first generation producers in Latin America. Including net sales to our other business units, our Basic Petrochemicals Unit generated net sales revenue of R$25,062.6 million in 2016, or 42.6% ofSEC, including us. Our internet website is www.braskem.com.br, and the net sales revenue of all reportable segments. Net sales revenue generated by internal sales to our other business units was R$19,490.2 million during 2016, representing 77.8% of the net sales revenueinternet website of our Basic Petrochemicals Unit.investors relations’ department is www.braskem.com.br/ri. The information included on our internet website, the internet website of our investor relations’ department, or the information that might be accessed through such websites is not included in this annual report and is not incorporated into this annual report by reference.

We are a corporation (sociedade por ações) organized under the laws of Brazil. Our registered office is at Rua Eteno, 1561, Pólo Petroquímico, Camaçari, Bahia, CEP 42810-000, Brazil, and our telephone number at this address is +55 71 3413-2102. Our principal executive office is at Rua Lemos Monteiro, 120 – 24° andar, Butantã, São Paulo, SP, CEP 05501-050, Brazil, and our telephone number at this address is +55 11 3576-9000.

Reportable Segments

Chemicals Operations that are Part of our Brazil Segment

Our Basic Petrochemicals Unit ischemicals operations that are part of our Brazil Segment are comprised of the basic petrochemicalschemicals operations conducted by our companyus in the Northeastern Complex, the Southern Complex, the São Paulo Complex and the Rio de Janeiro Complex.

Our Basic Petrochemicals Unit produces:chemicals operations that are part of our Brazil Segment produce:

olefins, such as ethylene, polymer and chemical grade propylene, butadiene andbutene-1;

BTX products (1);

fuels, such as automotive gasoline, liquefied petroleum gas, or LPG, ethyl tertiary butyl ether, or ETBE, and methyl tertiary butyl ether, or MTBE;

intermediates, such as cumene;

aliphatics, aromatics and hydrogenates solvents; and

specialties such as isoprene, dicyclopentadiene, or DCPD, piperylene, nonene, tetramer, polyisobutylene, or PIB, and hydrocarbon resins.
·olefins, such as ethylene, polymer and chemical grade propylene, butadiene and butene-1;
·BTX products;
·fuels, such as automotive gasoline, liquefied petroleum gas, or LPG, ethyl tertiary-butyl ether, or ETBE, and methyl tertiary-butyl ether, or MTBE;
·intermediates, such as cumene;
·aliphatics, aromatics and hydrogenated solvents; and
·specialties such as isoprene, dicyclopentadiene, or DCPD, piperylene, nonene, tetramer, polyisobutylene, or PIB, and hydrocarbon resins.

The products of our Basic Petrochemicals Unitchemicals operations that are part of our Brazil Segment are used primarily in the manufacture of intermediate second generation petrochemical products, including those manufactured by our Polyolefins Unitpolyolefins and vinyls operations that are part of our Vinyls Unit.Brazil Segment. Our Basic Petrochemicals Unitchemicals operations that are part of our Brazil Segment also suppliessupply other second generation producers in each of the petrochemical complexes in which we operate and other companies located outside of these complexes, and renders services to those producers. In 2016, 78.2% of our Basic Petrochemicals Unit’s net sales revenue (including intra-company sales) was derived from the sale of basic petrochemicals, 7.0% from the sale of fuels, 8.7% from the resale of naphtha and condensate, 2.7% from the sale of intermediates and 3.5% from the sale of utilities and services. In 2016, 43.9% of our Basic Petrochemicals Unit’s net sales revenue from sales of basic petrochemicals was derived from sales made to our Polyolefins and Vinyls Units.

Products of Our Basic Petrochemicals UnitChemicals Operations that are Part of our Brazil Segment

Our other business units and third-party petrochemical producers use ethylene and propylene produced by our Basic Petrochemicals Unitchemicals operations that are part of our Brazil Segment to produce second generation products such as polyethylene, polypropylene and PVC. We also sell butadiene, a variety of aromatics, including BTX products, and intermediates, such as cumene, to third-party petrochemical producers for use as raw materials in the production of a variety of second generation products, including synthetic rubber, elastomers, resins, nylon fibers, ethyl benzene (which is used to make styrene monomer/polystyrene), linear alkyl benzene, purified terephthalic acid, dimethyl terephthalate, bisphenol A, a feedstock for the production of polycarbonate resins, phthalic anhydride, plasticizers and paint.

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The following table sets forth the sales volume of basic petrochemicalspetrochemical products by our Basic Petrochemicals Unitchemicals operations that are part of our Brazil Segment (excluding our intra-company sales) for the periods indicated.

 

  Year Ended December 31, 

Year Ended December 31,

  2016   2015   2014 

2021

2020

2019

  (thousands of tons) (in thousands of tons)

Domestic sales:

        

Ethylene

   511.9    485.8    499.6 516.8486.3464.1

Propylene

   291.3    246.1    208.9 370.7282.1341.9

Cumene

   194.5    206.0    211.6 204.2186.6219.0

Butadiene

   198.5    220.1    210.0 172.2122.9161.0

BTX products(1)

   676.9    631.5    594.9 
BTX products(1)741.9676.6618.7
Gasoline1,058.9953.91,007.3

Others

   1,214.0    956.7    942.6 

439.1

430.8

443.8

  

 

   

 

   

 

 

Total domestic sales of basic petrochemicals

   3,087.1    2,746.2    2,667.6. 

Total export sales of basic petrochemicals

   1,318.2    1,584.9    1,559.8 
  

 

   

 

   

 

 

Total sales of basic petrochemicals

   4,405.3    4,331.1    4,227.4 
  

 

   

 

   

 

 
Total domestic sales of Chemicals3,503.73,139.23,255.8
Total export sales of Chemicals

842.0

785.1

1,060.9

Total sales of chemicals

4,345.7

3,924.3

4,316.7

 

(1)(1)Includes benzene, toluene and para-xylene.

In addition, we had the following intra-company sales:

 

   Year Ended December 31, 
   2016   2015   2014 
   (thousands of tons) 

Ethylene

   2,856.5    2,793.5    2,704.3 

Propylene

   1,022.0    987.3    859.5 

Production Facilities of Our Basic Petrochemicals UnitChemicals Operations that are Part of our Brazil Segment

We believe that the technological processes we use at plants in our basic petrochemicals plantschemicals operations that are part of our Brazil Segment are among the most advanced in the world. Our Basic Petrochemicals Unitchemicals operations that are part of our Brazil Segment currently ownsinclude owning and operates:operating:

five major basic petrochemicals units in the Northeastern Complex (two olefins units, two aromatics units and one utilities unit);

five major basic petrochemicals units in the Southern Complex (two olefins units, one green ethylene unit, one aromatics unit and one utilities unit);

three basic petrochemicals units in the São Paulo Complex (one olefins unit, one aromatics unit and one utilities unit); and

two basic petrochemicals units in the Rio de Janeiro Complex (one olefins unit and one utilities unit).
·five major production facilities in the Northeastern Complex (two olefins units, two aromatics units and one utilities unit);
·five major production facilities in the Southern Complex (two olefins units, one green ethylene unit, one aromatics unit and one utilities unit);
·three production facilities in the São Paulo Complex (one olefins unit, one aromatics unit and one utilities unit); and
·two production facilities in the Rio de Janeiro Complex (one olefins unit and one utilities unit).

We define the term “unit” to mean several production lines that are linked together to produce olefins, aromatics or utilities.

The table below sets forth the primary products of our Basic Petrochemicals Unit,chemicals operations that are part of our Brazil Segment, annual production capacity as of December 31, 20162021 and annual production for the years presented.

  Annual
Production
   Production
For the Year Ended December 31,
 

Annual Production

Production
For the Year Ended December 31,

Primary Products

  Capacity   2016   2015   2014 

Capacity

2021

2020

2019

  (in tons)  (in tons)

Olefins:

           

Ethylene

   3,952,000    3,459,861    3,357,078    3,237,886 3,952,0003,026,6343,027,0703,185,203

Propylene

   1,585,000    1,400,466    1,389,796    1,306,636 1,585,0001,290,5371,232,0531,310,028

Butadiene

   480,000    411,688    389,272    374,827 480,000380,927339,487397,762

Aromatics:

          

BTX products(1)

   1,367,000    1,000,489    981,570    951,265 
BTX products(1)1,367,000912,907893,097825,253
 

 

(1)(1)Consists of benzene, toluene and para-xylene.

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Raw Materials of Our Basic Petrochemicals UnitChemicals Operations that are Part of our Brazil Segment

The main raw material that we use for chemical production is naphtha, with a total consumption capacity of up to 10 million tons per year. Up to one-and-a-half million tons of naphtha can be substituted by condensate, which in recent years was about one million tons. Natural gasoline is also a feedstock that can be used as a replacement for naphtha. The cracker located in Rio de Janeiro uses ethane and propane, and its consumption is 0.4 million tons of each of these raw materials per year. The São Paulo cracker can also consume refinery off gas in a quantity equivalent to about 15% of the ethylene production capacity.

Naphtha

Naphtha is the main raw material that we use to produce our basic petrochemicalchemical products and represents the principal production and operating cost of our Basic Petrochemicals Unit.chemicals operations that are part of our Brazil Segment. We also use condensate as a raw material in our basic petrochemical units in the Southern Complex.

The price of naphtha that we purchase varies primarily based on changes in the U.S. dollar-based international price of crude oil. Naphtha accounted for 57.0% of the total cost of sales of our Basic Petrochemicals Unit during 2016.

The following table shows the average Amsterdam-Rotterdam-Antwerp, marketor the ARA price, of naphtha for the periods indicated.

2021

2020

2019

  2017   2016   2015   2014 (in US$/t)

Average(1)

  US$  455.38   US$  385.41   US$  461.89   US$  836.23 
Average(1)US$633.87US$354.68US$505.33

Month ended:

         

January

   500.00    317.83    396.91    918.58 500.46527.23459.16

February

   498.00    293.00    502.13    913.65 555.34465.41499.83

March

   459.00    351.07    504.86    911.40 572.95246.70533.15

April

   468.00    379.00    525.61    925.63 557.94138.41563.16

May

   435.00    403.00    550.86    937.84 592.95228.91544.57

June

   401.00    417.00    538.07    952.45 633.61342.23472.94

July

   425.00    380.00    472.37    935.59 673.39380.85503.46

August

   457.00    369.00    403.38    865.81 646.87381.15446.86

September

   —      396.00    411.66    841.36 678.81366.74479.46

October

   —      441.00    430.26    711.52 763.05375.07491.00

November

   —      416.00    419.18    628.94 733.07370.74529.99

December

   —      462.00    387.41    491.98 698.05432.70540.33

 

(1)(1)The information in the “Average” row represents the mean average monthly naphtha prices during each respective year.

Source: IHS.Braskem Global Market Intelligence.

Supply Contracts and Pricing of the Basic Petrochemicals UnitChemicals Operations that are Part of our Brazil Segment

Naphtha and Condensate

The following table shows the distribution of the naphtha plus condensate purchases by our Basic Petrochemicals Unitchemicals operations that are part of our Brazil Segment for the periods indicated by geographic location of the suppliers.

  Year Ended December 31, 

Year Ended December 31,

  2016 2015 2014 

2021

2020

2019

Brazil

   62.2 55.5 69.831%54%37%

Algeria

   15.6 19.7 10.2

United States of America

   1.7 4.5  —   

Venezuela

   5.3 9.9 9.0
  
Europe23%14%20%
South America2%5%10%
North America30%16%16%
Africa15%12%16%

Others

   15.2 10.4 11.00%1%
  

 

  

 

  

 

 

Total

   100.0 100.0 100.0

100%

100%

  

 

  

 

  

 

 
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Supply Contracts with Petrobras

On December 23, 2015, weThroughout 2021, Braskem and Petrobras entered into a4 new five-year Naphtha Purchase Agreement. This contract replaced the naphtha supply contract betweencontracts to provide naphtha for our company and Petrobras forplants in the supply of naphtha to our basic petrochemicals plants located inSouthern Complex, the Northeastern Complex and superseded the naphtha supply contract between our company and Petrobras for the supply of naphtha to our basic petrochemicals plants located in the Southern Complex, Northeastern Complex and São Paulo Complex. The new contract will expire in December 2020.All contracts have a term of 5 years until the end of 2025.

Under the terms of this new agreement:these agreements:

·Petrobras has agreed to sell and deliver naphtha, for a period of five years, to our chemicals plants in the Northeastern, Southeastern and the Southern Complex exclusively for our use as a feedstock;
·we are required to purchase a minimum monthly volume of naphtha for each of our Complexes;
·we have the option to purchase additional volume for the São Paulo Complex and Petrobras has an option to sell us additional volume for our Northeastern and Southern Complexes;
·we may request volumes of naphtha that exceed a monthly firm commitment order, which Petrobras may supply at its discretion;
·the price we pay for naphtha is based on international price references;
·the contract could be terminated or amended in the event that unforeseen extraordinary events occur that cause a disruption in the economic-financial equilibrium of the contract;
·either party may terminate the contract, without prior notice, in the event of: (1) failure to cure any breach of the contract following a 30-day grace period; (2) a force majeure event that continues for more than 90 days; (3) transfer or offer as a guaranty all or part of either party’s rights and obligations under the contract to a third party without the other party’s consent; (4) an alteration of ownership or corporate purposes that conflicts with the purpose of the contract; (5) dissolution; or (6) failure to comply with the compliance obligations of the contract; and
·Petrobras may terminate the contract, without prior notice, in the event of our bankruptcy or liquidation.

In December 2021, ACELEN concluded the acquisition of REFMAT, a refinery previously owned by Petrobras, has agreed to sell and deliver naphtha, for a period of five years, to our basic petrochemicals plantslocated in the Northeastern, Southeasternstate of Bahia, and one of the Southern Complex exclusivelysuppliers for our use as a raw material;

we are required to purchase a minimum monthly volume of naphtha;

we provide Petrobras with a firm commitment order for naphtha each month, together with an estimateNortheastern Complex. As per the terms and conditions of the volume of naphtha that we willsale and purchase over the following six months;

we may request volumes of naphtha that exceed a monthly firm commitment order, which Petrobras may supply at its discretion;

the price we pay for naphtha is equal to 102.1% of ARA;

the contract will be amended in the event that unforeseen extraordinary events occur that cause a disruption in the economic-financial equilibrium of the contract;

beginning in January 2018, either party can renegotiate the contract upon the occurrence of certain market events;

either party may terminate the contract, without prior notice, in the event of: (1) failure to cure any breach of the contract following a30-day grace period; (2) a force majeure event that continues for more than 90 days; (3) transfer or offer as a guaranty all or part of either party’s rights and obligations under the contract to a third party without the other party’s consent; (4) an alteration of ownership or corporate purposes that conflicts with the purpose of the contract; (5) dissolution; or (6) failure to comply with the compliance obligations of the contract; and

Petrobras may terminate the contract, without prior notice, in the event of our bankruptcy or liquidation.

Supply Arrangements with SONATRACH

La Société Nationale pour la Recherche, la Production, le Transport, la Transformation et la Commercialisation des Hydrocarbures, or SONATRACH (the Algerian national oil company), is one of our suppliers of imported naphtha and condensate. We have imported naphtha supplied by SONATRACH since 2002. On an annual basis, we negotiate the minimum and maximum volumes of naphtha and condensate that we will purchase from SONATRACH. In the event that we were unable to renew our supply arrangements with SONATRACH, we believe that we could purchase sufficient quantities of naphtha from other suppliers to meetagreement, the supply needsagreement was assigned to ACELEN, which, as of our basic petrochemicals plants.December 2021, replaced Petrobras as Braskem’s supplier in connection with such refinery.

Other Supply Contracts

As part of our strategy to diversify our sources of supply of naphtha, we are acquiring naphtha under annual supply arrangements with international suppliers.

Spot Market Purchases of Naphtha

In addition to our supplies of naphthafeedstock under the agreements described above, we purchase naphtha on the spot market from time to time from foreign suppliers located in Africa, Europe, North America and Latin America.

Spot Market Purchases of Condensate

In addition to our supplies of feedstock under the agreements described above, we purchase condensate on the spot market from time to time from foreign suppliers.

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Ethane and Propane

Ethane and propane are the principal raw materialsfeedstocks that we use to produce our basic petrochemicalchemical products in the Rio de Janeiro Complex and represent the principal production and operating cost of the basic petrochemical unitchemical operations that are part of our Brazil Segment in the Rio de Janeiro Complex. The price of ethane and propane that we purchase varies primarily based on changes in the U.S. dollar-based international price of these feedstocks.

In December 2000, we and Petrobras entered into an ethane and propane supply agreement. The initial term of this contract expires in January 2021was December 2020 and this agreement iscould be automatically renewablerenewed for onetwo-year period, unless either party notifies the other party in writing stating that there was no intention to renew the agreement, at least one year prior to the expiration of the contract,contract. In 2019, Petrobras informed us that it doeswould not intend to renew this agreement. Underagreement on the terms of this agreement,same terms.

In December 2020, we and Petrobras agrees to sell and deliverentered into a new ethane and propane supply agreement with a term of five years, from January 1, 2021 to our basic petrochemical plantDecember 31, 2025 as follows:

·we are required to purchase and Petrobras is required to deliver a minimum annual volume of ethane and/or propane
·we agree to provide Petrobras with a firm commitment order for ethane and propane each month, together with an estimate of the volume of ethane and propane that we will purchase over the immediately succeeding four months;
·the prices for ethane and propane are based on international price references; and
·Petrobras may terminate the contract, without prior notice, in the event of: (1) our failure to cure any breach of the contract following a 60-day grace period; (2) a force majeure event that continues for more than 365 days; (3) we transfer or offer as a guaranty all or part of our rights and obligations under the contract to a third party without Petrobras’ consent; and (4) the dissolution, bankruptcy or liquidation of RioPol.

Braskem also has an ethane supply contract with Enterprise Products Operating LLC, or Enterprise Products, to supply ethane from the United States to Brazil. This agreement will remain valid until 2027. The price of ethane is based on the Mont Belvieu ethane price plus a Terminal Fee, basis FOB USGC. The logistics to move the ethane to Brazil is managed by Braskem.

Since February 2017, Braskem has had the capability to receive imported ethane at the Rio de Janeiro Complex exclusively.

The imported ethane is marginal to domestic supply and the quantity imported in 2021 was 30.9 ktons, 2020 was 30.9 ktons, and in 2019 it was 35.3 ktons.

Since November 2017, Braskem has the capacity to consume ethane in the cracker in Bahia, partially replacing naphtha. Braskem has invested to create the flexibility to substitute naphtha for useethane in a ratio equivalent to 15% of the ethylene production of the site. 2018 was the first year in which we operated our cracker in Bahia using imported ethane as a raw material;

we are required to purchase and Petrobras is required to deliver a minimum annual volumefeedstock. Of the total ethylene produced by the cracker, there was no consumption of ethane and/or propane;

we agree to provide Petrobras with a firm commitment order for ethanefeedstock in 2021, 1.8% in 2020 and propane each month, together with an estimate of the volume of ethane and propane that we will purchase over the immediately succeeding four months;

the price for ethane and propane is based on the USA Mont Belvieu price; and

Petrobras may terminate the contract, without prior notice,1.5% in the event of: (1) our failure to cure any breach of the contract following a60-day grace period; (2) a force majeure event that continues for more than 365 days; (3) we transfer or offer as a guaranty all or part of our rights and obligations under the contract to a third party without Petrobras’ consent; and (4) the dissolution, bankruptcy or liquidation of RioPol.
2019.

Refinery Off Gas

In January 2005, we and Petrobras entered into an agreement with Petrobras for the purchase and sale of a steam offrom refinery off gas, from which we separate ethylene and propylene. This agreement provides that wehad validity for 15 years and Petrobras willparties should negotiate the renewal of this agreementextension prior to its expiration in 2020 and that, in2020. In the event that Petrobras does not intendhas no intention to renew this agreement, it mustthey should notify us at least two years prior to the expiration of this agreement and, mustin this case, should perform under the terms and conditions of this agreement for 8 years after original expiration date.

74

In December 2017, Petrobras informed us that they would not renew this agreement on the same terms. Therefore, the contract will remain valid and under original conditions until 2028.

The impact of the new terms and conditions of a possible future agreement after 2028 and any failure to successfully negotiate such terms with Petrobras could impair our ability to satisfy our refinery off gas needs.

Under the terms of this agreement, which represents 100% of our light refinery hydrocarbon supply:

Petrobras agrees to sell and deliver refinery off gas to our basic petrochemical plant in the São Paulo Complex exclusively for use as raw materials;

supply:

we are required to purchase a minimum daily volume of refinery off gas;

the price for refinery off gas is based on a variety of market indices;

the contract will be amended in the event that unforeseen extraordinary events occur that cause a disruption in the economic-financial equilibrium of the contract; and

Petrobras may terminate the contract, without prior notice, in the event of: (1) our failure to cure any breach of the contract following a30-day grace period; (2) a force majeureevent that prevents the execution of the contract; (3) we transfer or offers as a guarantee all or part of its rights, obligations and credits under the contract to a third party without Petrobras’ consent, unless the third party is a member of our economic group; (4) the dissolution or bankruptcy of Braskem S.A; and (5) a change of entity type, merger, sale,spin-off or any other corporate reconstruction of Braskem S.A that conflicts with or impedes the execution of contract’s purpose.
·we are required to purchase a minimum daily volume of refinery off gas, and Petrobras is required to sell a minimum daily volume to us;
·the price for refinery off gas is based on a variety of market references;
·the contract will be amended in the event that unforeseen extraordinary events occur that cause a disruption in the economic-financial equilibrium of the contract;
·Petrobras may terminate the contract, without prior notice, in the event of: (1) our failure to cure any breach of the contract following a 30-day grace period; (2) a force majeure event that prevents the execution of the contract; (3) a transfer or pledge by us, as a guarantee for indebtedness, of all or part of our rights, obligations and credits under this contract to a third party without Petrobras’ consent, unless the third party is a member of our economic group; (4) the dissolution or bankruptcy of Braskem S.A.; or (5) a change in business structure, merger, sale, spin-off or any other corporate reorganization of Braskem S.A. that conflicts with or impedes the execution of contract’s purpose.

Electricity

To supply our industrial operations in Brazil, which represents 86%represented 76.7% of theour global Braskem’s electric consumption in 2021, we self-generate approximately 20%self-generated 23.4% of our electrical energy consumption. Approximately 32%28.2% of our demand isin 2021 was supplied by Companhia Hidrelétrica do São Francisco, or CHESF, a Brazilian government-owned electric power generation company, pursuant to a power purchase agreement. Approximately 93% of the 68%agreement that will remain valid until 2037. The remaining energy is supplied primarily under long-term contracts with several suppliers in the free energy market (Mercado(Mercado Livre de Energia) and 7% is supplied by regulated market.Energia).

·In the Bahia Complex, we self-generate approximately 36%39.7% of the energy consumption, and about 42%48.0% of the demand is supplied by CHESF. The remaining energy is supplied under long-term contractsacquired primarily from several suppliers in the free energy market (Mercado Livre de Energia)market;
·In the Alagoas plants, 74.6% of the energy consumption is supplied by CHESF. Therefore, the remaining energy from the Alagoas plants is acquired primarily from several companies.suppliers in the free energy market;

·In the Southern Complex, we self-generate 29.9% of the energy consumption, and the remaining energy is acquired primarily from several suppliers in the free energy market;
·In the São Paulo Complex, we self-generate 9.1% of the energy consumption, and the remaining energy is acquired primarily from several suppliers in the free energy market;
·In the Rio de Janeiro Complex, the energy consumption is acquired primarily from several suppliers in the free energy market.
In the Alagoas Complex, approximately 76% of the energy consumption is supplied by CHESF. About 13% of the demand is delivered by Eletrobras Alagoas, another Brazilian government-owned electric power distribution company. The remaining energy is supplied under long-term contracts in the free energy market from several companies.
75

In the Southern Complex, we self-generate approximately 31% of the energy consumption, and the remaining energy is acquired from several suppliers primarily under long-term contracts in the free energy market.

In the São Paulo Complex, we self-generate approximately 11% of the energy consumption, and the remaining energy is acquired primarily under long-term contracts in the free energy market from several companies.

In the Rio de Janeiro Complex, all the energy consumption is acquired primarily under long-term contracts in the energy free market from several companies.
Table of Contents

Natural Gas

Natural gas is supplied to our industrial operations in Brazil under long-term contracts in the regulated market by companies that have government licenses and exclusivity to deliver it in each state. The natural gas consumed by our operations in Brazil in 20162021 represented 61%64% of our totalconsolidated consumption.

In the Bahia Complex, natural gas is supplied by Bahiagás, which represents approximately 45% of our consumption in Brazil.

In the Alagoas Complex, natural gas is supplied by Gás de Alagoas S.A. (Algás), which represents approximately 21% of our consumption in Brazil.

In the Rio Grande do Sul Complex, natural gas is supplied by SULGAS, which represents approximately 14% of our consumption in Brazil.

In the São Paulo Complex, natural gas is supplied by the Companhia de Gás de São Paulo – Comgás, which represents approximately 16% of our consumption in Brazil.

In the Rio de Janeiro Complex, natural gas is supplied by CEG, which represents approximately 4% of our consumption in Brazil.
·In the Bahia Complex, natural gas is supplied by Companhia de Gás da Bahia, or Bahiagás, which represents 42% of our consumption in Brazil.
·In the Alagoas plants, natural gas is supplied by Gás de Alagoas S.A., or Algás, which represents 18% of our consumption in Brazil.
·In the Rio Grande do Sul Complex, natural gas is supplied by Companhia de Gás do Estado do Rio Grande do Sul, or Sulgás, which represents 18% of our consumption in Brazil.
·In the São Paulo Complex, natural gas is supplied by Companhia de Gás do Estado de São Paulo, or Comgás, which represents 16% of our consumption in Brazil.
·In the Rio de Janeiro Complex, natural gas is supplied by Naturgy Brasil, which represents 6% of our consumption in Brazil.

Others

In the Southern Complex until June 2021 we also buy methanol to produce MTBE and ethanol to produce the “green polyethylene.” After June 2021 we purchased ethanol to produce the “green polyethylene” and ETBE. Methanol is imported and its price is based inon international market quotations. Ethanol is bought in the domestic market from several producers. In the Bahia Complex, we also buy ethanol to produce ETBE.

Sales and Marketing of Our Basic Petrochemicals UnitChemicals Operations that are Part of our Brazil Segment

We sell 70%most of our basic petrochemicalchemical products in Brazil to third-party petrochemical producers. We sell the remainder of our basic petrochemicalchemical products to customers in the United States, Europe, South America and Asia.

As is common with other first generation petrochemical producers, our Basic Petrochemicals Unit has a high concentration of sales to a limited number of customers. Net sales to our Basic Petrochemicals Unit’s 10 largest customers (excluding intra-company sales) accounted for 22.2% of our Basic Petrochemicals Unit’s total net sales revenue during the year ended December 31, 2016.

The following table sets forth our net sales revenue derived from domestic and export sales, excluding inter-company sales, by our Basic Petrochemicals Unit for the years indicated:

   For the Year Ended December 31, 
   2016   2015   2014 
   (in millions ofreais) 

Net sales revenue:

      

Domestic sales

  R$  8,201.7   R$  7,523.5   R$  8,459.5 

Export sales

   5,572.3    4,944.2    5,389.8 
  

 

 

   

 

 

   

 

 

 
   13,744.0   R$  12,467.7   R$  13,849.3 
  

 

 

   

 

 

   

 

 

 

Domestic Sales of Basic PetrochemicalsChemicals

As part of our commercial strategy, our Basic Petrochemicals Unitchemicals operations that are part of our Brazil Segment focuses on developing long-term relationships with our customers and entering into long-term supply contracts that provide for minimum and maximum quantities to be purchased andon a monthly deliveries. We determine thebasis. The domestic prices that we charge for ethylene by reference to Western European contract prices. We determine the domestic prices that we charge for propylenemarket pricing is based on a formula under which 50% of the price is determined generally by reference to Northwest Europe prices and the remaining 50% is determined by reference to the North American contract prices. We determine the domestic price of butadiene by reference to the U.S. Gulf contract price. We set the domestic prices of our BTX products, including benzene, para-xylene and toluene by reference to United States, contract or spot market prices. We set the domestic prices of solvents by reference to international market prices, and we determine the domestic prices for our other olefins and aromatics products with reference to several international market indicators.references.

Export Sales of Basic PetrochemicalsChemicals

We export basic petrochemicals mainly to customers in the United States and in Europe and we set the priceInternational market prices are also based on international market references, bases in accordance with which usually vary according to the region or country.to which the product is exported.

We are focused on maintaining our leading position in the Brazilian market, while continuing to use our exports to protectoptimize our operations and adjust the imbalances between demand and production. Export net salesSince we export large volumes of certain products, we also develop long-term relationships with international customers through contracts that minimize our Basic Petrochemicals Unit represented 15% of our Basic Petrochemicals Unit’s net sales revenue during 2016.

Additionally, we have applied our expertise in commodities tradingexposure to increase our resale operations of naphthamarket conditions and oil derivatives in the international markets. In order to meet our crackers’ naphtha requirements (in terms of timing, pricing and quality), we maintain an excess supply of naphtha and resell the surplus on the spot market. During 2016, we recorded average resale operations of R$180 million per month.mitigate risk.

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Competition

Competition

Our basic petrochemicalchemical customers, which are mostly second generation petrochemical producers with plants located in the Brazilian petrochemical complexes, would have difficulty obtaining their feedstocks from other sources at lower prices due to the high cost of transportation of these products, as well as other logistical difficulties. In addition, because Brazil produces sufficient quantities of olefins to meet domestic demand, imports of these products are generally sporadic and usually related to scheduled plant maintenance shutdowns or to meet unsatisfied domestic demand.

During the past several years, as the relative cost of naphtha and gas as feedstocksfeedstock for petrochemical crackers has diverged, many crackers using gas as a feedstock have becomelow-cost producers in the global markets and have seen their margins improve substantially as compared to naphtha crackers, such as our company. However, as gas crackers are able to produce fewer of theco-products and byproducts that naphtha crackers generate, such as propylene, butadiene and BTX products, and in smaller quantities, the prices of these products in the international

markets have increased. As a result of the increased prices available for theseco-products and byproducts, our net sales revenue from export sales of these products increased, and we believe that this increase in net sales revenue from exports of these products will continue in future periods in which the relative competitiveness of cracker feedstocks is disrupted.crackers. Competition in the international markets for these products is primarily based on the price of delivered products and competition has increased sincemid-2008 as the balance between supply and demand was disrupted due to the impact of the global economic downturn on consumers of these products. In the international markets for our basic petrochemicalChemical products, we compete with a large number of producers, some of which are substantially larger and have substantially greater financial, manufacturing, technological and marketing resources than us.

Polyolefins Operations that are Part of our company.

Polyolefins UnitBrazil Segment

As of December 31, 2016,2021, our polyolefins production facilities had the largest annual production capacity of all second generation producers of polyolefins products in Latin America. Our Polyolefins Unit generated net sales revenue of R$20,307.4 million during 2016, or 34.5%polyolefins operations that are part of our consolidated net sales revenue.

Our Polyolefins UnitBrazil Segment is comprised of the operations conducted by our companyus at nine polyethylene plants and five polypropylene plants located in the Northeastern Complex, the Southern Complex, the São Paulo Complex and the Rio de Janeiro Complex.

Products of Our Polyolefins UnitOperations that are Part of our Brazil Segment

Our Polyolefins Unit produces:polyolefins operations that are part of our Brazil Segment produce:

polyethylene, including LDPE, LLDPE, HDPE, ultra-high molecular weight polyethylene, or UHMWPE, EVA and “green polyethylene” from renewable resources; and

polypropylene.
·polyethylene, including LDPE, LLDPE, HDPE, UHMWPE, EVA and “green polyethylene” from renewable resources; and
·polypropylene.

We manufacture a broad range of polyolefins for use in consumer and industrial applications, including:

·plastic films for food, agricultural and industrial packaging;
·bottles, shopping bags and other consumer goods containers;
·automotive parts;
·engineering and infra-structure goods; and
·household appliances.

plastic films for food, agricultural and industrial packaging;

bottles, shopping bags and other consumer goods containers;

automotive parts;

engineering and infra-structure goods; and

household appliances.

The following table sets forth a breakdown of the sales volume of our Polyolefins Unitpolyolefins operations that are part of our Brazil Segment by product line and by market for the years indicated.indicated.

77

 

   Year Ended December 31, 
   2016   2015   2014 
   (thousands of tons) 

Domestic sales*:

      

Polyethylene (1)

   1,705.46    1,705.87    1,743.0 

Polypropylene

   1,105.68    1,126.9    1,204.0 

Other

   —      —      20.3 
  

 

 

   

 

 

   

 

 

 

Total domestic sales

   2,811.14    2,832.8    2,967.4 

Total export sales

   1,590.48    1,307.1    1,112.5 
  

 

 

   

 

 

   

 

 

 

Total Polyolefins Unit sales

   4,401.62    4,139.9    4,079.9 
  

 

 

   

 

 

   

 

 

 
 

Year Ended December 31,

 

2021

2020

2019

 (in thousands of tons)
Domestic sales:   
Polyethylene(1)1,789.71,886.71,789.7
Polypropylene1,208.71,250.31,142.8
Total domestic sales2,998.43,137.02,932.5
Total export sales

822.0

1,051.8

1,391.8

Total polyolefins sales

3,820.4

4,188.8

4,324. 3

 

(1)(1)Includes EVA UHMWPE and Green PE.
(*)Unaudited.

We provide technical assistance to our customers to meet their specific needs by adapting and modifying our polyethylene and polypropylene products. In particular, we develop customized value-added polypropylene compounds for use by our customers in their specialized applications. We believe that the variety of technological processes at our polyolefins plants provides us with a competitive advantage in meeting our customers’ needs.

Production Facilities of Our Polyolefins UnitOperations that are Part of our Brazil Segment

As of December 31, 2016,2021, our Polyolefins Unitpolyolefins operations that are part of our Brazil Segment owned 14 production facilities.plants. Our Polyolefins Unit operatespolyolefins operations that are part of our Brazil Segment operate five plants located in the Southern Complex, three plants located in the Northeastern Complex, four plants located in the São Paulo Complex and two plants located in the Rio de Janeiro Complex.

The table below sets forth for each of our primary polyolefins products, our annual production capacity as of December 31, 20162021 and annual production for the years presented.

  Annual
Production
   Production
For the Year Ended December 31,
 Annual Production

Production
For the Year Ended December 31,

Primary Products

  Capacity   2016   2015   2014 

Capacity

2021

2020

2019

  (in tons)   (in tons) (in tons)

Polyethylene:

           

LDPE/EVA(1)

   970,000    720,240    645,072    616,849 

HDPE/LLDPE/UHMWPE(2)

   2,085,000    1,988,228    2,003,747    1,890,974 

Polypropylene(3)

   1,840,000    1,592,474    1,510,363    1,592,491 
LDPE/EVA(1)795,000586,205644,747675,075
HDPE/LLDPE/UHMWPE(2)2,260,0001,858,8241,927,5121,935,752
Polypropylene(3)1,850,0001,511,7941,568,7231,638,974

 

(1)(1)Represents capacity and production at five production linesfacilities, part of them with swing line capacity capable of producing two types of resins.

(2)(2)Represents capacity and production at eightseven production linesfacilities, part of them with swing line capacity capable of producing two types of resins. Capacity varies depending on actual production demands.

(3)(3)Represents capacity and production at five plants.

In September 2010, we commenced production of ethylene at a new plant located in the Southern Complex that produces “green” ethylene using sugar cane ethanol received through the Santa Clara Terminal as its primary raw material. This plant has an annual production capacity of 200,000 tons of ethylene.

During 2014, we converted and expanded, by 25,000 tons, one of our polyethylene lines in the state of Bahia to produce metallocene-based LLDPE. This project began its operations in January 2015.

Raw Materials of Our Polyolefins UnitOperations that are Part of our Brazil Segment

Ethylene and Propylene

The most significant direct costs associated withfeedstock of our production of polyethylene and polypropylene are the costs of purchasing ethylene and propylene which together accounted for 85%that are produced by our chemicals operations that are part of our Polyolefins Unit’s total variable costBrazil Segment. In 2021, our polyolefins operations that are part of production during 2016. During 2016, our Polyolefins Unit purchasedBrazil Segment consumed all of itsthe ethylene requirements and approximately 63%part of itsthe propylene requirements fromproduced by our Basic Petrochemicals Unit.chemicals operations that are part of our Brazil Segment.

Propylene Contracts with Petrobras and its Subsidiaries

We holdhave entered into multiple propylene contracts with Petrobras refineries,agreements, which in 2016 were responsible for the supply of 36.5% of our propylene demand to produce polypropylene. These supply contracts havehad initial terms expiring at various dates between May 2021, which was automatically renewed for five additional years, and April 2028,December 2029, and are priced based on international references to assure competitiveness of feedstock.

78

In 2016, Braskem entered into an agreement with Petrobras for a5-year five-year propylene supply contract with REFAP,Refap S.A., a subsidiary of Petrobras. This supply contract is also priced based on international references. In October 2021, Petrobras and Braskem renewed for one year the propylene supply contract with REFAP. The contract will last between November 2021 and October 2022 and has the same volume and pricing conditions as the previous contract.

In December 2021, Petrobras and Braskem entered into five new propylene contracts, to be supplied by REPLAN, REVAP, REPAR, REDUC and RECAP, which replaced the existing contracts. These contracts expire between 2026 and 2029 and are priced on international references to assure the competitiveness of feedstock.

Petrobras may terminate these contracts, without prior notice, in the event of: (1) our failure to cure any breach of the contract following a30-day grace period; (2) a force majeure event occurs, although some of these contracts require that the force majeure event continues for more than 180 days; (3) we transfer or offer as a guaranty all or part of its rights and obligations under the contract to a third party without Petrobras’ consent; (4) an alteration of Braskem management or corporate purposes that conflicts with the purpose of the contract; (5) the dissolution, bankruptcy or liquidation of Braskem; and (6) a change of entity type, merger, sale,spin-off or any other corporate reconstruction of Braskem that conflicts with or impedes the execution of contract’s purpose.

Ethanol Supply Contracts

We hold multiplebuy ethanol contracts with majorfrom Brazilian producers of ethanol to supply our new facility that produces ethylene (besides ETBE) using sugar cane ethanol. These supplySome agreements expire in 2024 and others have no specific expiration date. We also purchase ethanol on the spot market from time to time to supplement the contracted volumes. Under the contracts we have, initial terms expiring at various dates between May 2017 and July 2018. Under these contracts, we are or will be required to purchase an annual supply of ethanol sufficient to meet approximately 70%at least 90% of the capacity of this ethylene plant. The price that we pay under these contracts is or will be determined by reference to the monthly price of combustible hydrated alcohol as published by the Center for Advanced Studies in Applied Economics of the Superior School of Agriculture (Centro(Centro de Estudos Avançados em Economia Aplicada da Escola Superior de AgriculturaAgricultura– CEPEA/ESALQ).

We also purchase ethanol on the spot market from time to time to supplement the supplies that we obtain under these contracts. The price that we pay for ethanol under most of these contracts is determined by reference to market indexes.

Other Materials and Utilities

Our Polyolefins Unit usespolyolefins operations that are part of our Brazil Segment use butene and hexanen-hexane as raw materials in the production of HDPE and LLDPE. Butene is supplied byconsumed from our Basic Petrochemicals Unit,chemicals operations that are part of our Brazil Segment, and we import hexanen-hexane from suppliers located in South Africa.U.S. Gulf Coast.

Our Unipol® polyethylene plants in the Northeastern Complex and Rio de Janeiro Complex use catalysts supplied by Univation Technologies. Our HDPE plant in the São Paulo Complex uses catalysts supplied by W.R. Grace & Co. The catalysts for our swing line LLDPE/HDPE plants are purchased from Basell Polyolefins Company N.V.,Poliolefine Italia S.R.L. and Equistar Chemicals, L.P, or, collectively, Basell. We produce our own catalysts for our HDPE slurry plants in the Southern and Northeastern Complexes, and we purchase the inputs that we need to produce these catalysts from various suppliers at market prices. Our polypropylene plants use catalysts primarily supplied by Basell, while we import certain catalysts from suppliers in the United States and Europe.

In general, we believe that there are sufficient alternative sources available at reasonable prices for each of these other inputs used in our polyolefins production process such that the loss of any single supplier would not have a material adverse effect on our operations.

Sales and Marketing of Our Polyolefins UnitOperations that are Part of our Brazil Segment

Our Polyolefins Unit sellsThrough our polyolefins operations that are part of our Brazil Segment, we sell polyethylene and polypropylene products to approximately 2,000more than 1,400 customers worldwide. We have a diversified product mix that allows us to serve a broad range of end users in several industries. The customers of our Polyolefins Unitpolyolefins operations that are part of our Brazil Segment generally are third generation petrochemical producers that manufacture a wide variety of plastic-based consumer and industrial goods.

Net sales revenue to the 10 largest customers of our Polyolefins Unit accounted for 20.8% of our Polyolefins Unit’s total net sales revenue during 2016. No customer of our Polyolefins Unit accounted for more than 2.9% of our total net sales revenue in 2016, 2015 or 2014.

The following table sets forth our net sales revenue derived from domestic and export sales by our Polyolefins Unit for the years indicated:

   For the Year Ended December 31, 
   2016   2015   2014 
   (in millions ofreais) 

Net sales revenue:

      

Domestic sales

  R$13,903.1   R$14,032.1   R$14,098.6 

Export sales:

      

South America (excluding Brazil)

   3,286.5    2,806.5    2,421.1 

Europe

   1,750.3    1,675.4    872.1 

North America

   82.4    866.5    896.4 

Asia

   879.7    446.9    189.4 

Other

   405.4    158.6    24.6 
  

 

 

   

 

 

   

 

 

 

Total export sales

   6,404.3    5,953.9    4,403.6 
  

 

 

   

 

 

   

 

 

 
  R$20,307.4   R$19,986.2   R$18,502.2 
  

 

 

   

 

 

   

 

 

 
79

Domestic Sales

We are focused on developing long-term relationships with our customers. Given the cyclical nature of the markets for our polyolefins products, we believe that we can strengthen customer loyalty during periods of reduced demand for polyethylene or polypropylene by providing a reliable source of supply to these customers during periods of high demand. We work closely with our customers to determine their needs, to provide technical assistance and to coordinate the production and delivery of our products. Customers submit annual proposals giving their estimatedDespite having a regular client basis in the domestic market, prices in such market are driven by monthly requirements forspot negotiations. Both sales volume per client and the upcoming year for eachtypes of products our polyolefins products, including technical specifications, delivery terms and proposed payment conditions. We evaluate these proposalsclients purchase may vary on a monthly basis to make any required adjustments and to monitor and attempt to ensure adequate supply for each customer.basis.

In addition to direct sales of polyolefins to our customers, through our Polyolefins Unit sellspolyolefins operations that are part of our Brazil Segment we sell products in Brazil through exclusive independent distributors. Our Polyolefins Unitpolyolefins operations that are part of our Brazil Segment is served by five distributors, through which we distribute our products pursuant to formal agreements and spot market transactions.

We have selected our distributors based on their ability to provide full service to their customers, including the ability to prepare our productsand also based on a customized basis.their background. These distributors sell our polyethylene and polypropylene products to manufacturers with lower volume requirements and are able to aggregate multiple orders for delivery to customers that would otherwise be uneconomical for us to serve. delivery. They have a wide coverage network in Brazil and, as a result, expand the Braskem brand.

Furthermore, by providing customized services and serving smaller customers through a network of distributors, our account managers focus their efforts on delivering high quality service to a smaller number of large and medium direct customers.

Export Sales

Our volume of polyolefins export sales has generally varied based upon the level of domestic demand and the total production availability for our products. Our Polyolefins Unitpolyolefins operations that are part of our Brazil Segment has sales office in Argentina, Chile, Peru and Colombia. These offices are used to consolidate our marketing efforts in South America, one of our key markets outside of Brazil for this business unit. Our Polyolefins Unitpolyolefins operations that are part of our Brazil Segment also uses our European, Mexican and U.S. sales force in order to improve the profitability of our sales. In each of these regions, we have specific commercial strategies in connection with exports coming from Brazil, which complements our local product availability.

We have established a strategic position in the polyolefins business in South America, North America, Europe and EuropeAsia through regular direct sales, local distributors and agents who understand their respective markets. Our strategy to increase our presence in these foreign markets is intended, among other things, to reduce our exposure to the cyclicality of the international spot market for polyolefins through the development of long-term relationships with customers in neighboring countries. Our local presence in Europe allows us to further enhance our position in that marketthose markets and sell our Polyolefins Unitpolyolefins operations that are part of our Brazil Segment’s products through our USA and Europe Unit.Segment.

The main focus of our Polyolefins Unitpolyolefins operations that are part of our Brazil Segment is to maintain our leading position in the Brazil and South America reinforcing our commitment to the plastic industry chain in the region, maintaining our position as a leader in polyolefins through a continued local presence and regular product supply.

Prices and Sales Terms

We determine the domestic prices for polyethylene by reference to North American spot pricesof our products in accordance with international pricing references. In addition, we take into account segment, volume, and other information when we set our domestic prices for polypropylene by reference to Southeast Asia spot prices. Our customers in Brazil may pay in full on delivery or elect credit terms that require payment in full within three to 60 days following delivery. We charge interest based on prevailing market rates to our Brazilian customers that elect to pay on credit.

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Over the last few years, some Brazilian states have encouraged imports of polyethylene and polypropylene, as well as final products made from these polymers, by providing state tax benefits on imported goods. However, on January 1, 2013, federal legislation took effect reducing the maximum state-level value-added tax on sales and services (Imposto sobre Circulação de Mercadorias e Serviços), or ICMS, tax that states can charge from a rate of 12% to 4% on interstate sales of imported raw materials and other goods that are not wholly or partially manufactured in Brazil. As a result, Brazilian states are less able to attempt to attract imports at local ports by offering tax benefits in the form of reduced ICMS tax rates. For more information, see “Item 5. Operating and Financial Review and Prospects—Principal Factors Affecting Our Results of Operations—Effects of Brazilian Industrial Policy—Import Tariffs at Local Ports.”

In addition, besides our strategic sales to South America, Europe, Mexico and the United States, our Polyolefins Unitpolyolefins operations that are part of our Brazil Segment generally conducts export sales to buyers in Asia and Africa through the international spot market. Our customer base in these markets consists primarily of trading houses and distributors. Pricing is based on international spot market prices. We make all sales in these markets with letters of credit.

Competition

Competition

We are the only producer of polyethylene and polypropylene in Brazil. We compete with polyolefins producers worldwide. In 2016,2021, Brazilian polyethylene and polypropylene imports declinedincreased by 0.4%12.4% and represented 27%36.0% of Brazilian polyolefin consumption.

We compete for export sales of our polyolefins products in other countries in Latin America and in the North American, Asian and European markets. We compete withSimilar to Braskem, those competitors also have a variety of resin producers, some of which have greater financial,wide portfolio, ample research and development capabilities and sufficient production and other resources than our company.capacity. Our competitive position in the export markets that we serve is primarily based on customer relationship, extensive product differentiation (mainly on renewable polyethylene), raw material costs, selling prices,portfolio, product quality and customer service and support.

We are the only green polyethylene producer in the world, made by sugar cane that is 100% verified by ASTM D6866.

Vinyls Operations that are Part of our Brazil Segment

We were the leading producer of PVC in Brazil, based on sales volumes and installed capacity in 2021. As of December 31, 2021, our PVC production facilities had the second largest annual production capacity in Latin America.

Our PVC production is integrated through our production of chlorine, ethylene and other raw materials. The main use of PVC is for pipes and fittings and other products related to the civil construction market. Our vinyls operations that are part of our Brazil Segment also manufacture caustic soda, which is mainly used by producers of alumina, pulp and paper, and in the soap industry.

In 2021, we had an approximate 43.2% share of the Brazilian PVC market and 23.3% of market share of the Brazilian caustic soda market (excluding consumption of alumina by companies located in the North and Northeast of Brazil), based on sales volumes of our vinyls operations that are part of our Brazil Segment.

Products of Our Vinyls Operations that are Part of our Brazil Segment

The following table sets forth a breakdown of the sales volume of our vinyls operations that are part of our Brazil Segment by product line for the years indicated.

 

For the Year Ended December 31,

 

2021

2020

2019

 (in thousands of tons)
PVC495.4525.7491.3
Caustic soda315.7150.6243.2
Other(1)

22.4

34.4

72.1

Total domestic sales

833.4

710.7

806.7

Total export sales

8.9

21.7

22.2

Total vinyls sales

842.4

732.4

828.8

(1)Includes chlorine, hydrogen, caustic soda flake and sodium hypochlorite.
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Production Facilities of Our Vinyls Operations that are Part of our Brazil Segment

We own four vinyls production facilities. One of our facilities is located in the Northeastern Complex, and three others are located in the State of Alagoas.

In January 2020, Braskem announced the permanent shutdown of its chlor-alkali production facility located in Camaçari, in the State of Bahia, whose operations started in 1979 with annual production capacity of 79,000 tons of caustic soda and 64,000 tons of chlorine. The shutdown is explained by the end of the facility’s useful life and started in April 2020, following applicable safety standards and seeking to protect people, local communities and the environment.

The table below sets forth for each of our primary vinyls products, our annual production capacity as of December 31, 2021 and annual production for the years presented.

 Annual Production

Production
For the Year Ended December 31,

Primary Products

Capacity

2021

2020

2019

  (in thousands of tons)
PVC710.0465.0448.5461.1
Caustic Soda460.0187.59.0123.2

Raw Materials of the Vinyls Operations that are Part of our Brazil Segment

Ethylene

The most significant feedstock associated with the production of PVC is ethylene. Our chemicals operations that are part of our Brazil Segment supply all of the ethylene required by our vinyls operations that are part of our Brazil Segment.

Electricity

Electric power is a significant cost component in our production of chlorine and caustic soda. Our vinyls operations that are part of our Brazil Segment obtains its electric power requirements from various generators under long-term power purchase agreements (see “Chemicals Operations that are Part of our Brazil Segment—Supply Contracts and Pricing of the Chemicals Operations that are Part of our Brazil Segment—Electricity”).

Salt

We used 365,732.15 tons of salt during 2021.

However, salt mining operations at our mine were halted in May 2019, as described in “Item 3. Key Information—Risk Factors—Risks Relating to Us and the Petrochemical Industry—Our business and operations are inherently subject to environmental, health and safety hazards. As a result, our business is also subject to stringent environmental and other regulations” and “Item 8. Financial Information—Legal Proceedings—Alagoas – Mining Activities.” Production of caustic soda and ethylene dichloride at our chlor-alkali facility located in the state of Alagoas was also interrupted due to the lack of salt. Ethylene dichloride, or EDC, is consumed in PVC production. Because of the interruption, we needed to import 149,864 tons of caustic soda to supply our customers and 202,819 tons of EDC to supply our PVC facilities located in the state of Alagoas and in the Northeastern Complex.

Seeking to resume our chlor-alkali operations, we launched a project to modify the feedstock base of our chlor-alkali plants by acquiring sea salt from third parties in Brazil or abroad. The product was stocked, dissolved in water to make brine and then treated and sent for processing. After concluding the commissioning process in accordance with applicable safety standards, we started production of chlor-alkali and dichloroethane at our unit located in the Pontal da Barra district of Maceió, in the state of Alagoas, which had been idled since May 2019. The cost of the project was R$67.7 million, of which R$0.9 million was disbursed in 2021, R$43.6 million was disbursed in 2020, R$21.2 million was disbursed in 2019, and the remaining balance will be disbursed in 2022. See “Item 5. Operating and financial review and prospects—Other Investments—Technology change at our chlor-alkali facility in Alagoas.”

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Sales and Marketing of Our Vinyls Operations that are Part of our Brazil Segment

There is a structural link between the PVC and caustic soda markets because caustic soda is a co-product of the production of chlorine required to produce PVC. Most of the time, when demand for PVC is high, greater amounts of caustic soda are produced, leading to an increase in supply and generally lower prices for caustic soda. Conversely, when demand for PVC is low, prices for caustic soda tend to rise.

We make most of our sales of PVC and caustic soda directly to Brazilian customers, but we use third-party distributors to serve smaller caustic soda customers. However, our vinyls operations that are part of our Brazil Segment maintain contractual relationships through five distribution centers that provide logistical support, located in Paulínia and Barueri, both in the State of São Paulo, Joinville, in the State of Santa Catarina, Extrema, in the State of Minas Gerais, and Araucaria, in the State of Paraná. In addition, we operate 12 warehouse facilities for PVC, on a non-exclusive basis, and five terminal tank facilities for caustic soda strategically located along the Brazilian coast to enable us to deliver our products to our customers on a “just-in-time” basis. Our vinyls operations that are part of our Brazil Segment develops its business through close collaboration with its customers, working together to improve existing products as well as to develop new applications for PVC. Our marketing and technical assistance groups also advise current customers and potential customers that are considering the installation of manufacturing equipment for PVC downstream products.

In addition, our vinyls operations that are part of our Brazil Segment supplies the Brazilian market with emulsion PVC and other copolymers with higher value by imports from Colombia under a contract with Mexichem. Our primary customers operate in the laminated, shoe and automobile sectors. These products represented 1.5% of our consolidated sales volume in 2021.

Prices and Sales Terms

The domestic price for PVC resins is based on the import parity of PVC imported by converters in Brazil, which generally reflects the Northeast Asian spot market price, plus exchange rate variation. Delivery time, quality and technical service also affect the levels of sales of PVC resins. We establish our domestic price for caustic soda based on North American spot market prices, plus exchange rate variation.

Competition

PVC

Unipar Indupa (formerly Carbocloro and Solvay), or Unipar, and Braskem are the only two producers of PVC in Brazil. Unipar’s total Brazilian installed annual production capacity is 300,000 tons, compared to our annual production capacity of 710,000 tons. Unipar’s Brazilian production facilities are located in São Paulo, which is closer to the primary PVC market in Brazil than our facilities. However, we believe that our vertically integrated production capabilities, our strong relationship with our customers and our technical assistance programs enable us to make up for any competitive disadvantage due to distance and compete effectively with Unipar.

Braskem also competes with Unipar’s Argentina production facilities and other importers of PVC. Unipar has a PVC plant in Argentina in addition to its plants in Brazil. Imports from all regions accounted for 41% of Brazilian PVC consumption in 2021. Domestically produced PVC is currently competitively priced with imported PVC, considering that our price is based on the international market.

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In addition, Braskem competes with other producers of thermoplastics that manufacture the same PVC products or substitutes for products in our PVC product line. Thermoplastic resins, principally polyethylene and polypropylene, are used in certain applications as substitutes for PVC. Wood, glass and metals also are used in some cases as substitutes for PVC.

Caustic Soda

According to IHS and Abiclor (Associação Brasileira da Indústria de Álcalis, Cloro e Derivados), the three largest Brazilian producers of caustic soda, including Braskem, accounted for 91% of capacity in Brazil in 2021. Most domestic producers operate on a local or regional basis, with the exception of Braskem and another producer located in the Northeast region of Brazil that operate in the whole country through terminal tanks located on the Brazilian coast. Imports accounted for 38% of Brazil’s total caustic soda consumption in 2021, excluding Braskem imports. Due to the mining event in Alagoas, our chlor-alkali plant was idled in 2019 and we have been importing caustic soda from various sources to keep supplying customers in Brazil since then.

Our principal competitors in the caustic soda market elsewhere in South America are other international petrochemical companies operating in Brazil and producers located on the U.S. Gulf Coast.

USA and Europe UnitSegment

Our USA and Europe UnitSegment includes:

·the operations of Braskem America, which consist of five polypropylene plants in the United States and one Ultra High Molecular Weight Polyethylene UTEC® plant– the UTEC® plant; and

the operations of two polypropylene plants in Germany.
·the operations of two polypropylene plants in Germany.

As of December 31, 2016,2021, our USA and Europe Unit’sSegment’s facilities had the largest annual polypropylene production capacity in the United States. Our USA and Europe UnitSegment generated net sales revenue of R$8,896.132,403.6 million during 2016,2021, or 15.1%29.9% of the net sales revenue of all reportable segments.

In June 2014, we announced the construction of an UHMWPE production facilityline in our La Porte, Texas site, which began producing UTEC®in the first quarter of 2017. We believe that the production of specialized UHMWPE at this new plantline complements our existing portfolio of products and will enable us to access new markets and to develop close relationships with new and existing clients.

In June, 2017, we announced the construction of a Polypropylene Unit (“Delta”) at our La Porte, Texas site. Aligned with the strategy to diversify the raw materials matrix and geographic expansion in the Americas, this is a new world-class PP production facility with an annual polypropylene production capacity of 450,000 tons. In September, 2020, we announced that after completing the commissioning phase, we have started commercial production of PP at this new plant. We believe that this investment reinforces our PP leadership position in the region, as it will enable us to replace imported PP volumes in the North American domestic market and also scale up our exports supporting structural global demand with existing global clients.

Products of Our USA and Europe UnitSegment

Our USA and Europe UnitSegment produces polypropylene. The sales volume of polypropylene by this unit was approximately 2,008,4732,217.1 tons in 2016, 1,973,2742021, 1,968.2 tons in 20152020 and 1,862,6001,920.4 tons in 2014.2019. For a description of the uses of our polypropylene products, see “—Polyolefins Unit.Operations that are Part of our Brazil Segment.

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Production Facilities of our USA and Europe UnitSegment

The table below sets forth the annual production capacity as of December 31, 20162021 of the USA and Europe Unit’sSegment’s polypropylene plants in the United States and Germany and the annual production for the years presented.presented.

 Annual Production

Production
For the Year Ended December 31,

Plant

Capacity

2021

2020

2019

 (in tons)
United States2,021,0001,728,5671,446,0661,435,298
Germany625,000570,211493,304494,241
     

   Annual
Production
   Production
For the Year Ended December 31,
 

Plant

  Capacity   2016   2015   2014 
   (in tons) 

United States

   1,570,400    1,413,607    1,434,671    1,317,800 

Germany

   545,000    593,569    532,357    537,876 

Raw Materials of Our USA and Europe UnitSegment

Propylene

Propylene

The most significant direct cost associated with the production of polypropylene by our USA and Europe UnitSegment is the cost of purchasing propylene.

We acquire propylene for our polypropylene plants in the Unites States under a variety of long-term supply agreements and through the spot market. As of December 31, 2016,2021, we had long-term14 supply agreements with multiple suppliers. The pricing formulas for propylene under these supply agreements are generally based on international market prices. A portion of the propylene supplied to our gulf coast plants is provided by a limited partnership that we formed with a leading basic petrochemicals producer, under which we acquire propylene produced by an ethylene facility of that producer in Texas. Under the terms of the partnership agreement, the partnership has agreed to provide us with sufficient propylene to produce up to approximately 25% of our U.S. gulf coast plants’ current annual production capacity into early 2018, at prices calculated based on a cost-based formula that includes a fixed discount that declines until 2018.

As a result of rising natural gas production and related production of natural gas liquids, several companies have announced plans to build propane dehydrogenation, or PDH plants, which would produceon-purpose propylene. We have secured a long-term propylene agreement of approximately 15 years with one such company, Enterprise Products, which is currently buildingcompleted construction of a PDH plant in Texas in 2017 with an annual capacity of 750,000 tons. We expect this agreement with an established producer to provide us with a competitive, long-term supply of propylene, using shale gas and other nontraditional sources as its feedstock. This plant is expected to commencecommenced operations by the end ofin 2017. Under this arrangement, the pricing of these contracts will be based on market prices for propane and other market costs.

In June 2012, we acquired the propylene splitter assets at Sunoco’s Marcus Hook refinery, which we are currently using to convert refinery grade propylene to polymer grade propylene for use at our Marcus Hook polypropylene plant.

We acquire propylene for our polypropylene plants in Germany under long-term supply agreements that provide for the supply of 91%90% of the propylene requirements of these plants. We have two main supply agreements.agreements in Germany. One has a five-year agreement effective since October 1, 2021 with a term until September 30, 2026, and thereafter will automatically be renewable for consecutive one-year terms, unless terminated by one of these supply agreementsthe parties. The other agreement expires in December 2023, and thereafter will expire in September 2021, and isalso be automatically renewable for consecutiveone-year terms, unless cancelledterminated by one of the parties, andparties. We have entered into a third contract that will expire at the otherend of 2022, increasing the supply agreement expires in December 2021.of our plants to 93% of the propylene required. The pricing formula for propylene under these supply agreements is based on market prices. We purchase the propylene used in our Europe plants based on monthly contract price for propylene for Europe (as reported by ICIS-LOR).

Sales and Marketing of Our USA and Europe UnitSegment

Our USA and Europe UnitSegment sells polypropylene products to approximately 375392 customers. We have a diversified product mix that allows us to serve a broad range of end users in several industries. The customers of our USA and Europe UnitSegment generally are third generation petrochemical producers that manufacture a wide variety of plastic-based consumer and industrial goods.

Net sales revenue to the 10 largest customers of our USA and Europe Unit accounted for 37.8% of our USA and Europe Unit’s total net sales revenue in 2016, 33.4% in 2015 and 50.4% in 2014, respectively.

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The following table sets forth our net sales revenue derived from sales of our USA and Europe UnitSegment for the years indicated:

 

For the Year Ended December 31,

 

2021

2020

2019

 (in millions of reais)
Net revenue:   
USA and Europe32,403.614,638.710,044.3

   For the Year Ended December 31, 
   2016   2015   2014 
   (in millions ofreais) 

Net sales revenue:

      

USA and Europe

  R$8,896.1   R$8,240.0   R$7,934.3 

Approximately 40%51% of the sales of polypropylene by the USA and Europe UnitSegment are made under long-term supply agreements with our customers. These supply contracts generally have an initialtwo-year term and are automatically renewable forone-year periods unless one party notifies the other of its intention not to renew. These contracts also provide for minimum and maximum quantities to be purchased and monthly deliveries.

We market theThe remainder of the polypropylene production of the USA and Europe UnitSegment is sold through (1) our direct sales force that seeks to establish supply relationships with customers,customers; (2) a select number of distributors authorized to represent the Braskem brand in the U.S. and European markets,markets; (3) resellers that trade these products under private labels in the North American and European markets,markets; and (4) traders that resell these products in the export markets.

Competition

The USA and Europe UnitSegment is largely a commodities business and competes with local, regional, national and international companies, some of which have greater financial, research and development, production and other resources than our company.us. Although competitive factors may vary among product lines, our competitive position is primarily based on raw material and production costs, selling prices, product quality, product technology, manufacturing technology, access to new markets, proximity to the market and customer service and support.

Our primary competitors for sales in the polypropylene industry in North America and Europe are other large international petrochemical companies. In general, demand is a function of economic growth in North America, and elsewhere in the world.

Our primary competitors for sales in the polypropylene industry in Europe are other large international petrochemical companies. In general, demand is a function of economic growth in Europe and elsewhere in the world.

Mexico UnitSegment

Braskem and Idesa, one of Mexico’s leading petrochemical groups, formed Braskem Idesa S.A.P.I. in April 2010, with Braskem holding 75% of the total share capital and Idesa holding the remaining 25%, to develop, construct and operate the Mexico Complex, located in the Mexican state of Veracruz. During April 2016, Braskem Idesa commenced commercial operations of the Mexico Complex.

As a resultof December 31, 2021, our Mexico Segment had the largest annual polyethylene production capacity in Mexico. Our Mexico Segment generated net revenue of R$6,506.3 million during 2021, or 6.0% of the commencementnet revenue of operations of the Mexico Complex, we commenced recording the resultsall of our Mexico business unit as a separate segment in our financial statements as of dates and for periods ended after January 1, 2016.reportable segments.

Products of Our Mexico UnitSegment

Our Mexico business unit produces ethylene, HDPE and LDPE at our Mexico Complex. We use all of the ethylene produced by our Mexico Complex as raw material for the production of polyethylene by this complex. The sales volume of polyethylene by this unit was approximately 430,283628,744 tons in 2016. As with our Polyolefins Unit, our2021. Our Mexico Complex manufactures a broad range of polyethylene grades for use in consumer and industrial applications, including plastic films for food and industrial packaging, bottles, shopping bags and other consumer goods containers, automotive parts, and household appliances.

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Technologies selected for the Mexico UniteSegment are proven and considered stated of the art with excellent track records in the petrochemical market and we believe it provides a competitive advantage to provide technical assistance toin serving our customers to meet their specific needs by adapting and modifying our polyethylene products.

Production Facilities of Our Mexico UnitSegment

Our Mexico UnitSegment operates four plants located in the Mexico Complex, consisting of:

·an ethylene cracker, with an annual production capacity of 1,050,000 tons of ethylene, which commenced operations in March 2016;
·two high-density polyethylene plants, with a combined annual production capacity of 750,000 tons, which commenced operations in April 2016;
·a low-density polyethylene plant, with an annual production capacity of 300,000 tons, which commenced operations in June 2016;
·a 150-megawatt power generation plant consisting of one gas turbine and two steam turbines; and
·an effluents treatment plant and a water treatment plant, which return water to the community in a condition that exceeds the applicable regulatory requirements.
 Annual Production

Production
For the Year Ended December 31,

Plant

Capacity

2021

2020

2019

 

(in tons)

Mexico (Polyethylene)1,050,000696,142   780,176    800,783  
     

an ethylene cracker, with an annual production capacity of 1,050,000 tons of ethylene, which commenced operations in March 2016;

two high density polyethylene plants, with a combined annual production capacity of 750,000 tons, which commenced operations in April 2016; and

a low density polyethylene plant, with an annual production capacity of 300,000 tons, which commenced operations in June 2016.

   Annual
Production
   Production
For the Year Ended December 31,
 

Plant

  Capacity   2016   2015   2014 
   (in tons) 

Mexico (Polyethylene)

   1,050,000    471,109    0    0 

Raw Materials of Our Mexico UnitSegment

The principal raw material used in our Mexico Complex is ethane, in addition to other raw materials such as hexane, propylene and polyaldehyde (PAL). Other chemicals, catalyzers, additives and utilities such as natural gas, electricity and nitrogen are used to produce polyethylene in the Mexico Complex.

Ethane

Ethane is the principal raw material that we use to produce ethylene in the Mexico Complex and representrepresents the principal production and operating cost of the Mexico Complex. The price of ethane that we purchase varies based on changes in the U.S. dollar-based internationalU.S. reference price of these feedstocks. We currently source ethane, from two main sources. Approximately 50% to 60% of total ethane needs is sourced under the Ethane Supply Agreement with Pemex TRI, a state-owned Mexican entity, while the remaining is complemented with imported ethane coming from the United States and delivered to our Complex through freight trucks that transport cryogenic isocontainers as part of the Fast Track Solution.

Braskem Idesa also intends to develop the Ethane Import Terminal, a long-term alternative source of imported ethane, and a pipeline that will connect the terminal directly to our Complex. The expected ethane capacity of the Ethane Import Terminal would be enough to fulfill the total ethane needs for the Mexico Complex. This terminal would provide the capacity to import more ethane than we currently require. As a result, our Mexico Segment will be able to source its total needs towards increasing our polyethylene production and taking advantage of the forecasted demand for polyethylene products in North America and globally.

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The estimated cost of the Ethane Import Terminal and related infrastructure investment is approximately US$400.0 million (inclusive of financing costs and VAT). Our Mexico segment expects to subscribe for up to 50% of the shares issued by the company that will develop the Ethane Import Terminal. We intend to fund our investment in the Ethane Import Terminal with a combination of equity and debt, through a joint venture with one or more suitable unaffiliated third parties that will secure equity and debt financing in an unrestricted subsidiary. The Ethane Import Terminal is expected to be completed and to reach full capacity by 2024, but there may be delays. For additional information, see “Item 3. Key Information—Risk Factors— Risks Relating to Us and the Petrochemical Industry—We depend on ethane supplied by Pemex TRI in Mexico,” “Item 3. Key Information—Risk Factors—Risks Relating to Us and the Petrochemical Industry—We rely on limited or sole-source suppliers for our raw materials, inputs and energy, including transportation thereof.”

Ethylene

All of the ethylene produced by our Mexico Complex is used by the polyethylene plants in our Mexico Complex.

Other Materials and Utilities

Our Mexico UnitSegment uses natural gas as the main fuel for its production process, which is supplied mainly private suppliers using the pipelines that are the property of the Centro Nacional de Control del Gas Natural (“Cenagas”).

In early December 2020, Braskem Idesa received a notification from Cenagas (Centro Nacional de Control del Gas Natural), a Mexican state-owned agency responsible for all-natural gas pipelines and transportation in Mexico, related to the unilateral termination of the natural gas transportation service, an essential energy input for the production of PE in our Mexico Segment. As a result, in compliance with safety protocols, Braskem Idesa initiated procedures for the immediate interruption of its operating activities. Later in January 2021, Braskem Idesa partially resumed its using ethane to replace the lack of natural gas in order to continue producing PE. Braskem Idesa took legal measures under the ethane supply agreement entered into with Pemex. Braskem Netherlands B.V, which is Braskem Idesa’s direct shareholder, also took legal measures under applicable international investment protection standards to protect Braskem Idesa’s interests and its parent company concerning their investment in Mexico. Such measures included a negotiation period to attempt to resolve the dispute between the parties.

In the first quarter of 2021, Braskem Idesa entered into the following agreements under a strict reservation of all rights: (i) a memorandum of understanding with Pemex TRI setting out certain understandings regarding potential amendments to the ethane supply agreement and the development of an ethane import terminal, subject to further negotiation, a definitive agreement and approval by Braskem Idesa’s shareholders and creditors; and (ii) a natural gas transport service agreement with Cenagas for a term of 15 years, which is conditioned upon the execution of the definitive agreement referenced in item (i) above. Following the execution of these agreements by Braskem Idesa, it resumed receiving natural gas transportation services from Cenagas. In addition, Braskem Idesa signed the Amended ESA with PEMEX and the Terminal Agreement, complying with the condition of the natural gas transport service agreement mentioned in item (ii) above.

For additional information, see “Item 3. Key Information—Risk Factors— Risks Relating to Us and the Petrochemical Industry—We depend on ethane supplied by Pemex TRI in Mexico,” “Item 3. Key Information—Risk Factors—Risks Relating to Us and the Petrochemical Industry—We rely on limited or sole-source suppliers for our raw materials, inputs and energy, including transportation thereof” and “Item 3. Key Information—Risk Factors—Risks Relating to Us and the Petrochemical Industry—Political and economic conditions and government policies in Mexico, including political interferences in state-owned companies such as Pemex TRI and Cenagas, and elsewhere may have a material impact on our operations.”

Our Mexico Segment uses hexene as raw materials in the production of HDPE. We import hexene for the Mexico Complex from suppliers located in the United States.

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Our Mexico UnitSegment uses catalysts supplied by Ineos Europe Limited.

Supply Contracts of the Mexico UnitSegment

Ethane

The primary feedstock in our polyethylene production process is ethane. Braskem Idesa currently sources ethane from two main sources: (i) locally, pursuant to the Ethane Supply Agreement with Pemex TRI, a state-owned Mexican entity; and (ii) imports from the United States and delivered to our Complex through freight trucks that transport cryogenic isocontainers as part of the Fast Track Solution. As of the year ended December 31, 2020 and 2021, ethane supply from Pemex TRI was 87%, and 65%, respectively and 13%, and 35%, respectively, from the Fast Track Solution.

Ethane Supply Agreement (Pemex TRI).

Braskem Idesa is party to an ethane supply agreement with Pemex TRI, a subsidiary of Petróleos Mexicanos, or Pemex, dated February 19, 2010, pursuant to which Pemex TRI will provide, and Braskem Idesa will purchase, 66,000 barrels per day of ethanebased on commercial conditions (“BI’s Ethane Supply Agreement”)

On September 27, 2021, we signed the third amendment to the Mexico Complex for a period of 20 years at prices based onBI’s Ethane Supply Agreement (the “Amended ESA”). Upon effectiveness, the Mont Belvieu purity ethane. Under this agreement, any daily amount rejected by Braskem Idesa must be purchased in installments in subsequent deliveries until the deficit has been resolved. This contract commenced in June 2015 and will expire in 2035 and is renewable for three five-year periods, with prior notice at least two years prior to the expirationAmended ESA modified certain terms of the agreement that it intends to renew this agreement. BI’s Ethane Supply Agreement, including:

·Our Mexico Segment agreed to reduce the contractual volume to be purchased on a deliver or pay basis from 66,000 to 30,000 barrels of ethane per day (“Contractual Volume”), until February 2025, provided, that if we suffer delays in obtaining licenses and permits to operate the Ethane Import Terminal attributable to Mexican governmental authorities or Pemex, Pemex TRI will deliver the contractual volume after February 2025 for the time caused by these delays, on a day-by-day basis. In the event of any extension concerning the supply period of the Contractual Volume or non-achievement of the commencement of the Ethane Import Terminal (the “Ethane Import Terminal COD”) commercial operations due to the longstop date under the Amended ESA (the “Contractual Volume Longstop Date”), then Pemex TRI will supply, for an additional period of up to 12 months, 15,000 barrels per day of ethane to Braskem Idesa during the period from the Contractual Volume Longstop Date (or such later date) until the Ethane Import Terminal COD (the “Extended Volume”);
·Our Mexico segment has a right of first refusal to acquire ethane that Pemex TRI and its affiliates do not consume for their own processes or for the production of ethylene and derivative products, in a daily volume of up to: (i) for as long as Pemex TRI must supply the Contractual Volume, 1,625,576 cubic meters (approximately 36,000 barrels per day); and (ii) after Pemex TRI no longer should supply the Contractual Volume, 2,980,220 cubic meters (approximately 66,000 barrels per day).
·The ethane purchase price under the Amended ESA is based on commercial conditions at prices that reference the Mont Belvieu purity ethane price, a U.S. dollar-based international reference price, plus logistics and other applicable costs. The conditions set out in the Amended ESA will have retroactive effects until February 26, 2021.
·If Pemex TRI fails to deliver an average daily volume of ethane below the Contractual Volume during any quarterly period, it will compensate us by providing additional volumes of ethane over the following two quarterly periods; provided that we will not have the obligation to take ethane above the contractual maximum daily volume. If Pemex TRI does not compensate for such supply shortfall during mentioned cure period, it will pay us liquidated damages at a rate equal to 50% of the volume that Pemex TRI failed to deliver and did not compensate. The cap on such liquidated damages is R$1,618.5 million (US$290.0 million) during any given year. We may terminate the Amended ESA and exercise the put option thereunder if Pemex TRI fails to deliver at least 75% of the Contractual Volume for 180 consecutive days.
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·If Braskem Idesa fails to take an average daily volume of ethane at least equal to the Contractual Volume during any quarterly period, Braskem Idesa will compensate Pemex TRI by purchasing additional volumes of ethane over the succeeding two quarterly periods (not exceeding the contractual maximum daily volume). If our Mexico Segment does not purchase such additional volumes of ethane during such a cure period, Braskem Idesa will pay Pemex TRI liquidated damages at a rate equal to 50% of the average price of the volume that we failed to purchase and did not compensate. The cap on such liquidated damages is R$1,618.5 million (US$290.0 million) during any given year.
·As stated under the Amended ESA, the revised term is 20 years starting from the commencement date of supply under the BI’s Equity Supply Agreement, which occurred in June 2015, with three periods of extension of ten years each, being the first extension period mandatory for Pemex TRI and Braskem Idesa.

Pemex TRI may terminate the contractAmended ESA in the event of: (1) aof (i) our failure to pay that continues for more than 180 dayssix months after notice,notice; or (2)(ii) an emergency stoppage in operations or force majeure event thatdue to which our insurers consider the complex to be a total loss, or after which we cannot or do not resume operations for 48 months. If Pemex TRI (i) delivers less than an average of 75% of the 30,000 barrels of ethane per day over six months, (ii) reaches the annual limit in respect of liquidated damages owed by Pemex TRI to us and such limit is not waived by Pemex TRI or (iii) materially breaches any of its obligations related to the supply of ethane thereunder and such breach continues for more than 48 months.

Since July 2015,six months after notice, Braskem Idesa has been requiredthe right to purchase, andterminate the Amended ESA, require Pemex TRI has been required to deliver, the minimum daily volumerepay certain of ethane providedour outstanding debt and under termination scenarios provide compensation for equity investments according to an agreed valuation formula.

Ethane Supply Agreement (Fast Track).

On February 25, 2020, Braskem Idesa entered into an open order quantity agreement with Braskem Netherlands for the supply agreement.of liquid ethane with a minimum purity level of 95% in effect until 2021, the BNL Ethane Supply Agreement. (the “BI-BNL Ethane Supply Agreement”).

On October 9, 2021, we entered into an amendment to the BI-BNL Ethane Supply Agreement (the “BI-BNL Ethane Supply Agreement Amendment”) in order to enhance the alternate ethane supply provided to us by the Fast-Track Solution. The purpose of the BI-BNL Ethane Supply Agreement Amendment is the additional acquisition of the volumes supply of liquid ethane above the maximum amount of the BI-BNL Ethane Supply Agreement loaded during February 2021 through January 22, 2022.

Electricity and Water

The Mexico Complex has its own power generation plant consisting of one gas turbine and two steam turbines, which generatescan generate more than 100% of the Mexico Complex’s energy consumption. In addition, the Mexico Complex is also connected to the high-voltage power grid of Comisión Federal de Electricidad (the Mexican government-owned power supplier)electricity company) as aback-upan alternative power source and to sell excess power on the spot market. The Mexico complex generates all of its requirements of steam and its water requirements are supplied by the Comisión Nacional del Agua (the Mexican government-owned water commission) underpursuant to an agreement that expires in 2029 and is subject to renewal.

The main feedstock used for power generation is natural gas, which is mainly supplied by private suppliers and Pemex through Cenagas. In general,December 2020, we believe that there are sufficient alternative sources available at reasonable pricesreceived a notification from Cenagas (Centro Nacional de Control del Gas Natural), a Mexican state-owned agency solely responsible for eachthe natural gas pipelines and transportation in Mexico, related to the unilateral non-renewal of these other inputs usedthe service of natural gas transportation, an essential energy input for the production of PE in our polyethylene production process such thatMexico Segment. As a result, in compliance with safety protocols, Braskem Idesa initiated procedures for the lossimmediate interruption of any single supplier would notits operating activities, which may have a material adverse effect on our operating or financial results, depending on the timing of the stoppage. Later in January 2021, Braskem Idesa partially resumed its operating activities using ethane to replace the lack of natural gas in order to continue producing PE. Braskem Idesa also initiated legal measures to enforce its legal and contractual rights.

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In February 2021, Braskem Idesa entered into a natural gas transport service agreement with Cenagas for a term of 15 years. Following the execution of this agreement by Braskem Idesa, it continued receiving natural gas transportation services from Cenagas. For additional information, see “Risk Factor - Political and economic conditions and government policies in Mexico, including political interferences in state-owned companies such as Pemex TRI and Cenagas, and elsewhere may have a material impact on our operations.

Sales and Marketing of Our Mexico UnitSegment

Our Mexico UnitSegment sells polyethylene products to approximately 300over 196 customers in the Mexican market. We have a diversified product mix that allows us to serve a broad range of end users in several industries. The customers of our Mexico UnitSegment generally are third generation petrochemical producers that manufacture a wide variety of plastic-based consumer and industrial goods. Net sales revenue to the 10 largest customers of our Mexico Unit accounted for approximately 41.0% of our Mexico Unit’s total net sales revenue in 2016.

Domestic Mexican SalesCaustic Soda

InAccording to IHS and Abiclor (Associação Brasileira da Indústria de Álcalis, Cloro e Derivados), the first full year operationthree largest Brazilian producers of caustic soda, including Braskem, accounted for 91% of capacity in Brazil in 2021. Most domestic producers operate on a local or regional basis, with the exception of Braskem and another producer located in the Northeast region of Brazil that operate in the whole country through terminal tanks located on the Brazilian coast. Imports accounted for 38% of Brazil’s total caustic soda consumption in 2021, excluding Braskem imports. Due to the mining event in Alagoas, our Mexico Complex since its start up,chlor-alkali plant was idled in 2019 and we have been focusedimporting caustic soda from various sources to keep supplying customers in Brazil since then.

Our principal competitors in the caustic soda market elsewhere in South America are other international petrochemical companies operating in Brazil and producers located on penetrating the U.S. Gulf Coast.

USA and Europe Segment

Our USA and Europe Segment includes:

·the operations of Braskem America, which consist of five polypropylene plants in the United States and one Ultra High Molecular Weight Polyethylene – the UTEC® plant; and
·the operations of two polypropylene plants in Germany.

As of December 31, 2021, our USA and Europe Segment’s facilities had the largest annual polypropylene production capacity in the United States. Our USA and Europe Segment generated net revenue of R$32,403.6 million during 2021, or 29.9% of the net revenue of all reportable segments.

In June 2014, we announced the construction of an UHMWPE production line in our La Porte, Texas site, which began producing UTEC®in the first quarter of 2017. We believe that the production of specialized UHMWPE at this line complements our existing portfolio of products and will enable us to access new markets and to develop close relationships with new and existing clients.

In June, 2017, we announced the construction of a Polypropylene Unit (“Delta”) at our La Porte, Texas site. Aligned with the strategy to diversify the raw materials matrix and geographic expansion in the Americas, this is a new world-class PP production facility with an annual polypropylene production capacity of 450,000 tons. In September, 2020, we announced that after completing the commissioning phase, we have started commercial production of PP at this new plant. We believe that this investment reinforces our PP leadership position in the region, as it will enable us to replace imported PP volumes in the North American domestic market and obtainingalso scale up our exports supporting structural global demand with existing global clients.

Products of Our USA and Europe Segment

Our USA and Europe Segment produces polypropylene. The sales volume of polypropylene by this unit was 2,217.1 tons in 2021, 1,968.2 tons in 2020 and 1,920.4 tons in 2019. For a description of the customer approvaluses of our products. Other priority is to develop long-term relationships withpolypropylene products, see “—Polyolefins Operations that are Part of our customersBrazil Segment.”

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Production Facilities of our USA and givenEurope Segment

The table below sets forth the cyclical natureannual production capacity as of December 31, 2021 of the markets for our polyethylene products, we believe that we can strengthen customer loyalty during periods of reduced demand for polyethylene by providing a reliable source of supply to these customers during periods of high demand. We work closely with our customers to determine their needs, to provide technical assistanceUSA and to coordinate the production and delivery of our products.

Considering our Mexico Complex’s logistical infrastructure and logistics centers by region, we are able to project customer demand by region. Thus, we can anticipate and plan our production and logistics in order to make the products available on time and at the points of shipment. As our products portfolio can adjust to the nature of the demand of the Mexican market, we have greater flexibility to adapt and better serve the market.

In addition to direct sales of polyethylene to our customers, our Mexico Unit sells products in Mexico through independent distributors. Our Mexico Unit is served by five distributors, through which we distribute our products pursuant to formal agreements and spot market transactions.

We have selected our distributors based on their ability to provide full service to their customers, including the ability to prepare our products on a customized basis. These distributors sell our polyethylene products to manufacturers with lower volume requirements and are able to aggregate multiple orders for delivery to customers that would otherwise be uneconomical for us to serve. Furthermore, by serving smaller customers through a network of distributors, our account managers focus their efforts on delivering high quality service to a smaller number of large, direct customers.

Export Sales

The main focus of our Mexico Unit is to maintain our leading position in the Mexico market while continuing to export in order to manage the relationship between our production capacity and domestic demand for our products. We believe that our continued presence in export markets is essential to help manage any overcapacity in the Mexican market. The excess volume is primarily exported to United States, Europe and Central America, using our existing sales force and complementing our portfolio in those regions, together with products exported from Brazil. In order to use the already established Braskem sales channelsSegment’s polypropylene plants in the United States and Germany and the annual production for the years presented.

 Annual Production

Production
For the Year Ended December 31,

Plant

Capacity

2021

2020

2019

 (in tons)
United States2,021,0001,728,5671,446,0661,435,298
Germany625,000570,211493,304494,241
     

Raw Materials of Our USA and Europe Segment

Propylene

The most significant direct cost associated with the strategyproduction of exportspolypropylene by our USA and Europe Segment is the cost of purchasing propylene.

We acquire propylene for our polypropylene plants in the Unites States under a variety of long-term supply agreements and through the spot market. As of December 31, 2021, we had 14 supply agreements with multiple suppliers. The pricing formulas for propylene under these supply agreements are generally based on international market prices.

As a result of rising natural gas production and related production of natural gas liquids, several companies have announced plans to build propane dehydrogenation, or PDH plants, which would produce on-purpose propylene. We have secured a long-term propylene agreement of 15 years with one such company, Enterprise Products, which completed construction of a PDH plant in Texas in 2017 with an annual capacity of 750,000 tons. We expect this agreement with an established producer to provide us with a competitive, long-term supply of propylene, using shale gas and other nontraditional sources as its feedstock. This plant commenced operations in 2017. Under this arrangement, the pricing of these contracts will be based on market prices for propane and other market costs.

We acquire propylene for our polypropylene plants in Germany under long-term supply agreements that provide for the supply of 90% of the Mexico unit production,propylene requirements of these plants. We have two main supply agreements in Germany. One has a five-year agreement effective since October 1, 2021 with a term until September 30, 2026, and thereafter will automatically be renewable for consecutive one-year terms, unless terminated by one of the parties. The other agreement expires in December 2023, and thereafter will also be automatically renewable for consecutive one-year terms, unless terminated by one of the parties. We have entered into a third contract that will expire at the end of 2022, increasing the supply of our plants to 93% of the propylene required. The pricing formula for propylene under these regions, is to develop and retain customers, in order to seek a greater added value in exports, especially considering the competitive logistics for United States. This new polyethylene complex reinforces our position with polyethylene customers worldwide, which enhances our position in North America.

Prices and Sales Terms

We determine the Mexican domestic prices for polyethylene by reference to North American prices. Our customers in Mexico may pay in full on delivery or elect credit terms that require payment in full within up to 60 days following delivery.

Our Mexico Unit’s export sales consist initially of volumes to Asia, Europe and the United States through traders and distributors. Pricingsupply agreements is based on international spot market prices. We make allpurchase the propylene used in our Europe plants based on monthly contract price for propylene for Europe (as reported by ICIS-LOR).

Sales and Marketing of Our USA and Europe Segment

Our USA and Europe Segment sells polypropylene products to approximately 392 customers. We have a diversified product mix that allows us to serve a broad range of end users in several industries. The customers of our USA and Europe Segment generally are third generation petrochemical producers that manufacture a wide variety of plastic-based consumer and industrial goods.

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The following table sets forth our net revenue derived from sales in these marketsof our USA and Europe Segment for the years indicated:

 

For the Year Ended December 31,

 

2021

2020

2019

 (in millions of reais)
Net revenue:   
USA and Europe32,403.614,638.710,044.3

51% of the sales of polypropylene by the USA and Europe Segment are made under long-term supply agreements with lettersour customers. These supply contracts generally have an initial two-year term and are automatically renewable for one-year periods unless one party notifies the other of credit. As discussed under “—Export Sales” above, sinceits intention not to renew. These contracts also provide for minimum and maximum quantities to be purchased and monthly deliveries.

The remainder of the beginningpolypropylene production of 2017, the Mexico Unit has been focused on exportUSA and Europe Segment is sold through (1) our direct sales directlyforce that seeks to customersestablish supply relationships with customers; (2) a select number of distributors authorized to represent the Braskem brand in the United StatesU.S. and Europe, soEuropean markets; (3) resellers that trade these products under private labels in the netback price of exports has been increasing.North American and European markets; and (4) traders that resell these products in the export markets.

Competition

We have the largest annual production capacity of polyethylene in Mexico. We compete in Mexico with a subsidiary of PemexThe USA and with importers of polyethylene, primarily producers located in the United States and South America. We compete for export sales of our polyethylene products in other countries in Latin America and in markets in the United States, Asia and Europe. Our export businessEurope Segment is largely a commodities business and we competecompetes with a variety of resin producers,local, regional, national and international companies, some of which have greater financial, research and development, production and other resources than us. Although competitive factors may vary among product lines, our company. Our competitive position in the export markets that we serve is primarily based on raw material and production costs, selling prices, product quality, product technology, manufacturing technology, access to new markets, proximity to the market and customer service and support.

Vinyls UnitOur primary competitors for sales in the polypropylene industry in North America and Europe are other large international petrochemical companies. In general, demand is a function of economic growth in North America, Europe and elsewhere in the world.

We areMexico Segment

Braskem and Idesa, one of Mexico’s leading petrochemical groups, formed Braskem Idesa S.A.P.I. in April 2010, with Braskem holding 75% of the leading producertotal share capital and Idesa holding the remaining 25%, to develop, construct and operate the Mexico Complex, located in the Mexican state of PVC in Brazil, based on sales volumes in 2016. Veracruz. During April 2016, Braskem Idesa commenced commercial operations of the Mexico Complex.

As of December 31, 2016,2021, our PVC production facilitiesMexico Segment had the second largest annual polyethylene production capacity in Latin America.Mexico. Our Vinyls UnitMexico Segment generated net sales revenue of R$3,016.46,506.3 million in 2016,during 2021, or 5.1%6.0% of ourthe net sales revenue of all reportable segments.

Our Vinyls Unit is the only vertically integrated producer of PVC in Brazil. Our PVC production is integrated through our production of chlorine, ethylene and other raw materials. Our Vinyls Unit also manufactures caustic soda, which is used by producers of aluminum, paper and chlorine.

In 2016, we had an approximate 51.6% share of the Brazilian PVC market, based on sales volumes of our Vinyls Unit.reportable segments.

Products of Our Vinyls UnitMexico Segment

The following table sets forth a breakdownOur Mexico business unit produces ethylene, HDPE and LDPE at our Mexico Complex. We use all of the ethylene produced by our Mexico Complex as raw material for the production of polyethylene by this complex. The sales volume of our Vinyls Unitpolyethylene by product linethis unit was 628,744 tons in 2021. Our Mexico Complex manufactures a broad range of polyethylene grades for use in consumer and industrial applications, including plastic films for food and industrial packaging, bottles, shopping bags and other consumer goods containers, automotive parts, and household appliances.

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Technologies selected for the years indicated.Mexico Segment are proven and considered stated of the art with excellent track records in the petrochemical market and we believe it provides a competitive advantage in serving our customers to meet their specific needs by adapting and modifying our polyethylene products.

   For the Year Ended December 31, 
   2016*   2015*   2014* 
   (thousands of tons) 

PVC

   528.3    529.5    659.5 

Caustic soda

   442.5    435.7    478.1 

Other(1)

   112.1    114.5    126.7 
  

 

 

   

 

 

   

 

 

 

Total domestic sales

   1,083.0    1,079.7    1,252.2 
  

 

 

   

 

 

   

 

 

 

Total export sales

   122.7    65.4    12.1 
  

 

 

   

 

 

   

 

 

 

Total Vinyls Unit sales

   1,205.7    1,145.1    1,264.4 
  

 

 

   

 

 

   

 

 

 

(1)Includes chlorine, hydrogen, caustic soda flake and sodium hypochlorite.
(*)Unaudited.

Production Facilities of Our Vinyls UnitMexico Segment

We own five vinyls production facilities. Two of our facilities areOur Mexico Segment operates four plants located in the NortheasternMexico Complex, and three others are located in the State of Alagoas.

The table below sets forth for each of our primary vinyls products, our annual production capacity as of December 31, 2016 and annual production for the years presented.

   Annual
Production
   Production
For the Year Ended December 31,
 

Primary Products

  Capacity   2016   2015   2014 
   (in tons) 

PVC(1)

   710,000    593,914    542,297    633,942 

Caustic Soda(2)

   539,000    453,171    436,185    448,062 

consisting of:

(1)Represents·an ethylene cracker, with an annual production capacity and production at three plants.of 1,050,000 tons of ethylene, which commenced operations in March 2016;
(2)Represents·two high-density polyethylene plants, with a combined annual production capacity and production at two plants.of 750,000 tons, which commenced operations in April 2016;
·a low-density polyethylene plant, with an annual production capacity of 300,000 tons, which commenced operations in June 2016;
·a 150-megawatt power generation plant consisting of one gas turbine and two steam turbines; and
·an effluents treatment plant and a water treatment plant, which return water to the community in a condition that exceeds the applicable regulatory requirements.
 Annual Production

Production
For the Year Ended December 31,

Plant

Capacity

2021

2020

2019

 

(in tons)

Mexico (Polyethylene)1,050,000696,142   780,176    800,783  
     

Raw Materials of Our Vinyls UnitMexico Segment

The principal raw material used in our Mexico Complex is ethane, in addition to other raw materials such as hexane, propylene and polyaldehyde (PAL). Other chemicals, catalyzers, additives and utilities such as natural gas, electricity and nitrogen are used to produce polyethylene in the Mexico Complex.

Ethane

Ethane is the principal raw material that we use to produce ethylene in the Mexico Complex and represents the principal production and operating cost of the Mexico Complex. The price of ethane that we purchase varies based on changes in the U.S. dollar-based U.S. reference price of these feedstocks. We currently source ethane, from two main sources. Approximately 50% to 60% of total ethane needs is sourced under the Ethane Supply Agreement with Pemex TRI, a state-owned Mexican entity, while the remaining is complemented with imported ethane coming from the United States and delivered to our Complex through freight trucks that transport cryogenic isocontainers as part of the Fast Track Solution.

Braskem Idesa also intends to develop the Ethane Import Terminal, a long-term alternative source of imported ethane, and a pipeline that will connect the terminal directly to our Complex. The expected ethane capacity of the Ethane Import Terminal would be enough to fulfill the total ethane needs for the Mexico Complex. This terminal would provide the capacity to import more ethane than we currently require. As a result, our Mexico Segment will be able to source its total needs towards increasing our polyethylene production and taking advantage of the forecasted demand for polyethylene products in North America and globally.

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The estimated cost of the Ethane Import Terminal and related infrastructure investment is approximately US$400.0 million (inclusive of financing costs and VAT). Our Mexico segment expects to subscribe for up to 50% of the shares issued by the company that will develop the Ethane Import Terminal. We intend to fund our investment in the Ethane Import Terminal with a combination of equity and debt, through a joint venture with one or more suitable unaffiliated third parties that will secure equity and debt financing in an unrestricted subsidiary. The Ethane Import Terminal is expected to be completed and to reach full capacity by 2024, but there may be delays. For additional information, see “Item 3. Key Information—Risk Factors— Risks Relating to Us and the Petrochemical Industry—We depend on ethane supplied by Pemex TRI in Mexico,” “Item 3. Key Information—Risk Factors—Risks Relating to Us and the Petrochemical Industry—We rely on limited or sole-source suppliers for our raw materials, inputs and energy, including transportation thereof.”

Ethylene

The most significant direct cost associated withAll of the ethylene produced by our Mexico Complex is used by the polyethylene plants in our Mexico Complex.

Other Materials and Utilities

Our Mexico Segment uses natural gas as the main fuel for its production process, which is supplied mainly private suppliers using the pipelines that are the property of the Centro Nacional de Control del Gas Natural (“Cenagas”).

In early December 2020, Braskem Idesa received a notification from Cenagas (Centro Nacional de Control del Gas Natural), a Mexican state-owned agency responsible for all-natural gas pipelines and transportation in Mexico, related to the unilateral termination of the natural gas transportation service, an essential energy input for the production of PVCPE in our Mexico Segment. As a result, in compliance with safety protocols, Braskem Idesa initiated procedures for the immediate interruption of its operating activities. Later in January 2021, Braskem Idesa partially resumed its using ethane to replace the lack of natural gas in order to continue producing PE. Braskem Idesa took legal measures under the ethane supply agreement entered into with Pemex. Braskem Netherlands B.V, which is Braskem Idesa’s direct shareholder, also took legal measures under applicable international investment protection standards to protect Braskem Idesa’s interests and its parent company concerning their investment in Mexico. Such measures included a negotiation period to attempt to resolve the dispute between the parties.

In the first quarter of 2021, Braskem Idesa entered into the following agreements under a strict reservation of all rights: (i) a memorandum of understanding with Pemex TRI setting out certain understandings regarding potential amendments to the ethane supply agreement and the development of an ethane import terminal, subject to further negotiation, a definitive agreement and approval by Braskem Idesa’s shareholders and creditors; and (ii) a natural gas transport service agreement with Cenagas for a term of 15 years, which is conditioned upon the execution of the definitive agreement referenced in item (i) above. Following the execution of these agreements by Braskem Idesa, it resumed receiving natural gas transportation services from Cenagas. In addition, Braskem Idesa signed the Amended ESA with PEMEX and the Terminal Agreement, complying with the condition of the natural gas transport service agreement mentioned in item (ii) above.

For additional information, see “Item 3. Key Information—Risk Factors— Risks Relating to Us and the Petrochemical Industry—We depend on ethane supplied by Pemex TRI in Mexico,” “Item 3. Key Information—Risk Factors—Risks Relating to Us and the Petrochemical Industry—We rely on limited or sole-source suppliers for our raw materials, inputs and energy, including transportation thereof” and “Item 3. Key Information—Risk Factors—Risks Relating to Us and the Petrochemical Industry—Political and economic conditions and government policies in Mexico, including political interferences in state-owned companies such as Pemex TRI and Cenagas, and elsewhere may have a material impact on our operations.”

Our Mexico Segment uses hexene as raw materials in the production of HDPE. We import hexene for the Mexico Complex from suppliers located in the United States.

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Our Mexico Segment uses catalysts supplied by Ineos Europe Limited.

Supply Contracts of the Mexico Segment

Ethane

The primary feedstock in our polyethylene production process is ethane. Braskem Idesa currently sources ethane from two main sources: (i) locally, pursuant to the Ethane Supply Agreement with Pemex TRI, a state-owned Mexican entity; and (ii) imports from the United States and delivered to our Complex through freight trucks that transport cryogenic isocontainers as part of the Fast Track Solution. As of the year ended December 31, 2020 and 2021, ethane supply from Pemex TRI was 87%, and 65%, respectively and 13%, and 35%, respectively, from the Fast Track Solution.

Ethane Supply Agreement (Pemex TRI).

Braskem Idesa is party to an ethane supply agreement with Pemex TRI, a subsidiary of Pemex, dated February 19, 2010, based on commercial conditions (“BI’s Ethane Supply Agreement”)

On September 27, 2021, we signed the third amendment to the BI’s Ethane Supply Agreement (the “Amended ESA”). Upon effectiveness, the Amended ESA modified certain terms of the BI’s Ethane Supply Agreement, including:

·Our Mexico Segment agreed to reduce the contractual volume to be purchased on a deliver or pay basis from 66,000 to 30,000 barrels of ethane per day (“Contractual Volume”), until February 2025, provided, that if we suffer delays in obtaining licenses and permits to operate the Ethane Import Terminal attributable to Mexican governmental authorities or Pemex, Pemex TRI will deliver the contractual volume after February 2025 for the time caused by these delays, on a day-by-day basis. In the event of any extension concerning the supply period of the Contractual Volume or non-achievement of the commencement of the Ethane Import Terminal (the “Ethane Import Terminal COD”) commercial operations due to the longstop date under the Amended ESA (the “Contractual Volume Longstop Date”), then Pemex TRI will supply, for an additional period of up to 12 months, 15,000 barrels per day of ethane to Braskem Idesa during the period from the Contractual Volume Longstop Date (or such later date) until the Ethane Import Terminal COD (the “Extended Volume”);
·Our Mexico segment has a right of first refusal to acquire ethane that Pemex TRI and its affiliates do not consume for their own processes or for the production of ethylene and derivative products, in a daily volume of up to: (i) for as long as Pemex TRI must supply the Contractual Volume, 1,625,576 cubic meters (approximately 36,000 barrels per day); and (ii) after Pemex TRI no longer should supply the Contractual Volume, 2,980,220 cubic meters (approximately 66,000 barrels per day).
·The ethane purchase price under the Amended ESA is based on commercial conditions at prices that reference the Mont Belvieu purity ethane price, a U.S. dollar-based international reference price, plus logistics and other applicable costs. The conditions set out in the Amended ESA will have retroactive effects until February 26, 2021.
·If Pemex TRI fails to deliver an average daily volume of ethane below the Contractual Volume during any quarterly period, it will compensate us by providing additional volumes of ethane over the following two quarterly periods; provided that we will not have the obligation to take ethane above the contractual maximum daily volume. If Pemex TRI does not compensate for such supply shortfall during mentioned cure period, it will pay us liquidated damages at a rate equal to 50% of the volume that Pemex TRI failed to deliver and did not compensate. The cap on such liquidated damages is R$1,618.5 million (US$290.0 million) during any given year. We may terminate the Amended ESA and exercise the put option thereunder if Pemex TRI fails to deliver at least 75% of the Contractual Volume for 180 consecutive days.
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·If Braskem Idesa fails to take an average daily volume of ethane at least equal to the Contractual Volume during any quarterly period, Braskem Idesa will compensate Pemex TRI by purchasing additional volumes of ethane over the succeeding two quarterly periods (not exceeding the contractual maximum daily volume). If our Mexico Segment does not purchase such additional volumes of ethane during such a cure period, Braskem Idesa will pay Pemex TRI liquidated damages at a rate equal to 50% of the average price of the volume that we failed to purchase and did not compensate. The cap on such liquidated damages is R$1,618.5 million (US$290.0 million) during any given year.
·As stated under the Amended ESA, the revised term is 20 years starting from the commencement date of supply under the BI’s Equity Supply Agreement, which occurred in June 2015, with three periods of extension of ten years each, being the first extension period mandatory for Pemex TRI and Braskem Idesa.

Pemex TRI may terminate the Amended ESA in the event of (i) our failure to pay that continues for more than six months after notice; or (ii) an emergency stoppage in operations or force majeure event due to which our insurers consider the complex to be a total loss, or after which we cannot or do not resume operations for 48 months. If Pemex TRI (i) delivers less than an average of 75% of the 30,000 barrels of ethane per day over six months, (ii) reaches the annual limit in respect of liquidated damages owed by Pemex TRI to us and such limit is not waived by Pemex TRI or (iii) materially breaches any of its obligations related to the supply of ethane thereunder and such breach continues for more than six months after notice, Braskem Idesa has the right to terminate the Amended ESA, require Pemex TRI to repay certain of our outstanding debt and under termination scenarios provide compensation for equity investments according to an agreed valuation formula.

Ethane Supply Agreement (Fast Track).

On February 25, 2020, Braskem Idesa entered into an open order quantity agreement with Braskem Netherlands for the supply of liquid ethane with a minimum purity level of 95% in effect until 2021, the BNL Ethane Supply Agreement. (the “BI-BNL Ethane Supply Agreement”).

On October 9, 2021, we entered into an amendment to the BI-BNL Ethane Supply Agreement (the “BI-BNL Ethane Supply Agreement Amendment”) in order to enhance the alternate ethane supply provided to us by the Fast-Track Solution. The purpose of the BI-BNL Ethane Supply Agreement Amendment is the costadditional acquisition of ethylene,the volumes supply of liquid ethane above the maximum amount of the BI-BNL Ethane Supply Agreement loaded during February 2021 through January 22, 2022.

Electricity and Water

The Mexico Complex has its own power generation plant consisting of one gas turbine and two steam turbines, which accounted for 49.9%can generate more than 100% of our Vinyls Unit’s total costthe Mexico Complex’s energy consumption. In addition, the Mexico Complex is also connected to the high-voltage power grid of sales in 2016. Our Basic Petrochemicals Unit suppliesComisión Federal de Electricidad (the Mexican government-owned electricity company) as an alternative power source and to sell excess power on the spot market. The Mexico complex generates all of its requirements of steam and its water requirements are supplied by the ethylene required by our Vinyls Unit.

ElectricityComisión Nacional del Agua

Electric power is a significant cost component in our production of chlorine and caustic soda. Electric power accounted for 17.2% of our Vinyls Unit’s total cost of sales in 2016. Our Vinyls Unit obtains its electric power requirements from various generators under long-term power purchase agreements. Our caustic soda plants at Camaçari and Alagoas and our PVC plant at Camaçari purchase their electric power requirements from CHESF under a long-term contract (the Mexican government-owned water commission) pursuant to an agreement that expires in 2037. Companhia Energética2029 and is subject to renewal.

The main feedstock used for power generation is natural gas, which is mainly supplied by private suppliers and Pemex through Cenagas. In December 2020, we received a notification from Cenagas (Centro Nacional de Alagoas S.A.Control del Gas Natural), a Mexican state-owned agency solely responsible for the natural gas pipelines and transportation in Mexico, related to the unilateral non-renewal of the service of natural gas transportation, an essential energy input for the production of PE in our Mexico Segment. As a result, in compliance with safety protocols, Braskem Idesa initiated procedures for the immediate interruption of its operating activities, which may have a material adverse effect on our operating or CEAL, distributes electric powerfinancial results, depending on the timing of the stoppage. Later in January 2021, Braskem Idesa partially resumed its operating activities using ethane to our PVC plantsreplace the lack of natural gas in Alagoas. The power purchaseorder to continue producing PE. Braskem Idesa also initiated legal measures to enforce its legal and contractual rights.

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In February 2021, Braskem Idesa entered into a natural gas transport service agreement with CEAL is renewable contracts with automatic rollingone-year extensions. These agreements provide us withCenagas for a term of 15 years. Following the option to purchase our total electric power requirements based on an annual estimate. The price termsexecution of this contract are based upon tariffs regulatedagreement by the Brazilian National Electrical Energy Agency (Agência Nacional de Energia Elétrica).

Salt

We used approximately 798,000 tons of salt during 2016. Salt accounted for 0.5% ofBraskem Idesa, it continued receiving natural gas transportation services from Cenagas. For additional information, see “Risk Factor - Political and economic conditions and government policies in Mexico, including political interferences in state-owned companies such as Pemex TRI and Cenagas, and elsewhere may have a material impact on our Vinyls Unit’s total cost of sales in 2016. We have exclusive salt exploration rights at a salt mine located near our Alagoas plant. We estimate that the salt reserves of this mine are sufficient to allow us to produce chlorine at expected rates of production for approximately 35 to 45 years. We enjoy significant cost advantages when compared to certain of our competitors due to the low extraction costs of rock salt (particularly compared to sea salt), and low transportation costs due to the proximity of the salt mine to our production facility.operations.”

Sales and Marketing of Our Vinyls UnitMexico Segment

Net sales revenueOur Mexico Segment sells polyethylene products to our 10 largest Vinyls Unitover 196 customers accounted for 40.8%in the Mexican market. We have a diversified product mix that allows us to serve a broad range of end users in several industries. The customers of our Vinyls Unit’s total net sales revenue during 2016. One customer accounted for 8.6% of our Vinyl Unit’s total sales revenue in 2016, 9.7% in 2015 and 9.4% in 2014.

There is a structural link between the PVC and caustic soda markets because caustic soda is a byproduct of the production of chlorine required to produce PVC. When demand for PVC is high, greater amounts of caustic sodaMexico Segment generally are produced, leading to an increase in supply and generally lower prices for caustic soda. Conversely, when demand for PVC is low, prices for caustic soda tend to rise.

We make most of our sales of PVC and caustic soda directly to Brazilian customers without the use of third-party distributors. However, our Vinyls Unit maintains contractual relationships through five distribution centers, that provide logistical support, located in Paulínia and Barueri, both in the State of São Paulo, Joinville in the State of Santa Catarina, Extrema in the State of Minas Gerais and Araucaria in the State of Paraná. In addition, we operate twelve warehouse facilities for PVC, on anon-exclusive basis, and six terminal tank facilities for caustic soda strategically located along the Brazilian coast to enable us to deliver our products to our customers on a“just-in-time” basis. Our Vinyls Unit develops its business through close collaboration with its customers, working together to improve existing products as well as to develop new applications for PVC. Our marketing and technical assistance groups also advise customers and potential customers that are considering the installation of manufacturing equipment for PVC end products.

In addition, our Vinyls Unit supplies the Brazilian market with emulsion PVC and other copolymers with higher value by imports from Colombia under a long-term contract with Mexichem. Our primary customers operate in the laminated, shoe and automobile sectors. These products represented 3% of our consolidated sales volume in 2016.

Prices and Sales Terms

We determine the domestic prices for our PVC resins with reference principally to the prices paid by third generation petrochemical producers in Brazil for imports of PVC, which generally reflect the Northeast Asian spot market price. Delivery time, quality and technical service also affect the levels of sales of PVC resins. We establish our domestic price for caustic soda based on North American spot market prices. Approximately 70.2% of our caustic soda sales in 2016 were made pursuant to agreements that are generally forone- to three-year terms and may include minimum and maximum prices.

Competition

PVC

We and Unipar (formerly Solvay) are the only two producers of PVC in Brazil. Unipar’s total Brazilian installed annual production capacity is 300,000 tons, compared to our annual production capacity of 710,000 tons. Unipar’s Brazilian production facilities are located in São Paulo, which is closer to the primary PVC market in Brazil than our facilities. However, we believe that our vertically integrated production capabilities, our modern PVC suspension plants, our strong relationship with our customers and our technical assistance programs enable us to make up for any competitive disadvantage due to distance and compete effectively with Unipar.

We also compete with Unipar’s Argentine production facilities and other importers of PVC. Unipar has a PVC plant in Argentina in addition to its plants in Brazil. Imports accounted for approximately 19.8% of Brazilian PVC consumption in 2016. Domestically produced PVC is currently competitively priced with imported PVC, considering that our price is based on international market.

In addition, wfe compete with other producers of thermoplastics that manufacture the same PVC products or substitutes for products in our PVC product line. Thermoplastic resins, principally polyethylenea wide variety of plastic-based consumer and polypropylene, are used in certain applications as substitutes for PVC. Wood, glass and metals also are used in some cases as substitutes for PVC.industrial goods.

Caustic Soda

TheAccording to IHS and Abiclor (Associação Brasileira da Indústria de Álcalis, Cloro e Derivados), the three largest Brazilian producers of caustic soda, including Braskem, accounted for 96.8%91% of Brazilian productioncapacity in 2016. Our company and another international petrochemical company operateBrazil in this market throughout Brazil, while the other2021. Most domestic producers of caustic soda generally operate on a local or regional basis.basis, with the exception of Braskem and another producer located in the Northeast region of Brazil that operate in the whole country through terminal tanks located on the Brazilian coast. Imports accounted for 38.1%38% of Brazil’s total caustic soda consumption in 2016.2021, excluding Braskem imports. Due to the mining event in Alagoas, our chlor-alkali plant was idled in 2019 and we have been importing caustic soda from various sources to keep supplying customers in Brazil since then.

Our principal competitors in the caustic soda market elsewhere in South America are other international petrochemical companies operating in Brazil and producers located on the U.S. Gulf Coast.

Technology, ResearchUSA and DevelopmentEurope Segment

Our USA and Europe Segment includes:

·the operations of Braskem America, which consist of five polypropylene plants in the United States and one Ultra High Molecular Weight Polyethylene – the UTEC® plant; and
·the operations of two polypropylene plants in Germany.

As of December 31, 2021, our USA and Europe Segment’s facilities had the largest annual polypropylene production capacity in the United States. Our USA and Europe Segment generated net revenue of R$32,403.6 million during 2021, or 29.9% of the net revenue of all reportable segments.

In June 2014, we announced the construction of an UHMWPE production line in our La Porte, Texas site, which began producing UTEC®in the first quarter of 2017. We believe that the production of specialized UHMWPE at this line complements our existing portfolio of products and will enable us to access new markets and to develop close relationships with new and existing clients.

In June, 2017, we announced the construction of a Polypropylene Unit (“Delta”) at our La Porte, Texas site. Aligned with the strategy to diversify the raw materials matrix and geographic expansion in the Americas, this is a new world-class PP production facility with an annual polypropylene production capacity of 450,000 tons. In September, 2020, we announced that after completing the commissioning phase, we have started commercial production of PP at this new plant. We believe that this investment reinforces our PP leadership position in the region, as it will enable us to replace imported PP volumes in the North American domestic market and also scale up our exports supporting structural global demand with existing global clients.

Technology LicensesProducts of Our USA and Europe Segment

Our Basic Petrochemicals Unit uses engineering process technology undernon-exclusive arrangements fromUSA and Europe Segment produces polypropylene. The sales volume of polypropylene by this unit was 2,217.1 tons in 2021, 1,968.2 tons in 2020 and 1,920.4 tons in 2019. For a variety of sources for specific production processes. We have entered into severalnon-exclusive agreements with a number of leading petrochemical companies to use certain technology and catalysts for our Polyolefins Unit. Somedescription of the license agreements used byuses of our polypropylene products, see “—Polyolefins Unit allow us to use the licensed technology in both existing and

future plants. We have entered into severalnon-exclusive agreements with a numberOperations that are Part of leading petrochemical companies to use technology for our Vinyls Unit. We have entered into severalnon-exclusive agreements with a number of leading petrochemical companies to use certain technology and catalysts for the polypropylene productionBrazil Segment.”

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Production Facilities of our USA and Europe Unit. SomeSegment

The table below sets forth the annual production capacity as of December 31, 2021 of the license agreements usedUSA and Europe Segment’s polypropylene plants in the United States and Germany and the annual production for the years presented.

 Annual Production

Production
For the Year Ended December 31,

Plant

Capacity

2021

2020

2019

 (in tons)
United States2,021,0001,728,5671,446,0661,435,298
Germany625,000570,211493,304494,241
     

Raw Materials of Our USA and Europe Segment

Propylene

The most significant direct cost associated with the production of polypropylene by our USA and Europe Unit allowSegment is the cost of purchasing propylene.

We acquire propylene for our polypropylene plants in the Unites States under a variety of long-term supply agreements and through the spot market. As of December 31, 2021, we had 14 supply agreements with multiple suppliers. The pricing formulas for propylene under these supply agreements are generally based on international market prices.

As a result of rising natural gas production and related production of natural gas liquids, several companies have announced plans to build propane dehydrogenation, or PDH plants, which would produce on-purpose propylene. We have secured a long-term propylene agreement of 15 years with one such company, Enterprise Products, which completed construction of a PDH plant in Texas in 2017 with an annual capacity of 750,000 tons. We expect this agreement with an established producer to provide us with a competitive, long-term supply of propylene, using shale gas and other nontraditional sources as its feedstock. This plant commenced operations in 2017. Under this arrangement, the pricing of these contracts will be based on market prices for propane and other market costs.

We acquire propylene for our polypropylene plants in Germany under long-term supply agreements that provide for the supply of 90% of the propylene requirements of these plants. We have two main supply agreements in Germany. One has a five-year agreement effective since October 1, 2021 with a term until September 30, 2026, and thereafter will automatically be renewable for consecutive one-year terms, unless terminated by one of the parties. The other agreement expires in December 2023, and thereafter will also be automatically renewable for consecutive one-year terms, unless terminated by one of the parties. We have entered into a third contract that will expire at the end of 2022, increasing the supply of our plants to 93% of the propylene required. The pricing formula for propylene under these supply agreements is based on market prices. We purchase the propylene used in our Europe plants based on monthly contract price for propylene for Europe (as reported by ICIS-LOR).

Sales and Marketing of Our USA and Europe Segment

Our USA and Europe Segment sells polypropylene products to approximately 392 customers. We have a diversified product mix that allows us to serve a broad range of end users in several industries. The customers of our USA and Europe Segment generally are third generation petrochemical producers that manufacture a wide variety of plastic-based consumer and industrial goods.

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The following table sets forth our net revenue derived from sales of our USA and Europe Segment for the years indicated:

 

For the Year Ended December 31,

 

2021

2020

2019

 (in millions of reais)
Net revenue:   
USA and Europe32,403.614,638.710,044.3

51% of the sales of polypropylene by the USA and Europe Segment are made under long-term supply agreements with our customers. These supply contracts generally have an initial two-year term and are automatically renewable for one-year periods unless one party notifies the other of its intention not to renew. These contracts also provide for minimum and maximum quantities to be purchased and monthly deliveries.

The remainder of the polypropylene production of the USA and Europe Segment is sold through (1) our direct sales force that seeks to establish supply relationships with customers; (2) a select number of distributors authorized to represent the Braskem brand in the U.S. and European markets; (3) resellers that trade these products under private labels in the North American and European markets; and (4) traders that resell these products in the export markets.

Competition

The USA and Europe Segment is largely a commodities business and competes with local, regional, national and international companies, some of which have greater financial, research and development, production and other resources than us. Although competitive factors may vary among product lines, our competitive position is primarily based on raw material and production costs, selling prices, product quality, product technology, manufacturing technology, access to new markets, proximity to the market and customer service and support.

Our primary competitors for sales in the polypropylene industry in North America and Europe are other large international petrochemical companies. In general, demand is a function of economic growth in North America, Europe and elsewhere in the world.

Mexico Segment

Braskem and Idesa, one of Mexico’s leading petrochemical groups, formed Braskem Idesa S.A.P.I. in April 2010, with Braskem holding 75% of the total share capital and Idesa holding the remaining 25%, to develop, construct and operate the Mexico Complex, located in the Mexican state of Veracruz. During April 2016, Braskem Idesa commenced commercial operations of the Mexico Complex.

As of December 31, 2021, our Mexico Segment had the largest annual polyethylene production capacity in Mexico. Our Mexico Segment generated net revenue of R$6,506.3 million during 2021, or 6.0% of the net revenue of all of our reportable segments.

Products of Our Mexico Segment

Our Mexico business unit produces ethylene, HDPE and LDPE at our Mexico Complex. We use all of the licensed technologyethylene produced by our Mexico Complex as raw material for the production of polyethylene by this complex. The sales volume of polyethylene by this unit was 628,744 tons in both existing2021. Our Mexico Complex manufactures a broad range of polyethylene grades for use in consumer and future plants. industrial applications, including plastic films for food and industrial packaging, bottles, shopping bags and other consumer goods containers, automotive parts, and household appliances.

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Technologies selected for the Mexico Segment are proven and considered stated of the art with excellent track records in the petrochemical market and we believe it provides a competitive advantage in serving our customers to meet their specific needs by adapting and modifying our polyethylene products.

Production Facilities of Our Mexico Segment

Our Mexico Segment operates four plants located in the Mexico Complex, consisting of:

·an ethylene cracker, with an annual production capacity of 1,050,000 tons of ethylene, which commenced operations in March 2016;
·two high-density polyethylene plants, with a combined annual production capacity of 750,000 tons, which commenced operations in April 2016;
·a low-density polyethylene plant, with an annual production capacity of 300,000 tons, which commenced operations in June 2016;
·a 150-megawatt power generation plant consisting of one gas turbine and two steam turbines; and
·an effluents treatment plant and a water treatment plant, which return water to the community in a condition that exceeds the applicable regulatory requirements.
 Annual Production

Production
For the Year Ended December 31,

Plant

Capacity

2021

2020

2019

 

(in tons)

Mexico (Polyethylene)1,050,000696,142   780,176    800,783  
     

Raw Materials of Our Mexico Segment

The principal raw material used in our Mexico Complex is ethane, in addition to other raw materials such as hexane, propylene and polyaldehyde (PAL). Other chemicals, catalyzers, additives and utilities such as natural gas, electricity and nitrogen are used to produce polyethylene in the Mexico Complex.

Ethane

Ethane is the principal raw material that we use to produce ethylene in the Mexico Complex and represents the principal production and operating cost of the Mexico Complex. The price of ethane that we purchase varies based on changes in the U.S. dollar-based U.S. reference price of these feedstocks. We currently source ethane, from two main sources. Approximately 50% to 60% of total ethane needs is sourced under the Ethane Supply Agreement with Pemex TRI, a state-owned Mexican entity, while the remaining is complemented with imported ethane coming from the United States and delivered to our Complex through freight trucks that transport cryogenic isocontainers as part of the Fast Track Solution.

Braskem Idesa also intends to develop the Ethane Import Terminal, a long-term alternative source of imported ethane, and a pipeline that will connect the terminal directly to our Complex. The expected ethane capacity of the Ethane Import Terminal would be enough to fulfill the total ethane needs for the Mexico Complex. This terminal would provide the capacity to import more ethane than we currently require. As a result, our Mexico Segment will be able to source its total needs towards increasing our polyethylene production and taking advantage of the forecasted demand for polyethylene products in North America and globally.

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The estimated cost of the Ethane Import Terminal and related infrastructure investment is approximately US$400.0 million (inclusive of financing costs and VAT). Our Mexico segment expects to subscribe for up to 50% of the shares issued by the company that will develop the Ethane Import Terminal. We intend to fund our investment in the Ethane Import Terminal with a combination of equity and debt, through a joint venture with one or more suitable unaffiliated third parties that will secure equity and debt financing in an unrestricted subsidiary. The Ethane Import Terminal is expected to be completed and to reach full capacity by 2024, but there may be delays. For additional information, see “Item 3. Key Information—Risk Factors— Risks Relating to Us and the Petrochemical Industry—We depend on ethane supplied by Pemex TRI in Mexico,” “Item 3. Key Information—Risk Factors—Risks Relating to Us and the Petrochemical Industry—We rely on limited or sole-source suppliers for our raw materials, inputs and energy, including transportation thereof.”

Ethylene

All of the ethylene produced by our Mexico Complex is used by the polyethylene plants in our Mexico Complex.

Other Materials and Utilities

Our Mexico Segment uses natural gas as the main fuel for its production process, which is supplied mainly private suppliers using the pipelines that are the property of the Centro Nacional de Control del Gas Natural (“Cenagas”).

In early December 2020, Braskem Idesa received a notification from Cenagas (Centro Nacional de Control del Gas Natural), a Mexican state-owned agency responsible for all-natural gas pipelines and transportation in Mexico, related to the unilateral termination of the natural gas transportation service, an essential energy input for the production of PE in our Mexico Segment. As a result, in compliance with safety protocols, Braskem Idesa initiated procedures for the immediate interruption of its operating activities. Later in January 2021, Braskem Idesa partially resumed its using ethane to replace the lack of natural gas in order to continue producing PE. Braskem Idesa took legal measures under the ethane supply agreement entered into with Pemex. Braskem Netherlands B.V, which is Braskem Idesa’s direct shareholder, also took legal measures under applicable international investment protection standards to protect Braskem Idesa’s interests and its parent company concerning their investment in Mexico. Such measures included a negotiation period to attempt to resolve the dispute between the parties.

In the first quarter of 2021, Braskem Idesa entered into the following agreements under a strict reservation of all rights: (i) a memorandum of understanding with Pemex TRI setting out certain understandings regarding potential amendments to the ethane supply agreement and the development of an ethane import terminal, subject to further negotiation, a definitive agreement and approval by Braskem Idesa’s shareholders and creditors; and (ii) a natural gas transport service agreement with Cenagas for a term of 15 years, which is conditioned upon the execution of the definitive agreement referenced in item (i) above. Following the execution of these agreements by Braskem Idesa, it resumed receiving natural gas transportation services from Cenagas. In addition, Braskem Idesa signed the Amended ESA with PEMEX and the Terminal Agreement, complying with the condition of the natural gas transport service agreement mentioned in item (ii) above.

For additional information, see “Item 3. Key Information—Risk Factors— Risks Relating to Us and the Petrochemical Industry—We depend on ethane supplied by Pemex TRI in Mexico,” “Item 3. Key Information—Risk Factors—Risks Relating to Us and the Petrochemical Industry—We rely on limited or sole-source suppliers for our raw materials, inputs and energy, including transportation thereof” and “Item 3. Key Information—Risk Factors—Risks Relating to Us and the Petrochemical Industry—Political and economic conditions and government policies in Mexico, including political interferences in state-owned companies such as Pemex TRI and Cenagas, and elsewhere may have a material impact on our operations.”

Our Mexico Segment uses hexene as raw materials in the production of HDPE. We import hexene for the Mexico Complex from suppliers located in the United States.

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Our Mexico Segment uses catalysts supplied by Ineos Europe Limited.

Supply Contracts of the Mexico Segment

Ethane

The primary feedstock in our polyethylene production process is ethane. Braskem Idesa currently sources ethane from two main sources: (i) locally, pursuant to the Ethane Supply Agreement with Pemex TRI, a state-owned Mexican entity; and (ii) imports from the United States and delivered to our Complex through freight trucks that transport cryogenic isocontainers as part of the Fast Track Solution. As of the year ended December 31, 2020 and 2021, ethane supply from Pemex TRI was 87%, and 65%, respectively and 13%, and 35%, respectively, from the Fast Track Solution.

Ethane Supply Agreement (Pemex TRI).

Braskem Idesa is party to an ethane supply agreement with Pemex TRI, a subsidiary of Pemex, dated February 19, 2010, based on commercial conditions (“BI’s Ethane Supply Agreement”)

On September 27, 2021, we signed the third amendment to the BI’s Ethane Supply Agreement (the “Amended ESA”). Upon effectiveness, the Amended ESA modified certain terms of the BI’s Ethane Supply Agreement, including:

·Our Mexico Segment agreed to reduce the contractual volume to be purchased on a deliver or pay basis from 66,000 to 30,000 barrels of ethane per day (“Contractual Volume”), until February 2025, provided, that if we suffer delays in obtaining licenses and permits to operate the Ethane Import Terminal attributable to Mexican governmental authorities or Pemex, Pemex TRI will deliver the contractual volume after February 2025 for the time caused by these delays, on a day-by-day basis. In the event of any extension concerning the supply period of the Contractual Volume or non-achievement of the commencement of the Ethane Import Terminal (the “Ethane Import Terminal COD”) commercial operations due to the longstop date under the Amended ESA (the “Contractual Volume Longstop Date”), then Pemex TRI will supply, for an additional period of up to 12 months, 15,000 barrels per day of ethane to Braskem Idesa during the period from the Contractual Volume Longstop Date (or such later date) until the Ethane Import Terminal COD (the “Extended Volume”);
·Our Mexico segment has a right of first refusal to acquire ethane that Pemex TRI and its affiliates do not consume for their own processes or for the production of ethylene and derivative products, in a daily volume of up to: (i) for as long as Pemex TRI must supply the Contractual Volume, 1,625,576 cubic meters (approximately 36,000 barrels per day); and (ii) after Pemex TRI no longer should supply the Contractual Volume, 2,980,220 cubic meters (approximately 66,000 barrels per day).
·The ethane purchase price under the Amended ESA is based on commercial conditions at prices that reference the Mont Belvieu purity ethane price, a U.S. dollar-based international reference price, plus logistics and other applicable costs. The conditions set out in the Amended ESA will have retroactive effects until February 26, 2021.
·If Pemex TRI fails to deliver an average daily volume of ethane below the Contractual Volume during any quarterly period, it will compensate us by providing additional volumes of ethane over the following two quarterly periods; provided that we will not have the obligation to take ethane above the contractual maximum daily volume. If Pemex TRI does not compensate for such supply shortfall during mentioned cure period, it will pay us liquidated damages at a rate equal to 50% of the volume that Pemex TRI failed to deliver and did not compensate. The cap on such liquidated damages is R$1,618.5 million (US$290.0 million) during any given year. We may terminate the Amended ESA and exercise the put option thereunder if Pemex TRI fails to deliver at least 75% of the Contractual Volume for 180 consecutive days.
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·If Braskem Idesa fails to take an average daily volume of ethane at least equal to the Contractual Volume during any quarterly period, Braskem Idesa will compensate Pemex TRI by purchasing additional volumes of ethane over the succeeding two quarterly periods (not exceeding the contractual maximum daily volume). If our Mexico Segment does not purchase such additional volumes of ethane during such a cure period, Braskem Idesa will pay Pemex TRI liquidated damages at a rate equal to 50% of the average price of the volume that we failed to purchase and did not compensate. The cap on such liquidated damages is R$1,618.5 million (US$290.0 million) during any given year.
·As stated under the Amended ESA, the revised term is 20 years starting from the commencement date of supply under the BI’s Equity Supply Agreement, which occurred in June 2015, with three periods of extension of ten years each, being the first extension period mandatory for Pemex TRI and Braskem Idesa.

Pemex TRI may terminate the Amended ESA in the event of (i) our failure to pay that continues for more than six months after notice; or (ii) an emergency stoppage in operations or force majeure event due to which our insurers consider the complex to be a total loss, or after which we cannot or do not resume operations for 48 months. If Pemex TRI (i) delivers less than an average of 75% of the 30,000 barrels of ethane per day over six months, (ii) reaches the annual limit in respect of liquidated damages owed by Pemex TRI to us and such limit is not waived by Pemex TRI or (iii) materially breaches any of its obligations related to the arrangements or licensessupply of ethane thereunder and such breach continues for more than six months after notice, Braskem Idesa has the right to terminate the Amended ESA, require Pemex TRI to repay certain of our outstanding debt and under whichtermination scenarios provide compensation for equity investments according to an agreed valuation formula.

Ethane Supply Agreement (Fast Track).

On February 25, 2020, Braskem Idesa entered into an open order quantity agreement with Braskem Netherlands for the supply of liquid ethane with a minimum purity level of 95% in effect until 2021, the BNL Ethane Supply Agreement. (the “BI-BNL Ethane Supply Agreement”).

On October 9, 2021, we use third-party technology were terminated or are no longer availableentered into an amendment to the BI-BNL Ethane Supply Agreement (the “BI-BNL Ethane Supply Agreement Amendment”) in order to enhance the alternate ethane supply provided to us by the Fast-Track Solution. The purpose of the BI-BNL Ethane Supply Agreement Amendment is the additional acquisition of the volumes supply of liquid ethane above the maximum amount of the BI-BNL Ethane Supply Agreement loaded during February 2021 through January 22, 2022.

Electricity and Water

The Mexico Complex has its own power generation plant consisting of one gas turbine and two steam turbines, which can generate more than 100% of the Mexico Complex’s energy consumption. In addition, the Mexico Complex is also connected to the high-voltage power grid of Comisión Federal de Electricidad (the Mexican government-owned electricity company) as an alternative power source and to sell excess power on the spot market. The Mexico complex generates all of its requirements of steam and its water requirements are supplied by the Comisión Nacional del Agua (the Mexican government-owned water commission) pursuant to an agreement that expires in 2029 and is subject to renewal.

The main feedstock used for power generation is natural gas, which is mainly supplied by private suppliers and Pemex through Cenagas. In December 2020, we received a notification from Cenagas (Centro Nacional de Control del Gas Natural), a Mexican state-owned agency solely responsible for the natural gas pipelines and transportation in Mexico, related to the unilateral non-renewal of the service of natural gas transportation, an essential energy input for the production of PE in our Mexico Segment. As a result, in compliance with safety protocols, Braskem Idesa initiated procedures for the immediate interruption of its operating activities, which may have a material adverse effect on our operating or financial results, depending on the timing of the stoppage. Later in January 2021, Braskem Idesa partially resumed its operating activities using ethane to replace the lack of natural gas in order to continue producing PE. Braskem Idesa also initiated legal measures to enforce its legal and contractual rights.

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In February 2021, Braskem Idesa entered into a natural gas transport service agreement with Cenagas for a term of 15 years. Following the execution of this agreement by Braskem Idesa, it continued receiving natural gas transportation services from Cenagas. For additional information, see “Risk Factor - Political and economic conditions and government policies in Mexico, including political interferences in state-owned companies such as Pemex TRI and Cenagas, and elsewhere may have a material impact on our operations.”

Sales and Marketing of Our Mexico Segment

Our Mexico Segment sells polyethylene products to over 196 customers in the Mexican market. We have a diversified product mix that allows us to serve a broad range of end users in several industries. The customers of our Mexico Segment generally are third generation petrochemical producers that manufacture a wide variety of plastic-based consumer and industrial goods.

Domestic Mexican Sales

One of our priorities has been to develop long-term relationships with our customers and, given the cyclical nature of the markets for our polyethylene products, we believe that we would becan strengthen customer loyalty during periods of reduced demand for polyethylene by providing a reliable source of supply to these customers during periods of high demand. We work closely with our customers to determine their needs, to provide technical assistance and to coordinate the production and delivery of our products.

Considering our Mexico Complex’s logistical infrastructure and logistics centers in different regions, we are able to replace this technologyproject and being able to respond faster to customer demand by region. Thus, we can anticipate and plan our production and logistics in order to make the products available on time and at the points of shipment. As our products portfolio can adjust to the nature of the demand of the Mexican market, we have greater flexibility to adapt and better serve the market.

In addition to direct sales of polyethylene to our customers, our Mexico Segment sells products in Mexico through independent distributors. Our Mexico Segment is served by distributors through which we distribute our products pursuant to formal agreements and spot market transactions.

We have selected our distributors based on their ability to provide full service to their customers, including the ability to prepare our products on a customized basis. These distributors sell our polyethylene products to manufacturers with comparablelower volume requirements and are able to aggregate multiple orders for delivery to customers that would otherwise be uneconomical for us to serve. Furthermore, by serving smaller customers through a network of distributors, our account managers focus their efforts on delivering high quality service to a smaller number of large, direct customers.

Export Sales

The main focus of our Mexico Segment is to maintain our leading position in the Mexican market while continuing to export in order to manage the relationship between our production capacity and domestic demand for our products. We believe that our continued presence in export markets is essential to help manage any overcapacity in the Mexican market. The excess volume is exported to several regions such North and South America, Asia, and Europe, using our existing sales force and complementing our portfolio in those regions, in order to use the already established Braskem sales channels in the United States and Europe, the strategy of exports of the Mexico Segment production, for these regions, is to develop and retain customers, in order to seek a greater added value in exports, especially considering the competitive logistics for serving the United States. This new polyethylene complex reinforces our position with polyethylene customers worldwide, which enhances our position in North America.

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Prices and Sales Terms

We determine the Mexican domestic prices for polyethylene by reference to North American export prices. Our customers in Mexico may pay in full on delivery or better technology from other sources.elect credit terms that require payment in full within 60 days, on average, following delivery for most customers.

Our Mexico Unit has improvementsSegment’s export sales consist of volumes to South America, Europe and technical service agreements with its licensors for technology updatesthe United States through traders and to supportdistributors. Pricing is based on international market price references. As discussed under “—Export Sales” above, since the beginning of 2017, the Mexico Unit’s operations. Over next 10 years, we will pay will pay royalties correspondingSegment has been focused on export sales directly to customers in the license fee value for HDPE units, while we paid aone-time license fee for our LDPE units.United States, Europe, Central America and the Caribbean and South America, so the price in the local of the sale, excluding the logistics costs to move the product until that place and the other variable costs, ex-raw material, of exports has been increasing.

Competition

We do not pay any continuing royalties under anyhave the largest annual production capacity of polyethylene in Mexico. We compete in Mexico with a subsidiary of Pemex and with importers of polyethylene, primarily producers located in the arrangements or licenses used byUnited States and Canada. We compete for export sales of our Basic Petrochemicals Unit or our Vinyls Unit. Mostpolyethylene products with producers from other countries in Latin America and in markets in the United States, Latin America and Europe. Our export business is a commodity business and we compete with a variety of resin producers, some of which have greater financial, research and development, production and other resources than us. Our competitive position in the license agreements used by our Polyolefins Unit or our USA and Europe Unit do not require us to pay any continuing royalties. Under the license agreementsexport markets that require continuing royalty payments, we pay royalties on a quarterly basisserve is primarily based on the volume of the products produced using the licensed technology.raw material costs, selling prices, product quality and customer service and support.

Technology, Research and Development

Research and Development

Our abilityR&D is key to competedeveloping differentiated offers for our priority markets and enabling growth through product portfolio upgrade and the development of new technologies in catalysis and process. One of our priorities is to support the markets that we serve depends onrecently announced goals towards carbon neutrality and plastic waste reduction by delivering sustainable solutions. To ensure business perpetuity, the Innovation & Technology area also works to leverage disruptive technologies. A close relationship with customers and market amplifies our ability to integrate new production processes developed by our companyunderstand the current needs and third parties in order to lower our costs and offer new thermoplastic products. In addition, our relationships with our customers are enhanced by our ability to develop new products and customize existing products to meet their needs.anticipate future opportunities.

We develop projects throughtechnology at our research and/orand development centers: (1) Innovation and Technology Center in Triunfo, Rio Grande do Sul, Brazil; (2) Innovation and Technology Center in Pittsburgh, Pennsylvania, United States; (3) Renewable Chemicals Research Center in Campinas, São Paulo, Brazil; (4) Process Technology Development Center in Mauá, São Paulo, Brazil; (5) European Technical Center in Wessling, Bavaria,Wesseling, North Rhein Westphalia, Germany; and (6) Mexican Technical Center in Nanchital, Vera Cruz, Mexico, whichwhere we develop new processes, products and applications for many industrial sectors and which, asmarket segments. As of December 31, 2016, collectively2021, we had 302 employees.303 employees dedicated to R&D. Through these centers, we coordinate and maintainconduct our research and development programs, whichactivities that include the operation of (1) pilotscale-up (pilot plants (2) catalysis, polymerizationoperation), analytical testing, catalyst development and polymer sciences laboratories, and (3)testing, advanced materials characterization, process engineeringtechnology development and research capabilities on renewable sources and biotechnology.

We are advancing in the expansion of the Technology and Innovation Centers in Rio Grande do Sul/Brazil, with total investments of around US$10 million (US$4.8 million just in 2021). These new laboratories will support research focused on both chemicals and specialties and polyolefins businesses and will support the development of catalysis projects, polymer science and will support the analytical team of the Technological Centers.

A number of recent updates have been made to the new product portfolio, including the development of high performance film grades for renewable sources. Our investments in researchpackaging, resins to provide soft touch on personal care high-end applications, high performance grades for agrochemicals packaging, new specialty grades with differentiated sealing performance applied to high-speed packaging, new proprietary catalysts for polyolefin production and development, which are classified as expenses, totaled R$162.0 million in 2016, R$169.6 million in 2015 and R$128.1 million in 2014.several process technology upgrades.

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Braskem continues its efforts in Additive Manufacturing evolved towards the consolidation of a new area for the Company, highlighting the expansion of the product portfolio with the new and innovative carbon fiber reinforced polypropylene filament and also by launching new channels to developmarket, such as the Amazon e-commerce store to make our products also accessible to consumers.

Two important components of the Open Innovation strategy are Technology Scouting and Competitive Funding:

By leveraging our internal R&D resources with collaborative projects with R&D institutions, universities and other companies, we are able to explore new technology routes and scale-up processes. In 2021 several projects were approved by funding agencies, including the multinational “InRep: An integrated approach towards recycling of plastics” in Europe, the Engineering Research Center for Plasticulture in Brazil, and the DOE-funded “Dynamic crosslinking for EVA recycling” in the US.

Technology Scouting has been built up to identify startups and technology providers, capture early-stage technologies, and manage an idea pipeline, evaluating the strategic alignment and the feasibility of hundreds of ideas. This resulted in the launch of more than ten I&T projects, dealing with such relevant subjects as plastic waste recycling, CO2 capture and utilization, graphene, material substitution, and new bio-based materials.

Furthermore, we continue to invest in Sustainable Innovation. We ended 2021 with 81% of Innovation and Technology Projects (I&T) in the sustainability index. The index covers the following topics: water savings, energy savings, chemical safety (process/product), greenhouse gas emissions and circularity.

As for practical actions in sustainable solutions, for products from renewable raw materials throughwe are advancing in internal projects and collaborations and partnerships with Amyrisseveral third parties, as follows: (i) advance in biotechnology research with a focus on proof of concept of routes to produce solvents and Michelinplastics of renewable origin; (ii) a partnership between the Company and the Danish-based Haldor-Topsoe, which is a world leader in catalysis and surface science; in 2021, continued advancing the technology to produce bio-based monoethylene glycol (bio-MEG) moving towards the final steps of technology development, reinforcing our commitment to expand our portfolio of renewable products.

We increased our efforts with respect to recycling solutions to provide sustainable pathways for isoprene productionplastic waste reduction and strengthen our reputation as a sustainability leader. The portfolio of recycled resins has been upgraded with Genomaticathe launches new PP and PE post-consumer resin (PCR) grades. A dedicated team which we call the recycling platform coordinates all efforts relating to advanced recycling and mechanical recycling of plastic waste and aims to convert post-consumer plastic into high-quality recycled resins. Our focus is to increase the share of certified recycled resins in our portfolio. In this regard, several partnerships have been established last year, for butadiene production.

In September 2016, we partnered with Made In Space, a leading developerexample: (i) Nexus Circular LLC (“Nexus”) and Lummus, companies specializing in advanced plastics recycling; and (ii) Fábrica Carioca de Catalisadores – FCC, SENAI/ CETIQT and UFRJ/ EngePol for the development of 3D printerscatalysts for operation in zero gravity and an accredited NASA supplier. Made In Space developedadvanced recycling, seeking to increase the Additive Manufacturing Facility, the first commercial 3D printer permanently located outsideenergy efficiency of Earth. Currently installed in the International Space Station, this equipment uses biobased polyethylene resin produced at our plant in Triunfo, Rio Grande do Sul to fabricate various parts.pyrolysis processes.

Maintenance

Most of our maintenance is performed by third-party service providers. For example, we have contracts with Construtora NorbertoNovonor (),formerly called Odebrecht or CNO,S.A., a subsidiary of our controlling shareholder Odebrecht, OSP Investimentos S.A., or OSP Inv),Asea Brown Boveri Ltd., Cegelec Ltda., Rip Serviços Industriais S.A., Cl EngenhariaSulzer Ltda. and other service providers to perform maintenance for our basic petrochemical plants in the Northeastern Complex and in the Southern Complex. We also perform some of our ordinary course maintenance with our small team of maintenance technicians, which also coordinate the planning and execution of maintenance services performed by third parties.

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Basic PetrochemicalsChemicals Plants

Regular basic petrochemicalschemicals plant maintenance requires complete plant shutdowns from time to time, and these shutdowns usually take approximately 30 to 45 days to complete. We occasionally undertake brief shutdowns of the basic petrochemicalchemical operations at our basic petrochemical plants that do not materially affect our production output, primarily for maintenance purposes, catalyst regeneration and equipment cleaning. In addition, because we have two independent olefins units and two independent aromatics units at the Northeastern Complex and two independent olefins units at the Southern Complex, we may continue production of basic petrochemicalschemicals at these complexes without interruption, even while we perform certain maintenance services.

The next scheduled general maintenance shutdown of:

[the Rio de Janeiro Complex’s olefins unit is scheduled to occur in 2017;

the Southern Complex’s olefins 2 and aromatics 2 units are scheduled to occur in 2018;

the Northeastern Complex’s aromatics 1 and olefins 1 units in 2019;

the Southern Complex’s olefins 1 and aromatics 1 units are scheduled to occur in 2020;

the São Paulo Complex’s olefins and aromatics units are scheduled to occur in 2020; and

the Northeastern Complex’s olefins 2 and aromatics 2 units are scheduled to occur in 2022.
·the Southern Complex’s aromatics and olefins units is schedule to take place in 2022;
·the Northeastern Complex’s olefins 2 and aromatics 2 units is scheduled to take place in 2023; and
·the Rio de Janeiro Complex’s olefins unit is scheduled to take place in 2025.

Plants of Our Polyolefins, VinylsBrazil, and USA and Europe UnitsSegment

We have a regular maintenance program for each of our polyolefinspolyolefin plants. Production at each of our polyolefinspolyolefin plants generally is shut down for seven15 to 20 days every two3 to three4 years to allow for regular inspection and maintenance. In addition, we undertake other brief shutdowns for maintenance purposes that do not materially affect our production of polyolefins. We coordinate the maintenance cycles of our polyolefinspolyolefin plants with those of our basic petrochemicals plants. While our basic petrochemicalschemicals facilities must be shut down for up to 3045 days every 6 to 8 years for maintenance, our polyolefins facilities may be shut down for shorter periods because these facilities are less complex to operate and maintain than our basic petrochemicalschemicals plants. Similarly, plants of our USA and Europe UnitSegment attempt to coordinate their maintenance cycles with the routines of their largest suppliers.

We have a regular maintenance program for each of our vinyls plants. Our Camaçari and AlagoasNortheast PVC plants are generally shut down for 15 to 2035 days every two or three years to allow for regular inspection and maintenance. Our caustic soda and chlorine plant in Alagoas shuts down once a year for threetwenty days of maintenance in different parts of the plant. Our caustic soda and chlorine plant in Camaçari does not require prolonged maintenance shutdowns and is shut down for two or three days each year.

Environmental Regulation

In each of the countries in which we operate, our operationsWe, like other petrochemical producers, are subject to stringent federal, state and local environmental laws and regulations governing the discharge of effluents and emissions into the environment andconcerning human health, the handling and disposal of industrial wastesolid and otherwise relatinghazardous wastes and discharges of pollutants into the air, water and soil, among others. Petrochemical producers are sometimes subject to the protectionunfavorable market perceptions as a result of the environment.environmental impact of their business, which can have an adverse effect on their results of operations.

Our consolidated annual expenditures on environmental control were R$325.3857.3 million in 2016,2021, R$221.9537.9 million in 20152020 and R$190.0369.8 million in 2014. Our consolidated2019, which included investments, waste and wastewater treatment, emissions management, environment licenses, environmental expenses relateliabilities and other environmental expenditures.

Costs and capital expenditures relating to our continuous controlenvironmental, health or safety matters are subject to evolving regulatory requirements and monitoring policies, and we do not expect to have any material future environmental liabilities. However, our environmental compliance costs are likely to increase as a resultwill depend on the timing of the projected increase in our production capacitypromulgation and projected increases in unit costs for treatment and disposalenforcement of industrial waste, as well asspecific standards which impose the cost of compliance with future environmental regulations.requirements.

We had established a provision for recovery of potential environmental liabilities in the amount of R$254.0 million as of December 31, 2016.

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Compliance with Environmental Laws in Brazil

The Brazilian government enacted an Environmental Crimes Law in 1998 that imposes criminal penalties on corporations and individuals causing environmental damage. Corporations found to be polluting can be fined up to R$50.0 million, have their operations suspended, be prohibited from government contracting, be required to repair damage that they cause and lose certain tax benefits and incentives. Executive officers, directors and other individuals may be imprisoned for up to five years for environmental violations.

OurWe make all reasonable efforts to ensure that our operations are in compliance in all material respects with applicable Brazilian environmental laws and regulations currently in effect. Our internal audit processes and our management system in place aim to ensure that the permits that will expire be renewed in a timely manner. However, changes to applicable laws and regulations may require us to revise our standards, which may take time to implement. Some environmental studies that we have commissioned have indicated instances of environmental contamination at certain of our plants. In addition, we and certain executive officers of our company and of our subsidiariesexecutive officers have received notices from time to time ofrelated to minor environmental violations and are or have been subject to investigations or legal proceedings with respect to certain alleged environmental violations. These environmental issues, and any future environmental issues that may arise, could subject us to fines or other civil or criminal penalties imposed by Brazilian authorities. We are addressing all environmental issues of which we are aware, and we believe that none of these issues will have a material adverse effect on our business, financial condition or results of operations.

Operating Permits

Under Brazilian federal and state environmental laws and regulations, we are required to obtain operating permits for our manufacturing facilities. If any of our environmental licenses and permits lapse or are not renewed or if we fail to obtain any required environmental licenses and permits, we may be subject to fines ranging from R$500 to R$50.0 million, and the Brazilian government may partially or totally suspend our activities and impose civil and criminal sanctions on our company or both.us.

Each State in which we operate has its own environmental standards and state authorities in each state have issued operating permits that must be renewed periodically. Additionally, all projects for the installation and operation of industrial facilities in the Northeastern Complex, Southern Complex, São Paulo Complex, and Rio de Janeiro Complex and Alagoas plants are subject to approval by various environmental protection agencies, which must approve installed projects prior to their commencement of operations and must renew such approval periodically thereafter. State authorities have issued operating permits for all of our plants, as follows: the Northeastern Complex (State of Bahia); Southern Complex (State of Rio Grande do Sul), São Paulo Complex and Cubatão, Santo André, Mauá and Paulínia plants (State of São Paulo), Rio de Janeiro Complex (State of Rio de Janeiro) and our Alagoas plants (State of Alagoas). We make all reasonable efforts to ensure that our operations in Brazil are in possession ofcompliance in all necessarymaterial respects with applicable Brazilian federal, state and local environmental laws and regulations currently in effect, and we have an internal audit process and a management system in place assuring that the permits and do not expect to have difficultythat will expire be renewed in renewing any of them.a timely manner.

Industrial Waste

Companhia Riograndense de Saneamento, or Corsan, a state-owned sanitation company, operates an integrated system for liquid effluents treatment, or Sitel, in the Southern Complex. Sitel treats wastewater generated by our companyus and the other petrochemical producers at the Southern Complex at a liquid effluents treatment station located in the Southern Complex. This treatment station also includes a system for the collection of contaminated wastewater and disposal after treatment. We treat wastewater generated by our companyus at the Rio de Janeiro Complex at a liquid effluents treatment station located in the Rio de Janeiro Complex. This treatment station also includes a system for the collection and disposal of contaminated wastewater. Hazardous solid waste isco-processed in cement kilns or incinerated and other kinds of solid waste are disposed of in landfills at facilities approved by our company.us.

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We treat wastewater generated by our companyus at the São Paulo Complex at a liquid effluents treatment station located in the São Paulo Complex. This treatment station also includes a system for the collection and disposal of contaminated wastewater. Hazardous waste generated at the São Paulo Complex is incinerated in cement kilns and other kinds of solid waste are disposed of in landfills.

In our Bahia facilities, all wastewater is transported to Cetrel, aour wastewater treatment facility. Solidfacility at Cetrel. Hazardous liquid and solid waste are incinerated at high temperatures and non-hazardous solid waste is incineratedcoprocessed and sent to cement customers to be used as energy in cement kilns or incinerators and the remaining waste is disposed of in landfills.

Additionally, we have a series of recycling programs that includerecycling of solid waste and wastewater. We recycle or reuse 26.2% of the solid waste generated by our facilities and 22.9% of the water used in our production processes.kilns.

In our Alagoas Complex,plants, organochlorines waste is incinerated, producing steam and wastewater. All wastewater is treated at a treatment station located in the complex. Solid waste is separated and disposed of in landfills.

Additionally, we have a series of recycling programs that include recycling of solid waste and wastewater. We recycle or reuse 59.1% of the solid waste generated by our facilities and 22.4% of the water used in our production processes.

AsbestosMercury

Our largestAs of December 31, 2019, Braskem had a chlor-alkali plant located in Alagoas previously used asbestosBahia based on mercury cell technology to produce chlorinetechnology. On April 8, 2020, our chlor-alkali plant in Bahia shut down following the end of the facility’s useful life, and caustic soda. Such technology can no longer be used in new petrochemical production facilities under Brazilian legislationit has been decommissioned. The decommissioning strategy involves equipment’s decontamination/dismantling, and the global trend has been to ban this technology. As a result, in November 2016, we concluded our shift to newer diaphragm technologymost appropriate waste destination.

Currently, the Company is dismantling the entire Unit (except the areas of demercurization of effluents and banned asbestos technology from our plants.solid waste), disposing of its properly decontaminated waste, as well as planning the most appropriate strategies for diagnosis and remediation of potentially contaminated areas, which should be implemented as soon as the disassembly of the Unit and demolition of the Cell House shed are completed.

Compliance with Environmental Laws in the United States

Our operations in the United States are subject to U.S. federal, state and local laws and regulations governing the discharge of effluents and emissions into the environment; the generation, storage, handling, management, transportation and disposal of hazardous waste, industrial waste and other types of waste; the use, storage, and handling of various types of products and materials; and the protection of human health, safety and the environment. In many instances, specific permits must be obtained for particular types of operations, emissions or discharges. For example, our facilities in Texas, Pennsylvania, and West Virginia are required to maintain various permits relating to air quality and treatment of industrial wastewater, and to comply with regulatory requirements relating to waste management. We are in possession of necessary permits to operate our facilities. We believemake all reasonable efforts to ensure that our operations in the United States are in compliance in all material respectscomply with applicable U.S. federal, state and local environmental laws and regulations currently in effect.regulations.

As with the U.S. petrochemical industry generally, compliance with existing and anticipated laws and regulations increases the overall cost of operating our U.S. plants, including operating costs and capital costs to construct, maintain and upgrade equipment and facilities. These laws and regulations have required, and are expected to continue to require us to make, expenditures of both a capital and an expense nature.

The Clean Air Act, which was last amended in 1990, requires the United States Environmental Protection Agency, or the EPA, to set National Ambient Air Quality Standards, or the NAAQS, for pollutants considered harmful to public health and the environment. The Clean Air Act requires periodic review of the science upon which the standards are based and the standards themselves. NAAQS for ozone and fine particulate matter (referred to as PM2.5), promulgated by the EPA have resulted in identification of nonattainment areas throughout the country, including certain areas within Texas, Pennsylvania, and West Virginia, where Braskem America operates facilities. As a result of these nonattainment designations by the EPA, state or local air pollution control agencies are required to apply permitting and/or control requirements intended to reduce emissions of ozone precursors (nitrogen oxides and volatile organic compounds), and fine particles (including PM2.5 precursors), in order to demonstrate attainment with the applicable NAAQS. Such requirements may include imposition of offset requirements and could result in enhanced emission control standards. In addition, in 2015on August 24, 2016, the EPA reevaluated the sufficiency offinalized requirements for state and local agencies charged with the current PM2.5 NAAQS. This reevaluation could result in more stringent ambient standards, whichThese requirements could in turn translate into additional state-specific requirements to further reduce allowable emission rates for PM2.5 or its precursor pollutants. In October 2016,2015, the EPA lowered the primary and secondary NAAQS for ozone from 0.075 ppm to 0.070 ppm. Such state-specific requirements would become applicable, if at all, following a multi-year process. Regulations implementing this change will likely not be promulgated for several years.

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In addition to permitting and/or control requirements that may result from the implementation of the NAAQS at the state or local level, the EPA may promulgate new or revised federal New Source Performance Standards or National Emission Standards for Hazardous Air Pollutants that would apply directly to certain facility operations and may require the installation or upgrade of control equipment in order to satisfy applicable emission limits and/or operating standards under these regulatory programs. The EPA’s currently-proposedproposed regulations in this area would not specifically apply to Braskem America’s operations.

Additionally, there are various legislative and regulatory measures to address greenhouse gasGHG emissions which are in various stages of review, discussion or implementation by Congress and the EPA. In October 2015, the EPA finalized new regulations (known as the Clean Power Plan) aimed at lowering greenhouse gasGHG emissions from existing, new and reconstructed electric generating units. In February 2016, the Supreme Court stayed implementation of the Clean Power Plan pending judicial review. On October 16, 2017, the EPA proposed repealing the Clean Power Plan, but this proposal has not been finalized. On August 21, 2018, the EPA proposed a replacement to the Clean Power Plan, the Affordable Clean Energy Rule. While it is currently not possible to predict the final impact, if any, that these regulations may have on Braskem America or the U.S. petrochemical industry in general, they could result in increased utility costs to operate our facilities in the United States. In addition, future regulations limiting greenhouse gasGHG emissions of carbon content of products, which target specific industries such as petrochemical manufacturing could adversely affect our ability to conduct Braskem America’s business and also may reduce demand for its products. The EPA’s currently-proposedproposed regulations in this area would not specifically apply to Braskem America’s operations.

Compliance with Environmental Laws in Mexico

Braskem Idesa in Mexico is subject to federal, state and local laws and regulations that govern the discharge of effluents and emissions to the environment; the generation, storage, handling, management, transportation and disposal of hazardous waste, industrial waste and other types of waste; the use, storage and handling of various types of products and materials; and the protection of human health, safety and the environment. Specific permits may be required for certain types of operations.

Ethylene and Aromatic Hydrocarbons Mixture production require permission of the Secretary of Energy and Federal Commission for Sanitary Risks (COFEPRIS) related to risk management and public health, The Mexican legislation regulates the emission of particles, ozone, fixed sources and everything related to GHGs. There are regulations on water, effluent treatments and specific conditions for discharge of the effluent. We make all reasonable efforts to ensure that our operations in Mexico are in compliance in all material respects with applicable Mexican federal, state and local environmental laws and regulations currently in effect.

In Mexico, the Federal Attorney’s Office for Federal Environmental Protection (PROFEPA) verifies compliance with the Mexican Regulation and Permits through audits.

Failure to comply with Mexican regulations may lead to economic and administrative penalties, including Operations shutdown in certain cases.

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Compliance with Environmental Laws in Germany and the European Union

Our operations in Germany are subject to German federal, state and local laws and regulations governing the discharge of effluents and emissions into the environment and the handling and disposal of industrial waste and otherwise relating to the protection of the environment and waste management. Our operations in Germany are in compliance in all material respects with applicable German federal, state and local environmental laws and regulations currently in effect.

As with the petrochemical industry in the European Union generally, compliance with existing and anticipated German laws and regulations increases the overall cost of operating our European business, including operating costs and capital costs to construct, maintain and upgrade equipment and facilities. These laws and regulations have required, and are expected to continue to require us to make expenditures of both a capital and an expense nature.

At our Schkopau and Wesseling facilities in Germany, facilities, we are required to maintain air, radiation, waste water and waste management permits from the German government and local agreements relating to the treatment of industrial wastewaters.permits. We are in possession of all necessary permits.

Furthermore, our Wesseling and Schkopau facilities in Germany facility isare subject to existing European greenhouse gasGHG regulations and a cap and trade program relating to emissions. We have purchased sufficient carbon dioxide emissions permits for itsour operations until 2018,2022, provided it operates under normal business conditions. We will purchase any additional permits that may be required on the emission trade market. We are not aware of any new environmental regulations that would materially affect our European operations. Accordingly, we cannot estimate the potential financial impact of any future European Union or German environmental regulations.

Sustainability

In April 2018, our board of directors approved our policy on global sustainable development. Its objective is to encourage economic growth, environmental preservation and social justice by developing sustainable solutions related to chemical and plastic production. In connection with these goals, we have developed a three-pronged approach: (1) seek and develop sustainable sources and operations, (2) develop and deliver a portfolio of sustainable products and services, and (3) work with our clients to offer sustainable solutions that benefit society as a whole.

Environmental RegulationCircular Economy

Consistent with our purpose of contributing to the transition from a linear economy into a circular economy, effectively demonstrating our commitment to sustainable development, we announced in Mexico2018 our global positioning statement titled “Braskem’s Positioning in the Circular Economy.”

Our operationsIn the statement, we announced eight key global initiatives, which are: (i) partnerships with clients and value chain to develop new products that increase efficiency, recycling and reuse; (ii) more investments in Mexico are subjectrenewable products; (iii) development and support of new technologies and the recycling chain; (iv) programs to several environmental lawsengage consumers in conscientious consumerism, proper disposal and regulations concerning human health,recycling; (v) use of science tools to select the handlingmost sustainable options; (vi) adoption of recycling indicators for plastic packaging; (vii) partnerships to understand, prevent and disposalsolve the problem of marine debris; and (viii) incentives for policies to improve solid and hazardous wastes and discharges of pollutants into the air, soil and water. Under Mexican law, Braskem Idesa is required to obtain environmental and operating permits for the operation of its Mexico Complex. We believe that our operations in Mexico are in compliance in all material respects with applicable Mexican federal, state and local environmental laws and regulations currently in effect.waste management.

Property, Plant and Equipment

Our properties consist primarily of petrochemical production facilities in:

·Camaçari, in the State of Bahia;
·Triunfo, in the State of Rio Grande do Sul;
Camaçari in the State of Bahia;
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Triunfo in the State of Rio Grande do Sul;
Table of Contents

Duque de Caxias in the State of Rio de Janeiro;

São Paulo, Paulínia, Cubatão, Santo André and Mauá in the State of São Paulo;

Maceió and Marechal Deodoro in the State of Alagoas;

the United States in La Porte, Freeport and Seadrift, Texas, Marcus Hook, Pennsylvania, Neal, West Virginia;

Germany in Schkopau and Wesseling; and

Coatzacoalcos in Mexico.
·Duque de Caxias, in the State of Rio de Janeiro;
·São Paulo, Paulínia, Cubatão, Santo André and Mauá, in the State of São Paulo;
·Maceió and Marechal Deodoro, in the State of Alagoas;
·the United States, in La Porte, Freeport and Seadrift, Texas; Marcus Hook, in Pennsylvania; Neal and West Virginia;
·Germany, in Schkopau and Wesseling; and
·Coatzacoalcos, in Mexico.

For more information, see note 1312 to our audited consolidated financial statements included elsewhere in this annual report.

Our principal executive offices are located in São Paulo, in the State of São Paulo, and we have an administrative support office in the City of Salvador, in the State of Bahia. We also have equity interests in investments located in other parts of the country. We own all our production facilities, but we generally rent our administrative offices.

The following table sets forth our properties as of December 31, 20162021 by location of facilities, products produced and size of plant.

Type of Product or Service

Location of Facilities

Size of Plant

(in hectares)(1)

Basic petrochemicals

Chemicals
TriunfoTriunfo152.8

Basic petrochemicals

Chemicals
Santo André74.1

Basic petrochemicals

Chemicals
CamaçariCamaçari65.5

Basic petrochemicals

Chemicals
Duque de Caxias53.0

Basic petrochemicals

Chemicals
MexicoMexico23.6

Polypropylene

PaulíniaPaulínia39.7

Polyethylene

TriunfoTriunfo30.5

Polyethylene

CamaçariCamaçari24.5

Polyethylene

CubatãoCubatão17.6

Polyethylene

Santo André15.8

Polyethylene

Duque de Caxias15.0

Polyethylene

MexicoMexico14.9

Polypropylene

La Porte, Texas87.0

Polypropylene

Neal, West Virginia27.1

Polypropylene

MauáMauá15.8

Polypropylene

Duque de Caxias15.0

Polypropylene

CamaçariCamaçari13.2

Polypropylene

TriunfoTriunfo10.0

Polypropylene

Marcus Hook, Pennsylvania6.9

Polypropylene

Freeport, Texas8.9

Polypropylene

Seadrift, Texas2.5

Polypropylene

Schkopau, Germany3.7

Polypropylene

Wesseling, Germany26.0

Caustic soda/chlorine

MaceióMaceió15.0

PVC/caustic soda/soda(2)/chlorine

(2)
CamaçariCamaçari12.6

PVC

Marechal Deodoro186.7

Distribution Center

Vila Prudente/Capuava3.2

 

(1)(1)One hectare equals 10,000 square meters.

(2)In January 2020, Braskem announced the permanent shutdown of its chlor-alkali production facility located in Camaçari, in the State of Bahia. The shutdown is explained by the end of the facility’s useful life and started in April 2020, following the applicable safety standards and seeking to protect people, local communities and the environment.
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We believe that all of our productionoperating facilities are in good operating condition. As of December 31, 2016,2021, the consolidated net book value of our property, plant and equipment was R$29,336.737,225.1 million.

The following properties are mortgaged or pledged to secure certain of our financial transactions: (1) our basic petrochemicalschemicals plant, our polypropylene plant and our polyethylene plant located in the Southern Complex; (2) our chlor-alkali plant and PVC plant located in the Northeastern Complex; (3) our basic petrochemicalschemicals plant, polypropylene plant and our polyethylene plant located in the State of São Paulo Complex;Paulo; (4) our chlor-alkali plant and PVC plant located in the State of Alagoas; (5) our basic petrochemicalschemicals plant, our polyethylene plant and our polypropylene plant located in the Rio de Janeiro Complex; and (6) our basic petrochemicalchemical plant and our polyethylene plants located in Mexico.

Insurance

In addition to the policies described below for our Brazilian and international operations, we maintain other insurance policies for specific risks, including general and product liability, directors and officers liability, coverage, workers’ compensation, employers practice liability, automotive, marine cargo and charterer’s liability insurance, among others.

We do not anticipate having any difficulties in renewing any of our insurance policies and believe that our insurance coverage is reasonable in amount and consistent with industry standards applicable to chemical companies operating globally.

Operations in Brazil, Mexico, the United States and Germany

We carry insurance for all our plants against material damage and consequent business interruption through comprehensive “all risk” insurance policies.

The “all risks” insurance program for our plants provides for a total replacement value of US$27.8 billion for property damage. This insurance program is underwritten through separate policies in Brazil, Mexico, the United States and Germany by large insurance companies. The leading insurers are Mapfre (rating S&P A-), Inbursa (rating S&P AAA). These policies are in placevalid until October 2018.April 2023.

Set forth is a table with additional information related to our all risk insurance policies.

Policy / Region
US$ bn

Value at risk —
P D + BI (1)

Indemnity Limit

PD + BI(1)

Brazil24.43.25
Mexico(2)5.22.4
USA and Germany(2)3.90.63

 

Policy / Region

US$ bn

  Value at risk -
Property
Damage
   Combined
Damage and
Interruption Limit
   Property
Business
   

Comments

Brazil

   21.7    3.375     Limit increased from US$ 2 bn to US$ 3.375 bn.

Mexico

   4.4    3.153     Natural Hazard Limit increased from US$ 1.5 bn to US$ 2bn.

USA and Germany

   1.7    0.33     

Limit increased from US$ 250 million to US$ 330 million;

Limit for flood and wind and named storm of US$ 300 million in the aggregate and US$ 200 million per event.

(1)PD = Property Damage; BI = Business Interruption.
(2)Includes coverage for acts of terrorism.

Our policies provide coverage for losses that arise from accidents relating tocaused by or resulting from fire, explosion and machinery breakdown, among others, and consequential business interruption, with maximum indemnity periods ranging from 12 to 3334 months, depending on the plant and/or coverage.

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As part of our program, we also contract other insurance policies to cover specific risks, including general civil liability, the civil liability of directors and offices (“D&O”), environmental risks, domestic and international charter operations, charter's liability, etc.

New projects can be covered for construction/erection all risks under the existing Property policies or through a standalone project-specific policy.

We have third-party liabilityrelevant exposure to operational risks, and our insurance policy requires coverage to be contracted through a complex insurance program involving multiple insurers and reinsurers in the commercial market, which have limited and variable capacity to offer insurance policies over time. In order to seek alternatives for our operations, which cover losses for damages caused to third parties from our operationsthe composition of hedges, the possibility of transferring operational risks through the mutual insurer “OIL” was identified. OIL is the global leader in the energy sector, including oil and products, including environmental damage caused by pollution. These policies havegas, refining, chemical and petrochemicals, electric power and mining, and holds a maximum aggregate limittotal of US$300 million for Brazil, the United States3 trillion in insured assets and Germany.

The material damage insurance for our plants provides coverage for losses due to accidents resulting from fire, explosion and machinery breakdown, among others. This coverage has a maximum indemnification limitportfolio of US$2 billion per event (combined material damage and business interruption coverage) for the Brazilian plants and US$250 million (combined material damage and business interruption coverage, excluding flood and earthquake damages, which have an indemnity limit of US$200 million per event) for our plants in the United States and Germany. Our policies have deductibles ranging from US$250,000selected participants. In addition to US$20 million, depending on the plant and/or coverage.

The business interruption coverage under our policies provides coverage for losses resulting from interruptions dueproviding a stable capacity to any material damage covered by the property policy. The losses are covered with maximum indemnity periods ranging from 12 to 24 months and deductibles ranging from 45 to 90 days, depending on the plant and/or coverage.

As a part of our insurance program, we also have a third-party liability policy for our operations, which covers losses for damages caused to third parties from our operations and products, including sudden environmental pollution. This policyBraskem, OIL has a maximum indemnification limit of US$300 million per occurrence subjectstructure in which there is reciprocal cooperation among the insured companies participating in a known risk environment, in addition to a US$250,000 deductible.lower administrative cost compared to the commercial insurance market, providing less volatile and potentially more competitive premiums.

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Compliance

Operations in Mexico

We have an insurance program in force for our operation in Mexico, which is comparable to existing programs for large companies in the industry throughout the world. This program includes: (1) property and business interruption coverage up to an aggregate amount of US$3,153 million, (2) terrorism coverage up to a limit of US$1,212 million, (3) marine cargo coverage up to a limit per shipment of US$6 million, (4) general liability with indemnity limit of US$210 million per event and (5) pollution liability with a maximum indemnification limit of US$50 million.

Compliance

We have adopted a Code of Conduct, a Compliance System Policy on Compliance in Acting Ethically with Integrity and Transparency,an Anti-corruption Policy, and several internal policiesdirectives designed to guide our management, employees and counterparties and reinforce our principles and rules for ethical behavior and professional conduct. We maintain an Ethics Line managed by a third party available for employees andnon-employees. Every whistleblower complaint is impartially investigated by an independent team. The Ethics Committee and submitted for evaluation by our Ethics Committee.the Statutory Compliance and Audit Committee are notified on the results and outcoming plans.

Following our discovery of vulnerabilitiesIn addition to the above, the company has normative documents in ourplace that rule and/or establish standards concerning, among others, risk management, purchases, sales, internal controls, internal audit, corporate credit card, delegation of authority, due diligence, conflicts of interest, business courtesies, investigations, sponsorships and donations, travels, interactions with public agents, transactions with related parties.

We have also put into practice specific compliance goals for our leadership and formal engagement with certain initiatives, such as the UN Global Compact and the Business Pact for Integrity and Against Corruption established by the Ethos Institute in connectionBrazil.

In March 2020, based on the certification report issued by the independent monitors who have monitored us for the past three years, Brazil’s Federal Prosecutor’s Office (Ministério Público Federal), or the MPF confirmed the monitoring conclusion, the effectiveness of our compliance program and compliance with the Investigation, we have designed and implemented remediation efforts to improve and evolve our Global Governance and Compliance system, including a series of efforts designed to ensure that every vulnerability that permitted the occurrenceobligations of the material weaknesses in our internal control over financial reporting described in “Item 15. ControlsMPF Agreement. Later, on May 13, 2020, the DoJ and Procedures” is mitigated. We expect such measures to be implemented and producing the desired effects bySEC confirmed the end of 2017. We have taken the following measures, among others: (a) established the Compliance Committee (as defined below), (b) hired a Chief Compliance Officer (as defined below) and increased staffing and resourcesmonitoring provided for our Internal Controls, Risk Management, Compliance and Internal Audit departments, (c) created an Internal Audit department, (d) incorporated anti-corruption clauses in our contracts with third-parties, (e)��adopted the Policy on Compliance in Acting Ethically with Integrity and Transparency, (f) developed and implemented training programs for our directors, senior management and other employees, (g) enhanced vendor data, due diligence, procurement and payment procedures and associated controls, and (h) redesigned our process for monitoringin-transit inventory of raw materials, including naphtha. Furthermore, we implemented a new set of controls in the fourth quarter of 2016agreements with such authorities.

In 2021, the Company was granted ISO 37001 - anti-bribery management systems published by International Organization for Standardization (ISO) attesting that improved the processes in connectionBraskem’s anti-bribery management system complies with manual journal entries, monitoring of payments of commissions and ledger accounts. We have also taken actions to implement controls within the process of posting entries in the inventory and trade payable balance accounts for naphtha imports processedrule’s standards developed by Braskem Netherlands. Finally, we have improved the internal controls of monitoring of debits obligations in Braskem Idesa. We believe that these steps, taken together, will provide additional supervision, approval and review of accounting transactions and will enable us to better prevent and detect potential issues in our internal controls. For more information, see “Item 6. Directors, Senior Management and Employees—Directors and Senior Management” and “Item 15. Controls and Procedures.”

ISO.

ITEM 4A.  UNRESOLVED STAFF COMMENTS

Item 4A.Unresolved Staff Comments

Not Applicable.

ITEM 5.  OPERATING AND FINANCIAL REVIEW AND PROSPECTS

Item 5.Operating And Financial Review and Prospects

The following discussion of our financial condition and results of operations should be read in conjunction with our audited consolidated financial statements as of December 31, 20162021 and 20152020 and for the three years ended December 31, 2016,2021, included in this annual report, as well as with the information presented under “Presentation of Financial and Other Information” and “Item 3. Key Information—Selected Financial and Other Information.”

The following discussion contains forward-looking statements that involve risks and uncertainties.uncertainties, in particular with respect to the COVID-19 pandemic and related impacts on our historical and future results of operations and financial condition. Our actual results may differ materially from those discussed in the forward-looking statements as a result of various factors, including those set forth in “Cautionary Statement with Respect to Forward-Looking Statements” and “Item 3. Key Information—Risk Factors.”

Overview

Our results of operations for the years ended December 31, 2016, 20152021, 2020 and 20142019 have been influenced, and our results of operations will continue to be influenced, by a variety of factors, including:

Brazil’s GDP, which contracted 3.6% in 2016, as compared to a contraction of 3.8% in 2015 and growth of 0.1% in 2014, which affects the demand for our products and, consequently, our domestic sales volume;
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the U.S. GDP, which expanded 1.6% in 2016, as compared to growth of 2.6% in 2015 and 2.4% in 2014, which affects the demand for our products and, consequently, our domestic sales volume;

Europe’s GDP, which expanded 1.7% in 2016, as compared to growth of 2.0% in 2015 and 0.9% in 2014, which affects the demand for our products and, consequently, our domestic sales volume;

the expansion of global production capacity for the products that we sell and the growth rate of the global economy;

the international market price of naphtha, our principal raw material, expressed in U.S. dollars, which has a significant impact on the cost of producing our products and which has been volatile during the three years ended December 31, 2016, fluctuating in a range between US$293 and US$462 per ton during 2016, US$387 and US$551 per ton during 2015 and US$492 and US$952 per ton during 2014;

the average domestic prices of our principal products expressed in U.S. dollars, which fluctuate to a significant extent based on international prices for these products and which also have a high correlation to our raw material costs;

our crackers’ capacity utilization rates, which increased in 2016 as result of the improvements in processes and the investments made over recent years, as well as our capacity to export any surplus not absorbed by Brazil’s domestic market;

government industrial policy;

sales outside Brazil, which remained stable at R$23.1 billion in 2016 from R$23.2 billion in 2015;

Table of Contents
 
·GDP growth in the regions where we operate, including as follows:
oBrazil’s GDP, which grew 4.6% in 2021, as compared to a 4.1% contraction in 2020 and a 1.1% expansion in 2019, which affected the demand for our products and, consequently, our sales volume;
othe U.S. GDP, which grew 7.0% in 2021, as estimated in a report released by BEA on February 24, 2022, as compared to a 3.4% contraction in 2020 and a 2.3% expansion in 2019, which affected the demand for our products and, consequently, our sales volume;
oEurope’s GDP, which grew 5.3% in 2021, as estimated in a report released by Eurostat on March 8, 2022, as compared to a 7.2% contraction in 2020 and a 1.2% expansion in 2019, which affected the demand for our products and, consequently, our sales volume;
oMexico’s GDP, which grew 5.0% in 2021, as estimated in a report released by INEGI on February 25, 2022,as compared to a 8.5% contraction in 2020 and a 0.1% contraction in 2019, which affected the demand for our products and, consequently, our sales volume; and
oaccording to the IMF, despite the adverse effects of the COVID-19 pandemic on the economy of several countries in 2020 and 2021, which led to a global GDP contraction of 3.1%, in 2020 the world’s GDP expanded 5.9% in 2021 and is expected to expand 4.4% in 2022, leading to a global economic recovery;
·the expansion or contraction of global production capacity for the products that we sell and the growth rate of the global economy;
·the international market price of propylene in the Unites States, one of our main raw materials, expressed in U.S. dollars, which has a significant impact on the cost of producing our products and which experienced a high level of volatility during the year ended December 31, 2021, fluctuating in a range between US$1,235 and US$1,951 per ton during such period, compared to fluctuation in a range between US$573 and US$1,069 per ton during 2020;
·the international market price of naphtha, one of our main raw materials, expressed in U.S. dollars, which has a significant impact on the cost of producing our products and which experienced a high level of volatility during the year ended December 31, 2021, fluctuating in a range between US$501 and US$764 per ton during such period, compared to fluctuation in a range between US$140 and US$528 per ton during 2020;
·the average Brazilian prices of resins expressed in U.S. dollars, which fluctuate to a significant extent based on international prices for these products and which also have a high correlation to our raw material costs;
·our crackers’ capacity utilization rates was stable in the year ended December 31, 2021, compared to the corresponding period of 2020, as a result of: the scheduled general maintenance shutdown at the petrochemical complex in ABC, São Paulo, which lasted for 63 days, and also through operational restrictions during restarting after the scheduled general maintenance shutdown and the implementation of the energy efficiency project due to technical faults in one of the four engines replacing the steam turbines of the petrochemical complex. Normal capacity conditions were reestablished in December 2021 by adopting a temporary solution, with the permanent solution currently under construction with the equipment supplier.
·government industrial policies in the countries and regions in which we operate;
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·changes in thereal/ real/U.S. dollar exchange rate, including the appreciationdepreciation of thereal against the U.S. dollar by 16.5%7.4% in 2016, as compared to depreciation of 47.0%2021, 28.9% in 20152020 and 13.4%4.0% in 2014;2019.

·the level of our outstanding indebtedness and fluctuations in benchmark interest rates in Brazil, which affect our interest expenses on ourreal-denominated real-denominated floating rate debt and financial income on our cash and cash equivalents, and fluctuations in the LIBOR rate, which affect our interest expenses on our U.S. dollar-denominated floating rate debt;

·the inflation rate in Brazil, which was 7.2%17.7% in 2016, 10.7% in 2015 and 3.8% in 2014, in each case,2021, as measured by theIGP-DI, General Price Index—Internal Availability (Índice Geral de Preços—Disponibilidade Interna, “IGP-DI”), and the effects of inflation on our operating expenses denominated inreais and ourreal-denominated real-denominated debt that is indexed to take into accountconsider the effects of inflation or bears interest at rates that are partially adjusted for inflation; and

the tax policies and tax obligations.
·tax policies and tax obligations.

Our financial condition and liquidity isare influenced by various factors, including:

our ability to generate cash flows from our operations and our liquidity;

·our ability to generate cash flows from our operations;
·prevailing Brazilian and international interest rates and movements in exchange rates, which affect our debt service requirements;
·our ability to continue to be able to borrow funds from international and Brazilian financial institutions and to sell our debt securities in the international and Brazilian securities markets, which is influenced by a number of factors discussed below, including the adverse effect of the COVID-19 pandemic on the world economy and our business, financial condition and results of operations;
·our capital expenditure requirements, which consist primarily of maintenance of our operating facilities, expansion of our production capacity and research and development activities; and
·the requirement under Brazilian law and our by-laws that we pay dividends on an annual basis in an amount equal to at least 25% of our adjusted net income (calculated as net income for the financial year, after absorption of accumulated losses and for reserves, including legal reserves, pursuant to applicable law), unless our board of directors, in accordance with applicable law, reports to our annual shareholders’ meeting that the distribution would be incompatible with our financial condition at that time, provided that payment of any minimum preferred dividends is not affected. Our fiscal council must opine on any suspension of the mandatory distribution.

Recent Developments

Impact of the Novel Coronavirus (COVID-19) on our Business and Results of Operations

We have been monitoring the impacts from the COVID-19 pandemic on our business and surrounding communities.

In the first and second quarters of 2021, most of our petrochemical plants operated at a capacity utilization rate above 70%. Isolated cases of lower capacity utilization rates were identified in Mexico due to the instability of ethane supply by Pemex, but they were not directly related to the effects of the COVID-19 pandemic on our operations.

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During the year ended December 31, 2021, our petrochemical plants in Brazil operated at a capacity utilization rate of 81%, in line with the same period of 2020, due to the scheduled maintenance turnaround of our petrochemical complex in São Paulo, which was postponed in 2020 as a consequence of the COVID-19 pandemic restrictions. During the year ended December 31, 2021 our PP plants in the United States operated at a capacity utilization rate of 86%, down compared to the same period of 2020, due to the impacts from the winter storm Uri in the U.S. gulf coast. During the year ended December 31, 2021, in Europe, our PP plants operated at a capacity utilization rate of 91%, up compared to the same period of 2020, due to the normalization of operations after the effects of the COVID-19 pandemic impacted demand in 2020. During the year ended December 31, 2021, the capacity utilization rate of our PE plants in Mexico was 66%, down compared to same period of 2020, reflecting the lower supply of ethane supplied by Pemex, which was partially offset by higher imports from the United States under the “Fast Track” import solution.

Pursuant to applicable rules and regulations, our management reviewed the accounting estimates for the realization of assets, including the estimates for losses on trade accounts receivables, inventory impairment loss, deferred tax assets and other assets, or those related to the provision for accrual of liabilities in financial information for interim periods given the significant changes to the risks to which we are exposed. The review considered events after the reporting period that occurred up to the reporting date of our audited consolidated financial statements for the year ended December 31, 2021, and no significant effects were identified that should be reflected in the audited consolidated financial statements for the year ended December 31, 2021.

Due to the uncertainties arising from the COVID-19 pandemic with regard to the global economy, we are unable to accurately predict the adverse impacts on our equity and financial position and those of our subsidiaries after the reporting date. Because the demand for resins has increased, we do not expect we will need to constitute a provision for impairment of assets in the near future arising from a scenario of demand constraints.

For further information regarding the effects of the COVID-19 pandemic on our financial condition and results of operations, see “Item 3. Key Information—Risk Factors—Risks Relating to us and the Petrochemical Industry—Global or regional health pandemics or epidemics, including that related to COVID-19 pandemic, may adversely affect our debt service requirements;

our ability to continue to be able to borrow funds from internationalbusiness, financial condition and Brazilian financial institutions and to sell our debt securitiesresults of operations.”

CRA Issuance

On January 5, 2022, Eco Securitizadora de Direitos Creditórios do Agronegócio S.A. issued Agribusiness Receivables Certificates (“CRA”) in the internationalBrazilian capital markets backed by debentures issued by Braskem S.A., in two series, maturing in seven years and Brazilian securities markets,in 10 years, in the aggregate amount of R$721.0 million. The CRA accrue interest at a rate equal to the IPCA inflation index plus 5.5386% per year and IPCA plus 5.5684% per year for the series maturing in seven and 10 years, respectively.

Adhesion to the Social Environmental Reparation Agreement

On February 25, 2022, the Municipality of Maceió, in the State of Alagoas, signed the partial Term of Adhesion to the Socio-Environmental Reparation Agreement, which is influenced by a numberaddresses the allocation of factors discussed below;

our capital expenditure requirements, which consist primarilyresources to urban mobility actions. The Term of maintenanceAdhesion enables the implementation of our operating facilities, expansionadequate and sufficient urban mobility projects to mitigate the impacts arising out of our production capacitythe clearing of affected areas. The actions established in this term were already measured and research and development activities; and

recorded, not resulting changes to the requirement under Brazilian Corporate law and ourby-lawsprovision that we paypreviously recorded.

Approval of the Distribution of Dividends

At the general and extraordinary meeting of shareholders held on April 19, 2022, our shareholders approved the distribution of additional dividends, in the aggregate amount of R$1,350.0 million, corresponding to R$1.696348838321 per common share and R$1.696348838321 per class A preferred share. Such additional dividend distribution will be made in addition to the aggregate amount of R$6.0 billion of interim dividends paid to our shareholders on an annual basis in an amount equal to at least 25% of our adjusted net income, unless ourDecember 20, 2021, as approved by the Company's board of directors deems it inconsistent withon December 2, 2021.

Voluntary Conversion of Class B Preferred Shares

At the general and extraordinary meeting of shareholders held on April 19, 2022, our financial position andshareholders approved the decisionnew share capital of our boardthe Company amended as a result of directors is ratified by our shareholders.

the voluntary conversion of 21,440 class B preferred shares into 10,720 class A preferred shares.

Financial Presentation and Accounting Policies

Presentation of Financial Statements

We have prepared our audited consolidated financial statements as of December 31, 20162021 and 20152020 and for each of the years ended December 31, 2016, 20152021, 2020 and 2014 in accordance with IFRS.

Our consolidated financial statements have been prepared2019 in accordance with IFRS, 10 (Consolidated Financial Statements).as issued by the IASB.

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Operating Segments and Presentation of Segment Financial Data

We believe that our organizational structure asAs of December 31, 2016 reflected2021, our business activities andoperations were organized into three segments, which corresponded to our principal production processes, products and production processes. As of December 31, 2016, we had six production business units and reported our results by six correspondingservices. Our reportable segments to reflect this organizational structure:

were as follows:

·our Brazil Segment (former Polyolefins, Chemicals and Vinyls segments), which includes:
Basic Petrochemicals—This segment includes (1) our (i)production and sale of basic petrochemicalschemicals at the chemical complex located in Camaçari, in the State of Bahia, or the Northeastern Complex, the chemical complex located in Triunfo, in the State of Rio Grande do Sul, or the Southern Complex, ,thethe chemical complex located in Capuava, in the State of São Paulo, or the São Paulo Complex and the chemical complex located in Duque de Caxias, in the State of Rio de Janeiro, Complex, and (3) our or the Rio de Janeiro Complex;
(ii)supply of utilitieselectricity and other inputs produced atin these complexes to second generationsecond-generation producers including some producers owned or controlled by our company.located in the petrochemical complexes;

(iii)Polyolefins—This segment includes the production in Brazil and sale of polyethylene,PE, including the production of “green polyethylene”PE” from renewable resources, and polypropylenePP produced by our company.us in Brazil; and

(iv)USA and Europe—This segment includes the operations of our five polypropylene plants in the United States and the operations of our two polypropylene plants in Germany.

Mexico—This segment includes the operations of our polyethylene plants in the Mexican state of Veracruz.

Vinyls—This segment includes our production and sale of PVC and caustic soda.soda;

We have included a reconciliationThe Brazil Segment accounted for net revenue of the results of operationsR$69,494.9 million, including exports from Brazil, or 64.1% of our segments, as they existed asconsolidated net revenue of December 31, 2016, to our consolidated results of operations under “—Results of Operations” below.all reportable segments;

·our USA and Europe Segment, which includes our production, operations and sale of polypropylene in the United States and Germany. This segment accounted for net revenue of R$32,403.6 million, or 29.9% of our consolidated net revenue of all reportable segments; and
·our Mexico Segment, which includes our production, operations and sale of ethylene, HDPE (high-density polyethylene) and LDPE (low-density polyethylene) in Mexico. This segment accounted for net revenue of R$ 6,506.3 million, or 6.0% of our consolidated net revenue of all reportable segments.

Significant accounting policies

The presentationIn 2021, 2020 and 2019, 52.9%, 55.3% and 54.5% of our financial conditionnet revenue, respectively, related to sales performed in Brazil, and results47.1%, 44.7% and 45.5% of operationsour net revenue in conformity with2021, 2020 and 2019 was derived from our international operations.

New or revised pronouncements

New standards and pronouncements adopted in the current fiscal year:

·Leases affected by COVID-19 (amendment to IFRS 16). This amendment did not have a significant impact on these financial statements.
·Interest Rate Benchmark Reform: Phase 2 (amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16).

The amendments to Pronouncements IAS 39 and IFRS requires us to make certain judgments and estimates regarding9 provide temporary exceptions that address the effects of matters that are inherently uncertain and that impact the carrying valuefinancial statements when an interbank certificate of our assets and liabilities. Actual results could differ from these estimates. In order to providedeposit rate is replaced by an understanding about how we form our judgments and estimates about certain future events, including the variables and assumptions underlying the estimates, and the sensitivity of those judgments to different variables and conditions, we have included comments related toalternative with a nearly risk-free rate. The amendments include the following significant accounting policies under IFRS:

practical expedients:

·Impairment of property, plant and equipment andnon-financial assets.Our goodwill based on expected future profitability as of December 31, 2016 was R$2,058.9 million. The recoverable value of property, plant and equipment and other noncurrent assets including intangible assets (other than goodwill based on expected future profitability) are reviewed for impairment whenever eventsA practical expedient requiring contractual changes or changes in circumstances indicatethe cash flows directly required by the reform, to be treated as changes in the floating interest rate equivalent to the change in a market rate.
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·When a hedged item in a cash flow hedge is amended to reflect the changes that are required by the carryingreform, the amount may notaccumulated in the other comprehensive income will be recoverable. The recoverable value of goodwilldeemed to be based on expected future profitability is reviewed for impairmentthe alternative benchmark rate on an annual basis. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amounthedged future cash flows are determined.
·When a group of items is designated as a hedged item and an item in the highergroup is amended to reflect the changes that are required by the reform, the hedged items are allocated to subgroups based on the benchmark rates being hedged.
·If an entity reasonably expects that an alternative benchmark rate will be separately identifiable within a period of (1) an asset’s fair value less costs to sell; and (2) its value in use. For24 months, it is not prohibited from designating the purposes of assessing impairment, assets are groupedrate as a non-contractually specified risk component if it is not separately identifiable at the lowest level for which there are separately identifiable cash flows that can be cash-generating units or operating segments.Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at each reportingdesignation date. Our impairment tests of goodwill consider the operations at (1) the Southern Complex in the Basic Petrochemicals Unit, (2) the Polyolefins Unit and (3) the Vinyls Unit.

At the end of 2016, Braskem conducted this test using the value in use method (discounted cash flow) and didThese amendments to standards do not identify any loss, as shown in the table below:

   Allocated
goodwill
   Cash flow
(CF)
   Book value (i)   CF/Book
value
 

CGU and operating segments

        

CGU - UNIB - South

   926,854    7,312,051    1,991,908    3.7 

Operating segment - Polyolefins

   939,667    26,858,040    5,144,650    5.2 

Operating segment - Vinyls

   192,353    3,282,147    2,979,167    1.1 

(i)This item includes, in addition to goodwill, the long-lived assets and working capital of each operating segment.

The assumptions adopted to determine the discounted cash flow are described in note 3.4(b) to our audited consolidatedimpact these financial statements. We used a WACC of 13.08% per annum for our Basic Petrochemicals UnitThe Company is monitoring the subject and our Polyolefins Unitthe impacts are being measured (see Note 4.1). The Company intends to use the practical expedients in future periods if they become applicable.

New standards and an adjusted WACC of 14.4% per annum forinterpretations not yet in force

The main standards issued by the Vinyls Unit, which was adopted for the 5 years of the projectionIASB that have not yet come into force and to reflect the tax incentive described in note 29(a). To calculate the perpetuity of this business unit, the same discount ratehave not been adopted by the other business units was used. The WACC adopted for 2015 was 13.91% per annum. The inflation rate adopted for perpetuity was 4.7%.

Given the potentialCompany are listed below. These new or amended standards are not expected to have a significant impact on cash flows of the “discount rate” and “perpetuity”, Braskem conducted a sensitivity analysis based on changes in these variables, with cash flows shown in the table below:Company’s financial statements:

   +0.5% on
discount rate
   -0.5% on
perpetuity
 

CGU and operating segments

    

CGU - UNIB - South

   6,978,365    6,951,557 

Operating segment - Polyolefins

   25,752,618    25,663,810 

Operating segment - Vinyls

   3,160,037    3,167,252 

The main assumptions used for projecting cash flows are
·Onerous Contracts: costs of fulfilling a contract (amendments to IAS 37).
·Annual improvements of IFRS Standards 2018-2020.
·Property, Plant and Equipment: proceeds before intended use (amendments to IAS 16).
·Reference to Conceptual Framework (amendments to IFRS 3).
·Classification of Liabilities as Current or Non-Current (amendments to IAS 1).
·Definition of accounting estimates (amendment to IAS 8).
·Definition of materiality for disclosure of accounting policies (amendments to IAS1 and IFRS Practice Statement 2).
·Deferredtaxes related to the projections for macroeconomic indicators, international prices and global and local demand in the countries where Braskem has production plants.

The macroeconomic indicators are provided by a widely recognized consulting firm and include items such as: exchange, inflation and interest rates, as well as other indicators.

The prices of key petrochemical products are obtained from projections formulated by an international consulting firm. However, the final prices take into consideration meetings of specific internal committees and the knowledge of our experts in the formulation of price references for each market. For the projected period, most of the prices projected internally were more conservative than those originally projected by the international consulting firm.

As in the case of prices, global demand projections also are contracted from a specific consulting firm and, in the markets where we operate directly, are taken into account in determining local demand.

In the Vinyls Unit, which main product is PVC, the amount of projected cash flow exceeded the book value of the assets by 10%. The main variables affecting this business are related to fluctuations in the exchange rate, international spreads (especially those related to the prices of naphtha, PVC and caustic soda) and local demand in Brazil. Fluctuations in these variables that differ from our projections could lead to cash flow that is lower than the value of the assets. As a result, a reduction in the PVC spread inreais(taking into consideration the combined effect of exchange rates and international prices) of 4.3% or a reduction in local demand of 12.2% would result in a cash flow equivalent to the book value of the assets.

We did not record any impairment charges in the years ended December 31, 2016, 2015 and 2014. As of December 31, 2016, we do not believe that any of our cash generating units were at risk of impairment.

Valuation of derivative instruments. We use swaps,non-deliverable forwards and other derivative instruments to manage risks from changes in foreign exchange, interest rates and commodities prices. We record these instruments at their estimated fair market value based on market quotations for similar instruments, and based on standardmark-to-market practices, which take into account reliable market curves for interest rates, foreign exchange rates and commodities prices.

Deferred Income Tax and Social Contribution. We recognize deferred income tax and social contribution assets and liabilities based on the differences between the financial statement carrying amounts and the tax basis of assets and liabilities using prevailing tax rates. We regularly review any deferred income tax and social contribution assets for recoverability and reduce their carrying value based on our historical taxable income, projected future taxable income and the expected timing of any reversals of existing temporary differences. If one of our subsidiaries operates atarising from a loss or is unablesingle transaction (amendments to generate sufficient future taxable income, or if there is a material change in the actual effective tax rates or the time period within which the underlying temporary differences become taxable or deductible, we evaluate the need to reduce partially or completely the carrying value of our deferred income tax and social contribution assets.IAS 12).

Provisions and Contingencies.We are currently involved in numerous judicial and administrative proceedings, as described under “Item 8. Financial Information—Legal Proceedings,” and in notes 22 and 23 to our audited consolidated financial statements. We record accrued liabilities for provisions that we deem probable of creating an adverse effect on our results of operations or financial condition. For the main contingencies that we deem possible of creating an adverse effect on our results of operations or financial condition, we disclose relevant information regarding the proceedings in accordance with IAS 37. Additionally, the contingencies assumed in a business combination for which an unfavorable outcome is considered possible are recognized at their fair value on the acquisition date. We believe that these judicial and administrative proceedings are properly recognized or disclosed in our financial statements.

Pension plans. For defined benefit plans that we sponsor, we calculate our funding obligations based on calculations performed by independent actuaries using assumptions provided by the plan’s management, such as interest rates investment returns, and levels of inflation, and provided by the actuaries, such as mortality rates and future employment levels. Collectively, these assumptions directly impact our liability for accrued pension costs and the amounts we record as pension costs, although individual assumptions are not expected to be material.

Useful life of long-lived assets. We recognize the depreciation of long-lived assets based on their estimated useful life, which in turn is based on industry practices and previous experience. However, the actual useful life can vary based on the current state of technologies at each unit. The useful life of the long-lived asset also affects the impairment testing. We do not believe that there are any indications of material change in the estimates and assumptions used in the calculation or the impairment losses of long-lived assets. However, if the actual results are not consistent with the estimates and assumptions used in the future cash flows estimating the fair value of the assets, we could be exposed to potentially significant losses.

Valuation of assets and liabilities in business combinations.We have entered into certain business combinations that we have accounted for in accordance with IFRS. In this regard, we hire and supervise the specialized service providers to evaluate the fair value of the assets acquired and liabilities assumed. We allocate the cost of the entity acquired to the assets acquired and liabilities assumed, on a fair value basis, estimated at the date of acquisition. Any difference between the cost of the acquisition and the fair value of the assets acquired and liabilities assumed is recorded as goodwill or a gain on bargain purchase. We exercise significant judgment in the process of identifying the tangible and intangible assets and liabilities, valuing such assets and liabilities in determining the remaining useful life. Assumptions used to value those assets and liabilities include estimates of discounted cash flows or discount rates and may result in a difference between the estimated and actual values. If the actual results are not consistent with the estimates and assumptions used, we could be exposed to potentially significant losses.

Principal Factors Affecting Our Results of Operations

Growth of Brazil’s GDPMacroeconomic Environment in the Countries in which we Operate and Domestic Demand for Our Products Globally

Our sales in Brazil and exports from Brazil represented 51.7%64.1% of our net sales revenue in the year ended December 31, 2016. Thus, we2021. We are significantly affected by economic conditions in Brazil. OurBrazil and in the other countries in which we operate, and our results of operations and financial condition have been, and will continue to be, affected by the growth rate of Brazilian GDP because our products are used in the manufacture of a wide range of consumer and industrial products.

The following table sets forth the growthor contraction rates of Brazilianthe GDP of Brazil, the United States, Europe and domestic apparent consumption for polyethylene, polypropyleneMexico, and PVC for the periods presented.

   Year Ended December 31, 
   2016  2015  2014  2013  2012 

Brazilian GDP

   (3.6)%   (3.8)%   0.1  3.0  1.9

Brazilian consumption of polyethylene

   (1.3)%   (3.2)%   0.6  8.0  1.3

Brazilian consumption of polypropylene

   1.1  (8.3)%   (2.6)%   4.6  3.8

Brazilian consumption of PVC

   (2.3)%   (16.0)%   (2.3)%   12.5  0.9

Source: Brazilian government and Tendencias Consultoria.

Brazilian GDP growth has fluctuated significantly, and we anticipate that it will likely continue to do so. Our management believes that economic growth in Brazil should positively affect our future net sales revenue and results of operations. However, continued lowby global growth or a recession in Brazil would likely reduce our future net sales revenue and have a negative effect on our results of operations.

In 2014, the Brazilian economy continued to face challenges, registering low GDP growth. The decrease in consumer confidence, demonstrated by the deceleration of consumption, and weaker external demand affected most economic sectors, including the industrial and services sectors, which registered decreased growth as compared to 2013. As a result, Brazilian consumption volumes of thermoplastic resins declined by 2.6% for polypropylene and 2.3% for PVC. Brazilian consumption volumes of polyethylene remained stable.

In 2015, Brazil was affected by the continued political crisis, lower-than-expected GDP growth in China (6.9%, the lowest in 25 years), declines in international commodity prices and weakening currencies in emerging economies, led by thereal. Key sectors in the Brazilian economy, such as services, construction and infrastructure, experienced a slowdown which affected the labor market by reducing income levels and consequently household spending and investment. According to the IBGE, Brazil’s GDP contracted 3.8% in 2015. As a result, Brazilian consumption volumes of thermoplastic resins declined by 3.2% for polypropylene, 3.8% for polyethylene and 16.0% for PVC.

In 2016, indicators for economic growth in Brazil were weaker than expected, with negative GDP growth for the year, primarily due to lower borrowing as a result of higher levels of debt held by households and businesses. These factors, combined with the persistent bottlenecks contributing to Brazil cost and the prolonged political and institutional crisis, affected the country’s economy, which resulted in lower demand for resins in the Brazilian market. As a result, Brazilian consumption volumes of thermoplastic resins declined by 2.3% for PVC and 1.3% for polyethylene.

Brazil’s Macroeconomic Environmentcontraction rates.

The following table shows data inflation, interest rates and the U.S. dollar exchange rate data for andBrazil as of and for the periods indicated.

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   December 31, 
   2016  2015  2014  2013 

Real growth in gross domestic product

   (3.6)%   (3.8)%   0.1  2.3

Inflation(IGP-M)(1)

   7.2  10.5  3.7  5.5

Inflation (IPCA)(2)

   6.2  10.7  6.4  5.9

CDI rate(3)

   13.6  14.1  11.6  9.8

LIBOR rate(4)

   0.9  0.6  0.3  0.2

Depreciation of the real vs. U.S. dollar

   4.3  41.8  9.0  10.5

Period-end exchange rate—US$1.00

  R$3.259  R$3.905  R$2.656  R$2.343 

Sources: Fundação Getúlio Vargas, the Central Bank and Bloomberg

 

December 31,

 

2021

2020

2019

2018

2017

GDP growth / Reduction(1)4.6%(4.1%)1.1%1.1%1.0%
Inflation (IGP-M)(2)17.8%23.1%7.3%7.5%(0.42%)
Inflation (IPCA)(3)10.1%4.5%4.3%3.7%2.9%
CDI rate(4)4.4%1.9%4.6%6.40%6.99%
Appreciation (depreciation) of the real vs. U.S. dollar7.4%28.9%4.0%17.1%1.5%
Period-end exchange rate—US$1.00R$5.5805R$5.1967R$4.0307R$3.8748 R$3.3080
(1)
Sources:Fundação Getúlio Vargas, the Brazilian Central Bank and Bloomberg.
(1) Brazilian GDP measured according to Sistema IBGE de Recuperação Automática SIDRA.
(2) Inflation(IGP-M) is measured according to the general market price index measured(Índice Geral de Preços-Mercado) (IGP-M) by the Fundação Getúlio Vargas.
(2)(3) Inflation (IPCA) is ameasured according to the national broad consumer price index measured(Índice Nacional de Preços ao Consumidor Amplo) (IPCA) by the Instituto Brasileiro de Geografia e Estatística.IBGE.
(3)(4) The CDI rate is average of inter-bank overnight rates in Brazil (as of the last date of the respective period).
(4)Three-month U.S. dollar LIBOR rate as of the last date of the period. The LIBOR rate is the London inter-bank offer rate.

The following table sets forth domestic apparent consumption variation (year over year) for PE, PP and PVC in Brazil for the periods presented.

 

December 31,

 

2021

2020

2019

2018

2017

      
Brazilian apparent consumption of polyethylene0.9%9.1%2.5%3.2%4.8%
Brazilian apparent consumption of polypropylene1.3%7.5%2.2%1.9%5.9%
Brazilian apparent consumption of PVC9.5%3.8%1.4%1.4%(1.9%)

Source: Brazilian government and Braskem.

Brazilian GDP growth has fluctuated significantly, and we believe that it will likely continue to do so. Our management believes that the impact on growth in Brazil will affect our future net revenue and results of operations, and a continued recession or low growth in Brazil would likely reduce our future net revenue and have a negative effect on our results of operations.

According to the IMF, despite the adverse effects of the COVID-19 pandemic on the economy of several countries in 2020 and 2021, which led to a global GDP contraction of 3.1% in 2020, the world’s GDP is expected to have expanded 5.9% in 2021 and is expected to expand 4.4% in 2022, leading to a global economic recovery.

Effects of Fluctuations in Exchange Rates between theRealand the U.S. Dollar

Our results of operations and financial condition have been, and will continue to be, affected by the rate of depreciation or appreciation of thereal against the U.S. dollar because:

·a substantial portion of our net revenue is denominated in or linked to U.S. dollars;
·our costs for some of our raw materials, principally naphtha and certain catalysts required in our production processes, are incurred in U.S. dollars or are linked to U.S. dollars;
·we have operating expenses, and make other expenditures, that are denominated in or linked to U.S. dollars; and
a substantial portion of our net sales revenue is denominated in or linked to U.S. dollars;
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our costs for some of our raw materials, principally naphtha and certain catalysts required in our production processes, are incurred in U.S. dollars or are linked to U.S. dollars;
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we have operating expenses, and make other expenditures, that are denominated in or linked to U.S. dollars; and

we have significant amounts of U.S. dollar-denominated liabilities that require us to make principal and interest payments in U.S. dollars.
·we have significant amounts of U.S. dollar-denominated liabilities that require us to make principal and interest payments in U.S. dollars.

Virtually all of our sales are of petrochemical products for which there are international market prices expressed in U.S. dollars. We generally attempt to set prices that take into account (1) the international market prices for our petrochemical products, and (2) in Brazil, variations in thereal/U.S. dollar exchange rate. As a result, although a significant portion of our net sales revenue is denominated inreais, substantially all of our products are sold at prices that are based on international market prices that are quoted in U.S. dollars.

Fluctuations in thereal will affect the cost of naphtha and other U.S. dollar-linked or imported raw materials. The price of naphtha raw material, is linked to the U.S. dollar. The pricing formula included in the contract with Petrobras under which we purchase naphtha for our basic petrochemical plants in the Northeastern Complex and in the Southern Complex includes a factor that adjusts the price to reflect thereal/U.S. dollar exchange rate.

The depreciation of thereal against the U.S. dollar generally increases the production cost for our products and we generally attempt to increase the Brazilian prices for our products inreais (to the extent possible in light of then-prevailing market conditions in Brazil), which may result in reduced sales volumes of our products. To the extent that our price increases are not sufficient to cover the increased costs for raw materials, our operating margin decreases. Conversely, the appreciation of thereal against the U.S. dollar generally decreases the production cost for our products and we generally decrease the Brazilian prices for our products inreais, which may result in increased sales volumes of our products. In periods when thereal/U.S. dollar exchange rate is highly volatile, there is usually a lag between the time when the U.S. dollar appreciates or depreciates and the time when we are able to pass on increased costs, or are required to pass on reduced costs, inreais to our customers in Brazil. These pricing discrepancies decrease when thereal/U.S. dollar exchange rate is less volatile.

Braskem can enter into financial derivatives transactions to mitigate exchange rate risk associated with exposure to costs inreais. Those operations can include call and put options and related strategies. For example, Braskem may apply a hedging strategy referred to as collar, which is composed of the purchase of a put option associated with the simultaneous sale of a call option, where both options having the same maturity. In this case, if thereal depreciates and the strike price of the call exceeds the exchange rate of the option’s exercise date, we may incur significant financial losses. However, since those strategies will be implemented only fornon-speculative purposes (in accordance with our financial policy), potential losses on derivatives transactions willshould be offset by more competitive fixed costs inreais.

Our consolidated U.S. dollar-denominated indebtedness represented 85.0%98.6% of our outstanding indebtedness as of December 31, 2016. 2021, including the secured debt related to our Mexico Complex. Without the latter, our U.S. dollar-denominated indebtedness represented 98.1% of our outstanding indebtedness.

As a result, when thereal depreciates against the U.S. dollar:

·the interest costs on our U.S. dollar-denominated indebtedness increase inreais, which adversely affects our results of operations inreais;

·the amount of our U.S. dollar-denominated indebtedness increases inreais, and our total liabilities and debt service obligations inreais increase; and

·our financial expenses tend to increase as a result of foreign exchange losses that we must record, mitigated by our decision to designate, on May 1, 2013, October 10, 2017, February 2, 2019, May 2, 2019, November 1, 2019, December 31, 2019, January 2, 2020, and March 31, 2020, as part of our U.S. dollar-denominated liabilities as a hedge for our future exports.
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Appreciation of thereal against the U.S. dollar has the converse effects.

Export sales and sales by our USA and Europe Unit,Segment, which enable us to generate receivables payable in foreign currencies, tend to provide a hedge against a portion of our U.S. dollar-denominated debt service obligations, but they do not fully match them. To further mitigate our exposure to exchange rate risk, we try, where possible, to enter into trade finance loans for our working capital needs, which funding is generally available at a lower cost because it is linked to U.S. dollar exports.

The real depreciated against the U.S. dollar from mid-2011 to early 2016, and again from early 2018 to 2020. In particular, during 2015, due to the poor economic conditions in Brazil, including as a result of political instability, the real depreciated at a rate that was much higher than in previous years, and a similar trend occurred during 2018 and 2019. In 2021, the dollar appreciated 7.47% against the real.Overall, in 2016, the real fluctuated significantly, primarily as a result of Brazil’s political instability, appreciating 16.5%, to R$3.2591 per US$1.00 on December 31, 2016. In 2017, the real depreciated 1.5% against the U.S. dollar, ending the year at an exchange rate of R$3.3080 per US$1.00. In 2018, the real depreciated 14.6 % against the U.S. dollar, ending the year at an exchange rate of R$3.8748 per US$1.00, primarily as a result of lower interest rates in Brazil, which reduced the volume of foreign currency deposited in Brazil in the “carry trade,” as well as uncertainty regarding the Brazilian presidential elections held in October 2018. As of December 31, 2019, the real/U.S. dollar exchange rate reported by the Central Bank was R$4.0307 per US$1.00, as of December 31, 2020, the real/U.S. dollar exchange rate reported by the Central Bank was R$5.1967 per US$1.00, and as of December 31, 2021, the real/U.S. dollar exchange rate reported by the Central Bank was R$5.5805 to US$1.00. There can be no assurance that the real will not depreciate or appreciate further against the U.S. dollar.

Effects of Brazilian Inflation

Brazilian inflation affects our financial performance by increasing some of our operating expenses denominated inreais (and not linked to the U.S. dollar). A significant portion of our costscost of sales and services rendered,products sold, however, are denominated in or linked to the U.S. dollar and are not substantially affected by the Brazilian inflation rate. Some of ourreal-denominated debt is indexed to take into account the effects of inflation. Under this debt, the principal amount generally is adjusted with reference to the General Price Index—Market (Índice Geral de Preços—Mercado), an inflation index, so that inflation results in increases in our financial expenses and debt service obligations. In addition, a significant portion of ourreal-denominated debt bears interest at the TJLPTLP or the CDI rate, which are partially adjusted for inflation.

Effect of Sales Outsideoutside Brazil on Our Financial Performance

We have significant production capacity located outside of Brazil from our plants located in the United States, Germany and Mexico.

During the year ended December 31, 2016, 48.4%2021, 47.1% of our net sales revenue was derived from sales of our products outside Brazil as compared with 49.4%to 44.7% during 20152020 and 44.0%45.5% during 2014.2019. Net sales revenuesrevenue derived from sales outside Brazil decreased by 0.3% during 2016, and increased by 16.7%90.2% during 20152021, compared to 10.0% during 2020, and 13.4%9.1% during 2014.2019.

During the year ended December 31, 2016,2021, sales to customers in countries in the Americas (other than(outside Brazil) accounted for 57.9%33.7% of our total sales, outside Brazil. During the year ended December 31, 2016, salesSales to customers in Europe accounted for 16.4%8.2% of our total sales, outside Brazil, and sales to customers in East Asia and Other accounted for 25.7%5.2% of our total sales.

Sales outside Brazil are important to us for diversification purposes in relation to regional supply and demand balance, macroeconomic factors and the political environment. In line with our strategy, sales outside Brazil affect our financial performance by hedging our operations against risks linked to Brazil.

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According to the IMF, because of the adverse effects of the COVID-19 pandemic on the economy of several countries, the world’s GDP and the GDP of the United States, Europe and Mexico shrank significantly in 2020, leading to an economic contraction and a recession in these countries or regions. As a result, our sales outside Brazil.Brazil was adversely affected.

DuringIn 2021, the past several years, asworldwide economy continued to be affected by the relative costadverse effects caused by the COVID-19 pandemic and in the last quarter of naphtha2021, according to the IMF, the Omicron variant led to increased mobility restrictions and gas as feedstocks forgreater financial market volatility.

Petrochemical Cycles and Disruptive Scenarios

Historically, the global petrochemical crackersmarket has diverged,experienced alternating periods of limited supply, leading to the increase of global prices and profit margins, of many naphtha crackers, including ours, have decreased as crackers using gas as feedstock have become thelow-cost producer in the global markets. However, since gas crackers are unable to produce theco-products and byproducts that naphtha crackers generate, such as propylene, butadiene and BTX products, the prices of these products in the international markets have increased. As a result of the increased prices available for most of theseco-products and byproducts, our net sales revenue from export sales of these products increased.

Cyclicality Affecting the Petrochemical Industry

Global consumption of petrochemical products has increased significantly over the past 30 years. Due to this growth in consumption, producers have experienced periods of insufficient capacity for these products. Periods of insufficient capacity, including some due to raw material shortages, have usually resulted in increased capacity utilization rates and international market prices for our products, leading to increased domestic prices and operating margins. These periods have often been followed by periods of capacity additions, which have resultedresults in declining capacity utilization rates and international selling prices, leading to declining domestic prices and operating margins. This economic scenario is known as a petrochemical cycle.

Sales of petrochemicals and chemical products are linked to the global demand and production levels (supply x demand), which may be affected by macroeconomic factors, such as interest rates, oil prices, shifts to alternative products, innovation, consumer trends, regulatory and legislative oversight requirements, trade agreements, as well as disruptions, pandemics, or other global events. Therefore, our results are influenced not only by our activities but also by the industry and macroeconomic scenario as a whole, which we have no control and may adversely affect our operating results.

The highlight here is that sometimes new opportunities emerge from these externalities, such as the COVID-19 pandemic by forcing workers to move to a home-office environment, a trend that, as a consequence, increased the demand for several segments, such as packaging, healthcare, construction. We believe that this outcome resulted in a less pronounced downward movement in the petrochemical industry.

We expect that these cyclical trends in international selling prices and operating margins relating to global capacity shortfalls and additions will likely persist, principally due to the continuing impact of four general factors:

cyclical trends in general business and economic activity produce swings in demand for petrochemicals;

·cyclical trends in general business and economic activity produce swings in demand for petrochemicals;
·during periods of reduced demand, the high fixed cost structure of the capital intensive petrochemicals industry generally leads producers to compete aggressively on price in order to maximize capacity utilization;
·significant capacity additions, whether through plant expansion or construction, can take three to four years to implement and are therefore necessarily based upon estimates of future demand; and
·as competition in petrochemical products is, in most cases, focused on price, being a low-cost producer is critical to improved profitability. This favors producers with larger plants that maximize economies of scale, but construction of plants with high capacity may result in significant increases in capacity that can outstrip demand growth.

In the long-term, the trend is for the down cycle to soften and eventually revert into an upcycle again, as the industry waits to make decisions on new investments while global trade rebalances and the world absorbs new capacity. Additionally, projects that are announced to start up further into the future have a greater chance of being postponed or cancelled, as the scenario may change, feedstocks may become more or less advantaged, and cash cost curves may shift.

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During the first months of 2021, demand started to slow down in markets previously boosted by the global effects of the capital intensive petrochemicals industry generally leads producersCOVID-19 pandemic, and along the year global inflation kept an upward trend mainly pressured by increasing demand, mostly in markets attached to compete aggressively on price in order to maximize capacity utilization;

significant capacity additions, whether through plant expansion or construction, can take three to four years to implementconsumer goods and are therefore necessarily based upon estimatesconstruction. On the other side specific unexpected events end up positively impacting the economic scenario, two of future demand; and

as competition in petrochemical products is, inthe most cases,focused on price,relevant being alow-cost producer is critical to improved profitability. This favors producers with larger plants that maximize economies of scale, but construction of plants with high capacity may result in significant increases in capacity that can outstrip demand growth.

A variety of petrochemical companies have announced plans to build significant additional ethylene production capacity, primarily in Asia, the Middle East and North America. According to IHS, 30.7 million tons of annual global ethylene capacity is scheduled to be commissioned between 2017 and 2021, including approximately 9.3 million tons of annual capacity in China, 2.9 million tons of annual capacityweather events in the Middle EastUSA and 11.3 million tonssupply chain disruptions that followed during 2021.

In the USA winter storms in the first quarter of annual capacity2021 and hurricane Ida in North America. According to IHS, the majoritythird quarter of that same year immediately impacted the production of chemicals and resins, given the sensitivity that supply and demand have on commodities in a smaller market, resulting in increases on prices and spreads during such periods. Despite the growing vaccination rates, the evolution of the new capacity in China will be based on coal as their principal feedstock. The majority of the new capacity in the Middle East will be based on ethane as their feedstock, either as the only raw material, or with another feedstock for flexible crackers. However, expansions of ethylene capacity are frequently subjectpandemic led to delays,specific and we cannot predict when the planned additional capacity will be commissioned, if at all.

International pricing pressures increased in 2011bitter economic and 2012 as the price differential between naphtha and gas increased and producers using ethane as raw materials were able to maintain competitive margins at sales prices lower than those required by some naphtha based producers. In 2013, the global economy showed signs of recovery, as reflected by the improved performance of the U.S. economy and indications that the euro zone had begun to emerge from crisis. This scenario helped support a recovery in the profitability of the global petrochemical industry, and the spreads for thermoplastic resins and main basic petrochemicals improved during the year. In 2014, world GDP growth fell short of initial forecasts for the year, reflecting the slower growth in emerging economies and in the euro zone. However, the recovery in the U.S. economy and the good performance of other developed markets,public health measures such as the United Kingdom, hadCOVID-zero response run by China by closing some of its ports which resulted in major ships traffic jams and shortage of containers, causing a major disruption in logistics and cost increase in maritime freights. Such events caused a reduction in the availability of products from the biggest worldwide petrochemical exporter. Moreover, a strong dollar globally and a historically weaker Brazilian real was positive impactto Brazilian exports and products with costs pegged to Brazilian reais in general.

Part of the economic effects mentioned above is expected to be dragged into the first months of 2022 until there is a clearer picture towards when (and if) the pandemic will end vis-à-vis timing on when new capacities will start being implemented to tackle and rebalance the world economy in 2014. In 2015 crude oil prices fell sharply, which reduced the competitive advantage ofgas-based producers compared to naphtha-based producers.supply scenario as a whole.

The combination of the decline in oil prices,year 2020 was marked by atypical uncertainties and consequently the decline in naphtha prices, the main feedstock usedvolatilities and impacted mainly by extraordinary external factors, such as the global petrochemical industry, which registered an average price in 2016spread of US$385 per ton, down 16.6% from 2015, as well asCOVID-19, the cancelation and postponements of previously announced petrochemical projects, supported healthy thermoplastics resins spreads.

We believe that the pricing scenario for the short-term is marked by caution. As expected, petrochemical prices have followed the downward trend in naphtha prices, which in turn followed the downward trend in crude oil markets. However, it is expected that the improvement in the world economy will continue to positively influence the demand and profitability of the sector in the short term.

Based on historical growth oflower global demand for polyethylene, polypropylene and PVC, we believe that the additional capacity introduced in the market in 2014, 2015 and 2016 will be absorbed by the market in the medium-term. However, the production generated by this increase in capacity may lead to continued pressure onfuels, impacting oil prices in the international marketsmarket and an increase in competition from importsthe elections in the BrazilianUnites States. Regarding the global petrochemical scenario, the dynamics observed were more positive than initially expected by external consultants in early 2020, with healthier spreads of thermoplastic resins in the international market in all regions where Braskem has productive capacity. In Brazil, the sharp drop in the price of naphtha during the months of March and April, influenced by the fall in the price of oil in the international market, was not accompanied by a similar decrease in resins prices, due to the rapid recovery of demand in the second half of 2020, driven mainly by demand from the packaging, construction, and hygiene and personal care sectors.

In 2019, the world economy slowed to its slowest pace since the financial crisis of 2008. During the year, the impact from the trade war between the United States and China; the slowdown in the Chinese economy; the contraction in Europe’s automotive industry, especially in Germany; the uncertainties associated with Brexit; and the political instability in key emerging markets, such as Brazil and Mexico, adversely affected investment and demand for consumer goods, leading to slower growth in the industrial sector and in international trade. In this scenario, the growth in global demand for chemicals and thermoplastic resins in 2019 was below the initial expectations of petrochemical industry players and external consulting firms, such as IHS. Combined with this weaker demand, new shale gas-based integrated polyethylene capacities in the United States and new refineries in Asia expanded the global supply of polyolefins and chemicals, pressuring the international spreads of these products. The exception was the PP market in the United States, which could adversely affect our net sales revenues, gross marginsstill presented healthy spreads supported by U.S. economic growth and overall resultsthe high supply of operations.the material.

Effects of Fluctuations in Naphtha, Ethane, Propane and Propylene Prices

Fluctuations in the international market price of naphtha have significant effects on our costs of goods sold and the prices that we are able to charge our customers for our first and second generation products. Political instability in the Middle East or similar events that may occur, inincluding the futuremilitary conflict between Russia and Ukraine, may lead to unpredictable effects on the global economy or the economies of the affected regions,regions. These events have had and may continue to have negative effects on oil production and price volatility, consequently driving naphtha and petrochemical prices higher worldwide.

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The price of ethane and propane in the Mont Belvieu region in Texas and Henry Hub in the United States is used as a reference for our costs of feedstocks.feedstock. Any future developments that affect the U.S. supply/demand balance for natural gas may adversely affect the Mont Belvieu and Henry Hub price of natural gas (including ethane, propane and butane) and increase our production costs or decrease the price of petrochemical products. External factors and natural disasters such as hurricanes, harsh winters or industry developments, such as shale gas exploration, may disrupt the supply of natural gas, thereby increasing the cost, which may materially adversely affect our cost of salesproducts sold and results of operations.

Effects on Cost of SalesProducts Sold

Naphtha is the principal raw material used by our Basic Petrochemicals Unit and, indirectly, in severalchemicals operations that are part of our other business units.Brazil Segment. Naphtha and condensate accounted for 63.1% of the total cost of sales of our Basic Petrochemicals Unit during 2016. Naphtha accounted for 42.7%37.0% of our direct and indirect consolidated cost of sales and services renderedproducts sold during 2016.2021.

The cost of naphtha varies in accordance with international market prices, which fluctuate depending upon the supply and demand for oil and other refined petroleum products. We purchase naphtha under a long-term supply contract with Petrobras, and we import naphtha from other suppliers through our terminal at Aratú, in the State of Bahia and Petrobras’ terminal at Osório, in the State of Rio Grande do Sul. The prices that we pay for naphtha under these arrangements, other than our supply contract with Petrobras, are based on the Amsterdam-Rotterdam-Antwerp (ARA) market price for naphtha. As a result, fluctuations in the Amsterdam-Rotterdam-AntwerpARA market price for naphtha have had a direct impact on the cost of our first generation products.

Our contracts with Petrobras provide for naphtha prices based on Amsterdam-Rotterdam-Antwerp (ARA)ARA quotations. The volatility of the quotation of this product in the international market, thereal/U.S. dollar exchange rate, and the level of carbon disulfide, a contaminant of the naphtha that is delivered, also influence the price of naphtha that we purchase from Petrobras. We believe that these contracts have reduced the exposure of the cost of our first generation products to fluctuations in the Amsterdam-Rotterdam-AntwerpARA market price for naphtha.

The international price of naphtha has fluctuated significantly in the past, and we expect that it will continue to do so in the future. Significant increases in the price of naphtha and, consequently, the cost of producing our products, generally reduce our gross margins and our results of operations to the extent that we are unable to pass all of these increased costs on to our customers, and may result in reduced sales volumes of our products. Conversely, significant decreases in the price of naphtha and, consequently, the cost of producing our products, generally increase our gross margins and our results of operations and may result in increased sales volumes if this lower cost leads us to lower our prices. In periods of high volatility in the U.S. dollar price of naphtha, there is usually a lag between the time that the U.S. dollar price increases or decreases and the time that we are able to pass on increased, or required to pass on reduced, costs to our customers in Brazil. These pricing discrepancies decrease when the U.S. dollar price of naphtha is less volatile.

We do not currently hedge our exposure to changes in the prices of naphtha because a portion of our sales are exports payable in foreign currencies and linked to the international market prices of naphtha and also because the prices of our polyethylene, polypropylene and PVC products sold in Brazil generally reflect changes in the international market prices of these products.

Effects on Prices of Our Products

The prices that we charge for many of our basic petrochemical products are determined by reference to the European contract prices for these products. Because European producers of basic petrochemical products primarily use naphtha as a raw material, changes in the European contract prices are strongly influenced by fluctuations in international market prices for naphtha. To the extent that our prices are based on the European contract prices for our products, the prices that we charge for these products are significantly influenced by international market prices for naphtha.

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We negotiate the prices inreais for part of our products, principally polyethylene, polypropylene and PVC, on a monthly basis with our domestic customers. We attempt to revise our prices to reflect (1) changes in the international market prices of these products, which tend to fluctuate in tandem with naphtha prices, especially for polyethylene, and (2) the appreciation or depreciation of therealagainst the U.S. dollar. However, during periods of high volatility in international market prices or exchange rates, we are sometimes unable to fully reflect these changes in our prices in a prompt manner.

The international market prices of our petrochemical products have fluctuated significantly, and we believe that they will continue to do so. Volatility of the price of naphtha and the upward trend in the price of petroleum and naphtha have effects on the price competitiveness of our naphtha-based crackers and our resins. Because pricing trends for naphtha and ethane have diverged in recent years to a greater extent than has been the case historically, producers of ethylene and resin products derived from ethane generally have experienced lower unit raw material costs than naphtha-based producers of these products. As a consequence, significant increases in the pricing differential between naphtha and gas, as a consequence of higher oil prices, increases the competitiveness of products derived from ethane and may result in pricingan effect on our results of operations to the extent that we are able to maintain our operating margins and increased prices do not reduce pressure in the international markets.

Significant increases in the international market prices of our petrochemical products and, consequently, the prices that we are able to charge, generally increase our net sales revenue and our results of operations due to the extent that we are able to maintain our operating margins and increased prices do not reduce sales volumes of our products. Conversely, significant decreases in the international prices of our petrochemical products, and, consequently, the prices that we charge, generally reduce our net sales revenue and our results of operations if we are unable to increase our operating margins or these reduced prices do not result in increased sales volumes of our products.

Capacity Utilization

Our operations are capital intensive.capital-intensive. Accordingly, to obtain lower unit production costs and maintain adequate operating margins, we seek to maintain a high capacity utilization rate at all of our production facilities.

The table below sets forth capacity utilization rates with respect to the production facilities for some of our principal products for the periods presented.

 

Year Ended December 31,

 

2021

2020

2019

    
Ethylene81%81%85%
Polyethylene80%84%85%
Polypropylene82%85%89%
PVC65%63%65%
Polypropylene USA and Europe87%89%89%
PE Mexico66%74%76%

 

   Year Ended December 31, 
   2016  2015  2014 

Ethylene

   92  89  86

Polyethylene

   89  87  80

Polypropylene

   86  76  81

PVC

   84  76  89

Polypropylene USA and Europe

   100  98  92

PE Mexico (*)

   42  —     —   

(*)Mexico complex started in 2016

In 2014,2021, average ethylene capacity utilization was mainly affected by (1)due to a scheduled general maintenance turnaround carried out at our petrochemical complex in ABC, São Paulo In the United States and Europe, the Company continues to operate above the industry average and ended the year with a utilization rate of 87%, considering the average of the two regions. In Mexico, Braskem Idesa ended the year with a utilization rate of 66%, and the main focus was to increase the availability of raw materials through the Fast Track, which represents 35% of the total ethane supply in the year.

In 2020, average ethylene capacity utilization was mainly affected by: (i) lower utilization rate of our cracker in Rio Grande do Sul due to unscheduled turnaround at the PE integrated unit in the first quarter of 2020; and (ii) weaker demand for resins and main chemicals as a result of the COVID-19 pandemic significantly impacting economic activity and markets around the world.

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In 2019, average ethylene capacity utilization was mainly affected by: (i) lower ethylene utilization rate of our cracker in Bahia resulting from the shutdown of the chlor-alkali and dichloroethane plants in Alagoas; (ii) scheduled maintenance shutdownturnaround of one of our crackerethylene production lines at our Bahia cracker in the Southern Complex; (2) the scheduled maintenance shutdownfourth quarter of 2019; (iii) lower ethylene utilization rate at our cracker production linecrackers in Rio Grande do Sul, due to logistical problems; and (iv) a drop in the São Paulo Complex; (3) a lackmarginal profitability of propylene supply at the Rio de Janeiro Complex, and (4) a lackour export of ethane and propane supply at the Rio de Janeiro Complex.resins.

In 2015, average capacity utilization was affected by (1) improved performance of the complexes in the Northeastern Complex and the Southern Complex; (2) an incident at the complex in São Paulo; and (3) a lack of propylene supply at the Rio de Janeiro Complex, and (4) a lack of ethane and propane supply at the Rio de Janeiro Complex.

In 2016, average capacity utilization was affected by (1) strong operating performance of the crackers, resulting from increased operating efficiency and exports of excess volumes not absorbed, and (2) higher availability of feedstock at thegas-based cracker in Rio de Janeiro.

Effects of Brazilian Industrial Policy

The Brazilian government has a significant influence in some sectors of the domestic economy, including the petrochemical sector in which we operate. The Brazilian government has adopted, or is considering adopting, measures to boost the competitiveness of domestic companies, as described below.

SUDENE – Income Tax Reduction

Since 2015, Braskem obtained favorable decisions in administrative proceedings and lawsuits claiming the reduction of 75% of CIT on income from the following industrial units: (i) PVC and chlor-alkali (cloro soda) units, established in the state of Alagoas; and (ii) Chemicals, PE, PVC and chlor-alkali units, established in the city of Camaçari (BA). It benefits legal entities with projects for the implementation, modernization or expansion of industrial enterprises. The realization period is 10 years. In 2021, the operations in Brazil recorded tax profit, therefore it was possible to obtain a deduction in the amount of R$125.0 million in tax incentives.

PRODESIN – ICMS Tax Incentive

Braskem has ICMS tax incentives in the state of Alagoas, through the state of Alagoas Integrated Development Program, or PRODESIN, which aimed at implementing and expanding a plant in that state. This incentive is considered an offsetting entry to sales taxes. In 2021, the amount was R$176.3 million (R$68.9 million in 2020). As PRODESIN is considered an investment subsidy, it was allocated to our tax incentive reserve, pursuant to the Brazilian Corporate Law.

REIQ – PIS/COFINS Tax Incentive

The Brazilian chemical and petrochemical sector enjoyed an important achievement in 2013. The government, in response to one of the proposals elaborated by the Chemical Industry Competitiveness Council, approved the PIS and COFINS tax rates relief on raw material purchases by first and second generation producers, which serve various sectors of the economy. The measure aimed to restore some of the industry’s competitiveness, which was weakened by factors related to infrastructure, productivity, feedstock and energy costs and the exchange rate that pressured the chemical industry’s trade deficit, according to ABIQUIM, which ended 2021 at R$199.8 billion (US$37.0 billion).

In March 2021, the Brazilian federal government edited a Bill of Law that would extinguish the REIQ by August. However, with the mobilization of the sector, in July of the same year, the Brazilian federal government, when the bill was converted into Law No. 14,183/21, approved the gradual reduction of the REIQ until 2025. In this sense, as of July, the credit on the PIS/COFINS rates concerning the purchase of petrochemical raw materials had a rebate of 2.92%, reducing annually until 2025.

Additionally, on December 31, 2021, the Federal Government issued Bill of Law No. 1,095, which again aims to end the REIQ, as of April 1, 2022. Pursuant to Brazilian laws, such provisional measure must be approved by the Chamber of Deputies and by the Federal Senate by June 1, 2022 to continue to produce effects.

Reintegra

In December 2011, the Brazilian government implemented the “Reintegra” program, which is designed to improve the competitiveness of Brazilian manufacturers in the export markets by refunding the federal taxes levied on their export sales. As a result of this incentive, exports of third generation products by Brazilian companies have increased therefore increasing Brazilian demand for our products.increased. The original program ended in the end ofon December 31, 2013. In August 2014, the Brazilian government permanently reinstated Reintegra the program was established on a permanent basis and with mobilevariable rates that could vary by up to 5% of the revenue of the companies with exports, with aexports. The refund tax rate ofwas set at 0.1%.In in August 2014. In October 2014, the Brazilian government restored the rate to 3.0% until the end of 2015. However, in March 2015, the Brazilian federal government again decreased the rate to 1.0% for 2015 and 2016. In October 2015, according to the Decree 8,543, the Brazilian federal government decreased the refund rate to 0.1% as of December 1, 2015, which remained in effect until December 31, 2016. On August 28, 2017, pursuant to Decree 9,148 that amended the Decree 8,543, the Reintegra rate increased to 2% effective, as of January 1, 2017 until December 31, 2018. However, on May 30, 2018, the Brazilian government issued Decree No. 9,393, decreasing the refund rate to 0.1%, effective June 1, 2018, for an undefined term.

115

Import Tariffs at Local Ports

Historically, tariffs on imports have been established by the federal government. However, in recent years, some Brazilian states established tax benefits to attract imports at local ports in order to raise revenue and develop local port infrastructure, primarily in the form of reductions of ICMS taxes that would otherwise be due to these states. Industry and union leaders alleged that such legislation creates a subsidy for imported products, thereby harming local industry.

On January 1, 2013, legislation took effect reducing the maximum ICMS tax that the state can charge from a rate of 12% to 4% on interstate sales of imported raw materials and other goods that are not wholly or partially manufactured in Brazil. In addition to certain other limited exceptions, this tax reduction does not apply to imported goods that do not have Brazilian-made substitutes. As a result, current tax benefits offered by some Brazilian states for the import of goods in the form of reduced ICMS tax rates have become less attractive.

Pricing and Tariffs

We set prices for ethylene, the principal first generation petrochemical product that we sell to third-party second generation producers, by reference to international market prices. See “—Basic Petrochemicals Unit—“Item 4. Information on the Company—Chemicals Operations that are Part of our Brazil Segment—Sales and Marketing of Our Basic Petrochemicals Unit.Chemicals Operations that are Part of our Brazil Segment.” Prices paid by second generation producers for imported first generation petrochemical products partly reflect transportation and tariff costs. We establish the prices of ethyleneby-products, such as butadiene, by reference to several market factors, including the prices paid by second generation producers for imported products. Prices paid for such imports also reflect transportation and tariff costs.

Second generation producers, including our company, generally set prices for their petrochemical products by reference to several market factors, including the prices paid by third generation producers for imported products. Prices paid for such imports also reflect transportation and tariff costs.

The Brazilian government has used import tariffs to implement economic policies. As a result, import tariffs imposed on petrochemical products have varied in the past and may vary in the future. TariffsUntil November 2021, tariffs on imports of first generation petrochemical products arevaried between 0% and 4%, and tariffs on polyethylene, polypropylene and PVC resins arewere 14.0%. In November 2021, the Brazilian government unilaterally reduced by 10%, the import tariff rates of almost 87% of internationally commercialized goods. Accordingly, tariffs on imports of first generation petrochemical products now vary between 0% and 3.6% and tariffs on polyethylene, polypropylene and PVC resins were set at 12.6%. This decision shall remain in force until at least December 31, 2022. The possibility of reducing rates permanently is under discussion within the Brazilian federal government.

Before that, in December 2020, the Brazilian federal government temporarily reduced to 4%, for an initial period of three months, and a quota of 160,000 tons, the import tariffs levied on imports of PVC resins from countries that do not benefit from preferential import rates in Brazil. This reduction was later extended in April 2021 for an additional three-month period and an additional quota of 160,000 tons. In that same month, the Brazilian federal government temporarily reduced to 0% during a three-month period and applied a quota of 77,000 tons of the import tariffs levied on imports of PP resins.

Imports and exports within the free trade area in South America (Mercado Comum do Sul), or Mercosur, which is composed of Argentina, Brazil, Paraguay and Uruguay, have not been subject to tariffs since December 2001. Imports of suspension PVC from Bolivia, Chile, Colombia, Cuba, Equator,Ecuador, Israel, Peru and Venezuela are not subject to tariffs, due to a number of trade agreements. Imports of suspension PVC from Mexico and Egypt are subject to reduced tariffs of 11.2% and 7%, respectively, due to a trade agreement. Imports and exports among Mercosur and Colombia, Ecuador e Venezuela are not subject to tariffs due to a trade agreement since 2005.

agreements.

ImportsAlso, imports of suspension PVC from the U.S.United States and Mexico have been subject to anti-dumping duties of 16.0% and 18.0%, respectively, that were imposed by the Brazilian Foreign Trade Chamber (Câmara de Comércio Exterior), or CAMEX. Since 2008, imports of suspension PVC from China have also been also subject to antidumping duties of 21.6%, and imports. Such duties had been temporarily suspended on August 2020, but were reinforced in September 2021. Imports of suspension PVC from South Korea have beenwere subject to antidumping duties ranging between 0% and 18.9%, depending on the producer, as a result of the imposition of anti-dumping duties by CAMEX.between 2008 and August 2020, when they were terminated. The duties imposed toon imports from U.S.the United States and MéxicoMexico are scheduled to expire in 2021, andnow under review by the Brazilian federal government, while the duties imposed toon imports from China and South Korea are scheduled towill expire in 2019.2025.

116

Additionally, in December 2010, CAMEX imposed an anti-dumping duty of 10.6% on polypropylene imports from the United States. Those measures were renewedStates, which was extended in November 2016. In August 2014, the Brazilian government imposed anti-dumping duties on polypropylene imports from South Africa, India and South Korea of 16.0%, 6.46.4% to 9.9%, and 2.42.4% to 6.3%, respectively. The duties imposed on imports of polypropylene from the United States are scheduledcurrently under review by the Brazilian federal government. In December 2020, the Brazilian government extended the anti-dumping duties imposed on polypropylene imports from India, reduced the anti-dumping duties for South Africa to expire in 2021,a range from 4.6% to 16% and terminated the duties imposedapplied against South Korea. The current anti-dumping duties applied on imports from South Africa and India and South Korea are scheduledset to expire in 2019.December 2025.

In 2015, approximately 26%2019, 31% of Brazilian polyethylene, polypropylene and PVC resins were imported products, which reflected a 12%an 8.5% annual decreaseincrease in the volume of resins imported.

In 2020, 32% of Brazilian polyethylene, polypropylene and PVC resins were imported reflecting the volatility in the U.S. dollar-denominated prices of thermoplastic resins,products, which triggeredreflected an 11% annual increase in the purchasevolume of thermoplastic resins in Brazil. For more information, see “Effectsimported.

In 2021, 36% of Brazilian Industrial Policy—Import Tariffs at Local Ports.”

Increased Import Duties on Polyethylene

As partpolyethylene, polypropylene and PVC resins were imported products, which reflected an 17% annual increase in the volume of its initiative to strengthen domestic manufacturers, on October 1, 2012, the Brazilian government adopted a resolution that increased import duties on 100 products related to various industries, including an increase on the import tariff for polyethylene from 14% to 20%. In October 2013, the Brazilian government reduced the import tariff for polyethylene to the previous level of 14%.resins imported.

Effect of Level of Indebtedness and Interest Rates

As of December 31, 2016,2021, our total outstanding consolidated indebtedness net of transaction costs, was R$23,331.1 million.47,405.7 million (US$8,494.9 million), including R$12,311.5 million (US$2,206.2 million) in connection with the secured debt related to our Mexico Complex. The level of our indebtedness results in significant financial expenses that are reflected in our statement of operations.profit or loss. Financial expenses consist of interest expense, exchange variations of U.S. dollar-dollar and other foreign currency-denominated debt, foreign exchange losses or gains, and other items as set forth in note 1533 to our audited consolidated financial statements. In the year ended December 31, 2016,2021, we recorded total financial expenses, net of R$3,571.08,082.5 million, of which R$2,037.72,923.0 million consisted of interest expense and R$659.4 million consisted of expenses related to monetary variation on financing. We recorded financial revenue of R$690.1 million, of which R$504.5 million corresponds to interest income.expenses. In addition, we recorded a loss of R$3,210.44,002.8 million in connection foreign exchange variation on our financial assets and liabilities. The interest rates that we pay depend on a variety of factors, including prevailing Brazilian and international interest rates and our risk assessments, of our company, our industry and the Brazilian economy made by our potential lenders, to our company, potential purchasers of our debt securities and the rating agencies that assess our companyus and itsour debt securities.

Effect of Taxes on Our Income

We are subject to a variety of generally applicable federal and state taxes in multiple jurisdictions on our operations and results. We are generally subject to Brazilian federal income tax (combinedat 25% (including surtax), combined with Social Contribution on Net Income (Contribuiç(Contribuição Social Sobre o Lucro Líquido), or CSLL) at 9%, totalizing an effective rate of 34%, which is the standard corporate tax rate in Brazil.

We have available certain federal tax exemptions based upon federal law that offers tax incentives to companies that locate their manufacturing operations in the Brazilian states of Bahia and Alagoas. These exemptions have been granted for varying lengths of time to eachrepresent a 75% reduction of our manufacturing plants located in these states.

Wetax burden, and, as a result, we are entitled to pay 25% of the statutory income tax rate on the profits arising from the sale of:

·polyethylene manufactured at one of our polyethylene plants in the Northeastern Complex (State of Bahia) until 2026; and
117
·polyethylene manufactured at one of our polyethylene plants in the Northeastern Complex and caustic soda, chlorine, ethylene dichloride and PVC produced at our plants in the Northeastern Complex (State of Bahia and Alagoas) until 2024.

The exemption of 75% of income tax rate combined with CSLL at one of our polyethylene plants in the Northeastern Complex until December 31, 2016; and

PVC manufactured at our plant in the Alagoas until December 31, 2019.

Polyethylene manufactured at one of our polyethylene plants in the Northeastern Complex and caustic soda, chlorine and ethylene dichloride produced at our plants in the Northeastern Complex and Alagoas until 2024.

Each of our exemptions9%, entitles us to pay only 44.9% of the statutory income34% standard corporate tax rate (of 34%) on the profits arising from products manufactured at these plants.

Due to operating losses sustained by us in the past, we had R$2,114.5 million of deferred income tax and social contribution assets arising from tax loss carryforwards available as of December 31, 2016. Income tax loss carryforwards available for offset in Brazil do not expire. However, the annual offset is limited to 30% of our adjusted net profits. This limit also affects the social contribution on net profit, or CSLL.

The consolidated amount includes the impact from the different tax rates in countries where foreign subsidiaries are located, as follows:

Braskem Europe (Germany) - 31.00%

Braskem America e Braskem America Finance (United States) - 35.00%

Braskem Argentina (Argentina) - 35.00%

Braskem Austria e Braskem Austria Finance (Austria) - 25.00%

Braskem Petroquímica Chile (Chile) - 22.50 %

Braskem Holanda, Braskem Holanda Finance and Braskem Holanda Inc Netherland (The Netherlands)- 25.00%

Braskem Idesa, Braskem Idesa Serviços, Braskem México, Braskem México Serviços and Braskem México Sofom (Mexico) - 30.00%
·Braskem Europe (Germany): 31.11%;
·Braskem America and Braskem America Finance (United States): 24.09%;
·Braskem Argentina (Argentina): 25.00%;
·Braskem Petroquímica Chile (Chile): 35.00%;
·Braskem Netherlands, Braskem Netherlands Finance and Braskem Netherlands Inc (The Netherlands): 25.00%;
·Braskem Idesa, Braskem Idesa Serviços, Braskem México, Braskem México Serviços and Braskem México Sofom (Mexico): 30.00%; and
·Braskem India (India): 30.00%.

Our export sales are currently exempt from (1) PIS - Contribution to the Social Integration Plan, (2) COFINS - Contribution for Social Security Financing, a federal value-added tax, (3) the Tax on Industrial Products (Imposto sobre Produtos Industrializados), or IPI, a federal excise tax on industrialized goods, and (4) ICMS, a state value-added tax on industrial products,sales and (4) ICMS.services.

Recent Developments

CommencementStatement of Operations of Our Mexico Unit

During April 2016, Braskem Idesa commenced commercial operations of the Mexico Complex. As a result of the commencement of operations of the Mexico Complex, we commenced recording the results of our Mexico business unit as a separate segment in our financial statements as of dates and for periods ended after January 1, 2016. For more information about the Mexico Complex and the Mexico business unit, see “Item 4. Information on the Company—Mexico Unit.”

Global Settlement

In December 2016, we entered into a global settlement with the MPF, the DoJ, the SEC and the OAG with regard to certain matters under investigation, which we refer to as the Global Settlement. The Global Settlement was reached at the conclusion of an independent internal investigation into the allegations of improper payments in connection with theso-called Operation Car Wash in Brazil. Under the Global Settlement, Braskem will pay the aforementioned authorities in Brazil and overseas the aggregate approximate amount of US$957 million, equivalent to approximately R$3.1 billion. The Global Settlement was definitively ratified as follows:

In Brazil, the Leniency Agreement was ratified by the 5th Coordination and Review Chamber of the MPF on December 15, 2016 and on June 6, 2017 by the 13th Federal Court of Curitiba.

In the United States, the competent courts confirmed the resolution with the DoJ on January 26, 2017 and the resolution with the SEC on February 28, 2017.

In Switzerland, the agreement with the OAG did not require ratification to produce effect.

Of the total fine established in the Global Settlement, we have already paid approximately R$1.3 billion in the following manner

US$94.9 million (R$296.6 million) to the DoJ on February 8, 2017;

US$65.0 million (R$206.5 million) to the SEC on April 27, 2017;

CHF30.2 million (R$104.4 million) to the OAG on June 27, 2017;

R$736.5 million to the MPF on July 6, 2017.

The outstanding amount of approximately R$1.8 billion will be paid in the following manner:

CHF64.3 million to the OAG in four equal annual and successive installments of CHF16.1 million due on June 30 of each year commencing in 2018; and

R$1.6 billion to the MPF in six annual installments adjusted for inflation by the variation in the IPCA inflation index due on January 30 of each year commencing in 2018. To guarantee payment of future installments, Braskem has provided a guaranty in the form of fixed assets in an amount equal to one annual installment.

For more information regarding the Global Settlement, see “Item 8. Financial Information—Legal Proceedings—Global Settlement.”

Sale of quantiQ

On January 10, 2017, we entered into an agreement with GTM do Brasil Comércio de Produtos Químicos LTDA under which we will sell 100% of our ownership interest in quantiQ for an aggregate amount of R$550 million. On April 3, 2017, the sale of subsidiary quantiQ to GTM do Brasil Comércio de Produtos Químicos Ltda (“GTM”) was completed. As a result of the sale, on that same date, Braskem received the amount of R$450 million, and the remaining balance of R$100 million, will be paid by GTM in up to 12 months, and may undergo customary adjustments of this kind of operation.

Acquisition of Cetrel

On January 27, 2017, our board of directors authorized the execution of a purchase agreement with Odebrecht Utilities S.A., through which Braskem undertook to purchase all shares held by the seller in Cetrel S.A., which represent 63.7% of its voting capital, for the aggregate amount of R$610 million, to be paid upon the consummation of the transaction. The consummation of the acquisition is subject to shareholder approval, in accordance with Article 256 of Brazilian Corporation Law, and to the conditions precedent that are customary for transactions of this kind.

Braskem’s Financial Policy

In March 2016, our board of directors approved a new version of Braskem’s Financial Policy. This Policy sets forth and ratifies concepts, criteria and limits of delegation for decisions that involve: cash flow management and liquidity; investment of available cash; raising of funds and provision of guarantees and management of foreign exchange risk and commodities. In comparison with the older version, the new Policy maintains a conservative posture regarding financial risk management, focusing on thepro-active and continuous management of risks through anticipation and, when necessary, protection in relation to unfavorable scenarios.”

UTEC

In January 2017, we commenced operations at our UHMWPE production facility in our La Porte, Texas site. We believe the production of specialized UHMWPE at this new plant will enable us to better serve our clients in North America and Europe by exporting UHMWPE.

Construction of Polypropylene Plant in the United States

On June 21, 2017 our board of directors approved a project to build a new polypropylene plant at our site in La Porte, Texas,Profit or the La Porte Project. With an approved investment of up to US$675 million, the La Porte Project will add 450 kt of annual polypropylene production capacity to our portfolio, with startup expected in 2020.

The La Porte Project is aligned with our strategy to diversify our feedstock profile and expand geographically in the Americas, and it will strengthen our leadership position in polypropylene production in the United States.

Results of Operations

The following discussion of our results of operations is based on our consolidated financial statements prepared in accordance with IFRS.Loss

The discussion of the results of our business unitssegments is based upon financial information reported for each of the segments of our business, as presented in the following tables, which set forth the results of each of our segments and the reconciliation of these results of our segments to our consolidated results of operations. This segment information was prepared on the same basis as the information that our senior managementChief Operating Decision Maker uses to allocate resources among segments and evaluate their performance. We evaluate and manage the performance of our segments based on information generated from our statutory accounting records maintained in accordance with IFRS as issued by IASB, and reflected in our audited consolidated financial statements.

The discussion summarizing the significant factors affecting the results of operations for the year ended December 31, 2019, can be found in Part I, “Item 5. Operating and Financial Review and Prospects” of our Annual Report on Form 20-F for the year ended December 31, 2020, which was filed with the Securities and Exchange Commission on May 14, 2021, of which Item 5 is incorporated herein by reference.

   Year Ended December 31, 2016 
   Net sales
revenue
  Cost of
products sold
  Gross profit  Selling, general
and
distribution
expenses
  Results from
equity
investments
   Other
operating
income
(expense),
net(1)
  Operating
profit (loss)
 
   (in millions ofreais) 

Basic Petrochemicals

   25,062.6   (20,266.1  4,796.5   (698.4  —      (373.7  3,724.4 

Polyolefins

   20,307.4   (16,041.1  4,266.3   (1,303.8  —      (119.8  2,842.7 

Vinyls

   3,016.4   (2,833.8  182.6   (240.7  —      (49.4  (107.4

USA and Europe

   8,896.1   (6,080.7  2,815.3   (559.5  —      (9.3  2,246.5 

Mexico (2)

   1,586.9   (1,017.1  569.9   (246.1  —      (125.4  198.3 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 

Total segments

   58,869.4   (46,238.8  12,630.6   (3,048.5  —      (677.5  8,904.5 

Other segment(3)

   12.2   (14.8  (2.6  (1.9  —      (20.9  (25.3

Corporate unit(4)

   —     —     —     (108.2  30.1    (3,053.8  (3,131.9

Reclassifications and eliminations(5)

   (11,217.6  11,312.9   95.4   108.6   —      —     204.0 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 

Consolidated

   47,664.0   (34,940.7  12,723.4   (3,050.0  30.1    (3,752.2  5,951.2 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 

   Year Ended December 31, 2015 – Restated 
   Net sales
revenue
  Cost of
products sold
  Gross profit  Selling, general
and
distribution
expenses
  Results from
equity
investments
   Other
operating
income
(expense),
net(1)
  Operating
profit (loss)
 
   (in millions ofreais) 

Basic Petrochemicals

   24,269.8   (20,053.1  4,216.7   (658.9  —      (178.1  3,379.6 

Polyolefins

   19,986.2   (15,461.2  4,525.0   (1,224.6  —      (130.7  3,169.7 

Vinyls

   2,780.1   (2,415.9  364.2   (224.9  —      (27.0  112.4 

USA and Europe

   8,239.9   (6,908.6  1,331.3   (445.9  —      (13.4  872.0 

Mexico (2)

   472.0   (486.8  (14.8  (88.2  —      3.8   (99.3
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 

Total segments

   55,747.9   (45,325.5  10,422.4   (2,642.5  —      (345.5  7,434.4 

Other segment(3)

   159.5   (150.2  9.3   (6.5  —      (73.9  (71.0

Corporate unit(4)

   —     —     —     (9.0  2.2    (244.6  (251.3

Reclassifications and eliminations(5)

   (9,027.5  8,747.7   (279.7  124.7   —      (67.3  (222.3
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 

Consolidated

   46,880.0   (36,728.0  10,152.0   (2,533.3  2.2    (731.2  6,889.7 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 

 

   Year Ended December 31, 2014 – Restated 
   Net sales
revenue
  Cost of
products sold
  Gross
profit
  Selling, general
and
distribution
expenses
  Results from
equity
investments
   Other
operating
income
(expense),
net(1)
  Operating
profit (loss)
 
   (in millions ofreais) 

Basic Petrochemicals

   25,576.3   (23,252.8  2,323.5   (692.7  —      190.3   1,821.1 

Polyolefins

   18,502.2   (15,599.6  2,902.6   (965.7  —      (53.2  1,883.7 

Vinyls

   2,709.5   (2,551.5  158.0   (205.3  —      57.3   10.0 

USA and Europe

   7,934.3   (7,481.3  453.0   (294.9  —      (82.5  75.6 

Mexico (2)

   273.3   (262.6  10.6   (58.7  —      4.2   (43.9
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 

Total segments

   54,995.5   (49,147.8  5,847.7   (2,217.3  —      116.0   3,746.4 

Other segment(3)

   129.4   (21.6  107.8   (111.3  —      (8.3  (11.8

Corporate unit(4)

   —     —     —     (110.5  3.9    (96.6  (203.1

Reclassifications and eliminations(5)

   (9,989.0  9,817.8   (171.3  78.1   —      31.7   (61.6
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 

Consolidated

   45,135.9   (39,351.7  5,784.2   (2,361.1  3.9    42.8   3,469.8 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

   

 

 

  

 

 

 

118

  

Year Ended December 31, 2021  

 

Net revenue

Cost of products sold

Gross profit

Selling, general and distribution expenses

Results from equity investments

Other operating income (expense), net

Operating   (loss) profit

 (in millions of reais)
        
Brazil69,494.9(49,309.6)20,185.4(1,608.2)-(2,210.6)16,366.6
USA and Europe32,403.6(23,343.2)9,060.4(900.9)-(25.6)8.134.0
Mexico

6,506.3

(3,413.7)

3,092.6

(471.8)

-

(15.3)

2,605.5

Total segments108,404.9(76,066.4)32,338.4(2,980.9)-(2,251.5)7,106.1
Other (1)363.7(233.1)130.676.84.6(28.7)183.4
Corporate unit(2)---(1,963.1)-1,161.5(801.6)
Reclassifications and eliminations(3)

(3,143.3)

2,731.3

(412.1)

(16.1)

-

(16.2)

(444.3)

Consolidated

105,625.2

(73,568.2)

32,057.0

(4,883.3)

4.6

(1,134.8)

26,043.5

        

 

(1)Includes research and development.
(2)(1)(i)With the operational startup of Braskem Idesa, our company began to report as of January 1, 2016, the “Mexico” segment, which includes activities related to polyethylene production and sale of that subsidiary. Such financial information for the years ended December 31, 2015 and December 31, 2014,which were previously presented under “Other segments”, are now presented in this new segment.
(3)Represents expensesincome (expenses) of Braskem that are not allocated to any particular segment.

(4)(2)Includes the amount of R$(1,031.1) million related to PIS and COFINS tax credits – exclusion of ICMS from the calculation base (note 10b to our audited consolidated financial statements).

(3)

Eliminations consist primarily of intersegment sales, which are made in similar terms as arm’s length transactions.inter-segment sales.

 

 

Year Ended December 31, 2020

 

Net revenue

Cost of products sold

Gross profit

Selling, general and distribution expenses

Results from equity investments

Other operating income (expense), net

Operating (loss) profit

 (in millions of reais)
Brazil40,794.4(32,498.0)8,296.4(1,471.7)(7,082.6)(257.9)
USA and Europe14,638.7(12,337.5)2,301.2(721.2)(82.7)1,497.3
Mexico

4,000.8

(3,075.0)

925.8

(436.9)

(364.3)

124.7

Total segments59,433.9(47,910.5)11,523.4(2,629.8)(7,529.6)1,364.1
Other segment(1)302.4(188.4)114.063.9(19.4)(0.3)158.2
Corporate unit(2)(1,493.5)359.1(1,134.4)
Reclassifications and eliminations(3)

(1,192.7)

767.4

(425.3)

(17.3)

(17.1)

(459.7)

Consolidated

58,543.5

(47,331.4)

11,212.1

(4,076.7)

(19.4)

(7,187.9)

(71.9)

        

 

(1)Represents income (expenses) of Braskem that are not allocated to any particular segment.

(2)Includes the amount of R$0.3 million related to PIS and COFINS tax credits – exclusion of ICMS from the calculation base (note 10a to our audited consolidated financial statements).

(3)

Eliminations consist primarily of inter-segment sales.

In the following discussion, references to increases or declines in any period are made by comparison with the corresponding prior period, except as the context otherwise indicates.

Year Ended December 31, 20162021 Compared with Year Ended December 31, 20152020

The following table sets forth our audited consolidated financial information for the years ended December 31, 20162021 and 2015.2020.

119

  

   Year Ended December 31, 
   2016   2015   % Change 
   (in millions ofreais)     

Net sales revenue

   47,664.0    46,880.0    1.7

Cost of products sold

   (34,940.6   (36,728.0   (4.9)% 
  

 

 

   

 

 

   

Gross profit

   12,723.4    10,152.0    25.3

Income (expenses):

      

Selling and distribution

   (1,410.8   (1,083.2   30.3

General and administrative

   (1,477.2   (1,280.5   15.4

2021

2020

% Change

  Year Ended December 31, (in millions of reais) 
  2016   2015   % Change 
  (in millions ofreais)     
Net revenue105,625.258,543.580.4%
Cost of products sold

(73,568.2)

(47,331.4)

55.4%

Gross profit32,057.011,212.1185.9%
Income (expenses): 
Selling and distribution(2,055.6)(1,852.1)11.0%
(Loss) reversals for impairment of trade accounts receivable and other from clients(8.9)(55.3)(83.9%)
General and administrative(2,522.1)(1,918.7)31.4%

Research and development

   (162.0   (169.6   (4.5)% (296.6)(250.6)18.3%

Results from equity investments

   30.1    2.2    n.m. 4.6(19.4)(123.9%)

Other operating expenses, net

   (3,752.2   (731.2   413.1
  

 

   

 

   

Operating profit

   5,951.2    6,889.7    (13.6)% 
Other income1,534.5750.7104.4%
Other expenses

(2,669.3)

(7,938.6)

(66.4%)

(Loss) profit before net financial expenses and taxes26,043.5(71.9)-

Financial results:

       

Financial expenses

   (3,571.0   (3,163.4   12.9(5,907.2)(4,913.4)20.2%

Financial income

   690.1    584.9    18.0(1,827.4)600.2(404.5%)

Exchange rate variations, net

   (3,210.4   102.9    n.m. 

(4,002.8)

(5,298.7)

(24.5%)

  

 

   

 

   

Financial expenses, net

   (6,091.3   (2,475.6   146.1

(8,082.5)

(9,611.9)

(15.9%)

  

 

   

 

   

Profit (loss) before income tax and social contribution

   (140.0   4,414.2    n.m. 

Income tax and social contribution

   (616.0   (1,660.4   (62.9)% 
  

 

   

 

   

Profit (loss) from continuing operations

   (756.1   2,753.8    n.m. 

Results from discontinued operations

   26.9    6.4    320.9
  

 

   

 

   

Profit (loss)

   (729.2   2,760.2    n.m. 
  

 

   

 

   
(Loss) profit before income tax and social contribution17,961.5(9,683.8)-
Current and deferred income tax and social contribution

(3,999.4)

2,668.5

(249.9%)
(Loss) profit for the year

13,961.6

(7,015.3)

-

 

n.m.: Not meaningfulmeaningful.

Net Sales Revenuerevenue

Net sales revenue increased by 1.7%,R$47,081.7 million, or R$784.0 million,80.4%, to R$47,644.0 105,625.2 million in 20162021, from R$46,880.058,543.5 million in 2015, primarily as a result2020, attributable mainly to (i) main chemicals and resins average price increase of (1) a R$1,114.930,255.5 million, or 236.2%64.3%, and to main chemicals sales volume increase of R$1,070.0 million, or 2.3%; (ii) PP in netthe USA and Europe sales volume increase of R$971.1 million, or 2.1%, and price increase of R$11,045.2, or 23.5%; and (iii) PE in Mexico price increase of R$4,045.2 million, or 8.6%.

Net Revenue of Brazil Segment

Net revenue of our Mexico Unit, to R$1,586.9 million in 2016 from R$472.0 million in 2015, and (2) a R$792.8 million, or 3.3%, increase in net sales revenue of our Basic Petrochemicals Unit, to R$25,062.6 million in 2016 from R$24,269.8 million in 2015. Reclassifications and eliminations of net sales revenues of our segments in consolidation, primarily reflecting intercompany sales of basic petrochemicals by our Basic Petrochemicals Unit to our other segments, increased by 24.3%, or R$2,190.1 million, to R$11,217.6 million in 2016 from R$9,027.5 million in 2015.

Net Sales Revenue of Basic Petrochemicals Unit

Net sales revenue of the Basic Petrochemicals UnitBrazil segment increased by R$792.828,700.5 million, or 3.3%70.4%, to R$25,062.669,494.9 million in 20162021, from R$24,269.840,794.4 million in 2015.

Net Sales Revenue Generated by Sales in Brazil:

In 2016, net2020, attributable mainly to main chemicals and resins average price increase of R$30,255.5 million or, 64.3% and to main chemicals sales revenue from domestic sales in Brazil increased by 0.9%,volume increase of R$1,070.0 million, or R$165 million, to R$19,490 million (including R$10,775 million from sales2.3% due to the Polyolefinsdemand increase and Vinyls Units)logistics constraints in 2016 compared to R$19,326 million in 2015, primarily due to higher salesthe global supply chain, which was offset by volume of basic petrochemicals to third parties, in particular a 66% increase in the lower sales volume of gasolineresins due to scheduled maintenance turnaround in the domestic market as a result of the prioritization of domestic sales.period.

Sales Volume in Brazil.

Internal Transfers: The Basic Petrochemicals Unit transfers mainly ethylene to the Vinyls Unit and ethylene and propylene to the Polyolefins Unit. The table below sets forth our Basic Petrochemicals Unit’s internal transfers by volume for the periods indicated.

Basic Petrochemicals Unit’s

Internal Transfers Volume

  Year Ended December 31, 
  2016   2015   % Change 
   (in tons)     

Ethylene

   2,856,541    2,793,531    2.3

Propylene

   1,022,070    987,280    3.5
  

 

 

   

 

 

   

Total

   3,878,611    3,780,811    2.6
  

 

 

   

 

 

   

The table below sets forth information regarding the weighted average international prices of main chemicals and resins that are generally used as a reference for our Basic Petrochemicals Unit’s sales in Brazil to third parties by volumeSegment for the periods indicated:

120

 

Basic Petrochemicals Unit’s

Domestic Sales Volume

  Year Ended December 31, 
  2016   2015   % Change 
   (in tons)     

Ethylene

   511,865    485,761    5.4

Propylene

   291,311    246,081    18.4

Cumene

   194,472    206,035    (5.6)% 

Butadiene

   198,451    220,109    (9.8)% 

BTX(1)

   676,958    631,466    7.2
  

 

 

   

 

 

   

Total

   1,873,057    1,789,452    4.7
  

 

 

   

 

 

   

International References1

Year Ended December 31,

2021

2020

% Change

 (in US$/ton) 
Main Chemicals(2)1,090.8617.476.7%
Resins(3)1,508.1880.471.3%

(1)BTX is defined as Benzeno, Tolueno and Paraxylene.

Net Sales Revenue Generated by Exports.(1) Source: External consulting firm (spot price).

Net sales revenue from exports increased by 12.7%(2) Average prices weighted based on Braskem’s capacity production: ethylene (20%), or R$628 million, to R$5,572 million in 2016 compared to R$4,944 million in 2015, mainly due to: (i) the 4.3% depreciation of thereal against the U.S. dollar during the corresponding period;butadiene (10%), propylene (10%), cumene (5%), benzene (20%), paraxylene (5%), gasoline (25%) and (ii) the higher sales volumetoluene (5%).

(3) PE US (54%), PP Asia (33%) and better international price references for certain basic petrochemicals, particularly butadiene.PVC Asia (13%).

Sales Volume from Exports.

Our Basic Petrochemicals Unit’s volume of export sales decreased 6.7%, to 704.7 ktons in 2016 from 754.9 ktons in 2015, primarily due to (i) the substitution of propylene export volumes to supply to a client in the acrylics complex in Bahia, (ii) the increased volume of gasoline allocated to the Brazilian market, and (iii) the higher volume of transfers to the Polyolefins Unit to produce polypropylene. These factors were partially offset by higher exports of benzene and butadiene.

   Year Ended December 31, 

Basic Petrochemicals Unit’s Export Sales Volume

  2016   2015   % Change 
   (in tons)     

Ethylene

   64,193    62,859    2.1

Propylene

   79,312    170,454    (53.5)% 

Butadiene

   213,666    165,404    29.2

BTX(1)

   347,498    356,195    (2.4)% 
  

 

 

   

 

 

   

Total

   704,670    754,911    (6.7)% 
  

 

 

   

 

 

   

(1)BTX is defined as Benzeno, Tolueno and Paraxylene.

Net Sales Revenue of Polyolefins Unit

Net sales revenue of the Polyolefins Unit increased by 1.6%, or R$321.2 million, to R$20,307.4 million in 2016 from R$19,986.2 million in 2015, primarily as a result of (i) higher sales volume, particularly in the export market, and (ii) the 4.3% depreciation of thereal against the U.S. dollar during the corresponding period.

Net Sales Revenue Generated by Sales in Brazil.

Net sales revenue from domestic sales in Brazil decreased by 1%, or R$129.0 million, to R$13,903 million in 2016 from R$14,032.1 million in 2015, primarily due to the lower polypropylene prices in the international market.

Sales Volume in Brazil .

In 2016, sales volume in Brazil decreased 0.8%, to 2,811.1 ktons in 2016 from 2,832.8 ktons in 2015, primarily as a result of deceleration in the performance of important sectors of the economy that accompany the performance of the Brazilian GDP. The table below sets forth our Polyolefins Unit’s domestic sales volume for the periods indicated:

   Year Ended December 31, 

Polyolefins Unit’s Domestic Sales Volume

  2016   2015   % Change 
   (in tons)     

Polyethylene

   1,705,462    1,705,877    n.m. 

Polypropylene

   1,105,675    1,126,949    (1.9)% 
  

��

 

   

 

 

   

Total

   2,811,137    2,832,827    (0.8)% 
  

 

 

   

 

 

   

Net Sales Revenue Generated by Exports.

Our Polyolefins Unit’s net sales revenue from exports increased 7.6%, or R$450.2 million, to R$6,404.3 million in 2016 from R$5,954.1 million in 2015, primarily due to higher sales volume and the 4.3% depreciation of thereal against the U.S. dollar the corresponding period, which were offset by lower average prices in the international market.

Sales Volume from Exports.

Our Polyolefins Unit’s volume of export sales increased 21.7% to 1,590 kton from 1,307 kton in 2015, primarily due to an increase in the volume of export of polypropylene, mainly to South AmericaUSA and Europe and an increase in the volume of exports of polyethylene to northern South America, as part of our strategy to support the startup of the Mexico Complex.

   Year Ended December 31, 

Polyolefins Unit’s Export Sales Volume

  2016   2015   % Change 
   (in tons)     

Polyethylene

   1,024,233    921,044    11.2

Polypropylene

   566,255    386,150    46.6
  

 

 

   

 

 

   

Total

   1,590,488    1,307,193    21.7
  

 

 

   

 

 

   

Net Sales Revenue of Vinyls UnitSegment

Net sales revenue of our Vinyls UnitUSA and Europe segment increased by 8.5%,R$17,765.9 million, or R$236.3 million,121.4%, to R$3,016.432,403.6 million in 20162021, from R$2,780.114,638.7 million in 2015, primarily as a result of an increase2020, attributable mainly to (i) PP in the USA and Europe sales volume increase of PVC and the 4.3% depreciation of thereal against the U.S. dollar during the corresponding period.

Net Sales Revenue Generated by Sales in Brazil.

Net sales revenue of the Vinyls Unit generated by sales in Brazil increased 4%,R$971.1 million, or R$110.2 million, to R$2,695 million in 2016 from R$2,585.0 million in 2015,2.1%, primarily as a result of the 4.3% depreciationramp-up of thereal against the U.S. dollar during the corresponding period, which was partially offset by a 0.3% decrease in the average Northeast Asian spot market prices of PVC in U.S. dollars, as reported by IHS.

Sales Volume in Brazil.

Our Vinyls Unit’s volume of sales in Brazil decreased 0.2% to 528.3 kton in 2016 from 529.5 ktons in 2015, primarily due to an increased in the volume of sales made to the agribusiness sector (irrigation tubing).

   Year Ended December 31, 

Vinyls Unit’s Domestic Sales Volume

  2016   2015   % Change 
   (in tons)     

PVC

   528,314    529,493    (0.2)% 
  

 

 

   

 

 

   

Total

   528,314    529,493    (0.2)% 
  

 

 

   

 

 

   

Net Sales Revenue Generated by Exports.

Our Vinyls Unit’s net sales revenue increased by 65%, or R$126.1 million, to R$321 million from R$195.1, primarily due to an increase in the export sales volume of PVC.

Sales Volume from Exports.

Our Vinyls Unit’s volume of export sales increased by 78.8%, to 116.9 kton in 2016 from 65.4 kton in 2015, primarily due to our strategy to export part of our PVC production given the weaker demand in the domestic market.

   Year Ended December 31, 

Vinyls Unit’s Export Sales Volume

  2016   2015   % Change 
   (in tons)     

PVC

   116,919    65,375    78.8
  

 

 

   

 

 

   

Total

   116,919    65,375    78.8
  

 

 

   

 

 

   

Net Sales Revenue of USA and Europe Unit

Net sales revenue of our USA and Europe Unit, which includes our polypropylene assets new PP plant (Delta) in the United States, with commercial production beginning in September 2020; and (ii) average price increase of R$11,045.2, or 23.5%, which is explained by the increase in demand due to the normalization of the industrial activities and world economy recovery after COVID-19 and logistics constraints in the global supply chain.

International References1

Year Ended December 31,

2021

2020

% Change

 (in US$/ton) 
PP US and Europe22,579.81,324.494.8%

(1) Source: External consulting (spot price).

(2) Average prices weighted based on Braskem’s capacity production: PP USA (72%) and PP Europe (28%).

Net Revenue of Mexico Segment

Net revenue of our Mexico segment increased by 8.0%,R$2,505.5 million, or R$656.2 million,62.6%, to R$8,896.16,506.3 million in 20162021, from R$8,239.94,000.8 million in 2015, primarily2020, attributable mainly to PE in Mexico average price increase of R$4,045.2 million, or 8.6%, as a result of the higher polypropylenepolyethylene prices in the U.S.international market and the stronger sales volume. In 2016, polypropylene sales volume increased 2% from the previous year, due to the better operating performanceincrease of our Unitsdemand and the higher demand for polypropylenelogistics constraints in the United States and Europe.

Net Sales Revenue of Mexico Unit

Net sales revenue ofglobal supply chain, which was offset by lower product amounts available for sale due to the Mexico Unit increased by 236.2%, or R$1,114.9 million, to R$1,586.9 million in 2016 from R$472.0 million in 2015, as a result of the commencementresumption of operations following the unilateral interruption of the Mexico Complex. The sales volumesupply of polyethylenenatural gas transport services by this segment increased to approximately 431.7 ktonsCenagas in 2016 from approximately 100.0 ktons in 2015. For more information about the Mexico Complexearly December 2020 and the Mexico Unit, see “Item 4. Information on the Company—Recent Developments—Commencementlower amounts of Operations of Our Mexico Unit.”ethane supplied by Pemex.

International References1

Year Ended December 31,

2021

2020

% Change

 (in US$/ton) 
PE US1,764.5870.2102.8%

(1) Source: External consulting (spot price).

Cost of Products Sold and Gross Profit

Cost of products sold declinedincreased by 4.9%,R$26,236.8 million, or R$1,787.4 million,55.4%, to R$34,940.673,568.2 million in 20162021, from R$36,728.147,331.4 million in 2015,2020, primarily as a result of: (i) higher sales volume of a 12.0% decreasemain chemicals in costBrazil of products sold by our USA and Europe Unit,10.5%, which was partially offset by a 3.8%lower sales volume of resins in Brazil; (ii) higher sales volume of PP in the Unites States and Europe of 8.4%; and (iii) an increase of 79.0% in the cost of products sold bynaphtha international reference in our Polyolefins Unit. ReclassificationsBrazil segment, and eliminationsan increase of 97.3% in the cost of salespropylene in the USA and services renderedEurope segment due to higher oil prices in the international market, reflecting a scenario of stronger global demand and supply constraints by our Units calculated as partOPEC+ countries (which are non-OPEC countries that export crude oil) and allied producers; (iv) an increase of our consolidation, primarily reflecting62.7% in the costsethane price in the Mexico segment explained by the increase of basic petrochemicals purchases by our Polyolefins and Vinyls Units from our Basic Petrochemicals Unit, increased by 29.3% in 2016.natural gas prices on the international market; (v) the impact of the depreciation of the Brazilian real against the U.S dollar between periods.

ConsolidatedAs a result of the above, consolidated gross profit increased by 25.3%,R$20,844.9 million, or R$2,571.4 million185.9%, to R$12,723.432,057.0 million in 20162021, from R$10,152.011,212.1 million in 2015. 2020.

Gross margin (gross profit as a percentage of net sales revenue) increased to 26.7% during 201630.3% in 2021, from 21.7% during 2015.19.2% in 2020.

121

Cost of Products Sold of Basic Petrochemicals Unitthe Brazil Segment

Cost of products sold of the Basic Petrochemicals Unitour Brazil segment increased by 1.1%,R$16,811.6 million, or R$213.0 million,51.7%, to R$20,266.1 million from R$20,053.149,309.6 million in 2015,2021, from R$32,498.0 million in 2020, primarily as a result ofof: (i) a 3.3%79.0% increase in the total productionAmsterdam-Rotterdam-Antwerp (ARA) naphtha price; (ii) a 62.7% increase in the ethane price in the international market, as a result of global supply and demand; and (iii) a 10.5% increase in the Basic Petrochemicals Unit and the 4.3% depreciation of thereal against the U.S. dollar during the corresponding period.main chemicals sales volume in Brazil.

International References1

Year Ended December 31,

2021

2020

% Change

 (in US$/ton) 
Naphtha ARA635.4355.079.0%
Ethane U.S.229.0140.762.7%
Propane U.S.545.0241.5125.7%
EDC U.S.726.1241.2201.0%
(1)Source: External consulting (spot price).

Gross profit of the Basic Petrochemicals Unitour Brazil segment increased by 13.8%R$11,889.0 million, or 143.3% to R$4,796.520,185.4 million during 2016in 2021, from R$4,216.78,296.4 million during 2015, and grossin 2020, mainly due to an increase in the international price spreads of resins of 59.4%, to US$842.1 per ton in 2021, from US$528.4 per ton in 2020.

Gross margin (gross profit as a percentage of net revenue) of our Brazil segment increased to 19.1% during 201629.0% in 2021, from 17.4% during 2015.

Cost of Products Sold of Polyolefins Unit

Cost of products sold of the Polyolefins Unit increased by 3.8%, or R$580.0 million, to R$16,041.1 million20.3% in 2016 to R$15,461.2 million in 2015, primarily as a result of the increase in sales volume discussed above and the 4.3% depreciation of thereal against the U.S. dollar during the corresponding period. The effects of these factors were partially offset by the lower feedstock price.

Gross profit of the Polyolefins Unit decreased by 5.7% to R$4,266.3 million during 2016 from R$4,525.0 million during 2015, and gross margin decreased to 21.0% during 2016 from 22.6% during 2015.

Cost of Products Sold of Vinyls Unit

Cost of products sold of the Vinyls Unit increased by 17.3%, or R$417.9 million, to R$2,833.8 million in 2016 from R$2,415.9 million in 2015, primarily as a result of the increase in sales and production volumes and the 4.3% depreciation of thereal against the U.S. dollar during the corresponding period.

Gross profit of the Vinyls Unit declined by 49.9% to R$182.6 million during 2016 from R$364.2 million during 2015, while gross margin declined to 6.1% during 2016 from 13.1% during 2015.2020.

Cost of Products Sold of USA and Europe UnitSegment

Cost of products sold of theour USA and Europe Unit declinedsegment increased/ by 12.0%,R$11,005.7 million, or R$827.9 million,89.2%, to R$6,080.723,343.2 million in 20162021, from R$6,908.612,337.5 million in 2015,2020, primarily as a result of decreaseshigher total sales volume due to the ramp-up of the new PP plant (Delta) in the priceUnited States, with commercial production beginning in September 2020, and the increase of propylene.

Gross profit116.3% in the propylene prices in the international market. Additionally, the increase of sales volume in Europe of 11.2% and the increase of 54.1% in the propylene prices in Europe affected the increase of the cost of product sold in the USA and Europe Unit increased by 111.5% to R$2,815.3 million during 2016 from R$1,331.3 million during 2015,segment.

International References1

Year Ended December 31,

2021

2020

% Change

 (in US$/ton) 
Propylene US and Europe21,500.4760.497.3%

(1) Source: External consulting (spot price).

(2) Average prices weighted based on Braskem’s capacity production: Propylene USA (72%) and gross margin increased to 31.6% during 2016 from 16.2% during 2015.

Cost of Products Sold by Mexico Unit

Cost of products sold by the Mexico Unit increased by 108.9%, or R$530.2 million, to R$1,017.1 million in 2016 from R$486.8 million in 2015, as a result of the commencement of operations of the Mexico Complex. For more information about the Mexico Complex and the Mexico Unit, see “Item 4. Information on the Company—Recent Developments—Commencement of Operations of Our Mexico Unit.”

During 2016, the Mexico Unit recorded a gross profit R$569.9 million and gross margin of 35.9%. During 2015, the Mexico Unit recorded a gross loss R$14.8 million and a negative gross margin of 3.1%Propylene Europe (28%).

Selling and Distribution Expenses

Selling and distribution expenses increased by 30.3%, or R$327.7 million, to R$1,410.8 million in 2016 from R$1,083.2 million in 2015, primarily as a result of increase of our consolidated volume of exports sales and logistical expenses.

General and Administrative Expenses

General and administrative expenses increased by 15.4%, or R$196.7 million, to R$1,477.2 million in 2016 from R$1,280.5 million in 2015, primarily as a result of: (1) the effects of the 4.3% depreciation of thereal against the U.S. dollar during the corresponding period on our expenses related to international businesses; (2) the advertising expenses associated with the Paralympic Games; (3) expenses with attorneys and auditors in connection with the Investigation conducted in 2016; (4) higher expenses with software licensing; and (5) the startup of the Braskem Idesa petrochemical complex..

Research and Development Expenses

Research and development expenses declined by 4.5%, or R$7.6 million, to R$162.0 million in 2016 from R$169.6 million in 2015, primarily as a result of the effect of the 4.3% depreciation of thereal against the U.S. dollar during the corresponding period on the translation toreais of investments made in U.S. dollars. Research and development expenses as a percentage of net sales revenue declined to 0.3% during 2016 from 0.4% during 2015.

Results from Equity Investments

Results from equity investments increased by R$27.9 million to a gain of R$30.1 million in 2016 from a gain of R$2.2 million in 2015, as a result of an increase in the results of jointly-controlled investments, primarily RPR and Borealis. For more information related to our results of equity investments, see note 12 to our financial statements included elsewhere herein.

Other Operating Income (Expenses), Net

Other operating expenses, net increased by 413.1%, or R$3,021.0 million, to R$3,752.2 million in 2016 from R$731.2 million in 2015, consisting of: (1) R$2,860.4 million in expenses related to the Global Settlement among us and the MPF, the DoJ, the SEC and the OAG; (2) depreciation expenses and maintenance costs of R$252.3 million related to idle industrial plants, including R$138.6 million in costs corresponding to installed and unused capacity in the first months of operation of the subsidiary Braskem Idesa; (3) expenses of R$182.6 million related to environmental provisions; (4) allowances for labor, tax and other claims of R$170.0 million; and (5) provision of R$53.8 million related to investment losses and expenses with projects;

Other operating expenses, net was R$731.2 million during 2015, consisting of: (1) depreciation expenses and maintenance costs of R$152.5 million related to idle industrial plants, including the São Paulo site during the period the unit was shut down; (2) provision of R$174.5 million related to investment losses and expenses with projects; (3) allowances for labor and tax claims of R$105.6 million; (4) expenses of R$65.8 million related to environmental provisions; and (5) R$85.6 million related to other operating expenses.

Operating Profit (Loss)

As a result of the foregoing:

operatingGross profit on a consolidated basis declined by 13.6%, or R$938.5 million, to R$5,951.2 million in 2016 from R$6,889.7 million in 2015, and as a percentage of net sales revenue, operating profit decreased to 12.5% during 2016 from 14.7% during 2015;

operating profit of the Basic Petrochemicals Unit increased by 10.2% to R$3,724.4 million during 2016 from R$3,379.6 million during 2015, and the operating margin of the Basic Petrochemicals Unit increased to 14.9% during 2016 from 13.9% during 2015;

operating profit of the Polyolefins Unit declined by 10.3% to R$2,842.7 million during 2016 from R$3,169.7 million during 2015, and the operating margin of the Polyolefins Unit declined by 14.0% during 2016 from 15.9% during 2015;

operating profit of the USA and Europe Unit increased to R$2,246.5 million during 2016 from R$872.0 million during 2015, and the operating margin of the USA and Europe Unit increased to 25.3% during 2016 from 10.6% during 2015;

during 2016, the Vinyls Unit recorded an operating loss of R$107.4 million and negative operating margin of 3.6%, compared to an operating profit of R$112.4 million and operating margin of 4.0% during 2015; and

during 2016, the Mexico Unit recorded an operating profit of R$198.3 million and operating margin of 12.5%, compared to an operating loss of R$99.3 million and negative operating margin of 21.0% during 2015.

Financial Results

Financial expenses, net increased by 146%, or R$3,615.7 million, to R$6,091.3 million in 2016 from R$2,475.6 million in 2015, primarily as a result of our recording a R$3,210.4 million loss in exchange rate variation, net in 2016 compared to R$102.9 million gain in exchange rate variation, net in 2015, principally due to the start of the recognition of hedge accounting under profit or loss in the amount of R$1,298 million and the 16.5% appreciation of thereal during the corresponding period, which negatively affected the balance of financial investments and accounts receivable in foreign currencies.

Financial Income

Financial income increased by 18.0%, or R$105.2 million, to R$690.1 million in 2016 from R$584.9 million in 2015, primarily due to a R$118.3 million increase in interest income, which was partially offset by a R$12.8 million decrease in other financial income.

Financial Expenses

Financial expenses increased by 12.9%, or R$407.8 million, to R$3,571.0 million in 2016 from R$3,163.4 million in 2015, primarily due to a R$320.9 million increase in interest expenses, a R$97.4 million increase in monetary variations on fiscal debts and a R$32.3 million increase in monetary variations.

Income Tax and Social Contribution

During the Investigation, the specialized law firms identified payments for services to third parties without corresponding evidence of the services being rendered, or the Improper Commission Payments. As a result, we recognized errors in our calculation of taxes payable in prior periods, or the Tax Adjustments, determined that these errors were material, and that we would be required to restate our financial statements included in Amendment No. 1 of the Form20-F for the fiscal year ended December 31, 2015, as described in more detail in note 2.4 to our audited consolidated financial statements included in this annual report.

Our income tax and social contribution expense decreased by 62.9% to R$ 616.0 million during 2016 from R$ 1,660.4 million during 2015.

The effective tax rate applicable to our profit before income tax and social contribution was 440.0% in 2016, primarily as a result of: (1) permanent adjustments caused by differences of income tax rates of investments in countries that have a lower tax rate than Brazil, which reduced the effective tax rate by approximately 34.0%; (2) permanent adjustments caused by fines pursuant to the Global Settlement, which increased the tax rate by 494.5%; (3) permanent adjustments to income tax and social contribution from previous years, which increased tax rate by 33.2%; and (4) equity in results of investees, which reduced the applicable effective tax rate by 7.3%.

Profit (Loss)

As a result of the foregoing, we recorded a loss of R$729.2 million, or 1.5% of net sales revenue, during 2016, compared to a profit of R$2,760.2 million, or 5.9% of net sales revenue, during 2015.

Year Ended December 31, 2015 Compared with Year Ended December 31, 2014

The following table sets forth consolidated financial information for the years ended December 31, 2015 and 2014.

   Year Ended December 31, 
   2015   2014   % Change 
   (in millions ofreais)     

Net sales revenue

   46,880.0    45,135.9    3.9

Cost of products sold

   (36,728.0   (39,351.7   (6.7)% 
  

 

 

   

 

 

   

Gross profit

   10,152.0    5,784.2    75.5

Income (expenses):

      

Selling and distribution

   (1,083.2   (1,037.4   4.4

General and administrative

   (1,280.5   (1,195.5   7.1

Research and development

   (169.6   (128.1   32.4

Results from equity investments

   2.2    3.9    (43.5)% 

Other operating income (expenses), net

   (731.2   42.8    n.m. 
  

 

 

   

 

 

   

Operating profit

   6,889.7    3,469.8    98.6

Financial results:

      

Financial expenses

   (3,163.4   (2,716.4   16.5

Financial income

   584.9    399.9    46.3

Exchange rate variations, net

   102.9    (84.1   n.m. 
  

 

 

   

 

 

   

Financial expenses, net

   (2,475.6   (2,400.6   3.1
  

 

 

   

 

 

   

Profit before income tax and social contribution

   4,414.2    1,069.2    312.9

Income tax and social contribution

   (1,660.4   (491.0   238.2
  

 

 

   

 

 

   

Profit from continuing operations

   2,753.8    578.2    376.3

Results from discontinued operations

   6.4    0.1    n.m. 
  

 

 

   

 

 

   

Profit

   2,760.2    578.2    377.4
  

 

 

   

 

 

   

n.m.: Not meaningful

Net Sales Revenue

Net sales revenue increased by 3.9%, or R$1,744.1 million, to R$46,880.0 million in 2015 from R$45,135.9 million in 2014, primarily as a result of (1) an increase of 8.0% R$1,483.9 million, in net sales revenue of our Polyolefins Unit, to R$19,986.2 million in 2015 from R$18,502.2 million in 2014, and (2) a 3.9%, or R$305.6

million, increase in net sales revenue of our USA and Europe Unit,segment increased by R$6,759.2 million, or 293.7% to R$8,239.99,060.4 million in 20152021, from R$7,934.32,301.2 million in 2014, the effects of which were partially offset by a 5.1% decline in net sales revenue of our Basic Petrochemicals Unit. Reclassifications and eliminations of net sales revenues of our segments in consolidation, primarily reflecting intercompany sales of basic petrochemicals by our Basic Petrochemicals Unit to our other Units, declined by 9.6%, or R$961.6 million, to R$9,027.5 million in 2015 from R$9,989.0 million in 2014.

Net Sales Revenue of Basic Petrochemicals Unit

Net sales revenue of the Basic Petrochemicals Unit decreased by 5.1%, or R$1,306.5 million, to R$24,269.8 million in 2015 from R$25,576.3 million in 2014, primarily as a result of the reduction in international petrochemical prices due to lower oil and naphtha prices, which were partially offset by the increase in total sales volume and the 41.8% depreciation of thereal against the U.S. dollar during the corresponding period.

Net Sales Revenue Generated by Sales in Brazil.

Net sales revenue of our Basic Petrochemicals Unit generated by sales in Brazil decreased 4.3%, to R$19,326 million (including R$11,802 million from sales to the Polyolefins and Vinyls Units) in 2015 from R$19,955 million (including R$11,727 million from sales to the Polyolefins and Vinyls Units) in 2014. The decrease is2020, mainly explained by the reduction in petrochemical prices due to lower oil and naphtha prices.

Sales Volume in Brazil.

Internal Transfers: The Basic Petrochemicals Unit transfers mainly ethylene to the Vinyls Unit and ethylene and propylene to the Polyolefins Unit. The table below sets forth our Basic Petrochemicals Unit’s internal transfers by volume for the periods indicated:

Basic Petrochemicals Unit’s Internal Transfers Volume

  Year Ended December 31, 
  2015   2014   % Change 
   (in tons)     

Ethylene

   2,793,531    2,704,299    3.3

Propylene

   987,280    859,541    14.9
  

 

 

   

 

 

   

Total

   3,780,811    3,563,840    6.1
  

 

 

   

 

 

   

In 2015, sales volume of key basic petrochemicals to third parties increased by 3.7%, to 1.8 million tons, primarily due to an increase in the sales volume of propylene due to the startup of the Basf acrylics complexPP spreads in Camaçari, Bahia. The table below sets forth our Basic Petrochemicals Unit’s sales in Brazil to third parties by volume for the periods indicated:

Basic Petrochemicals Unit’s Domestic Sales Volume  Year Ended December 31, 
  2015   2014   % Change 
   (in tons)     

Ethylene

   485,761    499,580    (2.8)% 

Propylene

   246,081    208,924    17.8

Cumene

   206,035    211,648    (2.7)% 

Butadiene

   220,109    209,982    4.8

BTX(1)

   631,466    594,951    6.1
  

 

 

   

 

 

   

Total

   1,789,452    1,725,085    3.7
  

 

 

   

 

 

   

(1)BTX is defined as Benzeno, Tolueno and Paraxylene.

Net Sales Revenue Generated by Exports.

Our Basic Petrochemicals Unit’s net sales revenue from exports decreased by 8.3%, to R$ 4,944 million, primarily due to a decreased in the sales volume of exported propylene and lower prices for the main basic petrochemical products.

Sales Volume from Exports.

Our Basic Petrochemicals Unit’s volume of export sales decreased 1.6%, to 754,911 tons in 2015 from 767,379 tons in 2014, principally due to the redirection of propylene to the domestic market with the commissioning of BASF’s acrylic complex.

   Year Ended December 31, 

Basic Petrochemicals Unit’s Export Sales Volume

  2015   2014   % Change 
   (in tons)     

Ethylene

   62,859    11,839    430.9

Propylene

   170,454    236,780    (28.0)% 

Butadiene

   165,404    168,870    (2.0)% 

BTX(1)

   356,195    349,889    1.8
  

 

 

   

 

 

   

Total

   754,911    767,379    (1.6)% 
  

 

 

   

 

 

   

(1)BTX is defined as Benzeno, Tolueno and Paraxylene.

Net Sales Revenue of Polyolefins Unit

Net sales revenue of the Polyolefins Unit increased by 8.0%, or R$1,483.9 million, to R$19,986.2 million in 2015 from R$18,502.2 million in 2014, primarily as a result of an increase in the total net sales volume of 4.1%, mainly due to our capacity to export volumes not absorbed by the domestic market and favorable foreign exchange.

Net Sales Revenue Generated by Sales in Brazil.

Our Polyolefins Unit’s net sales revenue from sales in Brazil decreased by 0.5%, or R$66 million, to R$14,032 million in 2015 from R$14,099 million in 2014, primarily due to a decrease in the polypropylene sales volume from 1,204.0 ktons in 2014 to 1,126.9 ktons in 2015.

Sales Volume in Brazil.

Our Polyolefins Unit’s volume of sales in Brazil decreased 2.7%, to 2,832.8 ktons in 2015 from 2,910.2 ktons in 2014, primarily as a result of the weak performance of the Brazilian economy, particularly in the industrial and automotive sector. The table below sets forth our Polyolefins Unit’s volume of sales in Brazil for the periods indicated:

   Year Ended December 31, 

Polyolefins Unit’s Domestic Sales Volume

  2015   2014   % Change 
   (in tons)     

Polyethylene

   1,705,877    1,706,137    —   

Polypropylene

   1,126,949    1,204,049    (6.4)% 
  

 

 

   

 

 

   

Total

   2,832,827    2,910,185    (2.7)% 
  

 

 

   

 

 

   

Net Sales Revenue Generated by Exports.

Our Polyolefins Unit’s net sales revenue from exports increased by 34.8%, from R$5,954 million in 2015 to R$4,418 million in 2014, primarily as a result an increase in export sales volume and an increase in average prices as a result of the effects of (1) the 41.8% depreciation of thereal against the U.S. dollar in the corresponding period, and (2) increases of 32%, 29% and 31% on average for HDPE, LLDPE and LDPE contract prices in the North American market, respectively, according to IHS.

Sales Volume from Exports.

Our Polyolefins Unit’s volume of export sales increased by 22.4%, to 1,307.2 ktons in 2015 from 1,068.3 ktons in 2014, primarily due to a 35.4% increase in the volume of exports of polyethylene.

   Year Ended December 31, 

Polyolefins Unit’s Export Sales Volume

  2015   2014   % Change 
   (in tons)     

Polyethylene

   921,044    680,390    35.4

Polypropylene

   386,150    387,888    (0.4)% 
  

 

 

   

 

 

   

Total

   1,307,193    1,068,279    22.4
  

 

 

   

 

 

   

Net Sales Revenue of Vinyls Unit

Net sales revenue of the Vinyls Unit increased by 2.6%, or R$70.6 million, to R$ 2,780.1 million in 2015 from R$2,709.5 million in 2014, primarily as a result of an increase in the exports sales volume and the average prices for sales of PVC, which increased primarily as a result of the 41.8% depreciation of thereal against the U.S. dollar during the corresponding period.

Net Sales Revenue Generated by Sales in Brazil.

Our Vinyls Unit’s net sales revenue generated by sales in Brazil decreased by 4.5%, to R$2,571 million in 2015 from R$2,691 million in 2014, primarily as a result of a decrease in sales volume of PVC in Brazil from 529.5 kton in 2014 to 659.5 kton in 2015.

Sales Volume in Brazil.

Our Vinyls Unit’s volume of sales in the Brazilian market decreased by 19.7%, to 529.5 kton in 2015 from 659.6 kton in 2014, primarily due to a decrease in the demand for PVC as a result of the weak performance of the infrastructure and construction sectors of the main consumers of resin.

   Year Ended December 31, 

Vinyls Unit’s Domestic Sales Volume

  2015   2014   % Change 
   (in tons)     

PVC

   529,493    659,549    (19.7)% 
  

 

 

   

 

 

   

Total

   529,493    659,549    (19.7)% 
  

 

 

   

 

 

   

Net Sales Revenue Generated by Exports.

Our Vinyls Unit’s net sales revenue generated by exports increased by more the 2,000%, to R$195 million in 2015 from R$8 million in 2014, due to the exporting of PVC in 2015.

Sales Volume from Exports.

Influenced by the reduction in domestic demand for PVS and the 41.8% devaluation of thereal against the U.S. dollar during the corresponding period, we began exporting part of our PVC production in 2015, with export sales volume reaching approximately 65.0 ktons in 2015, compared to zero export sales of PVC in 2014.

Net Sales Revenue of USA and Europe Unit

Net sales revenue of the USA and Europe Unit, which includes our polypropylene assetsof 91.4%, to US$1,079.4 per ton in 2021, from US$564.0 per ton in 2020, mainly due to the continued demand in the United States market and the effects of logistics and supply constraints in the United States and Europe, increased by 3.9% during 2015, or R$305.6 million, from R$7,934.3 million in 2014 to R$8,239.9 million in 2015, primarily as a result of a 5.9% increase in sales volume, accompanying the higher supply and the improved economic scenario, especially in the United States. This increased demand reflects the gain in competitiveness resulting from a decrease in the price of propylene (feedstock used to make polypropylene) due to the oversupply of propylene produced at refineries.Europe.

Net Sales Revenue of Mexico Unit

Net sales revenue of the Mexico Unit increased by 72.7%, or R$198.7 million, from R$273.3 million in 2014 to R$472.0 million in 2015, primarily due to the fact that the Mexico Complex was not operational in 2014.

Cost of Products Sold and Gross Profit

Cost of products sold declined by 6.7%, or R$2,623.7 million, to R$36,728.0 million in 2015, from R$39,351.7 million in 2014, primarily as a result of (1) a 13.8% decrease in cost of products sold in our Basic Petrochemicals Unit, and (2) a 7.6% decrease in cost of products sold in our USA and Europe Unit. Reclassifications and eliminations of cost of sales and services rendered of our segments in consolidation, primarily reflecting the costs of basic petrochemicals purchases by our Polyolefins and Vinyls Units from our Basic Petrochemicals Unit, declined by 10.9% during 2015, to R$8,747.7 million 2015, from R$9,817.8 million in 2014.

Consolidated gross profit increased by 75.4% during 2015. Gross margin (gross profit as a percentage of net sales revenue) of our USA and Europe segment increased to 21.7% during 201528.0% in 2021, from 12.8% during 2014.15.7% in 2020, as a result of the aforementioned factors.

Cost of Products Sold of Basic Petrochemicals Unitby Mexico Segment

Cost of products sold of the Basic Petrochemicals Unit declinedour Mexico segment increased by 13.8%,R$338.7 million, or R$3,199.7 million,11.0%, to R$20,053.13,413.7 million in 20152021, from R$23,252.83,075.0 million in 2014, primarily2020, as a result of a reduction in the costhigher international ethane prices of naphtha, the main feedstock,11.0%, which registered an average price of US$462 per ton in 2015, a decline of 45% from 2014. This decline iswas partially explainedoffset by a 47% reduction in the price of crude oil during 2014.lower sales volume.

122

International References1

Year Ended December 31,

2021

2020

% Change

 (in US$/ton) 
Ethane U.S.229.0140.762.7%
    
(1)Source: External consulting (spot price).

Gross profit of the Basic Petrochemicals Unitour Mexico segment increased by 81.5%R$2,166.8 million, or 234.0% to R$4,216.7 million during 2015 from R$2,323.5 million during 2014, and gross margin increased to 17.4% during 2015 from 9.1% during 2014.

Cost of Products Sold of Polyolefins Unit

Cost of products sold of the Polyolefins Unit declined by 0.9%, or R$138.5 million, to R$15,461.2 3,092.6 million in 20152021, from R$15,599.6925.8 million in 2014, primarily as a result of: (1) the effects on our average cost of ethylene from the 17.1% decline in the average Western Europe contract price of ethylene in euros, as reported by IHS, and (2) the effects on our average cost of propylene from the 45.1% decline in the average North American contract price of propylene in U.S. dollars and from the 23.6% decline in the average Western Europe contract price of propylene in euros, as reported by IHS. The effects of these factors were partially offset by the effects of the 41.8% depreciation of thereal against the U.S. dollar and the 18.3% depreciation of therealagainst the euro during the corresponding period on the cost of raw materials of our Polyolefins Unit that are determined by reference to U.S. dollar- and euro-denominated prices, and a 1.6% increase in sales volume of the Polyolefins Unit.

Gross profit of the Polyolefins Unit increased by 55.9% to R$4,525.0 million during 2015 from R$2,902.6 million during 2014, and gross margin increased to 22.6% during 2015 from 15.7% during 2014.

Cost of Products Sold of Vinyls Unit

Cost of products sold of the Vinyls Unit declined by 5.3%, or R$135.6 million, to R$2,415.9 million in 2015 from R$2,551.5 million in 2014, primarily2020, as a result of a 7.8% declinehigher spreads in the total sales volumeinternational market.

Gross margin (gross profit as a percentage of net revenue) of our Vinyls Unit. The effects of this decline in sales volume were partially offset by the effects on our Vinyls Unit’s average cost of ethylene of the 17.1% of decline in the average Western Europe contract price of ethylene in euros, as reported by IHS, partially offset by the effects of the 18.3% depreciation of therealagainst the euro, during the corresponding period, on the cost of raw materials of our Vinyls Unit that are determined by reference to euro-denominated prices.

Gross profit of the Vinyls Unit increased by 130.5% to R$364.2 million during 2015 from R$158.0 million during 2014, while gross marginMexico segment increased to 13.1% during 2015 from 5.8% during 2014.

Cost of Products Sold of USA and Europe Unit

Cost of products sold of the USA and Europe Unit decreased by 7.7%, or R$572.7 million,47.5% in 2021, compared to R$6,908.6 million23.1% in 2015 from R$7,481.3 million in 2014, primarily2020, as a result of (1) the effects on this Unit’s average cost of propylene from the 45.1% decline in the average North American contract price of propylene in U.S. dollars, as reported by IHS, the effects of which were partially offset by the currency translation effects of a 41.8% average depreciation of thereal against the U.S. dollar during the corresponding period, and (2) the effects on this Unit’s average cost of propylene from the 23.6% decline in the average Western Europe contract price of propylene in euros, as reported by IHS, the effects of which were partially offset by the currency translation effects of the 18.3% average depreciation of thereal against the euro. The effects of these reductions in the unit cost of raw materials were partially offset by the 5.9% increase in polypropylene sales volume recorded by this segment.aforementioned factors.

Gross profit of the USA and Europe Unit increased by 193.9% to R$1,331.3 million during 2015 from R$453.0 million during 2014, and gross margin increased to 16.2% during 2015 from 5.7% during 2014.

Cost of Products Sold of Mexico Unit

Cost of sales of the Mexico Unit increased by 85.4%, or R$224.2 million, to R$486.8 million in 2015 from R$262.6 million in 2014, primarily due to the fact that the Mexico Unit was not operational in 2014.

During 2015, the Mexico Unit recorded a gross loss R$14.8 million and a negative gross margin of 3.1%. During 2014, the Mexico Unit recorded a gross profit R$2.3 million and gross margin of 2.5%.

Selling and Distribution Expenses

Selling and distribution expenses declinedincreased by 4.4%,R$203.5 million, or R$45.7 million,11.0%, to R$1,083.22,055.6 million in 20152021, from R$1,037.41,852.1 million in 2014,2020, primarily as a resultdue to: (i) higher sales volume of lower costsmain chemicals in logisticsBrazil segment and storage of finished productsPP in the domestic marketUSA and Europe; (ii) higher logistics costs mainly attributed to storage, commercialization, port charges and ship demurrage.

Loss for Impairment of Trade Accounts Receivable and Others from Clients

Impairment of trade accounts receivable and others from clients decreased by R$46.4 million, or 83.9%, to an impairment expense of R$8.9 million in 2021, from an impairment expense of R$55.3 million in 2020, mainly due to a decreasethe recovery of past amounts in domestic sales volume. Sellinglitigation in Brazil and distribution expenses as a percentage of net sales revenue remained stable at 2.3% during 2015 and 2014.the impairment relating to certain Argentinean customers.

General and Administrative Expenses

General and administrative expenses increased by 7.1%,R$603.4 million, or R$85.0 million,31.4%, to R$1,280.52,522.1 million in 20152021, from R$1,195.51,918.7 million in 2014,2020, primarily as a result of higher third-party expenses related to innovationconsulting services, communication and technologymarketing, industrials and higher expenses with payroll and third-partyfacilities maintenance services. General and administrative expenses as a percentage of net sales revenue increased to 2.7% during 2015 from 2.6% during 2014.

Research and Development Expenses

Research and development expenses increased by 32.4%,R$46.0 million, or R$41.5 million,18.3%, to R$169.6296.6 million in 20152021, from R$128.1250.6 million in 2014,2020, primarily as a result of higher expenses with contracts denominated in U.S. dollars. Researchrelated to third parties to conduct market studies for new information and development expenses as a percentagetechnology strategic projects of net sales revenue increased to 0.4% during 2015 from 0.3% during 2014.

the Company.

Results from Equity InvestmentsEquity-Accounted Investees

Results from equity investments declinedincreased by 43.5%R$24.0 million, or 123.9%, orto a profit of R$1.74.6 million to an R$2.2 million gain in 20152021, from a loss of R$3.919.4 million gain in 2014, primarily as a result2020, due to higher net income of losses on exchange variation on financial results in our jointly controlled investmentsaffiliate Refinaria de Petróleo Riograndense (RPR) and associated companies.Borealis Brasil S.A.

Other Operating Income (Expenses), Net

Other operating expense, net wasincome increased by R$731.2783.8 million, during 2015, consisting of: (1) depreciation expenses and maintenance costsor 104.5%, to R$1,534.5 million in 2021, from R$750.7 million in 2020, primarily due to the increase of R$152.5 million related to idle industrial plants, including the São Paulo site during the period the unit was shut down; (2) provision of R$174.5 million related to investment losses and expenses with projects; (3) allowances for labor and tax claims of R$105.6 million; (4) expenses of R$65.8 million related to environmental provisions; and (5) R$85.6 million related to other operating expenses.

Other operating income, net was R$42.8 million during 2014, primarily consisting of (1) revenues from the divestment of the water treatment unit in the Southern Complex of R$277.3 million, and (2) revenues from the recognition of PIS and COFINS tax credits of subsidiaries to settle installment payment under Federal Law 11,941/09in the amount of R$98.3 million. This revenue was partially offset by (1) allowances for judicial and labor claims720.5 million, from R$310.6 million in 2020 to R$1,031.1 million in 2021.

Other Expenses

Other expenses, which are comprised mainly of R$132.6 million; (2) depreciation expenses and maintenance costs of R$119.8 million related to idle industrial plants, (3) payments for services to third parties without corresponding evidence of the services being rendered of R$72.3 million, (4) expenses of R$44.3 millionprovisions related to the Ascent Project, (5)geological event in Alagoas and provisions related to the remediation of possible environmental impacts, decreased by R$5,269.3 million, or - 66.4%, to R$2,669.3 million in 2021, from R$7,938.6 million in 2020, primarily due to the decrease in the expenses related to provisions for environmental damagesthe geological event of R$30.75,562.0 million, and (6) extemporaneous taxes offrom R$30.6 million.6,901.8 million in 2020 to R$1,339.8 million in 2021.

123

Operating Profit (Loss) before Net Financial Expenses and Taxes

As a result of the foregoing:

·operating profit before financial income (expenses) of our Brazil segment increased by R$ 16,624.5 million, to R$16,366.6 million in 2021, from an operating loss of R$257.9 million in 2020. Operating margin, defined as a percentage of operating profit (loss) before net financial expenses and taxes divided by net sales revenue, of our Brazil segment increased to 23.6% in 2021, compared to a negative operating margin of 0.6% in 2020, mainly due to higher spreads in the international market as a consequence of increased demand and logistics constraints limiting product flows globally;
·operating profit before financial income of our USA and Europe segment increased by R$ 6,636.7 million, or 443.2%, to R$8,134.0 million in 2021, compared to R$1,497.3 million in 2020. Operating margin, defined as a percentage of operating profit (loss) before net financial expenses and taxes divided by net sales revenue, of our USA and Europe segment increased to 25.1% in 2021, compared to an operating margin of 12.7% in 2020 due to the production and sales of the new PP plant in the United States, to higher spreads in the international market as a consequence of higher demand and logistics constraints limiting product flows globally; and
·operating profit before financial income (expenses) of our Mexico segment increased by R$2,480.8 million, or 1,989.4% to R$2,605.5 million in 2021, from R$124.7 million in 2020. Operating margin, defined as a percentage of operating profit (loss) before net financial expenses and taxes divided by net sales revenue, of our Mexico segment was 40.0% in 2021, compared to an operating margin of 3.1% in 2020, mainly due to higher spreads in the international market as a consequence of higher demand and logistics constraints limiting product flows globally, which was partially offset by lower sales volume mainly as a consequence of lower ethane supply.

As a result of the above, operating profit before financial income (expenses) on a consolidated basis increased by 98.6%,R$26,115.4 million, to R$6,889.7 million in 2015 from R$3,469.8 million in 2014, and as a percentage of net sales revenue, operating profit increased to 14.7% during 2015 from 7.7% during 2014;

operating profit of the Basic Petrochemicals Unit increased by 85.6%R$26,043.5 million in 2021, from a loss of R$71.9 million in 2020, mainly due to R$3,379.6 million during 2015 from R$1,821.1 million during 2014, and the operating margin of the Basic Petrochemicals Unit increased to 13.9% during 2015 from 7.1% during 2014;

higher operating profit of the Polyolefins Unit increased by 68.3% to R$3,169.7 million during 2015before financial income (expenses) from R$1,883.7 million during 2014, and the operating margin of the Polyolefins Unit increased to 15.9% during 2015 from 10.2% during 2014;
all segments.

operating profit of the USA and Europe Unit increased to R$872.0 million during 2015 from R$75.6 million during 2014, and the operating margin of the USA and Europe Unit increased to 10.6% during 2015 from 1.0% during 2014;

operating profit of the Vinyls Unit increased to R$112.4 million during 2015 from R$10.0 million during 2014, while the operating margin of the Vinyls Unit increased to 4.0% during 2015 from 0.4% during 2014; and

operating loss of the Mexico Unit increased to R$99.3 million during 2015 from R$43.9 million during 2014, and the negative operating margin of the Mexico Unit increased to 21.0% during 2015 from 16.1% during 2014.

Financial Results

Financial expenses, net increased by 3.1%, or R$74.9 million, to R$2,475.6 million in 2015 from R$2,400.6 million in 2014, primarily as a result of a 16.5% increase in financial expenses, the effects of which were partially offset by a 46.3% increase in financial income

Financial Income

Financial income increased by 46.3%, or R$185.0 million, to R$584.9 million during 2015 from R$399.9 million during 2014, primarily as a result of our recording a R$1,102.7 million gain on exchange variation on monetary assets during 2015 compared to a R$46.6 million loss during 2014 as a result of a 41.8% depreciation of thereal against the U.S. dollar during 2015, compared to a 9.1% depreciation of therealagainst the U.S. dollar during 2014.

Financial Expenses

Financial expenses increased by 16.5%,R$993.8 million, or R$447.0 million,20.2%, to R$3,163.45,907.2 million during 2015in 2021, from R$2,716.44,913.4 million during 2014,in 2020, primarily due to (i) the amortization of transactions costs associated with prepayments made in the year; (ii) the higher expenses with derivatives; and (iii) the accounting recognition of financial expense related to withholding tax on the loan receivable from Braskem Idesa.

Financial Income

Financial income increased by R$1,227.2 million, or 204.5%, to R$1,827.4 million in 2021, from R$600.2 million in 2020, primarily due to (i) higher returns on financial investments in Brazilian real currency given the higher interest rates in the period; (ii) higher recognition of interest on tax assets related to overpayments of PIS and COFINS tax liabilities in prior periods.

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Exchange Variations, Net

Exchange rate variations, net decreased by R$1,295.9 million, or 24.5%, to an expense of R$4,002.8 million in 2021, from an expense of R$5,298.7 million in 2020, primarily as a result of: (i) the effects of (1) our recording a R$999.8 million loss on foreign exchange variation on liabilities during 2015 compared to a R$37.5 million loss during 2014 as a result of a 41.8%the depreciation of the Brazilian realagainst the U.S. dollar aton the end of 2015 compared to a 9.1% appreciationnet exposure in the endamount of periodUS$2,885.3 million; (ii) the effects of the depreciation of the Mexican peso against the U.S. dollar exchange rate against thereal during 2014, and (2) a 31.5 % increase in interest expense to R$1,716.8 million during 2015 from R$1,305.1 million during 2014, mainly due to the impact from exchange variation on the outstanding balance of U.S. dollar-denominated debt.the loan of Braskem Idesa in the amount of US$2,404.7 million as of December 31, 2021; and (iii) the effects of the realization of hedge accounting in the amount of R$1,903.0 million at Braskem and R$507.2 million at Braskem Idesa.

Current and deferred

Income Tax and Social Contribution

During the Investigation, the specialized law firms identified payments for services to third parties without corresponding evidence of the services being rendered, or the Improper Commission Payments. As a result, we recognized errors in our calculation of taxes payable in prior periods, or the Tax Adjustments, determined that these errors were material, and that we would be required to restate our financial statements included in Amendment No. 1 of the Form20-F for the fiscal year ended December 31, 2015, as described in more detail in note 2.4 to our audited consolidated financial statements included in this annual report.

Our incomeIncome tax and social contribution represented an expense increased byof R$1,169.4 million, or 238.2%, to R$1,660.43,999.4 million in 2015 from2021, compared to a benefit of R$491.02,668.5 million in 2014.

2020. The effectivemain effects that contributed to a higher income tax rate applicablefor the period are related to our profit beforehigher net revenue due to: (i) an increase in the prices of resins and main chemicals and an increase in sales volume of the main chemicals in the Brazil segment; (ii) an increase in the prices and sales volume for PP in the United States and Europe segment; and (iii) an increase in the PE price in the Mexico segment. Additionally, revenue was also positively impacted by the depreciation of the Brazilian real against theU.S. dollar in the period. During 2021, the increase in income tax and social contribution was 37.5% during 2015, primarily as a result of permanent adjustments caused by differences of income tax rates of investments in countries that have a lower tax rate than Brazil, which increased the effective tax rate by approximately 3.1%. The effective tax rate applicable to our profit before income tax and social contribution was 45.8% during 2014, primarily as a result of (1) permanent adjustments caused by differences of income tax rates of investments in countries that have a lower tax rate than Brazil, which increased the effective tax rate by approximately 9.5%, and (2) permanent adjustments caused by payments for third-party services, without proving the actual consideration which increased the effective tax rate by approximately 8.3%, the effects of which were partially offset by permanent adjustments caused by a discountthe: (i) exclusion of Selic interest income (basic interest rate of the Brazilian economy) on ourtaxes recovered in court; and (ii) exemption of IR/CSL on ICMS tax installment payment, established by Law 13,043/2014, which reducedincentives and benefits.

Profit (Loss) For the applicable effective tax rate by 3.8%, and equity in results of investees, which reduced the applicable effective tax rate by 2.2%.

ProfitYear

As a result of the foregoing, ourabove, we recorded a profit increased 377.4% toof R$2,760.213,961.6 million, or 5.9%13.2% of net sales revenue, during 2015, fromin 2021, compared to a loss of R$578.27,015.3 million, or 1.3%(12.0%) of net sales revenue, during 2014.in 2020.

Liquidity and Capital Resources

Our principal cash requirements for 2016 consisted2021 consist of the following:

servicing our indebtedness;

working capital requirements;

capital expenditures related to investments in operations, construction of new plant facilities, and maintenance and expansion of plant facilities; and

dividends on our shares, including in the form of interest attributable to shareholders’ equity.
·servicing our indebtedness;
·working capital requirements;
·capital expenditures related to investments in operations, maintenance and construction of new plant facilities;
·expenditures made in connection with the adoption of measures relating to the geological event in Alagoas; and
·payments under the Global Settlement.

Our principal sources of liquidity have traditionally consisted of the following:

·cash flows from operating activities;
·short-term and long-term borrowings; and
·sales of debt securities in domestic and international capital markets;
·sales of trade notes to funds and financial institutions that acquire receivables.
cash flows from operating activities;
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short-term and long-term borrowings; and
Table of Contents

sales of debt securities in domestic and international capital markets.

During 2016, cash flow generated by operations was used primarily for investing activities, for working capital requirements, to service our outstanding debt obligations and to dividends payments to shareholders. In 2016, our board of directors approved the distribution of R$2 billion in dividends, which corresponds to 63% of net income for the previous fiscal year. The payments were made in April and October.

As of December 31, 2016,2021, our consolidated cash and cash equivalents and financial investments amounted to R$7,332.28,680.7 million (US$2,249.8 million), including the cash and cash equivalents of quantiQ and IQAG but excluding the aggregate amount ofincluded R$201.61,773.3 million (US$61.9million) of Braskem Idesa’s cash and cash equivalents.

As of December 31, 2016, we had negative net working capital (defined as (1) current assets plusnon-current assets held for sale, minus (2) current liabilities plusnon-current liabilities held for sale) of R$6,782.1 million (US$ 2,081.0 million), including the total assets and total liabilities ofby Braskem Idesa, S.A.P.I.which was available for its exclusive use.

Projected Sources and Uses of Cash

We anticipateConsidering our short-term financial contractual obligations and commitments as of December 31, 2021 and budgeted capital expenditures for 2022, we expected that we will be required to spend approximately R$24.4 billion to meet our short-term contractual obligations and commitments and budgeted capital expenditures20,732.2 million during 2017. We expect that we will meet these cash requirements2022 mainly for (1) our operations through sales of our products,, and (2) our debt service through new financing activities, including new debt financings and the refinancing of our existing short-term indebtedness as it becomes due.

due, and (3) interest payment in the total amount of R$1,092.0 million (excluding Braskem Idesa) and R$536.8 million of Braskem Idesa. We have commitments from several financial institutions to provide us with financing in the future, including commitments from the Brazilian National Bank for Economic and Social Development (Banco Nacional do Desenvolvimento), or BNDES, to lend us funds under our revolvingstand-by credit facilities (Contrato de Abertura de Limite de Crédito), or CALC facilities, described under “—Indebtedness and Financing Strategy—Credit Facilities with BNDES.” As of December 31, 2016, the full aggregate principal amount had been disbursed under these facilities.

If needed to be used, such commitments are subject to conditions precedent. We payprecedent and the payment of commitment fees to these financial institutions in connection with their commitments, other than our BNDES revolvingstand-by credit facilities.fees.

In addition,December 2021, we entered into an international stand-by credit facility with a project financesyndicate of 11 global banks, in the amount of R$5,580.5 million (US$1,000.0 million) due in December 2026, to replace the revolving credit facility that we entered into in May 2018 with several international financial institutions for a principal amount of R$5,580.5 million (US$1,000.0 million). This line of credit may be used without restrictions to fundimprove our credit quality or in the development our Mexico Complex. For more information regardingevent of a deterioration in the macroeconomic scenario. In April 2020 we drew down the amount of R$5,580.5 million (US$1,000.0 million) under this facility, see “—Capital Expenditures—Joint Venture Project—Mexico Complex.”credit line and repaid it fully in July 2020.

Cash Flows

The following table sets forth certain consolidated cash flow information for the periods indicated:

 

As of December 31,

 

2021

2020

2019

 (in millions of reais)
Net cash provided by operating activities 14,786.56,293.02,265.3
Net cash investing activities (3,380.7)(2,721.8)(2,666.4)
Net cash (used in) financing activities (16,965.5)2,173.21,636.8
Effect of exchange rate changes on cash and cash equivalents

377.5

1,314.6

20.6

Increase (decrease) in cash and cash equivalents

(5,182.2)

7,059.0

1,256.3

Cash Flows Providedgenerated by Operating Activities

Net cash provided by operating activities was R$4,746.314,786.5 million during 2016,2021, R$7,877.86,293.0 million during 20152020 and R$3,813.12,265.3 million during 2014.

2019. Net cash provided by operating activities decreasedincreased by R$3,131.5 8,493.5 million during 20162021, as compared to 2015 as a result of:

a R$4,530.3 million decline in profit before income tax and social contribution and for2020, which was the result with discontinued operations;

a R$4,254.6 million decline in trade payables during 2016 compared to a R$1,518.3 million decline during 2015, primarily as a result of an increase in supplier payments in respect of goods and services and raw materials purchased at lower prices; and
the:

·increase of the Operating Results in the period due to higher spreads in the international market of resins and main chemicals in Brazil, PP in the United States and Europe, and PE in Mexico, and higher sales volume of main chemicals and PP in the United States and Europe.
·offset of R$2,235.2 million of the PIS/COFINS balance (excluded from the ICMS calculation base).

a R$649.5 million decline inheld-for-trading financial investments during 2016 compared to a R$144.9 million increase during 2015, primarily as a result of financial investments provided as guarantee to cover Braskem’s obligation related toDuring 2021, the establishment of a reserve account in connection with the Braskem Idesa Financing.

The effects of these factors were partially offset by:

·the negative variation in working capital, mainly due to the higher cost and volume of finished products in inventories;
·the payments related to the geological event of Alagoas;
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·a R$1,007.9 million increasethe interest payments of debt securities in trade accounts receivable during 2016 compared to a R$342.6 million decline during 2015, primarily as a result of the appreciation of therealin 2016 compared to 2015, which directly impacted our receivables from exports;year;

a R$558.2 million increase in sundry provisions during 2016 compared to a R$153.7 million increase during 2015, primarily as a result of review of legal proceedings and a significant increase in provisions for environmental damage and other lawsuits; and

an R$862.4 million increase in inventories during 2016 compared to a R$501.7 million increase in inventories during 2015, primarily as a result of the increase in sales volume.
·the payment of IR/CSLL due to the recurring Operating Result; and
·the consumption of our operating and strategic capital expenditures.
·payments under the Global Settlement in the aggregate amount of R$ 302.6 million to the Brazilian federal government, on February 1, 2021 and CHF16.0 million (R$86.4 million) to the OAG, on June 28, 2021;

Net cash provided by operating activities increased by R$4,064.84,027.7 million during 20152020, as compared to 2014 as a result of:

a R$3,365.8 million increase in profit before income tax and social contribution and for2019, which was the result with discontinued operations;

a R$1,616.4 million increase in interest and monetary and exchange variations, primarily as a result ofnon-cash effects of classifications among segments; and
the:

·lower cost of raw material, mainly naphtha, which is the main feedstock of our Brazil Segment, and higher sales volume in the United States, Europe and Mexico Segments;
·positive impact relating to the transfer of the amount of R$3,746.1 million from judicial deposit account in connection with the public interest civil lawsuit filed by the Alagoas State Prosecutors’ Office and the Alagoas State Public Defender’s Office to our bank accounts;
·monetization of R$1,786.4 million of the PIS/COFINS balance (excluded from the ICMS calculation base); and
·lower tax payments during 2020, the total amount paid was R$257.2 million.

a R$220.0 million increase in taxes payable during 2015 compared to a R$476.6 million decline in taxes payable during 2014, primarily as a result ofDuring 2020, the restatement of improperly classified expenses from selling and distribution expense to other expense and to correct errors in the determination of taxes from prior periods

The effects of these factors were partially offset by:by the:

a R$1,518.3 million decline in trade payables during 2015 compared to a R$420.8 million decline during 2014, primarily as a result an increase in supplier payments in respect of goods and services and raw materials purchased at lower prices; and

a R$342.6 million decline in trade accounts receivable in 2015 compared to a R$409.4 million increase in trade accounts receivable in 2014, primarily as a result of purchasing raw materials at lower prices and exchange variations
·purchase of larger volumes of naphtha with shorter payment terms;
·the payment under Global Settlement of (i) R$257.3 million to the Brazilian federal government, on January 30, 2020; and (ii) R$92.6 million (CHF16.1 million) to the OAG, on June 30, 2020;
·negative impact of R$1,860.8 million relating to the increase in financial investments during 2020, primarily as a result of the amount increased in restricted funds that is used in the program for relocation of residents in Alagoas.
·negative impact of R$2,187.8 million relating to the increase in trade accounts receivable during 2020, primarily as a result of the: (i) higher sales volume; (ii) increase in account receivable days; and (iii) depreciation of reais against the U.S. dollar; and
·negative impact of R$252.5 million relating to the increase in inventories during 2020, primarily as a result of higher prices of resins in the international market.

Cash Flows Used in Investing Activities

InvestingNet cash used in investing activities used net cash ofwas R$2,840.93,380.7 million during 2016,2021, R$4,120.32,721.8 million during 20152020 and R$5,061.22,666.4 million during 2014.

During 2016,2019.During 2021, investing activities for which we used cash on a consolidated basis primarily consisted ofof: (1) investmentsacquisitions to property, plant and equipment of R$1,195.03,055.8 million, for the construction of our Mexico Complex; (2) investments of R$1,439.0 million,in Brazil Segment, which were allocated primarily to industrial operations, (R$107 million of which were invested in the USA and Europe Unit), including the investments related to operating efficiency, health, environmental and safety, or HES, productivity and modernization;modernization, (2) acquisitions to property, plant and (3) investmentsequipment of R$341472.1 million (of which R$244 million were invested in the USA and Europe Unit, equivalentSegment, allocated both to US$72 million) allocated toindustrial operations and strategic projects, such as: (i)as the productionnew polypropylene plant, and (3) acquisitions to property, plant and equipment of UTEC resinsR$175.9 million in La Porte, Texas; (ii) diversification of the feedstock profile of the cracker in Bahia; and (iii) productivity gains at our polypropylene plants in the United States and Germany.Mexico.

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During 2015,2020, investing activities for which we used cash on a consolidated basis primarily consisted ofof: (1) investmentsacquisitions to property, plant and equipment of R$2,772.0 for1,635.7 million, in Brazil Segment, which were allocated primarily to industrial operations, including the constructioninvestments related to operating efficiency, health, environmental and safety, or HES, productivity and modernization, (2) acquisitions to property, plant and equipment of our Mexico Complex; and (2) investments of R$1,272.0 allocated to maintenance of our plants during scheduled shutdowns and to develop certain industrial projects (R$2141,163.0 million of which we invested in the USA and Europe Unit), including investments relatedSegment, allocated both to operating activity, HSE, productivityindustrial operations and modernization.strategic projects, such as the new polypropylene plant, and (3) acquisitions to property, plant and equipment of R$103.3 million in Mexico.

During 2014,2019, investing activities for which we used cash on a consolidated basis primarily consisted ofof: (1) investmentsacquisitions to property, plant and equipment of R$6211,749.3 million, forin Brazil Segment, which were allocated primarily to industrial operations, including the construction of our Mexico Complex; (2) investments of R$1,905.0 millionrelated to perform maintenance on our plants during scheduled shutdowns, investments in information technology modernizationoperating efficiency, health, environmental and increased reliability of our systems and investments insafety, or HES, productivity and safety improvements.modernization, (2) acquisitions to property, plant and equipment of R$1,026.9 million in the USA and Europe Segment, allocated both to industrial operations and strategic projects, such as the new polypropylene plant, and (3) acquisitions to property, plant and equipment of R$104.5 million in Mexico.

Cash Flows Used in Financing Activities

FinancingNet cash used in financing activities used net cash ofwas R$2,757.3 million and R$97.516,965.5 million during 2016 and 2015, respectively,2021, as compared to a net cash provided in financing activities of R$894.42,173.2 million during 2014.2020 and a net cash provided in financing activities of R$1,636.8 million during 2019.

During 2016:

we received disbursements under a financing agreement with BNDES and certain governmental entities, in the amounts of R$21 million, R$84.0 million and R$56 million in the first, second and fourth quarter of 2016, respectively;

we entered into a certain exportpre-payment agreement, or EPP, with international financial institutions under which we borrowed an aggregate principal amount of R$594.5 million in May, June and December, 2016;

2021:

·we issued of subordinated resettable fixed rate notes due February 2032 for an aggregate principal amount of R$6.7 billion (US$1,2 billion) in the fourth quarter of 2021 related to Braskem Idesa's Project Finance;
·in October 2021, Braskem Idesa entered into a term loan agreement in the aggregate amount of R$837.1 (US$150 million). As of December 31, 2021, the aggregate amount outstanding of such loan agreement plus interest was R$848.3 million (US$152.0 million).

During 2021, we used cash to pay:

·R$892.1 million, related to export prepayment facility with local and international financial institutions;
·R$508.0 million related to promissory note with international financial institutions;
·R$652.9 million related to the aggregate principal amount under a financing agreement with international governmental entities;
·R$6.9 billion related to the a full redemption of the outstanding notes maturing in 2022 and of our perpetual bonds, and the partial redemption of outstanding notes maturing in 2023, 2024, 2028 and 2041;
·R$8.0 billion, related the fully repayment of Braskem Idesa’s project finance facility and the partial amortization of the Braskem Idesa project finance facility;
·R$841.7 million, related to aggregate expenses related to lease agreements;
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·R$6.0 billion related to dividends payment for the fiscal year ended December 31, 2021 to holders of our common shares, class A preferred shares and class B preferred shares;

During 2020:

·we issued subordinated resettable fixed rate notes maturing in January 2081 for an aggregate principal amount of R$3,098.8 million (US$600.0 million) in the third quarter of 2020;
·we drew down in the amount of R$5,240.4 million under our revolving credit facility and R$1,603.1 million under others credit facility agreements;
·we entered into certain agreements for advance on exchange contracts (adiantamentos sobre contratos de câmbio), or ACCs, with International Commercial Banks under which we borrowed an aggregate principal amount of R$2,427.2 million;
·we entered into export prepayment agreements in the aggregate amount of R$311.1 million;
·we received under a financing agreement with certain governmental entities in the aggregate amount of R$209.5 million;

During 2020, we used cash to pay:

·R$138.3 million, representing aggregate interest expenses of our lease agreements;
·R$2,494.1 million, representing ACCs with commercial banks;
·R$960.5 related to the partial amortization of the Braskem Idesa project finance facility;
·R$348.9 million, representing corporate loans (advance exports contracts, credit facilities, promissory notes and others), with local and international institutions;
·R$415.9 million, representing export prepayments with local and international institutions;
·R$70.3 million, representing aggregate principal under a financing agreement with BNDES and certain governmental entities; and
·R$5,203.4 million, representing payments related to a revolving credit line.

During 2019:

·we entered into a certain advance on export contracts (adiantamentos sobre contratos de exportação), or ACC,contract with localinternational financial institutions under which we borrowed an aggregate principal amount of R$358.5550.0 million from the Italian export credit agency SACE;
·we drew funds under a revolving credit line in 2016;the amount of R$7,851.2 million;
·we entered into certain agreements for advance on exchange contracts (adiantamentos sobre contratos de câmbio), or ACCs, with local financial institutions in Brazil under which we borrowed an aggregate principal amount of R$1,172.7 million;
·we entered into export prepayment agreements in the aggregate amount of R$601.8 million;
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·we received disbursements under a financing agreement with certain governmental entities in the aggregate amount of R$266.4 million;
·we issued notes maturing in 2030 and 2050 for an aggregate principal amount of R$9,966.0 million (US$2,250.0 million) in the fourth quarter of 2019;
·our subsidiary Braskem Idesa issued notes maturing in 2029 for an aggregate principal amount of R$3,497.6 million (US$900.0 million) in the fourth quarter of 2019; and
·we received R$277.4 million from a leaseback operation for machinery and equipment at some of our plants, with a term of seven years.

Braskem Idesa borrowed through the Braskem Idesa Working Capital Facility an aggregate amount of US$92 million from local financial institutions September 2016.

During 2016,2019, we used cash:

cash to pay R$1,924 million, representing aggregate financial expenses;

pay:

to pay R$250.0 million, representing all principal outstanding under a certain credit facility agreements with a certain local financial institutions;

to pay R$1,043.1 million, representing aggregate principal and interest outstanding under a financing agreement with BNDES; and

to make other scheduled payments and prepayments under various of our outstanding debt instruments.
·R$128.4 million, representing aggregate interest expenses of our lease agreements;
·R$1,204.6 million, representing ACCs with local financial institutions in Brazil;
·R$141.5 million, representing corporate loans (advance exports contracts, credit facilities, promissory notes and others), with local and international institutions;
·R$7,405.4 million, representing a full redemption of notes maturing in 2020 and 2021 and a partial redemption of our perpetual bonds;
·R$599.9 million, representing export prepayments with local and international institutions;
·R$4,414.5 million, related to the partial amortization of the Braskem Idesa project finance facility;
·R$188.2 million, representing aggregate principal under a financing agreement with BNDES and certain governmental entities; and
·R$7,829.0 million, representing payments related to a revolving credit line.

In addition, in 2019 we used cash to pay dividends in the aggregate amount of R$1,998.0 million.

During 2015:

we entered into a revolving credit facility agreement with several international financial institutions under which we borrowed an aggregate principal amount of US$250.0 million in June and July 2015;

we received disbursements under a financing agreement with BNDES, in the amounts of R$72.6 million, R$48.0 million and R$292.4 million in the second, third and fourth quarter of 2015, respectively;

we entered into an advance on export contracts (adiantamentos sobre contratos de exportação), or ACC, with a local financial institution under which we borrowed an aggregate principal amount of US$50.0 million in October 2015; and

Braskem Idesa borrowed US$290.5 million and US$23.6 million from international financial institutions in connection with the financing agreements relating to our Mexico Complex in April 2015 and September 2015, respectively.

During 2015, we used cash:

to repurchase US$54.1 million, representing all principal amounts and interest outstanding under our 9.38% Notes due 2015

to prepay R$100.0 million, representing all principal amounts and interest outstanding under a credit facility agreement entered into in April 2015 with a local financial institution;

to pay R$1,009.4 million, representing aggregate principal amounts and interest outstanding under a financing agreement with BNDES; and

to make other scheduled payments and prepayments under various of our outstanding debt instruments.

In addition, we used cash to pay dividends in the aggregate amount of R$482.1 million.

During 2014:

Braskem Finance Limited issued US$750.0 million aggregate principal amount of 6.450% Notes due 2024 in February 2014 and May 2014;

Braskem Idesa borrowed US$465.0 million from international financial institutions in connection with the financing agreements relating to our Mexico Complex in April 2014;

we entered into a credit facility agreement with an international financial institution under which we borrowed an aggregate principal amount of US$75.0 million in January 2014;

we entered into a credit facility agreement with an international financial institution under which we borrowed an aggregate principal amount of US$62.5 million in August 2014;

we entered into a credit facility agreement with a local financial institution under which we borrowed an aggregate principal amount of R$100.0 million in September 2014; and

we entered into a credit facility agreement with a local financial institution under which we borrowed an aggregate principal amount of R$100.0 million in November 2014.

During 2014, we used cash:

to prepay US$50.3 million, representing all principal amounts and interest outstanding under a loan agreement that Braskem Netherlands, B.V., or Braskem Netherlands, entered into with an international financial institution in December 2011;

to prepay US$50.3 million, representing all principal amounts and interest outstanding under a loan agreement that Braskem Netherlands entered into with an international financial institution in September 2011;

to prepay US$50.1 million, representing all principal amounts and interest outstanding under a loan agreement that Braskem Netherlands entered into with an international financial institution in December 2011;

to prepay R$299.8 million, representing all principal amounts and interest outstanding under a loan agreement that Braskem S.A. entered into with an international financial institution in October 2013;

to prepay US$50.0 million, representing all principal amounts and interest outstanding under three foreign exchange contracts (adiantamento sobre contrato de câmbio) that we entered into with a Brazilian financial institution in December 2013;

to prepay US$50.7 million, representing all principal amounts and interest outstanding under an export prepayment agreement that we entered into with a Brazilian financial institution in December 2010;

to repurchase US$58.1 million aggregate principal amount of our 8.00% Notes due 2017, US$266.1 million aggregate principal amount of our 7.25% Notes due 2018 and US$349.8 million aggregate principal amount of our 7.00% Notes due 2020 pursuant to tender offers we completed in February 2014 and May 2014; and

to make other scheduled payments and prepayments under various of our outstanding debt instruments.

In addition, we used cash to pay dividends in the aggregate amount of R$482.1667.4 million.

Unless our board of directors deems it inconsistent with our financial position and the decision of our board of directors is ratified by our shareholders, payment of dividends is mandatory under Brazilian CorporationCorporate Law and ourby-laws and also is required under agreements with two of our shareholders and, consequently, may give rise to significant cash requirements in future periods.

Share Repurchase Program

On August 13, 2012, our board of directors authorized a share repurchase program under which we were authorized to repurchase up to 13,376,161 class A preferred shares at market prices over the BM&FBOVESPA at any time and from time to time prior to August 28, 2013. Shares that were repurchased will be held in treasury and may be resold or cancelled. As of December 31, 2012, we had repurchased 262,300 class A preferred shares for an aggregate of R$3.5 million.

We did not repurchase any shares in 2013 or 2014.

On February 11, 2015, our board of directors authorized a share repurchase program under which we are authorized to repurchase up to 3,500,000 class A preferred shares at market prices over the BM&FBOVESPA. The program started in February 19, 2015, and was effective until February 18, 2016. We repurchased 80,000 class A preferred shares for an aggregate of R$0.9 million in 2015.

Contractual Commitments

The following table summarizes significant contractual obligations and commitments as of December 31, 20162021 that have an impact on our liquidity:liquidity.

   Payments Due by Period 
   Less than
one Year
  One to
Three
Years
  Three to
Five
Years
  More than
Five
Years
  Total 
   (in millions of reais) 

Loans and financings (1)

   2,736.5   6,858.3   7,871.2   18,477.2   35,943.2 

Mexico Complex – Project finance debt (2)

   985.0   1,622.5   2,248.5   8,707.0   13,563.0 

Derivatives (3)

   29.0   861.3   [—  [—  890.3 

Defined benefit actuarial obligation (4)

   [—  [—  [—  162.1   162.1 

BNDESPAR (5)

   176.8   [—  [—  [—  176.8 

Purchase obligations for raw materials (6)

   17,715.8   63,713.1   76,303.9   3,119.6   160,852.4 

Purchase obligations for electric power and gas (6)

   1,374.0   1,612.0   820.0   526.0   4,332.0 

Leniency agreement (7)

   1,354.5   325.3   1,058.6   685.4   3,423.8 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total contractual obligations

   24,371.6   74,992.5   88,302.2   31,677.3   219,423.8 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

(1)Consists of estimated future payments of amortization amounts plus interest on our loans and financings, calculated based on interest rates and foreign exchange rates applicable as of December 31, 2016 and assuming (i) that all amortization payments and payments at maturity on our loans and financings will be made on their scheduled payment dates, and (ii) that our perpetual bonds are redeemed after 100 years.
(2)Consists of limited recourse project finance debt, which is repaid solely from the cash generated by the project itself and shareholders provide limited guarantees. For further information, see note 16 of our consolidated financial statements elsewhere in this annual report.
(3)Consists substantially of foreign exchange swaps that we entered into to offset the variation in the rates of export credit notes contracts. For further information, see note 17.3 of our consolidated financial statements elsewhere in this annual report.
(4)Consists of the actuarial liabilities related to defined benefit plans Novamont, Braskem Europe and health care plan in Brazil. For further information, see note 24.2.1 to our consolidated financial statements elsewhere in this annual report.
(5)Consists of amounts payable to BNDES Participações S.A. as part of the business combination with Braskem Qpar. For further information, see note 25 of our consolidated financial statements elsewhere in this annual report.
(6)Consists of purchase commitments for raw materials and electric power and gas pursuant to binding agreements of the company that specify all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. Based upon the applicable purchase prices as of December 31, 2016.
(7)Consists of the Global Settlement with authorities. For further information, see note 23.3 of our consolidated financial statements elsewhere in this annual report.

We are also subjecthave adopted a calculation methodology to potential liabilities with respectdetermine minimum cash needs for a 30-day timeframe (the “monthly vision”) and minimum cash needs for a 12-month timeframe (the “yearly vision”) for the purpose, respectively, of: (i) ensuring the liquidity needed to tax, labor, distributorsmeet obligations coming due in the following month; and other claims, for which the chances of loss are considered probable, and for which(ii) ensuring that we maintain provisionsliquidity during potential crises. Minimum cash needed for our “yearly vision” is calculated mainly based on the projected operating cash generation, less short-term debts and working capital needs. Minimum cash needed for our “monthly vision” considers the projected operating cash disbursements, debt service and contributions to projects, as well as the planned disbursement for derivatives maturing in the following month, among other items. For our financial policy, we adopt the greater of these two references to determine the amount of minimum cash needed.

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In line with our commitment to maintaining our financial liquidity, in December 2021 we renewed the revolving credit facility in the amount of R$985.25,580.5 million as(US$1,000.0 billion), which expires in 2026. This line of credit may be used without restrictions to improve our credit quality or in the event of deterioration in the macroeconomic scenario. As of December 31, 2016.2021, this new credit line had not been used.

The Company's liabilities, including the amounts due under the Leniency Agreement, are shown in the table below. These proceedings relate primarily to federal income taxesamounts are calculated based on cash flows not discounted and VAT. See note 23.1 to our audited consolidated financial statements.may not be reconciled with the amounts disclosed in the balance sheet.

    Non-Discounted Cash Flows
  Carrying Until Between one Between two More than  
  amount one year and two years and five years five years Total
             
Trade payables              12,164.7                12,094.5                      111.5                         -                            -                 12,206.0
Borrowings              34,897.3                  1,455.2                   5,872.4                1,519.6              62,653.6              71,500.8
Debentures                   196.9                       63.9                      150.3                     34.8                         -                      249.0
Braskem Idesa borrowings              12,311.5                     148.0                      276.0                   697.8              19,658.8              20,780.6
Derivatives                   585.2                     260.3                      232.7                   202.1                         -                      695.1
Loan to non-controlling shareholder of Braskem Idesa                3,646.5                           -                               -                            -                   4,894.8                4,894.8
Leniency agreement                1,123.3                     385.1                      886.8                   218.7                         -                   1,490.6
Lease                3,156.4                     777.4                      633.1                1,220.5                   746.1                3,377.1
As of December 31, 2021            68,081.8              15,184.4                 8,162.8               3,893.5            87,953.3          115,194.0

Indebtedness and Financing Strategy

As of December 31, 2016,2021, our total outstanding consolidated indebtedness netwas R$47,405.7 million (US$8,494.9 million), including R$12,311.5 million (US$2,206.2 million) in connection with the secured debt related to our Mexico Complex. As of transaction costs, wasDecember 31, 2021, we had R$23,331.13,646.5 million consisting(US$653.4 million), translated solely for the convenience at the selling rate reported by the Central Bank as of December 31, 2021 of R$2,594.5 million5.5805 to US$1.00, in outstanding indebtedness relating to a loan payable to the non-controlling shareholder of Braskem Idesa, maturing in December 2029 and accruing interest at 7% p.a., whose proceeds were used by Braskem Idesa to fund its construction project.

Our short-term indebtedness outstanding as of December 31, 2021 was R$1,489.3 million, including the current portion of long termlong-term indebtedness (11.1%(3.1% of our total indebtedness) and the amount of R$86.8 million in connection with the secured debt related to our Mexico Complex.

Our long-term indebtedness outstanding as of December 31, 2021 was R$45,916.4 million (96.9% of our total indebtedness), and R$20,736.6 million of long-term indebtedness (88.9% of our total indebtedness), in addition to an aggregateincluding the amount of R$10,437.812,224.8 million (US$3.202,7 million) outstanding as of December 31, 2016 in connection with the secured debt related to our Mexico Complex and in addition to an aggregate amount of R$ 852.6 million (US$ 261.6 million) outstanding as of December 31, 2016 in connection with derivatives. As of December 31, 2016, we had no outstanding indebtedness to related parties on a consolidated basis. Complex.

131

On a consolidated basis, ourreal-denominated indebtedness as of December 31, 2016, net of transaction costs and not including derivatives,2021, was R$5,154.8662.2 million (15.3%(1.4% of our total indebtedness), and our foreign currency-denominated indebtedness was R$28,614.146,743.5 million (84.7%(98.6% of our total indebtedness).

Our financing strategy has been to maintain an adequate liquidity and a debt maturity profile that is compatible with our anticipated cash flow generation and anticipated capital expenditures. This is the same strategy for the next several years and in addition, we do not expect our capital expenditures to adversely affect the quality of our debt leverage ratios or our disciplined approach to capital allocation.

The following table presents information relating to our debt maturity profile as of December 31, 2016:

 2022 2023 2024 2025 2026 2027 Thereafter Total
 (in millions of reais)
Indebtedness781.6 763.1 762.8 729.8 675.7 599.0 1,053.8 5,365.8
Capital Markets720.8 584.3 3,329.5 - - -   25,688.5 30,323.1
Debt related to our Mexico Complex (Braskem Idesa Financing)145.7 126.4 126.4 126.4 463.6  11,800.0 12,788.5
 1,648.1 1,473.8 4,218.7 856.2 1,139.3 599.0 38,542.9 48,477.8

 

R$ million

  2017   2018   2019   2020   2021   2022   Thereafter   Total 

Indebtedness

   2,492.2    1,979.7    3,340.1    1,174.5    441.0    138.6    76.0    9,642.0 

Capital Markets

   438.4    431.6    —      1,296.1    3,251.0    1.629.6    7,170.0    14,216.5 

Debt related to our Mexico Complex (Braskem Idesa Financing)

   660.1    725.4    751.3    877.2    998.3    832.2    5,381.3    10,225.9 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

   3,590.7    3,136.7    4,091.4    3,347.7    4,690.3    2,600.3    12.627,3    34,084.4 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Short-Term Indebtedness

Our consolidatedAs of December 31, 2021, the amount of our short-term debt,borrowings and debentures, including interest and the current portion of our long-term debt,borrowings and debentures, was R$2,594.51,489.3 million, as of December 31, 2016. Thiswhich R$86.8 million was short-term indebtedness does not include the debt related to our Mexico Complex and derivatives.

of Braskem Idesa. We maintainhave short-term finance lines denominated in reaisof credit with a number of international and Brazilian financial institutions in Brazil. Although we have no committed lines of credit with these financial institutions, we believe that we will continue to be able to obtain sufficient credit to finance our working capital needs based on our relationships with these financial institutions and current market conditions.institutions. As of December 31, 2016, the2021, there was no consolidated outstanding balance under our short-term finance lines inreais was R$1,465.9 million.credit lines.

We also obtain advances on certain export contracts from a variety of Brazilian financial institutions. These advances generally have a maturity of less than one year and relatively low interest rates. These advances on export contracts are generally secured by receivables to be generated from future export sales under those contracts. As of December 31, 2016, the consolidated outstanding advances on export contracts was R$777.8 million. See note 15 to our consolidated financial statements included in this annual report.

In 2016, Braskem Idesa, as borrower, and Braskem S.A., as guarantor, entered into a working capital facility agreement with international financial institutions for a principal amount of US$92.0 million, or the Braskem Idesa Working Capital Facility. This facility bore interest at a floating rate of LIBOR plus 4.9% per annum, payable quarterly and was paid in full in July 2017.

Long-Term Indebtedness

As of December 31, 2021, the outstanding amount of our long-term borrowings and debentures, net of transaction costs was R$45,916.4 million, of which R$12,224.8 million related to Braskem Idesa.

Our principal sources of long-term debt are:

·fixed-rate notes issued in the international market;
·export credit notes;
·credit facilities with the Brazilian National Bank for Economic and Social Development (BNDES);
·bank credit facilities;
·project financing; and
·export prepayment facilities.

As of December 31, 2021, (i) R$7,221.0 million of our long-term borrowings and debentures denominated in Brazilian reais was secured, and (ii) none of our long-term indebtedness denominated in foreign currencies was secured. We have secured such portion of our long-term indebtedness through the pledge of certain of our property and equipment and certain of our accounts receivable. The security arrangements for our secured indebtedness vary by transaction. For a summary of the terms of our material outstanding indebtedness as of December 31, 2021, see “Item 5. Operating and Financial Review and Prospects—Liquidity and Capital Resources—Indebtedness and Financing Strategy—Long-Term Indebtedness.”

fixed-rate notes issued
132

As of December 31, 2021, all of our indebtedness under the financing agreement for our Mexico complex was secured. In order to secure this debt, we have pledged our shares in Braskem Idesa, certain of our rights to repayment under subordinated loans that Braskem has made to Braskem Idesa, and all of the international market;

export credit notes;

credit facilitiesassets of Braskem Idesa. Braskem is in compliance with BNDES;
the covenants under the underlying instruments.

As of December 31, 2021, R$539.7 million of our long-term indebtedness was denominated in Brazilian reais, and R$33.147,5 million of our indebtedness was denominated in foreign currencies.

bank credit facilities;

project financing;

BNB/FINAME/FINEP/FUNDES; and

export prepayment facilities.

Some of thesethe underlying instruments also contain other covenants that could restrict, among other things, the ability of our company and most of our subsidiariessubsidiaries’ ability to incur liens or merge or consolidate with any other personentity or sell or otherwise dispose of all or substantially all of our or their assets. In addition, the instruments governing a substantial portion of our indebtedness contain cross-default or cross-acceleration clauses among Braskem S.A. and its subsidiaries’ indebtedness, such that the occurrence of an event of default under one of these instruments could trigger an event of default under other indebtedness or enable the creditors under other indebtedness to accelerate that indebtedness.

As of December 31, 2016, R$3,001.4 million of our real-denominated debt and R$201.1 million of our foreign currency-denominated debt2021, Braskem was secured. In order to secure this debt, we have pledged certain of our property and equipment and certain of our accounts receivable. The security arrangements for our secured debt vary depending onin compliance with the transaction.

As of December 31, 2016, all of our project finance debt related to our Mexico Complex was secured. In order to secure this debt, we have pledged our shares in Braskem Idesa, some of our rights to repaymentcovenants under subordinated loans that Braskem S.A. has made to Braskem Idesa and all of the assets of Braskem Idesa.underlying instruments.

Fixed-Rate NotesBonds

We have issued fixed-rate debt securitiesbonds in the international market.capital markets. All of these securities pay interest semi-annually in arrears, except for our perpetual bonds, on which interest is payable quarterly in arrears.

The table below sets forth our outstanding fixed-rate debt securities,bonds issued in the international capital markets, the outstanding principal amount of these securities and their maturity dates.dates:

Security

Outstanding Principal plus Interest Amount as of December 31, 2021

Final Maturity

 (in millions of US$)(in millions of reais)(8)
3.50% Notes due 2023(2)106.4594.0January 2023
6.45% Notes due 2024(1)612.43,417.7February 2024
4.50% Notes due 2028(2)1,199.86,695.3February 2028
4.500% Notes due 2030(2)1,528.18,527.7January 2030
7.125% Notes due 2041(3)590.83,296.9July 2041
5.875% Notes due 2050(2)768.44,287.8January 2050
Subordinated Resettable Fixed Rate Notes due 2081(2)627.83,503.6January 2081

Security

Outstanding
Principal plus
Interest (Amount as
of
December 31, 2016)
Final Maturity
(in millions of
U.S. dollars)
  

8.00% Notes due 2017

(1)
57.784January 2017Represents notes issued by Braskem Netherlands Finance B.V. and guaranteed by Braskem.

7.250% Notes due 2018(1)

(2)
133.094June 2018

7.00% Notes due 2020(1)

401.775May 2020

5.75% Notes due 2021(1)

1,009.449April 2021

5.375% Notes due 2022(1)

504.330May 2022

6.45% Notes due 2024(1)

769.887February 2024

7.125% Notes due 2041(2)

773.453July 2041

7.375% Perpetual Bonds(1)

712.333—  

(1)Represents notes issued by Braskem Finance Limited and guaranteed by Braskem.
(2)(3)Represents notes issued by Braskem America Finance and guaranteed by Braskem.

Export Credit Note Facilities

We have entered

(*)The U.S. dollar amounts have been translated into Brazilian real amounts at the December 31, 2021 selling rate of R$5.5805 per US$1.00, as reported by the Brazilian Central Bank. The Brazilian real equivalent information presented is provided solely for the convenience of the reader and should not be construed as implying that the amounts in Brazilian reais represent, or could have been or could be converted into, several credit export note facilities. The table below sets forth our significant outstanding credit export note facilities, the amount outstanding under these facilities, the interest rate applicable to these facilities, the amortization schedule of these facilities and their maturity dates.

Issue Date

  Outstanding
Principal and
Interest as of
December 31, 2016
   

Interest Rate

  

Amortization
Schedule

  

Final
Maturity

   (in millions of reais)          

2010

   146.5   105.0% CDI  Annual (2)  2021

2011

   1,015.5   105.0%-112.5% CDI  Annual (2) - Bullet  2019-2021

2012

   219.8   105.0% of CDI  Annual (2)  2021

2006-2008(3)

   1,173.2   7.30%-8.10%  Bullet Maturity  2018–2020

2016(4)

   302.6   5.81%  Bullet Maturity  2017

(1)Principal of this facility is due in annual payment on October of each year commencing in October 2018.
(2)Facilities amended in October 2013 to extend maturity from February 2014 to October 2021.
(3)Facility denominated in U.S. dollars.
(4)Braskem Idesa Working Capital Facility denominated in U.S. dollars guaranteed by Braskem S.A.at such rates or any other rate.

Credit Facilities with BNDESGovernmental Agencies Denominated in U.S. Dollars

Term Loan Facilities

We haveIn September 2017, we entered into a varietycredit facility secured by NEXI, a Japanese export credit agency, in an aggregate principal amount of US$135.0 million. This facility bears interest at a rate equivalent to LIBOR plus 1.61% per year, payable semi-annually to maturity in March 2027. The principal amount is amortized in 20 successive semi-annual installments beginning in September 2017. As of December 31, 2021, the outstanding principal amount plus interest under this facility was R$462.5 million (US$82.9 million).

133

In July 2018, Braskem America entered into a credit facilitiesfacility with BNDES.Euler Hermes, a German export credit agency, in the aggregate principal amount of US$206.0 million to finance a portion of the investments in our new PP plant in the United States. The proceedsfacility, which matures on December 30, 2028, bears interest at a rate equivalent to LIBOR plus 0.65% per year, payable semi-annually to maturity. The principal amount is amortized semi-annually as from December 30, 2020. The funds were disbursed in accordance with the progress of thesethe construction project, and the remaining amount is expected to be disbursed in the first half of 2021was .. As of December 31, 2021, the outstanding principal amount plus interest under this facility was R$947.9 million (US$169.9 million).

In November 2018, we entered into a credit facilities have beenfacility secured by SACE, an Italian export credit agency, in an aggregate principal amount of US$295.1 million. This facility bears interest at a rate equivalent to LIBOR plus 0.90% per year, payable semi-annually to maturity in November 2028. The principal amount is payable in 20 successive semi-annual installments beginning in May 2019. As of December 31, 2021, the outstanding principal plus interest amount under this facility was R$1,154.2 million (US$206.8 million).

In December 2019, we entered into a credit facility secured by SACE, in an aggregate principal amount of US$150.0 million. This facility bears interest at a rate equivalent to LIBOR plus 0.90% per year, payable semi-annually to maturity in December 2029. The principal amount is payable in 20 successive semi-annual installments beginning in June 2020. As of December 31, 2021, the outstanding principal plus interest amount under this facility was R$670.1 million (US$120.1 million).

In August 2020, we entered into a credit facility secured by NEXI, a Japanese export credit agency, in an aggregate principal amount of R$1,169.3 million (US$225.0 million). This facility bears interest at a rate equivalent to LIBOR plus 1.70% per year and payable semi-annually to maturity in February 2031. The principal amount is amortized semi-annually from August 4, 2021. As of December 31, 2021, the outstanding amount under this facility was R$1,202 million (US$215.4 million).

In October 2021, Braskem Idesa entered into a term loan in the aggregate amount of US$150.0 million. This facility bears interest at a rate equivalent to LIBOR plus 4.00% per year and payable quarterly to maturity in February 2029. As of December 31, 2021, the outstanding amount under this facility was R$1,849.9 million (US$152.3 million).

Issue Date Outstanding  Principal plus Interest Amount as of December 31, 2021Interest RateAmortization ScheduleFinal Maturity
  (in millions of US$)(in millions of reais)      
Sep-17 82.9462.5 LIBOR + 1.61% p.a. Semi-annual(1) March 2027
Jul-18 169.8947.9 LIBOR + 0.65% p.a. Semi-annual(2) December 2028
Nov-18 206.81,154.2 LIBOR + 0.90% p.a. Semi-annual(3) November 2028
Dec-19 120.1670.1 LIBOR + 0.90% p.a. Semi-annual(4) December 2029 
Aug-20 215.41,202.0 LIBOR + 1.70% p.a. Semi-annual(5) February 2031
Oct-21 152.3849.9 LIBOR + 4.00% p.a. Quarterly(6) October 2026
(1)Amortization on this facility commenced in September 2017.
(2)Amortization on this facility commenced in December 2020.
(3)Amortization on this facility commenced in May 2019.
(4)Amortization on this facility commenced in June 2020.
(5)Amortization on this facility commenced in August 2021.
(6)Amortization on this facility commenced in September 2023.
134

Credit Facilities with Governmental Agencies Denominated in Brazilian Reais

In June 2014, we entered into a credit facility with FINEP, in the aggregate principal amount of R$1.2 million, maturing in July 2024, with proceeds used to finance a variety of capital expenditures including:in innovative projects in Brazil. This facility bears interest at a rate equivalent to 4.0% per year and payable monthly to maturity in July 2024. The principal amount is payable in 85 successive monthly installments beginning in July 2017. As of December 31, 2021, the outstanding principal plus interest amount under this facility was R$0,3 million (US$0,1 million).

In July 2014, we entered into an indirect credit facility with Fundo de Desenvolvimento do Nordeste (FDNE), in the constructionaggregate principal amount of R$50.0 million, maturing in May 2026, with proceeds used to finance our “green” polyethylene facilities;

capital expenditures in Brazil. This facility bears interest at a rate equivalent to 6.5% per year, payable together with the constructionprincipal in 22 successive semi-annually installments beginning in beginning in November 2015. As of December 31, 2021, the outstanding principal plus interest amount under this facility was R$22.3 million (US$4.0 million).

In December 2018, we entered into a new credit facility with BNDES, in the aggregate principal amount of R$476.0 million, maturing in January 2031, with proceeds used to finance our new butadiene plant;

capital expenditures in Brazil. On January 30, 2019, we drew the constructionfirst installment under this facility in the aggregate principal amount of our new PVC facilities;R$266.0 million. On August 11, 2020 we drew down the remaining available amount under this facility in the aggregate principal amount of R$210.0 million. This facility bears interest at a rate equivalent to IPCA plus 6.04% per year, payable quarterly after an initial grace period, from the first installment until January 2021, and

afterwards monthly to maturity until January 2031. The principal amount is payable in 120 successive monthly installments beginning in February 2021. As of December 31, 2021, the outstanding principal plus interest amount under this facility was R$435.8 million (US$78.9 million).

quality, productivity, environmental, health and safety projects and maintenance shutdowns at our plants.

The table below sets forth selected information with respect to our BNDES term loan credit facilities as of

December 31, 2016.

Facility

  Outstanding
Principal
and Interest
   

Interest Rate

�� Amortization
Schedule
  Final Maturity 
   (in millions
of
reais)
           

June 2009 credit facility(1)

       

Cesta de Moedas loans

   9.0   Cesta de Moedas plus 2.58%   Monthly   July 2017 

TJLP loans

   40.3   TJLP plus 0% to 4.78%   Monthly   June 2017 

December 2010 credit facility(2)

       

Monthly

   81.2   Cesta de Moedas plus 2.58%    January 2020 

TJLP loans

   179.1   TJLP plus 0% to 3.58%   Monthly   December 2019 

Fixed-rate loans

   20.0   5.50%   Monthly   December 2019 

November 2011 credit facility(3)

       

Cesta de Moedas loans

   32.5   Cesta de Moedas plus 2.45%   Monthly   January 2021 

TJLP loans

   78.2   TJLP plus 0% to 3.45%   Monthly   December 2020 

August 2014 credit facility(4)

       

TJLP loans

   191.1   TJLP plus 0% to 2.78%   Monthly(5)   March 2021 

Fixed-rate loans

   5.7   6.0%   Monthly(5)   March 2021 

SELIC loans

   159.7   SELIC plus 2.78%   Monthly(5)   March 2021 

(1)Relates to our “green” polyethylene plant that began operations in September 2010.
(2)Relates to our PVC plant in Alagoas that began operations in August 2012.
(3)Relates to our butadiene plant in the Southern Complex that began operations in September 2012.
(4)Relates to our operational investments and maintenance shutdowns.

Each of these credit facilities is secured by mortgages on (1) three of our plants located in the Southern Complex and (2) one of our plant located in Maceió, in the State of Alagoas.

RevolvingStand-by Credit Facilities

In addition, we have entered into three revolvingstand-by credit facilities with BNDES. Loans under these facilities are required to be used to fund specified capital expenditure projects, including:

expansion and modernization of fixed assets;

acquisition of new machinery and equipment produced in Brazil;

programs related to technical training and management, and information technology;

social investment programs;

environmental investments; and

investments in research, development and innovation.

The interest rates for loans drawn under these facilities are set at the time the loans are made and are based on the TJLP rate or the average annual currency basket rate published by BNDES, or theCesta de Moedas rate or the accumulated annual average of SELIC.

Loans made under these facilities may have maturities up to ten years. The outstanding principal and interest of each of these loans is payable in monthly installments following the expiration of the grace period for these loans, which is generally one year or 18 months, depending upon the terms of the relevant facility.

The table below sets forth selected information with respect to our BNDES revolving credit facilities as of December 31, 2016.2021.

Facility

Outstanding Principal plus Interest Amount as of December 31, 2021

Weighted Average
Interest Rate

Expiration of Commitment

 (in millions of US$)(in millions of reais)  
January 2019 (1)Fixed rate78.1435.8IPCA + 6.04% p.a.January 2031

 

(1)

Facility

Committed
Principal
Amount
Outstanding
Principal
and Interest

Weighted Average
Interest Rate

Expiration of
Commitment
(Amortization on this facility will commence in millions of
reais)
(in millions
of
reais)

December 2009

R$500.0

Cesta de Moedas loans

3.0Cesta de Moedas plus 2.58%January 2017

TJLP loans

6.6TJLP plus 2.58% to 3.58%January 2017

Fixed rate

75,74.0% to 4.5%January 2021

November 2011

R$2,460.0

Cesta de Moedas loans

75.4Cesta de Moedas plus 2.42% to 2.45%October 2018

TJLP loans

854.8TJLP plus 0.00% to 3.58%December 2021

Fixed rate

187.13.5% to7.0%December 2021

SELIC

256.8SELIC plus .2.32% to 2.78%December2021

January 2015 credit facility

R$1,994.0

TJLP loans

177.6TJLP plus 0% to 2.62%January 2022

SELIC loans

186.2SELIC plus 2.32%January 2022February 2021.

Each of these credit facilities is secured by mortgages on (1) two of our plants located in Southern Complex, (2) one of our plants located in the cities of Santo André and Mauá in the state of São Paulo, (3) one of our polypropylene plants in the city of Paulínia in the state of São Paulo, and (4) one chlor-alkali plant in the city of Maceió, in the state of Alagoas.

Revolving Credit Facility AgreementsAgreement

In September 2014, we entered into a revolving credit facility agreement with a Brazilian financial institution for a principal amount of R$500.0 million, which matures in September 2019.

In December 2014,May 2018, we and severalcertain of our subsidiaries entered into a revolving credit facility agreement with several international financial institutions for a principal amount of US$750.01,000.0 million (R$5,196.7 million), which matures in May 2023. We had no drawn amounts on this credit facility as of December 2019.31, 2021. In April 2020, we borrowed the amount of R$5,196.7 million (US$1,000.0 million), on this credit facility and fully repaid this amount in July 2020.

Bank Credit Facilities

In September 2013,On December 20, 2021, we entered into a loan agreementnew revolving credit facility with a Braziliansyndicate of global lenders, in the aggregate amount of up to US$1,000.0 million, maturing in December 2026. The new agreement replaced our previous revolving credit facility. As of December 31, 2021, we had not drawn any amount under the new revolving credit facility.

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Credit Facilities with Banks Denominated in Dollars

On April 8, 2019, we entered into a credit facility with international institutions in the aggregate principal amount of R$417.8 million (US$80.4 million) with a term of seven years. To consummate this facility, certain assets of the Company’s plants were transferred to the financial institutioninstitutions and, by the maturity date, Braskem has the option to repurchase them for a residual value. In accordance with IFRS15, this transfer is not considered a sale. This facility bears interest at a rate equivalent to LIBOR minus 1.00% per year, payable semi-annually to maturity in April 2026. The principal amount is payable in successive semi-annual installments beginning in September 30, 2019. As of December 31, 2021, the outstanding principal plus interest amount under whichthis facility was R$266.4 million (US$47.7 million).

In October 2019, we borrowedentered in an export pre-payment facility and received a disbursement in an aggregate principal amount of US$70.0 million. The loan proceeds will be used for working capital purposes.100.0 million (R$519.7 million). This loan bearsfacility had interest at a rate of LIBOR plus 1.50%1.75% per year, payable quarterly in arrears. Principal on this loan is payable uponsemi-annually to maturity in September 2018.October 2024. The principal and outstanding amount were fully repaid in June, 2021.

In January 2014, our subsidiary Braskem Netherlands, as borrower,2020, we entered in a term-loan facility and we, as guarantor, entered intoreceived a credit facility agreement with an international financial institution for a principal amount of US$75.0 million. The facility bears interest at a floating rate of LIBOR plus 1.75% per annum, payable semi-annually, and matures in 2019. We used the proceeds of this loan for our general operating activities.

In August 2014, our subsidiary Braskem Netherlands, as borrower, and we, as guarantor, entered into a loan and guaranty agreement with an international financial institution, as lender, for a principal amount of US$62.5 million. The facility bears interest at a floating rate of LIBOR plus 1.55% to 1.85% per annum, payable upon maturity in 2019. We used the proceeds of this loan for the manufacture and sale of petrochemical products and for general corporate purposes.

In October 2014, we received disbursementsdisbursement in an aggregate principal amount of R$196.3US$100.0 million under a credit(R$519.7 million). This facility we entered into in August 2014 with a Brazilian financial institution. In August 2014, we entered into a credit facility for a principal amount of R$200.0 million. This credit facility bearshad interest at a rate of 8.24%LIBOR plus 1.65% per annumyear, payable monthly until August 2015 and quarterly thereafter throughsemi-annually to maturity in August 2024.January 2025. The principal and outstanding principal amount is payablewere fully repaid in 108 successive monthly installments beginning in September 2015.July, 2021.

Issue Date

Outstanding Principal plus Interest Amount
as of December 31, 2021

Interest Rate

Amortization
Schedule

Final
Maturity

 (in millions of US$)(in millions of reais)   
April 201947.7266.4LIBOR – 1.00%Semi-annualApril 2026
      

Export Prepayment Agreements and Advances on Exchange ContractsIndebtedness of Braskem Idesa

We have entered into a several export prepayment agreements and advances on exchange contracts. One of our export prepayment agreements is secured by certain of our export receivables. The table below sets forth our significant outstanding export prepayment agreements and advances on exchange contracts, the outstanding principal amount of these facilities, the interest rate applicable to these facilities, the amortization schedule of these facilities and their maturity dates.

Issue Date

  Outstanding
Principal
Amount as of
December 31,
2016
   Interest Rate  Amortization
Schedule
   Final Maturity
   (in millions of
U.S. dollars)
           

January 2013

   120.3    LIBOR + 1.10  Semi-annual (1)   November 2022

May 2016

   50.2    LIBOR + 3.25  Bullet Maturity   May 2017

October 2016

   80.6    3.28  Bullet Maturity   September 2017

December 2016

   68.2    LIBOR + 2.60  Bullet Maturity   November 2019

(1)Amortization on this facility commenced in May 2013.

Although export prepayment facilities and advances on exchange contracts have historically accounted for an important part of our financing strategy, asAs of December 31, 2016, they accounted for only 3.3%2021, the principal amount outstanding under the financing agreements relating to our Mexico complex, net of our outstanding indebtedness.transaction costs, was R$12,311.5 million. The Braskem Idesa project finance facility includes certain covenants that require, among other things, the presentation of audited financial statements within a certain timeframe.

Financing Agreements

InOn December 2012, Braskem Idesa entered into a common terms agreement with certain financial institutions to finance the development, design, construction and initial operation of the Mexico Complex. The Mexico Complex includes an ethane cracker with annual capacity of 1.05 million tons to produce ethylene, two high density polyethylene plants and a low density polyethylene plant. In connection with the common terms agreement, Braskem Idesa entered into eight separate financing agreements with international and Brazilian financial institutions and development banks in an aggregate principal amount of up to US$3.2 billion, or the Braskem Idesa Financing. All amounts disbursed under these credit facilities arewere secured by our shares in Braskem Idesa. In addition, as a condition precedent to the initial disbursement and each subsequent disbursement, Braskem Idesa was required to have a maximum debt to base equity ratio of 70 to 30 after giving effect to such disbursement, as calculated pursuant to the common terms agreement. In September 2015, Braskem Idesa received the final disbursement pursuant to the common terms agreement, reaching an aggregate principal amount of US$R$17.4 billion (US$3.2 billion. The financing consists of fixed and floating tranches. The interest rates onbillion). Is the fixed tranche are within a range of 4.33% to 6.17%. The interest rates on the floating tranche are within a range of LIBOR plus 2.73% to LIBOR plus 4.65%. To reduce the interest rate risk, the second tranche is hedged through several swap agreements. Interest on both tranches is payable quarterly in arrears and principal is amortized quarterly. The final maturity date of these loans iswas February 15, 2029 with amortizations beginning in May 2016.

On November 25, 2019, Braskem Idesa issued R$4,667.0 million (US$900.0 million) in aggregate principal amount of 7.450% senior secured notes due 2029.The 2029 notes are senior secured obligations of Braskem Idesa and rank pari passu with the existing Braskem Idesa senior secured obligations due 2032 and the credit facility. After the full amortization of the outstanding amount of the Braskem Idesa 2032 notes and the credit facility, Braskem Idesa’s 2029 notes will convert into senior unsecured notes. Interest on the notes is payable semi-annually, and the principal amount becomes due at maturity. The proceeds of the notes were used to partially refinance Braskem Idesa’s existing secured project finance indebtedness incurred in 2012 to construct a Complex in Mexico. Excess proceeds of the issuance were used to prepay certain other indebtedness of Braskem Idesa.

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On October 11, 2021, Braskem Idesa entered into a senior secured syndicated term loan facility of up to R$3,338.3 million (US$600 million) with Morgan Stanley Senior Funding, Inc., Credit Agricole Corporate and Investment Bank, Deutsche Bank AG, London Branch and Itaú Unibanco S.A., Miami Branch, as lenders. The credit facility is secured by first priority security interest in favor of the lenders and all lenders share the collateral equally with the holders of the 2029 and 2032 notes and potential additional secured parties as permitted under the credit facility and the indenture governing the notes. The credit facility has a five-year term and will bear interest at a rate equal to three-month LIBOR plus an applicable margin ranging from 2.25% to 4.25% (depending on Braskem Idesa credit rating), to be paid quarterly. The principal amount will be repaid in semi-annual installments commencing 24 months after the closing date. The loan under the credit facility was partially drawn, R$837.1 million (US$ 150 million) on October 20, 2021 in order to fully prepaid the project finance indebtedness incurred in 2012.

On October 20, 2021, Braskem Idesa issued R$6,696.6 million (US$1,200 million) in aggregate principal amount of 6.990% senior secured sustainability linked notes due 2032. The notes are senior secured obligations of Braskem Idesa and rank pari passu with the existing Braskem Idesa senior secured notes due 2029 and the credit facility. Interest on the notes is payable semi-annually, and the principal amount becomes due at maturity. The 2032 notes accrue an interest step-up by 37.5 basis points to 7.365% per annum if Braskem Idesa does not satisfy the sustainability performance target to reduce absolute GHG emissions by 15% from a 2017 baseline by year-end 2028. The proceeds of the notes were used (jointly with the credit facility) to fully refinance Braskem Idesa’s existing secured project finance indebtedness incurred in 2012 to construct a Complex in Mexico. With this financing, Braskem Idesa concluded its debt refinancing plan, replacing the remaining balance of US$1,350.0 million from its project finance facility with new debt instruments with a longer maturity, which extended its average debt maturity term from five to nine years. With the repayment of the project finance facility, the financial guarantees granted by Braskem for the benefit of Braskem Idesa, in the total amount of US$358.0 million, were extinguished.

Security(1)

Outstanding Principal plus Interest Amount as of December 31, 2021

Final Maturity

 (in millions of US$)(in millions of reais) 
7.45% Notes due 2029914.75,104.5November 2029
6.990% Notes due 20321,224.86,834.8February 2032

(1)Represents notes issued by Braskem Idesa.

Capital Expenditures

In 2016, our total investmentsDuring 2021, investing activities for which we used cash on a consolidated basis primarily consisted of acquisitions to property, plant and equipment and intangible assets totaled R$2,874.9 million, consisting primarily of (1) a capital expenditure of R$1,4393,055.8 million (excluding capitalized interest) onin our various projects and in maintaining and improving our assets; and (2) a R$1,195 million disbursement for our Mexico Complex. Our total investments on property, plant and equipment and intangible assets in 2015 and 2014 totaled R$4,124.0 and R$5,409.1 million, respectively.

In 2016, we made investments in the aggregate amount of R$2,975 million. The R$687 million decrease compared to our initial projection of R$3,661 million is mainly due to the effect from the translation to Brazilianreais of the investments made in U.S. dollars and the postponement/cancelation of certain operating and strategic projects to optimize our investment portfolio.

Excluding Braskem’s contributions to the Mexico project, total investment in 2016 totaled R$1,780 million, down 31% from the initial estimate of R$2,334 million. Of this amount, R$1,439 million, or approximately 81% of the total,Brazil segment, which was allocated toprimarily to: (i) industrial operations, (R$107 million (US$33 million) in the United States and Europe), including investments related to operating efficiency, health, environmentenvironmental and safety, (collectively referredand productivity; (ii) the scheduled maintenance shutdown at our PVC plants in Bahia and Maceió; (iii) the general maintenance scheduled turnaround at the plants in São Paulo, which were carried out in the second quarter of 2021; (iv) the continued activity to restart of our chlor-alkali plant in Maceió; and (v) operation of the cracked gas transfer line project for the furnaces of Q3 located in the city of Santo André, São Paulo.

Strategic investments expenditures were allocated mainly as HES), productivity, maintenancefollows: (i) modernization of the electrical system of the petrochemical complex in São Paulo; construction of a recycling line for high-quality post-consumer resins in Brazil; investments in the development of new technologies and modernization. The remainingprocesses; and expansion of biopolymer capacity at the Triunfo petrochemical complex in Brazil; (ii) acquisitions to property, plant and equipment of R$341472.1 million (ofin our USA and Europe segment, which were allocated to industrial operations and strategic projects; and (iii) acquisitions to property, plant and equipment of R$244175.9 million (US$72 million)in our Mexico segment, which was allocated primarily to the United States and Europe) was allocated to strategic projects, including: (1) investment to produce UTEC® resin in La Porte, Texas; (2) investment to diversify the feedstock profile of our cracker in Bahia; and (3) investments to capture productivity gains at the polypropylene plants in the United States and Germany.industrial operations.

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Capital Expenditure Budget

We plan to invest approximately R$1,8145,553.9 million in 2017, with2022, of which R$179532.5 million is pegged to the U.S. dollar, (US$51 million) in connection with operatingrelated to investments in the United States and Europe Unit and the Mexico Unit.Segment.

Of this amount,the total investment, R$1,5444,900.9 million will be allocated to Health, Environment & Safety (HES) projects, as well as maintenance, modernization, productivity HES and operationaloperating efficiency projects, including disbursements withthe investment to be made in the scheduled maintenance shutdown of the cracker in Duque de Caxias, Rio de Janeiro, which occurred in the third quarter of 2017. The remainder will be allocated to other strategic projects, such as the feedstock diversification project atGrande do Sul and preparing for the cracker in Bahia (withshutdown planned to take place in 2023, and also the expansion of the biopolymer business and the recycled resin production capacity.

The investment projected to be made during 2022 by Braskem Idesa is of R$1,179.5 million (US$215.0 million). Operating investments will be allocated mainly to projects related to operating efficiency, such as expanding the ethane import capacity of the Fast Track solution, maintenance, productivity and HES. The strategic investment refers to the strategic project to build an expected investmentethane import terminal in a partnership with a potential partner in the amount of R$236642.8 million (US$117.0 million). in 2022.

Joint Venture

Mexico Complex

Braskem and Idesa formed Braskem Idesa in April 2010 to develop, construct and operate the Mexico Complex, located in the Mexican state of Veracruz. The Mexico Complex includes an ethylene cracker that produces 1.05 million tons of ethylene per year from ethane based on technology licensed from Technip Italy S.p.A, or Technip,-two two high density polyethylene plants based on Innovene S technology licensed from Ineos Commercial Services UK Limited (as successor to Ineos Europe Limited) and a low density polyethylene plant based on Lupotech T technology licensed from Basell Polyolefin GmbH. The three polyethylene plants have a combined annual production capacity of 1.0 million tons of HDPE and LDPE. As of December 31, 2016, we produced 443.180 tons of HDPE and LDPE.

Braskem Idesa is a party to an ethane supply agreement with Pemex TRI, a subsidiary of Pemex, dated February 19, 2010 (“BI’s Ethane Supply Agreement”). As per the terms and conditions provided in BI’s Ethane Supply Agreement, ethane supply is assured through a 20-year contract with Pemex TRI at a price pegged to the U.S. gas price.

In early December 2020, Braskem Idesa received a notification from Cenagas (Centro Nacional de Control del Gas Natural), a Mexican state-owned agency responsible for all natural gas pipelines and transportation in Mexico, related to the unilateral termination of the service of natural gas transportation, an essential energy input for the production of PE in our Mexico Segment. As a result, in compliance with safety protocols, Braskem Idesa initiated procedures for the immediate interruption of its operating activities. Later in January 2021, Braskem Idesa manage to partially resume its operations using ethane to replace the lack of natural gas in order to continue producing PE. Braskem Idesa took legal measures pursuant to the ethane supply agreement entered into with Pemex. Braskem Netherlands B.V, which is Braskem Idesa’s direct shareholder, also took legal measures under applicable international investment protection standards to protect Braskem Idesa’s interests and its parent company concerning their investment in Mexico. Such measures included a negotiation period to attempt to resolve the dispute between the parties.

In the first quarter of 2021, Braskem entered into the following agreements under a strict reservation of all rights: (i) a memorandum of understanding with Pemex TRI will provide,setting out certain understandings regarding potential amendments to the ethane supply agreement and the development of an ethane import terminal, subject to further negotiation, a definitive agreement and approval by Braskem Idesa’s shareholders and creditors; and (ii) a natural gas transport service agreement with Cenagas for a term of 15 years, which were conditioned upon the execution of the definitive agreement referenced in item (i) above. Following the execution of these agreements by Braskem Idesa, will purchase, 66,000 barrels per it resumed receiving natural gas transportation services from Cenagas, which had unilaterally terminated gas supply to Braskem Idesa in December 2020.

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On September 27, 2021, Braskem Idesa signed the following documents: (i) Amended ESA with PEMEX, with settlement of any pending contractual amounts; and (ii) Terminal Agreement.

The Amended ESA changes the minimum contractual volume commitment to 30,000 barrels/day until the limit date of February 2025 (subject to extensions in the event of delay in obtaining the licenses for the terminal's construction), with the terminal's startup expected in the second half of 2024.

The Amended ESA further establishes first-refusal rights, which consists of a preemptive right for Braskem Idesa in the acquisition of all ethane to the Mexico Complex for a period of 20 yearsthat PEMEX has available and does not consume in its own production process through 2045, at prices based on the Mont Belvieu purityinternational references. The terminal project is designed to supplement ethane and Henry Hub Natural Gas prices. Under this agreement, any daily amount rejectedsupply in Mexico by Braskem Idesa must be purchased in installments in subsequent deliveries until the deficit has been resolved. This contract will expire in 2035 and is renewable for three five-year periods, with prior notice at least two years priorgaining access to the expiration of the agreement that it intends to renew this agreement. Pemex TRI may terminate the contract in the event of: (1) a failure to pay that continues for more than 180 days after notice, or (2) an emergency stoppage in operations or force majeure event that continues for more than 48 months.new feedstock sources.

In February 2010, we and Idesa entered into the Braskem Idesa shareholders’ agreement to govern our relationship with respect to Braskem Idesa, which was amended in November 2012, December 2012, April 2015, April 2017 and April 2015.October 2021. The Braskem Idesa shareholders’ agreement, as amended, sets forth the understanding of the parties regarding the implementation of this project and the relationship of Braskem and Idesa as shareholders of Braskem Idesa. Under the Braskem Idesa shareholders’ agreement, as amended:

the parties agree to use their best efforts to use Braskem Idesa as their commercialization vehicle for polyethylene in Mexico;

the parties agree that the polyethylene production of Braskem Idesa shall be used primarily to supply the Mexican market;

we have the right to appoint five members and Idesa has the right to appoint two members of Braskem Idesa’s board of directors; decisions considered at Braskem Idesa’s ordinary shareholders’ meetings or by Braskem Idesa’s board of directors require the approval by a simple majority;

upon the failure of Braskem and Idesa to agree to vote in favor of certain matters requiring a supermajority vote in an extraordinary shareholders’ meeting, (1) we will have the right to seek approval of such matters by a simple majority vote of Braskem Idesa’s shareholders, (2) in the event that such matters are approved by a simple majority vote of Braskem Idesa’s shareholders, we will have the option to purchase all of the shares then held by Idesa, and (3) in the event that we do not exercise this right, Idesa will have the option to sell all of its shares of Braskem Idesa to us; and

any disputes between Braskem and Idesa arising out of or in connection with the Braskem Idesa shareholders’ agreement will be resolved through arbitration.
·the parties agree to use their best efforts to use Braskem Idesa as their commercialization vehicle for polyethylene in Mexico;
·the parties agree that the polyethylene production of Braskem Idesa shall be strategically focused on supplying the Mexican market;
·we have the right to appoint five members and Idesa has the right to appoint two members of Braskem Idesa’s board of directors; decisions considered at Braskem Idesa’s general shareholders’ meetings require the approval of at least 50% plus one of the voting shares of Braskem Idesa. Decisions considered by Braskem Idesa’s board of directors require the approval by a simple majority of votes of its members;
·upon the failure of Braskem and Idesa to agree to vote in favor of certain matters requiring a supermajority vote in an extraordinary shareholders’ meeting, (1) we will have the right to seek approval of such matters by a simple majority vote of Braskem Idesa’s shareholders, (2) in the event that such matters are approved by a simple majority vote of Braskem Idesa’s shareholders, we will have the option to purchase all of the shares then held by Idesa, and (3) in the event that we do not exercise this right, Idesa will have the option to sell all of its shares of Braskem Idesa to us; and
·any disputes between Braskem and Idesa arising out of or in connection with the Braskem Idesa shareholders’ agreement will be resolved through arbitration.

The Braskem Idesa shareholders’ agreement also contains rights of first refusal, tag along rights and drag along rights in connection with the disposition of Braskem Idesa shares.

The original estimated total cost of the Mexico Complex of approximately US$4.5 billion, including financial costs during construction and initial working capital requirements, was revised in 2015 to US$5.2 billion primarily as a result of (1) a change in the scope of the power generating unit in order to ensure the self-sufficiency of the complex and improve the reliability of energy supply, with the possibility of selling any surplus energy to the grid; and (2) additional costs arising from infrastructure and local services.

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We and Idesa contributed an aggregate of approximately 38% of the total costs as equity in proportion to our ownership interests in Braskem Idesa, and the remainder was borrowed by Braskem Idesa under project finance arrangements,facilities secured by the assets of this project, with multilateral credit agencies, export credit agencies, development banks and private banks. See “Item 5. Operating and Financial Review and Prospects—Capital Expenditures—Joint Venture—Mexico Complex.”

Construction of the Mexico Complex began in 2012 and it commenced operations with the production of the first batch of polyethylene in April 2016.

Our Mexico Complex is operational and Braskem Idesa satisfied its debt service requirements and all other payment obligations under its project finance debt. However, in October 2019, a waiver and consent package was approved by the intercreditor agent on behalf of the lenders, effective until December 31, 2020.

On November 25, 2019, Braskem Idesa issued R$4,667.0 million (US$900.0 million) in aggregate principal amount of 7.450% senior secured notes due 2029. The notes are senior secured obligations of Braskem Idesa and rank pari passu with the existing Braskem Idesa senior secured notes due 2032 and the credit facility. After the full amortization of the outstanding amount of Braskem Idesa’s debt, Braskem Idesa’s 2029 notes will convert into senior unsecured notes. The notes proceeds were used to partially refinance Braskem Idesa’s existing secured project finance indebtedness incurred in 2012 to construct the Mexico Complex.

As of December 31, 2020, the waivers and consent package granted in October 2019 were no longer effective, then the non-current portion of the project finance debt obligations was reclassified as current liabilities, which caused an excess of current liabilities over current assets. In accordance with the aforementioned accounting standards, reclassification is required in situations in which the breach of certain contractual obligations entitles creditors to accelerate indebtedness. None of the project finance lenders requested said prepayment of obligations.

On October 2021, in anticipation of issuing the 2032 notes, the intercreditor agent on behalf of the lenders approved consent and waiver conditions, in which the lenders agreed to waive certain events of default not related to payments obligations, thus the current liabilities related to the project finance debt were reclassified from current liabilities to non-current liabilities.

On October 11, 2021, Braskem Idesa entered into a new credit facility, senior secured syndicated term loan facility of up to R$3,348.3 million (US$600 million) with Morgan Stanley Senior Funding, Inc., Credit Agricole Corporate and Investment Bank, Deutsche Bank AG, London Branch and Itaú Unibanco S.A., Miami Branch, as lenders. The credit facility is secured by first priority security interest in favor of the lenders and all lenders share the collateral equally with the holders of the 2029 and 2032 notes and potential additional secured parties as permitted under the credit facility and the indenture governing the notes. The credit facility has a five-year term and will bear interest at a rate equal to three-month LIBOR plus an applicable margin ranging from 2.25% to 4.25% (depending on Braskem Idesa credit rating), to be paid quarterly. The principal amount will be repaid in semi-annual installments commencing 24 months after the closing date. The loan under the credit facility was partially drawn, R$837.1 million (US$ 150 million) on October 20, 2021, in order to fully prepaid the project finance indebtedness incurred in 2012.

On October 20, 2021, Braskem Idesa issued R$6,696.6 million (US$1,200 million) in aggregate principal amount of 6.990% senior secured sustainability linked notes due 2032. The notes are senior secured obligations of Braskem Idesa and rank pari passu with the existing Braskem Idesa senior secured notes due 2029 and the credit facility. Interest on the notes is payable semi-annually, and the principal amount becomes due at maturity. The 2032 notes accrue an interest step-up by 37.5 basis points to 7.365% per annum if Braskem Idesa does not satisfy the sustainability performance target to reduce absolute GHG emissions by 15% from a 2017 baseline by year-end 2028. The proceeds of the notes were used (jointly with the credit facility) to fully refinance Braskem Idesa’s existing secured project finance indebtedness incurred in 2012 to construct a Complex in Mexico.

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As of December 31, 2021 Braskem Idesa has satisfied and continues to satisfy its debt service requirements and all other payment obligations in the aggregate amount of R$12,556.1 million (US$ 2,250.0 million) under its: (i) R$5,022.5 million (US$ 900 million) 2029 senior secured notes; (ii) R$ 6,696.6 million (US$ 1,200 million) 2032 sustainability linked senior secured notes; and (iii) R$837.1 million (US$ 150 million) credit facility agreement.

Equity Support Agreement Relating to the Mexico Complex

In December 2012, we, Braskem Idesa, Etileno XXI, S.A. de C.V., and Idesa entered into an equity support agreement pursuant to which Braskem Idesa’s shareholders agreed to make and guarantee payment of certain equity contributions to Braskem Idesa. This contract was amended and restated in April 2015. Pursuant to the amended and restated equity support agreement, the parties assumed a base equity commitment of US$2.0 billion in proportion to their percentage ownership, direct or indirect, in Braskem Idesa (Braskem 75% and Idesa 25%), which has been fully contributed into Braskem Idesa. The shareholders have also assumed the obligation of making certain contingent equity contributions to cover any additional amounts necessary to complete the project. TheOur contingent equity commitment that remains available is in the amount of up to US$208 million, and such commitment will be available until the occurrence of the contingent equity release date in accordance with the amended and restated equity support agreement; provided that the same will be reduced to the lesser of the amount then available and US$100 million upon the achievement of financial completion of the project. Currently, we have not provided credit support for any of our obligations to fund base equity or primary or secondary contingent equity, but in the event that we cease to have an investment grade rating prior to the release of our base and contingent equity obligations, we will be required to provide cash collateral or in an amount equal to any such equity contributions that we may be required to make under the agreement.

To develop our Mexico Complex, Braskem Idesa required significant capital expenditure and incurred significant debt. The ability of Braskem Idesa’s shareholders to comply with the obligation to make certain contingent equity contributions to cover additional amounts necessary to complete the project, as agreed in the equity support agreement in connection with the project finance facility, could affect the operation of the Mexican Complex. See “Risk Factors—Risks Relating to Us and the Petrochemical Industry—We may face unforeseen challenges in the operation of our Mexico Complex, which could result in this business unit failing to provide expected benefits to us.”

Amendments to Braskem Idesa Shareholders’ Agreement Relating to Project Ethylene XXI

In February 2010, Braskem and Idesa entered into a shareholders’ agreement, which we refer to as the Braskem Idesa shareholders’ agreement, to govern our relationship with respect to Braskem Idesa. In November 2012, Braskem and Idesa entered into the first amendment to the Braskem Idesa shareholders’ agreement, under which our ownership interest in Braskem Idesa was increased to 75% minus one share of the equity interest in Braskem Idesa and Idesa’s ownership interest in Braskem Idesa was reduced to 25% plus one share of the equity interest. In December 2012, we and Idesa entered into the second amendment to the Braskem Idesa shareholders’ agreement to include the commitment of both Sponsors to fund certain primary and secondary contingent equity to the project. In April 2015, we and Idesa entered into the third amendment to the Braskem Idesa shareholders’ agreement to include additional base equity contribution and reaffirm the new the commitments of contingencycontingent equity, under which we agreed to fund up to 100% of the primary contingent equity commitment under the equity support agreement up tostart-up date. The primary contingent equity commitment is approximately US$208 million. In April 2017, we and Idesa amended and restated the Braskem Idesa shareholders’ agreement to update the terms to reflect the progress of the company since the original signing in 2010 and to reflect the understanding among the shareholders as to the shareholders’ rights and obligations in connection with the payment of fees and interest by Idesa related to any funding by Braskem of Idesa’s portion of contingent equity or the working capital needs of Braskem Idesa, and the eventual dilution of Idesa’s equity interests in Braskem Idesa as a result of the same. Finally, in October, 2021, we and Idesa executed the second amendment and restatement shareholder agreement of Braskem Idesa in order to update the excess commitment fee regarding the contingent equity funded by us and modifying the fee rate related to it.

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Other Investments

New PP plant in the United States

Aligned with the strategy to diversify the raw materials matrix and geographic expansion in the Americas, reinforcing the leadership in the PP production in the United States, our Board of Directors approved, on June 21, 2017, the project to build a new PP plant of 450,000 tons at the La Porte site, in the American state of Texas. After completing the commissioning phase in accordance with the applicable safety standards, we have started the commercial production of PP at our new plant in the United States in September 2020. In 2021, the plant completed its first full year of operation with 95.6% of the approved US$758.0 million investment paid or accrued. The Company is working with Linde Group (EPC Contractor) to close out remaining open invoices.

In July 2018, Braskem America entered into a credit facility secured by Euler Hermes, a German export credit agency, in the aggregate principal amount of up to US$206.0 million to finance a portion of the investments in our new PP plant in the United States. The facility, which matures on December 2028, bears interest at a rate equivalent to LIBOR plus 0.65% per year, payable semi-annually to maturity. The principal amount is amortized semi-annually as from December 30, 2020. As of December 31, 2021, US$206.0 million had been disbursed in principal amount, and the principal outstanding amount plus interest under the credit facility was R$947.9 million (US$169.9 million).

Energy efficiency project in our cracker at the São Paulo Complex

To improve energy efficiency and competitiveness of the cracker at the São Paulo Complex, Braskem Siemens will invest approximately R$600.0 million to improve the thermoelectric system of the unit at the complex by replacing some of the steam-powered turbines with high-efficiency electric engines supported by a new co-generation plant that will consume the residual gas from the unit’s own production process. To enable the investment by Siemens in the new co-generation plant, Braskem signed an agreement with Siemens for a term of 15 years under a build, own and operate model. With startup in 2021, the project will not only reduce the site’s energy consumption, but also reduces the cracker’s water consumption by 11.4% and its GHG emissions by 6.3%.

As of December 31, 2021, R$266.8 million (US$49.4 million) was already invested and the project was approximately 99% complete.

Project to expand biopolymers production capacity in the Triunfo Petrochemical Complex in Rio Grande do Sul

Expansion of current green ethylene production capacity from 200,000 tons per year to 260,000 tons per year using feedstock made from sugarcane ethanol that is used to make I’m greenTM biobased resins, with startup expected at the end of 2022 and investments estimated at R$485.5 million (US$87 million). The project is aligned with the Company’s goal of reaching net zero carbon by 2050, while also reinforcing its position as the global leader in biopolymers production.

As of December 31, 2021, the Company had disbursed R$73.4 million (US$13.6 million), with the investment reaching physical progress of 25.6%.

Project to produce high-quality recycled resin

In partnership with Valoren, a company specializing in developing and operating technologies for transforming solid waste, Braskem will invest R$67 million in the construction of a recycling line with capacity to transform some 250 million pieces of packaging into 14,000 tons of high-quality, post-consumer resin per year. The project is installed in Indaiatuba, in the Brazilian state of Sao Paulo, and started operating in December 2021.

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As of December 31, 2021, the Company had disbursed R$58.0 million, representing physical progress of 97% of the investment.

Technology change at our chlor-alkali facility in Alagoas

We are investing R$67.7 million in a project at our chlor-alkali facility located in the district of Pontal da Barra, in Maceió, in the state of Alagoas, which aims to change the raw material processing from brine to sea salt.

With this project, we were able to resume operations of our chlor-alkali and dichloroethane plants in the region that have been suspended since May 2019 following the developments stemming from the publication of Report no. 1 by the Brazilian Geological Service (CPRM). See “Item 3. Key Information—Risk Factors—Our business and operations are inherently subject to environmental, health and safety hazards. As a result, our business is also subject to stringent environmental and other regulations.”

The new technology consists of sourcing salt from third parties. Salt could be sourced from the Northeast region of Brazil by road or imported from other regions using the port of Maceió, which is located near the chlor-alkali facility. Salt sourced from third parties will be initially stored, dissolved into water to produce brine, treated and then sent to be processed in the chlor-alkali facility.

CS 1 AL unit has been operating using the new raw material since December 2020. In 2021, the project activities were performed to close-out the project and to conclude project facilities infrastructure.

As of December 31, 2021, R$65.1 million (US$11.7 million) had already been invested.

Solution to import ethane for the Braskem Idesa facility in Mexico

Braskem Idesa has been investing in logistics infrastructure to import ethane from the United States to maintain and increase the capacity utilization rate of its cracker. Concerning to ethane supply, Braskem Idesa has entered into a long-term agreement to acquire ethane and could also import in the sport market.

To ensure the Fast-Track Solution’s feasibility, Braskem Idesa executed agreements with Smart Pass, a logistics operator, and with Enestas, a company specialized in cryogenic gas transportation. Smart Pass will be responsible for receiving liquefied ethane at the Port of Coatzacoalcos docks and unloading it from the vessels in cryogenic tanks. Enestas will transport the ethane by truck to the Braskem Idesa petrochemical complex, where the ethane will be stored in existing tanks and regasified for use in the production process.

With an approximate investment of R$49.9 million (US$9.6 million), this complementary solution for acquiring feedstock had made it possible to import up to 12,800 barrels per day of ethane to the Petrochemical Complex in Mexico, which represents 19% of its ethane needs. In February 2020, Braskem Idesa started its operation to import ethane, the "Fast Track" solution, and imported its first shipment of ethane.

The total investment of the Fast Track, considering expansion, is an approximate total investment of R$67.5 million (US$12.1 million), with approximately R$55.2 million (US$9.9 million) spent by the end of 2020. The expansion of this complementary solution for acquiring feedstock will make it possible to import up to 25,000 barrels per day of ethane to the Petrochemical Complex in Mexico, which represents 40% of its ethane needs. In December 2020, Braskem Idesa concluded the first phase of expansion of the "Fast-Track" to 18 kbpd and, in April 2021 we concluded the second phase of expansion to a total capacity of 25 kbpd. By 2022 Braskem Idesa expects to increase the total capacity up to 35 kbpd as a result of additional investment of approximately R$86.5 million (US$15.5 million).

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By 2021, our petrochemical complex had an operating rate of approximately 75% primarily due to the shortfall in ethane supplied under the ESA, which was partially offset by imported ethane supplied by the Fast Track Solution. We diversified our sources of feedstock supply with the Fast-Track Solution and we are planning to further increase its import capacity in the future by adding additional discharge stations, both at the port and at our plant. Once the Ethane Import Terminal is operational, we expect to rely less on the Fast-Track Solution.

In addition, to implement the Fast-Track Solution, we executed the BNL Ethane Supply Agreement, a contract for the purchase of a target volume of ethane per year with Braskem Netherlands in February 2020, which has a term of twenty-four months, extendable for one optional period of six months. The price of ethane is determined by a contractual formula, and penalties would apply for delivery delays or if incorrect quantities are delivered. In addition, we have purchased additional volumes of ethane from Braskem Netherlands by entering into the BNL Ethane Supply Agreement Amendment.

Besides, Braskem Idesa continues to assess a complementary solution for larger-scale ethane imports whose scope consists of building a terminal for importing ethane and a pipeline to transport it to its petrochemical complex. For additional information, particularly relating to the risks associated with this project, please see "Item 3. Key Information—Risk Factors—Risks Relating to Mexico—We source part of our ethane feedstock from Pemex TRI in Mexico, which we expect to be our primary source of ethane until the Ethane Import Terminal is operational.”

Braskem Idesa also intends to develop the Ethane Import Terminal, a long-term alternative source of imported ethane and a pipeline that will connect the terminal directly to our Complex. The expected ethane capacity of the Ethane Import Terminal would be enough to fulfill the total ethane needs for the Mexico Complex. This terminal would provide the capacity to import more ethane than we currently require. With this, our Mexico Segment will be able to source the total needs of our Mexico Complex to increase our polyethylene production and take advantage of the forecasted increase in demand for polyethylene products in North America and around the world.

On March 18, 2016, ourOctober 12, 2021, Braskem Idesa and Braskem Idesa Servicios incorporated “Terminal Química Puerto México, S.A.P.I., a sociedad anómina promotora de inversión, incorporated under the laws of Mexico, with the main purpose of design, construct and develop the ethane import terminal. In addition, on December 09, 2021, Braskem Idesa’s board of directors approved a projectthe Final Investment Decision (“FID”) in order to invest R$380in the Ethane Import Terminal Project.

The estimated cost of the Ethane Import Terminal and related infrastructure investment is approximately US$400.0 million (inclusive of financing costs and VAT). Our Mexico segment expects to create flexibility at our Bahia crackersubscribe for the use of up to 15% ethane as feedstock. This project will also entail the modernization50% of the industrial unitshares issued by the company that will develop the Ethane Import Terminal. We intend to fund our investment in the Ethane Import Terminal with a combination of equity and renovation of the port infrastructure, whichdebt, through a joint venture with one or more suitable unaffiliated third parties that will secure equity and debt financing in an unrestricted subsidiary. The Ethane Import Terminal is expected to commence operations in the second half of 2017. In connection with this project, we entered into a long-term contract with an affiliate of Enterprise Products for the supply of ethane imported from the United States at a price based on the international Mont Belvieu reference price. This project isbe completed and to reach full capacity by 2024, but there may be delays. Please see "Item 3. Key Information—Risk Factors—Risks Relating to Mexico— We source part of our strategyethane feedstock from Pemex TRI in Mexico, which we expect to diversifybe our feedstock matrix, with a focus on increasing our competitiveness and thatprimary source of ethane until the Brazilian petrochemical chain.

Off-Balance Sheet Arrangements

We do not currently have any transactions involvingoff-balance sheet arrangements.

Ethane Import Terminal is operational.”

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEESItem 6.Directors, Senior Management and Employees

Directors and Senior Management

Our board of directors ((“conselho de administraçãoo”) and our board of executive officers ((“diretoria estatutária”) are responsible for operating our business.

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Board of Directors of Braskem

Ourby-laws provide for a board of directors of eleven members and elevenits alternate members.directors. During periods of absence or temporary unavailability of a regular member of our board of directors, the corresponding alternate member substitutes for the absent or unavailable regular member. Our board of directors is a decision-making body responsible for, among other things, determining policies and guidelines, as well as the approval for acquisition of products and material and execution of certain contracts for our business and our wholly-ownedwholly owned subsidiaries and controlled companies.companies, when applicable. Our board of directors also supervises our board of executive officers and monitors its implementation of the policies and guidelines that are established from time to time by the board of directors. Under the Brazilian CorporationCorporate Law, our board of directors is also responsible for hiring independent accountants.

The members of our board of directors are elected at general meetings of shareholders for a two-year terms unified term and are eligible for reelection. The terms of all current members will expire at our annual shareholders’ meeting scheduled for 2018.to be held in 2024. Members of our board of directors are subject to removal at any time with or without cause at a general meeting of shareholders.shareholders’ meeting. Ourby-laws do not contain any citizenship or residency requirements for members of our board of directors and the members of our board of directors need not be shareholders of our company.shareholder. Our board of directors is presided over by the presidentchairman of the board of directors, and, in his absence or temporary unavailability, by the vice presidentvice-chairman of the board of directors. The presidentchairman and the vice presidentvice-chairman of our board of directors are elected at a general shareholders’ meeting of shareholders from among the members of our board of directors, serve fortwo-year terms and are eligible for reelection.

Our board of directors ordinarily meets eight times a yearevery three months and extraordinarily when a meeting iswhenever called by the president,chairman, the vice presidentvice-chairman or any two other members of our board of directors. Decisions of our board of directors require a quorum of a majority of the current directors and are taken by majority vote, other than certain actions which require the consensus of the nominees of Novonor, formerly called Odebrecht S.A., and Petrobras Brasileiro S.A. – Petrobras under the Braskem S.A. Shareholders’ Agreement. See “Item 7. Major Shareholders and Related Party Transactions—Major Shareholders—Shareholders’ Agreements—Braskem S.A. Shareholders’ Agreement.”

The following table sets forth certain information with respect to the current members of our board of directors and their alternates:

alternates as of the date of this annual report:

Name

Member Since

Position Held

Age

Newton Sergio de Souza

José Mauro Mettrau Carneiro da Cunha
December 20, 2019August 15, 2001Chairman of the Board6472

Ernani Filgueiras de Carvalho(1)

Eduardo Bacellar Leal Ferreira (1)
April 19, 2022April 7, 2016Vice-Chairman of the Board6869

João Cox Neto(1)

José Luis Bringel Vidal (1)
April 19, 2022June 8, 2016Board Member5456

Carla Gouveia Barretto

April 15, 2009Board Member50

Luiz de Mendonça

April 27, 2012Board Member54

Gesner José de Oliveira Filho (1)

June 27, 2017Board Member6165

Marcelo Moses de Oliveira Lyrio -João Pinheiro Nogueira Batista (1)

April 16, 2019June 27, 2017Board Member5465

Pedro Oliva Marcilio de Sousa (1)

Roberto Lopes Pontes Simões
May 22, 2019June 27, 2017Board Member4465

João Carlos Trigo de Loureiro

Juliana Sá Vieira Baiardi
April 19, 2022April 7, 2016Board Member6548

Fernando Reis Vianna Filho(1)

Héctor Nuñez
November 18, 2021June 8, 2016Board Member7659

Edson Chil Nobre(1)

Roberto Faldini
May 22, 2019April 7, 2016Board Member6973

Charles Lenzi (1)

April 19, 2022Board Member63
Marcelo KlujszaAugust 24, 2020Board Member59
André Amaro da Silveira

(1)
June 8, 2016AlternateAlternate5458

Arão Dias Tisser

Rodrigo Tiradentes Montecchiari
April 19, 2022July 25, 2008AlternateAlternate4245

Marcelo Mancini Stella

Daniel Pereira de Alburquerque Ennes
May 29, 2020June 8, 2016AlternateAlternate5542

Sergio França Leão

Laura Maniero Gadelho
April 13, 2021June 27, 2017AlternateAlternate6638

Mauro Motta Figueira

Guilherme Simões de Abreu
May 29, 2020April 27, 2012AlternateAlternate4770

Ticiana Vaz Sampaio Marianetti

Marco Antônio Zacarias
April 19, 2022April 06, 2016AlternateAlternate4661

José de Freitas Mascarenhas

Lineu Fachin Leonardo
April 19, 2022August 15, 2001AlternateAlternate76

Helena da Costa Silveira Troper

June 8, 2016Alternate34

Paulo Cézar Fernandes da Silva

April 06, 2016Alternate59

Marcus Vinicius Magalhães

April 9, 2015Alternate5540

 

(1)(1)Independent director.

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The following is a summary of the business experience, areas of expertise and principal outside business interests of our current directors and their alternates.

Directors

Newton Sergio de Souza.José Mauro Mettrau Carneiro da Cunha. Mr. Newton de SouzaJosé Mauro Mettrau Carneiro da Cunha has been appointed as an effective member and Chairman of the Company's Board of Directors as of May 29, 2020, by shareholder Novonor S.A. He was electedChief Executive Officer of Novonor S.A. - In Judicial Reorganization from April 2021 to our board of directors as a nominee of Odebrecht. He has served as the chief executive officer of Odebrecht S.A. since December 2015. During 2015, he becameMarch 2022 and was a member of the Board of Directors of Oi S.A. from September 2018 to September 2020, having previously served as Chairman of the Board of Directors of Oi S.A. since 2009. Mr. José Mauro began his career as an employee of BNDES, where he held several positions and held various executive positions (from 1974 to 1990), having also been appointed Director (from 1991 to 1998) and Vice President, responsible for the Industrial Operations, Legal and Tax Affairs areas (from 1998 to 2002). His main professional experiences include: (i) Full Member of the Board of Directors of Telemar Participações S.A. (from 2008 until the merger of Telemar Participações S.A., in September 2015); (ii) Full Member of the Board of Directors of Vale S.A. (from 2010 to April 2015); (iii) Interim Chief Executive Officer of Oi S.A., in 2013; (iv) Chairman of the Board of Directors of the following companies: Tele Norte Leste Participações S.A. (from 1999 to 2003 and from 2007 to 2012), where he also served as an Alternate Member of the Board of Directors, in 2006; Telemar Norte Leste S.A. (from 2007 to 2012); TNL PCS S.A. (from 2007 to 2012); Tele Norte Celular Participações S.A. (from 2008 to 2012); Coari Participações S.A. (from 2007 to 2012); Dommo Empreendimentos Imobiliários S.A., formerly Calais Participações S.A. (from 2007 to December 2016); (v) Member of the Board of Directors of Log-In Logístia Intermodal S.A. (from 2007 to 2011); (vi) Member of the Board of Directors of Lupatech S.A. (from 2006 to 2012); (vii) Member of the Board of Directors of Santo Antonio Energia S.A. (from 2008 to 2016); (viii) Full member of the Board of Directors of the following companies: (a) Braskem S.A. (from 2007 to 2010), where he previously held the position of Vice President of Strategic Planning (from 2003 to 2005); (b) LIGHT Serviços de Eletricidade S.A. (from 1997 to 2000); (c) Aracruz Celulose S.A. (from 1997 to 2002); (d) Politeno Indústria e Comércio S.A. (from 2003 to 2004); (e) BANESTES S.A. - Banco do Estado do Espírito Santo (from 2008 to 2009); and (f) Pharol, SGPS, S.A. (from 2015 to 2017). Mr. José Mauro graduated in mechanical engineering from Universidade Católica de Petrópolis, in Rio de Janeiro, in 1971. He completed an Executive Program in Management at the Anderson School, University of California, in December 2002.

Eduardo Bacellar Leal Ferreira. Mr. Eduardo Bacellar Leal Ferreira has been appointed as an effective member of the Company's Board of Directors by shareholder Petróleo Brasileiro S.A. - Petrobras. Mr. Eduardo Bacellar Leal Ferreira was Chairman of the Board of Directors of Petrobras from 2019 to April 2022. In addition to the Petrobras Board, he participated in the Admiralty (Navy High Command) from 2013 to 2019, having chaired it from 2015 to 2019; the Navy's Financial and Administrative Council, from 2015 to 2019; the Interministerial Commission for the Resources of the Sea (coordinator), from 2015 to 2019; the Management Councils in the various Military Organizations he directed or commanded; and the Officer Promotion Commission, in 2007. He served in the Brazilian Navy from 1971 to 2019, in the positions of Director of Ports and Coasts, from 2010 to 2011; Commander-in-Chief of the Fleet, in 2012; Commander of the War College, from 2013 to 2015; and Commander of the Navy, from 2015 to 2019. Before 2010, he served in numerous positions and functions inherent to his career, including a total of 13 years in command and direction of ships and land-based organizations, including the Port Captaincy of Rio de Janeiro, the Admiral Alexandrino Training Center, the Naval School and the Seventh Naval District Command (Brasilia, Goiás and Tocantins). He was an astronomical navigation instructor at the American Naval Academy, in Annapolis (Maryland), for two years. He also served in the Chilean Navy, taking a General Staff course. He is a graduate of the Officer's Graduation Course and of Operations Engineering, mechanical modality, by the Naval School, from 1971 to 1975. He has an Electronics Improvement Course for Officers, at the Admiral Wandenkolk Training Center, from 1976 to 1977; Command and General Staff Course, in 1990, Superior Course, in 1991, Maritime Policy and Strategy Course, in 2000, at the Naval War College; General Staff Course at the Chilean Navy, in 1992; Module of Economic Sciences, from the Faculty of Economic and Administrative Sciences of the Universidad Marítima de Chile, in 1992; Professional Master of Naval Sciences, from the Naval War College, in 1992; and Professional Doctorate in Naval Sciences, Maritime Policy and Strategy at the EGN, in 2000.

José Luis Bringel Vidal (independent member). Mr. José Luis Bringel Vidal has been appointed as an effective member of the Company's Board of Directors by shareholder Petróleo Brasileiro S.A. - Petrobras. Mr. José Luis Bringel Vidal has been a founding member and coordinator of the Infrastructure and Logistics Committee, of RGB - Rede de Governança do Brasil, since April 2021; Senior Government Relations Consultant of Norsk Hydro do Brasil, since February 2021; Member of the Board of Directors of Santos Brasil S.A., since May 2018, and of BEMISA - Brasil Exploração Mineral S.A., since March 2011. He is a Shareholder and Member of the Board of Directors of WV Logistics, since January 2020, and was Founding Partner and C&O from November 2003 until January 2020. He was Director of the Logistics and Transportation Division of the Infrastructure Department of FIESP - Federation of Industries of the State of São Paulo, from February 2020 to January 2022; Member of the Advisory Board of the Port of Angra dos Reis, from March 2020 to May 2021; Member of the Advisory Board of ABPM - Brazilian Association of Mineral Research Companies, from March 2017 until September 2020; Senior Consultant at Rio Tinto Alvan, from December 2017 until July 2018; Founding Partner at TACV - Transport System Development, from August 2013 until July 2017; Senior Consultant at Piaui State Government - BR, from March 2015 until March 2016; Senior Consultant at Zamin Resources Limited, from November 2015 until January 2016; Senior Consultant at Warburg Pincus LLC, from January 2015 until May 2015; Senior Consultant at Itochu Corp & JFE Steel & Posco Group & China Steel, from March 2014 until October 2014; Senior Consultant at Hatch - CODELCO, from July 2014 until September 2014; Senior Consultant at Rio Tinto Alcan, from May 2011 until March 2013; Senior Consultant at SNC - LAVALIN, from February 2012 until May 2012; Senior Consultant at Itochu Corporation & JFE Steel & Nippon Steel & Posco Group & China Steel, from March 2008 until November 2008; Logistics Director at BEMISA - Brasil Exploração Mineral S. A., from June 2007 until September 2008; Senior Advisor of Bahia Mineração S.A. - BAMIN, from March 2005 until April 2006; National Coordinator of the Logistics Council of FECOMÉRCIO - Federação do Comércio do Estado de São Paulo, from June 2001 until March 2005; General Manager of Pasha Brasil, of The Pasha Group - Rio Doce Pasha Terminais L.P., from July 2001 to October 2003; Manager of the São Paulo Business Unit of Ferrovia CentroAtlântica S.A. - FCA, from January 1997 to June 2001. He is an Electrical Engineer from Escola de Engenharia de Mauá, in 1992. He holds a Post-Graduate degree in Market-Oriented Business Administration from Escola Superior de Propaganda e Marketing, in 1994; Board of Directors Program, from Instituto Brasileiro de Governança Corporativa, in 2012; Certification as Experienced Board Member (CCA+), from Instituto Brasileiro de Governança Corporativa, in 2019; Update for Certified Board Members, from Instituto Brasileiro de Governança Corporativa, in 2020; Corporate Risk Management 1st Edition, by the Brazilian Institute of Corporate Governance, in 2020; Advanced Course for Board Members 14th Edition, by the Brazilian Institute of Corporate Governance, in 2020; Professional Education Specialization Leadership in Innovation, by MIT - Massachusetts Institute of Technology, in 2021; Specialization Risk Management and Financial Decision Making, by the University of Chicago, in 2021.

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Gesner José de Oliveira Filho (independent member). Mr. Gesner José de Oliveira Filho has been appointed as an independent director of the Company's Board of Directors by Novonor S.A as of June, 2017. He is certified by IBGC as independent director and as member of Audit Committee CCoAud+; he is member of the Board of Directors of TIM, where he coordinates the Statutory Audit Committee and is also a member of the “ESG” Committee; he is president of the Board of Directors of Estre Ambiental and member of the Self-Regulation Board of FEBRABAN. He was member of the Global Consultive Board of UBER and of the Board of Directors of Iguá, Usiminas, Sabesp, CESP, Banco Nossa Caixa and Varig. He currently participates, as a volunteer, at the Instituto Iguá de Sustentabilidade, Instituto Brasileiro de Ética Concorrencial (ETCO), Centro de Integração Empresa-Escola (CIEE), as a member of the Consultive Council of GRAPE ESG and as a member of the Consultive Council of Climatic Actions and Politics at Secretaria Executiva de Mudanças Climáticas (SECLIMA), of the São Paulo Municipal’s Secretary. He is partner at GO Associados, Professor at FGV, where he coordinates the Infrastructure and Environmental Solutions Study Centre. From 2007 to 2011 he was president of Sabesp – Companhia de Saneamento do Estado de São Paulo. From 1996 to 2000 he was president of CADE. He has a PhD degree from California University (Berkeley), a Master’s degree from Unicamp and a bachelor’s degree from FEA-USP, always in Economics area.

João Pinheiro Nogueira Batista (independent member). Mr. João Pinheiro Nogueira Batista has been appointed as an effective member of the Company's Board of Directors by the shareholder Novonor S.A. - In Judicial Recovery. Mr. João Pinheiro Nogueira Batista has served for more than 10 years on the Board of Directors of companies in Brazil and abroad. Until January 2022 Mr. João Nogueira was CEO of Evoltz Participações S.A. Mr. João Nogueira has been an independent board member at Wiz Soluções e Corretagem de Seguros S.A. since April 2020, as well as at two third sector organizations: Associação Maria Helen Drexel and Instituto de Reciclagem do Adolescente-Recicla. In the Novonor Group, he was an independent member of the Boards of Directors of Odebrecht Engenharia e Construção since June 2017 and of Ocyan since April 2018, in which he remained until January 2019, when he joined the Board of Directors of Novonor S.A. - In Judicial Recovery and remained until April 2021. In his broad executive career built in the public and private sectors, he was CEO of Swiss Re, Bertin S.A. and Suzano Petroquímica, as well as held directorships in companies such as Petrobras, Dresdner Bank, Citibank, Radiobras and Siderbras. Mr. João Nogueira Batista holds a degree in economics from PUC - RJ and an MBA in Economic Engineering from Universidade Gama Filho, Rio de Janeiro.

Roberto Lopes Pontes Simões. Mr. Roberto Simões is the current Chief Executive Officer of the Company, and has been appointed as of January 01, 2020, and has been a sitting member of the Company's Board of Directors since May 29, 2019, as appointed by shareholder Novonor S.A. - under Judicial Reorganization. Mr. Roberto Simões has served on Boards of Directors as Chairman or member in large companies or institutions, such as: IBP (Brazilian Petroleum Institute), ABIQUIM, Odebrecht Engenharia e Construção, Consorcio Baia de Sepetiba, Itaguaí Construções Navais, Petroquímica Paulínia, Ipiranga Química, Ipiranga Petroquímica, Refinaria Ipiranga, COPESUL, Petroflex and CETREL. He was CEO of Ocyan S.A. (2012-2019), of Odebrecht Defesa e Tecnologia (2010-2012), President of Santo Antônio Energia (2008-2010) and Executive Vice President of Braskem (2004-2008). At iG-Internet Group, he was COO and CEO from 2000 to 2004. He was President of Opportrans Concessão Metroviária - Metro Rio from 1999 to 2000. He began working for the Odebrecht Group in 1994 as Contract Director for Tenenge and CNO until 1999. He graduated in Mechanical Engineering from the Federal University of Bahia in 1978 and also took Cemant - Petrochemical Projects and Maintenance Engineering Course (Petrobras/UFBA agreement). He is a member of the Assembly of the Social Works of Sister Dulce.

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Juliana Sá Vieira Baiardi. Ms. Juliana Sá Vieira Baiardi has being appointed as an effective member of Braskem's Board of Directors by shareholder Novonor S.A.. Ms. Juliana Baiardi joined Odebrecht in August 2011 Since April 2021 she has been an advisor to Novonor's CEO and is currently also Vice Chairman of the Board of Odebrecht Engenharia e Construção (and a board member of OTP Before being an advisor, Juliana was President of Atvos from May 2019 to February 2021 CEO of OTP from May 2017 to May 2019 CEO of Odebrecht Ambiental from September 2016 to April 2017 CFO of Odebrecht Ambiental from February 2016 to September 2016 and Director of Logistics of OTP from August 2011 to February 2016 Before joining Odebrecht, Juliana worked 10 years at J P Morgan in the Investment Banking and Private Equity areas She also worked at Dresdner Bank in Brazil in the Project Finance sector from 1997 to 1999 Juliana has a degree in Civil Engineering from UFBA Universidade Federal da Bahia and an MBA from Columbia University in New York.

Héctor Nuñez. Mr. Héctor Nuñez has been appointed as an effective member of the Company's Board of Directors by its shareholder Novonor S.A. as of November, 2021. Mr. Héctor Nuñez is a senior executive, customer-focused, international business strategist with over 25 years of success managing growth, re-engineering troubled operations and starting up startups throughout the United States and South America. He holds a BA and MBA from Florida International University in Business Administration. He served as CEO of Ri Happy Brinquedos S.A. for 9 years, leading transactions to acquire the largest specialty retailers in Brazil. He also served as CEO of Walmart Stores, Inc. and various leadership positions at The Coca-Cola Company and its group companies. Since March 2022, he holds the position of CEO of Novonor S.A. - In Judicial Recovery, a company where he also held the position of Chairman of the Board of Directors from April 2021 to March 2022. He has also served, since January 2011, as an Independent Board Member of Vulcabrás and, since April 2017, as Chairman of the Board of Directors of Marisa S.A. He is also a board member of the NGO Amigos do Bem.

Roberto Faldini. Mr. Roberto Faldini has being appointed as an effective member of the Company's Board of Directors by the shareholder Novonor S.A.. He is President and partner of Faldini Participações Administração e Investimentos Ltda. and CEO of MBF Administração e Serviços. Besides the Board of Braskem SA, he is currently a member of the Boards of Irani Papel e Embalagens SA, Cia. Habitasul de Participações and Novonor S.A. - In Judicial Recovery. He voluntarily participates as a member of the Board of Trustees of the Dorina Nowill Foundation for the Blind, the Crespi Prado Foundation and the Norberto Odebrecht Foundation. He is the director of Fundação Cultural Ema Gordon Klabin. Mr. Roberto Faldini is a guest professor at Fundação Dom Cabral and an arbitrator at CAM - Câmara de Arbitragem do Mercado of B3. He has participated as a member of the Board of Directors and Advisory Board of several companies in Brazil and abroad, among them BOVESPA, Metal Leve, Maraú, Livrarias Siciliano, CPFL, Inpar, Klicknet, Sadia, BRF, Bco. BMG, Vulcabrás and Marfrig. He was a co-founder of IBGC - Brazilian Institute of Corporate Governance in 1995 and is still active in several of its committees. He is an associate member of IBEF - Brazilian Institute of Financial Executives and of FBN - Family Business Network. For over 20 years he was an executive officer, shareholder and member of the Board of Directors of Metal Leve S.A., he was President Professional Experience / Independence Criteria of CVM in 1992. He was coordinator for 5 years (2002 - 2007) in São Paulo of the Núcleo da Empresa Familiar - PDA, of the Dom Cabral Foundation. He graduated in Business Administration from Fundação Getúlio Vargas (1972), and has specialization in (i) Advanced Management from Fundação Dom Cabral and INSEAD (1991); (ii) Entrepreneurship from Babson College (2004) and (iii) Corporate Governance (IFC and IBGC - 2009, 2011, 2013 and 2016). From 2016 to the present he continued and continues to participate in several courses and seminars in Brazil and abroad, as well as, events related to Business Strategy, Business Administration, Corporate and Family Governance aiming his continuous learning.

Charles Lenzi. Mr. Charles Lenzi has being appointed as an effective member of the Company's Board of Directors by shareholder Petróleo Brasileiro S.A. - Petrobras. Mr. Charles Lenzi is Executive Chairman of ABRAGEL, since 2019; Independent Member of the Board of Directors and Member of the Audit Committee of AES Brasil, since 2019; and Independent Member of the Board of Directors, Member of the Audit Committee and Member of the People and Sustainability Committee of BEVAP - Bioenergética Vale do Paracatu, since 2020. He was CEO of Eletropaulo, from 2016 to 2018; COO of AES Brasil, CEO of Eletropaulo and CEO of AES Sul from 2016 to 2017; Executive President of ABMGEL from 2010 to 2016; Managing Director of Grupo Stefani, from 2008 to 2010; Vice-President of Distribution AES Brasil, Eletropaulo and AES Sul, from 2006 to 2008; General Director of AES Sul, from 2004 to 2006; Vice-President of Operations of Eletropaulo, from 2002 to 2003; Regional Director of AES EDC - La Eletricidad de Caracas, from 2001 to 2002; President Director of AES CESCO - India, from 2000 to 2001; Business Unit Manager of AES Sul, from 1998 to 1999; General Manager of Gazola S/À from 1988 to 1998; Sales Engineer of lntral S/A from 1982 to 1986. He is an Electrical Engineer from PUCRS, from 1977 to 1981. He holds a Specialization Degree in Industrial Automation from UNICAMP, from 1986 to 1988; MBA in Finance from UCS§, from 1996 to 1998; MBA in Strategic Planning and Business Management from FGV, in 1999; Leadership Development Program from Darden Business School, Universis of Virginia, in 2006; PGA Advanced Management Program, from Dom Cabrale INSEAD Foundation, in 2007; Master in Business Administration and Business from PUCRS, in 2015; Board Member Course from IBGC, in 2016; and Global Executive Leadership Retreat, from Georgetown University, in 2017.

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Marcelo Klujsza. Mr. Marcelo Klujsza has been appointed as an effective member of the Company’s Board of Directors as of August 24, 2020 by shareholder Petróleo Brasileiro - Petrobras and is a member of its Support Committee - Finance and Investment Committee. Mr. Marcelo Klujsza has served in senior management positions in consulting companies - CEO of Metal Data S.A. and Vice President of Alexander Proudfoot Consultoria - in addition to acting as a consultant through his own company - Metakarp Value Consulting, offering support to the management and board of directors of Odebrecht S.A.companies, especially in the mineral and metallurgical industry segment. He joinedhas also worked in technical, management and senior management positions at Vale, Rio Paracatu Mineração, Rio Tinto Brasil, IBM Brasil and Grupo Solmucci Entretenimento. At Petrobras, he held the Odebrecht Group as general counselposition of Odebrecht S.A. in 1988, and became an executive officer as of May 1997, reporting directlyAssistant to the chief executive officerBoard of Odebrecht S.A.Directors from 06/2015 to 11/2015 and Advisor to the Presidency from 12/2018 to 04/2021. He served as memberheld the position of Chairman of the boardBoard of directorsDirectors of the Leading Companies in all business areas of the Odebrecht Group (currently, 15 different lines of business). Mr. Souza also served as a president of the board of directors of Companhia de Concessões Rodoviárias, or CCR. In his career, he was also a visiting lawyer at the law firm Dechert, Price & Rhoads (Philadelphia), a senior lawyer at the law firm Pinheiro Neto AdvogadosLiquigás Distribuidora S.A. from 1976 through 1982 and a senior counsel of the Latin America and Caribbean Division of the World Bank (Washington, D.C.) from 1982 through 1987. Mr. Souza06/2019 to 12/2020. He holds a law degree in mechanical engineering from Pontifícia Universidade Católica do Rio de Janeiro, or PUC/RJ, and an LL.M. from the University of Pennsylvania. He also attended the High Performance Boards Program of IMD, in Lausanne, Switzerland.

Ernani Filgueiras de Carvalho. Mr. Carvalho was elected Vice Chairman of our board of directors as a nominee of Petrobras in April 2016. With 40 years of market experience, Mr. Carvalho worked at Petrobras for 25 years, where he held various technical and management functions. At the Gabriel Passos Refinery (REGAP) in Betim, Minas Gerais, where he worked for 10 years, he was responsible for the startup of two industrial unit complexes. He coordinated the technology transfer program in the process of hydrotreating of fuels, jointly with the French Oil Institute (IFP—Paris), as well as projects stemming from this program. At the headquarters, also he prepared and coordinated a multi-year investment plan for the company’s refinery area. He also served for four years as Superintendent of Refining and Processing of Natural Gas at the National Petroleum Agency (ANP). Between November 2004 and March 2016, he worked as Executive Manager of Supply, Petrochemicals and Biofuels of the Brazilian Institute of Oil and Gas (IBP). Mr. Carvalho has amaster's degree in chemical engineeringGeosciences/Geology from theUniversidade Federal University ofdo Rio de Janeiro, (UFRJ), a graduate degreespecialization in Oil Processing Engineering from Petróleo Brasileiro S/A (Petrobras), an MBA from Fundação Dom Cabral (Minas Gerais) and a graduate degree in Regulation of the Oil and Gas Industry from the State University of Campinas (Unicamp), among others.

João Cox Neto.Mr. Cox was elected to our board of directors as a nominee of Odebrecht S.A. He currently serves as Chairman of the board of directors of Estácio Participações S.A. and as a member of the boards of directors of Embraer, Linx S.A., and Odebrecht TransPort. He is a founding partner and company manager of Cox Investimentos & Consultoria Ltda.. Between 2006 and 2010, Mr. Cox Neto served as chairman, CEO and vice-chairman of Claro. In 2005, he was the vice-chairman of the board of directors of Cellcom. He served as finance and investor relations vice-chairman of Telemig Celular Participações and Tele Norte Celular Participações from April 1999 to August 2004. In addition, Mr. Cox Neto has served as a member of the boards of directors of certain companies in Brazil, Argentina, Holland and Israel. He served as a board member of the CRSFN—National Financial System Resources Council, ABRASCA (Brazilian Association of Publicly Held Companies) from and IBRI (Brazilian Institute of Investors’ Relations). Mr. Cox Neto holds a bachelor’s degree in economics from Universidade Federal da Bahia and master’s degrees in economics from Université du Québec à Montreal and College of Petroleum Studies of Oxford University.

Carla Gouveia Barretto.Ms. Barretto was elected to our board of directors as a nominee of Odebrecht S.A. She has 20 years of experience in the control, planning and human resources department, and, more recently, in the business department. She started her career as an external auditor of PricewaterhouseCoopers in Salvador in 1990. She joined the Odebrecht Group in 1994, and was responsible for planning and human resources at CNO, as controller and then as head of control in the Polyolefins Unit at Braskem. From 2012 to 2015, she was the director of business, responsible for private property investments of Odebrecht Properties. Since then, she has returned to Holding Odebrecht S.A. as director of planning and people. Ms. Barretto holds a degree in business administration from Universidade Salvador (UniFacs) and an MBA from Fundação Dom Cabral in Belo Horizonte.

Luiz de Mendonça. Mr. Mendonça was elected to our board of directors as a nominee of Odebrecht. He is currently the chief executive officer of Odebrecht Agroindustrial (former ETH Bioenergia). Mr. Mendonça joined the Odebrecht Group in 2002 when he started working at Braskem, where he held several positions, such as executive vice president of the polyolefins unit, executive vice president of the basic petrochemicals unit and executive vice president of the polymers unit. He also acted as chief executive officer of Braskem Qpar S.A. In 2011, Mr. Mendonça was appointed chief executive officer of Braskem America and executive vice president of the international unit of Braskem. Before joining Braskem, Mr. Mendonça spent a significant part of his career at Rhodia, in the textile and chemical sectors, where he held several business/operational positions throughout Latin America, France and the United States. Mr. Mendonça holds a bachelor’s degree in production engineering from University of São Paulo and an MBA from Insead-France.

Gesner José de Oliveira Filho. Mr. Oliveira Filho was elected to our board of directors as a nominee of Odebrecht. He is currently a member of the Self-regulation Council of FEBRABAN, member of the board of directors of USIMINAS, member of the Policy Advisory Board of UBER, member of the Advisory Board of CIEE, member of the Advisory Board of ECONSERVATION, Partner of GO Associados Consultoria Empresarial, Professor of the Planning Department and Economic Analysis Applied toBusiness Administration – EAESP / FGV, Coordinator of the Economics Group of Infrastructure & Environmental Solutions of FGV. Between 2006 and 2010,

he was the President of Sabesp – Sanitation Company of the State of São Paulo. He has also acted as Consultant in a project for the World Bank, for institutional analysis of a sanitation company in Dhaka, Bangladesh, 2012. Mr. Oliveira Filho is graduated in Economics from School of Economics and Administration of Universidade de São Paulo – FEA/USP, with a Master’s degree in Economics from the Economics Institute of Universidade Estadual de Campinas (UNICAMP) and Ph.D. in Economics from University of California, Berkeley.

Marcelo Moses de Oliveira Lyrio. Mr. Lyrio was elected to our board of directors as a nominee of Odebrecht. He is the founding partner of Príncipio Assessoria Empresarial. During 12 years, from 2004 to 2016, he was a businessman, partner andco-founder of Signatura Lazard and Managing Director (MD) of Lazard in Brazil. During such period, he worked as assistant for large Brazilian and foreign corporate groups in their local and international investments. Before then, he worked for 14 years, from 1990 to 2004, for ING Bank and ING Barings in several areas of the institution, and the last three years, as its President in Brazil. Mr. Lyrio holds a bachelor’s degree in economics from Pontifícia Universidade Católica—PUC of Rio de Janeiro.

Pedro Oliva Marcilio de Sousa. Mr. Sousa was elected to our board of directors as a nominee of Odebrecht. He is an Executive Officer at Br Partners Group, and from 2012 to 2016 he acted as a Resources Management Office at GR Partners Gestão de Recursos Ltda. In 2011, he acted as a M&A Officer. From 2009 to 2010, he acted as M&A officer at Banco Standard de Investimentos S.A. As of 2013, he has been acting as a member of the Audit Committee at Companhia Brasileira de Distribuição and BM&F Bovespa S.A – Bolsa De Valores, Mercadorias e Futuros. Between 2013 and 2014, he was a member of the fiscal board of Hypermarcas S.A. Mr. Sousa holds a bachelor’s degree in law from Faculdade de Direito da Universidade Federal of the State of Bahia.

João Carlos Trigo de Loureiro. Mr. Loureiro was elected to our board of directors as a nominee of Petrobras, Mr. Loureiro has 40 years of professional experience, including more than six years in France, with vast management experience. Since 2015, he has been manager of Shareholdings in Petrochemical and Biofuel Companies at Petrobras. Mr. Loureiro holds a degree in economics from Universidade Cândido Mendes and an executive MBA in oil and gas from Coppe – UFRJ.

Fernando Reis Vianna Filho. Mr. Vianna was elected to our board of directors as a nominee of Petrobras. He worked in Sistema Petrobras for over 40 years, serving in several management positions until 2007. He is currently retired and does not hold an office in any other publicly held company. Mr.Vianna holds a bachelor’s degree in law from Universidade Estadual do Estadolica do Rio de Janeiro (UERJ).and has a professional career spanning 37 years.

Edson Chil Nobre. Mr. Nobre was elected to our board of directors as a nominee of Petrobras. Mr. Nobre worked at Petrobras for 35 years. He acquired vast management experience at Petrobras and Petrobras Distribuidora. From 2010 to 2014 he served as Executive Manager of Energy Business at Petrobras Distribuidora and retired in 2014. Mr. Nobre holds a degree in chemical engineering from the Federal University of Paraná, a law degree from Faculdades IntegradasBennett-Rio de Janeiro, a work safety engineering degree from the State University of Maringá and an executive MBA from COPPEAD-UFRJ in Rio de Janeiro.

Alternate Directors

André Amaro da Silveira.Mr. Silveirawas electedAndré Amaro is an alternate member of the Company’s Board of Directors as a nominee of Novonor S.A. Mr. Amaro worked with Novonor Group from 1988 to our board2018. In addition to the aforementioned office at the Company, Mr. Amaro is an effective member of directorsthe Board of Directors of the company Ocyan, working also as coordinator of the Culture, Communication, Personnel and Sustainability Committee, he is an effective member of the Board of Directors of the company Odebrecht Transport, and also acts as coordinator of the Personnel and Organization Committee and as member of the Finance and Investment Committee, and is the chairman of the Board of Directors of Redram Construtora de Obras S.A. He began his career in heavy infrastructure projects and led Odebrecht investments in the concession of public services in Brazil, Argentina and Portugal. During this period, he was also Director of Project Finance and Export at Construtora Norberto Odebrecht, Vice President of Planning and People at Braskem, Director of Human Resources at Novonor S.A., President of Odebrecht Properties and of Odebrecht Defesa e Tecnologia. He holds a graduate degree in Civil Engineering from Universidade Federal de Minas Gerais and a Master's degree in Business Administration from IMD.

Rodrigo Tiradentes Montecchiari. Mr. Rodrigo Tirandentes Montecchiari is being nominated as an alternate member of the Company's Board of Directors by the shareholder Petróleo Brasileiro S.A. - Petrobras. Mr. Rodrigo Montecchiari is Fiscal Director of Refinarias de Mucuripe S.A., Manaus S.A., Canoas S.A. and Paraná Xisto S.A. Additionally, he is Alternate Fiscal Director of Logum Logística S.A., since April 2018 and was Chief Financial Officer (CFO) of PB-LOG between April 2017 and December 2021. He was Fiscal Director of PQS and MSGÁS, from April 2013 to March 2018; Alternate Fiscal Director of Petros, from April 2013 to March 2018; Corporate Finance at Petrobras, from December 2012 to March 2017; Chief Financial and Administrative Officer at Petrobras Namibia, from March 2012 to November 2012; Chief Financial and Administrative Officer at Petrobras Angola, from March 2010 until February 2012; Chief Financial and Administrative Officer at Petrobras Nigeria, from May 2007 until February 2010; and Coordinator of Audit and Joint Ventures at Petrobras, from 2003 until April 2007. He holds a degree in economics from Universidade Federal Fluminense, an Executive MBA from Fundação Dom Cabral and a Master's degree in Corporate Finance from the University of Liverpool.

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Daniel Pereira de Albuquerque Ennes. Mr. Daniel Pereira de Albuquerque Ennes is an alternate member of the Company's Board of Directors as a nominee of Odebrecht.shareholder Petróleo Brasileiro S.A. – Petrobras. He is currently the Bank and Structured Finance Manager of Petrobras. He was previously an effective member of the Board of Directors of Liquigás Distribuidora S.A. and Bank Market Coordinator, Domestic Capital Market Coordinator and Export Credit Agency Coordinator of Petrobras. Mr. Daniel Pereira holds a graduate degree in Economics from Universidade Federal do Rio de Janeiro (UFRJ), a bachelor’s degree in Law from Universidade do Estado do Rio de Janeiro (UERJ) and a Master’s degree in Industrial Economics from Universidade Federal do Rio de Janeiro (UFRJ).

Laura Maniero Gadelho. Ms. Laura Maniero Gadelho has servedbeing appointed as an alternate member of the Company's Board of Directors by the shareholder Novonor S.A. - under Judicial Reorganization. Ms. Laura Maniero Gadelho is currently a lawyer in the corporate area of Novonor S.A., a position she has held since April/2016, having previously worked at Odebrecht Properties (January/2013 to April/2016) as a lawyer in the legal department of Odebrecht since 2010. Prior to that, she servedcorporate and business areas. She also worked as a senior associate attorneylawyer in the litigation and arbitration department at Lefosse Advogados/Linklaters LLP (October/2007 to January/2013), in São Paulo and New York, as a trainee and lawyer in the litigation and arbitration department at Dourado Fialdini Penna Tilkian Advogados from 2003Associados (November/2005 to 2010,October/2007) and as a visiting lawyertrainee in the administrative law department at Linklaters LLP.Tojal Teixeira Ferreira Serrano e Renault Advogados (May/2005 to November/2005). Ms. Silveira holdsLaura Maniero Gadelho has a bachelor’slaw degree in law from the Pontifícia Universidade Católica ofde São Paulo (PUCSP)(USP) (2002 to 2006), a Continuing Education Course in Arbitration from Escola de Direito da Fundação Getúlio Vargas - FGV (2008) and a master’s degreean LL.M. (Master of Laws) from Columbia University School of Law (August/2010 to May/2011), having also participated in the UniversityInternational Commercial Arbitration Association and the Latin American Association of Chicago.Business Law.

Arão Dias Tisser.Guilherme Simões de Abreu. Mr. Tisser was elected as alternate member of our board of directors as a nominee of Petrobras. He previously served as member of our board of directors from May 2008 to July 2008, and was first electedGuilherme Simões de Abreu has being appointed as an alternate member of our boardBraskem's Board of directors in March 2008. Mr. TisserDirectors by shareholder Novonor S.A. - In Judicial Recovery. He currently serves as a commercial analyst in Petrobras, worked as management coordinatorholds the position of holdings in petrochemicalResponsible for People, Communication and biocombustibles from April 2015Or/ganization at Novonor S.A., since January 2020. From June 2018 to August 2016, worked as management coordinatorDecember 2019, he held the position of holdings in petrochemical from November 2015Executive Secretary of the Board of Directors of Novonor S.A. From 2013 to March 2015,2017, he was Manager of Novonor S.A. - In Judicial Recovery, for People and worked in the commercial Petrobras sector of naphtha and industrial raw materials from February 2001 to October 2004.Organization matters.

Marco Antonio Zacarias. Mr. Tisser holds a bachelor’s degree in civil engineering from UFRJ, a master’s degree in engineering from the Instituto Alberto Luiz Coimbra dePos-Graduação e Pesquisa de Engenharia (COPPE/UFRJ), an LLM in corporate law from the IBMEC—Rio de Janeiro and an MBA in business management from FGV - São Paulo.

Marcelo Mancini Stella.Mr. Mancini was electedMarcos Antonio Zacarias has being appointed as an alternate member of our boardthe Company's Board of directors as a nomineeDirectors by the shareholder Petróleo Brasileiro S.A. - Petrobras. Mr. Marcos Antonio has been CEO of OdebrechtPetrobras Uruguay S.A. de lnversión and of Petrobras Uruguay Servicios y Operaciones S.A, since March 1, 2020. He has served as thewas CEO of Petrobras Uruguay Distribuición S.A. and Misurol S.A., from 03/01/2020 to 02/05/2021; Director of Petrobras Uruguay S.A. de lnversión, Vice President of Petrobras Uruguay Distribuición S.A., Vice President of Mirusol S.A., and Vice President of Petrobras Uruguay Servicios y Operaciones S.A., from 01/01/2018 to 02/29/2020; Vice President of Distribuidora de Gas Montevideo S.A. and Director of Conecta S.A., from 01/02/2019 until 09/30/2019; General Manager of Company Management and Benefits, from 2016 until 2017, General Manager of Financial Management, in charge2016, Executive Manager of marketing Ethanol, SugarCorporate Finance, from 2015 until 2016, General Manager of Financial Management, from 2006 until 2015, Manager of Subsidiary Coordination, from 2005 until 2006, Accounting Manager of International Business, from 2000 until 2005, at Petrobras - Petróleo Brasileiro S.A.; Financial Control Manager, at Petrobras lnternacional S.A. - Braspetro, from 1999 to 2000; and EnergyFinancial and for the Logistics, Supply and International Market Development businessesAdministrative Manager, at Odebrecht Agroindustrial since 2010. Previously, he occupied several positions at BraskemPetrobras Colombia, from 20021995 to 2010, leading the business directories of Polyethylene, Vinyls and Polypropylene.1999. He worked for Pilkington Brasil Ltd. as salesat Amil Assistência Médica lnternacional Ltda., at Cobra Computadores S.A., at Banco Mercantil de São Paulo S.A. and marketing director of Brazil from 1990 to 2002. Mr. Mancini holds a bachelor’s degreeat the Ministério da Aeronáutica during his mandatory military service. He graduated in production engineeringAccountancy from the Polytechnic School of the University of São Paulo andUniversidade do Estado do Rio de Janeiro in 1987. He holds an MBA in Business, Controlling, Auditing and Accounting from the University of SãFundação Paulo—FIA. He also participatedGetúÍio Vargas, in the INSEAD Finance Program and the Marketing Program at Cranfield University.

Sergio França Leão.Mr. França Leão was elected as1994; an alternate member of our board of directors as a nominee of Odebrecht S.A. He started,MBA in 2003, to coordinate the support to the sustainability programs at Odebrecht S.A. Since 1992, he coordinates the environmental programs at Odebrecht. He was the responsible, until 2013, for coordinating the support to the SSTMA programs at Construtora Norberto Odebrecht. He was a professor at UFMG (University of Minas Gerais), from 1981 to 1992, in the Sanitary and Environmental Engineering department, and Coordinator of the Master course in the same area. He is a consultant in several environmental control projects in the industry through the Christiano Ottoni Foundation belonging to UFMG. He was president of the State Environmental Foundation of Minas Gerais and member of the State Environmental Politics and the National Environmental Councils from 1989 to 1991. Mr. França Leão has a degree in Civil Engineering with a major in sanitary engineering from UFMG, and a master’s degree and PhD in sanitary and environmental engineering from University of California, in Berkeley - 1981.

Mauro Motta Figueira. Mr. Figueira was elected as an alternate member of our board of directors as a nominee of Odebrecht. Mr. Figueira currently serves as the financial planning director of Odebrecht. Previously, he was a financial analyst at Citibank and strategic planning manager at OPP Petroquimica until 2002; senior consultant at management consulting firm A.T. Kearney from 2004 to 2006, marketing controller at Johnson & Johnson from 2006 to 2008 and senior manager at strategic consulting firm Monitor Group from 2008 to 2010. Mr. Figueira holds a degree in production engineeringAccounting Management from the University of São Paulo, in 2005; an Advanced Management Program from INSEAD Business School, Fontainebleau, France, in 2008; and has an MBAAdvanced International Program in Oil and Gas Financial Management from the Darden SchoolUniversity of Business.Texas at Dallas, USA, in 1997.

Ticiana Vaz Sampaio Marianetti.Lineu Fachin LeonardoMs. Marianetti was elected. Mr. Lineu Fachin Leonardo has being appointed as an alternate member of our boardthe Company's Board of directors as a nomineeDirectors by the shareholder Petróleo Brasileiro S.A. - Petrobras. Mr. Lineu Fachin has been General Manager of Odebrecht S.A. Before holding a position as financial directorDevelopment, Career and Leadership at OdebrechtPetrobras - Petróleo Brasileiro S.A., she served as CFO of Odebrecht Ambiental from April 2008 to March 2016. Before that, shesince September 2020. He has held several managerial positions at Petrobras in the engineeringlast 10 years, and finance departmentshas also worked at a company controlled by Petrobras in the Human Resources area. Among the managerial experiences at Petrobras, the highlights are the conduction of Career, Succession and Performance, Development, and Organizational Learning topics, in addition to having acted as International HR manager at Petrobras. At Transpetro (Petrobras Transporte S.A.) he was in charge of Career, Remuneration, Performance, and Labor and Union Relations during his time at the Odebrecht Group. Her previous experience includescompany. Before working for Petrobras, she worked in project finance for Bechtel Enterprises (USA)education, having implemented distance learning courses at Universidade Norte do Paraná. She holds a Bachelor's degree in Business Administration from the State University of Londrina (1999-2003), Alterra Partners (Costa Rica and UK) and Gerens Management Group (Spain). Ms. Marianetti holds a degree in civil engineering from the Federal University of Bahia (UFBA)Tourism and earned an MBA from the Haas Business School at the University of California in Berkeley.

José de Freitas Mascarenhas.Mr. Mascarenhas was elected as an alternate member of our board of directors as a nominee of Odebrecht S.A. He has been an executive officer of Odebrecht since September 2001 and serves in various capacities with other companies in the Odebrecht Group. He served as vice president of Confederação Nacional das Indústrias from October 1985 to October 2014, and as president of Federação das Indústrias do Estado da Bahia from 1992 to 2002 and April 2010 to March 2014. He also has served as vice president of the Brazilian Association of Chemical Industry and Derivative Products from May 1993 to April 2008. Mr. Magalhães is a member of the board of the Brazilian Competitiveness Council (Movimento Brasil Competitivo) and, in 2014, was elected as a member of the board of the Associação Comercial da Bahia. Since 2015, he has served as chairman of the board of economics of the Federation of Industries of the State of Rio de Janeiro – FIRJAN. Mr. Mascarenhas holds a bachelor’s degree in civil engineering from UFBA.

Helena da Costa Silveira Troper.Ms. Troper was elected as an alternate member of our board of directors as a nominee of Odebrecht S.A. She has worked at the Odebrecht Group since 2010 as an attorney in Odebrecht S.A.’s legal department, a position she holds to this day. Previously, she acted as a senior associate attorney at Lefosse Advogados from 2003 to 2010, having been a visiting attorney at Linklaters LLP in New York. Ms. Troper has a degree from Pontifícia Universidade Católica de São Paulo (PUCSP) and a master’s degreeHospitality from the University of Chicago.

Paulo Cezar Fernandes da Silva.Mr. Silva was elected to our board of directors as a nominee of Petrobras. Mr. Silva currently serves as senior equipment engineer. From 2015 to 2016 he served as manager of relationship and information in the Petrochemical Business – Relationship with Control Agencies. From 2014 to 2015 he served as planning and control manager, responsible for planning and control of the petrochemical supply department. Previously, he served as manager of evaluation and support to management of Shareholdings, where he was responsible for the corporate governance of ownership interests at the petrochemical supply department, and manager of economic and financial analysis. Mr. SilvaNorthern Paraná (1999-2003). He holds a degreeSpecialization in industrial mechanical engineeringInternational Relations from Centro Federal de Educação Tecnológica(CEFET-RJ),Universidade Candido Mendes (2007-2008); Specialization in People Management from IBMEC (2008-2009). He holds a graduate degreeMaster in public administration from FGV and an executive MBA in finance fromIBMEC-RJ. He has also completed specialization programs in managementAdministration - Business Management, from Fundação Dom CabralGetúlio Vargas/RJ (2019-2020). He also has executive training abroad at schools such as INSEAD - Institut Européen d'Administration des Affaires, Center for Creative Leadership, Kellogg School of Management, TIAS Business School and The Innovative Organization from the University of California, Berkeley.Rutgers Business School.

Marcus Vinicius de Oliveira Magalhães.Mr. Magalhães was elected as an alternate member of our board of directors as a nominee of Petrobras. Mr. Magalhães is a senior processing engineer and works as an Industrial Automation coordinator at Petrobras. Mr. Magalhães holds a degree in chemical engineering from the Military Institute of Engineering.

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Board of Executive Officers of Braskem

Our board of executive officers is our executive management body. Our executive officers are our legal representatives and are responsible for our internal organization, andday-to-day operations and the implementation of the general policies and guidelines established from time to time by our board of directors.

Ourby-laws require that the board of executive officers consist of a chief executive officer and between three and nine additional members, each responsible for business areas that our board of directors assigns to them. The members of our board of executive officers, other thanand our chief executive officer and, have no formal titles (other than the title of executive officer or “Diretor”)director) but have the informal titles set forth in the table below.

The members of our board of executive officers are elected by our board of directors for a three-year terms unified terms and are eligible for reelection. The current term of all of our executive officers ends at the first board of directors meeting held immediately after our annual shareholders’ meeting to be held in 2018.2021. Our board of directors may remove any executive officer from office at any time with or without cause. According to the Brazilian CorporationCorporate Law, executive officers must be residents of Brazil, or indicate representatives that must be residents of Brazil, but don’t need notto be shareholders of our company.shareholders. Our board of executive officers holds meetings when called by our chief executive officer.

The following table lists the current members of our board of executive officers:officers as of the date of this annual report:

Name

Year of First
Appointment

Position Held

Age

Roberto Lopes Pontes Simões2019Chief Executive Officer65
Pedro van Langendonck Teixeira de Freitas2016Chief Financial Officer and Head of Procurement and Institutional Relation46
Edison Terra Filho2017Executive Officer and Head of the Olefins & Polyolefins South America50
Marcelo Arantes de Carvalho2015Executive Officer and Head of People, Communication, Marketing and Sustainable Development53
Marcelo de Oliveira Cerqueira2013Executive Officer and Head of Brazil Manufacturing and Global Industrial Operations56
Daniel Sales Corrêa2020Executive Officer and Head of Investments & Digital Technologies54

 

Name

  Year of
Appointment
  

Position Held

  Age
Fernando Musa  2016  Chief Executive Officer  52
Pedro van Langendonck Teixeira de Freitas  2016  Vice President Executive Officer, Chief Financial Officer and Director of Investor Relations  42
Gustavo Sampaio Valverde  2013  Vice President Executive Officer and General Counsel  43
Edison Terra Filho  2016  Vice President Executive Officer of Polyolefins, Renewable Chemicals, Europe  45
Marcelo Arantes de Carvalho  2015  Vice President Executive Officer of People, Organization and Procurement  49
Marcelo de Oliveira Cerqueira  2013  Vice President Executive Officer of Basic Petrochemicals Unit  52

Summarized below is information regarding the business experience, areas of expertise and principal outside business interests of our current executive officers.

Fernando Musa.Mr. Musa is currently our chief executive officer. From April 2012 to April 2016, Mr. Musa was in charge of our company’s business in the United States and Europe. Before that, in 2011, Mr. Musa was planning and business development officer for Braskem, leading the areas of strategic planning, procurement and information technology and also in charge of quantiQ, Braskem’s distributor of chemical products. Mr. Musa joined

Braskem in January 2010 as planning and integration officer at Quattor (at the time of the acquisition by Braskem), where he was responsible for the integration into Braskem, leading the financial, procurement, polymer logistics and SAP project areas. Previously, Mr. Musa held leadership positions at McKinsey, Editora Abril and Monitor Group. Mr. Musa holds a degree in mechanical engineering from the Aeronautic Technological Institute (Instituto Tecnológico da Aeronáutica), or ITA, in São José dos Campos, Brazil and an MBA from Insead.officers:

Pedro Van Langendonck Teixeira de Freitas.Freitas. Mr. Pedro van Langendonck Teixeira de Freitas has been appointed as the Company’s Financial and Investors Relations Officer as of April 14, 2021 and he is currently our chiefCompany’s Responsible Person for Finance, Supplies and Institutional Relations. In this office, he globally leads the financial, officerinvestors relations, and investor relations officersupplies and previously served in our strategic planning area fromareas, and coordinates the institutional relations in Brazil. In this context, he is responsible for the Company's management and financial health, for the innovation in the search for efficiency in the management processes and for the motivation of a high-performance team. From 2011 to 2016. Prior to this,2016, he was aresponsible of Braskem's Corporate Strategy Management, elaborating the business plan and evaluating investments and M&A opportunities. Previously, he worked with strategy consultant,advisory, having participated in the constructiondefinition of business strategies and mergers and acquisitions projectsM&A strategies in various industries, including petrochemicals,in the petrochemical, agribusiness, consumer goods and pharmaceuticals.pharmaceutical. Mr. Pedro Freitas holds a Production Engineering degree in production engineering from the Polytechnic School of the University ofUniversidade de São Paulo USP, and an MBA from Insead.INSEAD.

Gustavo Sampaio Valverde.Mr. Valverde is currently our vice president of legal, governance and external affairs. He previously served as our vice president of legal and external affairs of Braskem America from 2011 to 2013, legal officer from 2009 to 2011 and seniorin-house counsel to Braskem S.A. (OPP Química S.A.) from 2001 to 2002. Mr. Valverde also served as legal officer at CBPO Ingeniería de Venezuela from 2007 to 2009, seniorin-house counsel at CNO from 2003 to 2007 and as an attorney at Costa, Mello & Cavalcanti Advogados. Mr. Valverde holds a bachelor’s degree in law from Universidade Federal da Bahia, a specialization in tax law and a master’s degree in law from Pontifícia Universidade Católica de São Paulo and an LLM from Columbia University.

Edison Terra Filho. Mr. Edison Terra Filho has been elected as a member of the Company’s Executive Management as of April 14, 2021 and he is currently our vice president executive officer of polyolefins, renewables and Europe.responsible for the South America Olefinas & Poliolefinas Unit. Mr. Edison Terra joined Braskem in 2002, and has held positionshe worked in severalthe Marketing, Supply Chain and Exportation areas, including marketing, supply chain and export and as leader of Small Enterprisethe Polyethylene Business, Europe and Renewable, and of UNIB and quantiQ. Previously,Before working for Braskem, he served in several positions at Rhodia from 1993 to 2002.worked nine years for Rhodia. Mr. Edison Terra holds a bachelor’sgraduate degree in production engineeringProduction Engineering from Escola Politécnica dathe Polytechnic School of Universidade de São Paulo USP and a master’sMaster’s degree in business administrationBusiness Administration fromEAESP-FGV/SP.

Marcelo Arantes de Carvalho. Mr. Carvalho He has also attended extension courses in Global Leadership in Wharton Business School and in Disruptive Technologies in Singularity University. He is currently our viceexecutive president executiveof INP (Instituto Nacional do Plástico) and officer of people, organization, communication, marketing and sustainable development. He has implemented organizational and human resources training programs, cultural change and leadership development programs and developed and implemented global strategies in the areas of human resources, information technology and procurement. Previously, Mr. Carvalho worked in global companies such as ABB, Unilever, Fiat Chrysler Automotive and Braskem. He has over 28 years of experience in the human resources, information technology and procurement areas in industries such as metallurgy, automation and power technology, telecommunications,automotive, consumer goods and petrochemical/chemical industries. Mr. Carvalho holds a degree in business administration, with specialization in business management, from FundaçFIESP (Federação Dom Cabral and a degree in global leadership from Wharton.das Indústrias do Estado de São Paulo).

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Marcelo de Oliveira Cerqueira. Mr. Marcelo de Oliveira Cerqueira has been appointed as a member of the Company’s Executive Management as of April 14, 2021 and he is currently the vice presidentExecutive Vice-President of our Basic Petrochemicals Unit.Manufatura Brasil e Operações Industriais Globais. Mr. Cerqueira previously served as headhas more than 30 years of our Vinyls Unit from 2010 until October 2013, as industrial vinyls director from 2009 until 2010 and as production manager of our PVC production unitexperience in the State of Bahia from 2003 until 2008. Previously he worked at Trikemchemical and petrochemical industry. He has started his career in various capacities, including production manager of the PVC production unit in the State of Alagoas from 1997 until 2002. At Companhia Petroquímica Camaçari, he worked with the production logistics, health, safety and the environment and procurement engineering areas from 1989 until 1996. He began his career1987 at Companhia Alcoolquímica Nacional and COPERBO (now Lanxess),(currently Arlanxeo). In 1989 he joined Companhia Petroquímica Camaçari, where he worked from 1987 until 1989.on Production, Logistics, Health, Safety and Environment – SSMA and Supplies areas. At Braskem, he has already worked as Responsible Person for the Vinyls Unit, Industrial Vinyls Officer and Production Manager of the PVC Unit of Alagoas and Bahia and responsible for the Chemicals and Vinyls Unit at Braskem. Mr. Marcelo Cerqueira holds a bachelor’s degree in chemical engineeringChemical Engineering from the University ofUniversidade de Pernambuco and an MBA in Business Management from FGV.FGV, and he has attended the Global Leadership Program at Wharton Business School - University of Pennsylvania.

Marcelo Arantes de Carvalho. Mr. Marcelo Arantes de Carvalho has been elected as a member of the Company’s Executive Management as of April 14, 2021 and he is currently the Responsible Person for People, Communication, Marketing and Press Relation of the Company, with 34 years of professional experience. He has acted in various large-sized companies and in several offices related to Human Resources. He started his career as an intern in Fiat Group in 1988, and then he worked at Celite S.A. from 1989 to 1991, in the Remuneration and Union Relations area. From 1991 to 1998, he worked as Human Resources Manager at Asea Brown Boveri Ltda., and then he joined Unilever to work as Human Resources Development Manager. In 2000 he became Human and Organizational Development Officer of Intelig Telecomunicações. Later, in 2005, he joined Reckitt Benckiser, where he remained until 2008 as Human Resources Officer. Between 2008 and 2010 he was the Human Resources Officer for Latin America at Fiat Group, after which he came to Braskem. Mr. Marcelo Arantes holds a degree in Business Administration from Faculdade de Ciências Gerenciais (UNA) and an Executive MBA from Dom Cabral Foundation (Fundação Dom Cabral), and he has attended the Global Leadership Program at Wharton Business School - University of Pennsylvania.

Daniel Sales Corrêa. Mr. Daniel Sales Corrêa has been elected as a member of the Company’s Executive Management as of April 14, 2021 and he is currently responsible for Investments and Digital Technologies. During the 26 years he worked for Petrobras in various refineries, and held offices in Engineering, Production, Process Optimization and Commercialization. At the company's headquarters, he has been operational efficiency general manager, including all refineries, and more recently he was the general manager of the company's refining, transport, and commercialization business restructuring programs, where he leaded initiatives to reposition Petrobras in the “Downstream,” focused on the carve out of the refineries and terminals to be disinvested. During the period from 2019 to July 2020, he was also a member of the board of directors of Refinaria de Petróleo Riogranense S.A. – RPR. Mr. Daniel Corrêa holds a graduate degree in Electrical Engineering from Universidade Federal do Amazonas (UFAM), a postgraduate degree in Equipment Engineering and in Oil Refining Engineering from Universidade Petrobras, and in Quality and Productivity Management from FUCAPI/UFRGS, and an Executive MBA in Strategic Business Management from FIA/USP.

Board Committees

On August 8, 2018 our board of directors approved its internal operating rules (which has been recently updated on September 22, 2021), as well as the board committees’ internal rules (which have been recently updated on September 22, 2021 and November 09, 2021). An English translation of the internal operating rules of our board of directors and its committees is available on our investor relations website at www.braskem.com.br/ri.. Under these rules, our bylaws and the shareholders’ agreement, our board of directors has established four permanent committees and has the power to establish ad-hoc committees. Permanent committees must have at least three and no more than five members. Ad-hoc committees may be convened for a limited period to consider temporary issues and are dissolved when their purpose has been achieved or when the term established upon the creation of such committees expires. The number of members of the ad-hoc committees is defined upon the creation of such committees.

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We currently have the following four permanent committees: (1) the Finance and Investment Committee, (2) the Personnel and Organization Committee, (3) the Strategy, Communication and “ESG” Committee and (4) the Statutory Compliance and Audit Committee. The duties of each permanent committee are established in their respective bylaws, all approved by our board of directors. The members of each permanent committee, including external members of the Compliance and Audit Committee, are appointed by the chairman of the board of directors, solely from among its members and alternate members, being the committee’s coordinators appointed by the chairman of the board of directors. Our board of directors does not delegate the power to take actions on behalf of our Company to the permanent committees; rather the role of the permanent committees is to examine certain matters to assist in deliberations under the board of directors’ responsibility, except the Statutory Compliance and Audit Committee which has certain specific duties.

Finance and Investment Committee

Our Finance and Investment Committee meets at least quarterly and has its duties fixed at its Internal Rule, such as: (1) to analyze existing policies relating to financial management, investments and guarantees, (2) analyze the constant risks in the Corporate Risk Matrix and the respective mitigation plans related to the topics within its competence, (3) to analyze opportunities related to financing and investment transactions that may improve our capital structure, (4) to analyze guidelines and protocols for our business planning execution cycle. Our Finance and Investment Committee is currently composed of Mr. João Pinheiro Nogueira Batista (coordinator), Mr. Héctor Nuñez, Mr. Marcelo Klujsza, Mr. Rodrigo Montecchiari.

Personnel and Organization Committee

Our Personnel and Organization Committee conducts work meetings at least six times per year and has the following duties: (1) to evaluate new policies and review existing policies relating to personnel matters and organizational issues, (2) to analyze processes relating to identification, training, development and succession of executives for or in strategic positions, (3) to analyze processes relating to the determination of fixed and variable compensation for executives in strategic positions, and (4) to evaluate new policies and review existing policies relating the maintenance and strengthening of our corporate culture. Our Personnel and Organization Committee is currently composed of Mr. Eduardo Leal Ferreira (coordinator), Mr. Guilherme Abreu and Mr. Roberto Faldini.

Strategy, Communication and “ESG” Committee

Our Strategy, Communication and “ESG” Committee conducts work meetings at least five times per year and has the following duties: (1) to evaluate determinations relating to the foundation of our business plan, (2) to evaluate the business direction being pursued to achieve objectives defined by our board of directors, (3) to evaluate new policies and review existing policies relating to the capital markets and social responsibility, (4) to evaluate our image projected to and perceived in the market and make recommendations to our board of directors to maintain or to redefine our social communications programs, and (5) to analyze guidelines and protocols for our business planning and execution cycle. Our Strategy, Communication and “ESG” Committee is currently composed of Mr. José Mauro da Cunha (coordinator), Mr. José Luis Vidal, Mrs. Juliana Baiardi and Mr. Roberto Lopes Pontes Simões.

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Statutory Compliance and Audit Committee

On July 30, 2021, our shareholders approved, at the Extraordinary General Meeting, the transformation of the Compliance Committee into the Statutory Compliance and Audit Committee, with the consequent amendment of the Bylaws to include this provision.

On November 9, 2021, our board of directors approved the formation of Braskem’s Statutory Compliance and Audit Committee (Comitê de Compliance e Auditoria Estatutário, the “CCAE”), a permanent advisory body to our board of directors, in compliance with CVM Resolution No. 23/21 and the U.S. Sarbanes-Oxley Act of 2002 (the “SOX”), pursuant to Article 30, XXIX, of CVM Instruction No. 480/09, and accordingly, allows us to rely on the exemption from the audit committee requirements of the SEC contained in paragraph (c)(3) of Rule 10A-3 under the Securities Exchange Act of 1934, as amended, in accordance with our strategy to follow the best corporate governance practices. See “Item 16D. Exemptions from the Listing Standards for Audit Committees.”

The Statutory Compliance and Audit Committee is a statutory committee which meets monthly and has five members, chosen by the Board itself pursuant to the nomination made by the chairman of the Board (observed the specificities about external members highlighted below), being one of the nominees indicated as the coordinator of the Statutory Compliance and Audit Committee. The committee must have in its composition (i) three (3) independent members of the Company's Board of Directors, as defined in the Company's policies; and (ii) two (2) members that are not part of the Board of Directors (external members), which are independent members, pursuant to CVM Resolution No. 23 of 2021, and shall be chosen by said body among those indicated in a list to be submitted by the Chairman of the Board of Directors, prepared by a specialized company, with evidenced experience, provided that the indication of names by the shareholders not being allowed.

The main duties and objectives are to (1) evaluate internal controls, risk exposure and compliance with applicable laws and regulations, (2) monitor investigations related to ethics complaints, (3) analyze and periodically update the Compliance System Policy, the Anticorruption Policy and the Related Party Transactions Policy, (4) opine about the selection and dismissal of the our independent external auditors, (5) monitor the quality and integrity of the quarterly information, interim statements, and financial statements, (6) develop training programs for board members, senior managers and certain employees, and (7) evaluate, prior to the appreciation by the Board of Directors, the appropriateness of transactions subject to the approval of the Board of Directors between the Company and its related parties, as provided for in the Company's Bylaws and in the Policy of Transactions with Related Parties of the Company, as well as to carry out the monitoring, including the respective evidences, jointly with the Management and the internal audit area. The detailing of the competencies of the Statutory Compliance and Audit Committee can be found in its Internal Rules. Our Statutory Compliance and Audit Committee is currently composed of Mr. Gesner Oliveira (coordinator), Mr. André Amaro, Mr. Charles Lenzi, Mr. José Écio Pereira da Costa Júnior (external member) and Mrs. Maria Helena Pettersson (external member).

NYSE rules require that listed companies have an audit committee that (i) is composed of a minimum of three independent directors who are all financially literate, (ii) meets the SEC rules regarding audit committees for listed companies, (iii) has at least one member who has accounting or financial management expertise and (iv) is governed by a written charter addressing the committee’s required purpose and detailing its required responsibilities. However, as a foreign private issuer, we only need to comply with the requirement that our CCAE meet the SEC rules regarding audit committees for listed companies.

The SEC has recognized that, for foreign private issuers, local legislation may delegate some of the functions of the audit committee to other advisory bodies. We have established a CCAE as approved at the board of directors meeting held on November 9, 2021. Our CCAE meets the requirements for the exemption available to foreign private issuers under paragraph (c)(3) of Rule 10A-3 under the Exchange Act. The CCAE is not the equivalent of, or wholly comparable to, a U.S. audit committee. Among other differences, it is not required to meet the standards of “independence” established in Rule 10A-3 and is not fully empowered to act on all the matters that are required by Rule 10A-3 to be within the scope of an audit committee’s authority.

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External Members

José Écio Pereira da Costa Junior. Mr. José Écio Pereira da Costa Junior is member of the Company’s Compliance and Audit Statutory Committee since November 09, 2021. He holds a graduate degree in Business Administration and Accounting Sciences. He entered the auditing career in 1974 at Arthur Andersen & Co and was promoted to International Partner in 1986 and later, in June 2002, became a partner at Deloitte Touche Tohmatsu in Brazil, remaining there until May 2007, when he retired. From October 1993 until May 2004 he was the managing partner responsible for the Curitiba office of these auditing and consulting firms. Founding partner of JEPereira Consultoria em Gestão de Negócios S/S, in January 2008, acting with emphasis on consultancies related to: strategic management, consultancy in the preparation of companies and their shareholders to act in the New Capital Market, besides acting as adviser in Audit Committees with the Boards of Public Companies. He was a member of the Board of Directors of GAFISA S.A. from June 2008 to April 2018 and Coordinator of the Audit Committee from June 2008 to April 2016, becoming a member of this Committee from then until April 2018. He also served as a Member of the Statutory Audit Committee of FIBRIA S.A. from April 2013 to March 2018, and was also Chairman of the Fiscal Council from December 2009 to March 2013. He served as Coordinator of the Audit Committee of VOTORANTIM INDUSTRIAL S.A - VID from June 2012 to June 2014 and served as Coordinator of the Audit Committee of VOTORANTIM METAIS S.A (currently NEXA S.A) from June 2014 to December 2017. He served as Member of the Audit Committee of CESP S.A from April 2019 to April 2021. He also served as a member of the Board of Directors of Ouro Verde Locação e Serviço S.A in the period from October 2018 to June 2019. He also served as a member of the Board of Directors of BRMALLS S.A. (shopping center management company registered with the CVM - Novo Mercado) from April 2010 to April 2014. He also served as a member of the Board of Directors of Grupo NOSTER (privately-held company in the area of public transportation in Curitiba, resale of automobiles and power generation) from January 2011 to September 2013. He serves as Coordinator of the Audit Committee of VOTORANTIM CIMENTOS S.A since October 2013. He has served as Coordinator of the Audit Committees of CITROSUCO S.A since December 2014 and at CBA - Companhia Brasileira de Aluminio and VE Votorantim Energia since June 2017. He also serves as a member of the Board of Directors of Princecampos Participações S.A., elected in April 2010 and as Chairman of the Fiscal Council at Demercado Investimentos S.A., elected in November 2020.

Maria Helena Pettersson. Mrs. Maria Helena Pettersson is member of the Company’s Compliance and Audit Statutory Committee since November 09, 2021. Mrs. Maria Helena Pettersson has a bachelor's degree in Accounting and Business Administration with several improvement courses in finance, business management, internal controls, business and asset valuation etc. Board member and senior consultant with 40 years of experience in accounting, financial statements, corporate governance, internal and external financial reporting, internal controls, internal policy compliance, compliance with laws and regulations, risk governance and international accounting. She has served as an audit and consulting partner, coordinating services to large multinational companies, large Brazilian business groups, publicly traded companies in Brazil and SEC-listed companies, in various industries, such as media and entertainment, airlines, telecommunications, manufacturing, retail and trade, services, healthcare, among others. She is currently a member of the Advisory Board of CARLAB at Rutgers University, member of the Audit Committee of Tecnisa S.A. and member of the Fiscal Council of Omega Energia S.A. She provides independent consulting services in the areas of corporate governance and compliance for large companies, committee structuring at the Board level, preparation for M&A and IPO due diligence, and professionalization of the management of family-owned companies. She worked for nearly 30 years in independent auditing, led audits of financial statements for local and international purposes, and conducted large and complex consulting engagements, including IPOs, mergers, acquisitions and post-transaction integration, debt restructurings and judicial restructurings. She has experience in the areas of accounting and financial statements, corporate financial reporting, compliance with capital markets laws and regulations, financial planning, business valuation, risk management, internal and external auditing, and masters the Brazilian and international regulatory framework of the auditing profession, in addition to familiarity with global best practices in corporate governance. She has excellent interpersonal relations, leadership, and change management skills. She has an outstanding ability to lead teams and interact with people and multidisciplinary work groups, creating a collaborative and results-oriented work environment with an extensive record of accomplishments, results achieved, meeting deadlines with proven and high client satisfaction.

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Our chief compliance officer, or CCO, has a full-line report directly to the Statutory Compliance and Audit Committee, and dotted-line report to the CEO of the company. Our CCO exercises independent judgment and acts in an impartial manner. Our CCO is responsible for developing a compliance system, assist the CEO in implementing the compliance system and continually monitor developments in this respect. Our CCO is also responsible the global activities: Internal Audit, Corporate Risk Management, Internal Controls, Compliance and Data Protection.

Everson Bassinello. Mr. Bassinello has served as our CCO since August 2016 and has led our global initiatives related to risk management, internal controls, compliance, data protection and internal audit. He served in leadership positions at Companies of the Votorantim Group, including VCP and Fibria between June 2000 and July 2016. Mr. Bassinello holds a degree in mechanical engineering from Universidade Federal de Itajubá (UNIFEI), a graduate degree in business administration from Fundação Getúlio Vargas (FGV), an MBA degree from the Business School São Paulo (BSP) and a specialization degree in corporate governance from the Kellogg School of Management.

Ethics Committee

Our Ethics Committee supports our Statutory Compliance and Audit Committee with the enforcement of compliance rules and with matters involving the violation of the commitment to ethics, integrity and transparency. Our Ethics Committee is formed by our Chief Compliance Officer, who is also its coordinator, and three additional members: vice-presidents in our Legal, People & Organization and Finance areas. The main objectives of our Ethics Committee are to (1) evaluate the results of internal investigations of ethics complaints, (2) submit to the Statutory Compliance and Audit Committee proposed revisions to the Company’s orientation materials, including the Code of Conduct, and (3) provide guidance on questions of ethical conduct and ensure consistent evaluation and treatment of ethical matters.

Fiscal Council

The Brazilian CorporationCorporate Law requires us to establish a permanent ornon-permanent fiscal council (conselho fiscal).(“conselho fiscal”), with a minimum of 3 and up to 5 members, with alternate members. Ourby-laws provide for a permanent fiscal council composed of up to five members and their respective alternate members. The fiscal council is a separate corporate body, independent of our management and our independent accountants.directors.

The members of our fiscal council and theirs alternate members are elected by our shareholders at the annual general shareholders’ meeting forone-year terms and are eligible for reelection. The terms of the members of our fiscal council expire at the next annual general shareholders’ meeting.meeting, which will be held in 2021. Under the Brazilian CorporationCorporate Law, the fiscal council may not contain members who are members of our board of directors or of our board of executive officers or arebe employees of the Company or of its controlled companies or of companies from the same group, or spouses or relatives, up to third degree of relatives, of any member of our management. To be eligible to serve on our fiscal council, a person must be a resident of Brazil and either be a university graduate or have been an officer or fiscal council member of another Brazilian companyCompany for at least three years prior to election to our fiscal council. Holders of (1) preferred shares without voting rights, or with restricted vote, and(2) non-controlling common shareholders that together hold at least 10.0% of our voting share capital are each entitled to elect , in a separate voting, one member and his or her respective alternate to the fiscal council.

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The responsibilities of a fiscal council are established by the Brazilian CorporationCorporate Law. In accordance with the Brazilian CorporationCorporate Law, our fiscal council has the right and obligation to, among other things:

supervise, through any of its members, the actions of our managers and to verify their fulfillment of their duties;

give an opinion on the annual report of our management, including the supplementary information deemed necessary or useful for deliberation at a general meeting;

at least every three months examine the trial balance sheet and other financial statements periodically prepared by the company;

examine the accounts and financial statements for the financial year and give an opinion on them;

opine on any management proposals to be submitted to a vote of our shareholders related to:

changes in our share capital;

issuances of debentures or rights offerings entitling the holder to subscribe for equity securities;

distributions of dividends; and

transformation of our corporate form and any corporate restructuring, such as takeovers, mergers and spin-offs;

inform our management of any error, fraud or misdemeanor detected and suggest measures we should take in order to protect our primary interests. If our management fails to take the measures required to protect our interests, inform our shareholders at a shareholders’ meeting of these facts; and

call general shareholders’ meetings if management delays the general shareholders’ meeting for more than one month and call special shareholders’ meetings in the event that important matters arise.

As described in “Item 16D. Exemptions From the Listing Standards for Audit Committees,” we are relying on the general exemption from the listing standards relating to audit committees contained in Rule10A-3(c)(3) under the Exchange Act. In order to comply with the requirements of this exemption, our board of directors has delegated to our fiscal council certain additional responsibilities and our fiscal council adopted rules under which our fiscal council has the duties and responsibilities of a U.S. audit committee to the extent permitted under Brazilian corporate law. Because Brazilian corporate law does not permit the board of directors to delegate responsibility for the appointment, retention and compensation of the external auditors and does not provide our board of directors or fiscal council with the authority to resolve disagreements between management and our external auditors regarding financial reporting, our fiscal council cannot fulfill these functions. Our fiscal council may only make recommendations to our board of directors and shareholders with respect to the appointment, retention and compensation of the external auditors, and with regard to resolution of disagreements between management and the external auditors, our fiscal council may only make recommendations to our board of directors and shareholders. Under the rules governing our fiscal council, our fiscal council has the following rights and obligations, among others, in addition to those established by the Brazilian Corporation Law:

to follow and analyze the process of hiring independent auditors, observing applicable Brazilian rules and legislation, and considering the technical expertise, independence, efficiency, experience and costs of the independent auditors, and recommend to our board of directors the selection and remuneration for the work of independent auditors and their possible replacement;

to approve the annual list ofpre-approval services that may be provided in a given year by the independent auditors, as well as ensure that the policy is observed by our management and independent auditors;

to supervise the work of our independent auditors, as well as to discuss the scope of audit services to be performed by them;

to analyze the recommendations report prepared by our independent auditors and the internal control over financial reporting, including items that may impact our financial statements;

to request from our independent auditors, if necessary, any clarification or information that is deemed to be necessary for the verification of specific facts;

to meet with our management and independent auditors, whenever required, for the analysis of adoption of significant accounting policies and practices, including analysis of alternative treatments of policies, practices and disclosures related to material items, giving preferential treatment to the guidelines of our independent auditors;

to intermediate possible discussion and conflicts arising between our independent auditors and our management related to the draft of financial reports, providing, if necessary, opinions regarding such conflicts;

to discuss the content of all material and relevant communication made in writing by our independent auditors to our management which come to its knowledge;

to hire, as appropriate, in accordance with § 8 of Article 163 of the Brazilian Corporation Law, independent experts and advisers, including but not limited to legal counsel, to advise and give opinions on matters related to the performance of its duties;

to meet regularly and privately with the head of internal audit to discuss any issues and/or concerns; and

to receive information and oversee the evaluation process regarding complaints received by us, whether through our confidential, anonymous ethics hotline or otherwise, with respect to our financial statements, internal accounting controls and auditors (whether internal or independent).
·supervise, through any of its members, the actions of our managers and to verify the fulfillment of their duties;
·give an opinion on the annual report of our management, including the supplementary information deemed necessary or useful for deliberation at a general meeting;
·at least every three months examine the trial balance sheet and other financial statements periodically prepared by the company;
·examine the accounts and financial statements for the financial year and give an opinion on them;
·opine on any management proposals to be submitted to a vote of our shareholders related to:
ochanges in our share capital;
oissuances of debentures or rights offerings entitling the holder to subscribe for equity securities;
odistributions of dividends; and
otransformation of our corporate form and any corporate restructuring, such as takeovers, mergers and spin-offs;
·inform our management of any error, fraud or detected and suggest measures we should take in order to protect our primary interests. If our management fails to take the measures required to protect our interests, inform our shareholders at a shareholders’ meeting of these facts; and
·call general shareholders’ meetings if management delays the general shareholders’ meeting for more than one month and call special shareholders’ meetings in the event that important matters arise.
·to attend the Board of Directors' Meetings in which it must give an opinion on the subjects to be resolved upon the council;
·to attend or be represented, by at least one of its members, in the Company’s General Meetings, answering the requests for information made by the our Shareholders;
·to request that the Company’s Management, upon request of any of its members, provide clarifications or information about specific facts, provided that they are related to its supervisory duty, under the law and the Company’s Bylaws,

The following table lists the current members of our fiscal council and their alternates:

Name

Year of
First Appointment

Cristiano Gadelha Vidal Campelo

2016

Ismael Campos de Abreu

2003

Marcos Antonio Zacarias

Gilberto Braga
20172015

Charles René Lebarbenchon

Marcilio José Ribeiro Junior
20172021

Gilberto Braga

Carlos Henrique Vieira Candido da Silva
20172022

Marcos Galeazzi Rosset (alternate)

Aurélio Pamplona da Silva
20162022

Alexandre Antonio Germano Bittencourt (alternate)

2017

Ivan Silva Duarte (alternate)

2016

Cristiane da Rocha Ribeiro de SouzaTatiana Macedo Costa Rego (alternate)

2014
Alexis Kneip Ward (alternate)2022
Cristiano Gadelha Vidal Campello (alternate)20172022
Fabrício Santos Debortoli (alternate)2022

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The following is a summary of the business experience, areas of expertise and principal outside business interests of the current members of our fiscal council and their alternates.

Members of Fiscal Council

Cristiano Gadelha Vidal Campelo.Ismael Campos de Abreu. Mr. Campelo wasIsmael Campos de Abreu has been elected a member of our fiscal council as representative of Petrobras in April 2016. Mr. Campelohas been working for 10 years at Petrobras, where since 2012 and has served as external tax relationship manager since 2012, responsible for managing people and processes associated with tax risks of the Petrobras System. Previously, he served as negotiator and institutional interface with the Secretaries of Treasury of States and Municipalities in the South, Southeast and Midwest regions of Brazil, and worked with several associations (IBP, SINDICON, FIRJAN, ABRAGET, etc.) and other bodies such as CONFAZ. Between 2014 and 2015, he served asan effective member of the Audit BoardCompany’s Fiscal Council as of Companhia Maranhense de Gás (GASMAR).April 13, 2021 by shareholder Novonor S.A. Mr. Campelo holds a degree in law and an MBA from Fundação Dom Cabral.

Ismael Campos de Abreu.Mr. Abreuwas elected a member of our fiscal council as representative of Odebrecht in 2003. He has served as director ofan Officer at Kieppe Participações e Administração Ltda. since- under Judicial Reorganization from April 2011 and as controller of Odebrecht S.A. betweento May 2017. Between 1995 and March 2011. He2011 he served as managerController of Novonor S.A. - under Judicial Recovery (former Odebrecht S.A.), a company that indirectly holds more than 5% of the same type or class of securities of the Company. He was Manager of the tax consulting division of PricewaterhouseCoopers from 1978 to 1985, as controller of Corrêa Ribeiro S.A. Comércio e Indústria from 1986 to 1988, as manager of the consulting area(1978/1985) and of Arthur Andersen from 1989 to 1991 and as(1989/1991). He was a partner ofat Performance Auditoria e Consultoria from 1992 to 1995. Previously, he served asEmpresarial (1992/1995). He was a member of the fiscal councilBoard of Petroflex Indústria e Comércio S.A. until the saleDirectors of our interest in Petroflex in April 2008. Between March 2006Hospital Cardio Pulmonar and March 2008, he served as member of the fiscal councilFiscal Council of Companhia Petroquímica do Sul.several companies operating in the petrochemical sector. Mr. AbreuIsmael holds a degree in accountingAccounting from Fundação Visconde de Cairú and a graduatepost-graduate degree in economic engineeringEconomic Engineering from the Inter-American Development Center. Mr. Ismael Campos de Abreu does not hold a management position in any third sector organization.

Marcos Antonio Zacarias.Mr. Zacarias was elected as a member of Braskem S.A.’s fiscal council as a representative of Petrobras in April 2017. He has served as general manager of corporate finance management and benefits at Petrobras since December 2016. Previously, he served as general manager of financial administration and corporate finance of Petrobras from 2006 until 2016, international accounting manager from 2000 until 2005, financial control manager of Braspetro from 1999 until 2000 and administrative and finance manager of Petrobras Colombia from 1995 until 1999. Mr. Zacarias holds a degree in accounting from Universidade do Estado do Rio de Janeiro (UERJ), a specialization in auditing and accounting from Fundação Getúlio Vargas (FGV) and a degree in management accounting from Universidade de São Paulo (USP), as well as a Series 20 certification from the Brazilian Financial and Capital Markets Association (ANBIMA)

Charles René Lebarbenchon.Mr. Lebarbenchon was elected a member of Braskem S.A,’s fiscal council as a representative of minority shareholder Geração Futuro L. Par de Fundo de Investimento em Ações in April 2017. He served as a partner at the law firm Advocacia Gasparino, Fabro, Lebarbenchon, Roman, Sachet e Marchiori Sociedade de Advogados, for the past five years, leaving that role to work at the legal executive office of Grupo Brazal—Brasil Alimentos S.A. Previously, he served as director of Brazpeixes S/A in 2015, as a member of the board of directors of AES Eletropaulo S/A from 2014 until 2016, coordinator of the fiscal council of Eternit S/A from 2013 until 2014, member of the fiscal council of SICOOB Advocacia from 2013 until 2015, alternate member of the fiscal council of BIC Banco, alternate member of the board of directors of AES Eletropaulo S/A from 2012 until 2014, member of the advisory board of Instituto de PrevidênciaOABPrev-SC from 2011 until 2012, director of benefits of Instituto de Previdência PrivadaOABPrev-SC from 2009 until 2012, and member of the board of directors of Gaspart S/A from 2009 until 2012. Mr. Lebarbenchon holds a law degree from Universidade do Vale do Itajaí (UNIVALI) and an MBA specializing in tax law from Fundação Getúlio Vargas (FGV).

Gilberto BragaEverson Bassinello. Mr. Braga was elected a member of Braskem S.A.’s fiscal council, in place of Aluízio Rocha, as a representative of Odebrecht Serviços e Participações in August 2017. Mr. Braga is a business consultant with expertise in financial, capital markets, corporate and tax areas, and provides expert advice in judicial proceedings. In addition, Mr. Braga is a member of fiscal, management and audit committees of listed companies and professional associations. He was a member of the Advisory Committee on Accounting Standards for the Investment Funds of the CVM, teaches undergraduate corporate governance courses at Dom Cabral Foundation, IBMEC, PUC and FGV, and is a columnist for the newspaperO Dia. Mr. Braga holds degrees in economics from UCAM Ipanema and accounting from UGF, a graduate degree fromIAG-PUC Rio in financial management and an MBA (Finance and Capital Markets) by IBMEC- Rio.

Alternate Members of Fiscal Council

Ivan Silva Duarte.Mr. Duarte was elected as an alternate member of our fiscal council in 2016. HeBassinello has served as directorour CCO since August 2016 and has led our global initiatives related to risk management, internal controls, compliance, data protection and internal audit. He served in leadership positions at Companies of Kieppe Participações e Administração LTDA since Januarythe Votorantim Group, including VCP and Fibria between June 2000 and July 2016. Previously, he served as manager of KPMG—Auditores Independentes from 1995 to 2001 and senior manager at PricewaterhouseCoopers Auditores Independentes from 2001 until 2008. Between 2008 and 2015, Mr. Duarte was an executive officer at EAO Empreendimentos Agropecuários e Obras S.A, an Odebrecht Group company operating in the Agricultural and Food and Beverage segments. Mr. DuarteBassinello holds a degree in accountingmechanical engineering from the University of Salvador (UNIFACS)Universidade Federal de Itajubá (UNIFEI), an MBA in corporate finances from the Fundação Getúlio Vargas and an MBA in entrepreneurship from Babson College.

Cristiane da Rocha Ribeiro de Souza.Mrs. Souza was elected as an alternate member of Braskem S.A.’s fiscal council as a representative of Odebrecht Serviços e Participações S.A. in April 2017. She has served as the financial planning manager at Odebrecht S.A. since October 2014. Previously, she worked as accounting and fiscal manager at ETH Bioenergia SA from February 2008 until August 2011, as corporate controller at Braskem S.A. from September 2011 until September 2014 and as accounting coordinator at Braskem S.A. from July 2002 until January 2008. Mrs. Souza holds a bachelor’sgraduate degree in accounting from the Foundation Visconde de Cairú -Salvador and an MBA in financebusiness administration from Fundação Getúlio Vargas (FGV)., an MBA degree from the Business School São Paulo (BSP) and a specialization degree in corporate governance from the Kellogg School of Management.

Marcos Galeazzi Rosset.Ethics CommitteeMr. Rossetwas elected

Our Ethics Committee supports our Statutory Compliance and Audit Committee with the enforcement of compliance rules and with matters involving the violation of the commitment to ethics, integrity and transparency. Our Ethics Committee is formed by our Chief Compliance Officer, who is also its coordinator, and three additional members: vice-presidents in our Legal, People & Organization and Finance areas. The main objectives of our Ethics Committee are to (1) evaluate the results of internal investigations of ethics complaints, (2) submit to the Statutory Compliance and Audit Committee proposed revisions to the Company’s orientation materials, including the Code of Conduct, and (3) provide guidance on questions of ethical conduct and ensure consistent evaluation and treatment of ethical matters.

Fiscal Council

The Brazilian Corporate Law requires us to establish a memberpermanent or non-permanent fiscal council (“conselho fiscal”), with a minimum of 3 and up to 5 members, with alternate members. Our by-laws provide for a permanent fiscal council composed of up to five members and their respective alternate members. The fiscal council is a separate corporate body, independent of our management and our independent directors.

The members of our fiscal council and theirs alternate members are elected by preferredour shareholders at the annual general shareholders’ meeting for one-year terms and are eligible for reelection. The terms of the members of our fiscal council expire at the next annual general shareholders’ meeting, which will be held in April 2016. Mr. Rosset has served as president and CEO of multinational companies for 25 years and as a member of strategic and management boards for Latin America. He currently serves as a member of2021. Under the Brazilian Corporate Law, the fiscal council of Sambatech, director of Magic Bubble, as a member of IBGC and as CEO ofe-all Entertainment. Previously, he served as CEO and senior vice president of The Walt Disney Company Brasil from 2001 to 2011, as managing director and AL of CIC VIDEO International and as manager of Globo Vídeo. Mr. Rosset holds a bachelor’s degree in Sciences, Physics from University Mackenzie and a master’s degree in Accounting and Finance.

Alexandre Antônio Germano Bittencourt.Mr. Bittencourt was elected as an alternate member of Braskem S.A.’s fiscal council as a representative of Petrobras in April 2017. Mr. Bittencourt has served as Sector Manager of International Financial Flow of Petrobras since August 2016, subordinated to the Executive Finance Manager, having acted as foreign cash manager. He is currently the effective member of Transpetro’s Fiscal Council, having already been a member of the Fiscal Council of Gas Brasiliano, an alternate member of the Fiscal Council of COMPERJ and LOGUM. He holds a degree in Economics from UERJ and an MBA in Finance and Capital Markets from FGV and a post-graduate degree in Business Sciences from Universidade Cândido Mendes.

Board Committees

On June 22, 2005, our board of directors approved its internal operating rules. An English translation of the internal operating rules of our board of directors is available on our investor relations website athttp://www.braskem-ri.com.br/home-en. Under these rules, our board of directors has established four permanent committees and has the power to establishad-hoc committees. Permanent committees must have no fewer than three and no more than five members.Ad-hoc committees may be convened for a limited period to consider temporary issues andnot contain members who are dissolved when their purpose has been achieved or when the term established upon the creation of such committees expires. The number of members of thead-hoc committees is defined upon the creation of such committees.

In April 2015, our board of directors approved the constitution of an ad hoc committee to accompany the Investigation surrounding allegations of improper payments made to Petrobras for beneficial terms in connection with certain raw material supply contracts we have with Petrobras. Such ad hoc committee was formed by members independent from our shareholders, and its main objectives are (i) to ensure that the Investigation is carried out independently, thoroughly and in strict compliance with its approved scope, mitigating as much as possible the impact on our operations and (ii) to take all necessary measures to ensure that all required resources are devoted to the Investigation. Our board of directors dissolved the ad hoc committee in August 2016.

In May 2016, our board of directors approved the constitution of a compliance committee, or the Compliance Committee, to monitor internal controls and risk exposure and to supervise the preparation of financial reports, without prejudice to the legal duties designated to our fiscal council.

We currently have the following four permanent committees: (1) the Finance and Investments Committee, (2) the Personnel and Corporate Issues Committee, (3) the Strategy and Communication Committee, and (4) the Compliance Committee. The duties of each permanent committee are established by our board of directors. The members of each permanent committee are appointed by our board of directors, solely from among its members and alternate members, and the board of directors also designates the coordinating of each permanent committee. Our board of directors does not delegate the power to take actions on behalf of our company to the permanent committees; rather the role of the permanent committees is to provide analyses of issues in order to assist the full board of directors in its deliberations.

Finance and Investments Committee

Our Finance and Investments Committee meets quarterly and has the following duties: (1) to evaluate new policies relating to financial management, insurance and guarantees and analyze existing policies, (2) to evaluate new risk management policies and analyze existing policies, (3) to analyze opportunities related to financing and investment transactions that may improve our capital structure, (4) to analyze transactions approved by our board of directors that involve parties related to our company and (5) to analyze guidelines and protocols for our business planning execution cycle. Our Finance and Investments Committee is currently composed of Marcelo Moses de Oliveira Lyrio, Ticiana Marianetti and Fernando Reis Vianna Filho and alternate members Mauro Motta Figueira, Luiz de Mendonça and Marcus Vinicius de Oliveira Magalhães.

Personnel and Corporate Issues Committee

Our Personnel and Corporate Issues Committee meets quarterly and has the following duties: (1) to evaluate new policies and review existing policies relating to personnel matters and organizational issues, (2) to analyze processes relating to identification, training, development and succession of executives for or in strategic positions, (3) to analyze processes relating to the determination of fixed and variable compensation for executives in strategic positions, (4) to analyze issues relating to compliance with our Code of Conduct, and (5) to evaluate new policies and review existing policies relating the maintenance and strengthening of our corporate culture. Our Personnel and Corporate Issues Committee is currently composed of Ernani Filgueiras de Carvalho, André Amaro and Carla Barretto and alternate members Arão Dias Tisser, Marcelo Mancini and Sérgio França Leão.

Strategy and Communication Committee

Our Strategy and Communication Committee meets at least twice a year and has the following duties: (1) to evaluate determinations relating to the foundation of our business plan, (2) to evaluate the business direction being pursued to achieve objectives defined by our board of directors, (3) to evaluate new policies and review existing policies relating to the capital markets and social responsibility, (4) to evaluate the image of our company projected to and perceived in the market and make recommendations to our board of directors to maintain or to redefine our social communications programs, and (5) to analyze guidelines and protocols for our business planning and execution cycle. Our Strategy and Communication Committee is currently composed of Pedro Oliva Marcilio de Sousa, Luiz de Mendonça and João Carlos Trigo de Loureiro and alternate members Marcelo Moses de Oliveira Lyrio, Carla Barretto and Paulo Cezar Fernandes da Silva.

Compliance Committee

In May 2016, our board of directors approved the establishment of the Compliance Committee, which ultimately replaced the ad hoc committee that had been created in April 2015 to monitor the Investigation. The Compliance Committee is formed by independent members of our board of directors or of our board of executive officers or be employees of the Company or of its controlled companies or of companies from the same group, or spouses or relatives, up to third degree of relatives, of any member of our management. To be eligible to serve on our fiscal council, a person must be a resident of Brazil and its main objectives are to (1) evaluate internal controls, risk exposure and compliance with applicable laws and regulations, (2) monitor

investigations related to ethics complaints, (3) approve and periodically update the Policy on Ethics, Compliance and Transparency, which addresses anti-corruption measures and related party transactions, and (4) develop training programs for board members, senior managers and certain employees.

Our chief complianceeither be a university graduate or have been an officer or CCO reports directlyfiscal council member of another Brazilian Company for at least three years prior to election to our fiscal council. Holders of (1) preferred shares without voting rights, or with restricted vote, and (2) non-controlling common shareholders that together hold at least 10.0% of our voting share capital are each entitled to elect , in a separate voting, one member and his or her respective alternate to the chairmanfiscal council.

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The responsibilities of a fiscal council are established by the Compliance Committee,Brazilian Corporate Law. In accordance with the Brazilian Corporate Law, our fiscal council has the right and exercises independent judgment withinobligation to, among other things:

·supervise, through any of its members, the actions of our managers and to verify the fulfillment of their duties;
·give an opinion on the annual report of our management, including the supplementary information deemed necessary or useful for deliberation at a general meeting;
·at least every three months examine the trial balance sheet and other financial statements periodically prepared by the company;
·examine the accounts and financial statements for the financial year and give an opinion on them;
·opine on any management proposals to be submitted to a vote of our shareholders related to:
ochanges in our share capital;
oissuances of debentures or rights offerings entitling the holder to subscribe for equity securities;
odistributions of dividends; and
otransformation of our corporate form and any corporate restructuring, such as takeovers, mergers and spin-offs;
·inform our management of any error, fraud or detected and suggest measures we should take in order to protect our primary interests. If our management fails to take the measures required to protect our interests, inform our shareholders at a shareholders’ meeting of these facts; and
·call general shareholders’ meetings if management delays the general shareholders’ meeting for more than one month and call special shareholders’ meetings in the event that important matters arise.
·to attend the Board of Directors' Meetings in which it must give an opinion on the subjects to be resolved upon the council;
·to attend or be represented, by at least one of its members, in the Company’s General Meetings, answering the requests for information made by the our Shareholders;
·to request that the Company’s Management, upon request of any of its members, provide clarifications or information about specific facts, provided that they are related to its supervisory duty, under the law and the Company’s Bylaws,

The following table lists the current members of our company. Our CCO is responsible for developing a compliance system, assist the CEO in implementing the compliance systemfiscal council and continually monitor developments in this respect.their alternates:

Name

Year of First Appointment

Ismael Campos de Abreu2003
Gilberto Braga2015
Marcilio José Ribeiro Junior2021
Carlos Henrique Vieira Candido da Silva2022
Marcos Aurélio Pamplona da Silva2022
Ivan Silva Duarte (alternate)2016
Tatiana Macedo Costa Rego (alternate)2014
Alexis Kneip Ward (alternate)2022
Cristiano Gadelha Vidal Campello (alternate)2022
Fabrício Santos Debortoli (alternate)2022

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The following is a summary of the business experience, areas of expertise and principal outside business interests of the current members of our CCO.fiscal council and their alternates.

Members of Fiscal Council

Ismael Campos de Abreu. Mr. Ismael Campos de Abreu has been elected as an effective member of the Company’s Fiscal Council as of April 13, 2021 by shareholder Novonor S.A. Mr. Ismael Campos served as an Officer at Kieppe Participações e Administração Ltda. - under Judicial Reorganization from April 2011 to May 2017. Between 1995 and March 2011 he served as Controller of Novonor S.A. - under Judicial Recovery (former Odebrecht S.A.), a company that indirectly holds more than 5% of the same type or class of securities of the Company. He was Manager of the tax consulting division of PricewaterhouseCoopers (1978/1985) and of Arthur Andersen (1989/1991). He was a partner at Performance Auditoria e Consultoria Empresarial (1992/1995). He was a member of the Board of Directors of Hospital Cardio Pulmonar and member of the Fiscal Council of several companies operating in the petrochemical sector. Mr. Ismael holds a degree in Accounting from Fundação Visconde de Cairú and a post-graduate degree in Economic Engineering from the Inter-American Development Center. Mr. Ismael Campos de Abreu does not hold a management position in any third sector organization.

Everson Bassinello. Mr. Bassinello has served as our CCO since August 2016 and has led our global initiatives related to risk management, internal controls, compliance, data protection and internal audit. He served in leadership positions at Companies of the Votorantim Group, including VCP and Fibria between June 2000 and July 2016. Mr. Bassinello holds a degree in mechanical engineering from Universidade Federal de Itajubá (UNIFEI), a graduate degree in business administration from Fundação Getúlio Vargas (FGV), an MBA degree from the Business School São Paulo (BSP) and a specialization degree in corporate governance from the Kellogg School of Management.

Ethics Committee

Our Ethics Committee supports our Statutory Compliance and Audit Committee with the enforcement of compliance rules and with matters involving the violation of the commitment to Ethics, Complianceethics, integrity and Transparency.transparency. Our Ethics Committee is formed by our Chief Compliance Officer, who is also its coordinator, and three additional members (preferablemembers: vice-presidents in our Legal, Human ResourcesPeople & Organization and Finance areas).areas. The main objectives of our Ethics Committee are to (1) evaluate the results of internal investigations of ethics complaints, (2) submit to the Statutory Compliance and Audit Committee proposed revisions to the Policy on Ethics, Compliance and Transparency,Company’s orientation materials, including the Code of Conduct, and (3) provide guidance on questions of ethical conduct and ensure consistent evaluation and treatment of ethical matters.

Fiscal Council

The Brazilian Corporate Law requires us to establish a permanent or non-permanent fiscal council (“conselho fiscal”), with a minimum of 3 and up to 5 members, with alternate members. Our by-laws provide for a permanent fiscal council composed of up to five members and their respective alternate members. The fiscal council is a separate corporate body, independent of our management and our independent directors.

The members of our fiscal council and theirs alternate members are elected by our shareholders at the annual general shareholders’ meeting for one-year terms and are eligible for reelection. The terms of the members of our fiscal council expire at the next annual general shareholders’ meeting, which will be held in 2021. Under the Brazilian Corporate Law, the fiscal council may not contain members who are members of our board of directors or of our board of executive officers or be employees of the Company or of its controlled companies or of companies from the same group, or spouses or relatives, up to third degree of relatives, of any member of our management. To be eligible to serve on our fiscal council, a person must be a resident of Brazil and either be a university graduate or have been an officer or fiscal council member of another Brazilian Company for at least three years prior to election to our fiscal council. Holders of (1) preferred shares without voting rights, or with restricted vote, and (2) non-controlling common shareholders that together hold at least 10.0% of our voting share capital are each entitled to elect , in a separate voting, one member and his or her respective alternate to the fiscal council.

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The responsibilities of a fiscal council are established by the Brazilian Corporate Law. In accordance with the Brazilian Corporate Law, our fiscal council has the right and obligation to, among other things:

·supervise, through any of its members, the actions of our managers and to verify the fulfillment of their duties;
·give an opinion on the annual report of our management, including the supplementary information deemed necessary or useful for deliberation at a general meeting;
·at least every three months examine the trial balance sheet and other financial statements periodically prepared by the company;
·examine the accounts and financial statements for the financial year and give an opinion on them;
·opine on any management proposals to be submitted to a vote of our shareholders related to:
ochanges in our share capital;
oissuances of debentures or rights offerings entitling the holder to subscribe for equity securities;
odistributions of dividends; and
otransformation of our corporate form and any corporate restructuring, such as takeovers, mergers and spin-offs;
·inform our management of any error, fraud or detected and suggest measures we should take in order to protect our primary interests. If our management fails to take the measures required to protect our interests, inform our shareholders at a shareholders’ meeting of these facts; and
·call general shareholders’ meetings if management delays the general shareholders’ meeting for more than one month and call special shareholders’ meetings in the event that important matters arise.
·to attend the Board of Directors' Meetings in which it must give an opinion on the subjects to be resolved upon the council;
·to attend or be represented, by at least one of its members, in the Company’s General Meetings, answering the requests for information made by the our Shareholders;
·to request that the Company’s Management, upon request of any of its members, provide clarifications or information about specific facts, provided that they are related to its supervisory duty, under the law and the Company’s Bylaws,

The following table lists the current members of our fiscal council and their alternates:

Name

Year of First Appointment

Ismael Campos de Abreu2003
Gilberto Braga2015
Marcilio José Ribeiro Junior2021
Carlos Henrique Vieira Candido da Silva2022
Marcos Aurélio Pamplona da Silva2022
Ivan Silva Duarte (alternate)2016
Tatiana Macedo Costa Rego (alternate)2014
Alexis Kneip Ward (alternate)2022
Cristiano Gadelha Vidal Campello (alternate)2022
Fabrício Santos Debortoli (alternate)2022

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The following is a summary of the business experience, areas of expertise and principal outside business interests of the current members of our fiscal council and their alternates.

Members of Fiscal Council

Ismael Campos de Abreu. Mr. Ismael Campos de Abreu has been elected as an effective member of the Company’s Fiscal Council as of April 13, 2021 by shareholder Novonor S.A. Mr. Ismael Campos served as an Officer at Kieppe Participações e Administração Ltda. - under Judicial Reorganization from April 2011 to May 2017. Between 1995 and March 2011 he served as Controller of Novonor S.A. - under Judicial Recovery (former Odebrecht S.A.), a company that indirectly holds more than 5% of the same type or class of securities of the Company. He was Manager of the tax consulting division of PricewaterhouseCoopers (1978/1985) and of Arthur Andersen (1989/1991). He was a partner at Performance Auditoria e Consultoria Empresarial (1992/1995). He was a member of the Board of Directors of Hospital Cardio Pulmonar and member of the Fiscal Council of several companies operating in the petrochemical sector. Mr. Ismael holds a degree in Accounting from Fundação Visconde de Cairú and a post-graduate degree in Economic Engineering from the Inter-American Development Center. Mr. Ismael Campos de Abreu does not hold a management position in any third sector organization.

Gilberto Braga. Mr. Gilberto Braga has been appointed as an effective member of the Company’s Fiscal Council as of April 13, 2021 by shareholder Novonor S.A.. Mr. Gilberto is a business consultant in the areas of finance, capital markets, corporate, tax, forensics and forensic assistance, besides acting as fiscal, management and audit committee member for publicly-held companies and professional associations. He was a member of the CVM's Investment Funds Accounting Standards Advisory Committee, is a university and post-graduation professor of corporate governance at Fundação Dom Cabral, IBMEC, PUC and FGV, a commentator for Radio CBN, FM 94 in Rio de Janeiro, and an article writer for the newspaper O Dia. He has a degree in Economics from UCAM Ipanema and Accounting from UGF, a post-graduate degree in Financial Administration from IAG-PUC Rio and a Master in Administration (Finance and Capital Markets) from IBMEC-Rio. He is a member of IBGC.

Marcílio José Ribeiro Júnior. Mr. Ribeiro has been appointed as an effective member of the Company’s Fiscal Council as of April 13, 2021 by shareholder Petróleo Brasileiro S.A. – Petrobras. Mr. Marcílio is currently a Senior Accountant at PETROBRAS, having previously held other positions at the same company (since October 2, 2006). He is currently a Fiscal Director at METANOR - Metanol do Nordeste S.A. and Alternate Fiscal Director at IBIRITERMO S/A, having previously served as Fiscal Director at Stratura Asfaltos S.A. He has also previously worked at Queiroz Galvão Óleo e Gás S/A, as Controller; at Starfish Oil & Gas S.A., as Accounting Manager; at Gaspart Gás Participações Ltda. (currently MITSUI Gás do Brasil), as an Accountant; at ALTM S.A. Tecnologia e Serviços de Manutenção (Alstom Group), as Accounting Manager; at Terminal Garagem Menezes Côrtes S.A., as Accountant; and at Erco Engenharia S.A., as Accounting Analyst. He holds a Bachelor's degree in Accounting Sciences from Universidade Federal do Rio de Janeiro (February/1993 - August/1997); an MBA in Economic and Financial Engineering from Universidade Federal Fluminense (September/2000 - November/2001); and an LL.M. in Corporate Law from IBMEC (March/2014 - February/2016). Marcilio Jose Ribeiro Jr. does not hold a management position in any third-sector organization.

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Carlos Henrique. Mr. Carlos Henrique has being appointed as an effective member of the Company's Fiscal Council by the shareholder Petróleo Brasileiro S.A. - Petrobras. Mr. Carlos Henrique has held the position of General Manager of Accounting Operations since 2020 at Petrobras, where he joined in 1990 as an accountant, having held various leadership and management positions in the technical accounting area. Also, since 2020 he has held the position of member of the Fiscal Council of Ibiritermo S.A., and was a member of the Fiscal Council of Petrobras Logística de Exploração e Produção S.A. (2018-2020); Metanol do Nordeste S.A. (2014-2018); Companhia de Gás do Rio de Janeiro S.A. (2010 -2014), Companhia Paranaense de Gás (2006 - 2010) and Gás de Alagoas S.A. (2003-2006). He holds a bachelor's degree in accounting and a specialization degree in accounting, both from Universidade Federal do Rio de Janeiro, in addition to an Executive MBA in Business Management from PDG - Educational Programs for Executives.

Marcos Aurélio Pamplona da Silva. Mr. Marcos Aurélio Pamplona da Silva has being appointed as an effective member of the Company's Fiscal Council by the minority shareholders. Mr. Marcos Aurélio Pamplona da Silva graduated in Law from UNIVALI (University of Vale do Itajaí) on December, 2004. He was approved in the examination of the Santa Catarina Bar Association (OAB/SC) on January, 2005 and he holds a postgraduate degree in Management Development from ESAG – 1997. He also holds a postgraduate degree in Labor and Social Security Law from the University of the South of Santa Catarina (UNISUL) on December, 2008; a specialization course in Commercial Law from the University of Vale do Itajaí (UNIVALI) – (2010); certificate course for Administrators for Public Companies and Mixed Economy Societies of the State of Santa Catarina, by Fundação Escola de Governo SC – ENA (2021-2022). Mr. Marcos Aurélio Pamplona da Silva was also a regional commercial manager Florianópolis of the distributor Polipetro Comércio de Combustíveis Ltda (currently Alesat) (2003-2006); a director of Citizen Security of the Public Security Department of Santa Catarina (2007-2010); a general coordinator of the First State Conference on Public Security in the State of Santa Catarina – April, 2009 and a natural member of the First National Conference on Public Security (June, 2009). Mr. Marcos Aurélio was the personnel training and management officer at the Santa Catarina Public Security Department from April, 2010 to December, 2010. Mr. Marcos Aurélio Pamplona da Silva also worked as a manager of administrative litigation of the Social Security Institute of the State of Santa Catarina (2011-2018); a substitute legal director of the Social Security Institute of the State of Santa Catarina (2011-2018); a legal advisor of the Social Security Institute of the State of Santa Catarina (2019-2021); a legal consultant of Gaspart S/A; a legal consultant of Grupo TKW Transportes Ltda.. Mr. Marcos Aurélio is the CEO of the Kuerten e Pamplona Consultoria Empresarial Ltda since 1995 and has served as a consultant to several companies in the legal area. Mr. Marcos Aurélio Pamplona da Silva is the CEO of Gaspart Participações S/A, and a board member of Gaspart Participações S/A.

Alternate Members of Fiscal Council

Ivan Duarte. Mr. Ivan Duarte is an alternate member of the Company’s Fiscal Council as a nominee of shareholder Novonor S.A. - under Judicial Restructuring Proceedings. Mr. Ivan is being nominated as an alternate member of the Company's Fiscal Council by the shareholder Novonor S.A. - In Judicial Recovery. Mr. Ivan was an officer of Kieppe Participações e Administração Ltda. - under Judicial Reorganization from January 2016 until May 2019, which is part of the same economic group as the issuer and indirectly holds interest exceeding 5% of the capital stock. Previously, Mr. Ivan worked as a manager at KPMG - Auditores Independentes from 1995 to 2001, when he then started to work as a senior manager at PricewaterhouseCoopers Auditores Independentes until 2008. Between 2008 and 2015 Mr. Ivan was an officer at EAO Empreendimentos Agropecuários e Obras S.A., a company belonging to the Novonor Group (formerly Odebrecht Group), which operates in the Agriculture, Food and Beverage segments. Mr. Ivan has a degree in Accounting Sciences from Universidade de Salvador (UNIFACS), and an MBA in Corporate Finance from Fundação Getúlio Vargas and an MBA in Entrepreneurship from Babson College (Boston/USA).

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Tatiana Macedo Costa Rego. Mrs. Tatiana Macedo Costa Rego is an alternate member of the Company’s Fiscal Council as a nominee of shareholder Novonor S.A. - under Judicial Restructuring Proceedings. Ms. Tatiana is currently responsible for the controller at OEC (Odebrecht Engenharia e Construção). Previously, Ms. Tatiana worked as Responsible for Tax Planning at Construtora Norberto Odebrecht S.A. ("CNO"). From 2000 to April 2007, Ms. Tatiana worked at the tax area of VIVO S/A, in the telephony sector, as Manager of the Tax Planning Division. Previously, she worked for 2 years at Arthur Andersen. Tatiana has a degree in Public and Private Business Administration from Universidade Federal da Bahia and an MBA in Management from IBMEC.

Alexis Kneip Ward. Mr. Alexis Kneip is an alternate member of the Company’s Fiscal Council as a nominee of shareholder Petróleo Brasileiro S.A. - Petrobras. Since August 2020, Mr. Alexis has been working in the finance area supporting the financial processes at Petrobras. Mr. Alexis Kneip has held several positions at Petrobras in different areas: he has worked in the governance area in the scope of corporate optimization (2019 to 2020); Mr. Alexis Kneip was coordinator of the financial area responsible for managing equity investments (2015-2017), Mr. Alexis Kneip has worked in the financial area, in the scope of debt portfolio management (2011-2014) and coordinated the project finance area (2002-2011). From October 1998 to September 2002, Mr. Alexis Kneip Ward worked as a production engineer at the Brazilian Post and Telegraph Company. Mr. Alexis Kneip has a degree in production engineering from Universidade Federal do Rio de Janeiro (UFRJ), a master's degree in business administration with specialization in finance from Instituto Brasileiro de Mercado de Capitais (IBMEC), and a master's degree in clean energy engineering from the University of British Columbia, Canada.

Cristiano Gadelha. Mr. Cristiano Gadelha is an alternate member of the Company’s Fiscal Council as a nominee of shareholder Petróleo Brasileiro S.A. - Petrobras. Mr. Cristiano Gadelha holds a Law degree from Fundação Mineira de Educação e Cultura, a post-graduate degree with an MBA in Business Management from Fundação Dom Cabral, and is specialized in Tax Law. Before joining Petrobras, he worked at a law firm focused on tax litigation and consulting. In 2006, Mr. Cristiano Gadelha joined the staff of the Legal Department of Petrobras, where Mr. Cristiano Gadelha participated in several M&A transactions, especially the acquisition of the companies of the Ipiranga Group and Suzano Petroquímica, as well as the consolidation of national petrochemical companies into Braskem S.A. Ten years ago Mr. Cristiano Gadelha joined the tax area of Petrobras, linked to the Financial Board, where Mr. Cristiano Gadelha became the External Relations Manager for the South, Southeast and Midwest regions. Since 2020 Mr. Cristiano Gadelha has been the General Manager of Representation and Negotiation, whose main duties are to promote technical representation and external relations in matters of taxes and government participation, at the strategic level, covering all spheres of government, including engagement with associations and class entities in which the Company participates. Between 2014 and 2015 he was a full member of the Fiscal Council of Companhia Maranhense de Gás - GASMAR, and between 2016 and 2018 he was Chairman of the Fiscal Council of Braskem S.A. Since 2019 he has been Chairman of the Fiscal Council of Transportadora Brasileira Gasoduto Bolívia-Brasil S/A (TBG).

Fabrício Santos Debortoli. Mr. Fabrício Santos Debortoli is an alternate member of the Company’s Fiscal Council as a nominee by minority shareholders. Mr. Fabrício Debortoli has graduated as na accountant and has a postgraduate degree in Tax Management from Univali. Mr. Fabrício Debortoli was Director of Administration and Finance of SCPAR Porto de Imbituba (2021/2022), today Mr. Fabrício Debortoli is a Member of the Fiscal Council of USIMINAS (2019/2020/2021), Member of the Board of Directors of Celesc S.A. (2019/2020/2021), Member of the Board of Directors of Casan S.A. (2020). Mr. Fabrício Debortoli acted as Financial Controller of Videolar Innova S.A. (2012 to 2017), Mr. Fabrício Debortoli was a member of the Fiscal and Management Board of Celesc S.A. (2016-2018), and Member of the Fiscal Council of Eternit from (2018 to 2019).

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Compensation

According to ourby-laws, our shareholders are responsible for establishing the aggregate compensation we pay to the members of our board of directors, our board of executive officers and our fiscal council. Our shareholders determine this aggregate compensation at the general shareholders’ meeting each year. Once aggregate compensation is established, the members of the board of directors are responsible for distributing such aggregate compensation individually to the members of our board of directors, our board of executive officers and our fiscal council in compliance with ourby-laws.

Compensation and Benefits

The aggregate compensation paidrefers to the total amount payable by us in the year ended December 31, 2021 to all members of our board of directors, board of executive officers and our fiscal council for services in all capacities was R$42.175.5 million net in 2016. In2021, R$67.5 million gross (R$56.3 million net) in 2020 and R$63.3 million gross (R$52.7 million net) in 2019. On April 2017,19, 2022, at our annual general and extraordinary shareholders’ meeting, our shareholders (acting in the annual general meeting) establishedapproved the compensation forto the members of our board of directors, our board of executive officers and the members of our fiscal council as R$ 47.3 million for the year 2017.

2022 in the aggregate amount of R$85.5 million. The members of the board of directors receive a fixed monthly compensation, which is not affected by the numbers of meetings that take place each month. The coordinators and members of the committees, according to the responsibilities and participation in each committee receive differentiates monthly fees.

The members of the fiscal council receive a fixed monthly compensation, which is not affected by the numbers of meetings that take place each month. The alternate members of the board of directors and of the fiscal council do not receive any compensation.

Our executive officers receive a fixed monthly, an annual variable compensation and the same benefits generally provided to our employees, such as medical (including dental) assistance, private pension plan and meal vouchers.voucher. Members of our board of directors and fiscal council are not entitled to these benefits.

Members of our board of directors, board of executive officers and fiscal council are not parties to contracts providing for benefits upon the termination of employment other than, in the case of executive officers, the benefits described above.

Long-Term Incentive Plan

On September 26, 2005, we adopted a long-term incentive plan. UnderAt an extraordinary general meeting held on March 21, 2018, or the March 21 Meeting, our shareholders approved the Restricted Share Award Plan, or the Incentive Plan. The Incentive Plan establishes the general terms and conditions for the granting of this plan, we issued investment units, each having an economic value equivalent to the economic value of one class A preferred share of our company, to our executive officers, senior management and other employees involvedcertain restricted shares in our strategic programs, whichCompany to eligible employees.

Eligibility

Persons who are legally employed by us or the plan refers to as our business partners.

The long-term incentive plan was terminatedcompanies controlled by a meeting ofus, including officers and non-officers approved by our board of directors, heldmay participate in the Incentive Plan upon execution of an award agreement (such persons, the “participants”).

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Administration

Our board of directors administers the Incentive Plan. Our board of directors has, subject to the general conditions of the Incentive Plan and the yearly programs that may be created, approved and / or cancelled by our board of directors and by the governing bodies of the companies controlled by us, as applicable, in observance of the terms and conditions of the Incentive Plan (such programs, the “Programs”), and the guidelines fixed by the March 21 Meeting, and to the extent fully permitted by law and under our by-laws, full powers to take all measures required and convenient for management of the Incentive Plan and such Programs, including (i) approving the eligible persons, and authorizing the grant of Restricted Shares on May 7, 2014.such persons’ behalf on the terms and conditions set forth in the corresponding award agreements; (ii) authorizing the disposal or grant of treasury shares to satisfy the delivery of the Restricted Shares under the Incentive Plan, the applicable award agreements and applicable laws and regulations, and (iii) approving objective criteria for the acquisition, by us or companies controlled by us of the Restricted Shares to be delivered to the participants. Our board of directors and the governing bodies of the companies controlled by us, as applicable, may annually approve the grant of Restricted Shares within the scope of each Program, and will determine the eligible persons on whose behalf the Restricted Shares may be granted under the Incentive Plan and such respective Program.

Restricted Shares

The grant of Restricted Shares will be made upon and subject to the execution of award agreements pursuant to the Incentive Plan. Participants may receive shares and/or depositary receipts representing shares issued by us negotiated abroad, representing at most one and a half percent (1.5%) of our entire share capital on the date of the Incentive Plan, subject to adjustment as set forth in the Incentive Plan.

The grant of Restricted Shares is contingent upon the (i) voluntary acquisition by the participants of shares or depositary receipts issued by us (the “Owned Shares”) at the participants’ own expense, from the stock exchanges where such shares are traded within a period of time set out in the applicable award agreements for the acquisition of such Owned Shares and (ii) participants’ continuous employment with us for three years and maintaining uninterrupted ownership of Owned Shares during such time (such three year period, the “Waiting Period”). The minimum investment amount is 10% of the planned gross amount of participants’ short-term income pursuant to our annual profit sharing program, and the maximum investment amount is 20% of such amount.

The target of the Incentive Plan is to award for each one (1) Owned Share two (2) Restricted Shares. However, our board of directors may define, in an exceptional and justified manner as set forth in the Incentive Plan and pursuant to the terms and conditions of the applicable award agreements, for each Program, a different number of Restricted Shares to be delivered for each Owned Share, in compliance with the minimum of one (1) Restricted Share and the maximum of three (3) Restricted Shares for each one (1) Owned Share, based on an analysis by our board of directors in its sole discretion.

Change of Control

In the event of (i) a Change of Control of our Company (as defined in the Incentive Plan), (ii) a holding of a public offer of closing of our capital (i.e., a “going private” transaction), or (iii) a corporate restructuring that results in a significant decrease of the liquidity of the Restricted Shares, in comparison with the average price and volume traded over the six (6) months prior to the corporate restructuring, the participants will be entitled to receive within sixty (60) days from the occurrence of any of the events set forth in clauses (i) through (iii): (a) all vested Restricted Shares whose rights have vested in the participants, even if the Restricted Shares have not been effectively transferred by us or companies controlled by us; and (b) all unvested Restricted Shares which will become fully vested as a result of automatic vesting acceleration.

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Vesting

Under the Incentive Plan, full vesting of the Restricted Shares is contingent upon participants continuously remaining employed by us and maintaining uninterrupted ownership of Owned Shares, in each case, during the Waiting Period.

Termination from the Company

In the event of a termination of a participant for (i) dismissal by us and / or by the companies controlled by us without cause, (ii) removal from the manager position without violation of their duties and responsibilities, or (iii) transfer of the participant to occupy a position in a company in the same group as ours, which is not a participant in the Incentive Plan, the participant will be entitled to receive (a) the vested Restricted Shares, and (b) a pro rata number of unvested Restricted Shares, calculated based on the number of complete months in which such participant worked for us or a company controlled thereby relative to the number of months in the Waiting Period, with the remaining Restricted Shares being automatically terminated on such participant’s termination date, by operation of law, regardless of prior notice or warning, and with no right whatsoever of indemnification to such participant. The delivery of the Restricted Shares to such participant will be made on the original delivery dates (unless delivered earlier in our exclusive direction to the extent permitted under the applicable award agreement).

In the event of a termination of a participant (i) upon dismissal for cause or removal from office due to a violation of the duties and responsibilities of a manager, (ii) upon request from such participant (including redundancy / voluntary solicitation or resignation) or (iii) any event of retirement that is not a mutually agreed retirement, such participant will lose any and all rights connected to the Restricted Shares under the Incentive Plan or under any program or award agreement in connection therewith, which will be automatically terminated on the termination date of such participant.

In the event of a termination of a participant by reason of a retirement mutually agreed by such participant and us or companies controlled by us, such participant will be entitled to receive (a) the vested Restricted Shares; and (b) the entirety of the unvested Restricted Shares. The delivery of the Restricted Shares to such participant will be made on the original delivery dates (unless delivered earlier in our exclusive direction to the extent permitted under the applicable award agreement).

In the event of a termination of a participant due to (i) death or (ii) permanent disability, the legal heirs or successors or the legal representative will be entitled to receive, within sixty (60) days from such event: (a) the vested Restricted Shares of such participant; and (b) all unvested Restricted Shares.

Adjustments of Awards

In the event of change to the number, nature or class of our shares as a result of bonus, splitting, reverse split, or conversion of shares into other nature or class, or conversion of other securities issued by us into shares, our board of directors will assess the need to make adjustments to the Incentive Plan, the applicable and the award agreements in connection therewith, so that the relationship between the parties remains balanced without any material windfall or detriment to the participants.

Amendments and Termination

Our board of directors may propose any amendments to the Incentive Plan and, in case necessary, submit such amendments for approval in an extraordinary general meeting. The Incentive Plan will remain in force until the delivery of the Restricted Shares granted pursuant to award agreements executed in the fifth year of the - Plan.

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The right to receive the Restricted Shares under the Incentive Plan and applicable program and award agreement in connection therewith will automatically terminate with no right to indemnification, ceasing all effects, if we are wound up, liquidated or adjudicated bankrupt.

Corporate Governance Practices

The significant differences between our corporate governance practices and the standards of the NYSE are described in “Item 16G. Corporate Governance.”

Share Ownership of Directors and Officers

As of September 21, 2017,the date of this annual report, no member of Braskem’s board of directors or executive officer owned more than 0.1% of Braskem’s share capital. All shares owned by our directors and executive officers were purchased at market prices through the BM&FBOVESPA.B3.

Employees

The following table sets forth the number of our employees by geographic location at the datesend of each year indicated.

Number of Employees by Geographic Location

  2016   2015   2014 

2021

2020

2019

State of Bahia

   1,653    1,676    1,763 1,6111,5931,637

State of Rio Grande do Sul

   1,615    1,664    1,732 1,5451,5281,537

State of São Paulo

   1,774    2,053    2,186 2,1142,0271,971

State of Alagoas

   514    521    530 646554511

State of Rio de Janeiro

   415    479    457 390384389

Other Brazilian states

   6    8    2 

2

5

  

 

   

 

   

 

 

Brazil

   5,977    6,401    6,670 6,2786,0886,050

United States

   711    680    668 758764759

Germany

   174    175    162 155151202

Mexico

   752    701    588 939831830

Other countries

   43    38    38 

182

159

99

  

 

   

 

   

 

 

Total

   7,657    7,995    8,126 

8,312

7,993

7,940

  

 

   

 

   

 

 

We do not employ a material number of temporary employees.

In 2021, as a result of the extension of the Covid-19 pandemic, we continued to promote actions inside and outside Braskem. We carried out awareness campaigns among team members about the importance of vaccination and we also maintained constant monitoring of Covid-19 cases among our teams. Sanitization and control measures, such as changes of office layouts, remote work and lower occupancy rates on our transportation also remained in 2021.

Employees in Brazil

In Brazil, both employees and employers have the right to organize into unions. Employees belongingbelong to a specific “professional category” and employers constitutingconstitute a specific “economic category” and they may each be represented by a single union in a particular geographic area. Individual unions generally belong to state-widestatewide union federations, which in turn belong to nationwide union confederations. We are a memberBraskem is part of the Petrochemicals and Synthetic Resins Industries Union of the States of Bahia, Alagoas, Rio de Janeiro, Rio Grande do Sul and São Paulo, and our employees belong toare organized within the Petrochemicals Industries Workers’ Unions in each of these states. As of December 31, 2016, approximately 26.1%2021, 25.4% of our employees in Brazil were union members. We believe that we have

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Braskem maintains a good ongoing relationsrelationship with our employees and their unions.the employee union. We have not experienced a strike in Brazil since Trikem was privatized in 1995. TheIn general, our current collective bargaining agreements and conventions establish, with our unions haveone-yeareach trade union, clauses valid for up two years, being able to two year terms and are subject to annual renegotiation. We have traditionally applied the termsnegotiate economic clauses annually. The clauses of bargaining agreements entered intocollective labor instruments signed with the unions equally to unionized andnon-unionized employees.cover all Members, whether they are union members or not.

Post-Employment Benefits in Brazil

ODEPREVVexty Defined Contribution Plan

The majority of our employees (approximately 67.2%(92.4%) participate in the OdebrechtVexty Pension Plan ((former Odebrecht Previdência), or ODEPREV.ncia). We pay part of the monthly payments made by our employees to ODEPREV.Vexty. This pension fund is a defined contribution plan that pays pension and retirement amounts that supplement those paid by the Brazilian government’s pension system and isare intended to provide its members with income upon retirement. In 2016,2021, we paid R$41.068.7 million into this fund.

Petros Copesul Defined Benefit Plan

As a result of our merger with Copesul, we became the sponsor of the Petros Copesul plan. On October 2, 2012, PREVIC approved the withdrawal of sponsorship of this plan by Braskem. Since February 2015, we have made payments of individual reserves by Petros. As this pension plan was deficient, in accordance with current Brazilian law in 2012, Braskem had to pay an amount of R$358.6 million in February 2015. In anticipation of this payment, we provisioned an amount of R$336.4 million, recorded under current liabilities in the 2014 financial statements. The difference between the amount provisioned and the payment made corresponds to interest incurred in 2015.

Petros PQU Defined Benefit Plan

With the acquisition of Braskem Qpar in April 2010 (which merged into our company on December 1, 2014), we assumed the liabilities of Petros PQU. On August 6, 2012, PREVIC approved the sponsorship withdrawal process, which had been requested on September 30, 2009. The payment of the reserves to participants was completed in 2015. As a result, the sponsorship withdrawal process could be finalized in 2015. This plan currently has a surplus and consequently no provision has been made.

Other Benefits in Brazil

Our employees in Brazil and their dependents receive medical and dental assistance through a network of accredited doctors.doctors in an insurance company. We pay most of the costs for these services, with a small monthly portion being paid by our employees. A small monthly fee is also charged to our employees according to the use of some medical services (copayment system). In 2016,2021, we spent R$74.5109.7 million on this assistance.benefit.

Employees in the United States

The employees of Braskem America are not represented by any union, other than employees of Braskem America’sAmerica Neal, West Virginia plant. As of December 31, 2016, approximately 57%2021, 56.7% of the employees of this plant were represented by the United Steel, Paper & Forestry, Rubber, Manufacturing, Energy Allied-Industrial & Service Workers International Union. The collective bargaining agreement with this union expires inon May 2019.3, 2023.

Post-Employment Benefits in the United States

Braskem America administers a closed defined benefit pension plan that, as of December 31, 2016, had 40and during 2021 there were 36 active participants, compared to 4237 participants in 2015.2020. Additionally, for 2021 there were 141 employees with deferred benefits along with 173 employees receiving benefits as stated within the current year actuarial report. Due to the current funding levels of the pension plan, Braskem America made a cash contributionwas not required to contribute to the plan of US$1.1 millionsince 2020 plan year and, as a consequence, there were no additional cash contributions made in 2016. There2021. Additionally, there were no participant contributions in 2016.

We offer a 401(k) savings plan that, as of December 31, 2016, had total assets of US$79.9 million, including US$6.6 million in participant contributions made in 2016.2021.

Other Benefits in the United States

Braskem America offers its employees the ability to participate in a variety of health and welfare benefit plans, including medical, dental vision, life and disability coverage.

Employees in Germany

Employees of Braskem Europe GmbH in Germany are not represented by any union. However, they are represented by local works councils (Betriebsrat).

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Post-Employment Benefits in Germany

Pension Plan Germany

In October 2011, the obligations of Dow under German pension plans were assumed by Braskem Europe as a result of the Dow Polypropylene Acquisition. Acquisition and for that pension plans Braskem has 52 active participants, 46 with deferred benefits and 16 receiving benefits.

In 2013, Braskem Europe implemented a new defined contribution pension plan. As of December 31, 2016, 43the date of our employees werethis annual report, we have 44  active participants in this new pension plan. In total Braskem has 96 active participants in all pension plans of Germany.

Other Benefits in Germany

Braskem EuropeGmbH offers its employees the ability to participate in benefit plans, including pension, life and disability coverage.

Pension plan Netherlands

In the Netherlands, Braskem started a pension plan in 2009 with Delta Lloyd in a defined contribution scheme. Participation is mandatory for locals that reside in NL. As of the date of this annual report, we have 116  active participants in the plan. In additional, Braskem BV also has 9 participants of pension plans from Germany.

Other Benefits in the Netherlands

Braskem BV offers its employees the ability to participate in benefit plans, including pension, life and disability coverage, health insurance (by reimbursement).

Employees in Mexico

Post-Employment Benefits in Mexico

Braskem Idesa employees are granted a government retirement benefit plan when they retire or reach retirement age. On December 31, 2016,2021, all 729of the 939 employees of Braskem Idesa were active participants in this government retirement plan. In May 2018, Braskem Idesa implemented a private pension plan (defined benefit obligation); by the end of 2020 we had the participation of 381 employees, and by the end of 2021, we had the participation of 443 out of 939 employees.

Mexican Labor Law Reform

On April 23, 2021, amendments to the Mexican Federal Labor Law and other Mexican statutes were published in the Official Gazette of the Federation (Diario Oficial de la Federación) (the “Subcontracting Amendments”). The Subcontracting Amendments sets a new general rule that prohibits the subcontracting of employees or personnel; that is, for a company (the “operating company”) to contract or engage another company (the “service company”) to provide or make available employees of the service company for the benefit of the operating company.

On July 22, 2021, Braskem Idesa undertook an employer replacement (sustitución patronal) permitted by the Subcontracting Amendments, which requires the mere delivery of individual notices to each of the employees by the Braskem Idesa.

Other Benefits in Mexico

Braskem MexicoIdesa offers its employees the ability to participate in benefitother benefits, including saving plans, including a savings plan, food plan,coupons, meals vouchers, canteen, and life insurance and health insurance.

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Performance-Based Employee Compensation Plan

We have adopted and applied a personnel management philosophy which emphasizes a performance related pay structure and a decentralized management structure. Employees in each of our business units participate in setting and achieving their business unit’s annual objectives. As a result, employees in those business units that meet or exceed their goals share in our financial performance through performance-based employee compensation plans. During 2016,2021 and 2020, we recorded an expenseexpenses of R$343.1802.7 million and R$487.0 million, respectively, related to this program with respect to approximately 7,6577,745 employees and former employees, including our executive officers. The members of our board of directors do not participate in this program.

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

Item 7.Major Shareholders and Related Party Transactions

Major Shareholders

As of September 21, 2017,December 31, 2021, we had outstandinga share capital of R$8,043,222 equal to 797,257,604797,207,834 total shares (including treasury shares), consisting of 451,668,652 common shares, 345,010,622345,060,392 class A preferred shares and 578,330478,790 class B preferred shares. As of September 21, 2017,December 31, 2021, all of our authorized shares were issued, and outstanding, other than 1,234.758902,166 class A preferred shares held in treasury. All of our share capital is fully paid. All of our shares are without par value.

Generally, only our common shares have voting rights. Our preferred shares have voting rights only in exceptional circumstances.

As permitted by the Brazilian CorporationCorporate Law, ourby-laws specify that no less than 25% of our adjusted net profitsincome for each fiscal year must be distributed to shareholders as dividends or interest attributable to shareholders’ equity. Under ourby-laws, our preferred shareholders are entitled to a minimuman annualnon-cumulative preferential dividend, or the Minimum Preferred Dividend, equal to 6% of theirpro ratashare of our capital before dividends may be paid to our common shareholders. Distributions

Pursuant to our by-laws, all of dividendsour shares are entitled to tag along rights equivalent to 100% of the price paid in any year are made:

first,the event of a change of control, subject to certain exceptions set forth in article 12 of our by-laws. Notwithstanding the provisions of our by-laws, pursuant to the holders of preferredBrazilian Corporate Law, our common shares upare entitled to the amounttag along rights equivalent to at least 80% of the Minimum Preferred Dividendprice paid for such year;

then, to the holders of common shares untilin the amount distributedevent of a change of control.

In addition, in respectthe event of each common share is equal toour liquidation and following the amount distributed in respectpayment of each preferred share; and

thereafter, to theall of our outstanding liabilities, holders of our common shares and our class A preferred shares on a pro rata basis.

Our class B preferred shareholders are not entitled to receive their pro rata interest in any additional dividend amounts after theyremaining assets, in accordance with their respective participation in our capital.

Our shareholders have receivedpreemptive rights to subscribe for new shares issued by us, pursuant to the Minimum Preferred Dividend. IfBrazilian Corporate Law, but are not obligated to subscribe for future capital increases. Pursuant to the Minimum Preferred DividendBrazilian Corporate Law, our by-laws provide that the preemptive right may be excluded in the event of an issuance of shares to be sold on a stock exchange or publicly subscribed, except if involving voting shares or securities convertible into voting shares.

Pursuant to the Brazilian Corporate Law, neither our by-laws nor actions taken at a shareholders’ meeting may deprive a shareholder of: (i) the right to participate in the distribution of net income; (ii) the right to participate equally and proportionally in any residual assets in the event of liquidation of the Company; (iii) preemptive rights in the event of issuance of new shares, convertible debentures or subscription warrants, as per Brazilian Corporate Law, except as described in the preceding paragraph; (iv) the right to hold management accountable in accordance with the provisions of the Brazilian Corporate Law; and (v) the right to withdraw from us in the cases specified in the Brazilian Corporate Law, including merger with another company or consolidation in a transaction in which our Company is not paid for a period of three years, holders of preferred shares will be entitled to full voting rights.the surviving entity.

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The following table sets forth information concerning the ownership of our common shares and class A preferred shares as of September 21, 2017February 28, 2021 by each person whom we know to be the owner of more than 5.0% of our common shares and our class A preferred shares, and by all of our directors and executive officers as a group. Our principal shareholders have the same voting rights with respect to each class of our shares that they own as other holders of shares of that class.class.

   Common Shares  Class A Preferred Shares  Total 
   Number of
Shares
   %  Number of
Shares
   %  Number of
Shares
   % 

Odebrecht(1)

   226,334,623    50.1   79,182,498    23.0   305,517,121    38.3 

Petrobras

   212,426,952    47.0   75,761,739    21.9   287,919,174    36.1 

All directors, fiscal council members, their alternates and executive officers as a group (35 persons)

   0        77,526        77,526      
 

Common Shares

Class A Preferred Shares

Total

 

Number of Shares

%

Number of Shares

%

Number of Shares

%

Novonor226,334,62350.179,182,49822.9305,517,12138.3
Petrobras212,426,95247.075,761,73922.0288,188,69136.1
Other12,907,0772.9190,116,15555.1203,023,23125.6
All directors, fiscal council members, their alternates and executive officers as a group (37 persons)1,560*251,548*253,108*

 

*less(*)Less than 1%
(1)Includes 79,182,486 class A preferred shares held by OSP, a wholly-owned subsidiary of Odebrecht.

In April, 2016, BNDES Participações S.A. – BNDESPAR informed us of its divestment of class “A” preferred shares in our capital stock in regular trading sessions at BM&FBOVESPA S.A. As a result, the equity interest held by BNDESPAR was reduced to 4.93% of Braskem’s class “A” preferred capital and 2.13% of Braskem’s total capital.

We currently have no management or employee option plans or management or employee options outstanding.outstanding, we have only the Long-Term Incentive Plan described above. See “Item 6. Directors, Senior Management and Employees—Compensation—Long-Term Incentive Plan.”

On December 15, 2021, our shareholders Novonor S.A. – Em Recuperação Judicial (Under Judicial Reorganization) and Petrobras sent us a joint communication, which we made public the following day, on December 16, 2021, regarding the progress of discussions for the potential sale of their equity interest in Braskem. In such communication, they informed us that they entered into an agreement on December 15, 2021 formalizing their commitment to take the measures necessary to: (i) sell the class A preferred shares of Braskem that they hold, directly or indirectly, in a secondary public offering; (ii) migrate the listing of our common shares to the Novo Mercado segment of the B3, including necessary corporate governance changes, which are subject to applicable corporate approvals at the appropriate time and the negotiation of a new shareholders’ agreement to conform rights and obligations set forth therein to such amended governance structure; and (iii) sell the remaining common shares that they hold, directly or indirectly, in a subsequent secondary public offering once the migration to the Novo Mercado segment is completed.

On January 14, 2022, we launched an offering of up to 154,886,547 class A preferred shares of Braskem S.A. to be sold by NSP Investimentos S.A. – Em Recuperação Judicial (Under Judicial Reorganization) and Petróleo Brasileiro S.A. – Petrobras, in a global offering that consisted of an international offering outside Brazil and a concurrent public offering in Brazil. On January 27, 2022, the global offering was suspended. Despite the suspension of the offering, our shareholders Novonor and Petrobras ratified their interest in resuming the offering in the future and taking all necessary measures to enable the migration of Braskem’s common shares to the Novo Mercado segment of the B3.

Shareholders’ Agreements

Braskem S.A. Shareholders’ Agreement

Odebrecht, OSP,Novonor; NSP Inv.; Petrobras; and Petrobras andQuímica S.A. – Petroquisa, or Petroquisa, with Braskem S.A. and BRK Investimentos Petroquímicos S.A., or BRK, as intervening parties, entered into thea shareholders’ agreement, or Braskem S.A. Shareholders’ Agreement, effective February 8, 2010, which has a term of 35 years.years, as amended on September 21, 2018. The Braskem S.A. Shareholders’ Agreement superseded the Shareholders’ Agreementshareholders’ agreement that formerly governed the relationship between Petrobras, Petroquisa, OdebrechtNovonor and NorquisaNordeste Química S.A. regarding our shares.

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Under the Braskem S.A. Shareholders’ Agreement, for so long as Petrobras owns a direct or indirect stake in us:

·six members of our board of directors and their alternates shall be designated by Grupo Novonor; and (ii) four members of our board of directors and their alternates shall be designated by Petrobras for so long as Petrobras owns, directly or indirectly, an aggregate of 30% or more of our voting share capital;
·six members of our board of directors and their alternates shall be designated by Grupo Novonor; and (ii) three members of our board of directors and their alternates shall be designated by Petrobras for so long as Petrobras owns, directly or indirectly, an aggregate of 18%, but less than 30%, of our voting share capital;
·two members of our fiscal council and their alternates shall each be designated by Grupo Novonor and Petrobras, one of which will serve as president and be designated by Petrobras, for so long as Petrobras owns, directly or indirectly, an aggregate of 30% or more of our voting share capital; and
·two members of our fiscal council and their alternates shall be designated by Petrobras for so long as they own, directly or indirectly, an aggregate of 18%, but less than 30%, of our voting share capital and for so long as Grupo Novonor has the right to elect more than a majority of the members.

In any of the abovementioned events, for so long as Grupo Novonor owns, directly or indirectly, an aggregate of 50.1% of our voting share capital, the designation of at least the absolute majority of members of our board of directors shall always be secured.

Under the Braskem S.A. Shareholders’ Agreement, Petrobras hasGrupo Novonor is entitled to elect the right to designate:

four memberschairman of ourthe board of directors, and their alternates for soPetrobras, as long as they own, directly or indirectly, an aggregateit holds a direct and indirect stake in excess of 30% or more of our voting share capital;

three members of our board of directors and their alternates for so long as they own, directly or indirectly, an aggregate of 18%, but less than 30%, of our voting share capital;

two members of our fiscal council and their alternates, one of which will serve as president, for so long as they own, directly or indirectly, an aggregate of 30% or more of our voting share capital; and

two members of our fiscal council and their alternates for so long as they own, directly or indirectly, an aggregate of 18%, but less than 30%, of our voting share capital, and for so long as Odebrecht has the rightis entitled to elect more than a majority of the members.

For so long as Petrobras has the right to designate three or four members of our board of directors, one of these designees will serve as vice president of our board of directors.

Under the Braskem S.A. Shareholders’ Agreement, OdebrechtGrupo Novonor is entitled to nominate our chief executive officer.officer, and the parties to it shall make the members of the board of directors appointed by them vote to ratify the appointment made by Grupo Novonor. Our chief executive officer must choose our chief financial officer from among three nominees submitted by OdebrechtGrupo Novonor and the executive officer responsible for our investment and portfolio area from among three nominees submitted by Petrobras.Petrobras, whereas Grupo Novonor and Petrobras shall cause the members of the board of directors appointed by them to vote so as to ratify the choices made by the chief executive officer. Our chief executive officer has the power to nominate the other members of our board of executive officers. After being submitted to the analysis of the people and organization committee and after these nominations, the officers will be elected at a board of directors’ meeting.

Under the Braskem S.A. Shareholders’ Agreement, Odebrechtthe simple majority of the members of the board of directors has the sole power to approve theour business plan of our company.plan. However, for so long as Petrobras owns, directly or indirectly, an aggregate of less than 30% and more than 18% of our voting share capital, we are prohibited from taking certain strategic actions unless a consensus regarding those actions is reached between OdebrechtGrupo Novonor and Petrobras, including, among others:

·actions affecting our share capitalization or the rights of holders of our shares;
·mergers, spin-offs or similar transactions;
·investments and purchases of non-current assets with a value in excess of 30% of our non-current assets;
actions affecting our share capitalization or the rights of holders of our shares;
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mergers, spin-offs or similar transactions;
Table of Contents

investments and purchases ofnon-current assets with a value in excess of 30% of ournon-current assets;

dispositions ofnon-current assets with a value in excess of 10% of ournon-current assets;

creation of liens on ournon-current assets with a value in excess of the lesser of R$350 million and 20% of ournon-current assets; and

actions that would result in our violating specified net debt to EBITDA and EBITDA to total interest ratios.

·dispositions of non-current assets with a value in excess of 10% of our non-current assets;
·creation of liens on our non-current assets with a value in excess of the lesser of R$350 million and 20% of our non-current assets; and
·actions that would result in our violating specified financial covenants.

Under the Braskem S.A. Shareholders’ Agreement, we have agreed that investments that we make to increase our capacity in petrochemical inputs, resins and other products must be supported by an evaluation demonstrating profitability under standards such as net present value or internal rate of return. PetrobrasEach of the parties to it has granted a right of first refusal to our companyus with respect to the development of any petrochemical project that Petrobras proposessuch parties propose to pursue. In the event that we decide not to participate in any such proposed project, Petrobraseach of such parties has agreed that we will have the right to market the products produced by the proposed project on conditions satisfactory to us and Petrobras.such parties.

On December 15, 2021, Novonor, NSP Inv. and Petrobras entered into a second amendment to the Braskem S.A. Shareholders’ Agreement and agreed that, if Braskem’s migration to the Novo Mercado segment of the B3 is not implemented, the rights and obligations provided for in the Braskem S.A. Shareholders’ Agreement related to the right of first refusal granted to us with respect to the development of any petrochemical project shall lapse by October 31, 2024. The execution of such second amendment by Braskem, as an intervening party, is still subject to the appropriate governance approvals.

Under the Braskem S.A. Shareholders’ Agreement, Petrobraseach party to it has the right to sell a pro rata portion of theirits common shares of our companyus in connection with any direct or indirect sale of our common shares by the Odebrecht Groupother party to a third party.

Under the Braskem S.A. Shareholders’ Agreement, each of the parties to it has agreed:

subject to certain exceptions, not to grant any liens on any of its Braskem shares; to grant a right of first refusal and tag along rights to the other parties to the Braskem S.A. Shareholders’ Agreement with respect to any sale of its Braskem shares;

in the event that a party’s interest in our voting share capital is diluted in a transaction involving one or more of the other parties to the Braskem S.A. Shareholders’ Agreement, the diluted party will have the right to purchase shares of Braskem from the diluting parties in an amount that would, after giving effect to such purchase, result in the diluted party holding the same percentage interest in our voting share capital that it held immediately prior to the dilution event; and

in the event that any party acquires or receives a right to acquire common shares of Braskem from a third party, to offer to sell to the other parties to the Braskem S.A. Shareholders’ Agreement an amount of common shares of Braskem that would, after giving effect to such sale, result in each of the parties to the Braskem S.A. Shareholders’ Agreement holding the same direct and/or indirect proportion of the common shares of Braskem that the parties held prior to the acquisition of common shares of Braskem from the third party.

In 2016, OSP entered into agreements with certain financial institutions, through which OSP granted all shares issued by Braskem and held thereby in guarantee.

On July 18, 2017, our shareholders, Petrobras and Odebrecht, have entered into negotiations to revise the terms and conditions of the Braskem S.A. Shareholders’ Agreement to improve our corporate governance and the ownership relationship among the parties, with the goal of creating value for all our shareholders.

Termination of BNDESPAR Shareholders’ Agreement

In February 2016, we received a letter from BNDESPAR informing us of its sale of preferred shares of our capital stock on the BM&FBOVESPA. As a result of these sales, BNDESPAR held preferred shares and total share capital of 6.61% and 2.86%, respectively. The shareholders’ agreement to which BNDESPAR was a party automatically terminated as a result of BNDESPAR holding less than 5.0% of our total share capital.

·subject to certain exceptions, not to grant any liens on any of its Braskem shares held by each of them; to grant a right of first refusal and tag along rights to the other parties to the Braskem S.A. Shareholders’ Agreement with respect to any sale of its Braskem shares;
·in the event that a party’s interest in our voting share capital is diluted in a transaction involving one or more of the other parties to the Braskem S.A. Shareholders’ Agreement, the diluted party will have the right, but not the obligation, to purchase shares of Braskem from the diluting parties in an amount that would, after giving effect to such purchase, result in the diluted party holding the same percentage interest in our voting share capital that it held immediately prior to the dilution event; and
·in the event that any party acquires or receives a right to acquire common shares of Braskem from a third party, to offer to sell to the other parties to the Braskem S.A. Shareholders’ Agreement an amount of common shares of Braskem that would, after giving effect to such sale, result in each of such parties to the Braskem S.A. Shareholders’ Agreement holding the same direct and/or indirect proportion of the common shares of Braskem that such parties held prior to the acquisition of common shares of Braskem from the third party.

Related Party Transactions

The following summarizesAs provided for in our bylaws, our board of directors has the materialexclusive power to decide on any contract with related parties that exceeds the amount of R$20 million per transaction or R$60 million in the aggregate, per fiscal year. This is valid for contracts between Braskem and its subsidiaries and: (i) direct or indirect subsidiaries of Braskem in whose capital an interest is held by the controlling shareholder, by any direct or any of their indirect subsidiaries or by key personnel of such entities; (ii) affiliates of Braskem and subsidiaries of such entities; and (iii) joint ventures in which Braskem participates and any of their subsidiaries.

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Prior to the appreciation by the board of directors, our Statutory Compliance and Audit Committee is responsible to assess the appropriateness of transactions subject to the approval of the board of directors between the Company and its related parties.

Pursuant to the Brazilian Corporate Law, officers and directors are prohibited from: (i) entering into any transaction using the company’s assets and in its detriment; (ii) intervening in any operations in which these officers and directors have a conflict of interest with the company or in resolutions in which they participate; and (iii) receiving, based on their position, any type of personal advantage from third parties, directly or indirectly, without first obtaining an authorization pursuant to our bylaws or at a shareholders’ meeting.

As part of our controls to identify related parties, we require key personnel to annually inform whether they, or their close relatives, hold full or shared control of any company.

Under the Brazilian Corporate Law, each of our directors, their alternates and our executive officers cannot vote on any matter in which they have a conflict of interest and such transactions can only be approved on reasonable and fair terms and conditions that weare no more favorable than the terms and conditions prevailing in the market or offered by third parties. In addition, pursuant to our Policy on Ethics, Compliance and Transparency none of our shareholders or any other individual with authority over our activities may participate in the negotiation and decision-making process of a transaction in which they have engaged in with our principal shareholders and their affiliates since January 1, 2016.a conflict of interest.

We have engaged in extensive transactions with our principal shareholders and their affiliates and we expect to continue to do so in the future. We also have commercial relationships with some of our affiliates and, as a result, record trade accounts receivable and current and long-term liabilities mainly from purchases and sales of goods and services at prices and on terms equivalent to the average terms and prices of transactions that we enter into with third parties. In addition, we have entered into financial and other transactions with our principal shareholders and their affiliates, including, among others, as a party to three shareholders’ agreements or memoranda of understandingsunderstanding with shareholders of our company.shareholders. See “—Major Shareholders—Shareholders’ Agreements.”

UnderThe following summarizes the Brazilian Corporation Law, each ofmaterial transactions that we have engaged in with our directors,principal shareholders and their alternates and our executive officers cannot vote on any matter in which they have a conflict of interest and such transactions can only be approved on reasonable and fair terms and conditions that are no more favorable than the terms and conditions prevailing in the market or offered by third parties. However, if one of our directors is absent from a meeting of our board of directors, that director’s alternate may vote even if that director has a conflict of interest, unless the alternate director shares that conflict of interest or has another conflict of interest. In addition, pursuant to our Policy on Ethics, Compliance and Transparency none of our shareholders or any other individual with authority over our activities may participate in the negotiation and decision-making process of a transaction in which they have a conflict of interest.affiliates since January 1, 2021.

The Novonor Group (formerly called Odebrecht GroupGroup)

Alliance Agreement

In May 2014, we entered into an alliance agreement with CNO, or the Alliance Agreement, with CNO under which we have appointed CNO as anon-exclusive provider with respect to maintenance services and efficiency enhancement projects at each of our plants. This agreement was unanimously approved by our board of directors. The services are contracted through Specific Activity Agreements (Termo(Termo de Atividade Específica)fica), or TAE, which are signed for each specific service or project. The amount of each TAE includes all costs to be incurred with the performance of the services to be rendered by CNO, including any costs with third parties that may be contracted to provide materials and services, as well as CNO’s compensation. CNO’s compensation for the execution of the TAE’s under the Alliance Agreement is capped at R$121 million, calculated as a percentage of the value of the agreement, subject to bonuses and discounts in accordance with certain metrics.

In 2021, we had no services provided under the Alliance Agreement. The aggregate amount of services we purchased under thesethe Alliance AgreementsAgreement was R$44.40.18 million in 2014, R$123.8 million2020.

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The Alliance Agreement was terminated in 2015May 2018. Specific activity agreements entered into until this date will continue to produce effects until the fulfillment of their scope.

Industrial Maintenance, Operation and R$117.6 million in 2016.

SubleaseLoads Machines Maintenance Services

In August 2013, we entered in a R$226 million sublease agreement with CNO and Abiatar SPE Empreendimentos Imobiliários (as intervening party) for the floors in the building where the offices of Braskem are located in São Paulo. In January 2014, this contract was updated by IPCA/IBGE in a new amount of R$239 million. This agreement expires on December 31, 2028.

Alliance EPC Contract

In September 2012,2017, we entered into an Alliance EPC contractindustrial maintenance services agreement with Ethylene XXI Contractors, S.A.P.I. de C.V.CNO, assigned to Tenenge Montagem e Manutenção Ltda on July 2020, that encompassed boilers and Etileno XXI Services B.V.,the welding of tubing and static equipment, as contractors,well as operational and for the construction of the Mexico Complex. Each contractor consists of a joint venture among Odebrecht Industrial Engineering B.V., ICA Fluor Petroquímica, S.A. de C.V. and Technip Italy S.p.A. Payments under the EPC contract are mademaintenance services on a “cost-plus” basis, in which Braskem Idesa reimburses costs of the contractors and pays a profit margin. Payments of costs are made prior to the beginning of each month based on an estimate of costs expectedcargo machinery to be incurred during that month and are reconciled with costs actually incurredperformed at the Braskem Units located in the following month, and payments of the profit margin are made based on the achievement of milestones defined under the contract. Any cost overrun will be borne equally between Braskem Idesa and the contractors and any cost savings will be shared equally by Braskem Idesa and the contractors, in each case up to aRio Grande do Sul. The agreement has an estimated maximum amount as calculated pursuant to the EPC contract. of R$120 million and is valid through December 2021.

The aggregate amount of services we purchased under these Alliance Agreementthis agreement was R$ 3,785.8 million.17.1 million in 2021.

Industrial Water SupplyFurnaces, Boilers and Tanks Maintenance

In September 2009,2019, we conducted a bid process that selected Tenenge Montagem e Manutenção Ltda as a non-exclusive provider of maintenance services and efficiency enhancement projects for furnaces, boilers and tanks at each of our former subsidiaries Quattor Petroquímica S.A.industrial plants. Such agreement was unanimously approved by our board of directors in December 2019. Services to be provided under this agreement were contracted through pre-defined maintenance scopes and Quattor Participações S.A. (which merged with and into Braskem on December 1, 2014) entered into an agreementa list of unit prices per activity. TENENGE’s compensation for the supplyexecution of industrial water with Aquapolo Ambiental S.A., as amended in June 2010 and August 2011.the services under the agreement is capped at R$669.0 million. The agreement expiresbecame effective in October 2053February 2020 and hasis valid until January 2027.

The aggregate amount of services purchased under this agreement was R$221.5 million in 2021 and R$45.4 million in 2020, an estimated valueincrease of R$3.3billion.387.9%, mainly due to the maintenance services scheduled for 2020 that were postponed to 2021 due to COVID-19 pandemic.

Acquisition of Cetrel

In October 2012, we entered into an agreement with Cetrel for the purchase of 4 million cubic meters per year of recycled water by sites located in the Industrial Pole of Camaçari. The agreement expires in April 2028 and has a total value of R$120.0 million. In July 2016, we entered into a services agreement with Cetrel under which we appointed Cetrel as an exclusive service provider for the treatment of liquid effluents produced in our industrial units located at the Camaçari petrochemical complex. TheSuch agreement has a capwas initially limited to the maximum amount of R$7777.0 million and expireswith a term until December 31, 2019, but it was amended in December 2019.June 2020 to extend its to September 2020 and increase the maximum amount up to R$78.5 million. The aggregate amount of services we purchased under this agreement in 2016 was R$6.0 million.15.4 million in 2020 and we had no services provided under this agreement. In March 2013, we entered into an agreement for the supply of industrial water with Distribuidora de Águas de Camaçari S.A, incorporated by Cetrel, a subsidiary of Novonor, formerly called Odebrecht. This agreement expires in March 2043 and has an estimated total value of R$2,160.02,250 million. The aggregate amount we purchased under this agreement was R$86.8 million in 2021.

In December 2012,2017, we sold allentered into a services agreement with Cetrel as a service provider for incineration of hazardous industrial waste produced in our shares of Braskem Distribuidora, which owned our water treatment unit, and Cetrel, to Odebrecht Ambiental, a subsidiary of Odebrecht, for an aggregate principal amount of R$652 million, to be adjusted pursuant to the net cash position on December 28, 2012. The sale was for: (1) all of our shares in Braskem Distribuidora, equivalent to 100% of the total and voting capital of Braskem Distribuidora, which owned the assets related to the water treatment unitindustrial units located at the Camaçariari/BA petrochemical complex (owned by Braskem Distribuidora), which is responsible for producing demineralized, clearcomplex. Service expenses under the agreement are capped at R$61 million, and drinkable water, as well as for managing the fire water reservoir,agreement expires in December 2020. The aggregate amount of services we purchased under this agreement was R$21 million in 2020 and (2) all our sharesR$13.8 million in Cetrel, equivalent to 54.2% of the total and voting capital of Cetrel, which is responsible, among other things, for the treatment and final disposal of industrial effluents and waste, as well as for environmentally monitoring the Camaçari petrochemical complex.2021.

On January 27, 2017, our board of directors authorized the execution of a purchase agreement with Odebrecht Utilities S.A., through which Braskem undertook to purchase all shares held by the seller in Cetrel S.A., which representrepresented 63.7% of its voting capital, for the aggregate amount of R$610 million, to be paid upon the consummation of the transaction. The consummation of the acquisition is subject to shareholder approval,was approved by relevant shareholders, in accordance with Article 256 of Brazilian CorporationCorporate Law and toin the conditions precedent that are customary for transactions of this kind. The shareholder’s meeting will be held on September 29, 2017.

Acquisition of Capital Stock of Odebrecht Comercializadora de Energia.

In July 2013, we This acquisition closed on October 2, 2017, when Braskem acquired 2,0001,269,290 shares, or 20%63.7%, of the voting capital stock of Odebrecht Comercializadora de Energia. See “Item 4—Information on the Company—Acquisition of Interest in Odebrecht Comercializadora de EnergiaCetrel S.A.

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Sale of Distribuidora de Água Triunfo S.A.

On December 31, 2013, we entered into a share purchase agreement for the sale of all of our shares of Distribuidora de Água Triunfo S.A., or DAT, which represented all of its outstanding shares, for an aggregate principal amount of R$315.0 million. See “Item 4—Information on the Company—Sale of Southern Complex Water Treatment Assets.”

Supply Agreement for Hydrous Ethanol

On March 1, 2016, we entered into an agreement with Usina Conquista do Pontal S.A. (UCP), Agro Energy Santa Luzia S.A. (USL) and Odebrecht Agroindustrial Participações S.A. (ODB Agro Par), to guarantee the continuous supply of hydrous ethanol to our company, with technical flexibilities and differentiated commercial conditions, by way of an advance updated by market interest rates and guaranteed by Odebrecht S.A. The parties are indirectly controlled by Odebrecht S.A. and the price of hydrous ethanol is based on the monthly index ESALQ (index published by Escola Superior de Agricultura Luiz de Queiroz) Hydrous Fuel—São Paulo R$ / liter of the reference month and with a discount. This agreement expires in April 2018.

The aggregate amount of services we purchased from the Odebrecht Group and its subsidiaries of R$1,564.1 million in 2016 and sold products to Odebrecht and its subsidiaries in an aggregate amount of R$49.1 million in 2016. We had accounts payable to Odebrecht and its subsidiaries in an aggregate amount of R$77.4 million at 2016, and we had accounts receivable from Odebrecht and its subsidiaries in an aggregate amount of R$5.6 million as of December 31, 2016

Petrobras

Commercial Transactions with Petrobras

We have entered into the following supply contracts with Petrobras:

On December 23, 2015, we and Petrobras entered into a new five-year naphtha purchase agreement. This contract replaced the naphtha supply contract between our company and Petrobras for the supply of naphtha to our basic petrochemicals plants located in the Northeastern Complex and superseded the naphtha supply contract between our company and Petrobras for the supply of naphtha to our basic petrochemicals plants located in the Southern Complex. The new contract will expire in December 2020.

An ethane and propane supply agreement that we and Petrobras entered into in December 2000. See “Item 4—Information on the Company—Supply Contracts and Pricing of the Basic Petrochemicals Unit—Ethane and Propane” for more information.

·An agreement for the purchase and sale of a chain of refinery off gas that Quattor Química S.A. which was merged into Quattor Participações S.A., formerly known as Braskem Qpar, before it merged into us on December 1, 2014 and Petrobras entered into in January 2005. See “Item 4—Information on the Company—Supply Contracts and Pricing of the Chemicals Operations that are Part of our Brazil Segment—Refinery Off Gas” for more information.
·Five propylene supply agreements that Braskem Petroquímica (formerly known as Quattor Petroquímica, which was merged into our Company in November 2017) and Petrobras signed between September 1997 and February 2006. See “Item 4—Information on the Company—Raw Materials of Our Polyolefins Operations that are Part of our Brazil Segment—Propylene Contracts with Petrobras and its Subsidiaries” for more information.
·Braskem has handed down a contract from Petrobras and Rio Polímeros S.A. pursuant to which Petrobras will provide water transportation services. This contract is for a term of 30 years and has no global value clause.
·In October 2021, the Company entered into a purchase agreement with Petrobras for 108 kton per year of polymer-grade propylene from the Alberto Pasqualini Refinery (“REFAP”), with delivery to Braskem’s polypropylene industrial units, PP1 and PP2, located in Triunfo, Rio Grande do Sul. This agreement is in force from November 1, 2021 to October 31, 2022. The maximum amount of the agreement is estimated at R$630.0 million. In the fiscal year ended December 31, 2021, the transactions amounted to R$116.9 million.
·In December 2021, Petrobras and Braskem entered into five new propylene contracts, to be supplied by REPLAN, REVAP, REPAR, REDUC and RECAP, which replaced the existing contracts. These contracts expire between 2026 and 2029 and are priced on international references to assure the competitiveness of feedstock. See “Item 4—Information on the Company—Raw Materials of Our Polyolefins Operations that are Part of our Brazil Segment—Propylene Contracts with Petrobras and its Subsidiaries” for more information.
·Braskem S.A. entered into an agreement with Petrocoque S.A. Indústria e Comércio in 2008 for the supply of steam, which was amended in September 2020 to extend its term until March 2021. The amendment implies an additional amount of R$16.6 million. The aggregate amount throughout the term of the agreement is R$325.6 million. The aggregate amount we purchased under this agreement was R$16.5 million in 2021.
·Braskem has handed down a contract from Petrobras and joint-venture Petroquímica Paulinia S.A. (PPSA) pursuant to which Petrobras will supply steam and provide services in connection with the treatment and transport of water, clarified water and hydrogen. This contract is for a term of 20 years and has no global value clause. The aggregate amount of services we purchased under this contract was R$18.8 million in 2021.
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·A two-year contract, which a 1stAmendment was signed in June 2020, providing for the renewal of the contract for a further period of 44 months after its original term, i.e. until June 2024, for logistics services related to feedstock discharge, storage and transportation in the TEDUT (Terminal Almirante Dutra), part of Southern Complex, between Braskem and Transpetro, entered into in November 2018. The aggregate amount of services related to this contract was R$104.8 million in 2021.
·A two-year contract, which a 1stAmendment was signed in November 2020 providing for the renewal of the contract for a further period of 44 months after its original term, i.e. until June 2024, for logistics services (pipeline operation and maintenance) related to feedstock in the Southern Complex between Braskem and Transpetro, entered into in November 2018. The aggregate amount of services related to this contract was R$5.6 million in 2021.
·A two-year contract, which was amended, was signed in June 2020 providing for the renewal of the contract for a further period of 62 months after its original term, i.e. until December 2025, for logistics services related to feedstock storage in the REFAP (Refinaria Alberto Pasqualini), part of the Southern Complex between Braskem and Petrobras, entered into in November 2018. The aggregate amount of services related to this contract was R$33.2 million in 2021.
·A two-year contract, which was amended, signed in June 2020, providing for the renewal of the present contract for a further period of 44 months after its original term, i.e. until June 2024, for storage tanks leasing and pipeline leasing related to feedstock storage in the Southern Complex between Transpetro and Braskem, entered into in November 2018. The aggregate amount of services related to this contract in 2021 for pipeline leasing was R$14.6 million and storage tanks leasing was R$5.9 million, for a total amount of R$20.6 million.
·In December 2020, the Company entered into an agreement with Transpetro involving the provision of logistics services for the water terminals (management and operation) of the port terminals TERG (Rio Grande) and TESC (Santa Clara). This agreement is effective from January 4, 2021 to December 31, 2024. The estimated maximum amount under the agreement is R$28.8 million. The aggregate amount of services related to this contract was R$5.5 million in 2021.
·In June 2021, the Company entered into an agreement with Transpetro involving tanker unloading services at Ilha Redonda Waterway Terminal (TAIR), and pipeline transport for tanking via OSRED-8. This agreement is effective from June 30, 2021 to June 30, 2023. The total estimated amount under the agreement is R$40.0 million. There were no spend in 2021.
·In January 2021, the Company entered into an agreement with Transpetro involving the provision of services to Braskem, namely tanker vessel unloading in the Madre de Deus Waterway Terminal (“TEMADRE”), tank storage, product transportation via the pipeline “ORMADRE” that connects TEMADRE to the Landulfo Alves de Mararipe Refinery (“RLAM”), and the transportation of naphtha via pipeline from TEMADRE to the facilities of the carrier located in the municipality of Camaçari/BA. The duration of the agreement is from February 1, 2021 to December 31, 2025, and the total estimated amount of the agreement is R$203.3 million. In the fiscal year ended December 31, 2021, the transactions amounted to R$37.2 million.
·In September 2019, we signed an amendment to our agreement with Gás de Alagoas S.A. (Algás) for the supply of natural gas to Braskem to extend the agreement for two years until December 31, 2021. In December 2020, we signed an amendment to our natural gas purchase agreement with Algás to increase the amount of gas to be supplied (“QDC”) from January to December 2021. The estimated aggregate amount throughout the term of the agreement, as amended, is R$770.0 million. In December 2021, the Company entered into the third amendment to the agreement governing the supply of natural gas by Algás to Braskem, via local gas pipeline, in force to March 2022. In the fiscal year ended December 31, 2021, the transactions amounted to R$311.4 million.
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·In December 2019, we signed an amendment to our natural gas purchase agreement with Companhia de Gás da Bahia (Bahiagás), with a term from January to December 2020 and an additional amount of R$820.0 million relating to the amendment. On December 2020, we signed an amendment to our natural gas purchase agreement with Bahiagás, with a term from January to December 2021 and an additional amount of approximately R$482.4 million relating to the amendment. The estimated aggregate amount to be paid throughout the term of the agreement, as amended, is R$3.45 billion. The aggregate amount we purchased under this agreement was R$759.7 million in 2021.
·Braskem S.A. entered into two agreements with Companhia de Gás do Estado do Rio Grande do Sul (Sulgás) for the supply of natural gas. The aggregate amount of services we purchased under this contract was R$125.2 million in 2021.
·In June 2020, the Company entered into two naphtha supply agreements with Petrobras for 200 to 450 kton/y, respectively, from the Landulpho Alves Refinery (“RLAM”), with delivery to our industrial unit in the State of Bahia, and from the Alberto Pasqualini Refinery (“REFAP”), to our unit in the State of Rio Grande do Sul. The term of the agreements is from December 23, 2020 to December 31, 2025. The estimated amounts of the agreements are R$5.0 billion and R$2.5 billion, respectively. In the fiscal year ended December 31, 2021, transactions under the agreements amounted to R$947.3 million from the RLAM and R$2,408.2 million from the REFAP. In December 2021, the selling process for the Landulpho Alves Refinery (“RLAM”) was concluded and the Refinery was transferred to Acelen, being renamed Mataripe Refinery (“REFMAT”).
·In June 2020, the Company entered into a sales option agreement for up to 2,850 kton/y of petrochemical naphtha to Petrobras with mandatory purchase by Braskem. The term of the agreement is from January 1, 2021 to December 31, 2025. The estimated amount of the agreement is R$30 billion. In the year ended December 31, 2021, transactions under the agreement amounted to R$1,770.2 million.
·In December 2020, the Company entered into a sale agreement with Petrobras for up to 2 million tons of petrochemical naphtha per year, for our industrial unit in the State of São Paulo. This term of the agreement is from December 23, 2020 to December 31, 2025. The estimated amount under the agreement is R$25 billion. In the year ended December 31, 2021, transactions under the agreement amounted to R$5,074.5 million.
·In December 2020, the Company entered into an agreement with Petrobras to purchase ethane and propane to produce up to 580,000 tons of ethylene equivalent and sell up to 58.4 million Nm³ of hydrogen. The term of the agreement is from January 1, 2021 to December 31, 2025. The estimated amount of the agreement is R$9.2 billion. In the year ended December 31, 2021, transactions under the agreement amounted to R$1,981.8 million.

Braskem Qpar before it merged into our company on December 1, 2014) and Petrobras entered into in January 2005. See “Item 4—Information on the Company—Supply Contracts and Pricing of the Basic Petrochemicals Unit—Refinery Off Gas” for more information.

A20-year propylene supply contract we and Petrobras entered into in May 2008 for our Paulínia plant. See “Item 4—Information on the Company—Raw Materials of Our Polyolefins Unit—Propylene Contracts with Petrobras and its Subsidiaries” for more information.

Five propylene supply agreements that Braskem Petroquímica (formerly known as Quattor Petroquímica) and Petrobras signed between September 1997 and February 2006. See “Item 4—Information on the Company—Raw Materials of Our Polyolefins Unit—Propylene Contracts with Petrobras and its Subsidiaries” for more information.

A three-year caustic soda supply contract that we and Petrobras entered into January 2012, under which we agreed to supply approximately 68,000 tons of caustic soda for use by Petrobras’ Brazilian refineries. This contract expired in January 2015. In January 2015, we amended the supply contract to extend the term until December 2015 and will supply an additional 10,500 tons of caustic soda. This agreement expired in December 2015.

In April 2008, Polietilenos União S.A. a former subsidiary of Quattor Participações S.A. (which merged with and into Braskem on December 1, 2014) entered into an agreement for the supply of steam with Petrocoque S.A. Indústria e Comércio, as amended in March 2014. We began purchasing thermal energy produced by steam pursuant to this agreement in September 2009. This agreement has a10-year term, expiring in September 2019, and an estimated value of R$238.7 million.

In October 2015, Braskem and Petrobras entered into a monthly basis agreement for the sale of Gasoline A to Petrobras.

Braskem has handed down a contract from Petrobras and joint-venture Petroquímica Paulinia S/A (PPSA) pursuant to which Petrobras will supply steam and provide services in connection with the treatment and transport of water, clarified water and hydrogen. This contract is for a term of 20 years and has no global value clause. The aggregate amount of services we purchased under this contract was R$7.7 million in 2014, R$11.5 million in 2015 and R$13.2 million in 2016.

A long term contract for logistic services related to naphtha transportation in pipelines in the Southern Complex between Braskem, Transpetro and Petrobras. The aggregated amount of services related to this contract in 2016 was R$17.8 million.

Since June 2016, Braskem has had agreements for the sale of gasoline to BR Distribuidora, a subsidiary of Petrobras, renewable on a monthly basis. Sales in the year amount to R$474.4 million.

We(i) purchased raw materials, finished goods services and utilities from Petrobras and its subsidiaries in the aggregate amount of R$12,291.212,584.2 million in 20162019, R$14,566.8 million in 2020 and R$ 19,833.1 million in 2021, and (ii) sold products to Petrobras and its subsidiaries of R$2,023.8 million in 2016. We had accounts payable to Petrobras and its subsidiaries in anthe aggregate amount of R$904.1665.4 million at 2016,in 2019, R$182.5 million in 2020 and we had accounts receivable from Petrobras and its subsidiariesR$171.6 million in an aggregate amount of R$33.8 million as of December 31, 2016.2021.

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Other Related Party Transactions

Our Jointly Controlled Company

Refinaria de PetróleoRio-grandense S.A. (“RPR”)

In 2016,The revenue from the salessale of gasoil, gasoline, blendstocks, fuel oil, BTE oil and solvents to RPR amounted toand from the purchase of turpentine from RPR was approved in 2020 for a total amount of R$227.2 million.The product is used as feedstock in its diesel oil production process845.0 million per year. Purchase and the agreements were madesales prices are determined on a spot basis. Additionally, in 2021, Braskem provided an aggregate of R$100.5 million of gasoline and gasoil to RPR.

Since March 2016,Fábrica Carioca de Catalisadores S.A. (“FCC”)

On August 1, 2019, Braskem has had agreementsand FCC entered into an agreement for the sale of gasolinecaustic soda for a period of two years. The aggregate amount throughout the term of the agreement is approximately R$50 million. Additionally, in 2021, Braskem provided an aggregate of R$20.1 million of caustic soda to RPR, renewable on a monthly basis. Sales in the year amount to R$264.6 million.FCC.

Our Jointly Controlled Companies and Associated Companies

Borealis Brasil S.A.

We sell polypropylene and polyethylene to Borealis, in which we have a 20.0% interest. We recorded net salesrevenue to Borealis of R$115.7175.9 million in 2016.2019, R$213.8 million in 2020 and R$436.1 million in 2021. We account for Borealis under the equity method of accounting. We had accounts receivable from Borealis

Non-controlling shareholders of R$7.6 million asBraskem Idesa

As of December 31, 2016.

2021, we had R$3,646.5 million in outstanding indebtedness relating to a loan payable to the non-controlling shareholder of Braskem Idesa, maturing in December 2029 and accruing interest at 7% p.a., whose proceeds were used by Braskem Idesa to fund its construction project.

ITEM 8.  FINANCIAL INFORMATIONRelated Party Transactions Policy

In December 2018, we adopted a related party transactions policy, or the Related Party Transactions Policy, which lays out the procedures for approving transactions with our controlling shareholder and shareholder that has Material Influence over Braskem, controlled entities and certain other parties. Pursuant to our bylaws and the Related Party Transactions Policy, (i) our Board of Directors is responsible for approving certain related party transactions and revisions to the Related Party Transactions Policy, (ii) our Compliance Committee is responsible for evaluating related party transactions prior to submission for approval to our Board of Directors, if applicable, as well as ensuring that the provisions contained in the Related Party Transactions Policy are observed by our other areas, and (iii) our Ethics Committee is responsible for evaluating related party transactions that do not require approval by our Board of Directors. Pursuant to this policy, we have, and may in the future, engage in transactions with our controlling shareholder and shareholder that has Material Influence over Braskem or controlled entities with respect to our services or products, or other related party transactions, as defined in our Related Party Transactions Policy.

Item 8.Financial Information

Consolidated Statements and Other Financial Information

Reference is made to Item 19 for a list of all financial statements filed as part of this annual report.

Legal ProceedingsProceeding

We are, and may be in the future, involved in numerous tax, civil and labor disputes, among others, involving monetary claims. If any of these legal proceedings were decided adversely to us, we do not believe that our results of operations or financial condition would be materially and adversely affected.

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For some of these lawsuits, we have not established any provision on our balance sheet nor have we established provisions only for part of the amounts claimed, based on our judgments as to the outcomes of these lawsuits.

Tax Proceedings

We are engaged in several legal proceedings with Brazilian tax authorities for which we have established provisions in an aggregate amount of R$611.3715.1 million as of December 31, 2016.2021. In addition, there are currently certain legal proceedings pending in which we are involved for which we have not established provisions, since there is no trigger in accordance to IAS 37 to record such provisions. If anyThe aggregate amount of thesetax contingency proceedings was R$17,224.4 million as of December 31, 2021, with respect to which our management believes, based on the opinion of our outside legal proceedings were decided adversely to us, we do not believecounsel, that our resultsthe risk of operations, cash flows or financial condition would be materially and adversely affected.loss is possible.

IR/CSLL Tax Assessment Notices

In 2007, tax assessment notices were issued by the Federal Brazilian Revenue Service against Braskem Petroquímica claiming, among others unpaid income tax2013, 2014 and CSLL in connection with foreign exchange variation in foreign subsidiary investment accounts in 2002. As of December 31, 2016, the amount in dispute of these claims was approximately R$158.0 million. We challenged these assessment notices in the administrative court because we believe that there are reasonable grounds on which we can successfully defend against these assessments. We believe that a loss in this claim is possible. As of December 31, 2016, we have established related provisions in the amount of R$39.6 million.

In 2013 and 2014,2017, we received tax assessment notices from the Federal Brazilian Revenue Service claiming that the amortization of the goodwill, from 2007 to 2013, recorded in 2001 and 2002 in connection with the purchase of shares of certain companies related to the formation of Braskem was not deductible for purposes of calculating our income tax and social contribution. TheAfter definitive reductions at the administrative level, the amount claimed is R$1.21.1 billion, including interest and fines. We challenged these assessment notices because we believe that these claims are based on a misinterpretation of both the applicable law and facts by the tax authorities (the equity interests were acquired with effective payment, business purpose and the participation of independent parties) and that the statute of limitations has expired. We believe that a loss in this claimof these claims is possible and asour external legal counsel expects that the administrative discussions will end in 2023 and, the only case in the judicial level, 2030. As of December 31, 2016 have2021, we had made no provision with respect to this claim.these claims and there is no deposit or guarantee related to the administrative proceedings. We offered guarantee in the amount of the judicial litigation.

In December 2013,2009 and 2017, we received tax assessmentdeficiency notices from the Federal Brazilian Revenue Servicefederal tax authority claiming that the interest expenses and exchange variationtax losses recordedoffset in the taxable year were in excess of the limitation of 30% of the taxable profits of a given year, as imposed by Braskem relating to indebtedness of Ipiranga Petroquímica S.A. was not deductible for purposes of calculating our incomeBrazilian tax and social contribution.law. The amount claimedunder discussion is R$57.0 million.430.4 million, including interest and fines. We challenged thisthese assessment notices because we believe that the assumption30% limitation is not applicable in the event of Ipiranga Petroquímica debt instruments had strong business purposes.the merger of the taxpayer and that the statute of limitations for one of these claims has expired. We believe that athe risk of loss in this claim is possible and asour external legal counsel expects that the judicial discussions will end in 2031. As of December 31, 2016,2021, we have establishedhad made no provision with respect to these claims and there is no deposit related provisions into the processes. We offered a guarantee that supports the integrality of the amount of R$ 3.9 million.under discussion.

In July 2014,2017, we received a tax assessment notice from the Federal Brazilian Revenue Service claiming income tax and social contribution debts due to the following: (i) commissions paid by Braskem in 2011 were not considered deductible for purposes of calculating income tax and social contribution; (ii) commissions paid by Braskem INC in 2013 and 2014 were also not considered deductible for purposes of calculating income tax and social contribution; (iii) we did not withhold the income tax over the payments of the aforementioned commissions; and (iv) marketing expenses in 2013 were not considered deductible for purposes of calculating income tax and social contribution. We challenged this assessment notice in Administrative Court due to the following reasons: (i) the statute of limitations has expired for the year of 2011, and tax authorities are claiming the payment of income tax and social contribution without taking into consideration that the right to deduct some expenses for purposes of calculating income tax and social contribution is still under discussion in other tax proceedings; (ii) Braskem INC has already recalculated its income tax which only resulted in the decrease of its tax losses; (iii) the net interest paying company is non-resident in Brazil; and (iv) marketing expenses are related to our activities. The amount under discussion is R$142.4 million, including interest and fines. We believe that a loss of this claim is possible and our external legal counsel expects that the administrative discussion will end in 2022. As of December 31, 2021, we had made no provision with respect to this claim and there is no deposit or guarantee related to it.

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In December 2017 and in December 2020, we received tax assessment notices from the Federal Brazilian Revenue Service claiming unpaid income tax and social contribution in connection with exchange variation losses recorded by Braskem in the elapsed time between the due date of naphtha import invoices and their payments. The Federal Brazilian Revenue Service considered that these losses, recorded in 2012 and in 2015, respectively, were not deductible for purposes of calculating income tax and social contribution. In relation to the calendar-year of 2012, the assessment resulted in the recalculation of our tax losses and social contribution negative tax base usedbase. With respect to pay debts under2015, the MP 470/2009 installments program were not includedtax credit was accompanied by a qualified fine corresponding to 150% of the assessment amount. The notice issued in December 2020 also resulted in partial disallowance of the cost of naphtha imported from its subsidiary abroad, in an amount corresponding to the profit margin earned by the subsidiary in the income taxnaphtha resale operations, in the years 2014 and social contribution tax base in 2009. The amount claimed is R$429.0 million.2015. We challenged thesethis assessment notices because we believe that these claimsnotice in Administrative Court and for the following reasons the chances of loss are based on a misinterpretationpossible: (i) regular use of bothtrading companies in import operations; (ii) exchange variation expense is ancillary to the applicable lawprincipal and, factstherefore, deductible; (iii) the fluctuation of exchange rates is not predictable; and (iv) there are mistakes in determining the profit margin of the subsidiary. Our external legal counsel expects the administrative discussion to end by the tax authorities. We believe that a loss in this claim is possible and as2026. As of December 31, 2016 have2021, we had made no provision with respect to this claim.

claim and there is no deposit or guarantee related to it. The adjusted amount as of December 31, 2021 of said uncertain tax treatment was R$1.1 billion.

IOF

We are involved in judicial and administrative proceedings due to tax assessment notices issueddiscussing the rejection by the Federal Brazilian Revenue Service claimingof Clearing Statements that aimed at the following operations are subject to Financial Operations Tax (IOF): (i) the transfersdischarge of financial resources under cash poolingfederal taxes with credits arising from negative balance of income tax and current account agreements made between Quattor Participações S/A, Quattor Química S/A and Braskem and between Braskem and CPN Incorporated (ii) the advances for future capital increases made by Quattor Participações S/A and Quattor Química S/A.social contribution. The amount claimedunder discussion, corresponding to taxes whose compensation was not ratified, is R$ 168 million.173.2 million, including interest and fines. We challenged these debts because we believe that there are reasonable grounds on which we can successfully defend against these charges, based on favorable precedents and considering the documents provided. We believe that these operations do not characterize loanthe likelihood of loss of this claim is possible and our external legal counsel expects the discussion of the administrative proceedings to end by 2024 and the discussion of judicial proceedings to end by 2023. As of December 31, 2021, we had made no provision with respect to this claim. There is no deposit or guarantee related to the processes that still are in administrative discussion phase. We presented a guarantee in the amount of the judicial litigations.

In July 2020, we received a tax assessment notice from the Federal Brazilian Revenue Service for failing to offer taxation the profit earned abroad by the subsidiary Braskem America Inc. for the year 2015, due to the disregard of tax credits collected by this subsidiary abroad. The assessment also involves the allegation of undue compensation for tax loss from the negative CSLL tax base for 2016, due to the lack of balances, due to disallowances arising from tax assessments and uses in special installments. We challenged this assessment notice in Administrative Court due to the following reasons: (i) there was enough payment to deduct the tax payable on profits obtained abroad; and (ii) the reported lack of tax loss balances arises from other administrative proceedings that are still under Brazilian legislationdiscussion. In March 2021, our claim was granted at the first administrative level, which changed the likelihood of loss from possible to remote. As of December 31, 2021, the updated amount of taxes levied and the tax consequences of the disallowance of tax losses and negative basis of calculation of CSLL through said tax assessment notices represents the amount of R$270.7 million. Our external legal counsel expects the administrative discussion to end by 2025. As of December 31, 2021, we had made no provision with respect to this claim and there is no deposit or guarantee related to it, as such,it is still under administrative discussion.

In November 2020, we received a notice from the Federal Revenue Service of Brazil related to the disagreement in the application of the Agreement to avoid double taxation signed between Brazil and the Netherlands, which establishes that profits of Dutch companies are not subjecttaxed in Brazil. The object of the assessment refers to IOF.the profits of the subsidiary in the Netherlands in the years 2015 and 2016. We challenged this assessment notice in Administrative Court considering that the profits earned by its subsidiary abroad are protected from taxation in Brazil under Article 7. of the aforementioned Agreement to avoid double taxation signed between Brazil and the Netherlands. We believe that a loss inof this claim is possible and presented aour external legal counsel expects the administrative discussion to end by 2025. As of December 31, 2021, we had made no provision with respect to this claim and there is no deposit or guarantee for the debt under judicial litigation –related to it. The adjusted amount as of December 31, 2021 of such uncertain tax treatment was R$ 56 million.8.8 billion.

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ICMS Tax Assessment Notice

From 1999 to 2016,2020, the internal revenue department of the States of Bahia, Alagoas, Pernambuco, São Paulo, Rio Grande do Sul and Rio de Janeiro issued tax assessment notices against Braskem claiming unpaid ICMS taxes in the amount of R$ 452755.5 million, retrospectively revised by inflation and the benchmark rate, in connection with several alleged violations of certain provisions of the ICMS tax legislation, including, among others: (1) inappropriately claiming ICMS credits for the acquisition of goods that the internal revenue department considers for use and consumption; (2) inappropriately claiming ICMS credits for the acquisition of assets not related to production; (3) transfer of goods below the cost of production; (4) differences in stock of final products; (5) lack of evidence that the companywe exported goods; (6) failure to pay taxes on the sale of products subject to tax substitution and inappropriately claiming ICMS tax credits on the purchase of products subject to tax substitution; (7) failure to register invoices; and (8) unpaid ICMS taxes on charges for electricity transmission. We challenged these assessment notices in the administrative court because we believe that there are reasonable grounds on which we can successfully defend against these assessments. The administrative cases are expected to be finished until 2020. If an unfavorable decisionresolved by 2026 and the judicial cases by 2031. There is renderedno deposit or guarantee related to the processes that still are in favor of the company, it is expected that the debts would be paid at 40% of the current value, based on the favorable precedents at judicial and administrative level. A guarantee was offereddiscussion phase. We presented guarantees in the amount of R$ 44 million for the debts under discussion in the Judiciary.above-mentioned judicial litigations. We believe that a loss in this claimof these claims is possible and, as of December 31, 2016. We have2021, we had not recognized any provision with respect thereto.

In 2009, tax assessment notices were issued by the internal revenue department of the State of São Paulo against Braskem Qpar claiming unpaid ICMS taxes and related fines in connection with several alleged violations of certain provisions of the ICMS tax legislation, including:

(1) Inappropriately claimingundue use of ICMS credits: (i)tax credits in the amount of R$53,558.2 million, from February/2004 to August 2005, November/2005 to February/2006 and September/2006 to January/2008 relateddue to the acquisitionrecording of “acrylonitrile” soldcredits indicated in the invoices for the sale of “acrylonitrile,” “methyl acrylate” and “methyl methacrylate,” issued by Acrinor Acrilonitrila do Nordeste S/A (ii)S.A. and Proquigel Química S.A., since the products were to be exported, and were therefore exempt from payment of ICMS tax;

(2)the fine for the abovementioned tax offense corresponds to 100% of the principal value recorded, as per Article 527, item II, sub-item “j” jointly with paragraphs 1 and 10 of RICMS/SP;

(3)fine in the amount of 30% on R$1.6480.4 million, from December/2004which corresponds to August/2005 related do unduly credits informed in invoices issued by Proquigel Química S/A; (iii) in the amount of R$3.1 million from August/2004 to November/2005, related do unduly credits informed in invoices issued by Proquigel Química S/A for exportation, not submitted to ICMS payment; A fine of 100%sum of the taxes assessed was imposedamounts indicated in all cases above.

(2) Error in the issuance of invoices under CFOP code 6.905 without the circulationtax documents whose outflow of goods – a finewas not identified by the tax authority, entered based on the provisions of 30%Article 527, item IV, sub-item “b” jointly with paragraphs 1 and 10 of the amount of the invoices (R$ 480 million) was assessed.RICMS/SP; and

(3) Fine assessed(4)fine due to the default in answering to notificationlack of presentation of tax authorities to present documents torequested under a tax audit.specific deficiency notice, as per Article 527, item IV, sub-item “j” jointly with paragraphs 8 and 10 of RICMS/SP.

The administrative proceedings were closed in the administrative court in 2015, and the valuewith partial reduction of the debt was reduced by 55% ofcontingency, and the total involved. The remaining debt is under discussion in the Judiciary. Due to favorable preliminary orders, the State Treasury of São Paulo has rectified the amount of the debt to apply default interest and monetary restatement limited to the SELIC rate, which reduced the debt in 20%. Regarding this amount, the chances of loss are remote, and for the remaining debt we believe the loss is possible.judiciary. As of December 31, 2016,2021, we havehad established related provisions in the amount of R$239,4 million. The company21.6 million, due to business combination, and the amount of R$291.8 million relating to probable likelihood of loss. We offered a guarantee to the debts and our external legal counsel expects the cases to be finished until 2022.resolved by 2026.

ICMS Tax Assessment Notice – quantiQ:

TheIn July and in December 2020, we received tax assessment notices from the State of São Paulo claims against quantiQ the payment of ICMS debtsAlagoas due to the following alleged infractionslack of ICMS payment due to the ICMS legislation: (i) usealleged lack of incorrect tax rate (18% X 25%) in the sale of solvent; (ii) undue use of ICMS tax credits in the purchase of goods subject to advance paymentreversal of the tax (tax substitution); (iii) lack of payment of ICMScredited in operations prior to the importation of goods subject to advance payment of the tax (tax substitution); (iv) lack of advance payment of ICMS (tax substitution) in the sale of goods to a distributor (goods were transferred by the branch in São Paulo). In December 31st, 2016, thedepartures with deferred tax. The amount claimed is R$196586.6 million. We challenged these assessment notices in Administrative Court based on the favorable precedents at the judicial administrative level, considering that there are some mistakes regarding the debt calculation and because keeping the credits even if with a deferred tax is something authorized by Alagoas legislation.

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We believe that a chanceloss of lossthis claim is possible in Administrative and Judicial Courts. Thereour external legal counsel expects that the administrative discussion will end by 2025. As of December 31, 2021, we had made no provision with respect to this claim and there is no deposit or guarantee related to this claim.it.

PIS and COFINSNon-Cumulative Tax Assessment Notice

We received assessment notices from the federal internal revenue department alleging that we had inappropriately claimed certain PIS and COFINS credits in relation to: (1) wastewater treatment, (2) charges for electricity transmission, (3)transmission; (2) freight related to the storage of finished goods and (4)goods; (3) credits claimed at inappropriate times, relating to the acquisition ofvarious acquisitions; (4) fixed assets between 2006assets; and 2011.(5) Prodesin . As of December 31, 2016,2021, the amount in dispute ofin connection with these claims was approximately R$889 million.1.3 billion. We challenged these assessment notices in an administrative court because we believe that there are reasonable grounds on which we can successfully defend against these assessments. We believe that a loss onof these claims is possible. As of December 31, 2016, we have not recognized any provision with respect thereto.possible and our external legal counsel expects that the administrative discussions will end in 2026 and the judicial discussion will end in 2031. There is no deposit or guarantee related to the processes that are in administrative discussion phase. We presented a guarantee in the amount under discussion in the judicial level.

The Federal Brazilian Revenue Service did not recognize the compensation of PIS and COFINSnon-cumulative credits due to: (i) differences in the values informed in the PIS and COFINS declaration (DACON)years 2005 to 2010 and in the electronic files ofperiod from 2012 to 2016 for the invoices; (ii) values not reflected in the balance sheets, credits over untaxed purchases, credits over IPI, lack of presentation of documents, and (iii) failure to pay PIS and COFINS informed to the tax authorities in the PIS and COFINS declaration (DACON). The Federal Brazilian Revenue Service also claims the payment of debts due to the fact that the amount of credits informed in the compensation files were higher than the amount informed in the DACON. following reasons:

·the amount of the credits informed in the compensation files were greater than the amount informed in the PIS and COFINS declaration (DACON);
·freight expenses not linked to sales operations or without a proven connection, link to the national territory, but related to imported products;
·credits relating to the acquisition of fixed assets from incorporated companies whose documentation was not found; and
·taxation of taxable revenues erroneously classified as exempt, at zero rate or not taxed.

A loss in these claimsof this claim is likely and it is expectedour external legal counsel expects that the administrative discussion should come to anwill end in 2020.2025. As of December 31, 2016,2021, we havehad established related provisions in the amount of R$202.3202.7 million. There are no deposits or guarantees related to these claims.

In December 2016, we received tax assessment notices from the Federal Internal Revenue Department alleging that we had inappropriately used COFINSnon-cumulative credits related to exports to compensate federal tax debts. A fine of 50% of the compensated credits was assessed. In December 31st, 2016, the amount claimed is R$86 million. We believe that a loss in these claims is possible and that the administrative proceeding should come to an end in 2020. There are no deposits or guarantees related to these claims.

PIS and COFINS Tax Assessment Notice

Braskem is involved in several judicial and administrative proceedings related to the payment of PIS and COFINS, including (1) unpaid COFINS from March 1999 to December 2000, February 2001 to March 2002, May 2002 to July 2002 and during September 2002, (2) inappropriately claimed credits due to the additional 1% in the COFINS rate and PISDecree-Law nº 2,445 and 2,449, andrate; (3) undue compensation of PIS and COFINS debts with PIS credits (Decree-Laws(Decree-Law Nos. 2.445 e 2.449)2,445 and 2,449) which were considered to have expired by the tax authorities; and (4) an omission in the base revenue resulting from exchange gains earned due to successive reductions of our associated capital. As of December 31, 2016, the amount in dispute of these claims was approximately R$87.9 million. We challenged these assessment notices because we believe that there are reasonable grounds on which we can successfully defend against these assessments. We believe that a loss onof these claims is possible.possible and our external legal counsel expects the cases in the administrative level to be resolved by 2023 and, for those in the judicial level, 2030. As of December 31, 2016,2021, we havehad established related provisions, due to business combination, in the amount of R$51.067.4 million. The companyWe offered guarantee in the amount of the judicial litigations.

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In 2014, we received a tax assessment notice from the Federal Brazilian Revenue Service claiming that the tax lossesfines and social contribution negative tax base used to pay debts under the MP 470/2009 installments program, as well as interest, fines exonerationinterests exonerations afforded in installments of the MP 470/No.470/09 are taxable. The amount or PIS and COFINS claimed is R$1,5 billion. We challenged this assessment notice because we believe that these claims are based on a misinterpretation of both the applicable law and facts by the tax authorities.authorities, especially because exonerations are not taxable income and, even if they were financial income, at the time, they were taxed at zero rate. As of December 31, 2021, the amount claimed was R$909.7 million. We believe that a loss inof this claim is possible and as of December 31, 2016 we have madeour external legal counsel expects that the administrative discussion will end in 2023. There are no provision, with respectdeposit or guarantee related to this claim.

We and our affiliates are involved in several other judicial and administrative proceedings related to the alleged undue compensation of PIS and COFINS debts with the following credits: (1) Corporate Income tax; (2) FINSOCIAL; (3) Taxtax on net profits; and (4) PIS (Decree-Laws(Decree-Law Nos. 2.4452,445 and 2.449); (5) Cofins. The proceeding are also related to debts of COFINS levied on interest calculated on equity.2,449). As of December 31, 2016,2021, the amountsamount in material disputes relating to PIS and COFINS was approximately R$170 million.The company131.5 million. We offered guarantee inthat supports the integrality of the amount of the judicial litigation. We believe that a loss inof this claim is possible.possible and our external legal counsel expects that the judicial discussions will end by 2024. As of December 31, 2016,2021, we havehad not recognized any provision with respect thereto

SUDENE - Income Tax Reduction

In 2015, we successfully obtained income tax reductions as a result of lawsuits claiming a 75% income tax reduction for the following industrial units: (i) PVC and Cloro Soda, established in the state of Alagoas; and (ii) basic petrochemicals unit, PE (2), PVC and Cloro Soda units, all established in the city of Camaçari (BA). The third PE plant established in Camaçari and the second PVC plant established in Alagoas will have the benefit up to 2016 and 2019, respectively.

PRODESIN – ICMS Tax Incentivethese proceedings.

We were awarded ICMS tax incentives byare involved in lawsuits related to the statepayment of Alagoas, through the state of Alagoas Integrated Development Program – PRODESIN, which are aimed at implementing and expanding a plant in that state. This incentive is considered an offsetting entry to sales taxes. In 2016, the amount was R$78.8 million (R$71.6 million in 2015).

REIQ – PIS/COFINS Tax Incentive

The Brazilian chemical and petrochemical sector enjoyed an important achievement in 2013. The government, in response to one of the proposals elaborated by the Chemical Industry Competitiveness Council, approved the PIS and COFINS tax rates relief on raw material purchasesoffsetting with Cide-Combustíveis credits, as authorized by firstLaw No. 10,336/2001. As of December 31, 2021, the aggregate amount of these cases was R$118.2 million. We believe that a loss of this claim is possible and second generation producers, which serve various sectors ofour external legal counsel expects that the economy. The measure aimed to restore some ofdiscussion will end in 2030. We constituted a guarantee in the industry’s competitiveness, which was

weakened by factors related to infrastructure, productivity, feedstock and energy costs and the exchange rate that pressured the chemical industry’s trade deficit, according to ABIQUIM, which ended 2016 at US$22.0 billion. By 2016, we had a tax rebate of 6.25% (PIS and COFINS) on the acquisition of petrochemical raw materials.amount under discussion.

OtherIsolated Fine Tax ProceedingsAssessment Notices

WeFrom 2016 to 2020, we received a notice oftax assessment bynotices from the Federal Brazilian Revenue Servicefederal internal revenue department imposing isolated fines due to the alleged lackuse of retentioncredits of: (i) non-cumulative PIS/COFINS; (ii) negative Balance of social security contribution atIRPJ/CSLL; (iii) REINTEGRA and (iv) other credits, offset and not homologated. As of December 31, 2021, the rate of 11% of the invoices issued by service providers between February 1999 and June 2002. The amount claimed in December 31 was R$48309.5 million. We challengedbelieve that a loss of these assessment notices inclaims is possible and our external legal counsel believes that the administrative court because we believe that there are reasonable grounds on which we can successfully defend against this assessments, such as misinterpretation of both the applicable law and facts by the tax authorities and that the statute of limitations has partially expired.proceedings will end in 2026. There are no deposits or guarantees related to the processes that still are in administrative discussion phase. As of December 31, 2021, we had made no provision with respect to these claims.

Social Security Contributions – Harmful Agents

We are involved in several judicial and administrative proceedings related to the payment of social security contributions in which the following issues are discussed: (i) the collection through tax assessments of the additional Occupational Accident Risk (“RAT”) for the costing of special retirement, due to the alleged exposure of workers to harmful agents, in addition to a fine for non-disclosure of this information in GFIP (in the period from April 1999 to February 2006); (ii) the collection through tax assessments of the additional RAT due to the exposure of workers to harmful agents (noise and carcinogens) in the period from January 2016 to July 2018; and (iii) the requirement, in terms of tax enforcement, of additional RAT (in the period from November 2000 to January 2001, and from November 2001 to June 2002). The aggregate amount of these claims, as of December 31, 2021, was approximately R$186.9 million. We believe that a loss of these claims is possible and our external legal counsel expects that the discussions at the administrative level will be concluded in 2024 and in 2028 at the judicial level. There is no deposit or other type of guarantee for the proceedings that are still under administrative discussion and the only one that is under judicial discussion is guaranteed in the entire amount.

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Contingent Assets

Contingent assets are potential assets whose existence will be confirmed by the occurrence or non-occurrence of uncertain future events that are not wholly within the Company’s control. Contingent assets are not recognized, but are disclosed when it is more likely than not that an inflow of benefits from such assets will occur. However, when the inflow of benefits is virtually certain, an asset is recognized in the financial position statement because that asset is no longer considered contingent.

Exemption of IR/CSL on inflation adjustment of undue tax payments by using economy basic interest rate.

In July 2010, Braskem and the merged companies in previous years, filed lawsuits claiming exception from the levying of IR/CSL on amounts they received as interest on late payment, since they do not represent any equity increase.

In view of the decision of the Federal Supreme Court (“STF”), on September 24, 2021, regarding Special Appeal 1.603.187, which states that “the levying of IR/CSL on amounts updated by the Selic rate, received due to repetition of undue tax payments, is unconstitutional”, Braskem recorded tax credits of R$501 million (R$489 million in other operating income and R$12 million in the financial result) for the calendar years as from 2005. The recognition of this amount in 2021 resulted in an increase of R$153 million in the balance of income tax recoverable and a decrease of R$43 million and R$305 million in the balances of current income tax payable and deferred tax liability, respectively. For the periods marked by a rebuilding of tax losses, Braskem recognized R$68 million in deferred tax assets.

Exclusion of ICMS from PIS and COFINS calculation base

Our main federal tax liability refers to the exclusion of ICMS from the PIS/COFINS calculation base. We and our merged companies filed various lawsuits claiming recognition of the right to exclude ICMS from the calculation base for PIS and COFINS and the consequent repetition of undue payment. The oldest period of the lawsuit dates back to 1991. In 2021, actions originally by merged companies had final and unappealable decisions, and the amount of R$2,022.0 million was recognized, referring to the PIS and COFINS contributions calculated in excess, of which R$1,032.1 million was recorded under other operating income (expenses) and R$990.9 million under financial revenue

Since 2019, R$4,302.4 million has been offset of the total liability recorded by the Company concerning this matter, and as of December 31, 2021, R$789.4 million was accounted for as per our financial statements, of which R$787.7 million was recorded under current liabilities and R$1.7 million under non-current liabilities.

With regard to the lawsuits with final and unappealable decisions, certain decisions involve expressly the credit calculation criteria, while others were more generic, only determining the exclusion of this tax. The Company, assisted by specialized third party consulting firm, proceeded with the measurement of these tax liabilities, basically considering the amount of ICMS stipulated on the sales invoices and other tax information on the accessory obligations to ensure the consistency of the calculations, grounded in the legal opinion.

The Company has other lawsuits about the same topic that are still pending a final and unappealable decision. The oldest period of these lawsuits pending decisions dates back to 2001, On December 31 of 2021, the amount involved in this lawsuit is R$ 1.7 billion, which has been already recognized in non-current assets.

Exclusion of ICMS Tax Incentives and Benefits Applicable to Operations

In October 2021, the Company obtained a temporary injunction in a lawsuit authorizing it to exclude ICMS tax incentives and benefits applicable to its operations, granted by Brazilian states and the Federal District, from the corporate income tax, or IRPJ, and CSLL calculation basis as of 2021, which will result in a reduction in cash disbursement in 2021 of R$1.1 billion. This decision considers the Company’s claim that incentives and benefits are investment subsidies, under article 30 of Law No. 12,973/2014 and Complementary Law No. 160/2017, and, consequently, are not subject to IRPJ and CSLL. The lawsuit is pending a court decision. Given the initial stage of the lawsuit and the diversity of tax incentives and benefits granted by Brazilian states and the Federal District, based on the assessment of our external legal advisors, the Company considered the matter an uncertain tax treatment and, therefore, the amount of R$1.1 billion will continue to be recorded in our annual financial statements as taxes payable.

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Compulsory loans to Eletrobrás – Centrais Elétricas Brasileiras S.A.

The compulsory loan in favor of Eletrobrás was established by Federal Law No. 4,156/62, to finance the energy industry and remained effective until 1993. It was collected through the energy bills of industrial consumers with monthly consumption equal to or higher than 2000kwh and, after successive amendments to the law, the reimbursement, plus compensatory interest of 6% per year, was extended to 20 years, which can be anticipated through conversion of credits into shares issued by Eletrobrás.

Between 2001 and 2009, the companies that merged into Braskem S.A. filed proceedings seeking the recovery of amounts related to differences in the inflation adjustment of the compulsory loan, interest on arrears and compensatory interest and other related payments.

The Company obtained a favorable final and unappealable decision in the cases of the merged companies Alclor Química de Alagoas Ltda., Companhia Alagoas Industrial – Cinal, Companhia Petroquímica do Sul S.A. – Copesul and Trikem S. A., which are in the execution phase, discussing the amounts to be effectively returned. The cases of the merged companies Ipiranga Petroquímica S.A., Petroquímica Triunfo Ltda. and Quattor Química S.A are in the initial phase.

The term, form and amount to be realized are still uncertain, so it is not possible to determine the amount to be received and, for such reason, the asset does not meet the conditions to be recorded in the financial statements.

Class Action Proceedings

In July 2015, two putative class action lawsuits were filed against us and certain of our then-current and former officers and directors, or the Defendants, in the United States District Court for the Southern District of New York. The lawsuits were subsequently consolidated under the caption In re Braskem, S.A. Securities Litigation, No. 15-cv-5132. In November 2015, Boilermaker-Blacksmith National Pension Trust, or the Lead Plaintiff, filed a consolidated class action complaint, which asserted claims under Section 10(b) and Section 20(a) of the Exchange Act, on behalf of a putative class of purchasers of our ADSs, from June 1, 2010 to March 11, 2015. In the operative complaint, the Lead Plaintiff alleges that the Defendants made misrepresentations or omissions that inflated the price of our stock in violation of U.S. securities laws. We filed a motion to dismiss on July 6, 2016. On March 31, 2017, the court ruled on the motion to dismiss, granting it in part and denying it in part. The parties have signed a proposed settlement agreement on September 14, 2017 and the U.S. court granted final approval to the settlement and entered a judgment to dismiss the action and discharge the claims of the class members on February 21, 2018. Under the terms of the settlement, we paid US$10 million (R$31.7 million) to resolve all claims of the settlement class consisting of purchasers of our ADSs during the period from July 15, 2010 through March 11, 2015, that arise out of or relate to the subject matter of the class action. We paid the settlement amount into an Escrow Account (which is subject to the jurisdiction of the Court) on October 2, 2017 and the Claims Administrator shall arrange its distribution after the entry by the court of a class distribution order. We have made no admission of any wrongdoing or liability as part of the settlement.

On August 25, 2020, a class action was filed against us and some of our current and former executives in the U.S. District Court for the District of New Jersey, in the United States, on behalf of an alleged class of investors who acquired Braskem’s shares. The action is grounded in the U.S. Securities Exchange Act of 1934 and its rules, based on allegations that the defendants made false statements or incurred in omissions related to the geological event in Alagoas. On January 15, 2021, the Court named two plaintiffs to act as lead plaintiffs in the action. On April 28, 2021, one of appointed lead plaintiffs filed a consolidated amended complaint asserting claims on behalf of a putative class of purchasers of the Company’s American Depositary Shares from March 21, 2019 to July 8, 2020. We engaged a U.S. law firm to represent us in the class action and filed a motion to dismiss, which is pending analysis by the Court.

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Our management, based on its assessment and that of its external legal advisors, and given the initial phase of the potential class action mentioned above, considers that it is not possible at the moment to reliably estimate the potential amount involved.

Braskem cannot reliably predict the future developments of this matter or the expenses arising from it, including rates and costs in solving the dispute. The Company may be named as a defendant in other legal actions.

Global Settlement

In the context of allegations of improper payments in connection with the so-called Operation Car Wash (Operação Lava Jato) in Brazil, we engaged independent expert firms to conduct an investigation into such allegations (the “Investigation”) and report their findings.

On December, 2016, Company entered into a leniency agreement with the MPF (“MPF Agreement) and the authorities of the United States and Switzerland (“Global Agreement”), in the approximate amount of US$957 million (approximately R$3,1 billion at the time), which were duly approved. Furthermore, the Company engaged in a process of cooperation and negotiation with the Ministry of Transparency and Controllership (“CGU”) and the Attorney General (“AGU”), which culminated in the signing of a leniency agreement with said authorities on May 31, 2019 (“CGU/AGU Agreement” and, together with the Global Agreement, simply “Agreements”), which deals with the same facts object of the Global Agreement and provides for an additional disbursement of R$409,877, due to calculations and parameters used by CGU and AGU. Additionally, in 2019, the Public Ministry of Bahia and the Public Ministry of Rio Grande do Sul joined the MPF Agreement, although there is no provision for additional payments by the Company.

AGU, CGU and MPF agreed to allocate most of the amounts received based on the Agreements for the reparation of victims of illicit acts, including other authorities and public entities, and to undertake actions with those third parties with which Braskem will start negotiations in relation to the facts object of the Agreements to avoid double reimbursement.

As of December 31, 2021, we had paid R$2.7 billion of the total fine established in the Global Settlement, in the following manner:

·R$559.9 million to the AGU, CGU and MPF;
·R$296.6 million (US$94.9 million) to the DoJ;
·R$407.3 million (CHF94.5 million) to the OAG;
·R$1,282.5 million to the MPF; and
·R$206.5 million (US$65.0 million) to the SEC:

As of December 31, 2021, the outstanding amount of R$1.1 billion was due under the MPF Agreement and CGU/AGU Agreement, in four annual installments adjusted by the variation in the SELIC rate and due by January 30, 2025. To guarantee payment of these upcoming installments, Braskem gave as collateral assets from its property, plant and equipment corresponding to one annual installment.

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The Global Settlement does not prevent us from responding to any legitimate third party, which may seek indemnification against us from damages for the facts subject to the Global Settlement. Other authorities with jurisdiction over us may seek to impose monetary sanctions or fines on, or to initiate investigative proceedings against the Company.

We do not anticipate the requirement to make additional disbursements but cannot assure that the aggregate amount disbursed as a requirement pursuant to the agreement will be sufficient to cover indemnification claims of all of the victims.

We continue to cooperating with the governmental authorities and improving our governance and anti-corruption compliance practices. During three years, we were subject to external monitorship. The monitor assessed compliance with the Global Settlement, including the effectiveness of our internal controls, policies and procedures to reduce the risk of any anti-corruption violations.

On March, 2020, based on the certification emitted by the independent monitors who assessed us by three years, MPF had confirmed the effectiveness of the compliance program and the conclusion of the independent monitorship. On May 13, 2020, the MPF, the DoJ and the SEC confirmed the conclusion of the independent compliance monitorship at Braskem, which had been established in the settlement agreements entered into by Braskem.

We remain under external monitoring with the AGU/CGU until the end of 2022. All compliance obligations are being met as recommended by the authorities.

We are in compliance with all obligations arising from the agreements mentioned above and we expect thatare cooperating with the administrative proceeding will come to an end in 2018.public authorities from all jurisdictions.

Labor Proceedings

Overtime Claims

In the class action suits filed by the Trade Union of Petrochemical and Chemical Workers of Triunfo, Rio Grande do Sul (“SINDIPOLO”), in the third quarter of 2010, claiming the payment of inclusion of overtime in the calculation of the weekly remunerated rest (“WRR”), in the restated amount of R$44.6 million, the following developments occurred in the period: (i) WRR: judgment for plaintiff in the suit involving the inclusion of overtime in the calculation of the weekly remunerated rest, which was upheld by the Regional Appellate Labor Court (“TRT”), for which Braskem appealed to the TST, which ordered the case to be sent back to the TRT for a new trial. However, as the TRT did not judge on the merits, Braskem appealed once again to the TST. After examining the appeal, the TST handed down a new decision granting the claim. Braskem will enter into motion for clarification and special appeal at the Supreme Court (“STF”). In light of the most recent decision of TST, the process had its evaluation changed to probable loss and was recorded a provision of R$27.600 million. Braskem gave collateral in the form of 7,413 tons of ethylene.

Class Action Claim

In July 2015, two putative class action lawsuits were filed in the United States District Court for the Southern District of New York against our company and certain of our then-current and former officers and directors. The lawsuits were subsequently consolidated under the caption In re Braskem, S.A. Securities Litigation, No.15-cv-5132. In November 2015, the Lead Plaintiff filed a consolidated class action complaint, which asserted claims under Section 10(b) and Section 20(a) of the Exchange Act, on behalf of a putative class of purchasers of the company’s ADRs from June 1, 2010 to March 11, 2015. The plaintiffs filed an amended complaint in May 2016, which amended the class period to July 15, 2010 to March 11, 2015. We filed a motion to dismiss that amended complaint in July 2016. In an Opinion and Order dated March 31, 2017, the court granted in part and denied in part our motion to dismiss. The claims that remain in the case following the court’s decision allege that the defendants are liable for making misrepresentations and omissions that allegedly concealed a purported scheme by which the company made improper payments in order to receive favorable naphtha pricing from Petrobras. Following the Court’s decision on the motion to dismiss, the action is now in the discovery stage. The parties are also currently engaged in settlement negotiations and have signed a proposed settlement agreement and submitted it to the U.S. court for preliminary approval on September 14, 2017. Under the terms of the proposed settlement, we would pay US$10million to resolve all claims of the settlement class consisting of purchasers of our ADRs during the period from July 15, 2010 through March 11, 2015, that arise out of or relateto the subject matter of the class action, with the exception of any such claims belonging to purchasers who file valid and timely requests to opt out of the settlement class. We have made no admission of any wrongdoing or liability as part of the proposed settlement, and it is subject to a number of conditions, including court approval.

Global Settlement

In the context of allegations of improper payments in connection with theso-called Operation Car Wash in Brazil, we engaged the Expert Firms to conduct the Investigation and report their findings. In December 2016, we entered into the Global Settlement with the MPF, the DoJ, the SEC and the OAG with regard to certain matters within the scope of the Investigation.

On December 14, 2016, we entered into the Leniency Agreement with the MPF. On December, 21, 2016, we finalized formal agreements with the DoJ under which we agreed to plead guilty to aone-count criminal information in the United States District Court for the Eastern District of New York charging our company of violation of the anti-bribery provisions of the FCPA, and with the SEC under which we consented to the entry of a final judgment in a civil action brought by the SEC alleging civil violations of the anti-bribery, books and records and internal accounting controls provisions of the FCPA. In addition, on December 21, 2016, the OAG closed its investigation of these matters.

Under the Global Settlement, we agreed to pay to the governmental authorities in these jurisdictions an aggregate amount of approximately US$957 million (equivalent to approximately R$3.1 billion). Of the total fine established in the Global Settlement, our company has already paid approximately R$1.3 billion in the following manner:

US$94.9 million (R$296.6 million) to the DoJ on February 8, 2017;

US$65.0 million (R$206.5 million) to the SEC on April 27, 2017;

CHF30.2 million (R$104.4 million) to the OAG on June 27, 2017;

R$736.5 million to the MPF on July 6, 2017.

The outstanding amount of approximately R$1.7 billion will be paid in the following manner:

CHF64.3 million to the OAG in four equal annual and successive installments of CHF16.1 million due on June 30 of each year commencing in 2018; and

R$1.6 billion to the MPF in six annual installments adjusted for inflation by the variation in the IPCA inflation index due on January 30 of each year commencing in 2018. To guarantee payment of future installments, Braskem has provided a guaranty in the form of fixed assets in an amount equal to one annual installment.

The MPF will distribute the majority of the amount it receives as restitution to third parties for damages caused by the misconduct. Under the terms of the Global Settlement, we are required to cooperate with these governmental authorities and improve our governance and anti-corruption compliance practices. We will also be subject to external monitorship for a period of three years. The monitorship period may be terminated early or extended for up to one year at the authorities’ discretion depending on our compliance with the Global Settlement.

Employment and Occupational Health and Safety Proceedings

AsWe have provisioned R$268.8 million, as of December 31, 2016, we were involved in approximately 6322021, with respect to employment and occupational health and safety proceedings. We have establishedproceedings, relating to 515 labor proceedings, including cases of occupational health and safety (in 2020, there were 529 proceedings). Our external legal counsel estimates that the time for completion of each of such proceedings in Brazil is more than five years. Estimates related to the completion of the proceedings and the possibility of future disbursement may change as a provision for these claims in an aggregate amountresult of R$207.8 million asnew decisions of December 31, 2016. We do not believe that these proceedings will have a material adverse effect on our business, financial condition or operations.higher courts.

Social Security

The Company withdrew its sponsorship of the pension plans Petros Copesul and Petros PQU in 2012 and in 2009 of Petros Copene, all of them managed by the pension fund Petros. Due to this procedure, it was assumed an outstanding obligation under the sponsorship withdrawal instrument which was to pay the mathematical reserves of beneficiaries pursuant to Complementary Law No. 109/2001, this obligation was met in 2015. However, after the payment, several beneficiaries filed individual and collective lawsuits regarding various claims relating to: (i) differences of the individual withdrawal fund; (ii) change of the base date; (iii) age limit; (iv) 90% supplement; (vi) return of contributions; (vii) difference in savings account reserve; (viii) objection against legality of sponsorship withdrawal.

Currently, this portfolio is comprised of 783 active cases that, based on the opinion of our external legal counsel, have a chance of loss classified as possible, representing as of December 31, 2021, an estimated aggregated disbursement of R$332.4 million.

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Civil Proceedings

Resale of solvents

In January 2017, we became the defendant in a civil lawsuit filed by a former reseller of solvents, claiming alleged breach of a distribution agreement. As of December 31, 2016, we were2021, the damages claimed in the lawsuit amounted to R$265.4 million and an award was not rendered by the lower court yet. Based on the opinion of external legal counsel, our management believes that the lawsuit has a possible risk of loss. As a result, no provision has been made by us. No judicial deposit or other form of guarantee was constituted for this lawsuit.

Redress proceeding

A compensatory lawsuit was filed by the insurer of one of our customers. The insurer seeks the reimbursement of the amount paid to a customer pursuant to an insurance agreement entered into with the customer. As of December 31, 2021, the amount involved in several social security proceedings asthis proceeding was R$98.2 million and an award was not rendered by the Lower Court yet. According to the insurer, the losses incurred by the customer, for which it was reimbursed, were caused by the aggregate amount claimedsupply of non-conforming products by Braskem. Our management, based on the opinion of external legal counsel, considers that the lawsuit may be dismissed in a period of up to eight years. As a result, no provision has been made by us. No judicial deposit or other form of guarantee was approximately R$84 million. We believe that our chance of loss is possible and therefore have not established a provisionconstituted for these claims.this lawsuit.

OtherCorporate Related Proceedings

As of December 31, 2016, we were2021, one of our most significant corporate claims is related to an ordinary collection claim combined with a defendant in two civil suits filed by a former caustic soda distributor, its controlling shareholderrequest for damages for losses, requesting the payment of dividends and a former transportershare bonus arising from the class “A” preferred shares of the dissolved company Salgema Indústrias Químicas S.A. Dividends and bonus related to fiscal years prior to 1987 were considered to have become time-barred by lower courts and therefore not owed by Braskem. However, the Alagoas state Court of Appeals reviewed the decision and considered that amounts prior to such period are also owed. Braskem filed an appeal against the decision with the Superior Court of Justice (STJ), which was partially granted. It is possible that the statute of limitations could be applied to part of the claim once the request for breachliquidation is reviewed by the Superior Court of Justice (STJ). During fiscal year 2021, Braskem established a caustic soda distribution agreement.provision of R$19 million for this lawsuit and there is no guarantee related to this claim.

We are also currently subject to the liquidation of an award related to a lawsuit filed in 1988, which ordered Polialden Petroquímica S.A., which merged into Braskem on May 31, 2006, to pay to its non-controlling preferred shareholders certain remaining profits. The damages claimedpurpose of the liquidation proceeding is to determine the value of the award calculated in these suits totaled R$174.6 millionaccordance with the judicial order issued on April 15, 2016, which will occur through an arbitration procedure, as determined by the court, and was appealed. The procedure is awaiting the beginning of the expert analysis.

Based on the opinion of our external legal counsel, as of December 31, 2016. These suits2021, the nominal amount in dispute was R$ 257.3 million, Braskem established a provision of R$ 19.3 million for this lawsuit and there is no guarantee related to this claim.

Hashimoto Civil Action

A civil class action was filed in June 2018 by the Public Prosecutor’s Office of the State of São Paulo against us and other companies that operate in the Capuava Petrochemical Complex, seeking the reparation and/or remediation of environmental damages supposedly arising from the emission of air pollutants, as well as a joint judgement against companies that comprise such complex, seeking environmental moral damages in in the inflation-adjusted amount of R$175.0 million. Braskem filed its defense in December 2020. The defense of the other defendants and the subsequent decision of the judge is pending. Our management, based on its assessment and of that of our outside legal counsel, believes that the lawsuit possibly will be dismissed within a period of eight years.

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Environmental

A public interest civil action was filed in September 2011 by the municipality of Ulianópolis, in the State of Pará, against Braskem and other companies, claiming reparation and/or remediation of environmental damages allegedly resulting from the delivery of waste to the company CBB, which were allegedly not disposed of properly, polluting an area of the municipality Ulianópolis, as well as joint and several liability of these companies for the payment of indemnification for environmental damage in the adjusted amount of R$325.5 million. The companies filed their reply and a decision is pending. Our management, based on the opinion of our outside legal counsel, believes that the lawsuit will be dismissed within a period of eight years.

Alagoas – Mining Activities

On April 2, 2019, we became aware that the Alagoas State Prosecutors’ Office (Ministério Público do Estado de Alagoas) and the State of Alagoas Public Defenders’ Office (Defensoria Pública do Estado de Alagoas) filed a lawsuit (public-interest civil action or civil public action or ação civil pública) claiming the payment of compensation for property and personal damages caused to buildings and residents of areas affected in the Pinheiro district and surroundings (“ACP of Residents”), in the minimum amount of R$ 6,7 billion, with an initial request for provisional measures to freeze Company’s assets in the same amount. The case was sent to the Federal Court, when the Federal Prosecutors’ Office (Ministério Público Federal) and the Federal Public Defenders’ Office (Defensoria Pública da União) joined as plaintiffs.

Parties to the ACP of Residents entered into a first agreement on January 3, 2020, to establish cooperative actions to vacate properties in risk areas, defined by the Civil Defense of Maceió, State of Alagoas, (“Civil Defense Map”), providing the necessary support to relocate people from those areas and provide financial compensation for them under the Financial Compensation and Support for Relocation Program (“PCF”) implemented by Braskem. After updates of the Civil Defense Map, two legal instruments were signed by parties, in July and October 2020, to include properties in the PCF. On December 30, 2020, a second amendment to the agreement was signed to terminate the public-interest civil action (“Agreement for Compensation of Residents”), including the area currently affected by the geological event, according to the Civil Defense, and the areas with potential future impacts indicated in the independent technical and specialized studies engaged by the Company on the potential impact of the geological event on the surface of the region (as of December 31, 2021, the risk area encompasses a total of approximately 15,000 properties).

To implement the Agreement for Compensation of Residents, the Company assumed the obligation to deposit a total of R$2,7 billion in a checking account, with minimum working capital of R$100 million, whose transactions will be verified by an external audit company and also agreed to create a technical group to monitor the geological event and study the areas adjacent to the Civil Defense Map for a period of five years and maintain a surety bond in the amount of R$1.8 billion. The Agreement for Compensation of Residents was ratified by Court on January 6, 2021 which resulted in the termination of ACP of Residents.

On May 8, 2019, we became aware of the Report No. 1, prepared by the Mineral Resources Research Company (Companhia de Pesquisa de Recursos Minerais), or CPRM, an entity of the Brazilian Energy and Mining Ministry (Ministério de Minas e Energia), indicating that the geological phenomenon observed in the region, could be related to the rock salt exploration activities developed by Braskem. In this context, due to the developments from the report’s publication and in accordance with applicable safety standards, on May 9, 2019, we suspended all salt extraction and, consequently, the operations of the chlor-alkali and dichloroethane plants located in the district of Pontal da Barra in Maceió, state of Alagoas, and also reducing production in the Camaçari Petrochemical Complex in the state of Bahia, since they are pendingintegrated into the production chain. Given that, Braskem put in place a non-integrated business model according to which the Company will import: (i) caustic soda to supply the Brazilian market using its logistics structure and terminals along the Brazilian coast; (ii) EDC to continue to operate its PVC plants in the states of Alagoas and Bahia, in Brazil; and (iii) sea salt to supply the Chlorine Soda plant in the State of Bahia. We have continuously cooperated with relevant authorities and the local community.

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On July 25, 2019, we believewere informed of a public-interest civil action filed against us by the Labor Prosecutors’ Office of the State of Alagoas (Ministério Público do Trabalho do Estado de Alagoas or MPT-AL), requesting a compensation of R$3,6 billion for damages that our chanceworkers affected by the geological event might have suffered and an injunctive relief to freeze the amount of lossR$2.5 billion (“ACP Labor”). Parties reached an agreement on February 14, 2020, to terminate the claim, with the commitment from Braskem to invest R$40.0 million to fund a Business Recovery and Promotion of Educational Activities Program for residents and workers in the districts of Mutange, Bom Parto, Pinheiro and Bebedouro in Maceió, in the state of Alagoas. Such program consists in constructing day care centers and schools, implementing vocational training programs and providing support to the Civil Defense authorities in hiring qualified personnel for continuing the process of monitoring the areas at risk in these districts. Braskem fulfilled its obligation on March 3, 2020, and the ACP Labor was terminated.

On July 29, 2019, the Company was notified of an individual claim filed by Construtora Humberto Lobo, a construction company, seeking the payment of approximately R$151 million for damages related to the termination of a property purchase contract celebrated with Braskem and allegedly due to the geological event. A previous decision, on July 4, 2019, had issued a freeze order of R$4.8 million from Braskem’s assets. On October 15, 2019, the Court partially decided the claim to determine the immediate payment of R$4.5 million to the plaintiff. Braskem’s appeal against such decisions awaits ruling by the Court of Appeal. The remaining part of the claim proceeds before Court to evidentiary stage (on December 31, 2021, it amounts to R$264 million).

On August 19, 2019, we became aware of the filing of another public-interest civil action by the Federal Prosecutors’ Office (Ministério Público Federal) against us and other parties, requesting indemnification for socio-environmental damages and other collectives damages, as well as the adoption of corrective and environmental compliance measures, with preliminary injunction requiring the freezing of assets and profits not yet distributed, the set-up of a fund of R$3,1 billion for the benefit of social and environmental programs and emergency measures to be carried out, the posting of bonds in the amount of R$20,5 billion, the suspension of government financings and government incentives, as well as acceleration of existing indebtedness with BNDES (a federal development bank), among other obligations (“ACP Socio-environmental”). Parties reached an agreement to terminate the claim against Braskem on December 30, 2020 ("Agreement for Socio-environmental Remediation").

According to the Agreement for Socio-environmental Remediation, the Company commits, primarily, to (i) adopt the necessary measures to stabilize the cavities and monitor the soil; (ii) repair, mitigate or compensate potential environmental impacts and damages resulting from the mining activities (salt extraction) in the city of Maceió, defined after the conclusion of the Environmental Diagnosis, to be conducted by a specialized and independent company; and (iii) repair, mitigate or compensate for potential socio-urbanistic impacts and damages resulting from mining activities (salt extraction) in the city of Maceió, as detailed below.

Under the Agreement for Socio-environmental Remediation, the Company undertook the following measures:

(i)With respect to the stabilization of the cavities and monitoring of the soil, the Company will continue with the implementation of the measures of the mine closure planning presented by Braskem to ANM and subject to its approval.
(ii)With respect to potential environmental impacts and damages resulting from the salt extraction activities in the city of Maceió a well-known expert and independent company was engaged to assess and recommend measures for repairment, mitigation or compensation of the environmental impacts that may be identified as a result of the salt extraction activities in the city of Maceió. After the completion of such study, the Company will implement and fund the potential measures recommended by such study with the previous accordance of the Federal Prosecutor’s Office (Ministério Público Federal).
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(iii)With respect to socio-urbanistic impacts and damages resulting from the salt extraction activities in the city of Maceió, the Company will allocate the total amount of R$1.28 billion to implement actions and measures in the vacated areas, and actions relating urban mobility and social compensation.

Additionally, the Company agreed under the Agreement for Socio-environmental Remediation: (i) to allocate the additional amount of R$300 million for social damages and collective moral damages indemnification and for eventual contingencies related to actions in the vacated areas and urban mobility actions; (ii) with the constitution of a secured interest on certain of the Company's assets in the amount of R$2.8 billion to replace the surety bond previously presented by Braskem to the Court in the amount of R$1 billion, as Material Fact disclosed on January 3, 2020; and (iii) to engage specialized consultants to support the definition of the measures established in the Agreement for Socio-environmental Remediation and to update the socio-environmental compliance program of the Company.

Furthermore, the Agreement for Socio-environmental Remediation sets forth the potential adherence by other parties, including the municipality of Maceió, which is possibleunder negotiation and will continue over the coming months. To date, the Company cannot predict the results of any discussions or any of their associated costs.

On November 14, 2019, as informed to the market, we submitted to the Brazilian National Mining Agency (Agência Nacional de Mineração, or ANM) a plan with measures to permanently end salt extraction activities in this suit.

Maceió and close all of its wells, indicating actions based on a study conducted by the Institute of Geomechanics of Leipzig (IFG).

The Federal ProsecutorOn June 19, 2020, the Company became aware of Brasilia filed a public civil actioninquiry initiated by the State of Alagoas Prosecutor’s Office (Ministério Público do Estado de Alagoas) into the extent of the urban damage caused by the geological event, seeking solutions for recovery and utilization of the area, and assessing liability for possible reparations for damages caused (“Urban Damage Civil Inquiry”). This public civil inquiry was terminated with the execution of the Agreement for Socio-environmental Reparation.

On February 2, 2021 the Company was notified of a preliminary injunction requested by the Brazilian Company of Urban Trains (Companhia Brasileira de Trens – CBTU) to federal highways causedmaintain the terms of the cooperation agreement previously entered into by transport trucks with excess weight,the parties. The request was denied in the first and sought compensatory and punitivesecond instances, given the fulfillment of the obligations undertaken by Braskem. On February 24, CBTU presented an amendment to the preliminary injunction to claim the payment of damages in an aggregatethe amount of R$57.9222.1 million, as well as the specific performance of March 31, 2016. The court granted temporary reliefcertain obligations, including the construction of a new rail line to prevent Braskem from using excess weight on federal highways, subjectsubstitute the stretch that passes through the vacated area. CBTU attributes to penaltythe claim the approximate amount of R$20,000 for each infraction. This decision is currently under appeal. We believe that a1.3 billion. No judicial deposit or any other type of guarantee has been made. Our management, supported by the opinion of our external legal counsel, classifies the probability of loss in this case as possible.

On February 12, 2021, ANM granted our motion requesting that ANM reconsider its order directing the implementation of additional measures for the mine closure plan proposed by the Company. ANM’s decision maintained the implementation of the measures contemplated in the mine closure plan originally proposed by the Company, for which the amount of R$1.7 billion had already been provisioned. Lastly, considering that the mine closure plan is a dynamic process with complex execution, ANM will continue to oversee the results of the measures that are being taken by the Company for closing and monitoring the mine and, accordingly, further evaluations, requirements and provisions may be necessary in the future.

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On November 9, 2021 the Company was notified of a Public-interest Civil Action filed by Federal Public Defenders’ Office (Defensoria Pública da União) against insurers linked to SFH, financial agents, the regulatory agency and Braskem, questioning the denial of necessary insurance for contracts under the SFH to acquire properties located within a radius of 1 km outside the risk area defined by the version 4 map of Civil Defense authorities, which is the subject matter of the Residents PCA agreement. The main claim is only against the insurers, financial agents and the regulatory agency on the grounds that the refusal to contract the insurance is abusive and has no technical or legal grounds. There is a secondary and eventual claim to sentence Braskem to pay indemnification in an amount to be settled in the future, if the judge understands that the refusal somehow has grounds due to in the subsidence phenomenon. It is not possible to estimate the indemnification amount, which will depend on the evidence of damages submitted by people whose insurance was denied.

As of December 31, 2021, Braskem was a defendant in several individual claims, that, in aggregate, involve the amount of approximately R$895 million (2020: R$573 million), filed by individuals in Brazil and have made no provision with respectabroad, seeking the payment of indemnifications directly or indirectly related to this claim so far.the geological event in Maceió.

Dividends and Dividend Policy

Payment of Dividends

Our dividend distribution policy has historically included the distribution of periodic dividends, based on annual balance sheets approved by our board of directors. When we pay dividends on an annual basis, they are declared at our annual shareholders’ meeting, which we are required by the Brazilian CorporationCorporate Law and ourby-laws to hold by April 30 of each year. When we declare dividends, we are generally required to pay them within 60 days of declaring them unless the shareholders’ resolution establishes another payment date. In any event, ifIf we declare dividends, we must pay them by the end of the fiscal year for which they are declared. Any holder of record of shares at the time that a dividend is declared is entitled to receive dividends.dividends, unless another record date is approved. Our payment of annual dividends is based on our audited financial statements prepared for our preceding fiscal year. Pursuant to Brazilian Corporate Law, our by-laws and our dividend distribution policy, we have historically distributed annual dividends (except in years in which we have not had adjusted net income or our management has informed the annual shareholders’ meeting that such payment is incompatible with our financial situation).

Our Finance and Investments Committee will review, prior to the review by our board of directors, any management proposal regarding the distribution of dividends or interest on capital stock.

Our board of directors may declare interim dividends based on the accrued profits recorded or the realized profits in our annual or semi-annualinterim financial statements approved by our common shareholders.statements. In addition, we may pay dividends approved by our board of directors from net income based on our unaudited quarterlyinterim financial statements. TheseWe may pay dividends based on quarterly interim financial statements, provided that the sum of the dividends maypaid in each semester does not exceed the amounts included in our capital reserve accounts. We may set off any payment of interim dividends against the amount of the mandatory distributable amount for the year in which the interim dividends were paid.

The following table sets forth the dividends and/or interest attributable to shareholders’ equity paid to holders of our common shares, class “A” preferred shares and “class B” preferred shares since January 1, 2011 2019inreaisand in U.S. dollars translated fromreaisat the commercial market selling rate in effect as of thetheir respective payment date.

  

Nominal Brazilian Currency per

US$ equivalent per

Year

Payment Date

Common
shares

Class A
Preferred
Shares

Class B
Preferred
Shares

Common
shares

Class A
Preferred
Shares

Class B
Preferred
Shares

2021December 20, 20217.547.540.611.321.320.11
2018December 30, 20190.840.840.610.210.210.15

 

      Nominal Brazilian Currency per   US$ equivalent per 

Year

  Payment Date  Common
shares
   Class A
Preferred
Shares
   Class B
Preferred
Shares
   Common
shares
   Class A
Preferred
Shares
   Class��B
Preferred
Shares
 

2014

  April 23, 2014   0.61    0.61    0.61    0.27    0.27    0.27 

2015

  April 23, 2015   0.61    0.61    0.61    0.20    0.20    0.20 

2016

  April 15, 2016   1.26    1.26    0.61    0.36    0.36    0.17 

2016

  October 11, 2016   1.26    1.26    1.26    0.39    0.39    0.39 
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The following discussion summarizes the principal provisionsBefore any allocation of thedividends is made, 5% of adjusted net income is allocated in accordance with Brazilian CorporationCorporate Law and ourby-laws relating to the legal reserve, subject to the limits established in Brazilian Corporate Law. Our shareholders will be entitled to receive as mandatory dividend 25% of the adjusted net income for the fiscal year, in accordance with Article 202 of Brazilian Corporate Law, except in a year in which our management has informed the annual shareholders’ meeting that such payment is incompatible with our financial situation, in which case such retained amount shall be allocated to a special reserve and distributed as soon as our financial situation permits unless it is absorbed by subsequent losses.

Dividends are allocated to preferred shares as follows: (i) class A and class B preferred shares have the same priority in the distribution, in each fiscal year, of non-cumulative dividends corresponding to 6% of their unit value (as defined below); (ii) common shares are entitled to dividends only after payment of the priority dividend referred to in item (i) above; (iii) only common shares and class A preferred shares participate in the distribution of shares resulting from the incorporation of reserves into capital; and (iv) the “unit value” of shares is calculated by dividing the capital by the total outstanding shares (considering, for such effect, the total shares issued by the Company, including shares held in treasury).

The value of the priority dividend is calculated for the purposes of the mandatory dividend, but it is not limited by it, in accordance with Article 203 of Brazilian Corporate Law. Therefore, the priority dividend must be paid in full even if it is greater than the mandatory dividend, being limited only by the amount of net profit eligible for distribution.

After payment of the priority dividend, if there is any remaining dividend to be distributed (mandatory and/or complementary), the remaining amount of the dividend will be allocated successively as follows: (i) upon payment to the common shares of a dividend up to the limit of the priority dividend, i.e., upon payment to each common share of up to 6% of the unit value (as defined above) of the shares; and (ii) if there is still an amount remaining, upon payment to the common shares and class A preferred shares, under equal condition, so that each common share or class A preferred share receives the same dividend. Class B preferred shares do not participate in the distribution of remaining amounts after payment of the priority dividend.

The annual shareholders meeting is responsible for considering and voting on the allocation of the Company’s net profit for the year, determined annually based on the audited financial statements, which must be held within the four months following the end of the fiscal year, based on proposal of our management. The Company may, as decided by the board of directors, declare interim dividends, as described above, subject to certain conditions established in section 5.2 of our dividend policy, as referred to above, including the requirement that a proposal for complementary dividend distribution must take into account the impact of such distribution on the Net Debt/EBITDA ratio of the Company measured in U.S. dollars and that such ratio, after any distribution, may not be greater than 2.5 times in the year of the distribution and in the two subsequent years, based on long- term projections of the Company, considering the risks of theses projection being lower. Without prejudice to the aforementioned, the Net Debt/EBITDA ratio may remain temporarily above 2.5 times during a period in which the Company is making strategic investments that create value for shareholders and there is an expectation of generating future cash flow that contributes to this leverage ratio returning to a level not greater than 2.5 times. In this scenario, the management of the Company will not make a proposal for complementary distributions.

The Company also may, by decision of the board of directors, pay interest attributableon capital payable to its shareholders, in accordance with Article 9, paragraph 7, of Brazilian Law No. 9,249/95 and the pertinent legislation.

Unless decided otherwise at the shareholders’ equity.meeting, the interim dividends and interest on capital payable (the latter based on the amount net of withholding income tax) are calculated towards the priority dividend and the mandatory dividend.

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Pursuant to the Brazilian Corporate Law, dividend entitlements lapse after three years from the date their payment was due.

Calculation of Adjusted Net ProfitsIncome

At each annual shareholders’ meeting, our board of directors is required to recommend how to allocate our net profits for the preceding fiscal year, which recommendation our board of executive officers initially submits to our board of directors for approval. This allocation is subject to approval by our common shareholders. The Brazilian CorporationCorporate Law defines “net profits” for any fiscal year as our net income after income taxes for that fiscal year, net of any accumulated losses from prior fiscal years and any amounts allocated to employees’ participation in our net profits in that fiscal year. Under the Brazilian CorporationCorporate Law, our adjusted net profitsincome available for distribution areis equal to our net profits in any fiscal year, reduced by amounts allocated to our legal reserve and other applicable reserves, and increased by any reversals of reserves that we constituted in prior years.

Reserve Accounts

Under the Brazilian Corporation Law and ourby-laws, we are required to maintain a legal reserve. In addition, we are permitted by the Brazilian Corporation Law to establish the following discretionary reserves:

a contingency reserve for an anticipated loss that is deemed probable in future years. Any amount so allocated in a previous year must be reversed in the fiscal year in which the loss had been anticipated if the loss does not occur as projected or charged off in the event that the anticipated loss occurs;

a reserve for investment projects, in an amount based on a capital expenditure budget approved by our shareholders;

an unrealized profit reserve described under “—Mandatory Distributions” below; and

a tax incentive investment reserve, included in our capital reserve accounts, in the amount of the reduction in our income tax obligations due to government tax incentive programs. See note 23 of our consolidated financial statements elsewhere in this annual report.

Allocations to each of these reserves (other than the legal reserve) are subject to approval by our common shareholders voting at our annual shareholders’ meeting.

Legal Reserve Account

Under the Brazilian Corporation Law and ourby-laws, we must allocate 5% of our net profits for each fiscal year to our legal reserve until the aggregate amount of our legal reserve equals 20% of ourpaid-in capital. However, we are not required to make any allocations to our legal reserve in a fiscal year in which our legal reserve, when added to our other reserves, exceeds 30% of our shareholders’ equity. As of December 31, 2016, we had a balance of R$232.3 million in our legal reserve account.

Dividend Preference of Preferred Shares

Under ourby-laws, our preferred shareholders are entitled to a Minimum Preferred Dividend, equal to 6% of the bookunit value (as defined above) of such shares, before dividends may be paid to our common shareholders. Distributions of dividends in any year are made:

first, to the holders of preferred shares, up to the amount of the Minimum Preferred Dividend for such year;

then, to the holders of common shares, until the amount distributed in respect of each common share is equal to the amount distributed in respect of each preferred share; and

thereafter, to the holders of our common shares and our class A preferred shares on a pro rata basis.
·first, to the holders of preferred shares, up to the amount of the Minimum Preferred Dividend for such year;
·then, to the holders of common shares, until the amount distributed in respect of each common share is equal to the amount distributed in respect of each preferred share; and
·thereafter, to the holders of our common shares and our class A preferred shares on a pro rata basis.

Our class B preferred shareholders are not entitled to receive any additional dividend amounts after they have received the preferential dividend.Minimum Preferred Dividend. If the Minimum Preferred Dividend is not paid for a period of three years, holders of preferred shares will be entitled to full voting rights.rights until the Minimum Preferred Dividend is paid.

Mandatory Distributions

As permitted by the Brazilian CorporationCorporate Law, ourby-laws specify that no less than 25% of our adjusted net profitsincome for each fiscal year must be distributed to shareholders as dividends or interest attributable to shareholders’ equity. We refer to this amount as the mandatory distributable amount.

Under the Brazilian CorporationCorporate Law, the amount by which the mandatory distributable amount exceeds the “realized” portion of net income for any particular year may be allocated to the unrealized profit reserve, and the mandatory distribution may be limited to the “realized” portion of net income. The “realized” portion of net income

is the amount by which our net income exceeds the sum of (1) our net positive results, if any, from the equity method of accounting for earnings and losses of our subsidiaries and certain associated companies, and (2) the profits, gains or income obtained on transactions maturing after the end of the following fiscal year. As amounts allocated to the unrealized profit reserve are realized in subsequent years, and if not absorbed by subsequent losses, such amounts must be added to the dividend payment relating to the year of realization.

The Brazilian CorporationCorporate Law permits us to suspend the mandatory distribution if our board of directors reports to our annual shareholders’ meeting that the distribution would be incompatible with our financial condition at that time.time, provided that this does not affect the payment of the Minimum Preferred Dividend. Our fiscal council must approveopine on any suspension of the mandatory distribution. In addition, our management must report the reasons of any suspension of the mandatory distribution to the CVM. We must allocate net profits not distributed by our companyus as a result of a suspension to a special reserve and, if not absorbed by subsequent losses, we must distribute these amounts as soon as our financial condition permits. In case our profits reserves, as defined in the Brazilian CorporationCorporate Law, exceed our share capital, the excess must be credited to shareholders’ equity or used for the payment of distributions.

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Interest Attributable to Shareholders’ Equity

Brazilian companies, including our company,us, are permitted to pay interest attributable to shareholders’ equity as an alternative form of payment of dividends to ourtheir shareholders. These payments may be deducted when calculating Brazilian income tax and social contribution tax. The interest rate applied to these distributions generally cannot exceed the TJLPlong-term interest rate (Taxa de Juros de Longo Prazo – TJLP) for the applicable period. The amount of interest paid that we can deduct for tax purposes cannot exceed the greater of:

·50% of our net income (after the deduction of the provision for social contribution tax and before the deduction of the provision for corporate income tax) before taking into account any such distribution for the period for which the payment is made; and
·50% of the sum of our retained earnings and profit reserves.

50% of our net income (after the deduction of the provision for social contribution tax and before the deduction of the provision for corporate income tax) before taking into account any such distribution for the period for which the payment is made; and

50% of the sum of our retained earnings and profit reserves.

Any payment of interest attributable to shareholders’ equity to holders of common shares, preferred shares or ADSs, whether or not they are Brazilian residents, is subject to Brazilian withholding tax at the rate of 15%, except that a 25% withholding tax rate applies if the recipient is a resident of a tax haven jurisdiction. A tax haven jurisdiction is a country (1)(i) that does not impose income tax or whose income tax rate is lower than 20% or (2)(ii) which does not permit disclosure of the identity of shareholders of entities organized under its jurisdiction. See “Item 10. Additional Information—Taxation—Brazilian Tax Considerations.” Under ourby-laws, we may include the amount distributed as interest attributable to shareholders’ equity, net of any withholding tax, as part of the mandatory distributable amount.amount.

Public Tender Offer upon Sale of Control

Pursuant to our by-laws, all of our shares are entitled to tag along rights equivalent to 100% of the price paid in the event of a change of control, subject to certain exceptions set forth in article 12 of our by-laws. Notwithstanding the provisions of our by-laws, pursuant to the Brazilian Corporate Law, our common shares are entitled to tag along rights equivalent to at least 80% of the price paid for such common shares in the event of a change of control.

Significant Changes

Other than as disclosed in this annual report, no significant change has occurred since the date of the audited consolidated financial statements included in this annual report.

ITEMItem 9. THE OFFER AND LISTINGThe Offer and Listing

Markets for Our Equity Securities

The principal trading market for our common shares, class A preferred shares and class B preferred shares is the BM&FBOVESPA,B3, where they are traded under the symbols “BRKM3,” “BRKM5” and “BRKM6,” respectively. Our common shares and class A preferred shares began trading on the B3 (formerly the BM&FBOVESPA&FBOVESPA) on November 11, 1980, and our class B preferred shares began trading on the BM&FBOVESPAB3 on August 19, 1983.

On December 21, 1998, ADSs representing our class A preferred shares began trading on the NYSE. Our ADSs are traded under the symbol “BAK.” OnAs of December 31, 2016,2021, there were 23,031,91217,738,197 ADSs outstanding, representing 46,063,82435,476,394 class A preferred shares, or 13.4%10.3% of our outstanding class A preferred shares. Each ADS represents two class A preferred shares.

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On October 8, 2003, we listed our class A preferred shares on the LATIBEX, a stock market for Latin American issuers that is quoted in eurosEuros on the Madrid Stock Exchange, under the symbol “XBRK.” Our class A preferred shares are traded on the LATIBEX in lots of one share.

Price History of Our Class A Preferred Shares and the ADSs

The tables below set forth the high and low closing sales prices and the approximate average daily trading volume for our class A preferred shares on the BM&FBOVESPA and the high and low closing sales prices and the approximate average daily trading volume for the ADSs on the NYSE for the periods indicated.

   BM&FBOVESPA   NYSE 
   Closing Price per
Class A Preferred Share
   Closing Price per ADS 
   High   Low   High   Low 
   (inreais)   (in U.S. dollars) 

2012

  R$16.60   R$10.48   US$18.58   US$10.54 

2013

   21.18    13.32    18.40    13.34 

2014

   20.61    13.73    17.41    12.30 

2015

   29.36    9.83    15.01    6.22 

2016

   34.39    17.36    21.21    10.21 
   BM&FBOVESPA   NYSE 
   Closing Price per
Class A Preferred Share
   Closing Price per ADS 
   High   Low   High   Low 
   (inreais)   (in U.S. dollars) 

2015

        

First Quarter

  R$17.41   R$10.35   US$12.82   US$6.53 

Second Quarter

   14.97    10.46    10.03    6.66 

Third Quarter

   16.80    10.83    8.43    6.42 

Fourth Quarter

   29.36    17.45    15.01    8.72 

2016

        

First Quarter

   24.98    20.60    13.85    10.21 

Second Quarter

   24.25    17.97    13.75    10.44 

Third Quarter

   24.30    17.36    14.96    10.48 

Fourth Quarter

   34.39    23.54    21.21    14.48 

2017

        

First Quarter

   36.42    30.40    22.84    19.17 

Second Quarter

   34.81    31.03    21.95    18.99 

   BM&FBOVESPA   NYSE 
   Closing Price per
Class A Preferred Share
   Closing Price per ADS 
   High   Low   High   Low 
   (inreais)   (in U.S. dollars) 

Most Recent Six Months

        

March 2017

  R$32.68   R$30.40   R$21.16   R$19.17 

April 2017

   34.14    31.03    21.11    19.21 

May 2017

   34.81    31.42    21.95    18.99 

June 2017

   34.74    31.93    21.36    19.14 

July 2017

   39.88    34.10    25.45    20.39 

August 2017

   40.00    37.15    25.59    23.55 

September 2017 (through September 21)

   44.94    38.30    28.58    24.41 

Source: Economática Ltda/Bloomberg

On September 21, 2017, the closing sales price of:

our class A preferred shares on the BM&FBOVESPA was R$44.33 per share;

our class A preferred shares on the LATIBEX was €10.92 per share; and

the ADSs on the NYSE was US$28.10 per ADS.

Regulation of Brazilian Securities Markets

The Brazilian securities markets are regulated by the CVM, which has regulatory authority over the stock exchanges and the securities markets generally, the National Monetary Council and the Central Bank, which has, among other powers, licensing authority over brokerage firms and which regulates foreign investment and foreign exchange transactions. The Brazilian securities markets are governed by (1) Law No. 6,385, as amended and supplemented, which is the principal law governing the Brazilian securities markets and which we refer to as the Brazilian Securities Law; (2) the Brazilian CorporationCorporate Law; and (3) the regulations issued by the CVM, the National Monetary Council and the Central Bank.

Trading on the BM&FBOVESPAB3

Overview of the BM&FBOVESPAB3

In 2000, theBolsa de Valores de São Paulo S.A. – BVSP (the São Paulo Stock Exchange), or B3 (former BM&FBOVESPA),BOVESPA was reorganized through the execution of memoranda of understanding by the Brazilian stock exchanges. Following this reorganization, the BM&FBOVESPABOVESPA was anon-profit entity owned by its member brokerage firms and trading on the BM&FBOVESPABOVESPA was limited to these member brokerage firms and a limited number of authorized nonmembers. Under the memoranda, all securities are now traded only on the BM&FBOVESPA,BOVESPA, with the exception of electronically traded public debt securities and privatization auctions, which are traded on the Rio de Janeiro Stock Exchange.

In August 2007, the BOVESPA underwent a corporate restructuring that resulted in the creation of BOVESPA Holding S.A., a public corporation, whose wholly owned subsidiaries were (1) the BOVESPA, which is responsible for the operations of the stock exchange and the organized over-the-counter markets, and (2) the Brazilian Settlement and Custodial Company (Companhia Brasileira de Liquidação e Custódia), or CBLC, which is responsible for settlement, clearing and depositary services. In the corporate restructuring, all holders of membership certificates of the BOVESPA and of shares of CBLC became shareholders of BOVESPA Holding S.A. As a result of the corporate restructuring, access to the trading and other services rendered by the BOVESPA is not conditioned on stock ownership in BOVESPA Holding S.A. In May 2008, the BOVESPA merged with the Commodities and Futures Exchange (Bolsa de Mercadorias & Futuros) to form the BM&FBOVESPA. In November 2008, the CBLC merged with the BM&FBOVESPA. As a result, the BM&FBOVESPA performed its own settlement, clearing and depositary services.

On March 30, 2017, the BM&FBOVESPA merged with CETIP, a provider of financial services for the organized over-the-counter market, to form the B3 – Brasil Bolsa Balcão S.A., or B3.

Regulation of Foreign Investments

Trading on the BM&FBOVESPAB3 by a holder not deemed to be domiciled in Brazil for Brazilian tax and regulatory purposes or anon-Brazilian holder,(a “non-Brazilian holder”) is subject to certain limitations under Brazilian foreign investment regulations. With limited exceptions,non-Brazilian holders may trade on the BM&FBOVESPAB3 only in accordance with the requirements of Resolution No. 4,373 of the Brazilian National Monetary Council. Resolution No. 4,373 requires that securities held bynon-Brazilian holders be maintained in the custody of, or in deposit accounts with, financial institutions that are authorized by the Brazilian Central Bank and the CVM. In addition, Resolution No. 4,373 requiresnon-Brazilian holders to restrict their securities trading to transactions on the BM&FBOVESPAB3 or qualifiedover-the-

counter over-the-counter markets. With limited exceptions,non-Brazilian holders may not transfer the ownership of investments made under Resolution No. 4,373 to othernon-Brazilian holders through private transactions. See “Item 10. Additional Information—Exchange Controls” for further information about Resolution 4,373, and “Item 10. Additional Information—Taxation—Brazilian Tax Considerations—Taxation of Gains in Brazil” for a description of certain tax benefits extended tonon-Brazilian holders who qualify under Resolution No. 4,373.

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ITEMItem 10. ADDITIONAL INFORMATIONAdditional Information

General

As of September 21, 2017, we had outstanding share capital of R$8,043,222, equal to 797,257,604 total shares consisting of 451,668,652 common shares, 345,010,622 class A preferred shares and 578,330 class B preferred shares, including 1,234,758 class A preferred shares held in treasury. All of our share capital is fully paid. All of our shares are without par value. Under the Brazilian Corporation Law, the aggregate number of ournon-voting and limited voting class A and class B preferred shares may not exceedtwo-thirds of our total outstanding share capital.

Description of Our Company’sBy-laws

The following is a summary of the material provisions of ourby-laws and of the Brazilian CorporationCorporate Law. In Brazil, a company’sby-laws (estatuto social) is the principal governing document of a corporation (sociedade por ações).

Corporate Purposes

Article 2 of ourby-laws establishes our corporate purposes to include:

the manufacture, trading, import and export of chemical and petrochemical products and petrochemical derivatives;

the production, distribution and trading of utilities such as: steam, water, compressed air, industrial gases, as well as the provision of industrial services;

the production, distribution and trading of electricity for its own consumption and that of other companies;

holdings of equity stakes in other companies, pursuant to Law No. 6,404/76, as a holder of quotas or shares; and

the manufacture, distribution, trading, import and export of gasoline, diesel oil, LPG and other oil derivatives.
·the manufacture, trading, import and export of chemical and petrochemical products and petrochemical derivatives;
·the production, distribution and trading of utilities such as: steam, water, compressed air, industrial gases, as well as the provision of industrial services;
·the production, distribution and trading of electricity for its own consumption and that of other companies;
·holdings of equity stakes in other companies, pursuant to the Brazilian Law No. 6,404/1976 (the “Brazilian Corporate Law”), as a holder of quotas or shares;
·the manufacture, distribution, trading, import and export of gasoline, diesel oil, liquefied petroleum gas, and other oil derivatives.
·the transportation, representation and consignment of petrochemical products and by-products, compounds and derivatives, such as polypropylene, polypropylene films, polyethylene, elastomers and their respective manufactured products;
·the free lease or loan of assets that are owned or possessed thereby because of a commercial leasing agreement, provided that this is carried out as an ancillary activity to the main corporate purpose of our Company; and
·the provision of services related to the activities above.

Board of Directors

Under the Brazilian CorporationCorporate Law, any matters subject to the approval of our board of directors can be approved by a simple majority of votes of the members present at a duly convened meeting, unless ourby-laws otherwise specify. Under ourby-laws, our board of directors may only deliberate if a majority of its members are present at a duly convened meeting. Any resolutions of our board of directors may be approved by the affirmative vote of a majority of the members present at the meeting; provided, however, that certain matters may only be approved by mutual agreement between the parties under the Braskem S.A. Shareholders’ Agreement. See “Item 7. Major Shareholders and Related Party Transactions—Major Shareholders—Shareholders Agreements—Braskem S.A. Shareholders’ Agreement.” The majority of the members of our board of directors are elected by the OdebrechtNovonor Group. However, at least 20% of the members of our board of directors must be independent directors. In addition, any director appointed by a shareholder pursuant to a shareholders agreement is bound by the terms of such agreement. See “Item 7. Major Shareholders and Related Party Transactions—Major Shareholders—Shareholders Agreements.” The members of our board of directors are elected at general meetings of shareholders for concurrenttwo-year terms. Ourby-laws do not require the members of our board of directors to be a resident in Brazil or a shareholder ofbecome our company.shareholders. The Brazilian CorporationCorporate Law requires each of our executive officers to be residents of Brazil. Under ourby-laws, the shareholders of our common shareholdersshares approve the aggregate compensation payable to our directors, executive officers and members of our fiscal council. Subject to this approval, our board of directors establishes the compensation of its members and of our executive officers. See “Item 6. Directors, Senior Management and Employees—Compensation.” Neither the Brazilian CorporationCorporate Law nor ourby-laws establish any mandatory retirement age for our directors or executive officers.

195

Compliance

Our by-laws provide for a Compliance Committee comprised of at least three independent members of our board of directors, which members are appointed by our board of directors. In addition, our compliance department, led by our Chief Compliance Officer, has a full-line report directly to the Compliance Committee and a dotted-line report to the CEO of our Company. See “Item 6—Directors, Senior Management and Employees—Directors and Senior Management—Board Committees—Compliance Committee.”

Share Capital

Under the Brazilian CorporationCorporate Law and under our by-laws, the number of issued and outstandingnon-voting shares or shares with limited voting rights, such as our class A preferred shares and class B preferred shares, may not exceed fifty percent of total outstanding share capital; however, ourby-laws state that such amount shall not exceed two thirds of total outstanding share capital. Each of our common shares entitles its holder to one vote at our shareholders’ meetings. Holders of our common shares are not entitled to any preference in respect of our dividends or other distributions or otherwise in case of our liquidation. Our class A preferred shares and class B preferred shares arenon-voting, except in limited circumstances, and have priority over our common shares in the case of our liquidation. See “—Voting Rights”rights” for information regarding the voting rights of our preferred shares, “—Liquidation” for information regarding the liquidation preferences of our preferred shares, and “Item 8. Financial Information—Dividends and Dividend Policy—Calculation of Adjusted Net Profits” and “Item 8. Financial Information—Dividends and Dividend Policy—Dividend Preference of Preferred Shares” for information regarding the distribution preferences of our preferred shares.

Shareholders’ Meetings

Under the Brazilian CorporationCorporate Law and our by-laws, we must hold an annual shareholders’ meeting by April 30 of each year in order to:

approve or reject the financial statements approved by our board of directors and board of executive officers, including any recommendation by our board of directors for the allocation of net profits and distribution of dividends; and

elect members of our board of directors (upon expiration of their
·approve or reject the management financial plan (prestação de contas) and financial statements approved by our board of directors and prepared by the board of executive officers;
·approve or reject the allocation of net profits and distribution of dividends;
·elect members of our board of directors (upon expiration of their two-year term) and members of our fiscal council, subject to the right of minority shareholders to elect members of our board of directors and our fiscal council; and
·approve or reject the annual aggregate compensation of our executive officers and directors, as well as the compensation of the members of the Company’s fiscal council.
196

In addition to the annual shareholders’ meetings, holders of our common shares have the power to determine any matters related to changes in our corporate purposes and to pass any resolutions they deem necessary to protect and enhance our development whenever our interests so require, by means of extraordinary shareholders’ meetings.

Under the Brazilian CorporationCorporate Law, the holders of our common shares have the power, among other powers, to vote at shareholders’ meetings to:

amend ourby-laws;

approve any capital increase in excess of the amount of our authorized capital;

approve any capital reduction;

accept or reject the valuation of assets contributed by any of our shareholders in exchange for the issuance of our share capital;

suspend the rights of any of our shareholders in default of their obligations established by law or by ourby-laws;

authorize the issuance of convertible debentures;

approve any reorganization of our legal form or any merger, consolidation orspin-off involving us;

authorize our dissolution and liquidation, the election and dismissal of liquidators appointed in connection with any dissolution or liquidation of our company, and the examination of the liquidators’ accounts;

participate in a centralized group of companies (as defined under the Brazilian Corporation Law);

approve the aggregate compensation payable to our directors and executive officers;

·amend our by-laws;
·approve any capital increase in excess of the amount of our authorized capital;
·approve any capital reduction;
·accept or reject the valuation of assets contributed by any of our shareholders in exchange for the issuance of our share capital;
·suspend the rights of any of our shareholders in default of their obligations established by law or by our by-laws;
·authorize the issuance of convertible debentures, in excess of the amount of our authorized capital;
·approve any reorganization of our legal form or any merger, consolidation or spin-off involving us;
·authorize our dissolution and liquidation, the election and dismissal of liquidators appointed in connection with any dissolution or liquidation of our Company, and the examination of the liquidators’ accounts;
·participate in a centralized group of companies (as defined under the Brazilian Corporate Law);
·approve the aggregate compensation payable to our directors and executive officers;
·authorize management to declare us insolvent or bankrupt and to request aconcordata(ajudicial reorganization (recuperação judicial) (a procedure involving our protection from our creditors similar in many respects to a reorganization under the U.S. bankruptcy code);

elect and substitute members of our board of directors and fiscal council;

modify the number of members our board of directors;

alter our dividend policy; and

·elect and substitute members of our board of directors and fiscal council;
·modify the number of members on our board of directors;
·alter our dividend policy; and
·authorize the delisting of our shares.
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We convene our shareholders’ meetings, including our annual shareholders’ meeting, by publishing a notice in the Official Gazette of the State of Bahia, or Diário Oficial do Estado da Bahia, in at least one additional newspaper designated by our shareholders with general circulation in Bahia, where we maintain our registered office. OnRecently enacted rules have made publication requirements more flexible and less onerous. As a general rule, on the first call of any meeting, the notice must be published no fewer than three times, beginning at least 1521 calendar days prior to the scheduled meeting date. Due to certain remove voting requirements, we convene our annual shareholders’ meetings at least 30 days prior to the scheduled meeting date. The notice must contain the meeting’s place, date, time, agenda and, in the case of a proposed amendment to ourby-laws, a description of the subject matter of the proposed amendment.

In order for a valid action to be taken at a shareholders’ meeting, shareholders representing at least 25% of our issued and outstanding voting share capital must be present on first call. However, shareholders representing at leasttwo-thirds of our issued and outstanding voting share capital must be present at a shareholders’ meeting called to amend ourby-laws. If a quorum is not present, our board of directors may issue a second call by publishing a notice as described above at least eight calendar days prior to the scheduled meeting. The quorum requirements do not apply to a meeting held on the second call, and the shareholders’ meetings may be convened with the presence of shareholders representing any number of shares (subject to the voting requirements for certain matters described below). A shareholder without a right to vote may attend a shareholders’ meeting and take part in the discussion of matters submitted for consideration.

Voting Rights

Under the Brazilian CorporationCorporate Law and ourby-laws, each of our common shares entitles its holder to one vote at our shareholders’ meetings. Our preferred shares generally do not confer voting rights, except in theunder certain limited circumstances. We may not restrain or deny any voting rights without the consent of the majority of the shares affected. Whenever the shares of any class of share capital are entitled to vote, each share is entitled to one vote.

Holders of our preferred shares are not entitled to vote on any matter, except (i) with respect to the election of one member of our board of directors by (1) preferred shareholders holding at least 10% of our total share capital, or, (2) if no group of common or preferred shareholders meets the thresholds described above, shareholders holding at least 10% of our total share capital, and (ii) in the limited circumstances described above and as provided below. Preferred shareholders are also entitled to appoint one member of the fiscal council and the respective alternate.

The Brazilian Corporate Law and our by-laws provide that our preferred shares will acquire unrestricted voting rights after the third consecutive fiscal year that we fail to pay the minimum dividends to which our preferred shares are entitled. This voting right will continue until the Minimum Preferred Dividend is paid in full. Our preferred shareholders will also obtain unrestricted voting rights if we enter into a liquidation process.

Liquidation

We may be liquidated in accordance with the provisions of Brazilian law. In the event of our extrajudicial liquidation, a shareholders’ meeting will determine the manner of our liquidation, appoint our liquidator and our fiscal council that will function during the liquidation period.

Upon our liquidation, our preferred shares have a liquidation preference over our common shares in respect of the distribution of our net assets. In the event of our liquidation, the assets available for distribution to our shareholders would be distributed first to our preferred shareholders in an amount equal to their pro rata share of our legal capital, prior to making any distributions to our common shareholders. If the assets to be so distributed are insufficient to fully compensate our preferred shareholders for their legal capital, each of our preferred shareholders would receive a pro rata amount (based on their pro rata share of our legal capital, excluding our common shares in such calculation) of any assets available for distribution.

198

Preemptive Rights

Under the Brazilian CorporationCorporate Law, each of our common and class A preferred shareholders has a general preemptive right to subscribe for our shares or securities convertible into our shares in any capital increase, in proportion to the number of our shares held by such shareholder. In accordance with the applicable legislation and ourby-laws, the holders of class B preferred shares (which are special shares paid up with resources provided for in certain tax incentive legislation), the holders of such class B preferred shares do not have preemptive rights in case of any capital increase.increases resulting from capitalization of profits or reserves (bonus shares). In the event of a capital increase that would maintain or increase the proportion of our capital represented by our class A preferred shares, holders of our class A preferred shares would have preemptive rights to subscribe to newly issued class A preferred shares only. In the event of a capital increase that would reduce the proportion of our capital represented by our class A preferred shares, holders of such preferred shares would have preemptive rights to subscribe to any new class A preferred shares in proportion to the number of our shares that they hold, and to our common shares only to the extent necessary to prevent dilution of their interests in our total capital.

Under ourby-laws, except when issuing voting shares or securities convertible into voting shares, our board of directors or our shareholders, as the case may be, may decide to reduce the term of preemptive rights or not to extend preemptive rights to our shareholders with respect to any issuance of ournon-voting shares, debentures

convertible into our shares or warrants made in connection with a public exchange made to acquire control of another company or in connection with a public offering or through a stock exchange. The preemptive rights are transferable and must be exercised within a period of at least 30 days following the publication of notice of the issuance of shares or securities convertible into our shares. Holders of the ADSs may not be able to exercise the preemptive rights relating to our class A preferred shares underlying their ADSs unless a registration statement under the Securities Act, is effective with respect to those rights and the securities to which the rights relate or an exemption from the registration requirements of the Securities Act is available. We are not obligated to file a registration statement with respect to the shares relating to these preemptive rights or to take any other action to make preemptive rights available to holders of the ADSs, and we may not file any such registration statement.

Redemption, Amortization and Tender Offers and Rights of Withdrawal

Ourby-laws or our shareholders at a shareholders’ meeting may authorize us to use our profits or reserves to redeem or amortize our shares in accordance with conditions and procedures established for such redemption or amortization. The Brazilian CorporationCorporate Law defines “redemption” (resgate de ações) as the payment of the value of the shares in order to permanently remove such shares from circulation, with or without a corresponding reduction of our share capital. The Brazilian CorporationCorporate Law defines “amortization” (amortização) as the distribution to the shareholders, without a corresponding capital reduction, of amounts that they would otherwise receive if we were liquidated. If an amortization distribution has been paid prior to our liquidation, then upon our liquidation, the shareholders who did not receive an amortization distribution will have a preference equal to the amount of the amortization distribution in the distribution of our capital.

The Brazilian CorporationCorporate Law authorizes us, by means of a decision made at our shareholders’ meeting, to redeem shares not held by our controlling shareholders,shareholder, if, after a tender offer effected as a consequence of delisting, or a substantial reduction in the liquidity of our shares, our controlling shareholders increase theirshareholder increases its participation in our total share capital to more than 95%. The redemption price in such case would be the same price paid for our shares in any such tender offer.

Rights of Withdrawal

The Brazilian CorporationCorporate Law provides that, in certain limited circumstances, a dissenting shareholder may withdraw its equity interest from our companyCompany and be reimbursed by us for the book value of our common or preferred shares that it then holds.

199

This right of withdrawal may be exercised by the holders of the adversely affected common or preferred shares if we decide:

to create a new class of our preferred shares with greater privileges than the existing classes of our preferred shares;

to increase an existing class of our preferred shares relative to the other classes of our preferred shares (unless such actions are provided for or authorized by ourby-laws); or

to modify a preference, privilege or condition of redemption or amortization conferred on one or more classes of our preferred shares.
·to create a new class of our preferred shares with greater privileges than the existing classes of our preferred shares;
·to increase an existing class of our preferred shares relative to the other classes of our preferred shares (unless such actions are provided for or authorized by our by-laws); or
·to modify a preference, privilege or condition of redemption or amortization conferred on one or more classes of our preferred shares.

In addition, holders of our common and preferred shares may exercise their right of withdrawal if we decide to undertake any of the following actions:

to merge with another company or to consolidate with another company in a transaction in which our company is not the surviving entity;

·to merge with another company or to consolidate with another company in a transaction in which our Company is not the surviving entity;
·to transfer all of our shares to another company or to acquire all of the shares of another company in exchange for their or our shares (“incorporação de açõeses”);

to participate in a centralized group of companies as defined under the Brazilian Corporation Law;

to reduce the mandatory distribution of dividends;

to change our corporate purposes; or

tospin-off a portion of our company.
·to participate in a centralized group of companies as defined under the Brazilian Corporate Law;
·to reduce the mandatory distribution of dividends;
·to change our corporate purposes; or
·to spin-off a portion of our Company.

Only shareholders who own shares on the date of publication of the first notice convening the relevant shareholders’ meeting or the press release concerning the relevant shareholders’ meeting is published, whichever is earlier, will be entitled to withdrawal rights.

Shareholders will not be entitled to this right of withdrawal if the shares of the entity resulting from a merger, incorporation, consolidation of our companyCompany or participation of our companyCompany in a group of companies have minimala minimum level of market liquidity and are dispersed among a sufficient number of shareholders. For this purpose, shares that are part of general indices representative of portfolios of securities traded in Brazil or abroad are considered liquid, and sufficient dispersion will exist if the controlling shareholder holds less than half of the class and type of the outstanding shares. In case of aspin-off, the right of withdrawal will only exist if there is a significant change in the corporate purpose or a reduction in the mandatory dividend.

The redemption of shares arising out of the exercise of any withdrawal rights would be made at book value per share, determined on the basis of their most recent audited balance sheet approved by our dissenting shareholders. However, if the shareholders’ meeting approving the action that gave rise to withdrawal rights occurred more than 60 days after the date of the most recent approved audited balance sheet, a shareholder may demand that its shares be valued on the basis of a balance sheet prepared specifically for this purpose. The right of withdrawal lapses 30 days after the date of publication of the minutes of the shareholders’ meeting that approved one of the matters described above. Our shareholders may reconsider any resolution giving rise to withdrawal rights within 10 days following the expiration date for such rights if we believe that the withdrawal of shares of dissenting shareholders would jeopardize our financial stability.

200

Disclosures of Share Ownership

Brazilian regulations require that (1) each of(i) our controlling shareholders,shareholder, directly or indirectly, (2)(ii) shareholders who have elected members of our board of directors or fiscal council, and (3)(iii) any person or group of persons representing a person that has directly or indirectly acquired or sold an interest that exceeds upwards or downwards, the threshold of 5%, 10%, 15%, and so on, of the total numberany class or type of shares of our shares of any type or classcapital stock to disclose its or their share ownership or divestment to the CVM and to the BM&FBOVESPA.São Paulo Stock Exchange (Brasil, Bolsa, Balcão – B3).

Form and Transfer

Our preferred shares and common shares are held in book-entry form, registered in the name of each shareholder or its nominee. The transfer of our shares is governed by Article 35 of the Brazilian CorporationCorporate Law, which provides that a transfer of shares is effected by our transfer agent, Banco Itaú S.A., by an entry made by the transfer agent in its books, upon presentation of valid written share transfer instructions to us by a transferor or its representative. When preferred shares or common shares are acquired or sold on a Brazilian stock exchange, the transfer is effected on the records of our transfer agent by a representative of a brokerage firm or the stock exchange’s clearing system. The transfer agent also performs all the services of safe-keeping of our shares. Transfers of our shares by anon-Brazilian investor are made in the same manner and are executed on the investor’s behalf by the investor’s local agent. If the original investment was registered with the Brazilian Central Bank pursuant to foreign investment regulations, thenon-Brazilian investor is also required to amend, if necessary, through its local agent, the electronic certificate of registration to reflect the new ownership.

The BM&FBOVESPAB3 operates a central clearing system. A holder of our shares may choose, at its discretion, to participate in this system, and all shares that such shareholder elects to be put into the clearing system are deposited in custody with the clearing and settlement chamber of the BM&FBOVESPAB3 (through a Brazilian institution that is duly authorized to operate by the Brazilian Central Bank and maintains a clearing account with the clearing and settlement chamber of the BM&FBOVESPA)B3). Shares subject to the custody of the clearing and settlement chamber of the BM&FBOVESPAB3 are noted as such in our registry of shareholders. Each participating shareholder will, in turn, be registered in the register of the clearing and settlement chamber of the BM&FBOVESPAB3 and will be treated in the same manner as shareholders registered in our books.

Material Contracts

We have not entered into any material contracts, other than those described elsewhere in this annual report or entered into in the ordinary course of business. For additional information about material agreements that we have recently entered into, please see “Item 5. Operating and Financial Review and Prospects––Recent Developments” and “Item 5. Operating and Financial Review and Prospects—Liquidity and Capital Resources.”

Exchange Controls

There are no restrictions on ownership or voting of our capital stock by individuals or legal entities domiciled outside Brazil. However, the right to convert dividend payments, interest on shareholders’ equity payments and proceeds from the sale of our share capital into foreign currency and to remit such amounts outside Brazil is subject to restrictionsexchange control procedures under foreign investment legislation and foreign exchange regulations, which generally require, among other things, the registration of the relevant investment with the Brazilian Central Bank andand/or the CVM.CVM, as the case may be.

Investments in our class A preferred shares by (1)(i) a holder not deemed to be domiciled in Brazil for Brazilian tax purposes, (2)(ii) anon-Brazilian holder who is registered with the CVM under Annex I of Resolution No. 2,689,4,373 or (3)(iii) the depositary,Depositary (as defined herein), are eligible for registration with the Brazilian Central Bank. This registration (the amount so registered is referred to as registered capital) allows the remittance outside Brazil of foreign currency, converted at the commercial market rate, acquired with the proceeds of distributions on, and amounts realized through, dispositions of our class A preferred shares.

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Depositary Receipts (Annex II of Resolution No. 1,9274,373)

Annex II of Resolution No. 4,373 of the National Monetary Council, as amended, provides for the issuance of depositary receipts in foreign markets in respect of shares of Brazilian issuers. It restates and amends Annex V to Resolution No. 1,289 of the National Monetary Council, known as the Annex V Regulations. The ADS program was approved under the Annex V Regulations by the Central Bank and the CVM prior to the issuance of the ADSs. Accordingly, as a general rule, the proceeds from the sale of ADSs by ADSnon-Brazilian resident holders of ADSs outside Brazil are not subject to Brazilian foreign investment controls, and holders of the ADSs who are not residentdomiciled in a “tax haven”favorable tax haven jurisdiction are entitled to favorable tax treatment. See “—Taxation—Brazilian Tax Considerations.”

We pay dividends and other cash distributions with respect to our class A preferred shares in reais. We have obtained an electronic certificate of foreign capital registration from the Central Bank in the name of the depositary with respect to our ADSs to be maintained by the custodian on behalf of the depositary.custodian. Pursuant to this registration, the custodian is able to convert dividends and other distributions with respect to our class A preferred shares represented by ADSsADRs into foreign currency and remit the proceeds outside Brazil to the depositary so that the depositary may distribute these proceeds to the holders of record of the ADSs.

Foreign Direct Investment and Portfolio Investment

Investors (individuals, legal entities, mutual funds and other collective investment entities) domiciled, residing or headquartered outside Brazil may register their investments in our capital stock as foreign portfolio investments under Annex I of Resolution No. 4,373 (described below) or as foreign direct investments under Law No. 4,131 (described below). Registration under Annex I of Resolution No. 2,6894,373 or Law No. 4,131 generally enables the conversion of dividends, other distributions and sales proceeds received in connection with registered investments into foreign currency and the remittance of such amounts outside Brazil.

Registration under Annex I of Resolution No. 4,373 affords favorable tax treatment tonon-Brazilian portfolio investors who are not resident in afavorable tax haven jurisdiction, which is defined under Brazilian tax laws as a country or jurisdiction that does not impose taxes or where the maximum income tax rate is lower than 20% or that restricts the disclosurejurisdictions (países com tributação favorecida) pursuant to articles 24, 24-A and 24-B of shareholder composition or ownership of investments.Law no. 9,430/96. See “—Taxation—Brazilian Tax Considerations.”

UnderAnnex I of Resolution No. 2,689,4,373

All investments made by a non-Brazilian investor under Annex I of Resolution No. 4,373 are subject to electronic registration with the Brazilian Central Bank. Such registration permits the conversion of dividend payments, payments of interest on shareholders’ equity and proceeds from the sale of our capital stock into foreign currency and the remission of such amounts outside Brazil.

Under Annex I of Resolution No. 4,373, non-Brazilian investors registered with the CVM may invest in almost all financial assets and engage in almost all transactions available to Brazilian investors in the Brazilian financial and capital markets without obtaining a separate Central Bank registration for each transaction, provided that certain requirements are fulfilled. Under Annex I of Resolution No. 2,689,4,373, the definition of anon-Brazilian investor includes individuals, legal entities, mutual funds and other collective investment entities, domiciled or headquartered outside Brazil.

Pursuant to Annex I of Resolution No. 2,689,4,373, non-Brazilian investors must:

·appoint at least one representative in Brazil with powers to take action relating to its investments, which must be a financial institution duly authorized by the Central Bank;
appoint at least one representative in Brazil with powers to take action relating to its investments;
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appoint an authorized custodian in Brazil for its investments, which must be a financial institution duly authorized by the Central Bank and CVM;
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complete the appropriate foreign investor registration forms;

register as anon-Brazilian investor with the CVM;

register its investments with the Central Bank; and

obtain a taxpayer identification number from the Brazilian federal tax authorities.
·appoint an authorized custodian in Brazil for its investments, which must be a financial institution duly authorized by the CVM;
·complete the appropriate foreign investor registration forms;
·which must be a financial institution duly authorized by the Central Bank;
·through its representative, register as a non-Brazilian investor with the CVM;
·through its representative, register its investments with the Central Bank; and
·obtain a taxpayer identification number from the Brazilian federal tax authorities.

The securities and other financial assets held by anon-Brazilian investor pursuant to Annex I of Resolution No. 2,6894,373 must be registered or maintained in deposit accounts or under the custody of an entity duly licensed by the Central Bank or the CVM, as applicable, or be registered inon registration, clearing and custody systems authorized by the Central Bank or by the CVM. In addition,CVM, as applicable. Subject to limited exceptions provided in the CVM regulation or previous CVM authorization, the trading of securities held under Annex I of Resolution No. 2,6894,373 is restricted to transactions carried out on stock exchanges or through organizedover-the-counter markets licensed by the CVM.

The offshore transfer or assignment of the securities or other financial assets held by non-Brazilian investors pursuant to Annex I of Resolution No. 4,373 are prohibited, except for transfers (1) resulting from consolidation, spin-off, merger or merger of shares or occurring upon the death of an investor by operation of law or will; (2) resulting from a corporate reorganization effected abroad, as long as the final beneficiaries and the amount of the assets remain the same, or (3) authorized by the CVM.

Law No. 4,131

Foreign direct investors under Law No. 4,131 may sell their shares in both private and open market transactions, but these investors will generally be subject to less favorable tax treatment on gains with respect to our class A preferred shares. See “—Taxation—Brazilian Tax Considerations.”

To obtain a certificate of foreign capital registration from the Brazilian Central Bank under Law No. 4,131, a foreign direct investor must:

·register as a foreign direct investor with the Central Bank;
·obtain a taxpayer identification number from the Brazilian tax authorities;
·appoint a tax representative in Brazil; and
·appoint a representative in Brazil for service of process in respect of suits based on the Brazilian Corporate Law.

Foreign investors must be registered with the Federal Brazilian Internal Revenue Service (“Receita Federal”) pursuant to the NominativeNormative Instruction 1,183,1,683, dated as of August 19, 2011.December 27, 2016. This registration process is undertaken by the investor’s legal representative in Brazil. Investors that are foreign legal entities are required to report their final individual beneficiaries. Some exceptions apply (e.g., publicly listed corporations).

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Taxation

The following summary contains a description of the material Brazilian andcertain U.S. federal income and Brazilian tax consequences of the purchase,acquisition, ownership and disposition of classClass A preferred shares and ADSs, but it does not purport to be a comprehensive description of all of the tax considerations that may be relevant to a decision to purchase Class A preferred shares or ADSs. This summary is not applicable to all categories of investors, some of which may be subject to special rules, and does not address all of the U.S. federal income and Brazilian tax considerations applicable to any such securities.

Thereparticular holder. The summary is at present no incomebased upon the tax treaty betweenlaws of the United States and Brazil and regulations thereunder, all as of the United States.date hereof, and all of which are subject to change.

The description below is not intended to constitute a complete analysisProspective purchasers of allClass A preferred shares and ADSs should consult their own tax advisors about the particular U.S. federal income and Brazilian tax consequences relating to them of the acquisition, ownership and disposition of classClass A preferred shares or ADSs. Prospective purchasers of our class A preferred shares orand ADSs, are advised to consult their ownas well as any state, local and other tax advisors in respect of the consequences that the purchase, ownership or disposition of our class A preferred shares or ADSs might trigger under the laws of Brazil, the United States or any other jurisdiction in light of their particular investment circumstances.may apply to them.

Brazilian Tax Considerations

The following discussiontopics summarizes the material Brazilian tax consequences of the acquisition, ownership and disposition of class A preferred shares or ADSs by an individual, entity, trust or organization that is not domiciled or resident in Brazil for purposes of Brazilian taxation and, in the case of a holder of class A preferred shares, which has registered its investment with the Central Bank, or anon-resident holder. The following discussioninformation is based uponon the tax laws of Brazil as in effect on the date of this annual report, which are subject to change, with possible retroactive effect, and to differing interpretation. Furthermore, the following discussion does not specifically address all of the Brazilian tax considerations applicable to any particularnon-resident holder, and eachnon- resident non-resident holder should consult his or her own tax advisor concerning the Brazilian tax consequences of an investment in any of such securities.

Pursuant to Brazilian law, a non-resident holder may invest in class A preferred under Resolution No. 4,373, of September 2014, of the National Monetary Council (a “4,373 Holder”).

Acquisition of ADSs or Class A Preferred Shares

The acquisition of ADSs or class A preferred shares bynon- resident non-resident holders is not a taxable event in Brazil. See “—Taxation of Gains Outside Brazil”with Respect to Class A Preferred Shares” for further information on the tax implications arising from the exchange of existing class A preferred shares for ADSs, as well as those arising from the exchange of ADSs for class A preferred shares.

Taxation of Dividends

Dividends paid by a Brazilian corporation with respect to profits generated as of January 1, 1996, including dividends paid in kind to the depositary in respect of our class A preferred shares underlying the ADSs or to anon- resident non-resident holder in respect of class A preferred shares, are not subject to withholding income tax in Brazil.

Dividends paid from profits generated before January 1, 1996 may be subject to Brazilian withholding income tax at variable rates, according to the tax legislation applicable to each corresponding year.

In this context, it should be noted that Law No. 11,638, dated December 28, 2007, significantly altered the Brazilian corporate law in order to align the generally accepted Brazilian accounting standards to the International Financial Reporting Standards (“IFRS”). Nonetheless, Law No. 11,941, dated May 27, 2009, introduced the Transitory Tax Regime (“RTT”) in order to render neutral, from a tax perspective, all of the changes provided by Law No. 11,638. Under the RTT, for tax purposes, legal entities should observe the accounting methods and criteria as in force on December 31, 2007.

Profits determined pursuant to Law No. 11,638 (“IFRS Profits”) may differ from the profits calculated pursuant to the accounting methods and criteria as in force on December 31, 2007 (“2007 Profits”).

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While it was a general market practice to distribute exempted dividends with reference to the IFRS Profits, Normative Ruling No. 1,397, issued by the Brazilian tax authorities on September 16, 2013, has established that legal entities should observe the 2007 Profits, in order to determine the amount of profits that could be distributed as exempted income to their beneficiaries.

Any profits paid in excess of said 2007 Profits (“Excess Dividends”) should, in the tax authorities’ view and in the specific case of non-resident beneficiaries, be subject to the following rules of taxation: (i) 15% withholding tax, in case of case of beneficiaries domiciled abroad, but not in a Low or Nil Tax Jurisdiction (as defined below), and (ii) 25% withholding tax, in case of beneficiaries domiciled in a Low or Nil Tax Jurisdiction (as defined below).

In order to mitigate potential disputes on the subject, Law No. 12,973, dated May 13, 2014, in addition to revoking the RTT, introduced a new set of tax rules, or the New Tax Regime, including new provisions with respect to Excess Dividends. Under these new provisions: (i) Excess Dividends related to profits assessed from 2008 to 2013 will be exempt; (ii) potential disputes remain concerning the Excess Dividends related to 2014 profits, unless a company voluntarily elected to apply the New Tax Regime in 2014; and (iii) as of 2015, once the New Tax Regime became mandatory and completely replaced the RTT, dividends calculated based on IFRS standards should be considered fully exempt.

There are proposed bills currently under discussion by the Brazilian federal government regarding a potential amendment to the tax legislation aiming at taxing dividends. Therefore, the mentioned dividend exemption may be revoked with prospective effects.

Interest on Shareholders’ Equity

Law No. 9,249/95, as amended, allows a Brazilian corporation to make distributions to shareholders characterized as distributions of interest on shareholders’ equity on top of or as an alternative to dividend distributions. Such interest is calculated by multiplying the long-term interest rate (TJLP), as determined by the Brazilian Central Bank from time to time, by the sum of determined Brazilian company’s net equity accounts.

Distributions of interest on our shareholders’ equity in respect of our class A preferred shares or the ADSs are generally subject to Brazilian withholding tax at the rate of 15% or. However, the rate of 25% inis applicable if the case of anon-resident holder is domiciled in a countryLow or location or other jurisdiction (1) that does not impose income tax, (2) where the maximum income tax rateNil Tax Jurisdiction (as defined below).

Interest on shareholders’ equity is lower than 20%, or (3) the laws of which do not allow access to information related to the composition of shareholders, ownership of investments or identification of beneficial owners of earnings attributed tonon-residents, or a tax favorable jurisdiction.

Since 1997 and in accordance with Laws Nos. 9,249/95 and 9,430/96, we have been permitted to deduct these distributionsdeductible for purposes of calculating the CSLLBrazilian social contribution on net profit (CSLL) and the corporate income taxes that we owe,tax, provided that each such distribution is approved by our shareholders in a general meeting and complies with the limits established by Brazilian tax legislation. The amount of such deduction cannot exceed the greater of:

·50% of net profits (after social contribution on net profits and before taking into account such distribution and any deduction for corporate income tax) related to the period in respect of which the payment is made; or
·50% of the sum of retained profits and profit reserves as of the date of the beginning of the period in respect of which the payment is made.

Payments of interest on shareholders’ equity may be included, at their net value, as part of any mandatory dividend. To the extent payment of interest on shareholders’ equity is so included, the corporation is required to distribute to shareholders an additional amount to ensure that the net amount received by them, after payment of the applicable withholding income tax plus the amount of declared dividends, is at least equal to the mandatory dividend.

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No assurance can be given that our board of directors will not recommend that future distributions of income should be made by means of interest on shareholders’ equity instead of dividends.

Distributions of interest on shareholders’ equity to a non-resident holder may be converted into U.S. dollars and remitted outside Brazil, subject to applicable exchange controls, to the extent that the investment is registered with the Central Bank.

Taxation of Gains Outside Brazilwith Respect to ADSs

According to Brazilian Law No. 10,833/03, gains realized on the disposition or sale of assets located in Brazil are subject to income tax in Brazil, regardless of whether the sale or the disposition is made by thenon-resident holder to a Brazilian resident or to anothernon-resident of Brazil, as follows: “the acquiror, individual or legal entity resident or domiciled in Brazil, or the acquiror’sattorney-in-fact, when such acquiror is resident or domiciled abroad, shall be responsible for the retention and payment of the income tax applicable to capital gains under Article 18 of Law 9,249 of December 26, 1995 earned by the individual or legal entity resident or domiciled abroad who disposes of property located in Brazil.

Holders of the ADSs outside of Brazil may have grounds to assert that Brazilian Law No. 10,833/03 does not apply to sales or other dispositions of ADSs as ADSs are not assets located in Brazil.Brazil (i.e., ADSs are issued and registered abroad). However, considering that ADSs derive their value from underlying shares in Brazil and the lack of case law on the matter, we are unable to predict whether such understanding will ultimately prevail in Brazilian courts.

As a result, in case the ADSs are deemed to be assets located in Brazil, gains recognized by a non-resident holder from their sale or other disposition to either a non-resident of Brazil or a resident of Brazil may be subject to income tax in Brazil at progressive rates as follows: (1) 15% for the portion of the gain that does not exceed R$5 million, (2) 17.5% for the portion of the gain that exceeds R$5 million but does not exceed R$10 million, (3) 20% for the portion of the gain that exceeds R$10 million but does not exceed R$30 million, and (4) 22.5% for the portion of the gain that exceeds R$30 million, or at a flat tax rate of 25% if such non-resident holder is located in a Low or Nil Tax Jurisdiction (as defined below), unless, in each case, a lower rate is provided for in an applicable tax treaty between Brazil and the country where the non-resident holder has its domicile. In the event of any such income tax, the person responsible for the withholding and collection of the income tax will be: (i) the ADSs acquirer (if resident in Brazil); or (ii) the attorney in fact or legal representative of the non-resident acquirer, according to Section 26 of Law No. 10,833/03.

Under certain circumstances, if income tax is not paid, the amount of tax charged could be subject to an upward adjustment, as if the amount received by the non-resident holder were net of taxes in Brazil (gross-up).

Taxation of Gains with Respect to Class A Preferred Shares

The sale or other disposition of class A preferred shares or the receipt of the underlying class A preferred shares in exchange for ADSs abroad may be subject to the provisions of Brazilian Law No. 10,833/03. Any capital gains arisingIn addition to the case where from sales or other dispositions outside Brazil would be subject to Brazilian income tax at the rate of 15% or 25% if theoutset an investor is located in a Tax Favorable Jurisdiction. Brazilian Law No. 10,833/03 requires the purchaser of ourholds class A preferred shares, outside Brazil or itsattorney-in-fact in Brazil to withhold the income tax. Aa disposition of class A preferred shares can only occur abroad if any investor decides to cancel its investment in ADSs and register the underlying class A preferred shares as a direct foreign investment in Brazil under Law No. 4,131/62.

TaxationAs a general rule, gains realized as a result of Gains in Brazil

The exchangea disposition or sale transaction of ADSs for class A preferred shares is not subject to Brazilian tax. Upon receiptare determined by the positive difference between the amount realized on the disposition or sale of the underlyingrelevant class A preferred shares in exchangeand their acquisition cost.

Under Brazilian law, income tax rules on such gains can vary depending on the domicile of ADSs, athe non-resident investor will be entitled to register holder, the type of registration of the investment held by the non-resident holder with the Central Bank and how the U.S. dollar value of such sharesdisposition is carried out, as described below.

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Gains realized by a foreign portfolio investment under Resolution No. 2,689/00. See “—Exchange Controls” and “—Taxnon-resident holder on Foreign Exchange and on Bonds and Securities Transactions—Registered Capital.” Thea sale or disposition of class A preferred shares on a Brazilian stock exchange is exempt from capital gains tax, provided that such shares are held by anon-resident holder that (1) has registered its investment in Brazil with the Central Bank under the rules of under Resolution No. 2,689/00, or a 2,689 Holder, and (2) is not resident or domiciled in a tax favorable jurisdiction. Upon receipt of the underlying class A preferred shares, anon-resident holder is also entitled to register with the Central Bank the U.S. dollar value of such shares as a foreign direct investment under Law 4,131/62. See “—Exchange Controls” and “—Tax on Foreign Exchange and on Bonds and Securities Transactions—Registered Capital.” A 15% capital gains tax is applicable to the sale or other disposition of preferred class A shares in Brazil where such shares are held by anon-resident holder as a foreign direct investment and the transaction is executed outside a Brazilian stock exchange. If thenon-resident holder is domiciled in a tax favorable jurisdiction and the disposition of the preferred class A shares is executed outside a Brazilian stock exchange, the income tax rate will be 25%.

If the sale or other disposition of such shares is carried out on a Brazilian stock exchange, which includes the capital gains on the sale or disposition will be taxed at a rate of 15%. This 15% rate applies to all transactions carried out on the organized over-the-counter market, are:

·exempt from income tax when realized by a non-resident holder that (i) is a 4,373 Holder and (ii) is not resident or domiciled in a Low or Nil Tax Jurisdiction (as defined below); or
·subject to income tax at a rate of up to 25% in any other case, including the gains realized by a non-resident holder that (i) is not a 4,373 Holder and/or (ii) is a 4,373 Holder resident or domiciled in a Low or Nil Tax Jurisdiction (as defined below). In these cases, a withholding income tax of 0.005% of the sale value shall be applicable and can be later used to offset the eventual income tax due on the capital gain. Day trade transactions are subject to the rate of 1%.

Any other gains realized on a disposition of class A preferred shares that is not carried out on Brazilian stock exchange bynon-resident holders regardlessexchanges are subject to income tax at rates of whether or not they are domiciled in tax favorable jurisdiction (exceptup to gains realized by22.5%, except for a 2,689 Holdernon-resident holder that is not a 4,373 Holder and is resident or domiciled in a Low or Nil Tax Jurisdiction (as defined below), which, in this case, is subject to income tax favorable jurisdiction as described above)at a rate of up to 25%. In thesecase the gains are related to transactions the gain realized is calculated basedconducted on the amount registeredBrazilian non-organized over-the-counter market with intermediation of a financial institution, the Central Bank. As of January 1, 2005, a withholding income tax of 0.005% will alsoapply and can be assessed onlater used to offset the sales price or other disposition value of shares sold or disposed of in transactions carried out on a Brazilian stock exchange. The withholding tax, to be offset againsteventual income tax due on eventualthe capital gain, must be withheld by one of the following entities: (1) the agent receiving the sale or disposition order from the client; (2) the stock exchange responsible for registering the transactions; or (3) the entity responsible for the settlement and payment of the transactions. Such withholding does not apply to a 2,689 Holder that is not a resident of or domiciled in a favorable tax jurisdiction.gain.

The deposit of class A preferred shares in exchange for ADSs is not subject to Brazilian tax, provided that these shares are held by thenon-resident holder as a foreign portfolio investment under Resolution No. 2,689/00.4,373/14. In the event our class A preferred shares are held by thenon-resident holder as a foreign direct investment under Law No. 4,131/62, the deposit of these shares in exchange for ADSs is subject to payment of Brazilian capital gains tax at the rate of 15% (25% in the case of anon-resident holder located in a tax favorable jurisdiction)Low or Nil Tax Jurisdiction).

The current preferential treatment fornon-resident holders of ADSs andnon-resident holders of class A preferred shares under Resolution No. 2,689/004,373/14 may not continue in the future.

Any exercise of preemptive rights relating to our class A preferred shares will not be subject to Brazilian taxation. Gains realized by a non-resident holder on the sale or assignment of preemptive rights relating to our class A preferred shares by the depositary maywill be subject to Brazilian taxation. Tax authorities may attempttaxation according to tax such gains even whenthe same rules applicable to the sale or assignmentdisposition of such rights takes place outside Brazil, basedclass A preferred shares.

Discussion on Low or Nil Tax Jurisdictions

The concept of Low or Nil Tax Jurisdiction encompasses those countries that do not tax income or tax it at a maximum rate lower than 20%, or where the local legislation does not allow access to information related to the shareholding composition of legal entities, to their ownership or to the identity of the effective beneficiary of the income attributed to non-residents (“Low or Nil Tax Jurisdictions”).

The statutory definition of a Low or Nil Tax Jurisdiction for the purpose of income taxation on gains should differ depending on whether or not the holder is a 4,373 Holder. In the case of a 4,373 Holder, the definition of Low or Nil Tax Jurisdiction should not comprise jurisdictions where the local legislation imposes restrictions on disclosing the shareholding composition or ownership of the investment. However, the list provided for in Normative Ruling No. 1,037/10 does not seem to differ the Low or Nil Tax Jurisdiction definition for the purposes of 4,373 Holders.

On June 23, 2008, Law No. 11,727 introduced the concept of “Privileged Tax Regime,” which encompasses the countries and jurisdictions that (i) do not tax income or tax income at a maximum rate lower than 20%, or 17% in certain cases as detailed below; (ii) grant tax advantages to a non-resident entity or individual (a) with no requirement to carry out a substantial economic activity within the country or dependency, or (b) on the provisionscondition that they do not carry out a substantial economic activity within the country or dependency; (iii) do not tax income generated outside the jurisdiction, or that tax such income at a maximum rate lower than 20%, or 17% in certain cases as detailed below; or (iv) do not provide access to information on the ownership and beneficial ownership of assets or on transactions within its territory, or impose restrictions on disclosure of that information.

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In addition, on June 4, 2010, the Brazilian tax authorities enacted Normative Ruling No. 1,037, as amended, listing (i) the countries and jurisdictions considered as Low or Nil Tax Jurisdictions, and (ii) the Privileged Tax Regimes.

On its turn, Ordinance No. 488, of November 28, 2014, issued by the Brazilian Ministry of Finance, reduced the rate for purposes of the definition of Low or Nil Tax Jurisdiction and Privileged Tax Regime from 20% to 17%, but only to countries and regimes aligned with international standards of fiscal transparency, in accordance with the rules established by Normative Ruling n. 1,530, issued on December 19, 2014. Under Brazilian law, the aforementioned commitment is present if the relevant jurisdiction (i) has entered into (or concluded the negotiation of) an agreement or convention authorizing the exchange of information for tax purposes with Brazil and (ii) is committed to the actions discussed in international forums on tax evasion in which Brazil has been participating, such as the Global Forum on Transparency and Exchange of Information.

In the past, it was not clear whether the concept of Privileged Tax Regime was also applicable to interest payments made to residents outside Brazil. Notwithstanding, in December 2017, the Brazilian Federal Revenue Service (“RFB”) published Answer to Tax Ruling Cosit Ruling No. 575/2017, stating that only payments to countries deemed as a Low or Nil Tax Jurisdiction by Normative Ruling No. 1,037 would be subject to withholding tax at a 25% rate.

Therefore, under the RFB’s current interpretation, we believe that the best interpretation of the current tax legislation leads to the conclusion that the concept of Privileged Tax Regime should apply solely for purposes of Brazilian transfer pricing and thin capitalization/cross-border interest deductibility rules. Nevertheless, we cannot assure you that subsequent legislation or interpretations by the Brazilian tax authorities regarding the definition of a Privileged Tax Regime provided by Law No. 11,727, will not also apply to a non-resident holder on payments of interest on shareholders’ equity.

Regardless of the above, potential investors should consult with their own tax advisors regarding the consequences of the implementation of Law No. 10,833/03. These authorities may allege that the preemptive rights relate to assets located in Brazil (the class A preferred shares)11,727, Normative Ruling No. 1,037 and require payment of capital gainsany related Brazilian tax at the rate of 15% (or 25% if the beneficiary of the payments is resident of a tax favorable jurisdiction). If the preemptive rights are assignedlaw or sold in Brazil, capital gains tax will apply at a rate of 15% (or 25% in the case of anon-resident holder located in a tax favorable jurisdiction). Salesregulation concerning Low or assignments of preemptive rights effected on Brazilian stock exchanges are exempt from income tax, provided that such preemptive rights relate to shares registered as a foreign portfolio investment under Resolution No. 2,689/00 and the 2,689 Holder is not a resident of or domiciled in a tax favorable jurisdiction.Nil Tax Jurisdictions.

Other Brazilian Taxes

There are no Brazilian inheritance, gift or succession taxes applicable to the ownership, transfer or disposition of class A preferred shares or ADSs by anon-resident holder except for gift and inheritance taxes imposed by some states of Brazil on gifts made or inheritances bestowed by individuals or entities not resident or domiciled in Brazil or domiciled within the state to individuals or entities resident or domiciled within such state in Brazil. There are no Brazilian stamp, issue, registration or similar taxes or duties payable by holders of class A preferred shares or ADSs.

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Tax on Foreign Exchange and on Bonds and Securities Transactions

Foreign Exchange Transactions

IOF/Exchange Tax

Pursuant to Decree 6,306 of December 14, 2007, as amended, or DecreeNo. 6,306/07, the conversion of Brazilian currency into foreign currency (e.g., for purposes of paying dividends and interest) and on the conversion of foreign currency into Brazilian currency may be subject to the IOF/Exchange Tax.“IOF/Exchange” tax. Currently, for most exchange transactions, the rate of IOF/Exchange is 0.38%. This is the rate applicable toHowever, foreign currency exchange transactions carried out for the inflow of funds into Brazil for investment in the Brazilian financial and outflow ofcapital market made by a foreign direct investments for companies in Brazil according to Law 4,131/62 (other than trading portfolio investments in securitiesinvestor, including a non-resident holder who registers his/her investment under Resolution 2,689/00).No. 4,373/14, are subject to IOF/Exchange at a current rate of zero.

The IOF/Exchange Tax levies a 6% flat rate on capital inflows fromnon-residents who invest in the Brazilian stock exchange, futures and commodities exchanges, including inflows that serve as margin guarantees in these transactions. As of December 2011, however, the 6.0% rate was reduced to 0% on the following capital inflows fromnon-residents: (1) investments in securities bearing a variable rate of return that are purchased on the Brazilian stock exchange, futures and commodities exchanges; (2) acquisition of stocks in public offerings on the Brazilian stock exchange or subscriptions of capital increases; (3) investments in Brazilian stocks using funds derived from the cancelation of “depositary receipts”; (4) certain investments in private equity or emerging companies investment funds (FIP and FIEE) and funds of these funds; and (5) conversion of foreign direct investments in stocks under Law 4,131/62 into foreign investment in stocks under Resolution 2,689/00.

In March 2012, Brazilian federal regulators clarified that the 0% ratewill be also applies to investments in Brazilian depository receipts representing shares of foreign companies and traded in Brazilian stock exchanges.

The IOF is 0% onzero for the outflow of foreignresources from Brazil related to the return of the investments in portfolio in Brazil under Resolution 2,689/00. The remittance abroadmentioned above, including payments of dividends and interest on shareholders’ equity tonon-Brazilian residents is subject to 0% IOF tax.

Additionally,and the transfersrepatriation of shares traded onfunds invested in the stock exchange with the purpose of enabling the issuance of ADSs are subject to the IOF/Bonds Tax at a rate of 1.5%, which is aimed at correcting an asymmetry created by the IOF/Exchange Tax.Brazilian market.

The Brazilian government may increase the rate of the IOF/Exchange Taxtax to a maximum of 25% of the amount of the foreign exchange transaction at any time, but such an increase would only apply to future foreign exchange transactions. The imposition of these taxes may discourage foreign investment in shares of Brazilian companies, including our company,Company, due to higher transaction costs, and may negatively impact the price and volatility of our ADSs and class A preferred shares on the NYSE and the BM&FBOVESPA.B3.

IOF/Bonds Tax

Pursuant to Decree No 6,306/07, the “IOF/Bonds” tax may be imposed on any transactions involving bonds and securities, including those carried out on Brazilian stock, futures and commodities exchanges. The rate of IOF/ Bonds applicable to most transactions involving common or preferred shares is currently zero percent, including transactions related to transfers of shares traded on the stock exchange with the purpose of enabling the issuance of ADSs to be traded outside Brazil. The Brazilian government may increase the rate of the IOF/Bonds up to 1.5% per day, but only in respect of future transactions.

Registered Capital

The amount of an investment in class A preferred shares held by anon-Brazilian holder as a foreign direct investment under Law No. 4,131/0262 or a foreign portfolio investment under Resolution No. 2,689/004,373/14 or in ADSs held by the depositary representing such holder, as the case may be, is eligible for registration with the Central Bank; such registration (the amount so registered is referred to as “registered capital”) allows the remittance outside Brazil of foreign currency, converted at the commercial market rate, acquired with the proceeds of distributions on, and amounts realized with respect to disposition of, such class A preferred shares. The registered capital for class A preferred shares purchased in the form of ADSs, or purchased in Brazil and deposited with the depositary in exchange for an ADS, is equal to their purchase price in U.S. dollars paid by the purchaser. The registered capital for class A preferred shares that are withdrawn upon surrender of ADSs is the U.S. dollar equivalent of (1) the average price of our class A preferred shares on the Brazilian stock exchange on which the greatest number of such class A preferred shares was sold on the day of withdrawal, or (2) if no class A preferred shares were sold on such day, the average price of class A preferred shares that were sold in the fifteen trading sessions immediately preceding such withdrawal. The U.S. dollar value of our class A preferred shares is determined on the basis of the average commercial market rates quoted by the Central Bank on such date (or, if the average price of class A preferred shares is determined under clause (2) of the preceding sentence, the average of such average quoted rates on the same fifteen dates used to determine the average price of our class A preferred shares).

Anon-Brazilian holder of class A preferred shares may experience delays in effecting the registration of registered capital, which may delay remittances abroad. Such a delay may adversely affect the amount, in U.S. dollars, received by thenon-Brazilian holder. See “—Exchange Controls” and “Item 3. Key Information—Risk Factors—Risks Relating to Our Class A Preferred SharesEquity and the ADSs.Debt Securities.”

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U.S. Federal Income Tax Considerations

The following is a discussion of the material U.S. federal income tax consequences that may be relevant with respect to the acquisition, ownership and disposition of our class A preferred shares or the ADSs, which are evidenced by ADRs. This descriptiondiscussion addresses only the U.S. federal income tax considerations of U.S. holders (as defined below) that will hold our class A preferred shares or the ADSs as capital assets. This descriptiondiscussion does not address tax considerations applicable to holders that may be subject to special tax rules, such as banks and other financial institutions, insurance companies, real estate investment trusts, grantor trusts, regulated investment companies, dealers or traders in securities or currencies,tax-exempt entities, pension funds, persons that received our class A preferred shares or the ADSs pursuant to an exercise of employee stock options or rights or otherwise as compensation for the performance of services, persons that will hold our class A preferred shares or the ADSs as a position in a “straddle” or as a part of a “hedging,” “conversion” or other risk reduction transaction for U.S. federal income tax purposes, persons that have a “functional currency” other than the U.S. dollar, persons that will own our class A preferred shares or the ADSs through partnerships or other pass through entities, persons that are required to accelerate the recognition of any item of gross income with respect to our class A preferred shares or the ADSs as a result of such income being recognized on an applicable financial statement, holders subject to the alternative minimum tax, certain former citizens or long-term residents of the United States or holders that own (or are deemed to own) 10% or more (by voting power)power or value) of our shares.

This discussion does not contain a detailed description of all the U.S. federal income tax consequences to U.S. holders in light of their particular circumstances and does not address any state, local ornon-U.S. tax consequences of the acquisition, ownership and disposition of our class A preferred shares or the ADSs. Moreover,In addition, this descriptiondiscussion does not address the Medicare tax on net investment income or the consequences of any U.S. federal tax other than income tax, including but not limited to the U.S. federal estate and gift taxes. This descriptiondiscussion is based on (1) the Internal Revenue Code of 1986, as amended (the “Code”), existing, proposed and temporary U.S. Treasury Regulations and judicial and administrative interpretations thereof, in each case as in effect and available on the date of this annual report and (2), in part, on the representations of the depositary and the assumption that each obligation in the deposit agreement and any related agreement will be performed in accordance with its terms. All of the foregoing are subject to change, which change could apply retroactively and could affect the tax consequences described below.

As used below, a “U.S. holder” is a beneficial owner of aour class A preferred shareshares or the ADS that is, for U.S. federal income tax purposes, (1) an individual citizen or resident of the United States, (2) a corporation organized under the laws of the United States, any state thereof or the District of Columbia, (3) an estate the income of which is subject to U.S. federal income taxation regardless of its source, or (4) a trust if (i) a court within the United States is able to exercise primary supervision over its administration and (ii) one or more U.S. persons have the authority to control all of the substantial decisions of such trust. As used below, a“Non-U.S. holder” is a beneficial owner of a class A preferred share or ADS that is neither a U.S. holder nor a partnership (or other entity treated as a partnership for U.S. federal income tax purposes).

If a partnership (or any other entity or arrangement treated as a partnership for U.S. federal income tax purposes) holds our class A preferred shares or the ADSs, the tax treatment of a partner in such partnership will generally depend on the status of the partner and the activities of the partnership. AIf you are a partnership or its partnersa partner of a partnership holding our class A preferred shares or the ADSs, you should consult theiryour tax advisoradvisor.

This discussion is not intended to constitute a complete analysis of all tax consequences relating to the acquisition, ownership and disposition of our class A preferred shares or the ADSs. You should consult your own tax advisors concerning the particular U.S. federal income tax consequences to you of the acquisition, ownership and disposition of our class A preferred shares or the ADSs, as well as the consequences to itsyou arising under other U.S. federal tax consequences.laws and the laws of any other taxing jurisdiction.

Except as specifically noted below under “—Passive Foreign Investment Company Rules,” the following discussion assumes we are not, and will not be, a passive foreign investment company (“PFIC”) for U.S. federal income tax purposes.

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Class A Preferred Shares

The class A preferred shares will be treated as equity for U.S. federal income tax purposes.

ADSs

In general, for U.S. federal income tax purposes, a holder of an ADR evidencing an ADS will be treated as the beneficial owner of our class A preferred shares represented by the applicable ADS. The U.S. Treasury Department has expressed concern that depositaries for ADSs, or other intermediaries between the holders of shares of an issuer and the issuer, may be taking actions that are inconsistent with the claiming of U.S. foreign tax credits by U.S. holders of such receipts or shares. Such actions include, for example, apre-release of an ADS by a depository. Accordingly, the analysis regarding the availability of a U.S. foreign tax credit for Brazilian taxes, the sourcing rules and the availability of the reduced tax rate for dividends received by certainnon-corporate holders, each described below could be affected by future actions that may be taken by the U.S. Treasury Department.

Taxation of Dividends

Subject to the discussion under “—Passive Foreign Investment Company Rules,” inIn general, the gross amount of a distribution made with respect to a class A preferred share or ADS (which for this purpose shall include distributionsany amounts withheld in respect of Brazilian taxes and any distribution of interest attributable toon shareholders’ equity, before any reduction for any as described above under “—Brazilian taxes withheld therefrom)Tax Considerations”) will, to the extent made from the current or accumulated earnings and profits of our company,Company, as determined under U.S. federal income tax principles, constitute a dividend to a U.S. holder for U.S. federal income tax purposes.Non-corporate If a distribution exceeds the amount of our Company’s current and accumulated earnings and profits, it will be treated as a non-taxable return of capital to the extent of (and in reduction of) the U.S. holder’s tax basis in the class A preferred share or ADS on which it is paid, and thereafter will be treated as capital gain recognized on a sale or exchange (as discussed below under “—Sale, Exchange or Other Disposition of Class A Preferred Shares or ADSs”). Our Company does not maintain calculations of our earnings and profits under U.S. federal income tax principles. Therefore, U.S. holders should expect that distributions by our Company generally will be reported as dividends for U.S. federal income tax purposes.

Subject to applicable limitations (including a minimum holding period requirement), non-corporate U.S. holders may be taxed on dividends from a qualified foreign corporation at the lower rates applicable to long-term capital gains ((i.ei.e..,gains with respect to capital assets held for more than one year). A foreign corporation is treated as a qualified foreign corporation with respect to dividends received from that corporation on shares or ADSs that are readily tradable on an “established securities market” in the United States. U.S. Treasury Department guidance indicates that the ADSs (which are listed on the NYSE), but not our class A preferred shares, are readily tradable on an established securities market in the United States. Thus, subject to the discussion below under “—Passive Foreign Investment Company Rules,”we believe that any dividends that we pay on the ADSs, but not on our class A preferred shares, currently meet the conditions requiredto non-corporate U.S. holders will be potentially eligible for these reduced tax rates. However, non-corporate U.S. holders will not be eligible for reduced tax rates on any dividends received from us if we are a PFIC (as discussed below under “—Passive Foreign Investment Company Rules”) in the taxable year in which such dividends are paid or in the preceding taxable year. There however,also can be no assurance that the ADSs will be considered readily tradable on an established securities market in the United States in later years. Furthermore, a U.S. holder’s eligibility for such preferential rate is subject to certain holding period requirements and thenon-existence of certain risk reduction transactions with respect to the ADSs. Such dividendsDividends from our Company will not be eligible for the dividends received deduction generally allowed to corporate U.S. holders. Subject to the discussion below under “—Passive Foreign Investment Company Rules,” if a distribution exceeds the amount of our company’s current and accumulated earnings and profits, it will be treated as anon-taxable return of capital to the extent of the U.S. holder’s tax basis in our class A preferred share or ADS on which it is paid and thereafter as capital gain. Our company does not maintain calculations of our earnings and profits under U.S. federal income tax principles. Therefore, U.S. holders should expect that distributions by our company generally will be treated as dividends for U.S. federal income tax purposes.

A dividend paid inreais will be includible in the income of a U.S. holder at its value in U.S. dollars calculated by reference to the prevailing spot market exchange rate in effect on the day it is received by the U.S. holder in the case of our class A preferred shares or, in the case of a dividend received in respect of ADSs, on the date the dividend is received by the depositary, whether or not the dividend is converted into U.S. dollars. Assuming the payment is not converted at that time, the U.S. holder will have a tax basis inreais equal to that U.S. dollar amount, which will be used to measure gain or loss from subsequent changes in exchange rates. Any gain or loss realized by a U.S. holder that subsequently sells or otherwise disposes ofreais, which gain or loss is attributable to currency fluctuations after the date of receipt of the dividend, will be U.S. source ordinary gain or loss. The amount of any distribution of property other than cash will be the fair market value of such property on the date of distribution.

The gross amount of any dividend paid (which will include any amounts withheld in respect of Brazilian taxes) with respect to a class A preferred share or ADS will be subject to U.S. federal income taxation as foreign source dividend income, which may be relevant in calculating a U.S. holder’s foreign tax credit limitation. Subject to limitations under U.S. federal income tax law concerning credits or deductions for foreign taxes and certain exceptions for short-term and hedged positions, any Brazilian withholding tax will be treated as a foreign income tax eligible for credit against a U.S. holder’s U.S. federal income tax liability (or at a U.S. holder’s election, may be deducted in computing taxable income if the U.S. holder has elected to deduct all foreign income taxes for the taxable year). The limitation on foreign taxes eligible for the U.S. foreign tax credit is calculated separately with respect to specific “baskets” of income. For this purpose, the dividends should generally constitute “passive category income,” or in the case of certain U.S. holders, “general category income.” The rules with respect to foreign tax credits are complex, and U.S. holders are urged to consult their own tax advisors regarding the availability of the foreign tax credit under their particular circumstances.

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Subject to the discussion under “—Information Reporting and Backup Withholding,” aNon-U.S. holder of class A preferred shares or ADSs generally will not be subject to U.S. federal income or withholding tax on dividends received on such shares or ADSs, unless such income is effectively connected with the conduct by suchNon-U.S. holder of a trade or business in the United States.

Sale, Exchange or Other Disposition of Class A Preferred Shares or ADSs

A deposit or withdrawal of class A preferred shares by a holder in exchange for an ADS that represents such shares will not result in the realization of gain or loss for U.S. federal income tax purposes. A U.S. holder generally will recognize capital gain or loss upon a sale, exchange or other disposition of a class A preferred share or ADS held by the U.S. holder or the depositary, as the case may be, in an amount equal to the difference between the U.S. holder’s adjusted basis in our class A preferred share or ADS (determined in U.S. dollars) and the U.S. dollar amount realized on the sale, exchange or other disposition.disposition and the U.S. holder’s adjusted basis in the class A preferred share or ADS, both determined in U.S. dollars. If a Brazilian tax is withheld on the sale, exchange or other disposition of a class A preferred share or ADS, the amount realized by a U.S. holder will include the gross amount of the proceeds of that sale, exchange or other disposition before deduction of the Brazilian tax. In the case of anon-corporate U.S. holder, the maximum marginal U.S. federal income tax rate applicable to capital gain will generally be lower than the maximum marginal U.S. federal income tax rate applicable to ordinary income (other than, as discussed above, certain dividends) if such holder’s holding period for such class A preferred share or ADS exceeds one year (i.e., such gain is a long-term capital gain). Capital gain, if any, realized by a U.S. holder on the sale, exchange or exchangeother disposition of a class A preferred share or ADS generally will be treated as U.S. source income for U.S. foreign tax credit purposes. Consequently, in the case of a disposition or deposit of a class A preferred share or ADS that is subject to Brazilian tax, the U.S. holder may not be able to use theeligible for a foreign tax credit for that Brazilian tax unless it can apply the credit against U.S. tax payable on other income from foreign sources in the appropriate income category,category. However, pursuant to recently issued U.S. Treasury Regulations that apply to taxes paid or alternatively, it may take a deduction for theaccrued in taxable years beginning on or after December 28, 2021, any such Brazilian tax if it elects to deduct all of itswould generally not be a foreign income taxes. The deductibilitytax eligible for a foreign tax credit (regardless of capital lossesany other income that a U.S. holder may have that is subjectderived from foreign sources). U.S. holders are urged to limitationsconsult their own tax advisors regarding the availability of the foreign tax credit under the Code.their particular circumstances.

The initial tax basis of class A preferred shares or ADSs to a U.S. holder that purchases such shares for non-U.S. currency is the U.S. dollar value of thereais-denominated purchase price determined on the date of purchase. If our class A preferred shares or ADSs are treated as traded on an “established securities market,” a cash basis U.S. holder, or, if it elects, an accrual basis U.S. holder, will determine the U.S. dollar value of the cost of any such class A preferred shares or ADSs by translating the amount paid at the spot rate of exchange on the settlement date of the purchase. The conversion of U.S. dollars toreais non-U.S. currency and the immediate use of that currency to purchase class A preferred shares or ADSs generally will not result in taxable gain or loss for a U.S. holder.

With respect to the sale, exchange or exchangeother disposition of class A preferred shares or ADSs,for non-U.S. currency, the amount realized generally will be the U.S. dollar value of the payment received determined on (1) the date of receipt of payment in the case of a cash basis U.S. holder and (2) the date of disposition in the case of an accrual basis U.S. holder. If our class A preferred shares or ADSs are treated as traded on an “established securities market,” a cash basis taxpayer,U.S. holder, or, if it elects, an accrual basis taxpayer,U.S. holder, will determine the U.S. dollar value of the amount realizedpayment received on the sale, exchange or other disposition of any such class A preferred shares by translating the amount received at the spot rate of exchange on the settlement date of the sale.

Subject to the discussion below under “—Information Reporting and Backup Withholding,” aNon-U.S. holder of class A preferred sharessale, exchange or ADSs generally will not be subject to U.S. federal income or withholding tax on any gain realized on the sale or exchange of such shares or ADSs unless (1) such gain is effectively connected with the conduct by suchNon-U.S. holder of a trade or business in the United States or (2) in the case of any gain realized by an individualNon-U.S. holder, such holder is present in the United States for 183 days or more in the taxable year of such sale or exchange and certain other conditions are met.disposition.

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Passive Foreign Investment Company Rules

ANon-U.S. corporation will be classified as a “passive foreign investment company,” orBased on the past and projected composition of our income and assets, and the valuation of our assets, including goodwill, we do not believe we were a PFIC for U.S. federal income tax purposesour most recent taxable year, and we do not expect to become a PFIC in the current taxable year or the foreseeable future, although there can be no assurance in this regard.

In general, we will be a PFIC for any taxable year in which after applying certain look-through rules, either (1) at least 75 percent75% of itsour gross income is “passive income”passive income, or (2) at least 50 percent50% of the average value (generally determined based on a quarterly average) of its grossour assets is attributable to assets that produce “passive income” or isare held for the production of passive income. Passive income forFor this purpose, passive income generally includes dividends, interest, royalties and rents (other than royalties and gainsrents derived in the active conduct of a trade or business and not derived from commoditiesa related person). In addition, cash and securities transactions.

Based on certain estimatesother assets readily convertible into cash are generally considered passive assets. If we own at least 25% (by value) of its gross income and grossthe stock of another corporation, for purposes of determining whether we are a PFIC, we will be treated as owning our proportionate share of the other corporation’s assets and receiving our proportionate share of the natureother corporation’s income.

The determination of its business, our company believes that it will not be classified aswhether we are a PFIC for its taxable year ending December 31, 2015. The company’s status in future years will depend on its assets and activities in those years. The company has no reason to believeis made annually. Accordingly, it is possible that its assets or activities will change in a manner that would cause it to be classified aswe may become a PFIC forin the taxable year ended

December 31, 2015current or any future taxable year but there can be no assurance that the company will not be considereddue to changes in our asset or income composition. If we are a PFIC for any taxable year. If we were a PFIC,year during which a U.S. holder ofholds our class A preferred shares or the ADSs, generally wouldsuch holder will be subject to imputed interest charges and other disadvantageousspecial tax treatment with respect to any gain from the sale or exchange of, and certain distributions with respect to, the shares or ADSs (including the loss of the potential reduced tax rate on certain dividends described above).rules discussed below.

If we wereare a PFIC for any taxable year during which a U.S. holder ofholds our class A preferred shares or the ADSs, could makesuch holder will be subject to special tax rules with respect to any “excess distribution” received and any gain realized from a variety of elections that may alleviate certain of the tax consequences referred to above, and one of these elections may be made retroactively. However, it is expected that the conditions necessary for making certain of such elections will not apply in the casesale or other disposition, including a pledge, of the class A preferred shares or ADSs. U.S. holders should consult their own tax advisors regarding the tax consequences that would arise if the company wereDistributions received in a taxable year will be treated as excess distributions to the extent that they are greater than 125% of the average annual distributions received during the shorter of the three preceding taxable years or the U.S. holder’s holding period for the class A preferred shares or ADSs. Under these special tax rules:

·the excess distribution or gain will be allocated ratably over the U.S. holder’s holding period for the class A preferred shares or ADSs,
·the amount allocated to the current taxable year, and any taxable year prior to the first taxable year in which we were a PFIC, will be treated as ordinary income, and
·the amount allocated to each other year will be subject to tax at the highest tax rate in effect for that year for individuals or corporations, as applicable, and the interest charge generally applicable to underpayments of tax will be imposed on the resulting tax attributable to each such year.

Although the determination of whether we are a PFIC.

IfPFIC is made annually, if we are a PFIC for any taxable year in which a U.S. holder ownsholds our class A preferred shares or the ADSs, during anysuch holder will generally be subject to the special tax rules described above for that year and for each subsequent year in which we were a PFIC,such holder holds the U.S. holder generally must file IRS Form 8621 with respect to our company, generally with the U.S. holder’s federal income tax return for that year. If our company was a PFIC for a given taxable year, then U.S. holders of class A preferred shares or ADSs should(even if we do not qualify as a PFIC in such subsequent years). However, if we cease to be a PFIC, a U.S. holder can avoid the continuing impact of the PFIC rules by making a special election to recognize gain as if the class A preferred shares or ADSs had been sold on the last day of the last taxable year during which we were a PFIC. U.S. holders are urged to consult their own tax advisor about this election.

If we are a PFIC for any taxable year during which a U.S. holder holds our class A preferred shares or the ADSs and any of our non-U.S. subsidiaries is also a PFIC, such holder will be treated as owning a proportionate amount (by value) of the shares of the lower-tier PFIC for purposes of the application of the PFIC rules. U.S. holders are urged to consult their tax advisor about the application of the PFIC rules to any of our subsidiaries.

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A U.S. holder will generally be required to file U.S. Internal Revenue Service Form 8621 if such holder holds our class A preferred shares or the ADSs in any year in which we are classified as a PFIC. U.S. holders are urged to consult their tax advisor concerning their annual filing requirements.

Medicare Tax on “Net Investment Income”

Certainthe U.S. Holders who are individuals, estates or trusts are required to pay an additional 3.8%federal income tax on, among other things, dividends and capital gains for the sale or other dispositionconsequences of holding class A preferred shares or ADSs if we are considered a PFIC in any taxable year, including the potential availability and ADSs.effect of any elections which would provide for alternative treatment.

Foreign Asset Reporting

Pursuant to the Hiring Incentives to Restore Employment Act of 2010 and recently promulgated temporary regulations thereunder, certainCertain U.S. holders who are individuals are required to report information relating to an interest in our class A preferred shares or the ADSs, subject to certain exceptions (including an exception for class A preferred shares or ADSs held in custodial accounts maintained with acertain financial institution)institutions). U.S. holders of the class A preferred shares or ADSs are urged to consult their tax advisors regarding their information reporting obligations, if any, with respect to their ownership and disposition of our class A preferred shares or the ADSs.

Information Reporting and Backup Withholding

U.S. backup withholding tax andIn general, information reporting requirements generally apply to certain payments to certainnon-corporate holders of shares. Information reporting generally will apply to payments of dividends on, and to proceeds from the sale or redemptionin respect of our class A preferred shares or the ADSs made withinand the United Statesproceeds from the sale, exchange or by a U.S. payor or U.S. middleman to a holderother disposition of our class A preferred shares or the ADSs other than an exempt recipient, including a corporation, a payee that is notare paid to a U.S. person that provides an appropriate certification and certain other persons. Backup withholding tax will apply to any payments of dividends on, or the proceeds from the sale or redemption of, class A preferred shares or the ADSsholder within the United States or by(and in certain cases, outside the United States), unless such holder is an exempt recipient. A backup withholding tax may apply to such payments if a U.S. payor or U.S. middleman to a holder, other than an exempt recipient, if such holder fails to furnish its correctprovide a taxpayer identification number or otherwisecertification of exempt status or fails to comply with, or establish an exemption from, such backup withholding tax requirements. report in full dividend and interest income.

The backup withholding tax rate is 28%currently 24%.

Backup withholding is not an additional tax. Holders generally will be entitled to a credit for any amounts withheld under the backup withholding rules against their U.S. federal income tax liability or a refund of the amounts withheld, provided the required information is furnished to the IRSU.S. Internal Revenue Service in a timely manner.

The above description is not intended to constitute a complete analysis of all tax consequences relating to ownership and disposition of class A preferred shares or ADSs. Prospective purchasers should consult their own tax advisors concerning the tax consequences of their particular situations.

Documents on Display

Statements contained in this annual report regarding the contents of any contract or other document filed as an exhibit to this annual report summarize their material terms, but are not necessarily complete, and each of these statements is qualified in all respects by reference to the full text of such contract or other document.

We are subject to the periodic reporting and other informational requirements of the Exchange Act applicable to a foreign private issuer. Accordingly, we are required to file with or furnish to the SEC, reports and other information, including annual reports on Form20-F and reports on Form6-K.

As a foreign private issuer, we are exempt under the Exchange Act from, among other things, the rules prescribing the furnishing and content of proxy statements, and members of our board of directors and board of executive officers and our principal shareholders are exempt from reporting and short-swing profit recovery provisions contained in Section 16 of the Exchange Act. In addition, as a foreign private issuer, we will not be required under the Exchange Act to file periodic reports and financial statements with the SEC as frequently or as promptly as U.S. companies whose securities are registered under the Exchange Act.

You may inspect and copy reports and other information that we file with or furnish to the SEC at the SEC’s Public Reference Room located at 100 F Street, N.E., Washington D.C. 20549. Copies of these materials may be obtained by mail from the SEC’s Public Reference Room at prescribed rates. The public may obtain information on the operation of the SEC’s Public Reference Room by calling the SEC in the United States at1-800-SEC-0330. In addition, the SEC maintains an internet website at www.sec.gov from which you can electronically access these materials.

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We also file financial statements and other periodic reports with the CVM, which are available for investor inspection at the CVM’s offices located at Rua Sete de Setembro, 111, 2nd floor, Rio de Janeiro, RJ, and Rua Cincinato Braga, 340, 2nd, 3rd and 4th floors, São Paulo, SP. The telephone numbers of the CVM in Rio de Janeiro and São Paulo are+55-21-3554-8686 +55-21-3554-8686 and+55-11-2146- +55-11-2146- 2097, respectively.

Copies of our annual report on Form20-F and documents referred to in this annual report and ourby-laws, as well as certain other documents that we are required to file with, or make available to, the SEC and the CVM, are available for inspection upon request at our headquarters at Rua Lemos Monteiro, 120 – 24° andar, Butantã—São Paulo—SP, CEP05501-050, Brazil. Our filings are also available to the public through the internet aton our website at www.braskem.com.br.www.braskem-ri.com.br. The information included on our website or that might be accessed through our website is not included in this annual report and is not incorporated into this annual report by reference.

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 11.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market risk is the potential loss arising from adverse changes in market rates and prices. We are exposedhave exposure to market risks arising from our normalday-to-day business activities. These risks are beyond our control and consist, principally, involved in the possibility that changes in interest rates, exchange rates, or commodity prices will adversely affect the value of our financial assets and liabilities or future cash flows and earnings.

In order to mitigate the market risks to which we are exposed, we have used, and we may use, foreign currency, interest rate and commodity derivative instruments, as well as cash and receivables. As of December 31, 2016,2021, we had currency put options cross-currency and interest rate swaps with an aggregate notional amount of R$1,4529,654.3 million (US$1,730 million) in addition toputs and of R$ 4,2786,752.4 million related to our Mexico Complex. These cross-currency and interest rate swaps match certain of our debt obligations.(US$1,210 million) in calls.

We assess the potential and consolidated impact of market risks and seek to mitigate assessedthose risks in accordance withfollowing our risk management policy.

In 2016, theOur current risk management policy, which was adopted on August 9, 2010March 30, 2017 by our boardBoard of directors, coveredDirectors and updated in July, 2019 covers cash flow management and liquidity, investment of cash and cash equivalents, funding activities and guarantees, and management of foreign exchange and commodity risks. This policy reflects our conservative financial practices and risk management procedures. Its objective is to manage and anticipate risks by continuously evaluating several key factors, including the overall financial health of our company,Company, any financial operations we have with related parties, our ratings, counterparty risk and hedging strategy. Additionally, the policy aims to ensure the alignment of the objectives of the financial teams with the overall objectives of Braskem.

We do not enter into derivative transactions forwith speculative purposes.

As of December 31, 2016,2021, we had R$ 3,6028,680.7 million (US$1,555.5 million) in foreign currency-denominated cash and cash equivalents, including the aggregate amount of R$1,773.3 million (US$317.8 million) of Braskem Idesa’s cash and financial investments, which may partially offset the effects of any depreciation of thereal against the foreign currency on our ability to service our foreign currency-denominated debt to the extent of these foreign currency-denominated cash equivalents and other investments.equivalents.

Interest Rate Risk

Our variable interest rate exposure is primarily subject to the variations of the LIBOR rate and, forreal-denominated borrowings and short-term cash investments, variations of the TJLPCDI rate and the CDIIPCA rate.

With respect to Brazilian interest rates:

·the short-term domestic CDI rate increase to 4.4% per annum as of December 31, 2021, from 1.9% per annum as of December 31, 2020 and from 4.5% per annum as of December 31, 2019; and
the short-term domestic CDI rate decreased to 13.63% per annum as of December 31, 2016 from 14.14% per annum as of December 31, 2015 and 11.1% per annum as of December 31, 2014; and
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the TJLP increased to 7.5% per annum as of December 31, 2016 from 7.0% per annum as of December 31, 2015 and 5.0% per annum as of December 31, 2014.
Table of Contents

·IPCA recorded in 2021 was 10.06%, increasing from 4.52% in 2020 and 4.31% in 2019.

The table below provides information about our significant interest-rate sensitive instruments:

Payment Schedule—Breakdown by Type of Interest Rate
 As of December 31, 2021
 Expected Maturity Date
 20222023202420252026ThereafterTotalFair Value(1)
 (in millions of reais, unless otherwise indicated)
Liabilities:      
Loans and financings (excluding debentures):      
Fixed rate, denominated in U.S. dollars 720.8 584.3 3,329.5-- 25,688.530,323.033,690.9
Average interest rate6.1%3.5%6.5%--5.7%  
Variable rate, denominated in U.S. dollars 663.3 651.2652.1653.1625.1 1,458.24,703.14,697.0
Bond Idesa fixed rate, denominated in U.S. dollars 138.7 ---- 11,800.511,939.312,197.5
Average interest rate7.1%----7.2%  
Variable rate, denominated in U.S. dollars (Braskem Idesa) 7.0 126.4126.4126.4463.6 -  849.9 931.1
Average interest rate4.0%4.0%4.0%4.0%4.0%   
Fixed rate, denominated in reais 6.4 6.25.04.92.4 -  24.9 22.4
Average interest rate5.9%5.9%6.5%6.5%6.5%   
Variable rate, denominated in reais 12.7 12.512.59.4- -  47.1 39.1
Average interest rate (CDI)10.7%10.7%10.7%10.7%    
Variable rate, denominated in reais 99.2 93.393.262.448.1194.6 590.7 670.4
Average interest rate (over IPCA)5.9%5.9%5.9%5.9%5.9%5.9%  
Total Loan and financings1,648.11,473.9 4,218.7856.2 1,139.3 39,141.848,477.952,248.3
Assets:      
Cash and cash equivalents and other instruments:        
Fixed rate, denominated in foreign currency4,480.6 -  - 4,480.64,480.6
Variable rate, denominated in reais7,709.6 -  - 7,709.67,709.6
Total cash and cash equivalents and other investments12,190.2 -  - 12,190.212,190.2
(1) represents the net present value of the future cash flows from the obligations converted into reais at fair market value as of December 31, 2021

 

   Payment Schedule—Breakdown by Type of Interest Rate 
   As of December 31, 2016 Expected Maturity Date 
   2017  2018  2019  2020  2021  Thereafter  Total   Fair
Value(1)
 
   (in millions ofreais, unless otherwise indicated) 

Liabilities:

          

Loans and financings (excluding debentures) (2):

          

Fixed rate, denominated in U.S. dollars

   827.6   3,133.7   249.6   1,791.6   3,283.4   6,518.2   15,804.2    14,097.7 

Average interest rate

   5.5  7.4  7.8  7.1  5.7  6.4   

Variable rate, denominated in U.S. dollars

   632.9   610.2   1,425.0   75.3   65.8   78.5   2,887.7    2,887.7 

Average interest rate (over LIBOR)

   3.7  1.6  1.9  1.3  1.1  1.3   

Ethylene XXI Project finance fixed rate, denominated in U.S. dollars

   180.9   189.0   194.5   218.9   236.1   1,556.4   2,575.7    2,575.7 

Average interest rate

   4.9  4.9  4.9  4.8  4.8  4.8   

Ethylene XXI Project finance variable rate, denominated in U.S. dollars

   479.3   536.5   556.8   658.3   762.2   4,657.1   7,650.1    7,650.1 

Average interest rate

   4.0  3.9  3.9  3.9  3.9  4.0   

Fixed rate, denominated in reais

   592.0   203.3   171.4   119.0   82.1   130.0   1,297.8    1,297.8 

Average interest rate

   7.0  5.4  5.5  6.0  6.4  6.4   

Variable rate, denominated in reais

   541.5   416.5   322.7   185.3   60.7   3.0   1,529.6    1,529.6 

Average interest rate (over TJLP)

   2.8  2.8  2.8  2.7  2.6  2.6   

Variable rate, denominated in reais

   195.0   186.1   1.032.2   178.3   145.0   —     1,736.6    1,736.6 

Average interest rate (CDI referenced)

   14.4  14.4  15.3  14.4  14.4  0.0   

Variable rate, denominated in reais

   141.6   142.9   139.3   120.9   54.9   3.1   602.6    602.6 

Average interest rate (over SELIC)

   2.6  2.6  2.6  2.6  2.4  2.3   

Total loans and financings

   3,590.7   5,418.1   4,091.4   3,347.7   4,690.3   12,946.3   34,084.4    32,377.9 

Assets:

          

Cash and cash equivalents and other instruments:

          

Fixed rate, denominated in foreign currency

   3,609.4   —     —     —     —     —     3,609.4    3,609.4 

Variable rate, denominated inreais

   3,925.2   —     —     —     —     —     3,925.2    3,925.2 

Total cash and cash equivalents and other investments

   7,534.6   —     —     —     —     —     7,534.6    7,534.6 

(1)Represents the net present value of the future cash flows from the obligations converted intoreais at fair market value as of December 31, 2016.
(2)Does not include the aggregate amount of R$315.6 million related to transaction costs.

In the event that the average interest rate applicable to our financial assets and debt in 2017 were 1%2022 is one percentage point higher than the average interest rate in 2016,2021, our financial income would increase by approximately R$74.6121.9 million and our financial expenses would increase by approximately R$ 340.8484.8 million.

Foreign Currency Exchange Rate Risk

Our liabilities that are exposedwith exposure to foreign currency exchange rate risk are primarily denominated inmainly U.S. dollars.dollar-denominated. To partially offset ourthe risk of anya devaluation of thereal against the U.S. dollar, we currently maintain available liquid assets denominated in U.S. dollars available and enter into derivative contracts. Additionally, in order to provide a better representation of the actual exchange rate risk related to future exports, we designated part of our U.S. dollar-denominated liabilities as a hedging instrument, implementing the hedge accounting treatment onsince May 1, 2013. We borrow in the international markets to support our operations and investments; we are exposedhave exposure to market risks from changes in foreign exchange rates and interest rates.

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The table below provides information about our significant foreign currency exposures:

Payment Schedule—Breakdown by Currency

 
   As of December 31, 2016 Expected Maturity Date 
   2017   2018   2019   2020   2021   Thereafter   Total   Fair
Value(1)
 
   (in millions ofreais) 

Liabilities:

                

Loans, financings and trade payables:

                

Loans and financings denominated in U.S. dollars (2)

   2,120.6    4,469.4    2,425.8    2,744.1    4,347.6    12,810.2    28,917.8    27,211.3 

Accounts payable denominated in U.S. dollars

   4,380.4    —      —      —      —      —      4,380.4    4,380.4 

Total loans, financings and trade payables

   6,501.0    4,469.4    2,425.8    2,744.1    4,347.6    12,810.2    33,298.3    31,591.7 

Assets:

                

Cash, cash equivalents and other investments denominated in foreign currency

   3,609.4    —      —      —      —      —      3,609.4    3,609.4 

Total cash and cash equivalents and other investments

   3,609.4    —      —      —      —      —      3,609.4    3,609.4 

Hedge Accounting:

                

Hedge Accounting designated Exports/Sales

   1,301.6    3,293.2    3,143.4    3,236.8    3,331.9    13,143.1    27,449.9    27,449.9 

(1)Represents the net present value of the future cash flows from the obligations converted intoreais at fair market value as of December 31, 2016.
(2)Does not include the aggregate amount of R$303.7 million related to transaction costs.
Payment Schedule—Breakdown by Currency
 As of December 31, 2021 Expected Maturity Date
 20222023202420252026ThereafterTotalFair Value (1)
 (in millions of reais)
Liabilities:        
Loans, financings and trade payables:        
Loans and financings denominated in U.S. dollars 1,529.7 1,361.9 4,108.0779.6 1,088.738,947.247,815.2 50,585.4
Accounts payable denominated in U.S. dollars 6,524.5---- -6,524.5 6,524.5
Total loans, financings and trade payables 8,054.3 1,361.9 4,108.0779.6 1,088.738,947.254,339.7 57,109.9
Assets:        
Cash and cash equivalents and other investments Denominated in foreign currency 4,480.6---- -4,480.6 4,480.6
Total cash and cash equivalents and other investments 4,480.6---- -4,480.6 4,480.6
Hedge Accounting:        
Hedge Accounting designated Exports/Sales-125.6 1,737.5 4,590.0460.432,087.939,001.3 39,001.3
 
(1) Represents the net present value of the future cash flows from the obligations converted into reais at fair market value as of December 31, 2021

Our foreign currency exposures give rise to market risks associated with exchange rate movements of thereal against the U.S. dollar. Foreign currency-denominated liabilities as of December 31, 20162021 consisted primarily of U.S. dollar-denominated debt. Our foreign currency -denominated indebtedness,U.S. dollar-denominated debt, including short-term debt and current portion of long-term debt, net of transaction costs, was R$28,614.147,815.2 million (US$8,779.88,568.3 million) and R$53,353.8 million (US$10,266.7 million) as of December 31, 2016 and R$33,571.2 million (US$8,597.4 million) as of December 31, 2015.2020. This foreign currency exposure is represented by debt in the form of notes, bonds,pre-export finance facilities and working capital loans. In addition, this indebtedness includes the aggregate amount of R$10,437.8 million (US$3,202.7 million) outstanding as of December 31, 2016 in connection with the Braskem Idesa Financing.

Our cash and funds available in U.S. dollars partially protect us against exposure arising from the U.S. dollar-denominated debt. Similarly, revenuesrevenue from future sales and exports partially offsetoffsets this foreign currency exposure for U.S. dollar-denominated debt, and we therefore adopted hedge accounting treatment to provide a better representation of our actual exposure. InSince 2016, we began to recognizeBraskem has recognized the exchange rate variation, held on “Other Comprehensive Income”,Income,” to the income statement, following the future sales and exports designation schedule (For(for further information, see note 17 of20 to our audited consolidated financial statements elsewhere in this annual report).

In the event that thereal were to devaluedepreciated by 10% against the U.S. dollar during 20172020 as compared to thereal/U.S. dollar exchange rate as of December 31, 2016,2021, our financial expenses indexed to the dollar in 20172022 would increasehave increased by approximately R$ 2,8914,781.5 million, and our financial income would increasehave increased by approximately R$ 360.2448.1 million.

During the fourth quarter of 2016, Braskem commenced anon-speculative program of hedging against itsreal-denominated liabilities to mitigate its exposure to costs related to energy, water, personnel and capital expenditures related to maintenance. The program is in line with our risk management policy and utilizes put options andzero-cost collars for a maximum period of 24 months.

Commodity Prices

We do not currently hedge our mainthe exposure to changes in pricesthe price of naphtha, our principal raw material, which are linked to international market prices denominated in U.S. dollars of naphtha and other petroleum derivatives. We do not hedge this main exposure,material. This is, in part, because a portion of our sales are exports payable in foreign currencies and linked to the international market prices of these commodities denominated in U.S. dollars and, in part, because the prices of our polyethylene, polypropylene and PVC products sold in domestic markets generally reflect changes in the international market prices of these products denominated in U.S. dollars, converted intoreais. In periods of high volatility in the U.S. dollar price of naphtha or thereal/U.S. dollar exchange rate, there is usually a lag between the time that the U.S. dollar price of naphtha increases or the U.S. dollar appreciates and the time that we can effectively pass on the resulting increased cost inreais to our customers in Brazil. Accordingly, if the U.S. dollar price of naphtha increases precipitously or thereal devalues precipitously against the U.S. dollar in the future, we may not immediately be able to pass on all of the corresponding increases in our naphtha costs to our customers in Brazil, which could materially adversely affect our results of operations and financial condition. See “Item 3. Key Information—Risk Factors—Risks Relating to Our CompanyUs and the Petrochemical Industry.”

217

Item 12.Description of Securities Other than Equity Securities

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

The Bank of New York Mellon, which was designated our depositary in December 2016, collects its fees for the delivery and surrender of ADSs directly from investors depositing shares or surrendering ADSs or from intermediaries acting for them. The depositary also collects fees for making distributions to investors by deducting those fees from the amounts distributed or by selling a portion of distributable property to pay the fees. The depositary may collect its annual fee for depositary services by deductions from cash distributions or by directly billing investors or by charging the book-entry system accounts of participants acting for them. The depositary may generally refuse to providefee-attracting services subject to the payment of fees until its fees for those services are paid.

Persons depositing or withdrawing shares must pay:Fees and Expenses

Persons depositing or withdrawing shares or ADS holders must pay:For:
$5.00 (or less) per 100 ADSs (or portion of 100 ADSs)

Issuance of ADSs, including issuances resulting from a distribution of shares or rights or other property

Cancellation of ADSs for the purpose of withdrawal, including if the Deposit Agreement terminates

$.05 (or less) per ADS

Any cash distribution to ADS holders

A fee equivalent to the fee that would be payable if securities distributed to you had been shares and the shares had been deposited for issuance of ADSs

Distribution of securities distributed to holders of deposited securities (including rights) that are distributed by the Depositary to ADS holders

$.05 (or less) per ADS per calendar year

Depositary services
Registration or transfer feesTransfer and registration of shares on our share register to or from the name of the Depositary or its agent when you deposit or withdraw shares
Expenses of the Depositary

Cable (including SWIFT) and facsimile transmissions (when expressly provided in the Deposit Agreement)

Converting foreign currency to U.S. dollars

Taxes and other governmental charges the Depositary or the custodian has to pay on any ADSs or shares underlying ADSs, such as stock transfer taxes, stamp duty or withholding taxes

As necessary
Any charges incurred by the Depositary or its agents for servicing the deposited securitiesAs necessary

 

U.S.$5.00 for each 100 ADSs (or portion thereof) issued, delivered, reduced, cancelled or surrendered (as the case may be) plus any additional fees charged by any governmental authorities or other institutions such as the Companhia Brasileira de Liquidação e Custódia (the Brazilian Clearing and Depository Corporation);

a fee of U.S.$0.05 or less per ADS for any Cash distribution made pursuant to the Deposit Agreement;

a fee of U.S.$1.50 per ADR or ADRs for transfers made pursuant to paragraph;

a fee for the distribution or sale of securities;

an aggregate fee of U.S.$0.05 or less per ADS per calendar year (or portion thereof) for services performed by the Depositary in administering the ADRs;

a fee for the reimbursement of such fees, charges and expenses as are incurred by the Depositary and/or any of its agents; and

transfer or registration fees for the registration or transfer of Deposited Securities on any applicable register in connection with the deposit or withdrawal of Deposited Securities.

During the year ended December 31, 2016,2021, we received from the depositary of our ADSs approximately US$800,000,976.9 thousands, which was used for general corporate purposes such as the payment of costs and expenses associated with (1) the preparation and distribution of proxy materials, (2) the preparation and distribution of marketing materials and (3) consulting and other services related to investor relations.

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PART II

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIESItem 13.Defaults, Dividend Arrearages and Delinquencies

Not applicable.

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDSItem 14.Material Modifications to the Rights of Security Holders and Use of Proceeds

Not applicable.

ITEM 15. CONTROLS AND PROCEDURESItem 15.Controls and Procedures]

Our management has identified material weaknesses in our internal control over financial reporting, which we describe in the “Management’s Report on Internal Control over Financial Reporting”. In addition, our management has analyzed these material weaknesses, made all necessary adjustments in our consolidated financial statements, and concluded that our consolidated financial statements fairly present, in all material respects, our financial condition, results of operations and cash flows at and for the periods presented, and the impact of all facts known to our management to date has been reflected in the consolidated financial statements.

Disclosure Controls and Procedures

Our management, including our Chief Executive Officer and our Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) as of December 31, 2016.2021. Based uponon our evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that, as a result of the material weaknessesweakness in our internal control over financial reporting described below, as of December 31, 20162021, our disclosure controls and procedures were not effective to provide reasonable assurance that the information required to be disclosed by us in the reports that we file or submit under the Exchange Act iswas being recorded, processed, summarized and reported within the time periods specified in the applicable rules and forms, and that it iswas accumulated for and communicated to our management, including our Chief Executive Officer and our Chief Financial Officer, as appropriate, to allow for timely decisions regarding the required disclosures.

219

Material Weaknesses inManagement’s Annual Report on Internal Control over Financial Reporting

A material weaknessOur management is a deficiency, or a combination of deficiencies, inresponsible for establishing and maintaining adequate internal control over financial reporting such that thereas defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act. Our internal control over financial reporting is a process designed to provide reasonable possibility that a material misstatementassurance regarding the reliability of financial reporting and the company’s annual or interimpreparation of consolidated financial statements willfor external purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the consolidated financial statements.

Because of its inherent limitations, internal control over financial reporting may not be preventedprevent or detected on a timely basis. Duringdetect misstatements. Projections of any evaluation of the effectiveness of internal control to future periods are also subject to the risk that controls may become inadequate because of changes in conditions, and that the degree of compliance with the policies or procedures may deteriorate.

Our management, with the participation of the CEO and CFO, under the oversight of the Board of Directors, assessed the effectiveness of our assessment of internal control over financial reporting as of December 31, 2016, we identified2021 based on criteria established in Internal Control — Integrated Framework (2013) issued by the material weaknesses described below.

Control Environment – Tone at the top: the failure in the tone at the top as certain former executives directed or were awareCommittee of parallel procedures to override internal controls and allow our company to pay commission for services to export agents without the effective execution of such services.

Anti-corruption compliance program and controls: the failure to maintain effective anti-corruption compliance controls and programs designed to prevent and detect violationsSponsoring Organizations of the Foreign Corrupt Practices ActTreadway Commission (COSO). Based on this assessment, our management concluded that, as of 1977 (FCPA) and other applicable anti-corruption laws. This deficiency didDecember 31, 2021, our internal control over financial reporting was not result in a misstatement of the 2016 financial statements, but the statements for 2015 and 2014 are restated retrospectively.effective.

Controls related to certain payments:the failure to maintain effective controls related to manual payments, such as commissions for services to export agents, which permit payments to be made without the appropriate services being rendered by a rightful vendor. This deficiency did not resultMaterial Weakness in a misstatement of the 2016 financial statements, but the statements for 2015 and 2014 are restated retrospectively.

Controls related to ledger accounts: the failure to maintain effective monitoring controls, controls over reconciliation and journal entries approval and review over the ledger accounts used to record accruals and payments of commissions to export agents. This deficiency did not result in a misstatement of the 2016 financial statements, but the statements for 2015 and 2014 are restated retrospectively.

Controls related to ledger accounts: the failure to maintain controls related to the recording of and monitoring overin-transit inventory (naphtha) in theyear-end for raw material (naphtha) import operations processed by one of the Company’s consolidated subsidiaries, Braskem Netherlands. This deficiency resulted in adjustments in the restated 2015 financial statements.

Controls related to long-term debt presentation and disclosure:the failure to design controls related tonon-financial covenants for long-term debt which led to an inadequate classification between long and short-term debt obligations in Braskem’s consolidated subsidiary, Braskem Idesa.

The material weaknesses could result in a misstatement of Braskem’s account balances or disclosures that would result in a material misstatements to Braskem’s annual or interim consolidated financial statements that would not be prevented or detected.

Remediation Efforts

Our management has been actively engaged in the design and implementation of remediation efforts to address the identified material weaknesses, as well as other identified areas of risk. The remediation efforts outlined below, which have been implemented or are in the process of implementation, are intended to address both the identified material weaknesses and related areas. The design and implementation of these and other remedial efforts are the responsibility of our management.

Control Environment and Anti-corruption compliance program and controls: as described below a number of steps have been taken and are being taken to strengthen our Control Environment and to design and implement a robust Anti-Corruption compliance culture, program and controls. In our assessment, such measures will be fully implemented and producing the necessary and proven effects in 2017. Such measures include:

1.The establishment of the Compliance Committee in May 2016, that is formed by independent members of our Board of Directors, and its main objectives are (i) to evaluate internal controls, risk exposure and compliance with applicable laws and regulations, (ii) to monitor investigations related to ethics complaints, (iii) to approve and periodically update the Policy on Ethics, Compliance and Transparency, which addresses anti-corruption measures and related party transactions and (iv) to develop training programs for board members, senior managers and certain employees. The Compliance Committee is independent from our Board of Executive Officers, reporting directly to our Board of Directors.

2.In August 2016, Braskem announced the hiring of an experienced Chief Compliance Officer (CCO). The CCO reports to the Compliance Committee and has as his main duties: (i) monitoring the exposure to risks and internal control systems; (ii) managing the internal audit; (iii) supervising the Ethics Line Channel, (iv) coordinating the Ethics Committee; (v) disseminating the Code of Conduct, (vi) conducting compliance training; and (vii) supervising the corporate policies related to compliance issues.

3.Increasing compliance staffing for Internal Controls, Risks Management, Compliance and Internal Audit areas and resources in accordance with Compliance department and program benchmarking.

4.Implementation of the Internal Audit area which is responsible for an independent and objective evaluation of processes, check compliance with policies and procedures and verification of controls effectiveness and efficiency.

5.Establishing anticorruption clauses for contracts with third parties.

6.Approval by our Board of Directors of a Policy on Compliance in Acting Ethically with Integrity and Transparency, which includes our policy on anti-corruption compliance and our Policy on Related Parties Transactions.

7.Providing training in 2016, including to our Board of Directors, Senior Management and Legal team (key business decision-makers) and Compliance team, which is focused on reinforcing awareness of best compliance practices and the need for robustness in our internal control environment.

8.Implementing planning for a training program for all staff during 2017, based on personal presentations ande-learning tools.

9.Issuing companywide (and other more targeted) compliance messaging from our senior management to our personnel.

10.Publishing and providing training during 2017 of the Institutional Relations handbook, that regulates our interactions with politicians and other public officials.

11.Designing, enhancing and continuing to improve the vendor master data, due diligence, procurement and payment procedures and associated controls.

12.Implementing a new set of controls in the last quarter of 2016. Despite our conclusion that these actions are sufficient we also understand that they need to achieve further maturity in execution in order to allow us to consider these deficiencies remediated. The new set of controls include improvements in the processes that presented vulnerabilities in the past, such as over manual journal entries, monitoring of payments of commissions and general ledger to ensure there are sufficient preventive and detective controls to mitigate the risks.

13.Implementing controls to improve the posting of entries in the inventory and trade payable for the raw material (naphtha) import process of one of the Company’s consolidated subsidiaries, Braskem Netherlands.

14.Re-designing the raw material import process to improve the monitoring of physical inventory in transit from the vendor to Braskem Netherlands and from Braskem Netherlands to Braskem SA.

15.Re-designing the covenants monitoring control in order to include more robust information and analyses to ensure the adequate classification of debit obligations into long and short term in Braskem Idesa.

Management’s Report on Internal Control over Financial Reporting

As part of the Internal Control over Financial Reporting assessment, we identified ineffective controls over the realization of the hedged items for certain debt at Braskem Idesa, a Mexican subsidiary.

The ineffective controls were due to (i) failure over the hedge accounting control execution that was not executed with the proper precision to capture the failure and Reportwas not designed to facilitate its understanding and execution, (ii) lack of Independent Registered Public Accounting Firmrobustness of the supporting documentation of the hedge accounting controls to identify the issue and (iii) improper training of the people involved in operating the control, regarding the understanding of unusual transactions, such as prepayment of the hedge accounting instrument.

There was a misstatement identified that was not material as of December 31, 2021 and was corrected in the current consolidated financial statements but resulted in more than a remote chance of a material misstatement and as such was determined to be a material weakness.

Our management’s reportindependent registered public accounting firm, KPMG Auditores Independentes Ltda. has issued an adverse audit opinion on the effectiveness of our internal control over financial reporting as of December 31, 2021, which is included in this annual report on pageF-[2]report.

Remediation Actions Addressing Material Weakness Reported in 2021

Our management is taking several actions to improve controls and continues to monitor the maturity and operating effectiveness of controls designed and implemented. In order to remediate the material weakness described above, we, led by our Chief Executive Officer and the opinion issued by our independent registered publicChief Financial Officer, are implementing and monitoring the following specific actions:

The Braskem Idesa financial team has revised the review attributes that surround the accounting firm is includedof hedged items. The following actions will be executed going forward to enhance the risk coverage:

·Improve the hedge accounting control description to facilitate the activity understanding and execution by the control operator;
·Provide training sessions to people involved in the transactional activities to deal with unusual transactions (such as prepayments) related to the hedge accounting process;
·Enhance the level of the documentation that supports the accounting reconciliation process.

Remediation Actions Addressing Material Weakness Reported in 2020

As part of management commitment to improve its internal control environment, diligent actions were taken to remediate the reportmaterial weakness identified as part of PricewaterhouseCoopers Auditores Independentes that is included in thisthe 2020 annual report as described below:

Information technology controls (GITCs) over the scale systems

The IT team, in partnership with the logistics team, have worked on pagesF-[3]the evaluation of the technology environment of scales systems andF-[4]. have developed actions to include and maintain IT General Controls. These actions focused on access, changes and operation aiming to provide reasonable assurance in order to rely upon the reports extracted from the systems.

220

The European Logistics team has also improved the internal control environment over polymers shipping to ensure that the quantities shipped are in accordance with the quantities invoiced to our clients. New controls were adopted and were part of the management assessment of internal control over financial reporting.

Management was able to evaluate the remediation actions and the controls implemented during 2021 and conclude that this material weakness was remediated for the 2021 annual report.

Changes in Internal Control over Financial Reporting

TheOther than certain of the changes and certain of the remediation activities described above, arethere were no changes into internal control over financial reporting during the year ended December 31, 20162021 that would have materially affected, or are reasonably likely to materially affect, the Company’sour internal control over financial reporting.

ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT

Item 16A.Audit Committee Financial Expert

Our fiscal councilStatutory Compliance and Audit Committee currently includes antwo “audit committee financial expert”experts” within the meaning of this Item 16A. Our fiscal council has determined that Ismael Campos de Abreu16A and as such term is our fiscal council financial expert. Mr. Abreu’s biographical information is includeddefined in the SEC rules. See “Item 6. – A. Directors, Senior Management and Employees—Directors Statutory Compliance and Senior Management—Fiscal Council.” Given that our board has not made a formal determination as toAudit Committee” for information regarding the experience of Mr. Abreu’s independence, as that term is defined in Rule 303A.02 of the New York Stock Exchange’s Listed Company Manual, he is not considered independent under that standard. However, he meetsJosé Écio Pereira da Costa Júnior and Mrs. Maria Helena Pettersson. They meet the standards of independence for fiscal councilexternal members of an audit committee under Brazilian Corporation Law. See “Item 6. Directors, Senior Managementthe Company’s policy and Employees—Directors and Senior Management—Fiscal Council” for more information.of Comissão de Valores Mobiliários Resolution No. 23, of 2021.

ITEM 16B. CODE OF ETHICSItem 16B.Code of Ethics

We have adopted a code of conduct that applies to members of our board of directors, fiscal council and board of executive officers, as well as to our other employees. ThisOur current code of conduct was approved by our board of directors.directors in April 2018 and amended in June 2020. A copy of our code of conduct may be found on our website at www.braskem.com.br. The information included on our website or that might be accessed through our website is not included in this annual report and is not incorporated into this annual report by reference.

ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICESItem 16C.Principal Accountant Fees and Services

Audit andNon-Audit Fees

The following table sets forth the fees billed to us by our independent registered public accounting firm PricewaterhouseCoopersKPMG Auditores Independentes during the fiscal years ended December 31, 20162021 and 2015.December 31, 2020.

Year Ended December 31,

  Year Ended December 31, 

2021

2020

  2016   2015 (in millions of reais)
  (in millions ofreais) 

Audit fees(1)

  R$14.7   R$5.6 

Audit-related fees

   0.7    1.7 

Tax fees(2)

   1.4    3.8 
Audit fees(1)25.725.6
Audit-related fees(2)5.82.1
Tax fees(3) 0.3

All other fees

   0.0    0.2 
 
  

 

   

 

 

Total fees

  R$16.8   R$11.3 

31.5

27.9

  

 

   

 

 

 

(1)(1)Audit fees consist of the aggregate fees billed by PricewaterhouseCoopers Auditores Independentesour independent registered public accounting firms in connection with the audit of our annual financial statements, interim audits, procedures as related to audit of income tax provisionsreviews and related reserves in connection with the audit and review of financial statements and review of documents filed with the SEC.
(2)(2)Audit-related fees refer to services provided in connection with prior debt offerings.
(3)Tax fees consist of the aggregate fees billed by PricewaterhouseCoopers Auditores Independentesour independent registered public accounting firms for tax compliance reviews.

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Pre-Approval Policies and Procedures

Our fiscal council and board of directors have approvedThe Company has an Audit andNon-Audit ServicesPre-Approval Policy, that sets forthinitially approved by the proceduresCompany's Board of Directors on June 22, 2005 and amended on December 8, 2021, with prior analysis by the CCAE, which is now in effect under the name "Policy for hiring Independent Auditors". The purpose of the Policy for hiring Independent Auditors is to regulate the process and the conditions pursuant to which services proposed to be performed by our independent auditors may bepre-approved. This policy is designed to (1) provide both generalpre-approval of certain types of services throughfor hiring the use of an annually established schedule setting forthCompany's Independent Auditors, including the types of services that have already beenpre-approved for a certain yearcan be provided by them to the Company or its Subsidiaries, the services that are not allowed and with respectthe annual list of pre-approved external audit and non-audit services. Our Management should, whenever requested by the CCAE's Coordinator, present an update on the progress of the External Audit and Non-Audit Services previously approved by the CCAE and respective compensation, to services not included in an annual schedule, specialpre-approval of services on a case by case basis by our fiscal council and our independent auditors, and (2) assessenable the CCAE to ascertain full compliance with thepre-approval policies and procedures. Our management periodically reports to our fiscal council the nature and scope of audit andnon-audit services rendered by our independent auditors and is also required to report to our fiscal council any breach of this policy of which our management is aware.

Policy.

ITEMItem 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEESExemptions From the Listing Standards for Audit Committees

We are relying onOur CCAE meets the generalrequirements for the exemption from the listing standards relatingavailable to audit committees contained inforeign private issuers under paragraph (c)(3) of Rule10A-3(c)(3) 10A-3 under the Exchange Act forAct. The CCAE is not the following reasons:

equivalent of, or wholly comparable to, a U.S. audit committee. Among other differences, it is not required to meet the standards of “independence” established in Rule 10A-3 and is not fully empowered to act on all the matters that are required by Rule 10A-3 to be within the scope of an audit committee’s authority. Nonetheless, with the attributes provided to the CCAE under our bylaws and CCAE’s chart to the extent permitted by Brazilian law, we arebelieve that its corporate governance system, taken as a foreign private issuer that haswhole, is materially equivalent to a fiscal council, which issystem having an audit committee functioning as a committee of its board of auditors (or similar body) established and selected pursuant to and as expressly permitted under Brazilian law;

Brazilian law requires our fiscal council to be separate from our board of directors;

members of our fiscal council are not elected by our management, and none of our executive officers is a member of our fiscal council;

Brazilian law provides standards fordirectors. Accordingly, the independence of our fiscal council from our management;

our fiscal council, in accordance with its charter, makes recommendations to our board of directors regarding the appointment, retention and oversight of the work of any registered public accounting firm engaged (including, the intermediation of disagreements between our management and our independent auditors regarding financial reporting) for the purpose of preparing or issuing an audit report or performing other audit, review or attest services for our company, as Brazilian law requires that our board of directors appoint, retain and oversee the work of our independent public accountants;

our fiscal council (1) has implemented procedures for receiving, retaining and addressing complaints regarding accounting, internal control and auditing matters, including the submission of confidential, anonymous complaints from employees regarding questionable accounting or auditing, and (2) has authority to engage independent counsel and other advisors as it determines necessary to carry out its duties; and

our company compensates our independent auditors and any outside advisors hired by our fiscal council and provides funding for ordinary administrative expenses incurred by the fiscal council in the course of its duties.

We doCompany does not believe that ourits reliance on this generalthe exemption willin paragraph (c)(3) of Rule 10A-3 materially adversely affectaffects the ability of our fiscal councilthe CCAE to act independently and to satisfy the other requirements of Rule 10A-3 to the listing standards relatingextent permitted by Brazilian Corporate Law.

We also have a permanent fiscal council. However, as of November 9, 2021, we no longer rely on the fiscal council to audit committeesavail ourselves of the exemption contained in paragraph (c)(3) of Rule10A-3 under the Exchange Act.

Item 16E.Purchases of Equity Securities by the Issuer and Affiliated Purchasers

 

ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS
 

Total Number of Shares Purchased

Average Price Paid per Share

Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs

Maximum Number of Shares that May Yet be Purchased Under the Plans or Programs

Period:    
From Aug 29, 2012 to Aug 28, 2013262,300R$13.301.961000%13,376,161
From Feb 19, 2015 to Feb 18, 201680,000R$11.580.030096%3,500,000
     

On August 13, 2012, our board of directors authorized a share repurchase program under which we are authorized to repurchase up to 13,376,161 “class A” preferred shares at market prices over the BM&FBOVESPAB3 at any time and from time to time prior to August 28, 2013. In 2012, we repurchased 262,300 shares under this program. In 2013 and 2014, we did not repurchase any shares.

On February 11, 2015, our board of directors approved the fifth program for the repurchase of shares effective for the period between February 19, 2015 and February 19,18, 2016, through which we may acquire up 3,500,000 “class A” preferred shares at market price.

InOn April 20, 2015, we had repurchased 80,000 “class A” preferred shares for an aggregate of R$0.9 million.

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ITEM 16F. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANTItem 16F.Change in Registrant’s Certifying Accountant

Not applicable.

ITEM 16G. CORPORATE GOVERNANCEItem 16G.Corporate Governance

On November 4, 2003, the SEC approved the final corporate governance rules established by the NYSE. According to these rules, foreign private issuers that are listed on the NYSE, such as Braskem, are subject to a more limited set of corporate governance requirements than those imposed on U.S. domestic issuers. As a foreign private issuer, Braskem must comply with the following four requirements imposed by the NYSE:

Braskem must satisfy the audit committee requirements of Rule10A-3 under the Exchange Act;

Braskem’s chief executive officer must promptly notify the NYSE in writing if any executive officer of Braskem becomes aware of any materialnon-compliance with any of the applicable NYSE corporate governance rules;

Braskem must provide a brief description of any significant ways in which Braskem’s corporate governance practices differ from those required to be followed by U.S. domestic issuers under the NYSE corporate governance rules; and

Braskem must submit an executed written affirmation annually to the NYSE and an interim written affirmation to the NYSE each time a change occurs to Braskem’s board of directors or any committees of Braskem’s board of directors that are subject to Section 303A, in each case in the form specified by the NYSE.
·Braskem must satisfy the audit committee requirements of Rule 10A-3 under the Exchange Act;
·Braskem’s chief executive officer must promptly notify the NYSE in writing if any executive officer of Braskem becomes aware of any material non-compliance with any of the applicable NYSE corporate governance rules;
·Braskem must provide a brief description of any significant ways in which Braskem’s corporate governance practices differ from those required to be followed by U.S. domestic issuers under the NYSE corporate governance rules; and
·Braskem must submit an executed written affirmation annually to the NYSE and an interim written affirmation to the NYSE each time a change occurs to Braskem’s board of directors or any committees of Braskem’s board of directors that are subject to Section 303A, in each case in the form specified by the NYSE.

Significant Differences

The significant differences between Braskem’s corporate governance practices and the NYSE’s corporate governance standards are mainly due to the differences between the U.S. and Brazilian legal systems. Braskem must comply with the corporate governance standards set forth under the Brazilian CorporationCorporate Law, the rules of the CVM and the applicable rules of the BM&FBOVESPA,B3, as well as those set forth in Braskem’sby-laws. bylaws.

The significant differences between Braskem’s corporate governance practices and the NYSE’s corporate governance standards are set forth below.

Independence of Directors and Independence Tests

In general, the NYSE corporate governance standards require listed companies to have a majority of independent directors and set forth the principles by which a listed company can determine whether a director is independent. However, under the NYSE corporate governance standards, a listed company (whether U.SU.S. or foreign) of which more than 50% of the voting power is held by another company (a “controlled company”), need not comply with the following NYSE corporate governance standards:

A controlled company need not have a majority of independent directors;

A controlled company need not have a nominating/corporate governance committee composed of independent directors with a charter that complies with the NYSE corporate governance rules; and

A controlled company need not have a compensation committee composed of independent directors with a charter that complies
·A controlled company need not have a majority of independent directors;
·A controlled company don’t need to have a nominating/corporate governance committee composed of independent directors with Internal Rules that comply with the NYSE corporate governance rules; and
·A controlled company don’t need to have a compensation committee composed of independent directors with Internal Rules that comply with the NYSE corporate governance rules.
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Because a majority of the voting power of Braskem’s capital stock is directly controlled by Novonor S.A (former Odebrecht S.A.), Braskem is a controlled company, and would therefore not be required to have a majority of independent directors if it were a U.S. domestic issuer.directors.

Although Brazilian CorporationCorporate Law and Braskem’sby-laws bylaws establish rules in relation to certain qualification requirements of its directors, neither Brazilian CorporationCorporate Law nor Braskem’sby-laws bylaws require that Braskem havehas a majority of independent directors nor require Braskem’s board of directors or management to test the independence of Braskem’s directors before such directors are appointed. However, according to our policies, at least 20% of the members of our board of directors must be independent. Currently Braskem has six (6) independent members, from a total of eleven (11) members.

Executive Sessions

The NYSE corporate governance standards requirenon-management directors of a listed company to meet at regularly scheduled executive sessions without management.

According to the Brazilian CorporationCorporate Law, up to 1/3one-third of the members of Braskem’s board of directors can be elected to managementboard of executive officer’s positions. Apart from the CEO of the Company, currently all Braskem’s directors are non-management directors. The remainingnon-management directors are not expressly empowered to serve as a check on Braskem’s management, and there is no legal requirement that those directors meet regularly without management. Notwithstanding the foregoing, Braskem’s board of directors consists entirely ofnon-management directors, and therefore Braskem believes it would be in compliance with this NYSE corporate governance standard.

Nominating/Corporate Governance and Compensation Committees

The NYSE corporate governance standards require that a listed company have a nomination/corporate governance committee and a compensation committee, each composed entirely of independent directors and each with a written charterInternal Rules that addressesaddress certain duties. However, as a controlled company, Braskem would not be required to comply with these requirements if it were a U.S. domestic company.

Braskem is not required under Brazilian lawCorporate Law to have, and accordingly does not have, a nominating/corporate governance committee or a compensation committee. Currently, all of Braskem’s directors are nominated by certain of its shareholders, including Odebrecht,Novonor S.A., pursuant to shareholders agreements and Braskem’sby-laws.

Braskem is not required under Brazilian law to have a compensation committee. However, Braskem has a personnelthe Personnel and organization committee,Organization Committee, which is a subcommitteecommittee of its board of directors whichthat is responsible for, among other things, analyzing proposals and making recommendations to Braskem’s board of directors with respect to the total compensation paid to Braskem’s management, including Braskem’s chief executive officer. This committee, however, does not evaluate the performance of the chief executive officer in light of corporate goals and objectives. things:

·contributes to the preparation and oversight of the effective compliance regarding rules that govern the nomination of members of the board of directors, of its supporting committees and statutory executive Board;
·evaluate, prior to board of directors’ analysis, the CEO’s proposal regarding the statutory executive board’s composition, as well as its possible alternate; and
·analyze, prior to board of directors’ analysis, market references regarding the parameters and criteria presented by the Company’s management for administrators’ compensation and to submit a proposal for board of directors’ approval; and
·contribute with the board of directors in the annual performance assessment of the CEO based on the targets defined in its action plan and approved by the board of directors, and to analyze the results of the annual performance assessment held by the CEO of members of the statutory executive board, which results shall be presented to the board of directors.

Under Brazilian CorporationCorporate Law, Braskem’s shareholders establish the aggregateglobal or the individual compensation of its directors and executive officers, including benefits and allowances, at a general shareholder’s meeting based on the recommendation of Braskem’s board of directors. Under Braskem’s Bylaws, the shareholders establish de global compensation and the board of directors establishes the individual compensation.

224

Audit Committee and Audit Committee Additional Requirements

The NYSE corporate governance standards require that a listed company have an audit committee with a written charterInternal Rules that addressesaddress certain specified duties and that is composed of at least three independent members, all of whom satisfy the independence requirements of Rule10A-3 under the Exchange Act and Section 303A.02 of the NYSE’s Listed Company Manual.

As a foreign private issuer that qualifies for the general exemption from the listing standards relating to audit committees set forth inSection 10A-3(c)(3) under the Exchange Act, Braskem is not subject to the independence requirements of the NYSE corporate governance standards. See “Item 16D. Exemptions From the Listing Standards for Audit Committees.”

The SEC has recognized that, for foreign private issuers, local legislation may delegate some of the functions of the audit committee to other bodies. We established the CCAE upon approval at the board of directors meeting held on November 9, 2021. Our CCAE meets the requirements for the exemption available to foreign private issuers under paragraph (c)(3) of Rule 10A-3 under the Exchange Act. The CCAE is not the equivalent of, or wholly comparable to, a U.S. audit committee. Among other differences, it is not required to meet the standards of “independence” established in Rule 10A-3 and is not fully empowered to act on all the matters that are required by Rule 10A-3 to be within the scope of an audit committee’s authority.

Shareholder Approval of Equity Compensation Plans

The NYSE corporate governance standards require that shareholders of a listed company must be given the opportunity to vote on all equity compensation plans and material revisions thereto, subject to certain exceptions.

Under the Instruction No. 567/2009 of the Brazilian Corporation Law,Securities Commission (Comissão de Valores Mobiliários – “CVM”), shareholderpre-approval is required for the adoption and revision of any equity compensation plans. Braskem does not currently have anyOn March 21st, 2018, our shareholders approved our Long Term Incentive Plan, which is an equity incentive compensation plans.plan that provides the yearly opportunity for certain members of our Company, selected by the Board of Directors, to voluntarily adhere to the plan by acquisition of our shares and receive matching shares after the vesting period of three years provided the member continuously holds the shares acquired and remains a member of the company during the entire vesting period.

Corporate Governance Guidelines

The NYSE corporate governance standards require that a listed company must adopt and disclose corporate governance guidelines that address certain minimum specified standards which include: (1) director qualification standards; (2) director responsibilities; (3) director access to management and independent advisors; (4) director compensation; (5) director orientation and continuing education; (6) management succession; and (7) annual performance evaluation of the board of directors.

Braskem has adopted the BM&FBOVESPA’sBrazilian Stock Exchange (B3 S.A. - Brasil, Bolsa e Balcão) corporate governance rules for Level 1 companies and must also comply with certain corporate governance standards set forth under Brazilian CorporationCorporate Law. See “Item 9. The Offer and Listing—Trading on the BM&FBOVESPA—BM&FBOVESPA Corporate Governance Standards.B3.” The Level 1 rules do not require Braskem to adopt and disclose corporate governance guidelines covering the matters set forth in the NYSE’s corporate governance standards. However, certain provisions of Brazilian CorporationCorporate Law that are applicable to Braskem address certain aspects of director qualifications standards and director responsibilities.

Code of Business Conduct and Ethics

The NYSE corporate governance standards require that a listed company must adopt and disclose a code of business conduct and ethics for directors, officers and employees and promptly disclose any waivers of the code for directors or officers. Each code of business conduct and ethics should address the following matters:

225

(1) conflicts of interest; (2) corporate opportunities; (3) confidentiality; (4) fair dealing; (5) protection and proper use of company assets; (6) compliance with laws, rules and regulations (including insider trading laws); and (7) encouraging the reporting of any illegal or unethical behavior.

Braskem has adopted a codeCode of business conductConduct applicable to its directors, officers and employees, which addresses each of the items listed above. Braskem’s codeCode of business conductConduct is available on Braskem’sour investor relations website at www.braskem.com.br. The information included on our website or that might be accessed through our website is not included in this annual report and is not incorporated into this annual report by reference. No waivers of the provisions of the codeCode of business conductConduct are permitted, except thatif the restrictions on outside activities do not apply to Braskem’s directors and members of its fiscal council.

The main purpose of Braskem’s Code of Conduct is to establish the principles, values and standards that guide the business conduct of Team Members in their internal and external relations. Braskem also has a Code of Conduct for Contractors, which focuses on its relations with suppliers and partners.

ITEM 16H. MINE SAFETY DISCLOSUREItem 16H.Mine Safety Disclosure

The information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and this Item is included in exhibit 99.01.99.01.

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PART III

ITEM 17. FINANCIAL STATEMENTSItem 17.Financial Statements

We have responded to Item 18 in lieu of responding to this item.

ITEM 18. FINANCIAL STATEMENTSItem 18.Financial Statements

Reference is made to Item 19 for a list of all financial statements filed as part of this annual report.

ITEM 19. EXHIBITSItem 19.Exhibits

(a) Financial Statements

Independent Auditor’s Reports on the Consolidated Financial StatementsF-1
Management’s Report on Internal Controls overConsolidated Statement of Financial ReportingF-2
Attestation Report of the Registered Public Accounting FirmF-3
Report of Independent Registered Public Accounting FirmF-4
Consolidated Balance SheetsPosition as of December 31, 20162021, 2020 and 20152019F-6F-5
Consolidated StatementsStatement of Operations for the years endedProfit or Loss as of December 31, 2016, 20152021, 2020 and 20142019F-8F-7
Consolidated StatementsStatement of Comprehensive Income for the years endedas of December 31, 2016, 20152021, 2020 and 20142019F-9F-8
StatementsConsolidated Statement of Changes in Equity for the years endedas of December 31, 2016, 20152021, 2020 and 20142019F-10F-9
Consolidated StatementsStatement of Cash Flows for the years endedas of December 31, 2016, 20152021, 2020 and 20142019F-12F-11
Notes to the Consolidated Financial StatementsF-13

(b) List of Exhibits

Exhibit Number

Exhibit

Exhibit
Number
 Exhibit
1.01
1.01By-laws,Bylaws of Braskem S.A., as amended (English translation) (incorporated by reference to Exhibit 1.11 to Form20-F 6-K of Braskem S.A. filed on May 5, 2016)August 2, 2021).
2.01
2.01Amended and Restated Form of Deposit Agreement, dated as of March 3, 2008,January 4, 2017, among Braskem S.A., JP Morgan ChaseThe Bank N.A.of New York Mellon, as Depositary, and all Owners and holders from time to timeHolders of American Depositary Shares issued thereunder (incorporated by reference to Exhibit 1 to FormF-6 of Braskem S.A. filed on August 12, 2013)December 22, 2016).
2.02Description of Securities.
2.023.01The total amount of long-term debt securities of our company and its subsidiaries under any one instrument does not exceed 10% of the total assets of our company and its subsidiaries on a consolidated basis. We agree to furnish copies of any or all such instruments to the SEC upon request.
3.01Shareholders’ Agreement of BRK Investimentos Petroquímicos S.A. and Braskem S.A., dated as of February 8, 2010, among Odebrecht S.A., Odebrecht Serviços e Participações S.A., Petróleo Brasileiro S.A. – Petrobras, and Petrobras Química S.A. – Petroquisa, and BRK Investimentos Petroquímicos S.A. and Braskem S.A., as intervening parties (English translation) (incorporated by reference to Exhibit 3.01 to Form20-F of Braskem S.A. filed on June 1, 2010).
3.02Memorandum of Understanding Regarding Shareholders Agreement, dated July 20, 2001, among Odebrecht Química S.A., Petroquímica da Bahia S.A., PETROS—Fundação Petrobras de Seguridade Social and PREVI—Caixa de Previdência dos Funcionários do Banco do Brasil (English translation) (incorporated by reference to Exhibit 3.05 to Form20-F of Braskem S.A. filed on June 30, 2003).
4.01Investment Agreement, dated as of January 22, 2010, among Odebrecht S.A., Odebrecht Serviços e Participações S.A., Petróleo Brasileiro S.A. – Petrobras, Petrobras Química S.A. – Petroquisa, Braskem S.A. and UNIPAR – União de Indústrias Petroquímicas S.A.(English translation) (incorporated by reference to Exhibit 4.02 to Form20-F of Braskem S.A. filed on June 1, 2010).
4.02Braskem S.A. Long-Term Incentive Plan (English translation)(incorporated by reference to Exhibit 4.23 to Form20-F of Braskem S.A. filed on June 23, 2006).
4.03Amendment and Restatement of Section 7 of Braskem’s Long-Term Incentive Plan, adopted at Extraordinary Shareholder’s Meeting on April 7, 2006 (English translation)(incorporated by reference to Exhibit 4.24 to Form20-F of Braskem S.A. filed on June 23, 2006).

4.04Naphtha Purchase Agreement, dated as of December 23, 2015, between Petróleo Brasileiro S.A.—Petrobras and Braskem S.A. (English translation). (*Confidential treatment has been requested for certain portions omitted from this exhibit pursuant to Rule24b-2 under the Securities Exchange Act of 1934, as amended. Confidential portions of this Exhibit have been separately filed with the Securities and Exchange Commission.) (incorporated by reference to Exhibit 4.04 to Form20-F of Braskem S.A. filed on May 5, 2016).
8.01List of subsidiaries (incorporated by reference to note 2.1.1 to our audited consolidated financial statements included elsewhere in this annual report).
12.01Certification of Principal Executive Officer dated September 22, 2017 pursuant to Exchange Act Rules13a-15(e) and15d-15(e).
12.02Certification of Principal Financial Officer dated September 22, 2017 pursuant to Rules13a-15(e) and15d-15(e).
13.01Certifications of Principal Executive Officer and Principal Financial Officer dated September 22, 2017 pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
99.01Disclosure of Mine Safety and Health Administration Safety Data.

INDEX TO EXHIBITS

Exhibit
Number

Exhibit

1.01By-laws, as amended (English translation) (incorporated by reference to Exhibit 1.1 to Form20-F of Braskem S.A. filed on May 5, 2016).
2.01Amended and Restated Deposit Agreement, dated as of March  3, 2008, among Braskem S.A., JP Morgan Chase Bank, N.A. and all Owners and holders from time to time of American Depositary Shares issued thereunder (incorporated by reference to Exhibit 1 to FormF-6 of Braskem S.A. filed on August 12, 2013).
2.02The total amount of long-term debt securities of our company and its subsidiaries under any one instrument does not exceed 10% of the total assets of our company and its subsidiaries on a consolidated basis. We agree to furnish copies of any or all such instruments to the SEC upon request.
3.01Shareholders’ Agreement of BRK Investimentos Petroquímicos S.A. and Braskem S.A., dated as of February 8, 2010, among Odebrecht S.A., Odebrecht Serviços e Participações S.A., Petrobras Química S.A. – Petroquisa, Petróleo Brasileiro S.A. – Petrobras, and Petrobras Química S.A. – Petroquisa, and BRK Investimentos Petroquímicos S.A. and Braskem S.A., as intervening parties (English translation), as amended on September 24, 2018 and as adhered to by OSP Investimentos S.A. on December 31, 2018 (incorporated by reference to Exhibit 3.011 to Form20-F 6-K of Braskem S.A. filed on June 1, 2010)February 28, 2019).
3.02
3.02MemorandumSecond Amendment to the Shareholders’ Agreement of Understanding Regarding Shareholders Agreement, dated July  20, 2001, among Odebrecht QuímicaBRK Investimentos Petroquímicos S.A. and Braskem S.A., Petroquímica da Bahiaentered into by Novonor S.A., PETROS—Fundaç – Em Recuperação Judicial, NSP Investimentos S.A. – Em Recuperação Judicial, and Petróleo Brasileiro S.A. – Petrobras, de Seguridade Social and PREVI—Caixa de Previdência dos Funcionários do Banco do Brasilon December 15, 2021 (English translation) (incorporated by reference to Exhibit 3.051 to Report on Form20-F 6-K of Braskem S.A. filed on June 30, 2003).December 16, 2021.
4.03
4.01Investment Agreement, dated asRestricted Share Award Plan of January  22, 2010, among Odebrecht S.A., Odebrecht Serviços e Participações S.A., Petróleo Brasileiro S.A. – Petrobras, Petrobras Química S.A. – Petroquisa, Braskem S.A. and UNIPAR – União de Indústrias Petroquímicas S.A.approved at the Extraordinary Shareholders’ Meeting held on March 21, 2018 (English translation) (incorporated by reference to Exhibit 4.021 to Form20-F 6-K of Braskem S.A. filed on June 1, 2010)March 22, 2018).


4Note to draft: Exhibits to be updated.

227

4.04
4.02Braskem S.A. Long-Term Incentive Plan (English translation)(incorporated by reference to Exhibit 4.23 to Form20-FEnglish Summary of Braskem S.A. filed on June 23, 2006).
4.03Amendment and Restatement of Section  7 of Braskem’s Long-Term Incentive Plan, adopted at Extraordinary Shareholder’s Meeting on April  7, 2006 (English translation)(incorporated by reference to Exhibit 4.24 to Form20-F of Braskem S.A. filed on June 23, 2006).
4.04Petrochemical Naphtha Purchase and Sale Agreement dated as of December  23, 2015, betweenby and Between Petróleo Brasileiro S.A.Petrobras and Braskem S.A. (English translation). (*Confidential treatment has been requested for certain portions omitted from this exhibit pursuant to Rule24b-2 under the Securities Exchange Act of 1934, as amended. Confidential portions of this Exhibit have been separately filed with the Securities and Exchange Commission.)dated June 8, 2020 (incorporated by reference to Exhibit 4.04 to Form20-F of Braskem S.A. filed on May 5, 2016)14, 2021).
4.05English Summary of Petrochemical Naphtha Purchase and Sale Agreement by and Between Petróleo Brasileiro S.A. – Petrobras and Braskem S.A. dated June 8, 2020 (incorporated by reference to Exhibit 4.05 to Form 20-F of Braskem S.A. filed on May 14, 2021).
8.014.06English Summary of Petrochemical Naphtha Purchase and Sale Agreement by and Between Petróleo Brasileiro S.A. – Petrobras and Braskem S.A. dated June 8, 2020 (incorporated by reference to Exhibit 4.06 to Form 20-F of Braskem S.A. filed on May 14, 2021).
4.07English Summary of Petrochemical Naphtha Purchase and Sale Agreement by and Between Petróleo Brasileiro S.A. – Petrobras and Braskem S.A. dated December 22, 2020 (incorporated by reference to Exhibit 4.07 to Form 20-F of Braskem S.A. filed on May 14, 2021).
4.08English Summary of Ethane, Propane and Hydrogen Purchase and Sale Agreement by and Between Petróleo Brasileiro S.A. – Petrobras and Braskem S.A. dated December 22, 2020 (incorporated by reference to Exhibit 4.08 to Form 20-F of Braskem S.A. filed on May 14, 2021).
8.01List of subsidiaries (incorporated by reference to note 2.1.12.3 to our audited consolidated financial statements included elsewhere in this annual report).
11.01Code of Conduct of Braskem S.A.. as amended (English translation) (incorporated by reference to Exhibit 1 to Form 6-K of Braskem S.A. filed on April 20, 2021).
12.01Certification of Principal Executive Officer dated September 22, 2017April 27, 2022 pursuant to Exchange Act Rules13a-15(e) and15d-15(e).
12.02
12.02Certification of Principal Financial Officer dated September 22, 2017April 27, 2022 pursuant to Rules13a-15(e) and15d-15(e).
13.01
13.01Certifications of Principal Executive Officer and Principal Financial Officer dated September 22, 2017April 27, 2022 pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
99.01
99.01Disclosure of Mine Safety and Health Administration Safety Data.

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SIGNATURES

The registrant hereby certifies that it meets all of the requirements for filing on Form20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.

September 22, 2017Date: April 27, 2022

BRASKEM S.A.
By 

BRASKEM S.A.

By: /s/ Fernando MusaRoberto Lopes Pontes Simões

Name: Fernando Musa

Roberto Lopes Pontes Simões

Title: Chief Executive Officer

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INDEX TO FINANCIAL STATEMENTS

Independent Auditors’s Reports on the Consolidated Financial Statements (Auditor Firm ID: 1124)F-1
Management’s Report on Internal Controls OverConsolidated Statement of Financial ReportingF-2
Attestation Report of the Registered Public Accounting FirmF-3
Report of Independent Registered Public Accounting FirmF-4
Balance SheetPosition as of December 31, 20162021, 2020 and 20152019F-6F-5
Consolidated Statement of Operations for the years endedProfit or Loss as of December 31, 2016, 20152021, 2020 and 20142019F-8F-7
Consolidated Statement of Comprehensive Income for the years endedas of December 31, 2016, 20152021, 2020 and 20142019F-9F-8
Consolidated Statement of Changes in Equity for the years endedas of December 31, 2016, 20152021, 2020 and 20142019F-10F-9
Consolidated Statement of Cash Flows for the years endedas of December 2016, 201531, 2021, 2020 and 20142019F-12F-11
Notes to the Consolidated Financial StatementsF-13
230

Exhibit
Number

 F-13

Exhibit

2.02Description of Securities.
12.01Certification of Principal Executive Officer dated April 27, 2022 pursuant to Exchange Act Rules 13a-15(e) and 15d-15(e).
12.02Certification of Principal Financial Officer dated April 27, 2022 pursuant to Rules 13a-15(e) and 15d-15(e).
13.01Certifications of Principal Executive Officer and Principal Financial Officer dated April 27, 2022 pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
99.01Disclosure of Mine Safety and Health Administration Safety Data.

(a) Management’s report on internal controls over financial reporting

The management

231

KPMG Auditores Independentes

Rua Arquiteto Olavo Redig de Campos, 105, 6º andar - Torre A

04711-904 - São Paulo/SP - Brasil

Caixa Postal 79518 - CEP 04707-970 - São Paulo/SP - Brasil

Telefone +55 (11) 3940-1500

kpmg.com.br

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors
Braskem S.A. (“Braskem” or the “Company”), including the chief executive officer (“CEO”) and the chief financial officer (“CFO”), is responsible for establishing and maintaining adequate internal controls over financial reporting, as defined in Rule13a-15(f) under the U.S. Securities Exchange Act of 1934, as amended.:

Our internal control over financial reporting is a process designed by, or under the supervision of, our Chief Executive Officer and our Chief Financial Officer, and effected by our board of directors, management and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with InternationalOpinion on Internal Control Over Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

We have assessed the effectiveness of ouraudited Braskem S.A. and subsidiaries’ (the Company) internal control over financial reporting as of December 31, 2016,2021, based on the criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). BasedCommission. In our opinion, because of the effect of the material weakness, described below, on our evaluation and based on suchthe achievement of the objectives of the control criteria, managementthe Company has concluded that ournot maintained effective internal control over financial reporting was not effective as of December 31, 2016 because2021, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the material weaknesses described below.Treadway Commission.

Material WeaknessesWe also have audited, in Internal Control over Financial Reporting -accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated statements of financial position of the Company as of December 31, 2021 and 2020, the related consolidated statements of profit and loss, comprehensive income (loss), changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2021, and the related notes (collectively, the consolidated financial statements), and our report dated April 27, 2022 expressed an unqualified opinion on those consolidated financial statements.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim consolidated financial statements will not be prevented or detected on a timely basis. During our assessment of internal control over financial reporting as of December 31, 2016, we identified the following material weaknesses described below:

Control Environment – Tone at the top: the failure in the tone at the top as certain former executives directed or were aware of parallel procedures to override internal controls and allow our company to pay commission for services to export agents without the effective execution of such services.

Anti-corruption compliance program and controls: the failure to maintain effective anti-corruption compliance controls and programs designed to prevent and detect violations of the Foreign Corrupt Practices Act of 1977 (FCPA) and other applicable anti-corruption laws. This deficiency did not result in a misstatement of the 2016 financial statements, but the statements for 2015 and 2014 are restated retrospectively.

Controls related to certain payments:the failure to maintain effective controls related to manual payments, such as commissions for services to export agents, which permit payments to be made without the appropriate services being rendered by a rightful vendor. This deficiency did not result in a misstatement of the 2016 financial statements, but the statements for 2015 and 2014 are restated retrospectively.

Controls related to ledger accounts: the failure to maintain effective monitoring controls, controls over reconciliation and journal entries approval and review over the ledger accounts used to record accruals and payments of commissions to export agents. This deficiency did not result in a misstatement of the 2016 financial statements, but the statements for 2015 and 2014 are restated retrospectively.

Controls related to ledger accounts: the failure to maintain controls related to the recording of and monitoring overin-transit inventory (naphtha) in theyear-end for raw material (naphtha) import operations processed by one of the Company’s consolidated subsidiaries, Braskem Netherlands. This deficiency resulted in adjustments in the restated 2015 financial statements.

Controls related to long-term debt presentation and disclosure:the failure to design controls related tonon-financial covenants for long-term debt which led to an inadequate classification between long and short-term debt obligations in Braskem’s consolidated subsidiary, Braskem Idesa.

The material weaknesses could result in a misstatement of Braskem’s account balances or disclosures that would result in a material misstatements Braskem’s annual or interim consolidated financial statements that would not be prevented or detected.

Attestation report of the registered public accounting firm.

The effectiveness of the Company’s internal control over financial reporting as of December 31, 2016 has been audited by PricewaterhouseCoopers Auditores Independentes, an independent registered public accounting firm, as stated in their report which appears herein.

September 22, 2017

By: /s/ Fernando MusaBy:  /s/ Pedro van Langendonck Teixeira de Freitas
Name:Fernando MusaName: Pedro van Langendonck Teixeira de Freitas
Title: Chief Executive OfficerTitle: Chief Financial Officer

Report of Independent Registered

Public Accounting Firm

Tothe Board of Directors and Shareholders of Braskem S.A.

In our opinion, the accompanying consolidated balance sheets and the related consolidated statement of operations, comprehensive income, of statement of changes in equity and of cash flows present fairly, in all material respects, the financial position of Braskem S.A and its subsidiaries (the “Company”) at December 31, 2016 and 2015, and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2016 in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board. Also in our opinion, the Company did not maintain, in all material respects, effective internal control over financial reporting as of December 31,2016, based on criteria established in Internal Control - Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) because the following material weaknesses in internal control over financial reporting existed as of that date: (i) failure in the tone at the top as certain former executives directed or were aware of parallel procedures to override internal controls and allow the Company to pay commission for services to export agents without the effective execution of such services; (ii) failure to maintain effective anti-corruption compliance controls and programs designed to prevent and detect violations of the Foreign Corrupt Practices Act of 1977 (FCPA) and other applicable anti-corruption laws; (iii) failure to maintain effective controls related to manual payments, such as commissions for services to export agents, which permit payments to be made without the appropriate services being rendered by a rightful vendor; (iv) failure to maintain effective monitoring controls, controls over reconciliation and journal entries approval and review over the ledger accounts used to record accruals and payments of commissions to export agents; (v) failure to maintain controls related to the recording of and monitoring over in-transit inventory in the year-end for raw material import operations processed by one of the Company’s consolidated subsidiaries, Braskem Netherlands and (vi) failure in the design of controls related to non-financial covenants for long-term debt which led to an inadequate classification between long and short-term debt obligations in Braskem’s consolidated subsidiary, Braskem Idesa.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis. TheA material weaknesses referredweakness has been identified and included in management’s assessment related to above are describedineffective controls over the realization of the hedged items for certain debt at Braskem Idesa, a Mexican subsidiary due to failure over the hedge accounting control execution that was not executed with the proper precision to capture the failure and was not designed to facilitate its understanding and execution, lack of robustness of the supporting documentation of the hedge accounting controls to identify the issue and improper training, of the people involved in operating the accompanying Management’s Report on Internal Control over Financial Reporting appearing under Item 15 incontrol, regarding the Company’s 2016 Form 20-F. Weunderstanding of unusual transactions, such as prepayment of the hedge accounting instrument. This material weakness was considered these material weaknesses in determining the nature, timing, and extent of audit tests applied in our audit of the 20162021 consolidated financial statements, and our opinion regarding the effectiveness of the Company’s internal control over financial reportingthis report does not affect our opinionreport on those consolidated financial statements.

F-1

Basis for Opinion

The Company’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in management’s report referred to above.the accompanying Management’s Annual Report on Internal Control over Financial Reporting appearing under Item 15 of the Company’s Annual Report on Form 20-F. Our responsibility is to express opinions on these financial statements andan opinion on the Company’s internal control over financial reporting based on our integrated audits. audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our auditsaudit in accordance with the standards of the Public Company Accounting Oversight Board (United States).PCAOB. Those standards require that we plan and perform the auditsaudit to obtain reasonable assurance about whether the financial statements are free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our auditsaudit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provideaudit provides a reasonable basis for our opinions.

opinion.

Braskem S.A.

As discussed in Note 2.4 to the consolidated financial statements, the consolidated financial statements for 2015Definition and 2014 are restated retrospectively to reflect taxes which were due from prior years and that were recognized fiscally and paid in 2016 in the amountLimitations of R$251,917 thousand and R$229,311 thousand respectively and R$30,268 thousand and R$20,015 thousand as an adjustment to the account Deferred Income Tax and Social Contribution.Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i)(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii)(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii)(3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ PricewaterhouseCoopers

KPMG Auditores Independentes Ltda.

Salvador,São Paulo, Brazil September 22, 2017
April 27, 2022

F-2

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors

Braskem S.A.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated statement of financial position of Braskem S.A. and subsidiaries (the Company) as of December 31, 2021 and 2020, the related consolidated statements of profit or loss, comprehensive income (loss), changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2021, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2021, in conformity with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2021, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated April 27, 2022, expressed an adverse opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion. 

F-3

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter or on the accounts or disclosures to which they relate.

Evaluation of the provision and disclosures related to geological phenomenon in Alagoas State

As discussed in note 26 to the consolidated financial statements, the Company has recorded a provision related to the geological phenomenon in the vicinity of the Company’s salt mining wells in the state of Alagoas of R$ 7,661,259 thousand as of December 31, 2021. The provision is for the estimated future outflows of resources required to settle the Company’s commitments under an agreement signed with the Brazilian government authorities following the occurrence of the geological phenomenon. These commitments include taking measures to close and stabilize the salt mines, relocating and compensating residents and businesses in the region and adopting actions and measures in vacated areas, urban mobility and social compensation.

We identified the evaluation of the provision and disclosures related to the salt mining activities in Alagoas as a critical audit matter. The evaluation of the estimates and assumptions used by the Company to determine the provision amount required challenging auditor judgment and the use of professionals with specialized skills and knowledge.

The key estimates and assumptions related to the extent and cost of the remediation actions required to stabilize and close the wells, the market value of the properties of residents and businesses in the region, the other costs to relocate and compensate the residents and business owners, and the costs of the social and urban actions.

The primary procedures we performed to address this critical audit matter included the following:

We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s estimation process, including controls related to assumptions used in the estimation process and evaluation of information from external and internal experts, as well as controls over the financial statement disclosures.

We involved infrastructure valuation professionals, with specialized skills and knowledge, who assisted in:

·evaluating the technical appraisal reports regarding the stability of the salt mining wells and the required remediation actions to stabilize and close the wells, the remediation plans established by the Company and the Company’s estimate of the significant costs to implement these plans;
·evaluating the assumptions used by the Company to estimate the market value of properties and the significant components of the other cost to relocate and compensate the residents and business owners impacted by the geological phenomenon, by comparing them to internal and external information, as applicable, including publicly available information on real estate values in the region and property size and, contracts with third party service providers; and
·performing a sensitivity analysis of certain of the assumptions used by the Company to estimate the market value of properties and the significant components of other costs to relocate and compensate the residents and business owners impacted by the geological phenomenon.

We assessed the adequacy of the disclosures related to the geological phenomenon in Alagoas State.

KPMG Auditores Independentes Ltda.

We have served as the Company’s auditor since 2018.

São Paulo, Brazil
April 27, 2022

F-4

Balance sheetBraskem S.A.

Statement of consolidated financial position at December 31

All amounts in thousands of reais    Reais

         
Assets   Note 2021 2020
         
Current assets        
Cash and cash equivalents   5             8,680,686           13,862,852
Financial investments   6             3,492,710             3,627,227
Trade accounts receivable   7             7,153,565             4,731,979
Inventories   8           16,335,101             8,383,650
Taxes recoverable   10             1,428,658             1,192,665
Recoverable income taxes   22.1             1,189,812             1,547,916
Prepaid expenses                    435,441                344,867
Derivatives   20.5                   33,816                   33,769
Other receivables                    543,656                465,319
         
Current Assets               39,293,445           34,190,244
         
Non-current assets        
Financial investments   6                   16,845                   15,564
Trade accounts receivable   7                   13,395                   23,229
Inventories   8                                                  18,036
Taxes recoverable   10             1,252,058             1,072,737
Recoverable income taxes   22.1                230,069                   72,267
Deferred tax assets   22.2             8,257,252             8,529,972
Judicial deposits                     194,212                196,911
Derivatives   20.5                          51                   34,091
Other receivables                    365,652                227,480
Investments   11                   58,923                   43,153
Property, plant and equipment   12           37,225,130           35,929,149
Intangible assets   13             2,877,299             2,828,691
Right of use of assets   14.1             2,780,037             2,902,395
         
Non-Current Assets               53,270,923           51,893,675
         
Total assets               92,564,368           86,083,919

Assets  Note  2016   2015   1/1/2015 
   2.4      Restated   Restated 

Current assets

       

Cash and cash equivalents

   6   6,701,864    7,043,262    3,891,271 

Financial investments

   7   1,190,483    414,893    194,431 

Trade accounts receivable

   8   1,634,137    2,755,708    2,409,146 

Inventories

   9   5,238,014    6,108,697    5,619,322 

Taxes recoverable

   11   826,015    1,312,341    2,152,121 

Dividends and interest on capital

   10   14,986    1,998   

Prepaid expenses

    101,747    166,170    99,469 

Related parties

   10     10,507    66,616 

Derivatives operations

   17.3   8,387    53,662    33,555 

Other receivables

    180,915    272,530    282,213 
   

 

 

   

 

 

   

 

 

 
    15,896,548    18,139,768    14,748,144 
   

 

 

   

 

 

   

 

 

 

Non-current assets held for sale

   5   359,704     
    16,256,252    18,139,768    14,748,144 
   

 

 

   

 

 

   

 

 

 

Non-current assets

       

Financial investments

   7     46,193    42,494 

Trade accounts receivable

   8   70,236    19,822    25,050 

Advances to suppliers

   9   61,533    135,046    68,988 

Taxes recoverable

   11   1,088,353    1,317,760    1,059,132 

Deferred income tax and social contribution

   20(c)   1,653,115    3,204,666    886,081 

Judicial deposits

    233,320    277,093    230,945 

Related parties

   10     144,633    138,501 

Insurance claims

    50,653    63,199    143,932 

Derivatives operations

   17.3   29,308    12,280    39,350 

Other receivables

    140,971    192,193    86,024 

Investments in subsidiaries and jointly-controlled investments

   12   92,313    86,354    126,535 

Property, plant and equipment

   13   29,336,710    34,100,289    29,070,958 

Intangible assets

   14   2,809,087    2,887,604    2,835,728 
   

 

 

   

 

 

   

 

 

 
    35,565,599    42,487,132    34,753,718 
   

 

 

   

 

 

   

 

 

 

Total assets

    51,821,851    60,626,900    49,501,862 
   

 

 

   

 

 

   

 

 

 

The Management notes are an integral part of the consolidated financial statements.

F-5

Braskem S.A.

Balance sheet

Statement of consolidated financial position at December 31

All amounts in thousands of reaisContinued

Liabilities and shareholders’ equity  Note  2016  2015  1/1/2015 
   2.4     Restated  Restated 

Current liabilities

     

Trade payables

    6,545,136   12,373,555   10,839,875 

Borrowings

   15   2,594,463   1,969,993   1,419,470 

Braskem Idesa borrowings

   16   10,437,791   302,266   26,462 

Derivatives operations

   17.3   29,042   57,760   95,626 

Payroll and related charges

    562,455   610,286   533,373 

Taxes payable

   18   624,080   1,003,273   233,434 

Dividends

   26(b)   3,083   753,668   215,888 

Advances from customers

   21   203,216   119,680   99,750 

Leniency agreement

   23.3 and 30   1,354,492   

Sundry provisions

   22   112,891   93,942   88,547 

Post-employment benefits

   24.2.3     336,357 

Other payables

   25   476,262   358,572   197,808 
   

 

 

  

 

 

  

 

 

 
    22,942,911   17,642,995   14,086,590 
   

 

 

  

 

 

  

 

 

 

Non-current liabilities held for sale

   5   95,396   
    23,038,307   17,642,995   14,086,590 
   

 

 

  

 

 

  

 

 

 

Non-current liabilities

     

Trade payables

    201,686   57,148  

Borrowings

   15   20,736,604   25,380,518   18,926,729 

Braskem Idesa borrowings

   16    11,975,167   7,551,033 

Derivatives operations

   17.3   861,302   1,119,741   594,383 

Taxes payable

   18   24,097   26,716   260,010 

Loan tonon-controlling shareholder of Braskem Idesa

   19   1,620,519   1,538,784   792,188 

Deferred income tax and social contribution

   20(c)   510,523   772,828   627,011 

Post-employment benefits

   24.2   162,136   170,237   114,478 

Advances from customers

   21   162,955   31,116   88,402 

Contingencies

   23   985,237   554,481   408,711 

Leniency agreement

   23.3 and 30   1,498,738   

Sundry provisions

   22   206,245   99,491   96,966 

Other payables

   25   92,792   312,189   358,303 
   

 

 

  

 

 

  

 

 

 
    27,062,834   42,038,416   29,818,214 
   

 

 

  

 

 

  

 

 

 

Shareholders’ equity

   26    

Capital

    8,043,222   8,043,222   8,043,222 

Capital reserve

    232,430   232,430   232,430 

Revenue reserves

    834,616   2,882,019   736,180 

Other comprehensive income

    (6,321,859  (9,060,710  (2,943,172

Treasury shares

    (49,819  (49,819  (48,892

Accumulated losses

     (416,768  (278,177
   

 

 

  

 

 

  

 

 

 

Total attributable to the Company’s shareholders

    2,738,590   1,630,374   5,741,591 
   

 

 

  

 

 

  

 

 

 

Non-controlling interest in Braskem Idesa

    (1,017,880  (684,885  (144,533
   

 

 

  

 

 

  

 

 

 
    1,720,710   945,489   5,597,058 
   

 

 

  

 

 

  

 

 

 

Total liabilities and shareholders’ equity

    51,821,851   60,626,900   49,501,862 
   

 

 

  

 

 

  

 

 

 

The Management notes are an integral part of the financial statements.

Braskem S.A.

Statement of operations

Years ended December 31

All amounts in thousands of reaisReais

Liabilities and shareholders' equityNote 2021 2020
      
Current liabilities     
Trade payables15      12,053,266         9,946,315
Borrowings16        1,343,494         1,318,931
Braskem Idesa borrowings17             86,765         7,660,128
Debentures18             59,088               54,436
Derivatives20.5           256,131             592,251
Payroll and related charges         1,170,346             814,566
Taxes payable21        1,012,116             952,689
Income taxes payable         1,672,844             284,129
Dividends              10,538                 5,456
Advances from customers            204,666             287,449
Leniency agreement25           353,385             397,036
Sundry provisions23           465,051             362,407
Other payables         1,452,396             466,341
Provision - geological event in Alagoas26        4,378,071         4,349,931
Lease14.2           675,366             895,109
      
Current Liabilities       25,193,523       28,387,174
      
Non-current liabilities     
Trade payables15           111,464                 7,233
Borrowings16      33,553,766       40,413,192
Braskem Idesa borrowings17      12,224,770         4,399,110
Debentures18           137,830             181,679
Derivatives20.5           362,915             558,913
Taxes payable21           260,497                 1,370
Loan to non-controlling shareholders of Braskem Idesa9        3,646,538         3,222,493
Income taxes payable                576,174
Deferred tax liabilities 22.2        1,407,434         1,234,398
Post-employment benefits27.3(a)           487,697             472,074
Advances from customers            257,858             382,478
Contingencies24.1        1,153,830         1,151,087
Leniency agreement25           769,911         1,077,314
Sundry provisions23           824,212             511,801
Provision - geological event in Alagoas26        3,283,188         4,825,846
Other payables            204,059             235,324
Lease14.2        2,481,048         2,312,777
      
Non-Current Liabilities       61,167,017       61,563,263
      
Shareholders' equity28    
Capital         8,043,222         8,043,222
Capital reserve                 3,473  
Profit reserves         3,483,935  
Additional paid in capital          (488,388)           (488,388)

Long-term incentive plans 

  31,932 31,609
Other comprehensive income       (3,170,158)       (5,209,498)
Treasury shares            (38,197)             (49,704)
Accumulated losses          (4,529,547)
      
Total attributable to the  Company's shareholders         7,865,819       (2,202,306)
      
Non-controlling interest in subsidiaries       (1,661,991)       (1,664,212)
      
Shareholders’ Equity         6,203,828       (3,866,518)
      
Total liabilities and shareholders' equity       92,564,368       86,083,919

Continued operations  Note   2016  2015  2014 
   2.4      Restated  Restated 

Net sales revenue

   28    47,663,988   46,879,989   45,135,897 

Cost of products sold

     (34,940,619  (36,728,023  (39,351,709
    

 

 

  

 

 

  

 

 

 
     12,723,369   10,151,966   5,784,188 
    

 

 

  

 

 

  

 

 

 

Income (expenses)

      

Selling and distribution

     (1,410,828  (1,083,156  (1,037,407

General and administrative

     (1,477,199  (1,280,470  (1,195,511

Research and development

     (162,010  (169,635  (128,133

Results from equity investments

     30,078   2,219   3,929 

Other income (expenses), net

   30    (3,752,163  (731,204  42,773 
    

 

 

  

 

 

  

 

 

 
     5,951,247   6,889,720   3,469,839 
    

 

 

  

 

 

  

 

 

 

Financial results

   31     

Financial expenses

     (3,570,962  (3,163,402  (2,716,382

Financial income

     690,122   584,933   399,869 

Exchange rate variations, net

     (3,210,417  102,910   (84,116
    

 

 

  

 

 

  

 

 

 
     (6,091,257  (2,475,559  (2,400,629
    

 

 

  

 

 

  

 

 

 

Profit (loss) before income tax and social contribution

     (140,010  4,414,161   1,069,210 
    

 

 

  

 

 

  

 

 

 

Current and deferred income tax and social contribution

     (616,046  (1,660,354  (491,028
    

 

 

  

 

 

  

 

 

 

Profit (loss) for the year of continued operations

     (756,056  2,753,807   578,182 
    

 

 

  

 

 

  

 

 

 

Discontinued operations results

      

Profit (loss) from discontinued operations

     40,760   16,827   (3,992

Current and deferred income tax and social contribution

     (13,901  (10,445  4,042 
    

 

 

  

 

 

  

 

 

 
     26,859   6,382   50 

Profit (loss) for the year

     (729,197  2,760,189   578,232 
    

 

 

  

 

 

  

 

 

 

Attributable to:

      

Company’s shareholders

     (411,472  3,001,720   715,995 

Non-controlling interest in Braskem Idesa

     (317,725  (241,531  (137,763
    

 

 

  

 

 

  

 

 

 

Profit (loss) for the year

     (729,197  2,760,189   578,232 
    

 

 

  

 

 

  

 

 

 

The Management notes are an integral part of the consolidated financial statements.

F-6

Braskem S.A.

Statement of comprehensive incomeconsolidated profit or loss

Years ended December 31

All amounts in thousands of reais,Reais, except earnings (loss) per share

  Note 2021 2020 2019
         
Net revenue 30      105,625,201         58,543,494         52,323,525
Cost of products sold 34       (73,568,231)       (47,331,414)       (45,879,118)
         
Gross profit           32,056,970         11,212,080           6,444,407
         
Income (expenses)         
Selling and distribution 34         (2,055,640)         (1,852,055)         (1,783,455)
Loss for impairment of trade accounts receivable and others from clients 34                 (8,914)              (55,252)                 (7,069)
General and administrative  34         (2,522,127)         (1,918,747)         (2,224,180)
Research and development 34            (296,583)            (250,648)             (247,730)
Results from equity-accounted investees 11(b)                   4,644              (19,398)                 10,218
Other income 32           1,534,487              750,749           2,408,434
Other expenses 32         (2,669,290)         (7,938,621)         (4,446,942)
         
Profit (loss) before net financial expenses and taxes           26,043,547              (71,892)               153,683
         
Financial results 33      
Financial expenses            (5,907,155)         (4,913,365)         (3,882,785)
Financial income             1,827,438              600,184               850,554
Exchange rate variations, net           (4,002,807)         (5,298,711)         (1,724,520)
         
Finance income (cost)           (8,082,524)         (9,611,892)         (4,756,751)
         
Profit (loss) before income tax           17,961,023         (9,683,784)         (4,603,068)
         
Income taxes 22.1(c)         (3,999,403)           2,668,478           1,962,670
         
Net profit (loss) for the year           13,961,620         (7,015,306)         (2,640,398)
         
Attributable to:        
Company's shareholders           13,984,946         (6,691,720)         (2,540,995)
Non-controlling interest in subsidiaries                (23,326)            (323,586)               (99,403)
         
Profit (loss) for the year           13,961,620         (7,015,306)         (2,640,398)
         
Earnings (loss) per share - R$ 29      
Basic        
Common                17.5747              (8.4068)               (3.1922)
Preferred shares class "A"                17.5749              (8.4068)               (3.1922)
Preferred shares class "B"                  0.5798              (8.4068)               (3.1922)
         
Diluted        
Common                17.5747              (8.4068)               (3.1922)
Preferred shares class "A"                17.5242              (8.3769)               (3.1809)
Preferred shares class "B"                  0.5798              (8.4068)               (3.1922)

   Note  2016  2015  2014 
   2.4     Restated  Restated 

Profit (loss) for the year

    (729,197  2,760,189   578,232 

Other comprehensive income or loss:

     

Items that will be reclassified subsequently to profit or loss

     

Fair value of cash flow hedge

    215,510   (621,991  (352,700

Income tax and social contribution

    (75,333  206,315   116,532 

Fair value of cash flow hedge from jointly-controlled

    (3,309  2,295  
   

 

 

  

 

 

  

 

 

 
    136,868   (413,381  (236,168

Exchange variation of foreign sales hedge - Parent company

   17.4(a.i)   4,121,849   (8,437,079  (2,119,069

Sales Hedge - transfer to profit or loss

   17.4(a.i)   1,297,910   

Income tax and social contribution on exchange variation - Parent company

    (1,842,718  2,868,607   720,483 

Exchange variation of foreign sales hedge - Braskem Idesa

   17.4(a.ii)   (1,995,065  (1,589,544  (656,783

Sales Hedge - transfer to profit or loss - Braskem Idesa

   17.4(a.ii)   59,834   

Income tax on exchange variation - Braskem Idesa

    581,304   476,518   197,035 
   

 

 

  

 

 

  

 

 

 
    2,223,114   (6,681,498  (1,858,334

Foreign subsidiaries currency translation adjustment

    339,296   653,349   147,272 
   

 

 

  

 

 

  

 

 

 

Total

    2,699,278   (6,441,530  (1,947,230
   

 

 

  

 

 

  

 

 

 

Items that will not be reclassified to profit or loss

     

Defined benefit plan actuarial loss, net of taxes

    (4,119  (849 

Post-employment plans - Health plan, net of taxes

     (8,280  (7,452
   

 

 

  

 

 

  

 

 

 

Total

    (4,119  (9,129  (7,452
   

 

 

  

 

 

  

 

 

 

Total comprehensive income (loss) for the year

    1,965,962   (3,690,470  (1,376,450
   

 

 

  

 

 

  

 

 

 

Attributable to:

     

Company’s shareholders

    2,355,580   (3,087,616  (1,094,801

Non-controlling interest in Braskem Idesa

    (389,618  (602,854  (281,649
   

 

 

  

 

 

  

 

 

 

Total comprehensive income (loss) for the year

    1,965,962   (3,690,470  (1,376,450
   

 

 

  

 

 

  

 

 

 
      Basic and diluted 
   Note  2016  2015  2014 
         Restated  Restated 

Profit (loss) per share attributable to the shareholders of the Company of continued operations at the end of the year (R$)

   27    

Earnings per share - common

    (0.5511  3.7651   0.8995 

Earnings per share - preferred shares class “A”

    (0.5511  3.7651   0.8995 

Earnings per share - preferred shares class “B”

     0.6065   0.6062 
   

 

 

  

 

 

  

 

 

 

Profit per share attributable to the shareholders of the Company of discontinued operations at the end of the year (R$)

     

Earnings per share - common

    0.0338   0.0081   0.0001 

Earnings per share - preferred shares class “A”

    0.0338   0.0080   0.0001 
   

 

 

  

 

 

  

 

 

 

Profit (loss) per share attributable to the shareholders of the Company at the end of the year (R$)

     

Earnings per share - common

    (0.5173  3.7732   0.8996 

Earnings per share - preferred shares class “A”

    (0.5173  3.7731   0.8996 

Earnings per share - preferred shares class “B”

     0.6065   0.6062 
   

 

 

  

 

 

  

 

 

 

The Management notes are an integral part of the financial statements.

The notes are an integral part of the consolidated financial statements.

F-7

Braskem S.A.

Statement of changes in equityconsolidated comprehensive income

Years ended December 31

All amounts in thousands of reaisReais

  Note 2021 2020 2019
         
Net profit (loss) for the year          13,961,620        (7,015,306)        (2,640,398)
         
Other comprehensive income:        
Items that will be reclassified subsequently to profit or loss        
Fair value of cash flow hedge               470,461           (600,390)                55,274
Deferred income taxes: cash flow hedge             (146,087)             202,832              (19,805)
Fair value of cash flow hedge from jointly-controlled, net of taxes                     (968)                  1,260                   (978)
Cash flow hedges,net of tax               323,406           (396,298)                34,491
         
Exchange variation of foreign sales hedge  20.6(a)        (1,910,274)        (6,881,183)           (856,068)
Sales Hedge - transfer to profit or loss  20.6(a)          1,903,004          2,194,059          1,385,121
Deferred income taxes: exchange variation                    2,472          1,593,622           (179,878)
Exchange variation of foreign sales hedge - Braskem Idesa  20.6(b)           (204,604)           (445,427)             464,806
Sales Hedge - transfer to profit or loss - Braskem Idesa  20.6(b)             507,228             471,728             267,146
Deferred income taxes: exchange variation - Braskem Idesa                (90,787)                (7,886)           (219,586)
Sales hedges, net of tax               207,039        (3,075,087)             861,541
         
Foreign subsidiaries currency translation adjustment            1,503,148          2,658,042             136,722
         
Total            2,033,593           (813,343)          1,032,754
         
Items that will not be reclassified to profit or loss        
Actuarial gain (loss) on defined benefit and heath plan, net of taxes                  23,014                   (647)           (109,628)
Loss on investments                           (84)
         
Total                  23,014                (647)              (109,712)
         
Total comprehensive income for the year          16,018,227        (7,829,296)        (1,717,356)
         
Attributable to:        
Company's shareholders          16,015,874        (7,108,541)        (1,657,941)
Non-controlling interest in subsidiaries                    2,353           (720,755)              (59,415)
         
Total comprehensive income for the year          16,018,227        (7,829,296)        (1,717,356)

The notes are an integral part of the consolidated financial statements.

F-8

     Attributed to shareholders’ interest       
           Revenue reserves           Total       
                 Additional  Other        Braskem  Non-controlling  Total 
        Capital  Legal  Retention  dividends  comprehensive  Treasury  Accumulated  shareholders’  interest in  shareholders’ 
  Note  Capital  reserve  reserve  of profits  proposed  income  shares  losses  interest  Braskem Idesa  equity 

At January 1, 2014 - previously disclosed

   8,043,222   232,430   26,895   28,412   354,842   (1,092,691  (48,892   7,544,218   137,116   7,681,334 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Adjustment of restatement and review

  2.4        (11,482   (130,108  (141,590   (141,590
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Opening balance at January 1, 2014 (restated)

   8,043,222   232,430   26,895   28,412   354,842   (1,104,173  (48,892  (130,108  7,402,628   137,116   7,539,744 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Comprehensive income for the year:

            

Profit for the year (restated)

          715,995   715,995   (137,763  578,232 

Exchange variation of foreign sales hedge, net of taxes

        (1,743,396    (1,743,396  (114,938  (1,858,334

Fair value of cash flow hedge, net of taxes

        (204,647    (204,647  (31,521  (236,168

Foreign currency translation adjustment (restated)

        144,699     144,699   2,573   147,272 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
        (1,803,344   715,995   (1,087,349  (281,649  (1,368,998

Equity valuation adjustments

            

Realization of additional property, plant and equipment price-level restatement, net of taxes

        (27,238   27,238    

Realization of deemed cost of jointly-controlled investment, net of taxes

        (965   965    

Post-employment plans - Health plan, net of taxes (restated)

        (7,452    (7,452   (7,452
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
        (35,655   28,203   (7,452   (7,452

Contributions and distributions to shareholders:

            

Prescribed dividends

          682   682    682 

Additional dividends approved by the General Meeting

       (354,842     (354,842   (354,842

Legal reserve

     44,647       (44,647   

Mandatory minimum dividends

          (212,076  (212,076   (212,076

Additional dividends proposed

       270,517     (270,517   

Retained earnings

      365,709      (365,709   
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
     44,647   365,709   (84,325    (892,267  (566,236   (566,236
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

At December 31, 2014 (restated)

   8,043,222   232,430   71,542   394,121   270,517   (2,943,172  (48,892  (278,177  5,741,591   (144,533  5,597,058 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Comprehensive income for the year:

            

Profit for the year (restated)

          3,001,720   3,001,720   (241,531  2,760,189 

Exchange variation of foreign sales hedge, net of taxes

        (6,403,241    (6,403,241  (278,257  (6,681,498

Fair value of cash flow hedge, net of taxes (restated)

        (395,729    (395,729  (17,652  (413,381

Foreign currency translation adjustment (restated)

        718,763     718,763   (65,414  653,349 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
        (6,080,207   3,001,720   (3,078,487  (602,854  (3,681,341

Equity valuation adjustments

            

Realization of additional property, plant and equipment price-level restatement, net of taxes

        (27,236   27,236    

Realization of deemed cost of jointly-controlled investment, net of taxes

        (966   966    

Actuarial loss with post-employment benefits, net of taxes

        (849    (849   (849

Post-employment plans - Health plan, net of taxes (restated)

        (8,280    (8,280   (8,280
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
        (37,331   28,202   (9,129   (9,129

Contributions and distributions to shareholders:

            

Capital increase

            62,502   62,502 

Repurchase of treasury shares

         (927   (927   (927

Prescribed dividends

          479   479    479 

Additional dividends approved by the General Meeting

       (270,517     (270,517   (270,517

Legal reserve

     158,450       (158,450   

Additional dividends proposed

       247,364     (1,000,000  (752,636   (752,636

Retained earnings

      2,010,542      (2,010,542   
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
     158,450   2,010,542   (23,153   (927  (3,168,513  (1,023,601  62,502   (961,099
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

At December 31, 2015 (restated)

   8,043,222   232,430   229,992   2,404,663   247,364   (9,060,710  (49,819  (416,768  1,630,374   (684,885  945,489 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Braskem S.A.

Statement of consolidated changes in equity

All amounts in thousands of reaisContinued

     Attributed to shareholders’ interest       
           Revenue reserves           Total       
                 Additional  Other        Braskem  Non-controlling  Total 
        Capital  Legal  Retention  dividends  comprehensive  Treasury  Accumulated  shareholders’  interest in  shareholders’ 
  Note  Capital  reserve  reserve  of profits  proposed  income  shares  losses  interest  Braskem Idesa  equity 

At December 31, 2015 (restated)

   8,043,222   232,430   229,992   2,404,663   247,364   (9,060,710  (49,819  (416,768  1,630,374   (684,885  945,489 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Comprehensive income for the year:

            

Loss for the year

          (411,472  (411,472  (317,725  (729,197

Exchange variation of foreign sales hedge, net of taxes

        2,561,596     2,561,596   (338,482  2,223,114 

Fair value of cash flow hedge, net of taxes

        145,878     145,878   (9,010  136,296 

Foreign currency translation adjustment

        63,697     63,697   275,599   339,296 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
        2,771,171    (411,472  2,359,699   (389,618  1,970,081 

Equity valuation adjustments

            

Realization of additional property, plant and equipment price-level restatement, net of taxes

        (27,236   27,236    

Realization of deemed cost of jointly-controlled investment, net of taxes

        (965   965    

Actuarial loss with post-employment benefits, net of taxes

        (4,119    (4,119   (4,119
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
        (32,320   28,201   (4,119   (4,119

Contributions and distributions to shareholders:

  26(b)            

Absorption of losses and adjustments

      (800,039     800,039    

Capital increase

            56,623   56,623 

Additional dividends approved by the General Meeting

       (247,364     (247,364   (247,364

Interim dividends approved by Board of Directors

      (1,000,000      (1,000,000   (1,000,000
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
      (1,800,039  (247,364    800,039   (1,247,364  56,623   (1,190,741 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

At December 31, 2016

   8,043,222   232,430   229,992   604,624    (6,321,859  (49,819   2,738,590   (1,017,880  1,720,710 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

The Management notes are an integral part of the financial statements

Braskem S.A.

Statement of cash flows

Years ended December 31

All amounts in thousands of reaisReais

                              
   Attributed to shareholders' interest     
       Profit reserves           Total    
             Additional Additional Long-term Other   Retained earnings Braskem Non-controlling Total
     Capital Legal  Tax Retention proposed paid in Incentive comprehensive Treasury / Accumulated  shareholders' interest in shareholders'
 Note Capital reserve reserve incentive of profits dividends capital Plans income shares losses interest subsidiaries equity
                              
As of December 31, 2018   8,043,222  232,430 577,476 153,478 1,940,011 2,002,255  (488,388) 6,407 (5,629,427)  (49,819)  (256,575) 6,531,070 (876,400) 5,654,670
                              
Comprehensive income for the year              -        --       
Loss for the year  -                    (2,540,995) (2,540,995) (99,403) (2,640,398)
Exchange variation of foreign sales hedge, net of taxes                   733,449      733,449 128,092  861,541
Fair value of cash flow hedge, net of taxes                   38,919      38,919  (4,428) 34,491
Actuarial loss with post-employment benefits, net of taxes                   (109,492)      (109,492) (136)  (109,628)
Loss on interest in subsidiary                   (50)      (50) (34)  (84)
Foreign currency translation adjustment                   220,228      220,228 (83,506)  136,722
Total Comprehensive income for the period                   883,054   (2,540,995) (1,657,941) (59,415) (1,717,356)
                              
Comprehensive income (loss)  -                           
Realization of additional property, plant and equipment price-level restatement, net of taxes                   (26,717)    26,717      
Realization of deemed cost of jointly-controlled investment, net of taxes                   (883)    883      
                              
Fair value adjustments of trade accounts receivable, net of taxes                   15      15    15
Exchange variation in hyperinflationary economy, net of taxes                 (3,561)      (3,561)   (3,561)
Long term incentive plan, net of taxes               13,573       13,573 348 13,921
Total Comprehensive income for the period               13,573  (31,146)    27,600   10,027 348 10,375
Contributions to shareholders                             
Incentive long term plan payments with treasury shares                    95    95    95
Retention of profits - non-approval of additonal dividends          2,002,255 (2,002,255)                
Dividends-lapse of statute of limitation                       2,005  2,005   2,005
Additional dividends of subsidiary                           (5,125) (5,125)
Absorption of losses          (2,767,965)           2,767,965      
Gain on transfer of shares in custody long term incentive plan     42                    42    42
Total Contributions to shareholders  -   42 -  -  (765,710) (2,002,255) -    -  95 2,769,970  2,142  (5,125) (2,983)
                              
As of December 31, 2019   8,043,222  232,472 577,476 153,478 1,174,301 -   (488,388) 19,980 (4,777,519)  (49,724) -  4,885,298 (940,592) 3,944,706
                              
Comprehensive income for the year  -          -  -        -       
Loss for the year  -            -        (6,691,720) (6,691,720) (323,586) (7,015,306)
Exchange variation of foreign sales hedge, net of taxes                  (3,079,691)     (3,079,691)  4,604 (3,075,087)
Fair value of cash flow hedge, net of taxes                   (390,608)      (390,608)  (5,690)  (396,298)
Actuarial loss with post-employment benefits, net of taxes                   (648)      (648) 1  (647)
Foreign subsidiaries currency translation adjustment                  3,054,126     3,054,126 (396,084) 2,658,042
Total Comprehensive income for the period  -          -        (416,821)   (6,691,720) (7,108,541) (720,755) (7,829,296)
                              
Comprehensive income (loss)              -        -       
Realization of additional property, plant and equipment price-level restatement, net of taxes                   (26,302)    26,302      
Realization of deemed cost of jointly-controlled investment, net of taxes                   (741)    741      
Fair value adjustments of trade accounts receivable, net of taxes                   113      113    113
Exchange variation in hyperinflationary economy, net of taxes                  8,077      8,077   8,077
Long term incentive plan, net of taxes                11,629       11,629 (415) 11,214
Other                  3,695    (3,695)      
Total Comprehensive income(loss) for the period  -          -    11,629  (15,158)    23,348   19,819 (415) 19,404
Contributions and distributions to shareholders                             
Incentive long term plan payments with treasury shares                             
Retention of profits - non-approval of additonal dividends                             
                              
Dividends-lapse of statute of limitation                       1,110  1,110   1,110
Additional dividends of subsidiary                           (2,450) (2,450)
Absorption of losses     (232,460) (577,476) (153,478) (1,174,301)           2,137,715      
Gain on transfer of shares in custody long term incentive plan     (12)               20    8   8
Total Contributions to shareholders  --   (232,472) (577,476) (153,478) (1,174,301) -  -    -  20 2,138,825  1,118  (2,450) (1,332)
                              
As of December 31, 2020   8,043,222 -  -  -  -  -   (488,388) 31,609 (5,209,498)  (49,704) (4,529,547) (2,202,306)  (1,664,212) (3,866,518)

   Note  2016  2015  2014 
   2.4     Restated  Restated 

Profit (loss) before income tax and social contribution and for the result with discontinued operations

    (99,250  4,430,988   1,065,218 

Adjustments for reconciliation of profit

     

Depreciation, amortization and depletion

    2,683,100   2,125,796   2,059,450 

Results from equity investments

   12(c)   (30,078  (2,219  (3,929

Interest and monetary and exchange variations, net

    3,026,008   3,182,577   1,566,159 

Gain from divestment in subsidiary

   1(a.i)     (277,338

Leniency agreement

   23.3   2,853,230   

Other

    41,016   130,758   9,805 
   

 

 

  

 

 

  

 

 

 
    8,474,026   9,867,900   4,419,365 
   

 

 

  

 

 

  

 

 

 

Changes in operating working capital

     

Held-for-trading financial investments

    (649,535  (144,955  (68,670

Trade accounts receivable

    1,007,875   (342,616  409,370 

Inventories

    862,338   (501,734  (499,440

Taxes recoverable

    1,058,104   841,908   484,248 

Prepaid expenses

    64,029   (66,701  (36,472

Other receivables

    353,981   (10,174  35,096 

Trade payables

    (4,254,575  (1,518,288  (420,793

Taxes payable

    (292,131  220,226   (476,062

Advances from customers

    216,850   (37,356  (261,886

Sundry provisions

    558,231   153,690   38,674 

Other payables

    38,464   734,351   749,156 
   

 

 

  

 

 

  

 

 

 

Cash from operations

    7,437,657   9,196,251   4,372,586 
   

 

 

  

 

 

  

 

 

 

Interest paid

    (1,538,518  (1,086,166  (421,431

Income tax and social contribution paid

    (1,152,847  (232,302  (138,144
   

 

 

  

 

 

  

 

 

 

Net cash generated by operating activities

    4,746,292   7,877,783   3,813,011 
   

 

 

  

 

 

  

 

 

 

Proceeds from the sale of fixed assets

    564   1,282   10,646 

Proceeds from the sale of investments

   1(a.i)     315,000 

Acquisitions of investments in subsidiaries and associates

      (55

Acquisitions to property, plant and equipment

   (i  (2,839,155  (4,103,882  (5,378,803

Acquisitions of intangible assets

    (35,780  (20,106  (30,269

Premium in the dollar put option

   17.3.1(a.i)   (4,856  

Held-for-maturity financial investments

    38,353   2,441   29,380 
   

 

 

  

 

 

  

 

 

 

Net cash used in investing activities

    (2,840,874  (4,120,265  (5,054,101
   

 

 

  

 

 

  

 

 

 

Short-term and long-term debt

     

Obtained borrowings

    4,107,626   5,481,546   6,174,678 

Payments of borrowings

    (4,901,593  (6,087,217  (6,692,638

Braskem Idesa borrowings

   16    

Obtained funds

    503,921   1,501,939   1,894,507 

Payments

    (469,282  (510,715 

Dividends paid

    (1,997,984  (482,117  (482,147

Repurchase of treasury shares

     (927 
   

 

 

  

 

 

  

 

 

 

Net cash provided by financing activities

    (2,757,312  (97,491  894,400 
   

 

 

  

 

 

  

 

 

 

Exchange variation on cash of foreign subsidiaries

    586,642   (508,036  (51,690
   

 

 

  

 

 

  

 

 

 

Increase (decrease) in cash and cash equivalents

    (265,252  3,151,991   (398,380
   

 

 

  

 

 

  

 

 

 

Represented by

     

Cash and cash equivalents at the beginning for the year

    7,043,262   3,891,271   4,289,651 

Cash and cash equivalents at the end for the year

   2.5   6,778,010   7,043,262   3,891,271 
   

 

 

  

 

 

  

 

 

 

Increase (decrease) in cash and cash equivalents

    (265,252  3,151,991   (398,380
   

 

 

  

 

 

  

 

 

 

(i)Includes capitalized

The notes are an integral part of the consolidated financial charges paid: 2016 – R$288,424 (2015 – R$786,063 and 2014 – R$362,528).statements.

F-9

The Management notes are an integral part

Braskem S.A.

Statement of the financial statements.consolidated comprehensive income

Braskem S.A.

Management notes to the financial statements

atYears ended December 31 2016

All amounts in thousands of Reais

                              
   Attributed to shareholders' interest     
       Profit reserves           Total    
             Additional Additional Long-term Other   Retained earnings Braskem Non-controlling Total
     Capital Legal  Tax Retention proposed paid in Incentive comprehensive Treasury / Accumulated  shareholders' interest in shareholders'
 Note Capital reserve reserve incentive of profits dividends capital Plans income shares losses interest subsidiaries equity
                              
As of December 31, 2020  8,043,222            (488,388)   31,609  (5,209,498)   (49,704)  (4,529,547) (2,202,306)   (1,664,212) (3,866,518)
                              
Comprehensive income for the year                        -     
Net profit for the year  -            -        13,984,946 13,984,946  (23,326) 13,961,620
Exchange variation of foreign sales hedge, net of taxes                  154,080     154,080 52,959 207,039
Fair value of cash flow hedge, net of taxes                  262,726     262,726 60,680 323,406
Actuarial loss with post-employment benefits, net of taxes                    23,028       23,028 (14)   23,014
Foreign currency translation adjustment                  1,591,094       1,591,094  (87,946)   1,503,148
                   2,030,928   13,984,946 16,015,874 2,353 16,018,227
Comprehensive income (loss)  -            -          -     
Realization of additional property, plant and equipment price-level restatement, net of taxes                  (26,164)     26,164 -     
Realization of deemed cost of jointly-controlled investment, net of taxes                  (719)     719 -     
Long term incentive plan                  323        323  (132)  191
Fair value adjustments of trade accounts receivable, net of taxes                  (130)       (130)     (130)
Exchange variation in hyperinflationary economy, net of taxes                    35,425       35,425     35,425
                   323   8,412     26,883   35,618  (132)   35,486
Contributions to shareholders                             
Dividends-lapse of statute of limitation                       1,653  1,653    1,653
Prepaid dividends approved by the Board28.5                      (6,000,000) (6,000,000)   (6,000,000)
Gain on transfer of shares in custody long term incentive plan     3,473                11,507     14,980     14,980
Legal reserve28.6       472,770                (472,770)      
Tax incentive reserve28.6         1,017,546              (1,017,546)      
Retention of profits28.6          643,619            (643,619)      
Additional proposed dividends28.6            1,350,000          (1,350,000)      
      3,473   472,770   1,017,546  643,619  1,350,000        11,507  (9,482,282) (5,983,367)   (5,983,367)
                              
As of December 31, 2021  8,043,222  3,473   472,770   1,017,546  643,619  1,350,000  (488,388)   31,932  (3,170,158)   (38,197) -    7,865,819   (1,661,991)   6,203,828

The notes are an integral part of the consolidated financial statements.

F-10

Braskem S.A.

Statement of consolidated cash flow

Years ended December 31

All amounts in thousands of Reais

        
 Note 2021 2020 2019
        
Profit (loss) before income taxes       17,961,023       (9,683,784)       (4,603,068)
        
Adjustments for reconciliation of profit       
Depreciation and amortization34         4,178,433         4,048,081         3,632,265
Results from equity-accounted investees11(b)              (4,644)              19,398            (10,218)
Net interest, monetary and foreign exchange gain/losses          6,311,431      10,457,272         4,145,110
Provisions (reversal and recovery of credits), net             819,130            336,838            320,439
Provision - geological event in Alagoas26         1,339,765         6,901,828         3,383,067
PIS and COFINS credits - exclusion of ICMS from the calculation basis32       (1,031,099)          (310,557)       (1,904,206)
Loss for impairment of trade accounts receivable and others from clients34                8,914              55,252                7,069
Provision for losses and write-offs of long-lived assets             115,187                8,794            225,204
        
Adjustments for reconciliation of profit       29,698,140      11,833,122         5,195,662
        
Changes in operating assets and liabilities       
Judicial deposits - unfreezing (blocking) Public Civil Action26.1(i)           3,746,107       (3,680,460)
Financial investments             296,957       (1,860,827)            797,445
Trade accounts receivable        (2,175,285)       (2,187,826)            895,046
Inventories         (7,574,285)          (252,534)            867,817
Taxes recoverable          4,963,587         1,532,554         1,195,427
Prepaid expenses               19,322            293,785            202,732
Other receivables           (217,878)            397,103          (273,665)
Trade payables          1,199,614       (3,001,564)            282,445
Taxes payable        (3,007,488)            449,761          (569,793)
Advances from customers           (233,951)            198,988            197,965
Leniency agreement           (389,087)          (349,842)          (341,605)
Sundry provisions           (314,194)          (145,355)          (215,548)
Geological event in Alagoas26       (2,928,081)       (1,181,931)  
Other payables          1,039,403          (184,187)            362,203
        
Cash generated from operations       20,376,774         9,287,354         4,915,671
        
Interest paid        (2,883,433)       (2,736,821)       (2,238,445)
Income taxes paid        (2,706,856)          (257,542)          (411,951)
        
Net cash generated (used) from operating activities       14,786,485         6,292,991         2,265,275
        
Proceeds from the sale of property, plant and equipment and intangible assets               40,353              33,140              12,590
Dividends received                     295                4,822                3,513
Acquisitions to property, plant and equipment and intangible assets        (3,421,324)       (2,759,789)       (2,682,522)
        
Net cash used in investing activities        (3,380,676)       (2,721,827)       (2,666,419)
        
Short-term and Long-term debt       
Acquired               16,308      13,049,459      20,586,103
Payments        (9,413,909)       (8,734,505)    (17,425,409)
Braskem Idesa borrowings       
Acquired          7,271,658           3,497,622
Payments        (7,995,045)          (905,210)       (4,398,453)
Payment loan to non-controlling shareholders of Braskem Idesa               (9,545)            (37,618)  
Lease payments14          (841,706)          (662,068)          (454,190)
Dividends paid        (5,993,265)              (2,380)          (668,904)
Other financial liabilities             (534,456)            499,999
        
Net cash (used) generated in financing activities     (16,965,504)         2,173,222         1,636,768
        
Exchange variation on cash of foreign subsidiaries             377,529         1,314,586              20,619
        
(Decrease) increase in cash and cash equivalents        (5,182,166)         7,058,972         1,256,243
        
Represented by       
Cash and cash equivalents at the beginning of the year       13,862,852         6,803,880         5,547,637
Cash and cash equivalents at the end of the year          8,680,686      13,862,852         6,803,880
        
(Decrease) increase in cash and cash equivalents        (5,182,166)         7,058,972         1,256,243

The notes are an integral part of the consolidated financial statements.

F-11

Summary of Notes

1 Operations9
2 Basis of preparation of the financial statements10
3 Application of estimates and judgments15
4 Risk management15
5 Cash and cash equivalents18
6 Financial investments19
7 Trade accounts receivable19
8 Inventories21
9 Related parties23
10 Taxes recoverable27
11 Investments28
12 Property, plant and equipment33
13 Intangible assets36
14 Right-of-use assets and lease liability38
15 Trade payables41
16 Borrowings42
17 Braskem Idesa Financing44
18 Debentures45
19 Reconciliation of borrowing activities in the statement of cash flow46
20 Financial instruments46
21 Taxes payable62
22 Income taxes62
23 Sundry provisions68
24 Provisions for legal proceedings69
25 Leniency agreement with authorities80
26 Geological event - Alagoas81
27 Benefits offered to team members88
28 Equity93
29 Earnings per share98
30 Net revenues100
31 Tax incentives102
32 Other income (expenses), net102
33 Financial results103
34 Expenses by nature and function104
35 Segment information104
36 Contractual obligations106
37 Subsequent events106

F-12

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

1 Operations

1Operations

Braskem S.A. is a public companycorporation headquartered in the city of Camaçari, ari/Bahia, (“BA”), which, jointly with its subsidiaries (hereinafter “Braskem” or “Company”), operates 40 industrial units, 29is controlled by Novonor S.A. (“Novonor”), which directly and indirectly holds interests of which 50.11% and 38.32% in its voting and total capital, respectively. The ultimate parent company of Braskem is Kieppe Patrimonial S.A.

The Braskem’s shares are traded on B3 S.A. Brasil, Bolsa, Balcão (“B3”), under the tickers BRKM3, BRKM5 and BRKM6, and on the New York Stock Exchange (“NYSE”) under the ticker BAK.

Braskem is engaged in the Brazilian states of Alagoas (“AL”), Bahia (“BA”), Rio de Janeiro (“RJ”), Rio Grande do Sul (“RS”) and São Paulo (“SP”), 5 are located in the United States, 4 in Mexico and 2 are located in Germany. These units produce thermoplastic resins – polyethylene (“PE”), polypropylene (“PP”) and polyvinyl chloride (“PVC”), as well as basic petrochemicals.

Braskem is also engaged in themanufacture, sale, import and export of chemicals, petrochemicals and fuels, the production, supply and sale of utilities such as steam, water, compressed air and industrial gases, as well as the provision ofrendering industrial services and the production, supply and sale of electric energy for its own use and use by other companies. Braskem also invests in other companies, either as a partnerequity method investees or as shareholder.associates.

The Company is controlled by Odebrecht S.A.has industrial plants in Brazil, the United States, Germany, and Mexico. The units produce thermoplastic resins, such as polyethylene (“Odebrecht”PE”), which directlypolypropylene (“PP”), polyvinyl chloride (“PVC”) and indirectly holds interestsother basic petrochemicals.

Operations of 50.11% and 38.32% in its voting and total capital, respectively.

(a)Significant operating event impacting these financial statements

(i)On December 31, 2013, the Company entered into a share sales agreement with Odebrecht Ambiental (“OA”), through which it sold its interest in the subsidiary Distribuidora de Águas Triunfo S.A. (“DAT”) for R$315,000. On February 3, 2014, the Extraordinary Shareholders’ Meeting of DAT approved the change in its management and consequently the transfer of the management of its operations to OA, upon the recognition of a gain (“Other operating income (expenses), net”) of R$277,338.

(ii)In December 2015, Braskem began thestart-up process of the petrochemical complex of Braskem Idesa S.A.P.I (“Braskem Idesa”) in Mexico, putting into operation the utilities area, followed by the cracker in March 2016. In April it produced the first lot of polyethylene (“PE”). The complex houses agas-based ethylene cracker and three polyethylene plants – two high-density and onelow-density - with combined annual production of capacity of 1.05 million tons* of PE.

Braskem holds 75% indirect interest in Braskem Idesa and the remaining 25% pertains to Etileno XXI, S.A. de C.V.

*unaudited

(b)Net working capital

On December 31, 2016, in compliance with IAS 1 - Presentation of Financial Statements,2, 2020, the subsidiary Braskem Idesa reclassified(“BI”) was notified by the National Natural Gas Control Center ("Cenagas"), the Mexican government agency responsible for the natural gas pipeline and transportation system in the region, regarding the unilateral suspension of natural gas transportation, an energy input essential to current liabilities R$9,491,686produce polyethylene at the Petrochemical Complex in Mexico. As a result, and respecting the safety protocols, BI immediately suspended its operational activities.

In January 2021, BI partially resumed operations of Project financepolyethylene production based on an experimental business model, that follows all safety protocols, in order to attend the demand from Mexico’s plastics industry.

In addition, BI has taken legal measures as established in the Ethane Supply Agreement entered into between BI and PEMEX Transformación Industrial and PEMEX Exploración y Producción (“PEMEX”). Braskem Netherlands B.V., the direct parent company of BI, also has taken legal actions based on the applicable international rules to protect the rights and to ensure the performance of all legal obligations whose original maturities are longand also seeking to protect its investment in Mexico. Such measures provided for a remediation and negotiation period in which the parties seek a solution.

On February 26, 2021, BI signed the following documents to enable the continuity of its operations:

(i) Memorandum of understanding with terms and conditions for discussing potential amendments to the ethane supply agreement with PEMEX, as well as for building an ethane import terminal, subject to negotiation and approval of creditors and shareholders of BI, and with rights reserved; and

(ii) Natural gas transportation service agreement with Cenagas, with term since certain contractual obligations (covenants) as of December 31, 2016 were15 years, subject to the execution of the documentation mentioned in default (Note 16). Consequently,item (i) above.

On September 27, 2021, BI signed the net working capital became negative R$7,046,363.following documents:

It should be noted that Braskem Idesa has been settling its debt service obligations in accordance(i) Amendment to the ethane supply agreement (“Amendment”) with PEMEX; and

(ii) Agreement with Petróleos Mexicanos, PEMEX Logística and other Mexican government entities, establishing administrative support measures, especially to obtain of licenses, permits and rights of way for the project to build an ethane import terminal with the original maturity schedule, nonecapacity to meet all of BI's feedstock requirements ("Terminal Agreement”).

F-13

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

The Amendment changes the minimum contractual volume commitment to 30,000 barrels/day until the limit date of February 2025 (subject to extensions in the event of delay in obtaining the licenses for the terminal's construction). The terminal's startup is expected to the second half of 2024. The terminal project is designed to supplement ethane supply in Mexico by gaining access to new feedstock sources.

The Amendment further establishes first-refusal rights, which consists of a preemptive right for BI in the acquisition of all ethane that PEMEX has available and does not consume in its own production process through 2045, at prices based on international references.

The Amendment and the Terminal Agreement were conditioned upon the applicable corporate approvals, including final approval by the shareholders and creditors of BI ("Conditions Precedent"). The Amendment produced effects retroactive to February 26, 2021, the execution date of the creditors has requested immediate repaymentmemorandum of such obligationsunderstanding. The approvals required for the Amendment and without the above reclassification, consolidated net working capital is positive at R$2,445,323.Terminal Agreement to come into force were obtained in October 2021.

Braskem S.A.

Management notes to2 Basis of preparation of the financial statements

at December 31, 20162.1 Basis of accounting

All amounts in thousands, except as otherwise stated

2Summary of significant accounting policies

The principal accounting policies applied consistently in the preparation of these financial statements are described in the notes of the items on which they have impacts.

2.1Basis of preparation and presentation of the financial statements

The financial statements have been prepared under the historical cost convention and were adjusted, when necessary, to reflect the fair value of assets and liabilities.

The preparation of financial statements requires the use of certain estimates. It also requires Management to exercise its judgment in the process of applying the Company’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are disclosed in Note 3.

Issue of these financial statements was authorized by the Executive Board on September 21, 2017.

2.1.1Consolidated financial statements

The consolidated financial statements were prepared and presented in accordance with the International Financial Reporting Standards “IFRS”(“IFRS”) as issued by the International Accounting Standards Board (“IASB”).

All relevant information pertaining exclusively to

2.2 Basis of presentation

The Company’s consolidated financial statements (“financial statements”) were prepared under the historical cost convention, unless stated otherwise in the accounting policies. These financial statements were prepared considering the continuity of its operating activities.

The significant accounting policies applied in the preparation of these financial statements iswere included in the respective notes. The Company has consistently applied the accounting policies to all periods presented hereinin these financial statements, except for the disclosures included in the note 2.5(a) New standards and corresponds topronouncements adopted in the information usedcurrent fiscal year.

The issue of these financial statements was authorized by the Management of the Company.Executive Board on April 27, 2022.

F-14

Braskem S.A.

 

(a)Consolidation

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

2.3 Basis of consolidation

The consolidated financial statements compriseinformation comprises the financial statements of the Braskem S.A. and the following entities:

            
           Total and voting interest (%)
     Headquarters 2021 2020 2019
            
BM Insurance Company Limited ("BM Insurance")   Bermuda       100.00       100.00       100.00
Braskem America Finance Company ("Braskem America Finance")   USA       100.00       100.00       100.00
Braskem America, Inc. (“Braskem America”)   USA       100.00       100.00       100.00
Braskem Argentina S.A. (“Braskem Argentina”)   Argentina       100.00       100.00       100.00
Braskem Energy Ltda ("Braskem Energy") (i) Brazil       100.00    
Braskem Europe GmbH ("Braskem Alemanha")   Germany       100.00       100.00       100.00
Braskem Finance Limited (“Braskem Finance”)   Cayman Islands       100.00       100.00       100.00
Braskem Green S.A. ("Braskem Brasil Green") (ii) Brazil       100.00    
Braskem Idesa S.A.P.I. ("Braskem Idesa")   Mexico          75.00          75.00          75.00
Braskem Idesa Servicios S.A. de CV ("Braskem Idesa Serviços")   Mexico          75.00          75.00          75.00
Braskem Incorporated Limited ("Braskem Inc.")   Cayman Islands       100.00       100.00       100.00
Braskem India Private Limited ("Braskem India")   Índia       100.00       100.00  
Braskem Mexico Proyectos S.A. de C.V. SOFOM ("Braskem México Sofom")   Mexico       100.00       100.00       100.00
Braskem Mexico Servicios S. RL de CV ("Braskem México Serviços")   Mexico       100.00       100.00       100.00
Braskem Mexico, S. de RL de CV ("Braskem México")   Mexico       100.00       100.00       100.00
Braskem Netherlands B.V. ("Braskem Holanda")   Netherlands       100.00       100.00       100.00
Braskem Netherlands Finance B.V. (“Braskem Holanda Finance”)   Netherlands       100.00       100.00       100.00
Braskem Netherlands Green  B.V. (“Braskem Holanda Green”) (iii) Netherlands       100.00    
Braskem Netherlands Inc. B.V. (“Braskem Holanda Inc.”)   Netherlands       100.00       100.00       100.00
Braskem Petroquímica Chile Ltda. (“Braskem Chile”)   Chile       100.00       100.00       100.00
Cetrel S.A. ("Cetrel")   Brazil          63.70          63.70          63.70
Distribuidora de Água Camaçari S.A. ("DAC")   Brazil          63.70          63.70          63.70
Lantana Trading Co. Inc. (“Lantana”)   Bahamas       100.00       100.00       100.00
Terminal Quimica Puerto México ("Terminal Química") (iv) Mexico          75.00    
Special Purpose Entities (“SPE”)          
Fundo de Investimento Caixa Júpiter Multimercado Crédito Privado Longo Prazo ("FIM Júpiter")   Brazil       100.00       100.00       100.00
Fundo de Investimento Santander Netuno Multimercado Crédito Privado Longo Prazo ("FIM Netuno")   Brazil       100.00       100.00       100.00

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

      Total and voting interest - % 
      Headquarters   2016   2015   2014 

Direct and Indirect subsidiaries

         

Alclor Química de Alagoas Ltda (“Alclor”)

   (i  Brazil      100.00    100.00 

Braskem America Finance Company (“Braskem America Finance”)

    USA    100.00    100.00    100.00 

Braskem America, Inc. (“Braskem America”)

    USA    100.00    100.00    100.00 

Braskem Argentina S.A. (“Braskem Argentina”)

    Argentina    100.00    100.00    100.00 

Braskem International GmbH (“Braskem Austria”)

   (ii  Austria    100.00    100.00    100.00 

Braskem Austria Finance GmbH (“Braskem Austria Finance”)

   (iii  Austria      100.00    100.00 

Braskem Europe GmbH (“Braskem Alemanha”)

    Germany    100.00    100.00    100.00 

Braskem Finance Limited (“Braskem Finance”)

    Cayman Islands    100.00    100.00    100.00 

Braskem Idesa

    Mexico    75.00    75.00    75.00 

Braskem Idesa Servicios S.A. de CV (“Braskem Idesa Serviços”)

    Mexico    75.00    75.00    75.00 

Braskem Importação e Exportação Ltda. (“Braskem Importação”)

   (iv  Brazil        100.00 

Braskem Incoporated Limited (“Braskem Inc”)

    Cayman Islands    100.00    100.00    100.00 

Braskem Mexico Proyectos S.A. de C.V. SOFOM (“Braskem México Sofom”)

    Mexico    100.00    100.00   

Braskem Mexico, S. de RL de CV (“Braskem México”)

    Mexico    100.00    100.00    100.00 

Braskem Mexico Servicios S. RL de CV (“Braskem México Serviços”)

    Mexico    100.00    100.00    100.00 

Braskem Holanda

    Netherlands    100.00    100.00    100.00 

Braskem Netherlands Finance B.V. (“Braskem Holanda Finance”)

    Netherlands    100.00    100.00   

Braskem Netherlands Inc. B.V. (“Braskem Holanda Inc”)

    Netherlands    100.00    100.00   

Braskem Participações S.A. (“Braskem Participações”)

   (iv  Brazil        100.00 

Braskem Petroquímica Chile Ltda. (“Braskem Chile”)

    Chile    100.00    100.00    100.00 

Braskem Petroquímica Ibérica, S.L. (“Braskem Espanha”)

   (v  Spain        100.00 

Braskem Petroquímica Ltda. (“Braskem Petroquímica”)

    Brazil    100.00    100.00    100.00 

Quantiq Distribuidora Ltda. (“Quantiq”)

   (vi  Brazil    100.00    100.00    100.00 

IQAG Armazéns Gerais Ltda. (“IQAG”)

   (vi  Brazil    100.00    100.00    100.00 

Lantana Trading Co. Inc. (“Lantana”)

    Bahamas    100.00    100.00    100.00 

Norfolk Trading S.A. (“Norfolk”)

   (vii  Uruguay        100.00 

Politeno Empreendimentos Ltda. (“Politeno Empreendimentos”)

   (iv  Brazil        100.00 

Specific Purpose Entity (“SPE”)

         

Fundo de Investimento Multimercado Crédito Privado Sol (“FIM Sol”)

    Brazil    100.00    100.00    100.00 

Fundo de Investimento Caixa Júpiter Multimercado Crédito Privado Longo Prazo (“FIM Júpiter”)

    Brazil    100.00    100.00    100.00 

(i)Merged into the subsidiary Braskem PetroquímicaSubsidiary incorporated in April 2016.2021 is currently in the preoperational phase. The main activities will include power trading and rendering management and representation services in the Free Energy Contracting Environment.
(ii)InSubsidiary incorporated in November 2021 is currently in the processpreoperational phase. The main activities will encompass the manufacture, trade, distribution, import and export of dissolution.renewable products, development of technologies related to this purpose and holding interests in other companies.
(iii)DissolvedSubsidiary incorporated in January 2016.September 2021 is currently in the preoperational phase. The main activities will encompass the trade, distribution, import and export of renewable products, development of technologies related to this purpose and holding interests in other companies.
(iv)MergedSubsidiary incorporated in February 2015.
(v)DissolvedDecember 2021 is currently in September 2015.
(vi)Currently undergoing negotiations for sale. (Note 5)
(vii)Dissolved in March 2015.the preoperational phase. The main activities will encompass storing ethane, pumping feedstock to the complex and maintaining materials and its assets.

Braskem S.A.

Management notes(a) Subsidiaries

The Company controls an entity when it is exposed to, or entitled to, the variable returns originating from its involvement with the entity and has the capacity to affect such returns by exercising its power over the entity. The financial statements of subsidiaries are included in these financial statements as from the date the Company obtains control until the date of the loss of control.

F-15

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(b) Equity method investees

The Company’s investments in entities with accounting treatment using the equity method consist of their interests in associates and joint ventures.

Associates are those in which over which the Company, directly or indirectly, holds has significant influence, but not control or shared control, over the financial and operational operating policies. To be classified as a joint venture, a contractual agreement must exist that gives the Company shared control of the entity and granting to the Company the right to the net assets of the joint venture, and not the right to its specific assets and liabilities.

Such investments are initially recognized at cost, which includes the expenses with the transaction costs. Subsequent to initial recognition, the consolidated financial statements include the Company’s interest in the net profit or loss for the fiscal year profit or loss and other comprehensive income of equity-accounted investees, in the investee until the date on which the significant influence or joint control ceases to exist.

(c) Conversion of functional currency to presentation currency

The assets and liabilities of foreign operations are translated into Reais at the exchange rates at the reporting date. The income and expenses of foreign operations are translated into Reais at the exchange rates at the dates of the transactions. Foreign currency differences are recognized in other comprehensive income.

Since Argentina’s economy is considered hyperinflationary, to translate the financial statements of the subsidiary Braskem Argentina, the assets, liabilities, equity, income and expenses are translated into Reais at the exchange rate at the reporting date.

at December 31, 2016(d) Transactions eliminated in consolidation

All amountsIntragroup balances and transactions and any unrealized revenues or expenses arising from intragroup transactions are eliminated. Unrealized gains originating from transactions with investees recorded using the equity method are eliminated against the investment proportionately to the Company’s interest in thousands, exceptthe investee. Unrealized losses are eliminated in the same way as otherwise statedunrealized gains, but only to the extent that there is no evidence of impairment loss.

2.2Foreign currency translation

(a)2.4 Functional and presentation currency

The functional and presentationforeign currency

These financial statements are presented in Real, which is the functional currency of the Company isCompany. All amounts have been rounded to the Brazilian real.nearest thousand, unless otherwise indicate.

The subsidiaries with a functional currency different from Real (“R$”) are listed below:

(b)Functional currency other than the Brazilian real

Certain subsidiaries have a different functional currency from that of the Braskem S.A., as follows:

Functional currency

Subsidiaries

Braskem Alemanha Braskem Austria and Braskem Austria Finance

Euro

BM Insurance, Braskem America, Braskem America Finance, Braskem Holanda, Braskem Holanda Finance, Braskem Holanda Inc andInc., Braskem México Sofom

e Braskem Holanda Green
U.S. dollarU.S.dollar ("US$")

Braskem Idesa, , Braskem Idesa Serviços, Braskem México, e Braskem México Serviços

e Terminal Química
Mexican peso
Braskem ArgentinaArgentinean peso
Braskem ChileChilenean peso
Braskem IndiaRupee

 Mexican pesoF-16 

The other subsidiaries adopt the Brazilian real as functional currency.

Braskem S.A.

 

(c)Exchange variation effects

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

2.5 New standards and interpretations

(a) New standards and pronouncements adopted in the current fiscal year

- Interest Rate Benchmark Reform: Phase 2 (amendments to IFRS9, IAS39, IFRS7, IFRS4 and IFRS16).

The mainamendments to Pronouncements IAS39 and IFRS9 provide temporary exceptions that address the effects of financial statements when an interbank certificate of deposit rate is replaced by an alternative with a nearly risk-free rate. The amendments include the following practical expedients:

• A practical expedient requiring contractual changes or changes in the cash flows directly required by the reform, to be treated as changes in the floating interest rate equivalent to the change in a market rate.

• When a hedged item in a cash flow hedge is amended to reflect the changes that are required by the reform, the amount accumulated in the other comprehensive income will be deemed to be based on the alternative benchmark rate on which the hedged future cash flows are determined.

• When a group of items is designated as a hedged item and an item in the group is amended to reflect the changes that are required by the reform, the hedged items are allocated to subgroups based on the benchmark rates being hedged.

• If an entity reasonably expects that an alternative benchmark rate will be separately identifiable within a period of 24 months, it is not prohibited from exchange variation that impacteddesignating the rate as a non-contractually specified risk component if it is not separately identifiable at the designation date.

These amendments to standards do not impact these financial statementsstatements. The Company is monitoring the subject and the impacts are shown below:being measured (see Note 4.1). The Company intends to use the practical expedients in future periods if they become applicable.

(b) New standards and interpretations not yet in force

   End of year rate at December 31  Average rate 
                          Variation 
   2016   2015   Variation  2016   2015   2014   2016 - 2015  2015 - 2014 

U.S. dollar - Brazilizan real

   3.2591    3.9048    -16.54  3.4833    3.3387    2.3547    4.33  41.79

U.S. dollar - Mexican peso

   20.6352    17.3700    18.80  18.6987    15.8846    13.3113    17.72  19.33

U.S. dollar - Euro

   0.9479    0.9187    3.17  0.9041    0.9019    0.7545    0.24  19.55

2.3New or revised pronouncements that are not yet effective

IFRS 9 – “Financial instruments” – this pronouncement wasThe standards issued by the IASB in July 2014 to address the classification, measurementthat have not yet come into force and derecognition of financial assets and financial liabilities, to introduce new rules for hedge accounting and a new impairment model for financial assets. Accordingly,have not been adopted by the Company doesare listed below. These new or amended standards are not expect the new guidanceexpected to have a significant impact on Company’s financial statements:

- Onerous Contracts: costs of fulfilling a contract (amendments to IAS37).

- Annual improvements of IFRS Standards 2018-2020.

- Property, Plant and Equipment: proceeds before intended use (amendments to IAS16).

- Reference to Conceptual Framework (amendments to IFRS3).

- Classification of Liabilities as Current or Non-Current (amendments to IAS1).

- Definition of accounting estimates (amendment to IAS8).

- Definition of materiality for disclosure of accounting policies (amendments to IAS1 and IFRS Practice Statement 2).

- Deferred taxes related to assets and liabilities arising from a single transaction (amendments to IAS12).

2.6 Main measures and impacts due to COVID-19

Braskem has been monitoring the classificationimpacts from the COVID-19 pandemic on its business and measurementsurrounding communities. In 2020, Braskem formed a crisis committee to establish global procedures focusing mainly on the health and safety of people and the continuity of its financial assets. There will be no impact on the Company’s accounting for financial liabilities, as the new requirements only affect the accounting for financial liabilities that are designated at fair value through profit or loss andoperations. The main measures taken by the Company doesare:

F-17

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(i)  Determining that all team members and contractors from the group vulnerable to COVID-19 work remotely;

(ii) Determining that all team members and contractors not have any such liabilities. The new hedge accountingdirectly related to the safe continuity of operations work remotely until the criteria for the start of flexible measures for a safe return are met;

(iii) Reducing the number of team members and contractors working on its industrial assets, with operations using the smallest possible teams, while considering all rules will alignfor ensuring personal safety and maintaining operational reliability;

(iv) Restricting visits by non-routine third parties and suppliers to Braskem’s facilities;

(v) Creating agendas jointly with clients and local communities to verify if there are products in its portfolio to help combat the accountingpandemic;

(vi) Creating, implementing and monitoring the indicators of the Plan for hedging instruments more closely with the Company’s risk management practices. As a general rule, more hedge relationships might be eligible for hedge accounting, as the standard introduces a more principles-based approach. WhileSafe Return to Braskem plants and offices.

During 2020, the Company is yetadopted cash-preservation measures to undertake a detailed assessment, it would appear that the Company’s current hedge relationships would qualify as continuing hedges upon the adoption of IFRS 9. Accordingly, the Company does not expect a significant impact on the accounting for its hedging relationships.

The new impairment model requires the recognition of impairment provisions based on expected credit losses (ECL) rather than only incurred credit losses as is the case under IAS 39.

For these analyses, Braskem has a risk classification system (Note 17.5(a)) that takes into consideration specific elements of each client, their industries and other present and future variables. Afterwards, the impairment can be complemented based on events such as effective default rates or more extreme cases such as court-supervised reorganizations, bankruptcies etc. which may result in an earlier recognition of credit losses. The new standard

Braskem S.A.

Management notes topreserve the financial statementsstability and resilience of its business, which included:

at December 31, 2016

All amounts in thousands, except as otherwise stated

also introduces expanded disclosure requirements and changes in presentation. These are expected to change the nature and extent of the Company’s disclosures about its financial instruments particularly· Drawing down a revolving credit facility in the yearamount of the adoption of the new standard. ByUS$1 billion (R$5.2 billion) in April 2020, which comes due in 2023. At the end of 2017,July 2020, the ManagementCompany prepaid the facility in full, in an amount corresponding to R$5.5 billion;

· Issuing bonds in the international market by the subsidiary Braskem Holanda, in July 2020, in the amount of US$600 million (R$3.2 billion);

· Reducing the investments planned for 2020 from US$721 million (R$3.9 billion) to US$555 million (R$2.8 billion);

· Postponing the payment of social contribution charges in Brazil; and

· Optimizing working capital.

In 2021, the capacity utilization rates of the Company will approvepetrochemical complexes in Brazil remained in line with the new impairment policy and include an estimate of its impact on current practices. This standard will be adopted as of January 2018.

IFRS 15 – “Revenuepast two years. In the United States, capacity utilization declined in relation to 2020, due to impacts from contracts with customers” – this pronouncement was issued by IASB in May 2014 and will replace IAS 18 which covers contracts for goods and services. The new standard is basedWinter Storm Uri on the principle that revenue is recognised when controlU.S. Gulf Coast in early 2021 and operational faults at one of a good or service transfersthe PP plants in the last quarter of 2021. In Europe, the capacity utilization rates of the PP plants improved, supported by stronger demand in the region, which was affected by Covid-19 in 2020. The capacity utilization rate of the petrochemical complex in Mexico declined in relation to a customer. In 2016, the Company made significant progress on contract reviews and expects to complete the contract evaluations and validate results2020, explained by the end of 2017. Based on analysis completed to date, the Company expects the potential impact on accounting for product sales to remain substantially unchanged. The Company expects to adopt the new standard using the modified retrospective approach, under which the cumulative effect of initially applying the new guidance is recognized as an adjustment to the opening balance of retained earningsexperimental production model implemented in the first quarter of 2018.2021, following the unilateral interruption of natural gas transport service by Cenagas in early December 2020.

IFRS 16 – “Leases” – pronouncement issued byThe Company also highlights the IASB in January 2016, requiring lesseesactions carried out jointly with its clients and partner companies to recognize in their financial statements any liabilitiestransform chemicals and plastic resins into items that are essential for combatting COVID-19, which include surgical masks, packaging for liquid and gel alcohol, bleach and 3D printing of bands for protective face shields; donations of LPG (cooking gas) to field hospitals; actions to support the chain of clients and suppliers, particularly small and midsized companies; and donations of hygiene kits and food staples to local communities.

Due to the uncertainties arising from the future paymentCOVID-19 pandemic with regard to the global economy, it is impossible to accurately predict the adverse impacts on the equity and direct usefinancial position of leased assets, including operating leases. The standard will affect primarily the accounting for the Company’s operating leases. The most significant leased assets are freight cars used to distribute products produced by Braskem America and Braskem Idesa. The company also has lease agreements for office space, industrial and light vehicles and IT equipment. However, the Company is still evaluatingand its subsidiaries after the reporting date. The Company did not suffer significant impacts on the supply chain due to what extent these agreementslogistical disruption. However, we will result incontinue to monitor the recognitionshort-term and long-term impacts of an asset and a liability for future payments and how this willfactors that may affect the Company’s profitcost availability of raw materials and classificationinputs. With the recovery in demand for resins, the Company has no expectations of cash flows. This standard has will be adopted asadditional provisions for impairment of January 2019.its assets arising from a scenario of demand constraints.

F-18

Braskem S.A.

 

2.4Restatement

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(i)Restatement of Taxes Provisions

As informed in Note 23.3(b), between 2006

3 Application of estimates and 2014 the Company made payments to certain companies without any corresponding evidence of services actually provided. These payments were initially taxed at zero rate of income tax at source (IRF) and considered as deductible for income tax (IR) and social contribution on profit (CSL). Upon the identification from the lack of corresponding services, the Management of Braskem determined the payment of all taxes owed and a revision of deferred income tax and social contribution. The main tax assessed was the IRF with a rate of 35%. judgments

In addition, these payments were considered asnon-deductible for the purpose of calculating IR and CSL. The amounts involved in this matter are disclosed in Note 23.3(c).

Due to the payments without corresponding services provided and the consequent tax impacts, the financial statements for 2015 and 2014 are restated retrospectively. This restatement is due to material error and, for this reason, the Company presented opening balance sheet for January 1, 2015, in accordance with IAS 8 (Accounting Policies, Changes in Accounting Estimates and Errors). The impact of these provisions are being demonstrated in the column “Adjustment—Tax provisions” as shown on the table below.

(ii)Other adjustments

In view of restatement ofpreparing these financial statements, of 2015, the Management of Braskem decided to recognize other adjustments in prior years. The impact of these adjustments are being demonstrated in the column “Adjustment – Other” as shown on the table below.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Balance sheet for 2015

   2015 
Assets  Published  Adjustment  Restated 
      Tax provisions  Other    

Current assets

     

Cash and cash equivalents

   7,439,723    (396,461)(a)   7,043,262 

Financial investments

   1,172    413,721(b)   414,893 

Trade accounts receivable

   2,735,144    20,564(c)   2,755,708 

Inventories

   5,517,206    591,491(d)   6,108,697 

Taxes recoverable

   1,272,004    40,337(e)   1,312,341 

Other receivables

   300,901    (28,371)(f)   272,530 

Other assets

   232,337     232,337 
  

 

 

  

 

 

  

 

 

  

 

 

 
   17,498,487    641,281   18,139,768 
  

 

 

  

 

 

  

 

 

  

 

 

 

Non-current assets

     

Taxes recoverable

   1,304,056   13,704(a)    1,317,760 

Deferred income tax and social contribution

   3,226,507   (30,268)(b)   8,427(g)   3,204,666 

Other receivables

   298,057    (105,864)(h)   192,193 

Investments

   86,354     86,354 

Property, plant and equipment

   33,961,963    138,326(i)   34,100,289 

Other assets

   3,585,870     3,585,870 
  

 

 

  

 

 

  

 

 

  

 

 

 
   42,462,807   (16,564  40,889   42,487,132 
  

 

 

  

 

 

  

 

 

  

 

 

 

Total assets

   59,961,294   (16,564  682,170   60,626,900 
  

 

 

  

 

 

  

 

 

  

 

 

 

Liabilities and shareholders’ equity

     

Current liabilities

     

Trade payables

   11,698,695    674,860(j)   12,373,555 

Borrowings

   1,968,540    1,453(k)   1,969,993 

Payroll and related charges

   605,059    5,227(l)   610,286 

Taxes payable

   744,660   251,917(c)   6,696(m)   1,003,273 

Other liabilities

   1,665,275    20,613(n)   1,685,888 
  

 

 

  

 

 

  

 

 

  

 

 

 
   16,682,229   251,917   708,849   17,642,995 
  

 

 

  

 

 

  

 

 

  

 

 

 

Non-current liabilities

     

Borrowings

   25,370,260    10,258(o)   25,380,518 

Derivatives operations

   1,184,741    (65,000)(p)   1,119,741 

Deferred income tax and social contribution

   731,241    41,587(q)   772,828 

Post-employment benefits

   154,707    15,530(r)   170,237 

Other payables

   217,502    94,687(s)   312,189 

Other liabilities

   14,282,903     14,282,903 
  

 

 

  

 

 

  

 

 

  

 

 

 
   41,941,354    97,062   42,038,416 
  

 

 

  

 

 

  

 

 

  

 

 

 

Shareholders’ equity

     

Other comprehensive income

   (9,085,256   24,546(t)   (9,060,710

Accumulated losses

    (268,481)(d)   (148,287)(u)   (416,768

Other

   11,107,852     11,107,852 
  

 

 

  

 

 

  

 

 

  

 

 

 

Total attributable to the Company’s shareholders

   2,022,596   (268,481  (123,741  1,630,374 
  

 

 

  

 

 

  

 

 

  

 

 

 

Non-controlling interest in Braskem Idesa

   (684,885    (684,885
  

 

 

  

 

 

  

 

 

  

 

 

 
   1,337,711   (268,481  (123,741  945,489 
  

 

 

  

 

 

  

 

 

  

 

 

 

Total liabilities and shareholders’ equity

   59,961,294   (16,564  682,170   60,626,900 
  

 

 

  

 

 

  

 

 

  

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

The adjustments that caused the restatement of these financial statementshas made judgments and are indicated in column “Adjustments – Tax provisions” are as follow:

(a)Related to the anticipation of income tax and social contribution for the year 2013 in the amount of R$13,704.

(b)Refers to the reduction of deferred income tax and social contribution on tax losses and negative basis, in the amount of R$30,268.

(c)These adjustments result from: (i) R$171,368 referring to payment of income tax at source on remittance of funds abroad at the rate of 35%; (ii) R$60,546 referring to payment related to REFIS installment payment; and (iii) R$20,003 related to the payment of the principal amount of anticipated of income tax and social contribution.

(d)Related to corresponding entries of the adjustments mentioned in items (a), (b) and (c), above.

The main adjustments that are indicated in column “Adjustments – Other” are as follow:

(a)Refers, mainly, to the reclassification of R$413,721 to “financial investments” and other immaterial reclassifications to “other payables” and “other receivables”.

(b)Refers to the reclassification of “cash and cash equivalents” of Brazilian government bonds (Letras Financeiras do Tesouro - LFT) whose original maturity exceeds three months, immediate liquidity and realization is expected in the short term.

(c)Refers, mainly to: (i) decrease of R$146,852 in accounts receivable due to revenue of 2016 recognized by error in 2015; and (ii) increase of R$157,227 due to revenue of 2015 recognized by error in 2016.

(d)Refers, mainly to: (i) increase in the balance of inventories of R$101,575, due to error arising in recognition of sales mentioned in item(c-i); (ii) increase of R$502,027 due to inventories of 2015 recognized by error in 2016; and (iii) decrease in the balance of inventories by R$12,111 due to thewrite-off storehouse materials.

(e)Refers, mainly, to the reclassification of tax credits from “taxes payable” to “taxes recoverable” in the amount of R$32,671.

(f)Refers to the reclassification of R$28,371 from “current assets” to“non-current assets” of Eletrobras credits.

(g)Refers, mainly, to increase due to deferred income tax and deferred social contribution tax arising from all adjustments mentioned in this note affecting the statement of operation.

(h)Refers to adjustments mainly related to: (i) corresponding entry in“non-current assets” of the adjustment mentioned in item (f) above; (ii) impairment of R$81,303 in assets related to investments with little likelihood of realization and transfer of land in the amount of R$47,166 to property, plant and equipment.

(i)Refers to adjustments to property, plant and equipment primarily related to: (i) addition of the land mentioned in item(h-ii) above; (ii) addition of R$106,921 due to error in the classification of operating lease to finance lease.

(j)Refers, mainly, to (i) increase in the amount of R$648,311 related to purchase of goods to resale of 2015 that were recognized by error in 2016; (ii) increasing in trade payables in the amount of R$24,764, related to expenses recorded in the wrong period; and(iii) write-off of R$16,444 related to unduly recorded liabilities, related to previous years.

(k)Immaterial errors related to the reclassification between “borrowings” and “other liabilities”.

(l)Refers to adjustment on the provision for profit sharing paid in 2016.

(m)Refers mainly to: (i) additions of PIS and COFINS of R$29,146, mainly arising from acquisition of electric power and financial income related to the years of 2015, 2014 and 2013; (ii) decrease of R$29,302 due to error in the tax calculation for 2015 with effect in the statement of operation and R$32,039 due to error in tax calculation for 2013 with effect in accumulated losses; and (iii) increase of taxes payable, mainly related to the effect of the adjustment mentioned in item (e) above.

(n)Refers to the increase in the balance of other liabilities of R$20,613, due to error arising in recognition of liabilities.

(o)Refers, mainly, to reclassification to “borrowings” of premium payments of bond transaction of Braskem America classified in financial income from previous years.

(p)Refers to the recognition of counterparty risk in the measurement of derivative instruments of R$65,000.

(q)Refers to adjustments to deferred income tax and deferred social contribution tax liabilities arising from all adjustments mentioned in this note affecting the statement of operation.

(r)Refers to the increase of R$15,530 in the post-employment benefit plan related to the health plan.

(s)Refers, mainly, to the additions in the amount of R$102,825 due to error in the classification from operating lease to finance lease mentioned in the item (i) above.

(t)Refers, mainly, to: (i) corresponding entry of the adjustment mentioned in item (p) above, increasing the balance by R$65,000; (ii) reduction of the balance due to reclassification from other comprehensive income to “other income (expense), net” of R$40,509, due to adjustments to the actuarial liability of health plan benefit.

(u)Refers to: (i) adjustments recorded in the statement of operation leading to the impact in the accumulated losses of R$111,238; and (ii) other immaterial adjustments mentioned above, recorded in “accumulated losses” of R$37,049.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Opening balance sheet as of 1/1/2015

   1/1/2015 
Assets  Published
in 2014
  Adjustment  Opening
balance in
1/1/2015
 
      Tax provisions  Other    

Current assets

     

Cash and cash equivalents

   3,993,359    (102,088)(a)   3,891,271 

Financial investments

   89,729    104,702(b)   194,431 

Trade accounts receivable

   2,692,612    (283,466)(c)   2,409,146 

Inventories

   5,368,146    251,176(d)   5,619,322 

Taxes recoverable

   2,129,837    22,284(e)   2,152,121 

Other receivables

   287,876    (5,663)(f)   282,213 

Other assets

   199,640     199,640 
  

 

 

  

 

 

  

 

 

  

 

 

 
   14,761,199    (13,055  14,748,144 
  

 

 

  

 

 

 ��

 

 

  

 

 

 

Non-current assets

     

Taxes recoverable

   1,045,428   13,704(a)    1,059,132 

Deferred income tax and social contribution

   870,206   (20,015)(b)   35,890(g)   886,081 

Other receivables

   91,905    (5,881)(h)   86,024 

Investments

   126,535     126,535 

Property, plant and equipment

   29,001,490    69,468(i)   29,070,958 

Other assets

   3,524,988     3,524,988 
  

 

 

  

 

 

  

 

 

  

 

 

 
   34,660,552   (6,311  99,477   34,753,718 
  

 

 

  

 

 

  

 

 

  

 

 

 

Total assets

   49,421,751   (6,311  86,422   49,501,862 
  

 

 

  

 

 

  

 

 

  

 

 

 

Liabilities and shareholders’ equity

     

Current liabilities

     

Trade payables

   10,852,410    (12,535)(j)   10,839,875 

Borrowings

   1,418,542    928(k)   1,419,470 

Taxes payable

   203,392    30,042(l)   233,434 

Other liabilities

   1,608,948    (15,137)(m)   1,593,811 
  

 

 

  

 

 

  

 

 

  

 

 

 
   14,083,292    3,298   14,086,590 
  

 

 

  

 

 

  

 

 

  

 

 

 

Non-current liabilities

     

Borrowings

   18,918,021    8,708(n)   18,926,729 

Trade payables

   30,699   229,311(c)    260,010 

Deferred income tax and social contribution

   603,490    23,521(o)   627,011 

Post-employment benefits

   69,176    45,302(p)   114,478 

Other payables

   291,040    67,263(q)   358,303 

Other liabilities

   9,531,683     9,531,683 
  

 

 

  

 

 

  

 

 

  

 

 

 
   29,444,109   229,311   144,794   29,818,214 
  

 

 

  

 

 

  

 

 

  

 

 

 

Shareholders’ equity

     

Other comprehensive income

   (2,924,057   (19,115)(r)   (2,943,172

Accumulated losses

    (235,622)(d)   (42,555)(s)   (278,177

Other

   8,962,940     8,962,940 
  

 

 

  

 

 

  

 

 

  

 

 

 

Total attributable to the Company’s shareholders

   6,038,883   (235,622  (61,670  5,741,591 
  

 

 

  

 

 

  

 

 

  

 

 

 

Non-controlling interest in Braskem Idesa

   (144,533    (144,533
  

 

 

  

 

 

  

 

 

  

 

 

 
   5,894,350   (235,622  (61,670  5,597,058 
  

 

 

  

 

 

  

 

 

  

 

 

 

Total liabilities and shareholders’ equity

   49,421,751   (6,311  86,422   49,501,862 
  

 

 

  

 

 

  

 

 

  

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

The adjustments that caused the restatement of these financial statements and are indicated in column “Adjustments – Tax provisions” are as follow:

(a)Related to the anticipation of income tax and social contribution for the year 2013 in the amount of R$13,704.
(b)Refers to the reduction of deferred income tax and social contribution on tax losses and negative basis, in the amount of R$20,015.
(c)These adjustments result from: (i) R$156,992 referring to payment of income tax at source on remittance of funds abroad at the rate of 35%; (ii) R$54,035 referring to payment related to REFIS installment payment; and (iii) R$18,284 related to the payment of the principal amount of anticipated of income tax and social contribution.
(d)Related to corresponding entries of the adjustments mentioned in items (a), (b) and (c), above.

The main adjustments that are indicated in column “Adjustments – Other” are as follow:

(a)Refers, mainly, to the reclassification to “financial investments” of R$104,702.
(b)Refers to the reclassification of “cash and cash equivalents” of Brazilian government bonds (Letras Financeiras do Tesouro – LFT) whose original maturity exceeds three months, immediate liquidity and realization is expected in the short term.
(c)Refers, mainly to a decrease of R$283,466 in accounts receivable due to revenue of 2015 recognized by error in 2014.
(d)Refers, mainly, to the increase in the balance of inventories of R$248,026, due to error arising in recognition of sales mentioned in item (c).
(e)Refers, mainly, to the reclassification of tax credits from “taxes payable” to “taxes recoverable” in the amount of R$22,224.
(f)Refers to reduction due reclassification of advances to suppliers to “trade payables”.
(g)Related to increase due to deferred income tax and deferred social contribution tax arising from all adjustments mentioned in this note affecting the statement of operation.
(h)Immaterial errors related to the reclassification to “other payables”.
(i)Refers to adjustments to property, plant and equipment primarily related to: (i) addition of R$77,147 due to error in the classification of operating lease to finance lease.
(j)Refers, mainly, to reduction by thewrite-off of R$10,585 related to unduly recorded liabilities, related to previous years.
(k)Immaterial errors related to reclassification between “borrowings” and “other payables”.
(l)Related to (i) additions of PIS and COFINS of R$24,098, mainly arising from acquisition of electric power and financial income related to the years of 2014 and 2013; (ii) reduction related to error in tax calculation for 2013 with effect in accumulated losses in the amount of R$21,794; and (ii) increase of taxes payable, mainly related to the effect of the adjustment mentioned in item (e) above.
(m)Refers, mainly to thewrite-off of notes unduly recorded in the amount of R$10,254, related to previous years.
(n)Refers, mainly, to reclassification to “borrowings” of premium payments of bond transaction of Braskem America classified in financial income from previous years.
(o)Related to adjustments to deferred income tax and social contribution liabilities arising from all adjustments mentioned in this note affecting the statement of operation.
(p)Refers to the increase of R$45,302 in the post-employment benefit plan related to the health plan.
(q)Refers, mainly, to: (i) increase in the amount of R$73,803 due to error in the classification from operating lease to finance lease mentioned in the item (i) above; and (ii) reduction of the balance due to reclassification mentioned in the item (h) above in the amount of R$5,881.
(r)Refers, mainly, to: (i) reduction of the balance due to adjustments on the actuarial liability of health plan benefit in the amount R$27,964; and (ii) increase related to deferred taxes based on the adjustments on the actuarial liability in the amount of R$9,508.
(s)Refers, mainly, to: (i) adjustments recorded in the statement of operation leading to the impact in the accumulated losses in the amount of R$21,330; and (ii) other immaterial adjustments mentioned above, recorded in “accumulated losses” in the amount of R$12,943.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Statement of operations for 2015

   2015 
   Published  Discontinued
operations
  Adjustment  Restated 
Continued operations     Note 5(b)  Tax provisions  Other    

Net sales revenue

   47,282,996   (682,371   279,364(a)   46,879,989 

Cost of products sold

   (36,902,086  510,365    (336,302)(b)   (36,728,023
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   10,380,910   (172,006   (56,938  10,151,966 

Income (expenses)

      

Selling and distribution

   (1,122,012  38,856     (1,083,156

General and administrative

   (1,325,342  59,327    (14,455)(c)   (1,280,470

Research and development

   (176,431    6,796(d)   (169,635

Results from equity investments

   2,219      2,219 

Other income (expenses), net

   (707,153  25,029    (49,080)(e)   (731,204
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   7,052,191   (48,794   (113,677  6,889,720 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Financial results

      

Financial expenses

   (3,158,498  8,052   (22,606)(a)   9,650(f)   (3,163,402

Financial income

   595,674   (8,677   (2,064)(g)   584,933 

Exchange rate variations, net

   70,318   32,592     102,910 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   (2,492,506  31,967   (22,606  7,586   (2,475,559

Profit before income tax and social contribution

   4,559,685   (16,827  (22,606  (106,091  4,414,161 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Current and deferred income tax and social contribution

   (1,660,905  10,445   (10,253)(b)   359(h)   (1,660,354
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Profit for the year of continued operations

   2,898,780   (6,382  (32,859  (105,732  2,753,807 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Discontinued operations results

      

Profit (loss) from discontinued operations

    16,827     16,827 

Current and deferred income tax and social contribution

    (10,445    (10,445
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
    6,382     6,382 

Profit for the year

   2,898,780    (32,859  (105,732  2,760,189 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Attributable to:

      

Company’s shareholders

   3,140,311    (32,859  (105,732  3,001,720 

Non-controlling interest in Braskem Idesa

   (241,531     (241,531
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Profit for the year

   2,898,780    (32,859  (105,732  2,760,189 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
         Parent company 
         Basic and diluted - in R$ per share 
         Published  Adjustment  Restated 

Profit per share attributable to the shareholders of the Company of continued operations at the end of the year (R$)

      

Earnings per share - common

     3.9474   (0.1766  3.7708 

Earnings per share - preferred shares class “A”

     3.9474   (0.1766  3.7708 

Earnings per share - preferred shares class “B”

     0.6065    0.6065 
    

 

 

  

 

 

  

 

 

 

The adjustments that caused the restatement of these financial statements and are indicated in column “Adjustments – Tax provisions” are as follow:

(a)Referring to interest accrual based on the variation in the Selic rate related to the extemporaneous taxes.
(b)Related to adjustments to deferred income tax and social contribution arising from all adjustments mentioned in this note.

The main adjustments that are indicated in column “Adjustments – Other” are as follow:

(a)Mainly referring to: (i) decrease of R$146,211 related to revenue from 2016 recognized by error in 2015; (ii) increase of R$155,872 related to revenue from 2015 recognized by error in 2016; (iii) increase of R$298,746 due to revenue of 2015 recognized by error in 2014; and (iv) decrease of R$21,768 due to a reclassification from “financial expenses” related to commercial discounts.
(b)Mainly referring to: (i) decrease of costs of products sold of R$101,184 related to adjustments of sales mentioned in item(a-i) and increase of costs of products sold of R$145,023 and R$262,263 related to adjustments of sales mentioned in item(a-ii) and(a-iii); and (ii) an increase of R$24,764 of freight costs in fiscal year 2015 previously recorded in 2016.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(c)Immaterial errors classified as general and administrative expenses.
(d)Refers to the reclassification of expenses to “other income (expenses), net”.
(e)Mainly referring to: (i) impairment of assets related to investments with little likelihood of realization, in the amount of R$80,601; (ii) reversal of provision for health plan of R$42,318; (iii)write-off storehouse materials of R$12,111.
(f)Mainly referring to: (i) adjustments mentioned in item(a-iv) above; and (ii) interest expenses from the health plan benefit of R$8,364.
(g)Immaterial errors classified as financial income.
(h)Mainly referring to: (i) reduction of R$19,201 related to adjustments in deferred income tax, unduly recorded in previous years; and (ii) impacts in current and deferred income tax and social contribution arising from all adjustments mentioned in this note.

Statement of operations for 2014

   2014 
   Published  Discontinued
operations
  Adjustment  Restated 
Continued operations     Note 5(b)  Tax provisions  Other    

Net sales revenue

   46,031,389   (621,117   (274,375)(a)   45,135,897 

Cost of products sold

   (40,057,341  479,319    226,313(b)   (39,351,709
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   5,974,048   (141,798   (48,062  5,784,188 

Income (expenses)

      

Selling and distribution

   (1,155,800  46,094   72,299(a)    (1,037,407

General and administrative

   (1,210,124  59,148    (44,535)(c)   (1,195,511

Research and development

   (138,441    10,308(d)   (128,133

Results from equity investments

   3,929      3,929 

Other income (expenses), net

   95,596   28,783   (102,893)(b)   21,287(e)   42,773 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   3,569,208   (7,773  (30,594  (61,002  3,469,839 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Financial results

      

Financial expenses

   (2,706,963  12,541   (20,073)(c)   (1,887)(f)   (2,716,382

Financial income

   401,394   (1,734   209(g)   399,869 

Exchange rate variations, net

   (85,074  958     (84,116
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   (2,390,643  11,765   (20,073  (1,678  (2,400,629

Profit before income tax and social contribution

   1,178,565   3,992   (50,667  (62,680  1,069,210 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Current and deferred income tax and social contribution

   (452,264  (4,042  (71,942)(d)   37,220(h)   (491,028
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Profit for the year of continued operations

   726,301   (50  (122,609  (25,460  578,182 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Discontinued operations results

      

Loss from discontinued operations

    (3,992    (3,992

Current and deferred income tax and social contribution

    4,042     4,042 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
    50     50 

Profit for the year

   726,301    (122,609  (25,460  578,232 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Attributable to:

      

Company’s shareholders

   864,064    (122,609  (25,460  715,995 

Non-controlling interest in Braskem Idesa

   (137,763     (137,763
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Profit for the year

   726,301    (122,609  (25,460  578,232 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
         Parent company 
         Basic and diluted - in R$ per share 
         Published  Adjustment  Restated 

Profit per share attributable to the shareholders of the Company of continued operations at the end of the year

      

Earnings per share - common

     1.0857   (0.1864  0.8993 

Earnings per share - preferred shares class “A”

     1.0857   (0.1864  0.8993 

Earnings per share - preferred shares class “B”

     0.6062    0.6062 
    

 

 

  

 

 

  

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

The adjustments that caused the restatement of these financial statements and are indicated in column “Adjustments – Tax provisions” are as follow:

(a)During the investigation mentioned in the note 34, were identified payments for services to without corresponding evidence of the services being rendered. These payments were reclassified from “selling and distribution expenses”, as originally reported, to “other income (expenses), net” in the amount of R$72,299.
(b)Referring to: (i) effect related to extemporaneous taxes in amount of R$30,594; and (ii) reclassification from “selling and distribution expenses” in the amount of R$72,299 mentioned in item (a) above.
(c)Refers to recognize of fine and interest related to the extemporaneous taxes.
(d)Mainly referring to: (i) payment related to REFIS installment payment in the amount of R$54,035; (ii) payment of the principal amount of anticipated of income tax and social contribution in the amount of R$18,284; and (iii) deferred income tax and social contribution due to the statement adjustments presented.

The main adjustments that are indicated in column “Adjustments – Other” are as follow:

(a)Mainly referring to: (i) the decrease of R$283,254 related to revenue from 2015 recognized by error in 2014; (ii) the increase of R$36,726 due to revenue of 2014 recognized by error in 2013; and (iii) decrease of R$21,641 due to a reclassification from “financial expenses” related to commercial discounts.
(b)Mainly referring to: (i) decrease of costs of products sold of R$247,828 and an increase of costs of products sold of R$31,367 related to adjustment of sales mentioned in item(a-i) and(a-ii); and (ii) an decrease of R$6,145 of freight costs in fiscal year 2014 previously recorded in 2015.
(c)Mainly referring to increase related to the reclassification of management fee in the amount of R$43,490 from “other income (expenses), net”.
(d)Refers to the reclassification of expenses to “other income (expenses), net”.
(e)Mainly referring to: (i) increase in the amount of R$10,396 related to PIS and COFINS; (ii) increase of the corresponding entry mentioned in item (d); and (iii) decrease of the corresponding entry mentioned in item (c).
(f)Mainly referring to: (i) decrease related to the adjustment mentioned in item(a-iii); (ii) increase related interest expenses from the health plan benefit of R$7,527; and (iii) increase of R$14,676 due to reversal of recognition of counterparty risk in the measurement of derivative instruments.
(g)Immaterial errors classified as “financial income”.
(h)Mainly referring to the impacts in current and deferred income tax and social contribution arising from all adjustments mentioned in this note.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Statement of cash flow for 2015

   2015 
   Published  Adjustment  Restated 
      Tax provisions  Other    

Profit before income tax and social contribution and for the result with discontinued operations

   4,559,685   (22,606  (106,091  4,430,988 

Adjustments for reconciliation of profit

     

Depreciation, amortization and depletion

   2,114,929    10,867   2,125,796 

Results from equity investments

   (2,219    (2,219

Interest and monetary and exchange variations, net

   3,249,558    (66,981  3,182,577 

Other

   130,758     130,758 
  

 

 

  

 

 

  

 

 

  

 

 

 
   10,052,711   (22,606  (162,205  9,867,900 
  

 

 

  

 

 

  

 

 

  

 

 

 

Changes in operating working capital

     

Held-for-trading financial investments

   118,929    (263,884  (144,955

Trade accounts receivable

   (38,586   (304,030  (342,616

Inventories

   (161,419   (340,315  (501,734

Taxes recoverable

   831,507    10,401   841,908 

Other receivables

   (132,865   122,691   (10,174

Trade payables

   (2,205,683   687,395   (1,518,288

Taxes payable

   221,371   22,606   (23,751  220,226 

Other payables

   708,267    26,084   734,351 

Other assets and liabilities, net

   49,633     49,633 
  

 

 

  

 

 

  

 

 

  

 

 

 

Cash from operations

   9,443,865    (247,614  9,196,251 
  

 

 

  

 

 

  

 

 

  

 

 

 

Interest paid

   (1,086,166    (1,086,166

Income tax and social contribution paid

   (232,302    (232,302
  

 

 

  

 

 

  

 

 

  

 

 

 

Net cash generated by operating activities

   8,125,397    (247,614  7,877,783 
  

 

 

  

 

 

  

 

 

  

 

 

 

Acquisitions to property, plant and equipment

   (4,057,123   (46,759  (4,103,882

Others investments

   (16,383    (16,383
  

 

 

  

 

 

  

 

 

  

 

 

 

Net cash used in investing activities

   (4,073,506   (46,759  (4,120,265
  

 

 

  

 

 

  

 

 

  

 

 

 

Net cash provided by financing activities

   (97,491    (97,491
  

 

 

  

 

 

  

 

 

  

 

 

 

Exchange variation on cash of foreign subsidiaries

   (508,036    (508,036
  

 

 

  

 

 

  

 

 

  

 

 

 

Increase in cash and cash equivalents

   3,446,364    (294,373  3,151,991 
  

 

 

  

 

 

  

 

 

  

 

 

 

Represented by

     

Cash and cash equivalents at the beginning for the year

   3,993,359    (102,088  3,891,271 

Cash and cash equivalents at the end for the year

   7,439,723    (396,461  7,043,262 
  

 

 

  

 

 

  

 

 

  

 

 

 

Increase in cash and cash equivalents

   3,446,364    (294,373  3,151,991 
  

 

 

  

 

 

  

 

 

  

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Statement of cash flow for 2014

   2014 
   Published  Adjustment  Restated 
      Tax provisions  Other    

Profit before income tax and social contribution and for the result with discontinued operations

   1,178,565   (50,667  (62,680  1,065,218 

Adjustments for reconciliation of profit

     

Depreciation, amortization and depletion

   2,056,362    3,088   2,059,450 

Results from equity investments

   (3,929    (3,929

Interest and monetary and exchange variations, net

   1,560,734    5,425   1,566,159 

Gain from divestment in subsidiary

   (277,338    (277,338

Other

   9,805     9,805 
  

 

 

  

 

 

  

 

 

  

 

 

 
   4,524,199   (50,667  (54,167  4,419,365 
  

 

 

  

 

 

  

 

 

  

 

 

 

Changes in operating working capital

     

Held-for-trading financial investments

   (19,057   (49,613  (68,670

Trade accounts receivable

   144,087    265,283   409,370 

Inventories

   (270,351   (229,089  (499,440

Taxes recoverable

   486,082    (1,834  484,248 

Other receivables

   27,832    7,264   35,096 

Trade payables

   (419,476   (1,317  (420,793

Taxes payable

   (539,262  50,667   12,533   (476,062

Other payables

   677,071    72,085   749,156 

Other assets and liabilities, net

   (259,684    (259,684
  

 

 

  

 

 

  

 

 

  

 

 

 

Cash from operations

   4,351,441    21,145   4,372,586 
  

 

 

  

 

 

  

 

 

  

 

 

 

Interest paid

   (421,431    (421,431

Income tax and social contribution paid

   (138,144    (138,144
  

 

 

  

 

 

  

 

 

  

 

 

 

Net cash generated by operating activities

   3,791,866    21,145   3,813,011 
  

 

 

  

 

 

  

 

 

  

 

 

 

Acquisitions to property, plant and equipment

   (5,301,778   (77,025  (5,378,803

Others investments

   324,702     324,702 

Net cash used in investing activities

   (4,977,076   (77,025  (5,054,101
  

 

 

  

 

 

  

 

 

  

 

 

 

Net cash provided by financing activities

   894,400     894,400 
  

 

 

  

 

 

  

 

 

  

 

 

 

Exchange variation on cash of foreign subsidiaries

   (51,690    (51,690
  

 

 

  

 

 

  

 

 

  

 

 

 

Decrease in cash and cash equivalents

   (342,500   (55,880  (398,380
  

 

 

  

 

 

  

 

 

  

 

 

 

Represented by

     

Cash and cash equivalents at the beginning for the year

   4,335,859    (46,208  4,289,651 

Cash and cash equivalents at the end for the year

   3,993,359    (102,088  3,891,271 
  

 

 

  

 

 

  

 

 

  

 

 

 

Decrease in cash and cash equivalents

   (342,500   (55,880  (398,380
  

 

 

  

 

 

  

 

 

  

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

2.5Statement of cash flows - 2016

In the statement of cash flows for the year 2016, the final balance of cash and cash equivalents includes the corresponding amounts of the subsidiaries Quantiq and IQAG. On the other hand, in the consolidated balance sheet, all the assets of these subsidiaries, including cash balances and cash equivalents, are included in the item“non-current assets held for sale” (Note 5 (a)). The reconciliation between the statement of cash flows and the balance sheet is as follows:

2016

Cash and cash equivalents at the end for the year

Balance as presented in the cash flow

6,778,010

Cash and cash equivalents included in“non-current assets held fo sale”

(76,146

Cash and cash equivalents in “current assets”

6,701,864

3Application of critical estimates and judgments

Critical estimates and judgments are those that require the most difficult, subjective or complex judgments by management, usually as a result of the need to make estimates that affect issues thatthe application of the Company’s accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates due to differences in the variables, assumptions or conditions used in making estimates.

Judgments and estimates are inherently uncertain. Estimates and judgments are continually reassessedreviewed on an ongoing basis and are based on historical experience and other factors, including expectations of future events that are believed to bedeemed reasonable under the circumstances. Actual results can differ from planned results dueRevision to differencesestimates is recognized prospectively.

Critical judgments and estimates applied by the Company in the variables, assumptions or conditions used in making estimates.

The Company makes a seriespreparation of other estimates thatthese financial statements are presented in the respective notes, such as allowance for doubtful accounts, fair-value adjustmentfollowing notes:

3.1 Assumptions and estimation uncertainties

- Note 12(c): Impairment test of inventoriesproperty, plant and provision for repairing environmental damage.equipment: key assumptions underlying recoverable amounts.

In order to provide an understanding- Note 13.1: Impairment test of the way the Company forms its judgments on future events, the variables andgoodwill: key assumptions used in critical estimates are presented below:underlying recoverable amounts.

- Note 20.2: Application of hedge accounting: key assumptions underlying a highly probable forecast transaction.

3.1Deferred income tax (“IR”) and social contribution (“CSL”)

The recognition and the amount- Note 22.2(c): Recognition of deferred taxes assets depend on the generationtax assets: availability of future taxable income against which requiresdeductible temporary differences and tax losses carryforward can be utilized.

- Note 23(a):Recognition and measurement of provisions for recovery of environmental damages: main assumptions regarding the use of an estimate related to the Company’s future performance. These estimates are included in the business plan, which is annually prepared by the Executive Boardprobability and submitted to the Board of Directors for approval. This plan uses as main variables the pricemagnitude of the products manufactured byoutflow of resources.

- Note 24:Recognition and measurement of provisions for lawsuits: main assumptions regarding the Company, priceprobability and magnitude of inputs, gross domestic productthe outflow of each country where the Company operates, exchange variation, interest rate, inflation rateresources.

- Note 26:Recognition and fluctuations in the supply and demandmeasurement of inputs and finished products. These variables are obtained from expert external consultants, based on the Company’s historical performance and its capacity to generate taxable income and specific incentivesprovision for costs arising from the Brazilian government forgeological event in Alagoas: main assumptions regarding the petrochemical sector in Brazil.

Information on deferred income taxprobability and social contribution is presented in Note 20(c).

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

3.2Fair value of derivative andnon-derivative financial instruments

The Company evaluates the derivative financial instruments at their fair value and the main sources of information are the stock exchanges, commodities and futures markets, disclosuresmagnitude of the Central Bankoutflow of Brazil and quotation services like Bloomberg and Reuters. Nevertheless, the high volatility of the foreign exchange and interest rate markets in Brazil has been causing significant changes in future rates and interest rates over short periods of time, leading to significant changes in the market value of swaps and other financial instruments.resources.

The fair values ofnon-derivative, quoted financial instruments are based on current bid prices. If the market for a financial asset and for unlisted securities is not active, the Company establishes fair value by using valuation techniques. These include the use of recent arm’s length transactions, reference to other instruments that are substantially the same, discounted cash flow analysis, and option pricing models that make maximum use of market inputs and rely as little as possible on information provided by the Company’s Management.

Information on derivative andnon-derivative financial instruments is presented in Note 17.4 Risk management

3.3Useful life of assets

The Company recognizes the depreciation and depletion of its long-lived assets based on their useful life estimated by independent appraisers and approved by the Company’s technicians taking into consideration the experience of these professionals in the management of Braskem’s plants. The useful lives initially established by independent appraisers are normally reviewed at the end of every year by the Company’s technicians in order to check whether they need to be changed. This review may take place during the year in case of possiblenon-recurring events.

The main factors that are taken into consideration in the definition of the useful life of the assets that compose the Company’s industrial plants are the information of manufacturers of machinery and equipment, level of the plants’ operations, quality of preventive and corrective maintenance and the prospects of technological obsolescence of assets.

The Company’s management also decided that (i) depreciation should cover all assets value because when the equipment and installations are no longer operational, they are sold by amounts that are immaterial; and (ii) land is not depreciated because it has an indefinite useful life.

The useful lives applied to the assets determined the following average (%) depreciation and depletion rates:

   2016   2015 

Buildings and improvements

   3.49    3.42 

Machinery, equipment and installations

   9.34    8.42 

Mines and wells

   8.83    8.89 

Furniture and fixtures

   10.36    10.48 

IT equipment

   20.53    20.55 

Lab equipment

   9.65    9.80 

Security equipment

   9.78    9.91 

Vehicles

   22.72    19.09 

Other

   18.97    18.98 

Information on property, plant and equipment is presented in Note 13.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

3.4Impairment test and analysis

(a)Tangible and intangible assets with defined useful lives

On the reporting date of each of its financial statements, the Company conducts an analysis to determine the existence of any indication that the book balance of long-lived tangible assets and intangible assets with defined useful lives may not be recoverable. This analysis is conducted to assess the existence of scenarios that could adversely affect its cash flow and, consequently, its ability to recover the investment in such assets. These scenarios arise from issues of a macroeconomic, legal, competitive or technological nature.

Some significant and notable aspects considered by the Company in this analysis include: (i) the possibility of an oversupply of products manufactured by the Company or of a significant reduction in demand due to adverse economic factors; (ii) the prospects of material fluctuations in the prices of products and inputs; (iii) the likelihood of the development of new technologies or raw materials that could materially reduce production costs and consequently impact sales prices, ultimately leading to the full or partial obsolescence of the industrial facilities of the Company; and (iv) changes in the general regulatory environment that make the production process of Braskem infeasible or that significantly impact the sale of its products. For this analysis, the Company maintains anin-house team with a more strategic vision of the business and also remains in permanent contact with a team of external consultants. If the aforementioned variables indicate any material risk to cash flows, the Management of Braskem conducts impairment tests in accordance with Note 3.4(b).

The Company’s assets are grouped initially under operating Segments, based on product lines and production site location. Within each Segment, assets are grouped into Cash-generating units (“CGU”), based solely on the production site location (country and, for Basic Petrochemicals, region in Brazil). Based on these concepts, the assets are grouped as follows:

Reportable operating segments:

Basic petrochemicals:

CGU UNIB Bahia: represented by assets of the basic petrochemicals plants located in the state of Bahia;

CGU UNIB South: represented by assets of the basic petrochemicals plants located in the state of Rio Grande do Sul;

CGU UNIB Southeast: represented by assets of the basic petrochemicals plants located in the states of Rio de Janeiro and São Paulo;

Polyolefins:

CGU Polyethylene: represented by assets of the PE plants located in Brazil;

CGU Polypropylene: represented by assets of the PP plants located in Brazil;

CGU Renewables: represented by the assets of the Green PE plant located in Brazil;

Vinyls:

CGU Vinyls: represented by assets of PVC and chloride soda plants located in Brazil;

United States and Europe:

CGU Polypropylene USA: represented by assets of PP plants located in the United States;

CGU Polypropylene Europe: represented by assets of PP plants located in Germany;

Mexico:

Represented by the assets of the ethylene and PE plants located in Mexico.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Discontinuation of the Chemical Distribution operating segment:

This segment was represented by the assets of the subsidiaries Quantiq and IQAG, and was discontinued based on the decision to divest such companies (Note 5).

(b)Intangible assets with indefinite useful lives

The balances of goodwill from future profitability arising from business combinations are tested for impairment once a year. These tests are based on the projected cash generation for a five-year period, which are extracted from the business plan of the Company and cited in Note 3.1. In addition to the projected cash flow for the period from 2017 to 2021, perpetuity is also calculated based on the long-term vision and without considering growth in real terms for this calculation.Cash flows and perpetuity are adjusted to present value at a discount rate based on the Weighted Average Cost of Capital (“WACC”).

The goodwill allocated to the Polyolefins operating segment (Note 14 (a)) was generated in a business combination that resulted in the simultaneous acquisition of polypropylene and polyethylene plants. The main raw materials of these plants were already supplied by the Company, which allowed for the obtainment of significant synergies in the operation. These synergies were one of the main drivers of that acquisition. Accordingly, the Company’s management tested this goodwill for impairment in the ambit of their operating segment since the benefits of the synergies are associated with all units acquired.

The remaining existing goodwill is allocated to the UNIB Sul CGU and to the Vinyls operating segment (Note 14(a)).

Goodwill from future profitability are presented in Note 14. Said note also presents the results of impairment tests.

3.5Contingencies

Existing contingent liabilities and provisions are mainly related to discussions in the judicial and administrative spheres arising from primarily labor, pension, civil and tax lawsuits and administrative procedures.

The Management of Braskem, based on the opinion of its external legal advisors, classifies these proceedings in terms of probability of loss as follows:

Probable loss – these are proceedings for which there is a higher probability of loss than of a favorable outcome, i.e., the probability of loss exceeds 50%. For these proceedings, the Company recognizes a provision that is determined as follows:

(i)labor claims – the amount of the provision corresponds to the amount to be disbursed as estimated by the Company’s legal counsels;

(ii)tax claims - the amount of the provision corresponds to the value of the matter plus charges corresponding to the variation in the Selic rate; and

(iii)other claims – the amount of the provision corresponds to the value of the matter.

Possible loss – these are proceedings for which the possibility of loss is greater than remote. The loss may occur, however, the elements available are not sufficient or clear to allow for a conclusion on whether the trend is for a loss or a gain. In percentage terms, the probability of loss is between 25% and 50%. For these claims, except for the cases arising from business combinations, the Company does not recognize a provision and mentions the most significant ones in a note to the financial statements (Note 23.2). In business combination

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

transactions, in accordance with the provision in IFRS 3, the Company records the fair value of the claims based on the assessment of loss. The amount of the provision corresponds to the value of the matter, plus charges corresponding to the variation in the Selic rate, multiplied by the probability of loss, as determined by our external counsels.

The Company’s management believes that the estimates related to the outcome of the proceedings and the possibility of future disbursement may change in view of the following: (i) higher courts may decide in a similar case involving another company, adopting a final interpretation of the matter and, consequently, advancing the termination of the of a proceeding involving the Company, without any disbursement or without implying the need of any financial settlement of the proceeding; and (ii) programs encouraging the payment of the debits implemented in Brazil at the Federal and State levels, in favorable conditions that may lead to a disbursement that is lower than the one that is recognized in the provision or lower than the value of the matter.

The Company’s contingencies are presented in Note 23.

3.6Hedge accounting

The Company designated liabilities in foreign currency to hedge the future cash flows generated by its exports. This decision was based on two important concepts and judgments: (i) the performance of exports according to its business plan (Note 3.2), which are inherent to the market and business where it operates, and (ii) the ability of the Company to refinance its liabilities in U.S. dollar, since the priority financing in U.S. dollar is part of the Company’s guidelines and strategy. In addition to the ability to refinance its U.S. dollar liabilities, the maintenance of a minimum level of net liabilities in U.S. dollar is envisaged in the Financial Policy of the Company.

Braskem Idesa designated all of the financing it obtained for the construction of its industrial plant to protect part of its sales to be made in the same currency as said financing, the U.S. dollar. The sales estimate is included in the project that was presented to the banks/lenders, which, due to the consistency of the projection, granted Braskem Idesa a financing line to be paid exclusively using the cash generated by these sales. All the commercial considerations of the project were based on market studies conducted by expert consulting firms during the feasibility-analysis phase.

All hedge transactions conducted by the Company are in compliance with the accounting procedures and practices adopted by Braskem, and effectiveness tests are conducted for each transaction every quarter, which prove the effectiveness of its hedge strategy.

The Company determined that hedged items will be characterized by the first sales in U.S. dollars in each quarter until the amount designated for each period is reached (Note 17). The liabilities designated for hedge will be aligned with the hedging maturity schedule and the Company’s financial strategy.

Under the Financial Policy, the Company may contract financial derivatives (swaps, NDFs, options etc.) to hedge against unwanted changes in currencies and rates. These derivatives may be designated for hedge accounting in accordance with Management’s judgment and when the application is expected to provide a material improvement in the demonstration of the compensatory effect on the variations of the hedged items.

4Risk management

Braskem is exposed to market risks arising from variations in commodity prices, foreign exchange rates and interest rates, credit risks of its counterparties in cash equivalents, financial investments and trade accounts receivable, and liquidity risks to meet its obligations from financial liabilities.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

BraskemThe Company adopts procedures for managing market and credit risks that are in conformity with its Financial Policy, approvedwhich is reviewed by the Board of Directors on August 9, 2010.regularly. The purpose of risk management is to protect the Company’s cash flows and reduce the threats to the financing of its operating working capital and investment programs.

F-19

Braskem S.A.

 

4.1Market risks

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Braskem4.1 Market risks

The Company prepares a sensitivity analysis for foreign exchange rate and interest rate risks to which it is exposed, which is presented in Note 17.6.20.8.

Management of the interest rate benchmark reform and associated risks

Overview

The planning for an organized replacement of interbank offered rates (“IBORs”) for alternative, nearly risk-free interest rates (RFRs, or “Risk-Free Rates”) is being taken under several market initiatives. However, several details regarding the time and transition methods are still being discussed.

The Company uses IBORs as reference rates on several of its financial instruments, and as part of these market-wide initiatives, RFRs will eventually replace such reference rates. While the transition will force modifications on contracts that use IBORs as reference rates, the Company expects no significant impact on its risk management after its completion. However, the Company will continue to monitor the transition and implement whatever changes or new controls are deemed to be appropriate as potential issues arise.

Derivatives

The derivative instruments traded on over-the-counter market are governed by contracts based on the master agreements of the International Swaps and Derivatives Association (“ISDA”) and entered into with counterparties in the international banking market.

As part of the IBOR Reform, the ISDA published a protocol that changed all master agreements in force to include RFRs as replacement rates (fallback) for use upon discontinuation of the various IBORs. The protocol came into force on January 25, 2021; Braskem and its subsidiaries Braskem America, Braskem Idesa and Braskem Holanda Finance have already completed their adoption.

Liabilities

As of December 31, 2021, the Company has bank loans with interest rates linked to LIBOR in US$ (see notes 16 and 17), which consequently will be subject to IBOR reform. The Company expects the benchmark interest rate of these loans to be changed to the SOFR by 2023.

(a)(a)Exposure to commodity risks

Braskem’s mainMost of Company’s feedstocks (naphtha, ethane, propane and propylene) and main products (PE, PP and PVC) are commodities quoted on international markets. A series of factors determine the dynamics of these quotes, and said dynamic impacts the result and cash generation of Braskem, whichnevertheless our sales prices are also impacted in general does not seek financial instruments to hedge against price fluctuations.

a similar proportion when compared with our feedstock supply chain.

(b)(b)Exposure to foreign exchange risk

Braskem has commercial operations denominated in orConsidering the dynamics of the international petrochemical market, where prices are mostly pegged to foreign currencies. Braskem’s inputs and products have prices denominatedinternational dollar-denominated references, the Company’s sales in orBrazil are strongly influenced by international prices of commodities, which are usually denominated in U.S. dollar. Additionally, Braskem hascorrelated to the US$.

To mitigate the long-term loans in foreign currencies that expose it to variations in the foreign exchange rate between the functional currency (Brazilian real, Mexican peso and Euro) and the foreign currency, in particular the U.S. dollar. Braskem manages its exposure to foreign exchange risk, throughsince September 2016, the combination of debit,Company started to contract financial investments, accounts receivablederivatives to compose a Long-Term Foreign Exchange Hedge Program. This Program mainly aims to mitigate dollar call and raw material purchases denominatedput option contracts, hedging expected flows over a 24-month horizon, as detailed in foreign currenciesNote 20.5.

In addition to this program, to balance the composition between dollar-denominated assets and through derivative operations. Braskem’sliabilities, as established in its Financial Policy, for managing foreign exchange risks provides for the maximumCompany will maintain a percentage of at least 70% of the dollar-denominated portion of net debt. If convenient, the Company may maintain a percentage of more than 70%, although subject to a sensitivity analysis of key financial indicators and minimum coverage limits that must be observed and which are continuously monitored by its Management.proof of the inexistence of significant risk of deterioration of these indicators.

F-20

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

OnAs of December 31, 2016, Braskem2021, the Company prepared a sensitivity analysis for its exposure to the risks of fluctuation in the U.S. dollar,US$, as informeddisclosed in Note 17.6.

20.8.

(c)(c)Exposure to interest rate risk

BraskemThe Company is exposed to the risk that a variation in floating interest rates causes an increase in its financial expense due to payments of future interest. DebitDebt denominated in foreign currency subject to floating rates is mainly subject to fluctuations in Libor. DebitLIBOR. Debt denominated in local currencyR$ is mainly subject to the variation in the Long-Term Interest Rate (“TJLP”) and in the Interbank Certificate of Deposit (“daily CDI”) rate.

In 2015 and 2016, Braskem2021, the Company held swap contracts (Note 17.3.1)20.5) in which it:it receives thepre-contractual rate and pays the CDI overnight rate; and receives LiborLIBOR and pays a fixed rate (Note 17.3.1(b.ii)).rate.

OnAs of December 31, 2016, Braskem2021, the Company prepared a sensitivity analysis for the exposure to the floating interest rates Libor,LIBOR, CDI and TJLP,Extended National Consumer Price Index (“IPCA”), as informeddisclosed in Notes 17.6(c.1) and (c.2).Note 20.8.

4.2 Exposure to credit risk

4.2Exposure to credit risk

The transactions that subject Braskemthe Company to the concentration of credit risks are mainly in currentbank checking accounts, with banks, financial investments, and trade accounts receivable in which Braskemthe Company is exposed to the risk of the financial institution or customer involved. In order to manage this risk, Braskemthe Company maintains bank current accounts and financial investments with major financial institutions, weighting concentrations in accordance with the credit rating and the daily prices observed in the Credit Default Swap market for the institutions, as well as netting contracts that minimize the total credit risk arising from the many financial transactions entered into by the parties.

Braskem S.A.

Management notes to the financial statements

atAs of December 31, 2016

All amounts in thousands, except as otherwise stated

On December 31, 2016, approximately 23%2021, 30.5% of the amounts held inrecorded as “Cash and cash equivalents” (Note 5) and “Financial Investments” (Note 6) were allocated to financial institutions that had compensationoffset agreements with the Company. The obligations covered byunder these agreements are includedaccounted for under “Borrowings” (Note 15)16). The effective netting of these amounts is possible only in the event of default by one of the parties.

With respect to the credit risk of customers, Braskemthe Company protects itself by performing a rigorous analysis before granting credit and obtaining secured and unsecured guarantees when considered necessary, including credit insurance.

The maximum exposure to credit risk ofnon-derivative financial instruments on the reporting date is the sum of their carrying amounts less any provisions for impairment losses. On December 31, 2016, the balance of trade accounts receivable was net of allowance for doubtful accounts (Note 8).

4.3 Liquidity risk

4.3Liquidity risk

BraskemThe Company has a calculation methodology to determine operatinga minimum cash “monthly vision” (30-day horizon) and a minimum cash “yearly vision” (up to 12-month horizon) for the purpose of, respectively: (i) ensuring the liquidity needed to comply with obligations of the following month; and (ii) ensuring that the Company maintains liquidity during potential crises. These

The amounts to determine the minimum cash “yearly vision” are calculated mainly based on the projected operating cash generation, less short-term debitsdebts and working capital needs. The amounts used for determining the minimum cash “monthly vision” consider the projected operating cash disbursement, debt service and contributions to projects, as well as the planned disbursement for derivatives maturing in the period, among other items. According to its Financial Policy, the Company uses as minimum cash the greater of these two references.

Braskem has twoIn December 2021, the Company, in keeping with its commitment to maintain its financial liquidity, renewed an international revolving credit lines forfacility in the purposeamount of managing liquidity risks,US$1 billion (R$5.6 billion), which expires in 2026. This credit line may be used without restrictions in function ofto improve the Company’s credit quality or in casethe event of deterioration in the macroeconomic scenario, in the amounts of: (i) US$750 million until December 2019; and (ii) US$500 million until September 2019. These credit facilities enable Braskem to reduce the amount of cash it holds.scenario. As of December 31, 2016, none of these2021, this new credit linesline had not been used.

F-21

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

The table below shows Braskem’sCompany's financial liabilities, including the amounts derived fromdue under the Leniency Agreement (Note 23.3)25), are shown in the table below by maturity. These amounts are calculated from undiscountedbased on cash flows not discounted and doesmay not reconcilebe reconciled with the balance sheet.amounts disclosed in the statement of financial position.

Schedule of financial liabilities by maturity 

             
    Non-Discounted Cash Flows
  Carrying Until Between one Between two More than  
  amount one year and two years and five years five years Total
             
Trade payables          12,164,730          12,094,454               111,464 0  0           12,205,918
Borrowings          34,897,260            1,455,227            5,872,409            1,519,649          62,653,643          71,500,929
Debentures               196,918                 63,883               150,265                 34,776                 248,925
Braskem Idesa borrowings          12,311,535               147,961               275,968               697,761          19,658,847          20,780,537
Derivatives               585,179               260,277               232,748               202,056                 695,081
Loan to non-controlling shareholder of Braskem Idesa            3,646,538 0  0  0             4,894,826            4,894,826
Leniency agreement            1,123,296               385,073               886,818               218,723              1,490,614
Lease            3,156,414               777,410               633,141            1,220,548               746,143            3,377,242
At December 31, 2021          68,081,870          15,184,286            8,162,814            3,893,514          87,953,458       115,194,073

 

   Restated 
   Maturity     
   Until
one year
   Between
one and
three years
   Between
three and
five years
   More than
five years
   Total 

Trade payables

   6,678,378    201,686        6,880,064 

Borrowings

   2,736,454    6,858,266    7,871,197    18,477,235    35,943,152 

Braskem Idesa borrowings

   985,004    1,622,544    2,248,464    8,707,034    13,563,046 

Derivatives

   29,042    861,302        890,344 

Loan tonon-controlling shareholder of Braskem Idesa

         1,620,519    1,620,519 

BNDESPAR (Note 25)

   176,846          176,846 

Leniency agreement (Note 23.3)

   1,354,492    325,299    1,058,562    685,353    3,423,706 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

At December 31, 2016

   11,960,216    9,869,097    11,178,223    29,490,141    62,497,677 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

4.4 Capital management

4.4Capital management

The idealCompany’s policy is to maintain capital management to ensure the continuity and development of its business and to maintain the trust of investors, creditors and the general market. The capital structure, according to Braskem’sthe Management, considers the balance between own capital and the sum of all payables less the amount of cash and cash equivalents and financial investments.net debt. This composition meets the Company’s objectives of perpetuity and of offering an adequatepolicy providing a consistent return to shareholders and other stakeholders. This structure also permitsallows borrowing costs to remain at adequate levels to maximize shareholder remuneration.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Due to the impact of the U.S. dollarUS$ on the Company’s operations, the Management of Braskem believes that the own capital used for capital management purposes should be measured in this currency and on a historical basis. Moreover, the Company may temporarily maintain aanother capital structure, that is different from this ideal. This occurs, for example, during periods of growth, when the Company may finance a large portion of its projects through borrowings, provided that this option maximizes return for shareholders once the financed projects start operating. In order to adjust and maintain the capital structure, the Management of Braskem may also consider the sale ofnon-strategic assets, the issue of new shares or even adjustments to dividend payments.

As is the case of liquidity, capital is managed at the consolidated level, except for the liquidity and capital of the subsidiary Braskem Idesa, whose specific management is concentrated at the subsidiary level.

5 Cash and cash equivalents

Schedule of cash and cash equivalents

      
     2021 2020
        
Cash      
 Domestic market                 676,083                111,278
 Foreign market  (i)             4,374,739             1,835,685
Cash equivalents:     
 Domestic market              1,141,221             8,271,312
 Foreign market  (i)             2,488,643             3,644,577
Total           8,680,686      13,862,852

5Non-currentheld-for-sale assets and discontinued operations

On January 10, 2017, Management of the Company signed a sales agreement of Quantiq and its subsidiary IQAG, which was approved by the Brazilian anti-trust counsel (CADE). The approval of the sale plan was made by Management during the second half of 2016 and the sale offer was approved by the Board of Directors occurred on January 9, 2017.

Quantiq is engaged in the distribution, sale and manufacture of petroleum-based and petrochemical solvents, the distribution and sale of process oils, other petroleum-based inputs, intermediate chemicals, special chemicals and pharmacons. IQAG is engaged in providing storage services.

Although the sale agreement was executed in January 2017, the consolidated financial statements of Quantiq and IQAG are presented asheld-for-sale assets and discontinued operations, since Braskem had already received a firm offer by the buying party before December 31, 2016 and both the Company’s Management and its Board of Directors were committed to the sale plan.

The operating profits or losses of Quantiq and IQAG were presented in the segment information as operating segment “Chemical distribution.” The operating results of this segment were R$29,766 in 2016 and R$53,608 in 2015.

The results of Quantiq and IQAG for 2014, 2015 and 2016 are presented in the line “profit from discontinued operations” on the consolidated statements of operations. The assets and liabilities of these companies in December 31, 2016 are presented in the lines“non-current assetsheld-for-sale” and“non-current liabilitiesheld-for-sale”, respectively.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(a)Assets and liabilities classified asheld-for-sale

Consolidated balances sheets of Quantiq and IQAG.

(i)
2016

Assets

Cash and cash equivalents

76,146

Trade accounts receivable

65,626

Inventories

84,296

Taxes recoverable

45,859

Property, plant and equipment

61,037

Intangible assets

6,665

Other assets

20,075

Total assets

359,704

Liabilities

Trade payables

62,692

Payroll and related charges

11,170

Dividends

6,371

Taxes payable

7,064

Other payables

8,099

Total liabilities

95,396

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(b)Results from discontinued operations

Consolidated statementsAs of operations of Quantiq and IQAG.

   2016   2015   2014 

Net sales revenue

   830,754    874,702    842,715 

Cost of products sold and services provided

   (674,619   (702,696   (700,917
  

 

 

   

 

 

   

 

 

 

Gross profit

   156,135    172,006    141,798 
  

 

 

   

 

 

   

 

 

 

Income (expenses)

      

Selling and distribution

   (45,938   (38,856   (46,094

General and administrative

   (77,258   (59,327   (59,148

Other income (expenses), net

   (608   (25,029   (28,783
  

 

 

   

 

 

   

 

 

 

Operating profit

   32,331    48,794    7,773 
  

 

 

   

 

 

   

 

 

 

Financial results

   8,429    (31,967   (11,765
  

 

 

   

 

 

   

 

 

 

Profit (loss) before income tax and social contribution

   40,760    16,827    (3,992
  

 

 

   

 

 

   

 

 

 

Current and deferred income tax and social contribution

   (13,901   (10,445   4,042 
  

 

 

   

 

 

   

 

 

 

Result with discontinued operations

   26,859    6,382    50 
  

 

 

   

 

 

   

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(c)Cash flow from discontinued operations

Consolidated cash flow statements of Quantiq and IQAG.

   2016   2015   2014 

Profit (loss) before income tax and social contribution

   40,760    16,827    (3,992

Adjustments for reconciliation of profit (loss)

      

Depreciation, amortization and depletion

   5,428    5,639    5,834 

Interest and monetary and exchange variations, net

   (867   17,090    17 

Other

   93    61   
  

 

 

   

 

 

   

 

 

 
   45,414    39,617    1,859 
  

 

 

   

 

 

   

 

 

 

Changes in operating working capital

   41,642    (18,720   3,469 
  

 

 

   

 

 

   

 

 

 

Cash from operations

   87,056    20,897    5,328 
  

 

 

   

 

 

   

 

 

 

Acquisitions to property, plant and equipment

   (5,491   (8,749   (4,859

Other

     214   
  

 

 

   

 

 

   

 

 

 

Net cash used in investing activities

   (5,491   (8,535   (4,859
  

 

 

   

 

 

   

 

 

 

Short-term and long-term debt

      

Obtained

     44,254   

Payments

   (57,543   (2,121   (350

Related parties

      

Obtained

   26,469    24,553    19,951 

Payments

   (35,094   (24,646   (19

Dividends paid

   (6,029   (2,380   (12,907
  

 

 

   

 

 

   

 

 

 

Net cash provided by financing activities

   (72,197   39,660    6,675 
  

 

 

   

 

 

   

 

 

 

Increase in cash and cash equivalents

   9,368    52,022    7,144 
  

 

 

   

 

 

   

 

 

 

Represented by

      

Cash and cash equivalents at the beginning for the year

   66,778    14,756    7,612 

Cash and cash equivalents at the end for the year

   76,146    66,778    14,756 
  

 

 

   

 

 

   

 

 

 

Increase in cash and cash equivalents

   9,368    52,022    7,144 
  

 

 

   

 

 

   

 

 

 

6Cash and cash equivalents

       2016   2015   1/1/2015 
           Restated   Restated 

Cash and banks

   (i   2,178,611    873,966    227,237 

Cash equivalents:

        

Domestic market

     2,914,685    2,015,274    2,148,946 

Foreign market

   (i   1,608,568    4,154,022    1,515,088 
    

 

 

   

 

 

   

 

 

 

Total

     6,701,864    7,043,262    3,891,271 
    

 

 

   

 

 

   

 

 

 

(i)On December 31, 2016,2021, it includes cash and banks of R$172,390 (R$96,830 on December 31, 2015)1,267,582 of cash and R$505,749 of cash equivalents (2020: R$284,856of cash and R$29,169 (R$37,809 on December 31, 2015)619,577 of cash equivalents) of the subsidiary Braskem Idesa, available for use exclusively in its project.which cannot be used by the other subsidiaries of the Company.

This item includes

F-22

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Include cash, bank deposits and highly liquid financialfixed income investments that are readily convertible to known amounts of cash and which are subject to insignificant risk of changeswith redemption capacity in value. Investments normally only qualify as cash equivalent if they have a short maturity ofless than three months or less from the date of acquisition.contracting date.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Cash equivalents in Brazil are represented mainly represented by fixed-income instruments and time deposits held by the FIM Jupiter fund. CashJúpiter and FIM Netuno funds, such as government bonds issued by the National Treasury, bank deposit certificates (“CDBs”), financial bills, repurchase of debentures, and shares of fixed income investment funds. In 2021, the Company's average cash return was 102.5% of the CDI (2020: 98.59%).

The cash equivalents abroad mainly comprise fixed–consist of fixed income instruments issued by first-class(Time Deposit). In 2021, the Company's average cash return in US$ was 0.45% p.a. (2020: 0.83% p.a.).

6 Financial investments

Schedule of financial institutions (time deposit) with high market liquidity.investments

     
    2021 2020
Amortized cost     
 Time deposit investments            106,271              53,941
Fair value through profit or loss    
 LFT´s and LF´s  (i)         2,337,171         2,163,042
 Restricted funds investments (ii)            852,362         1,338,289
 Other             213,751              87,519
Total          3,509,555         3,642,791
       
Current assets          3,492,710         3,627,227
Non-current assets               16,845              15,564
Total          3,509,555         3,642,791

7(i)Financial investments

       2016   2015   1/1/2015 
           Restated   Restated 

Loans and receivables

        

Time deposit investments

   (i   434,015      85,573 

Held-for-trading

        

Letras financeiras do tesouro- LFT

   (ii   755,712    413,721    104,702 

Other

     756    1,172    4,155 

Held-to-maturity

        

Quotas of investment funds in credit rights

       46,193    42,495 
    

 

 

   

 

 

   

 

 

 

Total

     1,190,483    461,086    236,925 
    

 

 

   

 

 

   

 

 

 

Current assets

     1,190,483    414,893    194,431 

Non-current assets

       46,193    42,494 
    

 

 

   

 

 

   

 

 

 

Total

     1,190,483    461,086    236,925 
    

 

 

   

 

 

   

 

 

 

(i)Time deposit given as cash collateral to fulfill the commitment of Braskem with for the project finance of the subsidiary Braskem Idesa.
(ii)Government bondsheld-for-trading refersThese financial instruments refer to Brazilian floating-rate government bonds (“LFTs”). issued by the Brazilian federal government and floating-rate bonds (“LFs”) issued by financial institutions. These bonds have original maturity above three months, immediate liquidity and expected realization in the short term.secondary market.
(ii)Include the following amounts: R$835,517 in restricted funds used in the program for relocation of residents in Alagoas (Note 26.1(i)); and R$16,845 of bank deposits with yields of approximately 100% of the CDI, and their use is related to the fulfillment of the contractual obligations of the debentures (Note 18).

In 2021, the average yield on time deposit investments was 0.52% p.a. (2020: 0.76% p.a.).

8Trade accounts receivable

7 Trade accounts receivable

The Company’s billing periodaverage receivables term is generally 30 days; therefore, the amount of the trade accounts receivable corresponds toapproximates their fair value on the date of the sale.value. The Company realizes part of its trade accounts receivable through the sale of trade notes to funds and financial institutions that acquire receivables. These operations are not entitled to recourse and the risks and benefits over the receivables are substantially transferred, for which reason the trade notes arewritten-off at derecognized.

As of December 31, 2021, the momenttotal amount of the operation.trade accounts receivables sold to third parties was R$3.5 billion (2020: R$1.8 billion), with interest expenses of R$39 million (2020: R$12 million), recorded under Financial Expenses.

   2016   2015   1/1/2015 
       Restated   Restated 

Customers

      

Domestic market

   869,306    1,439,133    1,523,458 

Foreign market

   1,215,626    1,664,371    1,233,569 

Allowance for doubtful accounts

   (380,559   (327,974   (322,831
  

 

 

   

 

 

   

 

 

 

Total

   1,704,373    2,775,530    2,434,196 
  

 

 

   

 

 

   

 

 

 

Current assets

   1,634,137    2,755,708    2,409,146 

Non-current assets

   70,236    19,822    25,050 
  

 

 

   

 

 

   

 

 

 

Total

   1,704,373    2,775,530    2,434,196 
  

 

 

   

 

 

   

 

 

 

F-23

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

 

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Schedule of trade accounts receivable

        
   Note 2021 2020
Customers      
Domestic market      
 Third parties           2,851,701              2,304,212
 Related parties 9               12,240                    20,863
             2,863,941              2,325,075
Foreign market      
 Third parties           4,434,653              2,603,140
             4,434,653              2,603,140
Expected credit losses (i)          (131,634)               (173,007)
Total           7,166,960              4,755,208
        
Current assets           7,153,565              4,731,979
Non-current assets                 13,395                    23,229
Total           7,166,960              4,755,208

(i)According to the Management, the Company’s Expected Credit Losses (“ECL”) are considered sufficient to cover any losses of receivables. Expected credit losses are determined based on the following stages:

Stage 1: in this stage, expected credit losses are calculated based on the actual experience of credit loss (write-off) over the last five years, segregating customers in accordance with their operating risk.

Stage 2: when there is deterioration in the credit risk. The Company considers receivables as deterioration of credit risk any credits that were renegotiated and that could be collected in court, regardless of their maturity.

Stage 3: includes notes with objective evidence of impairment. The trigger for evidence of impairment is an unprecedented delay of more than 180 days. 

The following table shows the expected credit loss for each stage:

Schedule of expected credit loss

       
    Estimated loss
percentage
 Trade accounts receivable Expected Credit Losses
         
Stage 1
(Performing)
 Operation risk 1 Minimum risk          4,167,950  
 Operation risk 2 Minimum risk          2,395,347  
 Operation risk 3 0.83%              515,136                     4,276
 Operation risk 4 1.53%                92,522                     1,416
               7,170,955                     5,692
         
         
Stage 2
(Significant Increase in Loss Risk)
 1st Renegotiation lower than or equal to 24 months 25%                     234                          58
 Between 90 and 180 days  30%                  2,172                        651
                       2,406                        709
         
Stage 3
(No payment performance
- Indicative of impairment)
        
 Operation risk 5 100%                18,738                   18,738
 Above 180 days 100%                  8,774                     8,774
 Legal 100%                97,721                   97,721
                  125,233                125,233
         
Total              7,298,594                131,634

F-24

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated


The changes in the expected credit loss are presented below:

Schedule of changes in allowance for doubtful accounts

           
      2021 2020 2019
           
Balance of provision at the beginning of the year            (173,007)               (229,323)              (233,625)
Provision in the year            (144,888)                  (65,571)                (59,885)
Reversal in the year              149,681                    28,563                  45,501
Write-offs                 36,580                    93,324                  18,686
Balance of provision at the end of the year            (131,634)               (173,007)              (229,323)

The breakdown of trade accounts receivable by maturity is as follows:

Schedule of trade accounts receivable by maturity

   2016   2015   1/1/2015 
       Restated   Restated 

Accounts receivables not past due

   1,668,063    2,486,662    1,973,466 

Past due securities:

      

Up to 90 days

   173,125    309,585    531,966 

91 to 180 days

   15,325    52,757    45,271 

As of 180 days

   228,419    254,500    206,324 
  

 

 

   

 

 

   

 

 

 
   2,084,932   3,103,504   2,757,027 

Allowance for doubtful accounts

   (380,559   (327,974   (322,831
  

 

 

   

 

 

   

 

 

 

Total customers portfolio

   1,704,373    2,775,530    2,434,196 
  

 

 

   

 

 

   

 

 

 
       
      2021 2020
         
Accounts receivables not past due           6,705,123              4,368,714
Past due securities:       
Up to 90 days               431,899                 396,953
Between 91 to 180 days                 45,134                      6,272
Above 180 days               116,438                 156,276
              7,298,594              4,928,215
Expected Credit Losses            (131,634)               (173,007)
Total            7,166,960              4,755,208

Write-off

The changes in the allowance for doubtful accounts are presented below:

   2016   2015   1/1/2015 

Balance of provision at the beginning of the year

   (327,974   (322,831   (282,753

Provision in the year

   (102,065   (51,368   (81,078

Write-offs

   38,499    46,225    41,000 

Transfers ofnon-current assets held for sale

   10,981     
  

 

 

   

 

 

   

 

 

 

Balance of provision at the end of the year

   (380,559   (327,974   (322,831
  

 

 

   

 

 

   

 

 

 

The methodology adopted bygross carrying amount of a financial asset is written-off when the Company for recognizinghas no reasonable expectations of recovering a financial asset in its entirety or a portion thereof.

8 Inventories

Schedule of inventory

       
    2021 2020
       
Finished goods          9,271,708               3,693,870
Semi-finished goods             568,914                   409,674
Raw materials, production inputs and packaging          3,356,660               2,163,527
Maintenance materials             766,994                   766,316
Advances to suppliers                62,573                     69,965
Imports in transit          2,308,252               1,298,334
Total         16,335,101               8,401,686
       
Current assets        16,335,101               8,383,650
Non-current assets                        18,036
Total        16,335,101               8,401,686

Inventories are measured at the lower of cost and net realizable value. The cost of inventories is assigned by using the weighted average cost formula. In the case of manufactured inventories, besides raw materials and other consumables, cost includes an appropriate share of production overheads based on normal operating capacity.

F-25

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

The effect of the provision for impairmentinventories at the year is based onshown below:

Schedule of provision for inventories

         
    2021 2020 2019
         
Balance at the beginning of the year               122,572                82,195                20,159
         
Additions                  97,911              120,483                72,672
Utilization/reversals             (138,265)              (80,106)              (10,636)
         
Balance at the end of the year                 82,218              122,572                82,195

F-26

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

9 Related parties

Schedule of related party transactions

                           
    Balances at December 31, 2021 Balances at December 31, 2020        
    Novonor and       Novonor and              
    subsidiaries Petrobras and     subsidiaries Petrobras and            
Balance sheet  and associates subsidiaries Other Total and associates subsidiaries Other Total        
Assets                         
Current                         
 Trade accounts receivable                   4,894           7,346              12,240                  6,354        14,509             20,863        
 Inventories                   9,927                  9,927                35,998               35,998        
 Dividends and interest on capital                           165                  165        
 Other                         
 Other receivabels                      287                     287                
                           
Non-current                         
 Related parties                         
 Other receivabels                38,987                38,987                
Total assets                54,095           7,346              61,441                42,352        14,674             57,026        
                           
Liabilities                         
Current                         
 Trade payables            103,259           134,063         11,113           248,435              33,100           601,203          9,641           643,944        
 Other payables              296,984               345           297,329                     478              119                  597        
                           
Non-current                         
 Loan to non-controlling shareholders
   of Braskem Idesa
         3,646,538        3,646,538       3,222,493       3,222,493        
Total liabilities            103,259           431,047    3,657,996        4,192,302              33,100           601,681   3,232,253       3,867,034        
                           
    Year ended December 31, 2021 Year ended December 31, 2020 Year ended December 31, 2019
    Novonor and       Novonor and       Novonor and      
    subsidiaries Petrobras and     subsidiaries Petrobras and     subsidiaries Petrobras and    
    and associates subsidiaries Other Total and associates subsidiaries Other Total and associates subsidiaries Other Total
                           
Transactions                         
 Sales of products              171,665       540,855           712,520             182,521      326,825           509,346            665,417    588,785       1,254,202
 Purchases of raw materials, finished goods                        
 services and utilities          (306,426)    (19,833,063)         (6,953)    (20,146,442)          (133,127)    (14,566,840)      (20,350)   (14,720,317)             (293,501)   (12,584,453)    (10,738)  (12,888,692)
 Financial income (expenses), net                  (141)           (11,758)     (245,819)         (257,718)                  (452)              (3,810)            (818)             (5,080)                       (96)                    (5)    (10,967)          (11,068)
 General and administrative expenses                         
 Post-employment benefits plan ("EPE")                         
 Private pension ("Vexty")            (67,273)            (67,273)          (46,738)           (46,738)        (50,889)          (50,889)
 Other expenses            (217,497)           (217,497)                       (34,873)              (34,873)

F-27

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(a)New and/or renewed agreements with related parties

The related-party transactions policy establishes that all transactions carried out between the history of lossesCompany and considers the sum of (i) 100% of the amount of receivables past due for over 180 days; (ii) 50% of the amount of receivables past due between 90related parties must be negotiated independently and 180 days; (iii) 100% of the amount of receivables under judicial collection (iv) all the receivables from the first renegotiation maturing within more than 24 months; and (v) 100% of the receivables arising from a second renegotiationtransparently, observing commutative conditions with customers. Receivables from subsidiaries are not considered in this calculation. This methodology is revised on an annual basisthose practiced by the Management of the Company.market.

9Inventories

       2016   2015   1/1/2015 
           Restated   Restated 

Finished goods

     3,444,898    4,017,910    3,932,380 

Raw materials, production inputs and packaging

     1,407,399    1,510,244    1,067,512 

Maintenance materials

     312,167    289,568    247,327 

Advances to suppliers

   (i   103,267    315,234    346,885 

Imports in transit and other

     31,816    110,787    94,206 
    

 

 

   

 

 

   

 

 

 

Total

     5,299,547    6,243,743    5,688,310 
    

 

 

   

 

 

   

 

 

 

Current assets

     5,238,014    6,108,697    5,619,322 

Non-current assets

     61,533    135,046    68,988 
    

 

 

   

 

 

   

 

 

 

Total

     5,299,547    6,243,743    5,688,310 
    

 

 

   

 

 

   

 

 

 

(i)In this item, includes advance to a power supplier that is being realized through a reduction in the electricity tariff between January 1, 2016 and January 31, 2022, of which R$15,069 in current and R$61,533 innon-current.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Inventories of finished products are stated at average cost of purchase or production or the estimated price of sale or acquisition, excluding taxes, whichever is lower.

The value of finished products includes raw materials, ancillary and maintenance materials used, depreciation of industrial facilities, expenses with Company’s and third-party personnel involved in industrial production and maintenance, and logistics expenses with the transfer of these products from the plants to the sale terminals.

On December 31, 2016, finished products has lower value than the net realizable value and it is not necessary to record a provision. In 2015, a provision of R $2,875 was recorded. For this estimate, the Company considers the sale price projected for the period during which it expects to sell the product. This period is determined based on the historical data for the turnover of the respective inventory.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

10Related parties

Balance sheet for associated companies, jointly-controlled investment and related companies

 
   2016   2015 
Balance sheet  Odebrecht and
subsidiaries
   Petrobras and
subsidiaries
   Other   Total   Odebrecht and
subsidiaries
   Petrobras and
subsidiaries
   Other   Total 

Assets

                

Current

                

Trade accounts receivable

   5,634    33,843    28,390    67,867    12,851    141,550    33,997    188,398 

Inventories

     5,434      5,434    138,619        138,619 

Dividends and interest on capital

       14,986    14,986        1,998    1,998 

Related parties

   50        50      9,927    580    10,507 

Non-current

                

Advances to suppliers

           58,443        58,443 

Related parties

                

Intercompany loan

             78,332      78,332 

Other receivabels

             66,301      66,301 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total assets

   5,684    39,277    43,376    88,337    209,913    296,110    36,575    542,598 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Liabilities

                

Current

                

Trade payables

   77,461    904,090    1,226    982,777    284,973    1,400,485    2,011    1,687,469��
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total liabilities

   77,461    904,090    1,226    982,777    284,973    1,400,485    2,011    1,687,469 
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Transactions between associated companies, jointly-controlled investment and related companies

 
   2016   2015   2014 
                                           Restated 
   Odebrecht and
subsidiaries
  Petrobras and
subsidiaries
   Other   Total   Odebrecht and
subsidiaries
  Petrobras and
subsidiaries
   Other   Total   Odebrecht and
subsidiaries
  Petrobras and
subsidiaries
   Other  Total 

Transactions

                    

Sales of products

   49,051   2,023,815    562,709    2,635,575    64,093   1,620,335    475,836    2,160,264    82,750   1,817,056    326,586   2,226,392 

Purchases of raw materials, finished goods services and utilities

   1,564,103(i)   12,291,190    56,170    13,911,463    3,692,625(i)   12,488,618    108,688    16,289,931    3,631,198(i)   18,183,600    70,700   21,885,498 

Financial income (expenses)

   (21  6,452      6,431     6,723      6,723     964     964 

General and administrative expenses

                    

Post-employment benefits

      41,845    41,845       44,466    44,466       20,695   20,695 

Gain from divestment of asset

                 277,338(ii)      277,338 

Other

                    72,299(iii)   72,299 

(i)Includes expenses with the Braskem Idesa project, of which R$734,263 related to fiscal year 2016,R$3,177,121 related to fiscal year 2015 and R$3,297,400 related to fiscal year 2014 (Note 17).
(ii)Amount related to divestment in subsidiary (Note 1(a.i)).
(iii)The entities that have received the payments without corresponding services mentioned in Note 23.3(b) were considered as related parties of Braskem.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

As provided for in the Company’sBraskem’s bylaws, the Board of Directors has the exclusive power to decide on any contract with related parties except to the purchase of raw materials that exceed R$ 5,00020,000 per operationtransaction or R$ 15,000 altogether60,000 collectively per year.

This prevision encompassesis valid for contracts between the Braskem S.A. and its subsidiaries withand: (i) direct or indirect subsidiaries of Braskem in whose capital an interest is held by the controlling shareholder, by any direct or indirect subsidiaries thereof or by Key Management Personnel of its common shareholderssuch entities; (ii) associates of Braskem and (ii) directorssubsidiaries of the Company, its shareholder or its subsidiary or its respective related parties.

Pursuant to Brazilian Corporation Law, officerssuch entities; and directors are prohibited from: (i) performing any acts of liberality with the use of the Company’s assets and in its detriment; (ii) intervening in any operations(iii) joint ventures in which these officersBraskem participates and directors have a conflict of interest with the Company or in resolutions in which they participate; and (iii) receiving, based on their position, any type of personal advantage from third parties, directly or indirectly, without an authorization under the Bylaws or by the shareholders’ meeting.subsidiaries thereof.

As part of theits control to identify related parties, the officers and directors of Braskem are asked, on an annual basis, ifKey Management Personnel annually inform whether they, or their direct family members haveclose relatives, hold full or shared control of any kind of relevant interaction, equal to or greater than R$5,000, with companies that transact with Braskem and its subsidiaries. Such interaction may be in the form of holding an equity interest or participating in the management process of the company. For fiscal years 2015 and 2016, the companies that were informed by the managers are included in this note.

The related parties that have significant relationship with the Company are as follows:

OdebrechtNovonor and its direct and indirect subsidiaries:

- Tenenge Montagem e Manutenção Ltda. (“Tenenge”)

Agro Energia Santa Luzia S.A.

Cetrel S.A. (“Cetrel”).

Construtora Norberto Odebrecht S.A. (“CNO”).

Odebrecht Agroindustrial Participações S.A.

Santo Antônio Energia S.A. (“SAESA”).

Usina Conquista do Pontal S.A.

Petrobras and its direct and indirect subsidiaries:joint ventures:

- Almirante Dutra Terminal (“TEDUT”)

Petrobras: shareholder of Braskem.

- Companhia de Gás da Bahia (“Bahiagás”)

- Companhia de Gás do Estado do Rio Grande do Sul (“Sulgás”)

- Gás de Alagoas S.A. (“Algás”)

- Petrobras DistribuidoraTransporte S.A. (“BR Distribuidora”Transpetro”).

- Petrocoque S.A. Indústria e Comércio (“Petrocoque”)

- Petróleo Brasileiro S.A. (“Petrobras”)

- Refinaria Alberto Pasqualini (“REFAP”).

- Refinaria Capuava (“RECAP”)

- Refinaria de Mataripe S.A. (“REFMAT”) (*)

- Refinaria Duque de Caxias (“REDUC”)

- Refinaria Henrique Lage (“REVAP”)

- Refinaria Landulpho Alves (“RLAM”) (*)

- Refinaria Planalto de Paulínia (“REPLAN”)

- Refinaria Presidente Getúlio Vargas (“REPAR”)

(*) In 2021, Petrobras sold 100% of its shareholding in RFMAT, the entity that owns RLAM.

Joint ventures of Braskem:

- Refinaria de Petróleo Riograndense S.AS.A. (“RPR”).

Associate of Braskem:

- Borealis Brasil S.A. (“Borealis”)

Non-controlling shareholders of Braskem Idesa:

- Etileno XXI, S.A. de C.V.

F-28

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

 

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

- Grupo Idesa, S.A. de C.V. 

The main agreementstransactions with related parties in the period ended December 31, 2016 and December 31, 2015, except subsidiaries of the Company, are as follows:

(i) Sales of gasoline to RPR are negotiated monthly. In 2021, sales amounted to R$100,539 (2020: R$93,632 and 2019: R$257,295).

(ii) In January 2021, the Company entered into an agreement with Transpetro involving the provision of services to Braskem, namely tanker vessel unloading in the Madre de Deus Waterway Terminal (“TEMADRE”), tank storage, product transportation via the pipeline “ORMADRE” that connects TEMADRE to the RLAM, and the transportation of naphtha via pipeline from TEMADRE to the facilities of the carrier located in Camaçari/BA. The duration of the agreement is from February 1, 2021 to December 31, 2025, and the total estimated amount of the agreement is R$203,314. In 2021, the transactions amounted to R$37,194.

(iii) In March 2021, the Company executed an amendment to extend the agreement with Petrocoque, for purchase of steam to be used as energy by Polyethylene plants. This amendment, summed to total amount of the original agreement, executed in September 2009, amounts to R$325.6 million and is valid until March 2024. In 2021, these acquisitions totaled R$16,541 (2020: R$34,141).

(iv) In March 2021, the Company executed an agreement with Sulgás to acquire 200,000 m³/day of natural gas, via local gas distribution pipeline. In December 2021 the parties signed an amendment to the agreement to extend its terms from January 01, 2022 to March 31, 2022. In the fiscal year, the transactions amounted to R$125,163.

(v) In October 2021, the Company entered into a purchase agreement with Petrobras for 108 kton/year of polymer-grade propylene from the REFAP, with delivery to Braskem’s polypropylene industrial units, PP1 and PP2, in Triunfo/RS. This agreement is in force from November 1, 2021 to October 31, 2022. The maximum amount of the agreement is estimated at R$630 million. In 2021, the transactions amounted to R$117 million.

(vi) In December 2021, the Company entered into a purchase agreement with Petrobras for 100 kton/year of polymer-grade propylene from the REDUC, with delivery to Braskem’s PP5 industrial unit (“PP5”) in Rio de Janeiro, and for 8,760 tons per year of waste streams from PP5 to REDUC. The agreement is in force from January 1, 2022 to May 17, 2026. The maximum amount of the agreement is estimated at R$2.4 billion with the purchase of propylene and R$190 million with the sale of waste.

(vii) In December 2021, the Company entered into a purchase agreement with Petrobras for 140 kton/year of polymer-grade propylene from the RECAP, with delivery to Braskem’s PP4 industrial unit (“PP4”) in Mauá/SP, and for 1,400 tons per year of waste from PP4 to RECAP. The agreement is in force from January 1, 2022 to May 17, 2026. The maximum amount of the agreement is estimated at R$3.3 billion for the purchase of propylene and R$62 million for the sale of waste.

(viii) In December 2021, the Company entered into a purchase agreement with Petrobras for 220 kton/year of polymer-grade propylene from the REPLAN, with delivery to Braskem’s PP3 industrial unit (“PP3”) in Paulínia/SP, and for 17,520 tons per year of waste streams from PP3 to REPLAN. The agreement is in force from January 1, 2022 to May 3, 2028. The maximum amount of the agreement is estimated at R$8.1 billion for the purchase of propylene and R$384 million for the sale of waste.

(ix) In December 2021, the Company entered into a purchase agreement with Petrobras for 120 kton/year and 40 kton per year of polymer-grade propylene from the REVAP, with delivery to Braskem’s PP3 and PP4 industrial units, respectively. This agreement is in force from January 1, 2022 to May 3, 2028 for the first 120 kton/year and from May 4, 2028 to June 30, 2029 for the remaining 40 kton/year. The maximum amount of the agreement is estimated at R$4.7 billion.

Odebrecht and its subsidiaries:

 (i)F-29In March 2016, an agreement was entered into with Usina Conquista do Pontal

Braskem S.A., with Agro Energia Santa Luzia S.A. and with Odebrecht Agroindustrial Participações S.A. to ensure the continued supply of hydrous ethanol

Notes to the Company, with technical flexibilities and differentiated commercial conditions, through an advance duly restated by the market rate and guaranteed by Odebrecht S.A., the balanceconsolidated financial statements

as of which was fully settled during 2016. The priceDecember 31, 2021

All amounts in thousands of hydrous ethanol is based on the Monthly Rate published by the Luiz de Queiroz College of Agriculture (ESALQ) Hydrous Fuel – São Paulo, in R$/liter, of the reference month and with a discount. The agreement has an estimated maximum amount of R$305,000 and is valid through April 30, 2017.Reais, except as otherwise stated

On(x) In December 27, 2016,2021, the Company entered into a purchase agreement with Petrobras for 150 kton/year of polymer-grade propylene from the REPAR, with delivery to Braskem’s PP3 and PP4 industrial units. This agreement is in force from January 1, 2022 to December 6, 2029. The maximum amount of the agreement is estimated at R$6.8 billion.

(xi) In December 2021, the Company entered into the third amendment to the agreement governing the supply of natural gas by Algás to Braskem, via local gas pipeline, in force to March 2022. In 2021, the transactions amounted to R$311,434 (2020: R$183,476 and 2019: R$236,913).

(xii) In December 2021, the Company entered into an amendment to the agreement governing the supply of natural gas by Bahiagás to Braskem, via local gas pipeline, effective until December 2022. In 2021, the transactions amounted to R$759,710 (2020: R$592,013 and 2019: R$901,574).

(xiii) In January 2020, Braskem entered into an agreement with Tenenge to provide industrial maintenance services for shutdowns of large-scale equipment and occasional services on other types of equipment. This agreement has an estimated maximum value of R$669,000 and a term of seven years. In 2021, the procurement of services rendered amounted to R$221,461 (2020: R$45,408).

(xiv) In February 2020, the Company signed the 5th amendment to the polypropylene and polyethylene thermoplastic resins sales agreement with Borealis. The agreement has an amendment modifyingestimated maximum amount of R$1,260,000 and is valid through December 17, 2025. In 2021, transactions amounted to R$436,090 (2020: R$213,830) as presented in the typeother sales of invoicingproducts.

(xv) In June 2020, the Company entered into a purchase option agreement for feedstock purchases.up to 2,850 kton/year of petrochemical naphtha to Petrobras. The amendment determines thatagreement is in force from January 1, 2021 to December 31, 2025. The maximum estimated amount is R$30 billion. In 2021, transactions amounted to R$1,770,231.

(xvi) In June 2020, the price practiced at time of delivery is the lesserCompany entered into two contract amendments with Transpetro for vessel loading and unloading services, product storage and leasing of the ceiling establishedOSCAN16 pipeline and tanks located at the TEDUT, that are in force from November 1, 2021 to June 30, 2024. The maximum estimated amounts of the agreements are R$620,500 and R$107,361, respectively. In 2021, transactions amounted to R$104,819 (2020: R$53,688 and 2019: R$79,123).

(xvii) In June 2020, the Company entered into two naphtha supply agreements with Petrobras from 200 to 450 kton/y, respectively, from the RLAM, with delivery to our industrial unit in Bahia, and from the REFAP, to our unit in Rio Grande do Sul. The agreements are in force from December 23, 2020 to December 31, 2025. In 2021, the transactions amounted to R$947,330 for RLAM/REFMAT and R$2,408,198 for REFAP.

(xviii) In June 2020, the Company entered to a contractual amendment with Petrobras for the transfer of 80,000 m³ of space for storing products owned by Braskem in tanks at the REFAP, that are in force from November 1, 2020 to December 31, 2025. The maximum estimated amount is R$240,000. In the fiscal year, transactions amounted to R$33,182 (2020: R$31,730 and 2019: R$24,981).

(xix) In December 2020, the reference establishedCompany entered into an agreement with Petrobras to purchase ethane and propane to produce up to 580,000 tons of ethylene equivalent and sell up to 58.4 million Nm³ of hydrogen. This agreement is effective from January 1, 2021 to December 31, 2025. The estimated amount of the agreement is R$9.2 billion. In 2021, transactions amounted to R$1,981,786.

(xx) In December 2020, the Company entered into a purchase agreement with Petrobras for up to 2 million tons of petrochemical naphtha per year, for us in Braskem’s industrial unit in São Paulo. This agreement is effective from December 23, 2020 to December 31, 2025. The estimated amount is R$25 billion. In 2021, the original contract.transactions amounted to R$5,074,529.

 (ii)F-30In July 2016, a service agreement was executed by Cetrel

Braskem S.A.

Notes to treat wastewater produced by the Braskem industrial units located in the Camaçari Petrochemical Complex. The agreement has an estimated maximum valueconsolidated financial statements

as of R$77.000 and is valid through December 31, 2019.2021

All amounts in thousands of Reais, except as otherwise stated

(xxi) Loan payable to the non-controlling shareholders of Braskem Idesa, with maturity in December 2029 and interest of 7% p.a. These funds were used by Braskem Idesa to finance its construction project.

(iii)(b)In August 2016, a power purchase agreement was executed with SAESA to supply Braskem’s industrial units. The agreement has an estimated maximum value of R$517,000 and is valid for 13 years as from January 1, 2017.

Petrobras and its subsidiaries:

(i)On December 23, 2015, Braskem and Petrobras entered into an agreement for the annual purchase of 7 million tons of petrochemical naphtha for five years. This agreement includes commercial renegotiation rights for both parties as of the third year, in case of changes in certain market conditions. The established price is 102.1% of ARA international benchmark, which is the average price of inputs in the European ports of Amsterdam, Rotterdam and Antwerp).

(ii)In February 2016, the agreement with Petrobras for the purchase of aliphatic solvent was extended until March 2017, under the same terms and conditions of the agreement signed in July 2015.

(iii)As from June 2016, Braskem maintains agreements for the sale of gasoline to BR Distribuidora, which is renewed on a monthly basis. Sales in the year amount to R$474,472.

(iv)In November 2016, the Company entered into an agreement with Petrobras for the purchase of 108,000 tons of polymer-grade propylene through REFAP, with duration of 5 years.

Joint ventures of Braskem:

(i)In 2016, the sales of gasoil to RPR amounted to R$95,125. The product is used as feedstock in its diesel oil production process and the agreements were made on a spot basis.

(ii)Since March 2016, Braskem has had agreements for the sale of gasoline to RPR, renewable on a monthly basis. Sales in the year amount to R$264,615.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(b)Key management personnel compensation

The Company considers “Keyexpenses related to the remuneration of key management personnel” to be the members ofpersonnel, including the Board of Directors, the Chief Executive Officer, and vice-presidents, recorded in the Executive Board, composedprofit or loss for the year, are shown as follows:

Schedule of key management personnel

       
Statement of profit or loss transactions 2021 2020 2019
Remuneration      
Short-term benefits                   119,734                    74,943                  70,366
Post-employment benefit                   2,121                    961                    1,104
Long term incentive plan                     14,394                          7,456                  14,724
Total                 136,249                    83,360                  86,194

Compensation of the CEOCompany’s key management personnel includes salaries, short and vice-presidents. Not all the memberslong-term incentives, non-cash benefits and contributions to a post-employment defined benefit plan (see Note 27).

10 Taxes recoverable

Schedule of the Executive Board are members of the statutory board.taxes recoverable

     
    2021 2020
       
Parent Company and subsidiaries in Brazil    
 IPI                     521                1,435
 Value-added tax on sales and services (ICMS) (a)            291,424            293,193
 ICMS - credits from PP&E            224,308            163,847
 Social integration program (PIS) and social contribution on revenue (COFINS)       ��    250,491                    199
 PIS and COFINS - credits from PP&E            447,476            353,928
 REINTEGRA program              21,764              16,799
 Federal tax credits (b)            948,448         1,109,122
 Other               88,684              40,234
       
Foreign subsidiaries    
 Value-added tax ("IVA")            348,021            277,175
 Other               59,579                9,470
Total          2,680,716         2,265,402
       
Current assets          1,428,658         1,192,665
Non-current assets         1,252,058         1,072,737
Total          2,680,716         2,265,402

 

Income statement transactions

  2016   2015   2014 

Remuneration

      

Short-term benefits

   44,277    46,562    35,963 

Post-employment benefit

   515    272    256 

Long-term incentives

       560 
  

 

 

   

 

 

   

 

 

 

Total

   44,792    46,834    36,779 
  

 

 

   

 

 

   

 

 

 

11Taxes recoverable

(a) ICMS

       2016   2015   1/1/2015 
           Restated   Restated 

Brazil

        

IPI

     38,909    23,996    20,456 

Value-added tax on sales and services (ICMS) - normal operations

   (a   495,339    403,842    413,066 

ICMS - credits from PP&E

     125,145    121,954    131,153 

Social integration program (PIS) and social contribution on revenue (COFINS) - normal operations

     32,823    69,431    675,983 

PIS and COFINS - credits from PP&E

     253,503    230,030    244,194 

Income tax and social contribution (IR and CSL)

   (b   605,058    958,567    706,427 

REINTEGRA program

   (c   53,129    274,654    263,771 

Federal supervenience

   (d   155,533    173,436    170,264 

Other

     1,046    14,281    9,217 

Other countries

        

Value-added tax

     132,152    277,751    547,947 

Income tax (IR)

     19,103    80,600    27,439 

Other

     2,628    1,559    1,336 
    

 

 

   

 

 

   

 

 

 

Total

     1,914,368    2,630,101    3,211,253 
    

 

 

   

 

 

   

 

 

 

Current assets

     826,015    1,312,341    2,152,121 

Non-current assets

     1,088,353    1,317,760    1,059,132 
    

 

 

   

 

 

   

 

 

 

Total

     1,914,368    2,630,101    3,211,253 
    

 

 

   

 

 

   

 

 

 

(a)ICMS – normal operations

Accumulated ICMS credits over the past few years arisesarise mainly from interstate acquisitions of electric power subject totax substitution method and domestic sales subject to deferred taxation and export sales.taxation.

The Management of the Company has been prioritizing a series of actions to maximize the use of these credits and currently does not expect losses on their realization. These include the maintenancerealization of cumulative balances.

(b) Federal tax credits

The main tax credit refers to the exclusion of ICMS from the PIS/COFINS calculation basis. The Company and its merged companies filed various lawsuits claiming recognition of the termsright to exclude ICMS from the calculation basis for PIS and COFINS and the consequent tax refund. The oldest period of the agreementslawsuit dates back to 1991. The Company, assisted by specialized third-party consulting firm, proceeded with the states in which the Company produces petrochemical products in order to defer the ICMS tax levied on naphtha purchases, which increases the effective monetization of the balances.

(b)IR and CSL

Accumulated IR and CSL arises from prepaymentsmeasurement of these taxes and retentions on income from financial investments overtax credits, basically considering the past few years.

The realizationamount of these credits occurs in two ways: (i) offset of overdue or falling due liabilities related to taxes levied by the Federal Revenue Service; or (ii) cash reimbursement. Diverse tax refund claims were already filed with Brazil’s Federal Revenue Service.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(c)REINTEGRA Program

The REINTEGRA program aims to refund to exporters the federal taxes leviedICMS stipulated on the production chain for goods sold abroad. The amount to be refunded is equivalent tosales invoices and other tax information on the following percentages of all export revenue,ancillary obligations, grounded in accordance with Federal Law 13,043/14 and Executive Order 8,543/15:the legal opinion.

 (i)F-313%, between October 1, 2014

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

During 2021, the final and unappealable decisions of proceedings originally filed by merged companies were certified, and the total of R$2,021,976 (2020: R$438,045; 2019: R$2,048,782) was recognized related to PIS and COFINS contributions overpaid, with R$1,031,099 recorded under “Other operating income (expenses)” (2020: R$310,557; 2019: R$1,904,206) and R$990,877 under financial income (2020: R$127,488; 2019: R$207,582).

Of the total tax credit recorded by the Company related to this topic, since 2019, R$4,302,376 already has been offset. As of December 31, 2021, the balance is R$789,420, of which R$787,676 was classified under current assets and R$1,744 under non-current assets (2020: R$1,002,605 under current).

11 Investments

See the accounting policy in Note 2.3 Basis of Consolidation.

(a) Information on investments

                 
      Interest in total and Net profit (loss) for the year Equity
      voting capital (%) 2021 2020 2019 2021 2020
                 
Jointly-controlled investment              
 RPR    (i)                        33.20         312   (63,525)        29,687       50,064         32,217
                 
Associate                                -               -                -                     -                     -   
 Borealis   (ii)                        20.00   45,490       6,019        17,622     205,568       161,363

(i)The main activities are the refine, processing and February 28, 2015;sale and import of oil, its byproducts and correlated products.
(ii)The main activities are the production and commercialization of petrochemical byproducts and correlated products.

(b) Changes in investments

            
     Domestic associate
     Borealis RPR Other Total
            
Balance at 2019               32,816            30,887                 140            63,843
            
Dividends and interest on equity               (1,748)               (164)              (1,912)
Equity in results of investees                 1,204          (21,093)            (19,889)
Other comprehensive income                   1,067                1,067
Other                           44                    44
            
Balance at 2020               32,272            10,697                 184            43,153
            
Dividends and interest on equity                  (295)                   (295)
Equity in results of investees                 9,136                 103                9,239
Other comprehensive income                   5,825                5,825
Capital increase                     1,001              1,001
            
Balance at 2021               41,113            16,625              1,185            58,923

 (ii)F-321%, between March 1, 2015 and November 30, 2015;

Braskem S.A.

 

(iii)0.1% between December 1, 2015 and

Notes to the consolidated financial statements

as of December 31, 2016;2021

All amounts in thousands of Reais, except as otherwise stated

(c) Impact on the consolidation of Braskem Idesa

(iv)2% between January 1, 2017 and December 31, 2017; and

(v)3% between January 1, 2018 and December 31, 2018.

Such credits may be realized in two ways: (i) by offsetting own debits overdue orIn light of the allegations of undue payments related to taxes leviedthe Ethylene XXI project, which were originally published in the media in Mexico and were included in the testimony by the Federal Revenue Service; or (ii) by a cash reimbursement.

In the fiscal year ended December 31, 2016, the Company recognized credits in the amountformer CEO of R$8,694 (R$102,273 in 2015) and offset the amount of R$230,220 (R$91,389 in 2015). In the Statement of operations, credits were recognized in the item “Cost of products sold.”

(d)Federal supervenience

This item includes credits arising from legal discussions regarding the legality and constitutionality of various taxes and contributions in which the Company has already obtained a favorable ruling or has unquestionable precedents in its favor. These amounts will be realized after the use of other credits described above in this Note.

Braskem S.A.

Management notesPemex to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

12Investments in subsidiaries and jointly-controlled investments

(a)Information on investments

   Interest in total
and voting
   Adjusted net profit (loss)
for the year
  Adjusted
equity
 
   capital (%) - 2016   2016  2015  2014  2016   2015 

Jointly-controlled investment

         

RPR

   33.20    86,682   24,784   (3,166  175,896    145,551 

Odebrecht Comercializadora de Energia S.A. (“OCE”)

   20.00    (5,720  10,490   129   5,721    11,441 

Associates

         

Borealis Brasil S.A. (“Borealis”)

   20.00    10,538   (3,914  7,246   162,629    158,366 

(b)Changes in investments

   Balance at
Dec/2015
   Dividends
and interest
on equity
  Effect
of results
  Write-off  Other
comprehensive
income
  Balance at
Dec/2016
 

Associates

        

Borealis

   31,673    (1,200  2,053     32,526 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   31,673    (1,200  2,053     32,526 

Jointly-controlled investments

        

OCE

   2,289     (1,144    1,145 

RPR

   48,328    (12,914  28,780    (5,790  58,404 

Other

   4,064      (3,826   238 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   54,681    (12,914  27,636   (3,826  (5,790  59,787 

Total

   86,354    (14,114  29,689   (3,826  (5,790  92,313 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Office of the Attorney General of Mexico, Braskem S.A., together with Braskem Idesa, in compliance with the standards established by Braskem’s Global Compliance System Policy and Braskem Idesa’s governance guidelines, approved the hiring of an U.S. law firm with proven experience in similar cases to conduct an independent internal investigation of the allegations.

Management notesThe investigation was concluded in February 2022 and did not find evidence to support the allegations by the former CEO of Pemex regarding allegedly improper payments in connection with or otherwise related to the financial statementsEthylene XXI project.

at December 31, 2016

All amounts in thousands, except as otherwise stated

(c)Impact on the consolidation of Braskem Idesa

In compliance with IFRS 12, theThe Company is presentingpresents the financial statementsinformation of the subsidiary in which thenon-controlling shareholder holds interest,interests, and the material effects on the Company’s consolidated statements.statements:

F-33

Braskem S.A.

Balance sheet  Consolidated Braskem                   
   without the effects of                   
   Braskem Idesa consolidated  Braskem Idesa consolidated (i)  Eliminations  Consolidated 
Assets  2016   2015  2016  2015  2016  2015  2016  2015 
                         Restated 

Curent

          

Cash and cash equivalents

   6,500,265    6,908,623   201,599   134,640     6,701,864   7,043,263 

Financial investments

   1,190,483    414,893       1,190,483   414,893 

Trade accounts receivable

   1,455,893    2,652,706   247,465   120,848   (69,221  (17,846  1,634,137   2,755,708 

Inventories

   4,862,571    5,935,568   375,443   173,129     5,238,014   6,108,697 

Taxes recoverable

   710,982    1,093,270   115,033   219,071     826,015   1,312,341 

Other receivables

   278,865    475,663   27,170   29,260    (57  306,035   504,866 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   14,999,059    17,480,723   966,710   676,948   (69,221  (17,903  15,896,548   18,139,768 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Non-current assets held for sale

   359,704         359,704  
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   15,358,763    17,480,723   966,710   676,948   (69,221  (17,903  16,256,252   18,139,768 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Non-current

          

Taxes recoverable

   1,088,304    1,317,691   49   69     1,088,353   1,317,760 

Deferred tax

   189,613    2,379,250   1,463,502   825,416     1,653,115   3,204,666 

Related parties

   4,690,672    4,556,671      (ii)   (4,690,672  (4,412,038   144,633 

Other receivables

   648,511    800,169   29,823   32,011     678,334   832,180 

Property, plant and equipment

   18,814,175    19,683,454   11,171,400   15,134,641(iii)   (648,865  (717,806  29,336,710   34,100,289 

Intangible

   2,667,708    2,806,734   141,379   80,870     2,809,087   2,887,604 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   28,098,983    31,543,969   12,806,153   16,073,007   (5,339,537  (5,129,844  35,565,599   42,487,132 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total assets

   43,457,746    49,024,692   13,772,863   16,749,955   (5,408,758  (5,147,747  51,821,851   60,626,900 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Liabilities and shareholders’ equity

          

Current

          

Trade payables

   6,335,452    11,962,001   278,905   429,400   (69,221  (17,846  6,545,136   12,373,555 

Borrowings

   2,594,463    1,969,993       2,594,463   1,969,993 

Braskem Idesa Borrowings

      10,437,791   302,266     10,437,791   302,266 

Payroll and related charges

   540,405    588,148   22,050   22,138     562,455   610,286 

Taxes payable

   611,231    968,308   12,849   34,965     624,080   1,003,273 

Other payables

   2,053,031    1,333,814   125,955   49,808     2,178,986   1,383,622 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   12,134,582    16,822,264   10,877,550   838,577   (69,221  (17,846  22,942,911   17,642,995 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Non-current liabilities held for sale

   95,396         95,396  
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   12,229,978    16,822,264   10,877,550   838,577   (69,221  (17,846  23,038,307   17,642,995 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Non-current

          

Loan agreements

   20,736,604    25,380,518       20,736,604   25,380,518 

Braskem Idesa Borrowings

       11,975,167      11,975,167 

Accounts payable to related parties

      4,698,881   4,372,482(ii)   (4,698,881  (4,372,482  

Non-controlling loan in Braskem Idesa

       (v)   1,620,519   1,538,784     1,620,519   1,538,784 

Provision for losses on subsidiaries

   3,053,637    2,054,654      (iv)   (3,053,637  (2,054,654  

Other payables

   4,698,937    3,136,882   6,774   7,065     4,705,711   3,143,947 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   28,489,178    30,572,054   6,326,174   17,893,498   (7,752,518  (6,427,136  27,062,834   42,038,416 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Shareholders’ equity

          

Attributable to the Company’s shareholders

   2,738,590    1,630,374   (3,430,861  (1,982,120  3,430,861   1,982,120   2,738,590   1,630,374 

Non-controlling interest in Braskem Idesa

        (1,017,880  (684,885  (1,017,880  (684,885
   2,738,590    1,630,374   (3,430,861  (1,982,120  2,412,981   1,297,235   1,720,710   945,489 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total liabilities and shareholders’ equity

   43,457,746    49,024,692   13,772,863   16,749,955   (5,408,758  (5,147,747  51,821,851   60,626,900 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

 

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

                 
Balance sheet  Consolidated Braskem       
   without the effect of
Braskem Idesa consolidated 
  Braskem Idesa consolidated(i)   Eliminations   Consolidated 
  2021 2020 2021 2020 2021 2020 2021 2020
Assets                
Curent                
Cash and cash equivalents 6,907,355 12,958,419 1,773,331  904,433     8,680,686 13,862,852
Financial investments 3,492,710 3,627,227         3,492,710 3,627,227
Trade accounts receivable 6,607,762 4,386,825 1,225,479  577,530  (679,676)  (232,376) 7,153,565 4,731,979
Inventories 15,325,001 7,876,485 1,010,100  507,165     16,335,101 8,383,650
Taxes recoverable 1,402,100 1,144,355  26,558  48,310     1,428,658 1,192,665
Recoverable income taxes 1,189,812 1,547,916         1,189,812 1,547,916
Derivatives  33,816  33,769          33,816  33,769
Other current assets  841,473  688,944  137,624  121,242      979,097  810,186
                 
 Total current assets 35,800,029 32,263,940 4,173,092  2,158,680  (679,676)  (232,376) 39,293,445 34,190,244
                 
Non-current                
Financial investments  16,845  15,564          16,845  15,564
Taxes recoverable  983,655  847,399  268,403  225,338     1,252,058 1,072,737
Income tax and social contribution  230,069  72,267          230,069  72,267
Deferred tax assets 6,481,642 6,658,276 1,775,610  1,871,696     8,257,252 8,529,972
Related parties 10,064,320 9,122,666    (ii)(10,064,320)  (9,122,666)    
Derivatives  51  34,091          51  34,091
Judicial deposits   194,212  196,911          194,212  196,911
Other non-current assets  354,083  251,398  24,964  17,347      379,047  268,745
Investments  58,923  43,153          58,923  43,153
Property, plant and equipment 23,510,588 22,295,803 14,483,720  14,436,012(iii) (769,178)  (802,666) 37,225,130 35,929,149
Intangible 2,572,675 2,568,869  304,624  259,822     2,877,299 2,828,691
Right of use of assets 2,427,633 2,509,484  352,404  392,911     2,780,037 2,902,395
                 
Total non current assets 46,894,696 44,615,881 17,209,725  17,203,126 (10,833,498)  (9,925,332) 53,270,923 51,893,675
                 
Total assets 82,694,725 76,879,821 21,382,817  19,361,806 (11,513,174)  (10,157,708) 92,564,368 86,083,919
                 
Liabilities and shareholders' equity                
Current                
Trade payables 11,861,563 9,753,762  871,379  424,929  (679,676)  (232,376) 12,053,266 9,946,315
Borrowings 1,343,494 1,318,931         1,343,494 1,318,931
Debentures  59,088  54,436          59,088  54,436
Braskem Idesa Borrowings      86,765  7,660,128      86,765 7,660,128
Payroll and related charges 1,095,040  776,134  75,306  38,432     1,170,346  814,566
Taxes payable 1,003,813  927,039 8,303  25,650     1,012,116  952,689
Income tax and social contribution 1,672,844  284,129         1,672,844  284,129
Lease  598,523  821,695  76,843  73,414      675,366  895,109
Provision - geological event in Alagoas 4,378,071 4,349,931         4,378,071 4,349,931
Other current liabilities 2,495,544 1,947,569  246,623  163,371     2,742,167 2,110,940
                 
 Total current liabilities 24,507,980 20,233,626 1,365,219  8,385,924  (679,676)  (232,376) 25,193,523 28,387,174
                 
Non-current                
Loan agreements 33,553,766 40,413,192         33,553,766 40,413,192
Braskem Idesa Borrowings     12,224,770  4,399,110     12,224,770 4,399,110
Debentures  137,830  181,679          137,830  181,679
Accounts payable to related parties     10,134,287  9,140,064(ii)(10,134,287)  (9,140,064)    
Loan to non-controlling shareholders of Braskem Idesa    (v)3,646,538  3,222,493     3,646,538 3,222,493
Income tax and social contribution    576,174            576,174
Deferred tax liabilities  1,407,434 1,234,398         1,407,434 1,234,398
Provision for losses on subsidiaries 5,284,666 5,283,264    (iv)(5,284,666)  (5,283,264)    
Lease 2,147,745 1,962,235  333,303  350,542     2,481,048 2,312,777
Provision - geological event in Alagoas 3,283,188 4,825,846         3,283,188 4,825,846
Other non-current liabilities 4,406,733 4,274,837  25,710  122,757     4,432,443 4,397,594
                 
 Total non current liabilities 50,221,362 58,751,625 26,364,608  17,234,966 (15,418,953)  (14,423,328) 61,167,017 61,563,263
                 
Shareholders' equity                
Attributable to theCompany's shareholders 7,865,819 (2,202,306) (6,347,010)  (6,259,084) 6,347,010  6,259,084 7,865,819 (2,202,306)
Non-controlling interest in subsidiaries  99,564  96,876     (1,761,555)  (1,761,088) (1,661,991) (1,664,212)
                 
 Total shareholders equity 7,965,383 (2,105,430) (6,347,010)  (6,259,084) 4,585,455  4,497,996 6,203,828 (3,866,518)
                 
Total liabilities and shareholders' equity (net capital deficiency)82,694,725 76,879,821 21,382,817  19,361,806 (11,513,174)  (10,157,708) 92,564,368 86,083,919

(i)Consolidation of Braskem Idesa with its direct subsidiarysubsidiaries Braskem Idesa Serviços.os and Terminal Química.
(ii)Loan from Braskem Holanda as part of shareholders’ contribution to the Braskem Idesa project.
(iii)Adjustment corresponding to the capitalization of a portion of financial charges of the abovementionedabove-mentioned loan.
(iv)Provision recorded in the subsidiary Braskem Holanda for the negative shareholders’shareholders' equity of Braskem Idesa.
(v)Loan owed to thenon-controlling shareholder as part of shareholders’ contribution to the project.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Statement of operations

   Consolidated Braskem
without the effects of
Braskem Idesa consolidated
  Braskem Idesa consolidated  Eliminations  Consolidated 
   2016  2015  2016  2015  2016  2015  2016  2015 
                        Restated 

Net sales revenue

   46,343,171   46,509,068   1,495,018   472,257   (174,201  (101,336  47,663,988   46,879,989 

Cost of products sold

   (34,134,381  (36,308,267  (970,459  (486,832  164,221   67,076   (34,940,619  (36,728,023
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   12,208,790   10,200,801   524,559   (14,575  (9,980  (34,260  12,723,369   10,151,966 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Income (expenses)

         

Selling and distribution

   (1,293,713  (1,045,223  (117,115  (37,933    (1,410,828  (1,083,156

General and administrative

   (1,393,075  (1,271,919  (123,855  (42,811  39,731   34,260   (1,477,199  (1,280,470

Research and development

   (162,010  (169,635      (162,010  (169,635

Results from equity investments

   (923,096  (723,337   963   953,174   724,593   30,078   2,219 

Other income (expenses), net

   (3,621,215  (727,519  (130,948  (3,685    (3,752,163  (731,204
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   4,815,681   6,263,168   152,641   (98,041  982,925   724,593   5,951,247   6,889,720 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Financial results

         

Financial expenses

   (3,054,334  (3,141,488  (688,868  (19,340  172,240   (2,574  (3,570,962  (3,163,402

Financial income

   955,423   801,491   3,193   18,382   (268,494  (234,940  690,122   584,933 

Exchange rate variations, net

   (2,115,993  795,543   (1,094,424  (353,886   (338,747  (3,210,417  102,910 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   (4,214,904  (1,544,454  (1,780,099  (354,844  (96,254  (576,261  (6,091,257  (2,475,559
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Profit (loss) before income tax and social contribution

   600,777   4,718,714   (1,627,458  (452,885  886,671   148,332   (140,010  4,414,161 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

IR and CSL - current and deferred

   (1,039,107  (1,723,376  423,061   63,022     (616,046  (1,660,354
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Profit (loss) for the year of continued operations

   (438,330  2,995,338   (1,204,397  (389,863  886,671   148,332   (756,056  2,753,807 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Discontinued operations results

         

Profit (loss) from discontinued operations

   40,760   16,827       40,760   16,827 

IR and CSL - current and deferred

   (13,901  (10,445      (13,901  (10,445
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   26,859   6,382       26,859   6,382 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Profit (loss) for the year

   (411,471  3,001,720   (1,204,397  (389,863  886,671   148,332   (729,197  2,760,189 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Statement of cash flows

   Consolidated Braskem
without the effects of
Braskem Idesa consolidated
  Braskem Idesa consolidated  Eliminations  Consolidated 
   2016  2015  2016  2015  2016  2015  2016  2015 
                        Restated 

Profit (loss) before income tax and social contribution and for the result with discontinued operations

   641,537   4,735,541   (1,627,458  (452,885  886,671   148,332   (99,250  4,430,988 

Adjustments for reconciliation of profit (loss)

         

Depreciation, amortization and depletion

   2,381,160   2,125,050   331,691   746   (29,751   2,683,100   2,125,796 

Results from equity investments

   923,096   722,374     (953,174  (724,593  (30,078  (2,219

Interest and monetary and exchange variations, net

   1,464,918   2,209,202   1,615,334   973,375   (54,244   3,026,008   3,182,577 

Leniency agreement

   2,853,230        2,853,230  

Other

   40,530   130,758   486      41,016   130,758 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
   8,304,471   9,922,925   320,053   521,236   (150,498  (576,261  8,474,026   9,867,900 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Changes in operating working capital

         

Held-for-trading financial investments

   (649,535  (144,955      (649,535  (144,955

Trade accounts receivable

   1,083,117   (311,326  (126,617  (49,136  51,375   17,846   1,007,875   (342,616

Inventories

   966,974   (566,798  (104,636  65,064     862,338   (501,734

Taxes recoverable

   976,770   539,097   81,334   302,811     1,058,104   841,908 

Other receivables

   396,702   (52,880  21,308   (23,995    418,010   (76,875

Trade payables

   (4,052,705  (1,308,889  (150,495  (191,553  (51,375  (17,846  (4,254,575  (1,518,288

Taxes payable

   (674,466  293,090   382,335   (72,864    (292,131  220,226 

Other payables

   637,734   98,321   175,811   752,364     813,545   850,685 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Cash from operations

   6,989,062   8,468,585   599,093   1,303,927   (150,498  (576,261  7,437,657   9,196,251 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Interest paid

   (1,323,294  (1,086,166  (215,224     (1,538,518  (1,086,166

Income tax and social contribution paid

   (1,152,847  (232,302      (1,152,847  (232,302
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net cash generated by operating activities

   4,512,921   7,150,117   383,869   1,303,927   (150,498  (576,261  4,746,292   7,877,783 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Proceeds from the sale of fixed assets

   564   1,282       564   1,282 

Acquisitions to property, plant and equipment

   (1,711,039  (1,340,625  (1,278,614  (3,339,518  150,498   576,261   (2,839,155  (4,103,882

Acquisitions of intangible assets

   (35,780  (20,106      (35,780  (20,106

Other

   33,497   2,441       33,497   2,441 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net cash used in investing activities

   (1,712,758  (1,357,008  (1,278,614  (3,339,518  150,498   576,261   (2,840,874  (4,120,265
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Short-term and long-term debt

         

Obtained

   4,107,626   5,481,546       4,107,626   5,481,546 

Payments

   (4,901,593  (6,087,217      (4,901,593  (6,087,217

Braskem Idesa borrowings

         

Obtained

     503,921   1,501,939     503,921   1,501,939 

Payments

     (469,282  (510,715    (469,282  (510,715

Related parties

         

Obtained loans (payment of loans )

   (882,158  (898,213  882,158   898,213     

Dividends paid

   (1,997,984  (482,117      (1,997,984  (482,117

Repurchase of treasury shares

    (927       (927
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net cash generated in financing activities

   (3,674,109  (1,986,928  916,797   1,889,437     (2,757,312  (97,491
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Exchange variation on cash of foreign subsidiaries

   541,734   (454,965  44,908   (53,071    586,642   (508,036
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Increase (decrease) in cash and cash equivalents

   (332,212  3,351,216   66,960   (199,225    (265,252  3,151,991 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Represented by

         

Cash and cash equivalents at the beginning for the year

   6,908,623   3,557,407   134,639   333,864     7,043,262   3,891,271 

Cash and cash equivalents at the end for the year

   6,576,411   6,908,623   201,599   134,639     6,778,010   7,043,262 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Increase (decrease) in cash and cash equivalents

   (332,212  3,351,216   66,960   (199,225    (265,252  3,151,991 
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

13Property, plantpayable, maturing December 2029 and equipment

(a)Change

      Restated 
      Land  Buildings and
Improvements
  Machinery,
Equipment
and Facilities
  Projects and
Stoppage in
Progress (i)
  Other  Total 

Cost

    526,786   5,415,826   37,514,207   5,526,477   1,205,559   50,188,855 

Accumulated depreciation/depletion

     (904,325  (14,537,865   (646,376  (16,088,566
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of December 31, 2015

    526,786   4,511,501   22,976,342   5,526,477   559,183   34,100,289 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Acquisitions

    528    69,378   2,372,332   108,493   2,550,731 

Capitalized financial charges

       367,780    367,780 

Foreign currency translation adjustment

    (44,467  (1,193,660  (3,020,354  (597,286  (14,349  (4,870,116

Transfers by concluded projects

   (ii  1,718   1,351,594   2,478,445   (3,960,360  128,603  

Other, net of depreciation/depletion

     (701  (9,984  (199,829  66,072   (144,442

Depreciation / depletion

     (221,649  (2,275,513   (103,224  (2,600,386

Non-current assets held for sale

   (iii  (12,910  (28,013  (9,402  (13,149  (3,672  (67,146
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net book value

    471,655   4,419,072   20,208,912   3,495,965   741,106   29,336,710 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Cost

    471,655   5,530,714   36,804,409   3,495,965   1,404,759   47,707,502 

Accumulated depreciation/depletion

     (1,111,642  (16,595,497   (663,653  (18,370,792
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of December 31, 2016

    471,655   4,419,072   20,208,912   3,495,965   741,106   29,336,710 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

(i)On December 31, 2016, the main amounts included in this account refer to the expenses with planned shutdown maintenance in Brazil and plants abroad and which are in preparation or in progress (R$838,501)7% p.a., to the capitalized financial charges (R$225,273),non-controlling shareholders of Braskem Idesa. These proceeds were used by Braskem Idesa to fund its construction project.

F-34

Braskem S.A.

Notes to the spare parts inventories (R$520,224),consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Statement of profit or loss                        
   Consolidated Braskem             
    Ex consolidated  Braskem Idesa  Braskem Idesa consolidated  Eliminations  Consolidated 
   2021 2020 2019 2021 2020 2019 2021 2020 2019 2021 2020 2019
                          
Net revenue   101,448,155      55,779,528       49,961,286         6,333,199       4,046,581     3,050,420   (2,156,153)    (1,282,615)      (688,181)   105,625,201    58,543,494     52,323,525
 Cost of products sold   (72,471,291)    (45,563,723)     (44,111,980)       (3,321,601)     (3,112,129)   (2,509,060)     2,224,661      1,344,438        741,922   (73,568,231)  (47,331,414)   (45,879,118)
                          
       28,976,864      10,215,805          5,849,306         3,011,598           934,452        541,360           68,508            61,823          53,741     32,056,970    11,212,080       6,444,407
                          
Income (expenses)                         
 Selling and distribution     (1,834,303)      (1,609,844)        (1,582,794)          (221,337)         (242,211)      (200,661)           (2,055,640)    (1,852,055)     (1,783,455)
 (Loss) reversals for impairment
   of trade accounts receivable
             (8,736)            (55,074)               (4,772)                  (178)                (178)          (2,297)                   (8,914)          (55,252)             (7,069)
 General and administrative      (2,292,884)      (1,739,541)        (2,082,002)          (229,334)         (179,350)      (141,269)                  91                 144              (909)     (2,522,127)    (1,918,747)     (2,224,180)
 Research and development        (296,583)          (250,648)           (247,730)                    (296,583)        (250,648)         (247,730)
 Results from equity-accounted investees           (82,709)      (1,026,922)           (326,427)                 87,353      1,007,524        336,645               4,644          (19,398)             10,218
 Other income       1,530,443            748,923          2,102,684                 4,044               1,826        305,750             1,534,487          750,749       2,408,434
 Other expenses     (2,651,425)      (7,573,874)        (4,466,450)            (17,865)         (364,747)          19,508           (2,669,290)    (7,938,621)     (4,446,942)
                          
       23,340,667      (1,291,175)           (758,185)         2,546,928           149,792        522,391        155,952      1,069,491        389,477     26,043,547          (71,892)           153,683
                          
Financial results                        
 Financial expenses      (4,750,895)      (3,851,233)        (3,009,471)       (1,618,020)     (1,505,628)   (1,205,412)        461,760          443,496        332,098     (5,907,155)    (4,913,365)     (3,882,785)
 Financial income       2,276,312        1,032,530          1,135,118              12,886             11,150          47,534      (461,760)        (443,496)      (332,098)       1,827,438          600,184           850,554
 Exchange rate variations, net     (2,884,292)      (4,823,269)        (1,768,850)       (1,164,697)         (482,125)          75,610           46,182              6,683        (31,280)     (4,002,807)    (5,298,711)     (1,724,520)
                          
       (5,358,875)      (7,641,972)        (3,643,203)       (2,769,831)     (1,976,603)   (1,082,268)           46,182              6,683        (31,280)     (8,082,524)    (9,611,892)     (4,756,751)
                          
Profit (loss) before income tax     17,981,792      (8,933,147)        (4,401,388)          (222,903)     (1,826,811)      (559,877)        202,134      1,076,174        358,197     17,961,023    (9,683,784)     (4,603,068)
                          
 Income taxes     (3,991,055)        2,253,684          1,873,207               (8,348)           414,794          89,463           (3,999,403)      2,668,478       1,962,670
       (3,991,055)        2,253,684          1,873,207               (8,348)           414,794          89,463           (3,999,403)      2,668,478       1,962,670
                          
Net profit (loss) for the year     13,990,737      (6,679,463)        (2,528,181)          (231,251)     (1,412,017)      (470,414)        202,134      1,076,174        358,197     13,961,620    (7,015,306)     (2,640,398)

F-35

Braskem S.A.

Notes to the strategic projectsconsolidated financial statements

as of December 31, 2021

All amounts in Brazil (R$329,256), whose main project is relatedthousands of Reais, except as otherwise stated

                         
Statement of cash flows Consolidated Braskem                   
   Ex consolidated  Braskem Idesa  Braskem Idesa consolidated  Eliminations   Consolidated 
   2021 2020 2019 2021 2020 2019 2021 2020 2019 2021 2020 2019
                          
Profit (loss) before income tax   17,981,792   (8,933,147) (4,401,388)  (222,903)   (1,826,811) (559,877)  202,134  1,076,174   358,197  17,961,023   (9,683,784)  (4,603,068)
                          
Adjustments for reconciliation of profit (loss)                        
 Depreciation and amortization  3,450,171  2,995,609   2,732,181 796,861  1,114,439   952,916  (68,599)  (61,967) (52,832) 4,178,433  4,048,081 3,632,265
 Results from equity-accounted investees 82,709  1,026,922 326,427        (87,353)   (1,007,524) (336,645) (4,644) 19,398  (10,218)
 Net interest, monetary and foreign exchange gain/losses  3,792,708  8,541,980   3,050,987   2,564,905  1,921,975  1,062,843  (46,182) (6,683)   31,280 6,311,431   10,457,272 4,145,110
 Provisions (reversal and recovery of credits), net  819,130  336,838 320,439              819,130  336,838  320,439
 Provision - geological event in Alagoas  1,339,765  6,901,828   3,383,067             1,339,765  6,901,828 3,383,067
 PIS and COFINS credits - exclusion of ICMS
from the calculation basis
   (1,031,099)   (310,557) (1,904,206)              (1,031,099)   (310,557)  (1,904,206)
 Loss (reversals) for impairment of trade accounts receivable10,134 55,252  7,069   (1,220)             8,914 55,252   7,069
 Provision for losses and write-offs of long-lived assets  114,148 8,794 224,825  1,039   379        115,187 8,794  225,204
                          
 Adjustments for reconciliation of profit   26,559,458   10,623,519   3,739,401   3,138,682  1,209,603  1,456,261        29,698,140   11,833,122 5,195,662
                          
Changes in operating assets and liabilities                        
 Judicial deposits - unfreezing (blocking) Public Civil Action   3,746,107 (3,680,460)                3,746,107  (3,680,460)
 Financial investments  296,957   (1,860,827) 797,445              296,957   (1,860,827)  797,445
 Trade accounts receivable   (2,002,897)   (2,247,729) 677,176  (619,688)   (152,971)   325,820  447,300  212,874 (107,950)  (2,175,285)   (2,187,826)  895,046
 Inventories   (7,176,104)   (309,492) 825,236  (398,181) 56,958  42,581        (7,574,285)   (252,534)  867,817
 Taxes recoverable  4,958,779  1,584,911   1,216,225  4,808  (52,357)   (20,798)       4,963,587  1,532,554 1,195,427
 Prepaid expenses  (67,923)   (172,027)   85,549   87,245  465,812   117,183       19,322  293,785  202,732
 Other receivables   (201,798) 44,513  (242,727) (16,080)  352,590   (30,938)         (217,878)  397,103   (273,665)
 Trade payables  1,218,550   (2,926,585) 330,633 428,364  137,895 (156,138)   (447,300)   (212,874)   107,950 1,199,614   (3,001,564)  282,445
 Taxes payable   (2,878,056)  965,191  (485,309)  (129,432)   (515,430)   (84,484)        (3,007,488)  449,761   (569,793)
 Advances from customers   (217,159)  224,764 176,189 (16,792)  (25,776)  21,776         (233,951)  198,988  197,965
 Leniency agreement   (389,087)   (349,842)  (341,605)               (389,087)   (349,842)   (341,605)
 Sundry provisions   (482,565)   (158,915)  (226,519) 168,371 13,560  10,971         (314,194)   (145,355)   (215,548)
 Geological event in Alagoas   (2,928,081)   (1,181,931)                (2,928,081)   (1,181,931)  
 Other payables  1,040,674   (217,997) 348,916   (1,271) 33,810  13,287       1,039,403   (184,187)  362,203
                          
Cash generated from operations   17,730,748  7,763,660   3,220,150   2,646,026  1,523,694  1,695,521        20,376,774  9,287,354 4,915,671
                          
 Interest paid   (2,207,196)   (1,946,931) (1,576,526)  (676,237)   (789,890) (661,919)        (2,883,433)   (2,736,821)  (2,238,445)
 Income taxes paid   (2,697,829)   (252,479)  (403,614)   (9,027) (5,063)  (8,337)        (2,706,856)   (257,542)   (411,951)
                          
Net cash generated by operating activities   12,825,723  5,564,250   1,240,010   1,960,762  728,741  1,025,265        14,786,485  6,292,991 2,265,275
                          
Proceeds from the sale of property, plant and equipment
and intangible assets
 40,353 33,140   12,590             40,353 33,140 12,590
Dividends received 295 4,822  3,513               295 4,822   3,513
Acquisitions to property, plant and equipment
and intangible assets
   (3,249,132)   (2,653,009) (2,578,558)  (172,192)   (106,780) (103,964)        (3,421,324)   (2,759,789)  (2,682,522)
                          
Net cash used in investing activities   (3,208,484)   (2,615,047) (2,562,455)  (172,192)   (106,780) (103,964)        (3,380,676)   (2,721,827)  (2,666,419)
                          
Short-term and long-term debt                        
 Acquired 16,308   13,049,459 20,586,103             16,308   13,049,459  20,586,103
 Payments   (9,413,909)   (8,734,505)  (17,425,409)              (9,413,909)   (8,734,505)   (17,425,409)
Braskem Idesa borrowings                        
 Acquired         7,271,658    3,497,622       7,271,658   3,497,622
 Payments       (7,995,045)   (905,210) (4,398,453)        (7,995,045)   (905,210)  (4,398,453)
Loan to non-controlling shareholders
of Braskem Idesa - payment
  216,862      (226,407)  (37,618)         (9,545)  (37,618)  
Lease payments   (787,932)   (610,392)  (407,320) (53,774)  (51,676)   (46,870)         (841,706)   (662,068)   (454,190)
Dividends paid   (5,993,265)  (2,380)  (668,904)              (5,993,265)  (2,380)   (668,904)
Other financial liabilities     (534,456) 499,999                 (534,456)  499,999
                          
Cash generated (used) in financing activities (15,961,936)  3,167,726   2,584,469 (1,003,568)   (994,504) (947,701)         (16,965,504)  2,173,222 1,636,768
                          
Exchange variation on cash of foreign subsidiaries  293,633  1,054,845 (59,659)   83,896  259,741  80,278        377,529  1,314,586 20,619
                          
(Decrease) increase in cash and cash equivalents   (6,051,064)  7,171,774   1,202,365 868,898   (112,802)  53,878 -  -  -   (5,182,166)  7,058,972 1,256,243
                          
Represented by                        
 Cash and cash equivalents at the beginning for the year   12,958,419  5,786,645   4,584,280 904,433  1,017,235   963,357 -  -  -   13,862,852  6,803,880 5,547,637
 Cash and cash equivalents at the end for the year  6,907,355   12,958,419   5,786,645   1,773,331  904,433  1,017,235 -  -  -  8,680,686   13,862,852 6,803,880
                          
(Decrease) increase in cash and cash equivalents   (6,051,064)  7,171,774   1,202,365 868,898   (112,802)  53,878 -  -  -   (5,182,166)  7,058,972 1,256,243

F-36

Braskem S.A.

Notes to the processingconsolidated financial statements

as of Ethane at UNIB Bahia, to the expenses with strategic projectsDecember 31, 2021

All amounts in thousands of Braskem America (R$431,986), suchReais, except as the construction of the new UTEC plant. The remainder corresponds mainly to diverse projects aimed at maintenance of plants’ production capacity..otherwise stated

(ii)Related mainly to expenses incurred with Braskem Idesa’s project, which were transferred to the definite accounts as follows: R$1,539,206 to “Machinery, equipment and installations” and R$1,289,425 to “Buildings and improvements.”
(iii)Transfer of Quantiq and IQAG assets to“Non-current assets held for sale” (Note 5).

12 Property, plant and equipment

Items of property, plant and equipment are measured at the historical cost of acquisition or construction, which includes capitalized borrowing costs, less accumulated depreciation and any accumulated impairment losses.

The machinery, equipment and facilities of the Company require inspections, replacement of components and maintenance in regular intervals. The Company makes shutdowns in regular intervals that vary from two to six years to perform these activities. These shutdowns can involve the plant as a whole, a part of it, or evenonly relevant pieces of equipment, such as industrial boilers, turbines and tanks. Shutdowns that take place every six years, for example, are usually made for the maintenance of industrial plants as a whole.

Expenses with each scheduled shutdown are included in property, plant and equipment items that were the stoppage’s subject matter of the stoppage and are fully depreciated until the beginning of the following related stoppage. The expenditures with personnel, the consumption of small materials, maintenance, and the related services from third parties are recorded, when incurred, as production costs. Property, plant and equipment items are depreciated on a straight-line basis. Projects in progress are not depreciated.

Depreciation beginsstarts when the assets arebecome available for use.

Basedand is calculated using the straight-line method, based on the analysisuseful life estimated by the Company’s technicians with vast experience in managing the plants. The useful lives of assets are reviewed at each reporting date and adjusted if appropriate.

The main factors taken into consideration in the definition of the useful life of the assets that compose the Company’s industrial plants are the information of manufacturers of machinery and equipment, level of the plants’ operations, quality of preventive and corrective maintenance and the prospects of technological obsolescence of assets.

The estimated useful lives applied to the assets determined the following average depreciation rates per year:

Schedule of estimated useful lives

    
   2021 2020
Buildings and improvements               2.92              2.82
Machinery, equipment and installations               6.74              6.31
Furniture and fixtures             10.06            10.03
IT equipment             21.18            20.23
Lab equipment               9.53              9.57
Security equipment             10.04              9.54
Vehicles             18.82            18.89
Other             17.05            13.55

Borrowing costs are capitalized as ongoing projects, using: (i) the average rate of the financings; and (ii) the exchange variation portion that corresponds to any positive difference between the average rate of financing in the domestic market and the rate cited in Note 3.4(a), the Management of Braskem believes that the plants will operate at their full capacity, or closeitem (i).

In 2021, capitalized interest amounted to it, within the projected period, therefore impairment tests of these assets were not necessary. The prices of products manufactured by the Company are quoted in international markets, in the short or medium term, and adjust to the prices of raw materials to preserve the historical margins of the business.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

In 2016, charges amounting to R$367,780 (2015 –192,207 (2020: R$787,371) were capitalized.252,427). The average rate of these charges in the year was 8.12% 8.33% p.a. (7.80%(2020: 7.85% p.a. in 2015)).

As of December 31, 2021, the acquisition of property, plant and equipment with payment installments is R$295,056 (2020: R$160,877).

F-37

Braskem S.A.

 

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(a) Reconciliation of carrying amount

              
    Land   Buildings and Improvements   Machinery, Equipment and Facilities   Projects and Stoppage in Progress (i)   Other   Total 
              
Cost  613,807 7,064,972  44,439,196 7,009,473 1,726,026  60,853,474
Accumulated depreciation and amortization    (2,492,705) (24,789,920)   (1,255,668) (28,538,293)
Balance as of December 31, 2019    613,807  4,572,267   19,649,276  7,009,473  470,358   32,315,181
              
Acquisitions    590  60,130 2,609,565 4,030 2,674,315
Capitalized financial charges        252,427   252,427
Foreign currency translation adjustment          
  Cost    69,244 1,132,817 2,982,072 1,136,671  74,856 5,395,660
  Depreciation    (314,092) (997,664)   (46,919) (1,358,675)
Transfers by concluded projects    105,702 6,248,845 (6,542,755) 188,208  
Transfers to inventory        (53,903)  76,709  22,806
Transfers to intangible        (22,373) (18,619) (40,992)
Disposals        
Cost  (20) (22,657) (328,411)   (12,576) (363,664)
Depreciation     20,299 305,759    10,631 336,689
Depreciation and amortization    (372,687) (2,787,042)   (144,869) (3,304,598)
Net book value  683,031 5,122,239  25,132,965 4,389,105 601,809  35,929,149
Cost  683,031 8,281,424  53,401,832 4,389,105 2,038,666  68,794,058
Accumulated depreciation    (3,159,185) (28,268,867)  - (1,436,857) (32,864,909)
Balance as of December 31, 2020    683,031  5,122,239   25,132,965  4,389,105  601,809   35,929,149
              
Acquisitions    338 160,297 3,388,078 3,421 3,552,134
Capitalized financial charges        192,207   192,207
Foreign currency translation adjustment          
  Cost    17,046 287,866 1,118,655  74,428  23,859 1,521,854
  Depreciation    (88,406) (313,267)   (16,760) (418,433)
Transfers by concluded projects  244  13,965 3,207,833 (3,412,665) 190,623  
Transfers to inventory        (16,838)   (16,838)
Transfers to intangible     31,495 (11,673) (73,397) (11,847) (65,422)
Disposals       
  Cost  (10,856) 9,723 (353,274) (91,485) (41,066) (486,958)
  Depreciation    168 387,005   9,206 396,379
Depreciation    (195,900) (3,038,176)   (143,164) (3,377,241)
Transfers to "non-current assets held for sale"  (1,701)   (2)   2 (1,701)
Transfers Others      118,629 (40,095) (78,534)  
Net book value  687,764 5,181,488  26,408,992 4,409,338 537,549  37,225,130
Cost  687,764 8,591,020  57,535,343 4,449,433 2,215,503  73,479,063
Accumulated depreciation    (3,409,532) (31,126,351) (40,095) (1,677,954) (36,253,933)
Balance as of December 31, 2021    687,764  5,181,488   26,408,992  4,409,338  537,549   37,225,130

(b)(i)Property, plantAs of December 31, 2021, the amounts recorded under this item corresponded to expenses with scheduled shutdowns in Brazil and equipment by countryat overseas plants in the amount of R$ 1,473,396 (2020: R$924,747), capitalized financial charges in the amount of R$237,519 (2020: R$233,963), inventories of spare parts in the amount of R$534,875 (2020: R$405,497), strategic projects ongoing in Brazil in the amount of R$351,657 (2020: R$256,873) and in Braskem America in the amount of R$136,342 (2020: R$313,080). The remainder corresponds mainly to various projects for maintaining the production capacity of plants.

   2016   2015   1/1/2015 
       Restated   Restated 

Brazil

   16,939,745    17,637,392    18,434,300 

Mexico

   10,522,536    14,416,835    9,260,814 

USA

   1,668,399    1,748,282    1,155,696 

Germany

   205,650    297,278    218,753 

Other

   380    502    1,395 
  

 

 

   

 

 

   

 

 

 
   29,336,710    34,100,289    29,070,958 
  

 

 

   

 

 

   

 

 

 

14Intangible assetsF-38

      Goodwill
based on
expected future
profitability
  Brands
and
Patents
  Software
licenses
  Customers
and Suppliers
Agreements
  Total 

Cost

    3,187,722   298,438   536,786   795,782   4,818,728 

Accumulated amortization

    (1,128,804  (100,782  (336,029  (365,509  (1,931,124
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of December 31, 2015

    2,058,918   197,656   200,757   430,273   2,887,604 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Acquisitions

      35,780    35,780 

Foreign currency translation adjustment

     (37,074  (10,186  (23,183  (70,443

Transfers from projects and stoppage in progress (PP&E)

     78,148   28,329    106,477 

Other, net of amortization

      (32  289   257 

Amortization

     (10,098  (45,690  (88,135  (143,923

Non-current assets held for sale

   (i  (44   (6,621   (6,665
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net book value

    2,058,874   228,632   202,337   319,244   2,809,087 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Cost

    3,187,722   339,512   566,673   772,888   4,866,795 

Accumulated amortization

    (1,128,848  (110,880  (364,336  (453,644  (2,057,708
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Balance as of December 31, 2016

    2,058,874   228,632   202,337   319,244   2,809,087 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Average annual rates of amortization

     5.93  31.37  6.00 
    

 

 

  

 

 

  

 

 

  

(i)Transfer of Quantiq and IQAG assets to“Non-current assets held for sale” (Note 5).

The Company adopts the following accounting practice for each class of intangible assets:

Braskem S.A.

 

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(b) Property, plant and equipment by country

Schedule of property, plant and equipment by country

    2021   2020 
      
Brazil            15,867,387           15,105,253
Mexico            13,714,543           13,632,787
United States of America              7,281,077             6,823,655
Germany                 356,288                363,975
Other                      5,835                     3,479
             37,225,130           35,929,149

(c) Impairment loss

Annually, or whenever there is any indication that an asset has suffered devaluation, the Company conducts an analysis to determine if there are indicators that the book value of property, plant and equipment may not be recoverable. This analysis is conducted to assess the existence of scenarios that could adversely affect its cash flow and, consequently, its ability to recover the investment in such assets. These scenarios arise from issues of a macroeconomic, legal, competitive, or technological nature.

The following are considered by the Company as relevant points and are observed in this analysis:

(i) the possibility of an oversupply of products manufactured by the Company or of a significant reduction in demand due to adverse economic factors;

(ii) the prospects of material fluctuations in the prices of products and inputs;

(iii) the likelihood of the development of new technologies or raw materials that could materially reduce production costs and consequently impact sales prices, ultimately leading to the full or partial obsolescence of the industrial facilities of the Company; and

(iv) changes in the general regulatory environment that make the production process of Braskem infeasible or that significantly impact the sale of its products.

The impairment value of an asset or CGU is the greatest of the value in use and its fair value less sales costs. The value in use is based on estimated future cash flows, discounted to present value using a discount rate before tax that reflects the current market assessments of the time value of money and the specific risks related to the asset or CGU.

When identifying whether cash inflows from an asset (or group of assets) are largely independent of cash inflows from other assets (or groups of assets), the Company considers several factors, such as: product lines, individual locations and the way Management monitors and makes decisions about the going-concern analysis.

No events indicated that the carrying amount exceeds its recoverable amount as of December 31, 2021, and 2020.

(a)Goodwill based on future profitabilityF-39

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

13 Intangible assets

Schedule of changes in intangible assets

           
         Customers   
     Brands   Software   and Suppliers  
   Goodwill   and Patents   licenses   Agreements   Total 
Cost  3,187,678 451,415   874,159   392,180  4,905,432
Accumulated amortization (1,128,804) (199,800) (602,223) (212,517) (2,143,344)
Balance as of December 31, 2019   2,058,874  251,615  271,936 179,663   2,762,088
           
Acquisitions    1,789  38,660  66   40,515
Foreign currency translation adjustment     38,409  21,531     59,940
Cost     46,311  56,422   102,733
Amortization   (7,902) (34,891)   (42,793)
Transfers from property, plant and equipment
projects and stoppage in progress
      40,992     40,992
Amortization   (6,753) (46,075) (22,016) (74,844)
Net book value  2,058,874 285,060   327,044   157,713  2,828,691
Cost  3,187,678 499,515 1,010,201   392,246  5,089,640
Accumulated amortization (1,128,804) (214,455) (683,157) (234,533) (2,260,949)
Balance as of December 31, 2020   2,058,874  285,060  327,044 157,713   2,828,691
           
Acquisitions   670  67,686   420   68,776
Foreign currency translation adjustment    9,732 4,539     14,271
Cost     12,443  13,023     25,466
Amortization   (2,711) (8,484)   (11,195)
Transfers from property, plant and equipment
projects and stoppage in progress
     28,770  36,652     65,422
Disposals     (3,393)   (3,393)
Amortization   (10,444) (64,008) (22,016) (96,468)
Net book value  2,058,874 313,789   368,520   136,117  2,877,299
Cost  3,187,678 549,196 1,123,619   392,666  5,253,159
Accumulated amortization (1,128,804) (235,408) (755,099) (256,549) (2,375,860)
Balance as of December 31, 2021   2,058,874  313,789  368,520 136,117   2,877,299

13.1 Goodwill based on expected future profitability

The existing goodwill was determined in accordance with the criteria established by the accounting practices adopted in Brazil before the adoption of the IASBIFRS pronouncements and representrepresents the excess of the amount paid over the amount of equity of the entitiescompanies acquired.

These Goodwill is allocated to the Cash Generating Units (“CGUs”) or groups of assets that are expected to benefit from the synergies of the combination. Such goodwill was systematically amortized for accounting purposes until December 2008. As fromFrom 2009 on, it has been subjectsubjected to annual impairment tests.

Braskem S.A.Impairment testing is based on estimated cash generation in each CGU or groups of assets, extracted from the Company’s fiver-year Business Plan (see Note 22.2) and from the Management plan for a period greater than 5 years to reflect the industry cycle patterns, with a total projection period of 10 years.

Management notesPerpetuity is also calculated based on the long-term vision and excluding real growth. Cash flows and perpetuity are adjusted to present value at a discount rate based on the Weighted Average Cost of Capital (“WACC”).

F-40

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

at December 31, 2016

All amounts in thousands, except as otherwise stated

AtThe table below shows the end of 2016, Braskem conducted this test using the value in use method (discounted cash flow) and did not identify any loss, as shownresults obtained in the table below:tests conducted by the Company in December 2021:

Schedule of goodwill impairment testing

   Allocated   Cash flow       CF/Book 
   goodwill   (CF)   Book value (i)   value 

CGU and operating segments

        

CGU - UNIB - South

   926,854    7,312,051    1,991,908    3.7 

Operating segment - Polyolefins

   939,667    26,858,040    5,144,650    5.2 

Operating segment - Vinyls

   192,353    3,282,147    2,979,167    1.1 
         
   Allocated   Recoverable   Book    
   goodwill   amount (i)   value (ii)   CF/Book value 
         
Northeastern petrochemical complex                  475,780             18,906,760               2,977,586                           6.3
Southern petrochemical complex               1,390,741             32,032,400               6,674,673                           4.8
Vinyls                  192,353               9,020,523               2,937,569                           3.1
Total               2,058,874             59,959,683             12,589,828  

(i)This item includes, in addition to goodwill, the long-lived assets and working capital of each operating segment.

(i) The assumptions adoptedbook value includes, in addition to determinegoodwill, property, plant and equipment and intangible assets with defined useful lives and the discounted cash flow are described in Note 3.4(b). working capital.

The WACC used was 13.08% p.a. For the Vinyls segment, an adjusted WACC of 14.14% p.a. was adopted for the 5 years of the projection, to reflect the tax incentive described in Note 29(a). To calculate the perpetuity of this segment, the same discount rate adopted by the other segments was used. The WACC adopted for 2015 was 13.91%9.09% p.a. The inflation rate adoptedconsidered for perpetuity was 4.7%2.83%.

Given the potential impact on cash flows of the “discount rate” and “perpetuity”, Braskemthe Company conducted a sensitivity analysis based on changes in these variables, with cash flows shown in the table below:

         
      +0.5% on -0.5% on
       discount rate  perpetuity
         
Northeastern petrochemical complex                 17,604,424             18,124,544
Southern petrochemical complex                 29,062,222             30,003,729
Vinyls                   8,251,301               8,595,310

   +0.5% on   -0.5% on 
   discount rate   perpetuity 

CGU and operating segments

    

CGU - UNIB - South

   6,978,365    6,951,557 

Operating segment - Polyolefins

   25,752,618    25,663,810 

Operating segment - Vinyls

   3,160,037    3,167,252 

The main assumptions used for projecting cash flows are related to the projections forprojection of macroeconomic indicators, international prices, and global and local demand in the countries where Braskemthe Company has productionoperational plants.

The macroeconomic Macroeconomic indicators are provided by a widely recognized consulting firm and include items such as: exchange, inflation, and interest rates, as well as other indicators.among others.

The prices ofPrices for key petrochemical products are obtained from a specialized third party consulting firm, drawing on projections formulated by an international consulting firm. However, the finalreviewed and supplemented based on Management’s experience. Final prices take into consideration the meetings of specific internal committees and the knowledge of the Company’s experts in preparing the formulation of referencesbenchmarks for each market. For the projected period, most of the

Similar to prices, projected internally were even more conservative than those originally projected by the international consulting firm.

As in the case of prices,indicators for global demand projections also are contracted from a specificprepared with specialized consulting firm and, infirms. In the markets where the Company operates more directly, are consideredthey consider additional variables for the composition of local demand.

In the Vinyls segment, whose main product is PVC, the amount of projected cash flow exceeded the book value of the assets by 10%. The main variables affecting this business are related to fluctuations in the exchange rate, international spreads (especially those related to the prices of naphtha, PVC and caustic soda) and Brazilian demand. Actual fluctuations in these important variables that differ from the Company’s projections could lead to an amount of cash flow that is less than the value of the assets. In this line, a reduction in the PVC spread in Brazilian real (taking into consideration the combined effect of exchange rates and international prices) of 4.3% or a reduction in local demand of 12.2% would result in a cash flow equivalent to the book value of the assets.composition.

Braskem S.A.13.2 Intangible assets with definite useful lives

Management notes to the financial statements

These intangible assets are measured at December 31, 2016

All amounts in thousands, except as otherwise stated

(b)Intangible assets with defined useful lives

(b.1)Trademarks and patents

The technologies acquired from third parties, including those acquired through business combination, are recorded at thehistorical cost of acquisition and/or at fair value and other directly attributed costs, net ofwhen acquired in a business combination, deducted from accumulated amortization and, provision forif applicable, accumulated impairment loss. Subsequent costs are capitalized only when applicable. Technologies that have defined useful lives andthey increase the future economic benefits incorporated into the specific asset to which they are amortizedrelated.

Amortization is calculated using the straight-line method based on the termestimated useful life of the purchase agreement (between 10items, and 20 years). Expenditures withrevised on each reporting date, as follows:

Schedule of amortization estimated useful life

- Brands and patents

10-20 years

- Software licenses and rights of use

5-10 years

- Customers and suppliers agreements

14-28 years

F-41

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Expenditure on research and development are accounted foractivities is recognized in profit or loss as theyincurred. Development expenditure is capitalized only of the expenditure can be measure reliably, the product or process is technically, and commercially feasible, future economic benefits are probable and the Company intends to and has sufficient resources to complete development and to use or sell the asset. Otherwise, it is recognized in profit or loss as incurred.

Based on Management’s assessment, there were no events indicating that the carrying amount exceeds its recoverable amount as of December 31, 2021, and 2020.

13.3 Intangible assets by country

Schedule of intangible assets by country

      
    2021   2020 
      
Brazil              2,526,999             2,517,470
Mexico                 304,624                259,822
United States of America                    24,404                   25,156
Germany                    21,253                   26,211
Other                           19                          32
                 2,877,299               2,828,691

 

(b.2)Contractual customer and supplier relationships

Contractual customer14 Right-of-use assets and supplier relationships arising fromlease liability

The Company assesses whether a business combination werecontract is or contains a lease if the contract transfers the right to control the use of an asset identified for a period in exchange for consideration. The Company leases various offices, railcars, vessels, equipment and vehicles. Such leases are negotiated individually and are subject to various terms and conditions.

As a lessee, the Company, to determine the enforceable term of the lease, considers all facts and circumstances that create an economic incentive for exercising the option of extension or create economic disincentives for not exercising the option of early termination.

14.1 Right-of-use assets

Leases are recognized at fair valueas a right-of-use asset and a corresponding liability on the date on which the leased asset becomes available to the Company.

The right-of-use asset is measured at the respective acquisition dates. These contractual customercost composed of:

• The amount initially measured of the lease liabilities;

• Any payment made up to the start of the lease, deducting any incentive received;

• Any initial direct cost; and supplier relationships have a finite useful life and are amortized

• Renovation costs.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease term, unless the lease transfers ownership of the underlying asset to the Company by the end of the lease term or the cost of the right-of-use asset reflects that the Company will exercise a purchase option. In that case the right-of-use asset will be depreciated over the termuseful life of the respective purchase or sale agreement (between 14underlying asset, which is determined on the same basis as those of property, plant and 28 years).equipment.

F-42

Braskem S.A.

 

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Changes in right-of-use assets:

              
   Balance as of       Foreign currency Balance as of
   Dec. 31, 2020 Acquisitions Depreciation Disposal translation adjustment Dec. 31, 2021
Rail cars          1,007,336       102,648     (187,915)                               63,992         986,061
Machinery and equipment             749,728       281,113     (207,985)     (30,245)                                   643         793,254
Ships             834,848       258,201     (399,677)                                 3,289         696,661
Buildings and constructions             259,896         52,897        (52,997)        (6,333)                             11,849         265,312
Vehicles                33,888         51,171        (24,078)     (31,667)                                   135           29,449
Computer equipment and goods                16,699               542          (4,334)        (3,682)                                     75              9,300
Total          2,902,395       746,573     (876,986)     (71,928)                             79,983      2,780,037
              
   Balance as of       Foreign currency Balance as of
   Dec. 31, 2019 Acquisitions Depreciation Disposal translation adjustment Dec. 31, 2020
Rail cars             746,040       244,199     (180,146)                             197,243      1,007,336
Ships             865,387       258,193     (286,905)     (12,687)                             10,860         834,848
Machinery and equipment             743,248       227,690     (198,441)     (25,801)                               3,032         749,728
Buildings and constructions             212,170         65,176        (54,712)                               37,262         259,896
Vehicles                26,286         21,502        (14,473)                                     573           33,888
Computer equipment and goods                12,523            9,341          (5,499)                                     334           16,699
Total          2,605,654       826,101     (740,176)     (38,488)                           249,304      2,902,395

In 2021, the expenses related to the low-value leases was R$7.2 million (2020: R$981).

To optimize lease costs during the lease term, the Company must provide guaranteed residual amounts for the leased asset. For certain lease agreements for railcars, the Company guaranteed any difference between the flow of contractual payments and the fair value of these assets upon the end of the enforceable term, limited to R$70,085 (US$12,559) as of December 31, 2021 (2020: R$62,256 equivalent to US$12,559).

14.2 Lease liability

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the interest rate implicit in the lease, or if that rate cannot be readily determined, the Company’s incremental borrowing rate. The lease liability considers the net present value of the following lease payments:

• Fixed payments discounting any incentive received;

• Variable payments based on rates or indexes;

• Expected payables to the lessor referring to the guaranteed residual amount;

• Exercise price of a purchase option, if it is reasonably certain that lessee will exercise such option; and

• Payment of fines for termination of the lease if the contractual terms provide for lessee’s exercise option. 

The Company’s incremental borrowing rate corresponds to the one the Company would have pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use in a similar economic environment. The weighted average incremental rate applied in 2021 was 5.18% p.a. (2020: 7.30% p.a.). The lease liability is subsequently measured at amortized cost.

(b.3)SoftwareF-43

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Changes in lease liabilities:

 2021 2020
    
Balance at the beginning of the year            3,207,886                 2,676,896
Acquired               746,573                    826,101
Disposals                (50,473)                    (38,488)
Interests and monetary and exchange variations, net               206,375                    327,135
Currency translation adjustments                   85,984                    267,493
Payments             (841,706)                  (662,068)
Interest paid             (198,225)                  (189,183)
Balance at the end of the year            3,156,414                 3,207,886
    
Current liability               675,366                    895,109
Non-current liability            2,481,048                 2,312,777
Total            3,156,414                 3,207,886

The table below presents the obligations (minimum annual commitments) related to undiscounted lease agreements, by maturity, and may not be reconcilable with the statement of financial position.

Schedule of payment schedule by maturity

        
       2021
        
2022                777,410
2023                633,141
2024                493,147
2025                399,924
2026+             1,073,620
Total             3,377,242

14.3 Extension Options

Some leases contain extension options exercisable by the Company. The extension options held are exercisable only by the Company and not by the lessors. The Company assesses at lease commencement date whether it is reasonably certain to exercise the options. if there is a significant event or significant changes in circumstances within its control.

14.4 Non-cash transactions

96100In 2021, out of the net effect of additions and disposals of the right of use assets, non-cash transactions are R$565,774 (2020: R$787,613).

14.5 Uninitiated lease arrangements

The Company has committed to lease arrangements not yet effective as of December 31, 2021. The present value of the commitments corresponds to R$1.8 billion.

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Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

15 Trade payables

Schedule or trade account payables

     
  Note 2021 2020
Trade payables:     
Domestic market     
Third parties       1,505,841         1,077,679
Third parties (forfait)(i)         487,806            239,512
Total Third parties       1,993,647         1,317,191
       
Related parties          208,287               97,900
Related parties (forfait)(i)           40,148            546,044
Total Related parties9         248,435            643,944
       
Foreign market(ii)    
Third parties       9,962,736         8,023,032
       
Present value adjustment - foreign market(iii)         (40,088)             (30,619)
      12,164,730         9,953,548
       
Current liabilities    12,053,266         9,946,315
Non-current liabilities          111,464                 7,233
Total     12,164,730         9,953,548

(i)The Company has payment agreements with financial institutions that allow certain suppliers to opt for granting their receivables from the Company upon accepting of financial institutions by acquiring or not the related receivables, without the Company’s interference. The grant operation does not imply any change in the instruments issued by suppliers, with the same conditions of the original amount and the payment term maintained.
(ii)Considers R$4.7 billion (2020: R$4.7 billion) in raw material purchases due in up to 360 days for which the Company provides letters of credit issued by financial institutions that indicate the suppliers as beneficiaries.
(iii)The rate for calculating the Present Value Adjustment (“PVA”) applied to the external market payments with terms equal to or longer than 90 days is calculated based on the average rate for lengthening the term of trade payables.

All software booked has defined useful life estimated between 3

F-45

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

16 Borrowings

(a) Borrowings

Schedule of borrowings

          
   Annual financial charges (%)   2021 2020
Foreign currency        
 Bonds(i) Note 16 (b)         30,322,998      34,963,651
 Export prepayment(ii) US dollar exchange variation + quartely Libor + 1.75                521,469
 Investments  Note 16 (c)            2,612,386         2,682,824
 Other   Note 16 (d)            2,090,673         2,755,200
 Transactions costs              (594,048)          (688,814)
            34,432,009      40,234,330
          
 Current liabilities             1,284,483         1,206,084
 Non-current liabilities          33,147,526      39,028,246
 Total          34,432,009      40,234,330
          
Local currency        
 Export credit notes(ii)100.00 of CDI + 0.70                402,739
 Commercial notes(ii)100.00 of CDI + 0.85                545,171
 BNDES 4.00                    1,538
 BNDES IPCA + 6.04              435,778            490,963
 FINEP/FINISA(iii)Interest between 3.50 and 4.00                  2,605              26,154
 BNB-FNE (Fundo Constitucional de Financiamentos do Nordeste)(iv)IPCA + interest between 2.39 and 2.78                4,616                5,639
 Fundo de Desenvolvimento do Nordeste (FDNE) 6.50                22,259              27,196
 Transactions costs                          (7)              (1,607)
                  465,251         1,497,793
          
 Current liabilities                  59,011            112,847
 Non-current liabilities                406,240         1,384,946
 Total                465,251         1,497,793
          
Foreign currency and local currency        
 Current liabilities             1,343,494         1,318,931
 Non-current liabilities          33,553,766      40,413,192
 Total          34,897,260      41,732,123

(i)Braskem has fully, unconditionally and irrevocably, guaranteed the bonds issued by Braskem Finance, Braskem America Finance and Braskem Holanda Finance. The guarantees are senior unsecured obligations of Braskem, ranking equal in right of payment with all of its other existing and future senior unsecured debt.
(ii)Prepaid in July 2021.
(iii)Borrowings were made by Braskem and the subsidiary DAC, which provided a bank guarantee as collateral.
(iv)Borrowings were made by the subsidiaries Cetrel and DAC, with bank guarantee and fiduciary assignment of liquidity fund in a reserve account as collateral.

F-46

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

The maturity profile of the long-term debentures is as follows:

Schedule of long-term maturities

       
    2021 2020
       
2022            2,086,460
2023              1,199,143        1,824,477
2024              3,965,917        5,653,432
2025                 645,517        1,121,748
2026                 622,032           580,062
2027                 552,171           514,819
2028              7,081,301        6,986,264
2029                 230,557           217,418
2030              8,535,493        7,951,181
2031                   61,617             57,096
2032 and thereafter           10,660,018      13,420,235
Total           33,553,766      40,413,192

(b) Bonds

Schedule of bonds

              
   

Issue

amount

 Outstanding amount   Interest    
Issue date  US$ in US$: principal plus interests Maturity (% per year) 2021 2020
              
Oct-2010 and Feb-2012 (i)             700,000   no maturity date               7.38        2,598,350
Jul-2011 and Jul-2012 (i)             750,000                     590,792 Jul-2041               7.13      3,296,917      4,019,404
May-2012 (i)             500,000   May-2022               5.38        1,500,304
Feb-2014 and May-2014 (i)             750,000                     612,444 Feb-2024               6.45      3,417,741      4,000,875
Oct-2017 (i)             500,000                     106,436 Jan-2023               3.50         593,964      1,034,179
Oct-2017           1,250,000                  1,199,760 Jan-2028               4.50      6,695,263      6,633,913
Nov-19           1,500,000                  1,528,125 Jan-2030               4.50      8,527,701      7,941,207
Nov-19               750,000                     768,359 Jan-2030               5.88      4,287,829      3,992,933
Jul-2020 (ii)             600,000                     627,826 Jan-2081               8.50      3,503,583      3,242,486
Total   7,300,000                   5,433,742        30,322,998    34,963,651

(i)Prepayments were made in 2021 in the total amount of US$1.3 billion (R$6.9 billion).
(ii)The bond is recorded as a financial liability. According to the specific methodology applied by some rating agencies to calculate leverage, and only for such purpose, 50% of this bond is classified as a hybrid equity instrument. It can be repaid by the Company at par value in the 5th, 10th and 20th years.

(c) Financings for investments in plants

Schedule of others - NEX

              
   

       
Issue date  Issue
amount US$
 

Outstanding amount
in US$: principal

plus interests

 Maturity Charges (% per year) 2021 2020
sep-2017 (i)               135,000                       82,876 mar-2027 Us dollar exchange variation + semianual Libor + 1.61       462,490       509,141
jul-2018 (ii)               205,956                     169,859 dec-2028 Us dollar exchange variation + semianual Libor + 0.65       947,898       996,531
aug-2020 (iii)               225,000                     215,393 feb-2031 Us dollar exchange variation + semianual Libor + 1.70    1,201,998    1,177,152
Total                 565,956                     468,128        2,612,386    2,682,824

(i)Financing contracted by the subsidiary Braskem Holanda Inc. and secured by NEXI, the Japanese export credit agency, and guaranteed by Braskem.
(ii)Financing contracted by the subsidiary Braskem America and secured by Euler Hermes, the German export credit agency.
(iii)Financing contracted by the subsidiary Braskem Holanda Finance and secured by NEXI, the Japanese export credit agency, and guaranteed by Braskem.

F-47

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(d) Other

Schedule of others - SACE

                
     Initial amount of the transaction Outstanding amount      
Identification Issue date  (US$) in US$: principal plus interests Maturity Charges (% per year) 2021 2020
SACE Nov-2018 (i)          295,125                       206,819 Nov-2028 Us dollar exchange variation + semianual Libor + 0.90   1,154,146   1,228,285
SACE Dec-2019 (i)          150,000                       120,083 Dec-2029 Us dollar exchange variation + semianual Libor + 0.90      670,124      702,027
MONFORTE Apr-2019 (ii)            72,345                         47,738 Apr-2026 Us dollar exchange variation + semianual Libor + 1.00      266,403      300,434
ING Jan-2020 (iii)          100,000   Jan-2025 Us dollar exchange variation + semianual Libor + 1.65        524,454
  Total            617,470                       374,640       2,090,673 2,755,200

(i)Credit facility contracted by the subsidiary Braskem Holanda Finance and Braskem Holanda Inc. secured by SACE, an Italian export credit agency, and guaranteed by Braskem.
(ii)Credit facility contracted by Braskem S.A. with a term of 7 years. To consummate this facility, certain assets of the Company’s plants were pledged to the financial institution in amount higher than financing.
(iii)Prepaid in July 2021.

17 Braskem Idesa Financing

Schedule of braskem idesa financing

             
    Outstanding amount        
  Principal amount US$ in US$: principal         
Identification  plus interests Maturity Charges (% per year) 2021 2020
             
Project finance            
Project finance I              700,000   Feb-2027 Us dollar exchange variation + quarterly Libor + 3.25(i)      2,444,515
Project finance II              210,000   Feb-2027 Us dollar exchange variation + 6.17(i)          690,311
Project finance III              600,000   Feb-2029 Us dollar exchange variation + 4.33(i)      2,145,326
Project finance IV              660,000   Feb-2029 Us dollar exchange variation + quarterly Libor + 3.88(i)      2,419,920
Total under current liabilities           2,170,000             7,700,072
             
Bond            
Bond I              900,000                     914,696 Nov-2029 Us dollar exchange variation + 7.45     5,104,463     4,729,587
Bond II           1,200,000                 1,224,766 Feb-2032 Us dollar exchange variation + 6.99(ii)    6,834,805  
            2,100,000                 2,139,462       11,939,268     4,729,587
             
Other              150,000                     152,291 Oct-2026 Us dollar exchange variation + quarterly Libor + 4.00(ii)        849,859  
             
Transactions costs               (477,592)       (370,421)
             
Total           12,311,535   12,059,238
             
Current liabilities                   86,765     7,660,128
Non-current liabilities           12,224,770     4,399,110
Total           12,311,535   12,059,238

(i)Prepaid in October 2021.
(ii)Funding operation carried out in October 2021.

In line with the Company’s Financial Policy, the investment in the petrochemical complex of the subsidiary Braskem Idesa was financed under a Project Finance model, under which the construction loan is paid exclusively using the cash generated by the entity itself and the shareholders provide limited guarantees. This financing included the guarantees typical to Project Finance transactions, such as assets, receivables, cash generation and other rights of Braskem Idesa, debt service reserve account and contingent equity. At the close of December 2020, such guarantees corresponded to US$194 million (R$1 billion) and US$208 million (R$1.1 billion), respectively. The financing also contained various other covenants typical to contracts of this kind.

F-48

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

On October 20, 2021, the liability was fully settled using the proceeds from the following operations:

· Issue of US$1.2 billion (R$6.7 billion) in sustainability-linked bonds. The bonds due in 10 years have an interest rate of 7% p.a., which may be increased by up to 0.37% p.a. if certain conditions are not met. The Company gave as collateral assets from its property, plant and equipment in the same amount of the bonds;

· Credit facility in the amount of US$150 million (R$834 million) due in October 2026, at LIBOR plus 4% p.a.

On December 31, 2020, certain non-monetary covenants established in the contracts of Project Finance remained unfulfilled. As a result, the amount of R$6,538,646 was reclassified from non-current liabilities to current liabilities.

The following table summarizes the long-term maturities of these financings as of December 31, 2021:

   
  2021 2020
     
2023                     67,649  
2024                     68,694  
2025                     69,530  
2026                   408,445  
2029               4,900,399               4,399,110
2032               6,710,053  
Total             12,224,770               4,399,110

18 Debentures

Schedule of debentures

           
Issue date Issuer Series Maturity Annual financial charges (%) 2021 2020
Mar-2013 DAC Single Mar-2025 IPCA + 6%              150,013              177,009
Sep-2013 Cetrel Single Sep-2025 126.5% of CDI                46,905                59,106
                       196,918              236,115
             
Current liabilities                        59,088                54,436
Non-current liabilities                     137,830              181,679
Total                      196,918              236,115

The maturity profile of the long-term debentures is as follow:

Schedule of long-term debenture maturity

    2021 2020
       
2022                 53,406
2023                   57,045             53,417
2024                   57,096             53,443
2025                   23,689             21,413
Total                 137,830           181,679

The issuers entered into agreements for the fiduciary sale of credit rights, in which attached accounts are maintained to cover debt service for the three months of the installments coming due, under the terms of the instruments of assignment.

F-49

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

19 Reconciliation of borrowing activities in the statement of cash flow

Reconciliation of borrowing activities in the statement of cash flow

               
  Current and non-current
  Borrowings, debentures and Braskem Idesa financing    
          Loan to     
      Total   non-controlling     
      borrowings Braskem Idesa shareholders     
  Borrowings Debentures and debentures financing of Braskem Idesa Lease Dividends
               
 Balance as of December 31, 2020    41,732,123      236,115      41,968,238      12,059,238             3,222,493   3,207,886              5,456
               
 Acquired           16,308                16,308         7,271,658      
 Payments    (9,374,653)      (39,256)       (9,413,909)       (7,995,045)                   (9,545)     (841,706)    (5,993,265)
 Cash used in financing activities    (9,358,345)      (39,256)       (9,397,601)          (723,387)                   (9,545)     (841,706)    (5,993,265)
               
 Other changes              
 Interest paid    (2,001,552)      (29,033)       (2,030,585)          (649,945)                   (4,679)     (198,225)  
 Interest and monetary and exchange variations, net      2,626,770        29,092         2,655,862         1,055,347                243,673       206,375  
 VAT on loan                           42,457    
 Acquired                 746,573  
 Disposal                 (50,473)  
 Currency translation adjustments      1,898,264           1,898,264            570,282                152,139         85,984  
 Prepaid dividends approved by the Board                  6,000,000
 Dividends-lapse of statute of limitation                         (1,653)
 Other             
       2,523,482                59         2,523,541            975,684                433,590       790,234      5,998,347
               
 Balance as of December 31, 2021    34,897,260      196,918      35,094,178      12,311,535             3,646,538   3,156,414            10,538

20 Financial instruments

20.1 Initial recognition and measurement

Trade receivables and bonds issued are initially recognized when they are originated. All other financial assets and liabilities are initially recognized when the Company becomes a party to the contractual provisions of the instrument.

A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is initially measured at fair value plus or minus, for an item not measured at fair value through profit or loss (“FVTPL”), transactions costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing component is initially measured at the transaction price.

(a) Classification, subsequent measurement and gains and losses

Financial Assets

On initial recognition, a financial asset is classified as measured at: amortized cost; fair value through other comprehensive income (“FVOCI”) or FVTPL.

A financial asset is measured at amortized cost if it meets both of the following conditions and is not designated as at FVTPL:

(i) It is held within a business model whose objective is to hold assets to collect contractual cash flows; and

(ii) Its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

A financial asset can also be measured at FVOCI if it meets both of the following conditions and is not designated as at FVTPL:

F-50

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(i) It is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and

(ii) Its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

All financial assets not classified as measured at amortized using the straight-line method. Costs associated with maintaining computer software programscost or FVOCI as described above are measured at FVTPL. This includes all derivative financial assets (see Note 20.5).

Financial assets at FVTPL are subsequently measured at fair value. Net gains and losses, including any interest or dividend income, are recognized in profit or loss, except when the financial asset is designated as incurred.a hedging instrument (see Note 20.2).

Financial assets at amortized cost are subsequently measured at amortized cost using the effective interest method and, if applicable, reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are recognized in profit or loss. Any gain or loss on derecognition is recognized in profit or loss.

Financial assets at FVOCI are subsequently measured at fair value. Interest income calculated using the effective interest method, foreign exchange gains and losses and, when applicable, impairment loss are recognized in profit or loss. Other net gains and losses are recognized in Other Comprehensive Income (“OCI”). On derecognition, gains and losses accumulated in OCI are reclassified to profit or loss.

Financial liabilities

Financial liabilities are classified as measured at amortized cost or FVTPL. A financial liability is classified as at FVTPL if it is a derivative.

Financial liabilities at FVTPL are measured at fair value and net gains and losses, including any interest expense, are recognized in profit or loss. Other financial liabilities are subsequently measured at amortized cost using the effective interest method. Interest expense and foreign exchange gains and losses are recognized in profit or loss, except when the financial asset is designated as a hedging instrument (see Note 20.2). Any gain or loss on derecognition is also recognized in profit or loss.

(b) Derecognition of financial instruments

Financial Asset

The Company derecognizes a financial asset when the contractual rights to the cash flows from the financial asset expire or when the Company transfers the rights to receive the contractual cash flows in a transaction in which either:

(i) Substantially all of the risks and rewards of ownership of the financial asset are transferred; or

(ii) The Company neither transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the financial asset.

When the Company enters into transactions whereby it transfers assets recognized in its statement of financial position, but retains either all or substantially all of the risks and rewards of the transferred assets, the financial assets are not derecognized.

F-51

Braskem S.A.

 

(c)Intangible assets by country

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

   2016   2015   1/1/2015 

Brazil

   2,526,371    2,583,208    2,626,099 

Mexico

   141,379    80,870   

USA

   115,355    220,083    205,329 

Germany

   25,956    3,415    4,245 

Other

   26    28    55 
  

 

 

   

 

 

   

 

 

 
   2,809,087    2,887,604    2,835,728 
  

 

 

   

 

 

   

 

 

 

Braskem S.A.

Management notesFinancial Liabilities

The Company derecognizes a financial liability when its contractual obligations are discharged, cancelled, or expire. The Company also derecognizes a financial liability when its terms are modified and the cash flows of the modified liability are substantially different, in which case a new financial liability based on the modified terms is recognized at fair value.

On derecognition of a financial liability, the difference between the carrying amount extinguished and the consideration paid (including any non-cash assets transferred or liabilities assumed) is recognized in profit or loss.

Interest rate reform

When the base for determining the contractual cash flows of a financial asset or financial liability measured at amortized cost changes as a result of interest rate reform, the Company updates the effective interest rate of the financial asset or financial liability to reflect the change required by the reform.

A change in the base for determining the contractual cash flows is required by the interest rate benchmark reform if the following conditions are met: (i) the change is necessary as a direct consequence of the reform; and (ii) the new base for determining contractual cash flows is economically equivalent to the previous base - i.e., the base immediately prior to the change.

When changes were made in a financial statementsasset or financial liability in addition to changes in the base for determining the contractual cash flows required by the interest rate benchmark reform, the Company updates first the effective interest rate of the financial asset or financial liability to reflect the change required by the interest rate benchmark reform. Then the Company applies the accounting policies for changes from the additional modifications.

(c) Offsetting

Financial assets or financial liabilities are offset and the net amount presented in the statement of financial position when, and only when, the Company currently has a legally enforceable right to set off the amounts and it intends either to settle them on a net basis or to realize the asset and settle the liability simultaneously.

20.2 Derivative financial instruments and hedge accounting

The Company holds derivative financial instruments to hedge its foreign currency and interest rate risk exposures. Embedded derivatives are separated from the host contract and accounted for separately if the host contract is not a financial asset and certain criteria are met.

Derivatives are initially measured at December 31, 2016fair value. Subsequent to initial recognition, derivatives are measured at fair value, and changes therein are generally recognized in profit or loss.

All amountsThe Company designates certain derivatives and non-derivative financial liabilities as hedging instruments to hedge the variability in thousands, except as otherwise statedcash flows associated with highly probable forecast transactions arising from changes in foreign exchange rates and interest rates.

At inception of designated hedging relationships, the Company documents the risk management objective and strategy for undertaking the hedge. The Company also documents the economic relationship between the hedged item and the hedging instrument, including whether the changes in cash flows of the hedged item and hedging instrument are expected to offset each other.

F-52

Braskem S.A.

 

15Borrowings

   

Annual financial charges

  2016  2015  1/1/2015 
         Restated  Restated 

Foreign currency

      

Bonds

  

Note 15 (a)

   14,216,539   17,004,617   11,776,438 

Advances on exchange contracts

  

US dollar exchange variation + 3.30%

   362,779   255,809  

Export prepayment

  

Note 15 (b)

   777,801   549,036   427,074 

BNDES

  

Note 15 (c)

   201,147   409,076   396,439 

Export credit notes

  

Note 15 (d)

   1,173,127   1,405,227   956,010 

Working capital

  

US dollar exchange variation + 1.74% above Libor

   1,644,487   1,907,145   633,104 

Transactions costs

     (199,570  (237,127  (251,020
    

 

 

  

 

 

  

 

 

 
     18,176,310   21,293,783   13,938,045 
    

 

 

  

 

 

  

 

 

 

Current liabilities

     1,128,524   764,524   525,241 

Non-current liabilities

     17,047,786   20,529,259   13,412,804 
    

 

 

  

 

 

  

 

 

 

Total

     18,176,310   21,293,783   13,938,045 
    

 

 

  

 

 

  

 

 

 

Local currency

      

Export credit notes

  

Note 15 (d)

   2,098,894   2,350,965   2,435,839 

BNDES

  

Note 15 (c)

   2,418,899   3,001,776   3,137,035 

BNB/ FINAME/ FINEP/ FUNDES

  6.19%   580,647   642,739   762,757 

BNB/ FINAME/ FINEP/ FUNDES

  

TJLP + 1.90%

   1,850   2,177   8,512 

Fundo de Desenvolvimento do Nordeste (FDNE)

  6.50%   46,991   51,939   51,090 

Other

  

CDI + 0.04%

   19,321   23,714   26,928 

Transactions costs

     (11,845  (16,582  (14,007
    

 

 

  

 

 

  

 

 

 
     5,154,757   6,056,728   6,408,154 
    

 

 

  

 

 

  

 

 

 

Current liabilities

     1,465,938   1,205,469   894,229 

Non-current liabilities

     3,688,819   4,851,259   5,513,925 
    

 

 

  

 

 

  

 

 

 

Total

     5,154,757   6,056,728   6,408,154 
    

 

 

  

 

 

  

 

 

 

Foreign currency and local currency

      

Current liabilities

     2,594,463   1,969,993   1,419,470 

Non-current liabilities

     20,736,604   25,380,518   18,926,729 
    

 

 

  

 

 

  

 

 

 

Total

     23,331,067   27,350,511   20,346,199 
    

 

 

  

 

 

  

 

 

 

(a)Bonds

Issue date

     Issue amount
US$
   

Maturity

  Interest
(% per year)
   2016   2015 

September - 2006

    275,000   January - 2017   8.00    188,325    225,637 

June - 2008

    500,000   June - 2018   7.25    433,766    539,327 

May - 2010

    400,000   May - 2020   7.00    156,985    188,088 

May - 2010

    350,000   May - 2020   7.00    1,152,440    1,380,764 

October - 2010

    450,000   no maturity date   7.38    1,492,434    1,757,160 

April - 2011

    750,000   April - 2021   5.75    2,465,361    2,953,803 

July - 2011

    500,000   July - 2041   7.13    1,680,507    2,013,453 

February - 2012

    250,000   April - 2021   5.75    824,535    987,894 

February - 2012

    250,000   no maturity date   7.38    829,130    976,200 

May - 2012

    500,000   May - 2022   5.38    1,643,662    1,969,307 

July - 2012

    250,000   July - 2041   7.13    840,254    1,006,727 

February - 2014

   (i  500,000   February - 2024   6.45    1,672,760    2,004,171 

May - 2014

   (ii  250,000   February - 2024   6.45    836,380    1,002,086 
   

 

 

       

 

 

   

 

 

 

Total

    5,225,000        14,216,539    17,004,617 
   

 

 

       

 

 

   

 

 

 

(i)Effective interest rate including transaction costs is 7.78% p.a.
(ii)Effective interest rate including transaction costs is 7.31% p.a.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(b)Export prepayments

Issue date

 Initial amount
of the transaction
(US$ thousand)
  Maturity  

Charges (% per year)

 2016   2015 

January - 2013

  200,000   November - 2022  

US dollar exchange variation + semiannual Libor + 1.10%

  391,923    549,036 

May - 2016

  50,000   May - 2017  

US dollar exchange variation + semiannual Libor + 3.25%

  163,564   

December - 2016

  68,000   November - 2019  

US dollar exchange variation + semiannual Libor + 2.60%

  222,314   
 

 

 

    

 

 

   

 

 

 

Total

  318,000     777,801    549,036 
 

 

 

    

 

 

   

 

 

 

(c)BNDES borrowings

Projects

  Issue date   Maturity   

Charges (% per year)

  2016   2015 

Foreign currency

          

Other

   2006    October - 2016   

US dollar exchange variation + 6.94

     3,204 

Braskem Qpar expansion

   2007/2008    April - 2016   

US dollar exchange variation + 6.89

     2,426 

Green PE

   2009    July - 2017   

US dollar exchange variation + 6.71

   9,024    29,352 

Limit of credit II

   2009    January - 2017   

US dollar exchange variation + 6.71

   3,040    47,353 

New plant PVC Alagoas

   2010    January - 2020   

US dollar exchange variation + 6.71

   81,169    128,806 

Limit of credit III

   2011    October - 2018   

US dollar exchange variation + 6.55 to 6.58

   75,441    149,495 

Butadiene

   2011    January - 2021   

US dollar exchange variation + 6.58

   32,473    48,440 
        

 

 

   

 

 

 
         201,147    409,076 
        

 

 

   

 

 

 

Local currency

          

Other

   2006    September - 2016   

TJLP + 2.80

     13,501 

Braskem Qpar expansion

   2007/2008    February - 2016   

TJLP + 2.15 to 3.30

     5,372 

Green PE

   2009    June - 2017   

TJLP + 0.00 to 4.78

   40,305    119,201 

Limit of credit II

   2009    January - 2017 �� 

TJLP + 2.58 to 3.58

   6,633    85,004 

Limit of credit II

   2009    January - 2021   

4.00 to 4.50

   75,676    96,698 

New plant PVC Alagoas

   2010    December - 2019   

TJLP + 0.00 to 3.58

   179,070    235,641 

New plant PVC Alagoas

   2010    December - 2019   5.50   20,049    26,732 

Limit of credit III

   2011    December - 2021   

TJLP + 0.00 to 3.58

   854,763    1,154,552 

Limit of credit III

   2011    December - 2021   

SELIC + 2.32 to 2.78

   256,811    284,263 

Limit of credit III

   2011    December - 2021   

3.50 to 7.00

   187,097    230,198 

Butadiene

   2011    December - 2020   

TJLP + 0.00 to 3.45

   78,234    96,407 

Finem

   2014    March - 2021   

TJLP + 0.00 to 2.78

   191,114    215,372 

Finem

   2014    March - 2021   

SELIC + 2.78

   159,670    160,603 

Finem

   2014    March - 2021   6.00   5,664    6,664 

Limit of credit IV

   2015    January - 2022   

TJLP + 0.00 to 2.62

   177,646    140,024 

Limit of credit IV

   2015    January - 2022   

SELIC + 2.32

   186,167    131,544 
        

 

 

   

 

 

 
         2,418,899    3,001,776 
        

 

 

   

 

 

 

Total

         2,620,046    3,410,852 
        

 

 

   

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(d)Export credit notes (“NCE”)

Issue date

  Initial amount
of the transaction
   Maturity   

Charges (% per year)

     2016   2015 

Foreign currency

   US$          

November - 2006

   167,014    May - 2018   

Us dollar exchange variation + 8.10

    257,127    308,069 

April - 2007

   101,605    March - 2018   

Us dollar exchange variation + 7.87

    165,983    198,782 

May - 2007

   146,010    May - 2019   

Us dollar exchange variation + 7.85

    246,084    294,840 

January - 2008

   266,430    February - 2020   

Us dollar exchange variation + 7.30

    503,933    603,536 
  

 

 

        

 

 

   

 

 

 
   681,059         1,173,127    1,405,227 
  

 

 

        

 

 

   

 

 

 

Local currency

           

April - 2010

     October - 2021   

105% of CDI

    36,628    36,653 

June - 2010

     October - 2021   

105% of CDI

    146,510    146,611 

February - 2011

     October - 2021   

105% of CDI

    146,510    146,611 

April - 2011

     April - 2019   

112.5% of CDI

   (i  463,693    464,039 

June - 2011

     October - 2021   

105% of CDI

    58,604    58,644 

August - 2011

     August - 2019   

112,5% of CDI

   (i  405,286    405,478 

June - 2012

     October - 2021   

105% of CDI

    73,255    73,305 

September - 2012

     October - 2021   

105% of CDI

    219,766    219,917 

October - 2012

     October - 2021   

105% of CDI

    62,267    62,310 

February - 2013

     September - 2017   8.00    101,161    101,118 

February - 2013

     February - 2016   8.00      101,248 

February - 2013

     September - 2017   8.00    50,429    50,440 

February - 2013

     February - 2016   8.00      101,118 

March - 2013

     March - 2016   8.00      50,253 

June - 2014

     June - 2017   8.00    50,933    50,010 

June - 2014

     June - 2017   8.00    17,848    17,504 

June - 2014

     June - 2017   8.00    10,199    10,002 

September - 2014

     August - 2020   

108% of CDI

    104,743    104,642 

November - 2014

     November - 2017   8.00    151,062    151,062 
         

 

 

   

 

 

 
          2,098,894    2,350,965 
         

 

 

   

 

 

 

Total

          3,272,021    3,756,192 
         

 

 

   

 

 

 

(i)The Company enters into swap transactions to offset the variation in the Interbank Certificate of Deposit (CDI) rate (Note 17.3.1 (b.i)).

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(e)Payment schedule

The maturity profile of the long-term amounts is as follows:

   2016   2015 
       Restated 

2017

     1,737,741 

2018

   2,379,757    2,633,553 

2019

   3,310,384    3,321,210 

2020

   2,442,493    2,757,644 

2021

   3,667,632    4,257,587 

2022

   1,745,936    2,071,440 

2023

   13,772    7,950 

2024

   2,461,086    2,945,136 

2025

   3,839    3,613 

2026

   1,391    1,166 

2027 and thereafter

   4,710,314    5,643,478 
  

 

 

   

 

 

 

Total

   20,736,604    25,380,518 
  

 

 

   

 

 

 

(f)Guarantees

Braskem gave collateral for part of its borrowings as follows:

Loans

 Maturity  Total debt
2016
  Total
guaranteed
  

Guarantees

BNB

  December - 2022   133,364   133,364  

Mortgage of plants, pledge of machinery and equipment

BNB

  August -2024   217,569   217,569  

Bank surety

BNDES

  January - 2022   2,620,046   2,620,046  

Mortgage of plants, land and property, pledge of machinery and equipment

FUNDES

  June - 2020   111,835   111,835  

Mortgage of plants, land and property, pledge of machinery and equipment

FINEP

  July - 2024   117,879   117,879  

Bank surety

FINAME

  February - 2022   1,850   1,850  

Pledge of equipment

  

 

 

  

 

 

  

Total

   3,202,543   3,202,543  
  

 

 

  

 

 

  

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

16Braskem Idesa borrowings

Identification

 Initial value
of operation
US$
     Maturity  

Charges (% per year)

 2016  2015 

Project finance

   (i    

Project finance I

  700,000    February - 2027  Us dollar exchange variation + quarterly Libor + 3.25  2,274,754   2,720,874 

Project finance II

  189,996    February - 2027  Us dollar exchange variation + 6.17  663,856   740,902 

Project finance III

  600,000    February - 2029  Us dollar exchange variation + 4.33  1,911,857   2,334,133 

Project finance IV

  680,004    February - 2029  Us dollar exchange variation + quarterly Libor + 3.88  2,111,234   2,645,645 

Project finance V

  400,000    February - 2029  Us dollar exchange variation + quarterly Libor + 4.65  1,276,449   1,557,360 

Project finance VI

  89,994    February - 2029  Us dollar exchange variation + quarterly Libor + 2.73  286,480   349,464 

Project finance VII

  533,095    February - 2029  Us dollar exchange variation + quarterly Libor + 4.64  1,701,229   2,075,524 

Transactions costs

      (104,157  (173,240
 

 

 

     

 

 

  

 

 

 

Total

  3,193,089      10,121,702   12,250,662 
 

 

 

     

 

 

  

 

 

 

Other borrowings

      

VAT borrowings

   (ii  November - 2029  2.00% above TIIE (*)  13,500   26,771 

Borrowings for working capital

 

  (iii  August - 2017  Us dollar exchange variation + quarterly Libor + 4.90  302,589  
     

 

 

  

 

 

 
      316,089   26,771 
     

 

 

  

 

 

 
      10,437,791   12,277,433 
     

 

 

  

 

 

 

Current liabilities

      10,437,791   302,266 

Non-current liabilities

       11,975,167 
     

 

 

  

 

 

 

Total

      10,437,791   12,277,433 
     

 

 

  

 

 

 

(*)TIIE –“Tasa de Interés Interbancaria de Equilibrio” – basic interest rate in Mexico, similar

Notes to the CDI overnight rateconsolidated financial statements

as of December 31, 2021

All amounts in Brazil.thousands of Reais, except as otherwise stated

(i)Financing facility without recourse and with recourse limited to shareholders.
(ii)Financing obtained in Mexican peso and paid exclusively through the refund of IVA.
(iii)Financing obtained in September 2016.

This kind

Cash flow hedges

When a derivative is designated as a cash flow hedging instrument, the effective portion of Project finance includes restrictive contractual clauses (covenants), customary in contracts of this nature.

At the reporting date as of December 31, 2016, these clauses were not being complied with part of this restrictive contractual clauses. In this sense, the entire balance ofnon-current liabilities,changes in the amount of R$9,491,686, was reclassified to current liabilities, in accordance with accounting standard IAS 1 (Presentation of Financial Statements).

According to the standards mentioned above, such reclassification is required when a contractual breach entitles creditors to request the immediate repayment of the obligations in the short-term. In this context, note that none of the creditors has requested said immediate repayment of obligations and Braskem Idesa has been settling this obligation in accordance with its original maturity schedule.

Additionally, Braskem Idesa has already initiated the negotiations with its creditors to obtain approvals for such contractual breaches in order to return the entire amount reclassified from current liabilities tonon-current liabilities.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

The payment schedule below shows the original long-term maturities, excluding the reclassification to current liabilities arising from the breach of contractual covenants mentioned previously.

   2016   2015 

2017

     687,211 

2018

   709,793    840,247 

2019

   736,885    872,994 

2020

   864,149    1,025,621 

2021

   986,914    1,172,569 

2022

   822,235    977,593 

2023

   1,088,155    1,294,219 

2024

   1,177,017    1,400,843 

2025

   1,176,346    1,398,554 

2026

   1,035,586    1,210,426 

2027 and thereafter

   894,606    1,094,890 
  

 

 

   

 

 

 

Total

   9,491,686    11,975,167 
  

 

 

   

 

 

 

17Financial instruments

17.1Fair Value

(a)Fair value calculation

The fair value of financial assets and liabilitiesthe derivative is estimated asrecognized in OCI. The effective portion of changes in the fair value of the derivative that is recognized in OCI is limited to the cumulative change in fair value of the hedged item, determined on a present value basis, from inception of the hedge. Any ineffective portion of changes in the fair value of the derivative is recognized immediately in profit or loss.

If the hedge no longer meets the criteria for hedge accounting, or the hedging instrument is sold, expires, is terminated or is exercised, then hedge accounting is discontinued prospectively. When hedge accounting for cash flow hedges is discontinued, the amount that has been accumulated in hedge reserve remains recognized in OCI until the expected future cash flows affect the profit or loss.

If the hedged future cash flows are no longer expected to occur, then the amounts that have been accumulated in OCI are immediately reclassified to profit or loss.

20.3 Fair Value

(a) Fair value measurement

Fair value is the price to be received in the sale of an asset or paid for the transfer of a liability in a transaction not forced between market players on the measurement date, in the main market or, in the case of a lack of one, the most advantageous market in which the Company has access on said date.

The Company recognizes derivative financial instruments at their fair value and the main sources of information are the stock exchanges, commodities and futures markets, published by Central Bank of Brazil (“BACEN”), Bloomberg and Reuters. Nevertheless, the volatility of the foreign exchange and interest rate markets in Brazil has been resulting in significant changes in future rates and interest rates over short periods of time, leading to significant changes in the fair value of derivatives and other financial instruments.

The fair values of non-derivative quoted financial instruments are based on current bid prices. If the market for a financial instrument could be exchanged in anasset and for unlisted securities is not active, the Company establishes fair value by using valuation techniques. These techniques include the use of recent arm’s length transactiontransactions, reference to other instruments that are substantially the same, discounted cash flow analysis, or option pricing models that make maximum use of market inputs and not in a forced sale or settlement. rely as little as possible on information provided by the Management.

The following methods and assumptions were used to estimate the fair value:

(i) Financial assets classified as FVTPL or FVOCI are measured in accordance with the fair value hierarchy (Level 1 and Level 2), with inputs used in the measurement processes obtained from sources that reflect the most recent observable market prices.

(i)Held-for-trading andavailable-for-sale financial assets are measured in accordance with the fair value hierarchy (Level 1 and Level 2), with inputs used in the measurement processes obtained from sources that reflect the most recent observable market prices.

(ii) Trade accounts receivable and trade payables, mostly classified as amortized cost, corresponds to their respective carrying amounts due to the short-term maturity of these instruments. When purchase or sale prices include material financial charges, the securities are adjusted to their present value.

(ii)Trade accounts receivable and trade payables correspond mostly to their respective carrying amounts due to the short-term maturity of these instruments. When purchase or sale prices include material financial charges, adjustment to present value is calculated.

(iii) The fair value of borrowings is estimated by discounting future contractual cash flows at the market interest rate, which is available to Company in similar financial instruments.

(iii)The fair value of borrowings is estimated by discounting future contractual cash flows at the market interest rate, which is available to Braskem in similar financial instruments.

(iv) The fair value of bonds is based on prices negotiated in financial markets, plus the respective carrying amount of interests.

(iv)The fair value of bonds is based on prices negotiated in financial markets, plus the respective carrying amount of interests.

The fair values of the remaining assets and liabilities correspond to their carrying amount.

Braskem S.A.

Management notes The valuation of liabilities (Note 20.4) considers the present value of expected payments, discounted by a discount rate adjusted to the financial statementsrisk.

at December 31, 2016

All amounts in thousands, except as otherwise stated

F-53

Braskem S.A.

 

(b)Fair value hierarchy

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

The Company adopts the IFRS 7 to measure the fair

(b) Fair value of financial instruments recorded in the balance sheet; this requires disclosure in accordance with the following fair value measurement hierarchy:hierarchy

Level 1: fair value obtained through prices quoted (without adjustments) in active markets for identical assets or liabilities, such as the stock exchange; and

Level 2 – 2: fair value obtained from financial models using directly observable market data, such as discounted cash flow, when the instrument is a forward purchase/sale or a swap contract, or such as the Black-Scholes model, when the instrument has the characteristics of an option.

To measure the credit risk of the parties involved in derivative instruments, Braskemthe Company uses CVA (CreditCredit Valuation Adjustment)Adjustment (“CVA”) or DVA (DebitDebt Valuation Adjustment)Adjustment (“DVA”) models, applied flow by flow on themark-to-market value of each instrument. The Company adopts the ratingsofratings of the other parties for positive flows and its own rating for negative flows, both available in the market and disclosed by renowned rating agencies, as a necessary assumption to define the probability of default.

Braskem S.A.20.4 Non-derivative financial instruments and other liabilities: consolidated

Management notes to theSchedule of non-derivative financial statementsinstruments and other liabilities

at December 31, 2016

               
       Book value Fair value
  Note Classification by category Fair value hierarchy 2021 2020 2021 2020
               
Cash and cash equivalents 5            
Cash and banks   Amortized cost       5,050,822     1,946,963     5,050,822     1,946,963
Financial investments   Fair value through profit or loss Level 2     3,629,864   11,915,889     3,629,864   11,915,889
            8,680,686   13,862,852     8,680,686   13,862,852
               
Financial investments  6            
LFT´s and LF´s   Fair value through profit or loss Level 2     2,337,171     2,163,042     2,337,171     2,163,042
Time deposit investments   Amortized cost          106,271           53,941        106,271           53,941
Other   Fair value through profit or loss Level 2     1,066,113     1,425,808     1,066,113     1,425,808
            3,509,555     3,642,791     3,509,555     3,642,791
               
Trade accounts receivable  7 Amortized cost       7,118,452     4,677,092     7,118,452     4,677,092
Trade accounts receivable  7 Fair value through other comprehensive income Level 2           48,508           78,116           48,508           78,116
               
Trade payables 15 Amortized cost     12,164,730     9,953,548   12,164,730     9,953,548
               
Borrowings  16 Amortized cost          
Foreign currency - Bond     Level 1   30,322,998   34,963,651   33,690,876   37,155,060
Foreign currency - other borrowings     Level 2     4,703,059     5,959,493     4,696,970     6,371,070
Local currency     Level 2        465,258     1,499,400        451,899     2,591,920
        35,491,315 42,422,544 38,839,745 46,118,050
               
Braskem Idesa borrowings 17 Amortized cost          
Project Finance     Level 2       7,700,072     11,486,114
Bonds     Level 1   11,939,268     4,729,587   12,197,524     4,411,259
Other     Level 2        849,859          931,141  
        12,789,127 12,429,659 13,128,665 15,897,373
               
Debentures 18 Amortized cost Level 2        196,918        236,115        195,570        248,778
               
Loan to non-controlling
     shareholder of Braskem Idesa
 9(a) Amortized cost       3,646,538     3,222,493     3,646,538     3,222,493
               
Leniency agreement 25 Amortized cost       1,123,296     1,474,350     1,123,296     1,474,350

F-54

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

20.5 Derivative financial instruments

Schedule of changes in derivative financial instrumentsSchedule of changes in derivative financial instruments

                 
    Operation characteristics Accumulated      
  Fair value Principal exposure   OCI (equity) Net (Asset)/ Change in Financial Net (Asset)/
Identification hierarchy  Derivatives Extrinsic valueIntrinsic valueFair value Liability 2020 fair value settlement Liability 2021
                   
                   
Non-hedge accounting transactions                  
Exchange swap Level 2 Argentine peso Dollar                           (3)                       58                     (52)                         3
NCE swap Level 2 Real Dollar                  145,144                48,726            (193,870)  
Swap C3/PGP Level 2 Propane Propene                    63,901              202,002            (251,604)                14,299
Swap Nafta/Gasolina Level 2 Gasoline Naphtha                       7,046                13,315              (37,208)              (16,847)
                       216,088            264,101          (482,734)               (2,545)
                   
                   
Hedge accounting transactions                  
Dollar call and put options Level 2 Real Dollar            (20,223)          (64,993)         (85,216)              144,801              143,336            (202,921)                85,216
Interest rate swaps Level 2 Libor Fixed rates                  155,775              (52,164)            (103,611)  
Dollar swap CDI Level 2 Real Dollar+Fixed rates          (502,508)              566,640                87,555            (151,687)              502,508
                  (20,223)        (64,993)     (587,724)            867,216            178,727          (458,219)            587,724
Derivatives                  
                   
Assets                  
Current assets                          33,769                    33,816
Non-current assets                          34,091                           51
Total                          67,860                    33,867
Liabilities                  
Current liabilities                        592,251                  256,131
Non-current liabilities                        558,913                  362,915
Total                     1,151,164                  619,046
Total (Liabilities (-)assets)                   1,083,304                585,179

 

17.2Non-derivative financial instruments and Leniency Agreement

        Fair value  Book value  Fair value 
  Note  Classification by category  hierarchy  2016  2015  2016  2015 
              Restated     Restated 

Cash and cash equivalents

  6       

Cash and banks

     2,178,611   873,966   2,178,611   873,966 

Financial investments in Brazil

   Held-for-trading   Level 2    605,770    605,770 

Financial investments in Brazil

   Loans and receivables    2,914,685   1,409,504   2,914,685   1,409,504 

Financial investments abroad

   Held-for-trading   Level 2   1,608,568   4,154,022   1,608,568   4,154,022 
    

 

 

  

 

 

  

 

 

  

 

 

 
     6,701,864   7,043,262   6,701,864   7,043,262 

Financial investments

  7       

Time deposit

   Loans and receivables   Level 2   434,015    434,015  

Letras financeiras do tesouro- LFT

   Held-for-trading   Level 2   755,712   413,721   755,712   413,721 

Other

   Held-for-trading   Level 2   756   1,172   756   1,172 

Quotas of receivables investment fund

   Held-to-maturity     46,193    46,193 
    

 

 

  

 

 

  

 

 

  

 

 

 
     1,190,483   461,086   1,190,483   461,086 

Trade accounts receivable

  8     1,704,373   2,775,530   1,704,373   2,775,530 

Related parties credits

  10   Loans and receivables     155,140    155,140 

Trade payables

     6,746,822   12,430,703   6,746,822   12,430,703 

Borrowings

  15       

Foreign currency - Bonds

    Level 1   14,216,539   17,004,617   12,509,981   14,434,854 

Foreign currency - other borrowings

     4,159,341   4,526,293   4,159,341   4,526,293 

Local currency

     5,166,602   6,073,310   5,166,602   6,073,310 
    

 

 

  

 

 

  

 

 

  

 

 

 
     23,542,482   27,604,220   21,835,924   25,034,457 

Braskem Idesa borrowings

  16     10,541,948   12,450,673   10,541,948   12,450,673 

Loan tonon-controlling shareholder of Braskem Idesa

  19     1,620,519   1,538,784   1,620,519   1,538,784 

Leniency agreement

  23.3 and 30     2,853,230    2,853,230  

Other payables (BNDESPAR)

  25     176,846   273,294   176,846   273,294 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

17.3Derivative financial instruments designated and not designated for hedge accounting

17.3.1Changes

     Operation characteristics     

Net

(Asset)/

        

Net

(Asset)/

 

Identification

 Note  Principal
exposure
  Derivatives  Accumulated
OCI (equity)
  Liability
2015
  Change in
fair value
  Financial
settlement
  Liability
2016
 
              Restated          

Non-hedge accounting transactions

        

Exchange swap

   Argentine peso   Dollar    (38,990  4,154   34,836  

Interest rate swaps

   Fixed rate   CDI    8,351   (1,483  (6,868 

US Dollar put option

  17.3.1 (a.i)   Euro   Dollar     (4,184   (4,184
     

 

 

  

 

 

  

 

 

  

 

 

 
      (30,639  (1,513  27,968   (4,184
     

 

 

  

 

 

  

 

 

  

 

 

 

Hedge accounting transactions

        

Exchange swap

  17.3.1 (b.i)   CDI   Dollar+Interests   540,628   1,107,125   (268,956  18,930   857,099 

Interest rate swaps

  17.3.1 (b.ii)   Libor   Fixed rates   346,072   35,073   19,374   (54,713  (266
    

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
     886,700   1,142,198   (249,582  (35,783  856,833 
    

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Derivatives operations

        

Current assets

      (53,662    (8,387

Non-current assets

      (12,280    (29,308

Current liabilities

      57,760     29,042 

Non-current liabilities

      1,119,741     861,302 
     

 

 

    

 

 

 
      1,111,559     852,649 
     

 

 

    

 

 

 

The counterparties in these contracts are constantly monitored based on the analysis of their respective ratings and Credit Default Swaps – CDS. Braskem(“CDS”). The Company has many bilateral risk mitigators in its derivative contracts, such as the possibility of depositing or requesting deposits of a guaranteeguaranteed margin from the counterparties it deems convenient.counterparties.

Derivative financial instruments designated and not designated for hedge accounting are presented in the balance sheet at their fair value in an asset or liability account dependingheld on whether the fair value represents a positive or a negative balance to Braskem, respectively, and are necessarily classified as“held-for-trading”. The regular changes in the fair value are recognized as financial income or expense in the period in which they occur, except when designated and qualified for hedge accounting.

All hedge financial instruments held at December 31, 20162021, were contracted on both internationally recognized stock exchanges and on Over the Counter—OTCCounter (“OTC”) markets with large financial counterparties under global derivative contracts in Brazil or abroad and its fair value is classified as Level 2.abroad.

Braskem’sThe Company’s Financial Policy provides for the active management and continued protection of unwanted changesagainst undesired fluctuations in currencies and rates arising from its operations and financial items, being able to contract financial derivativeswith the possibility of contracting derivative instruments (swaps, NDFs, options, etc.). The other market risks are addressed on acase-by-case basis for each transaction. In general, Braskemthe Company assesses the need for hedging in the analysis of prospective transactions and seeks to customize the hedge and keeps it in place for the samehedged period oftransaction.

In general, the hedged transaction.

Braskem S.A.

Management notesCompany elects to thedesignate derivative financial statements

at December 31, 2016

All amountsinstruments in thousands, except as otherwise stated

Braskem may elect derivatives for the application ofa hedge accounting in accordance with IAS39-32 and IFRS 7. The hedge designation is not mandatory. In general, Braskem will elect to designate financial instruments as hedgesrelationship when the application is expected to provide a significant improvementsignificantly improve in the presentation ofpresenting the offsetting effect on the changes in the hedged items.

Hedge accounting transactions

(a.i) Dollar call and put option

As of December 31, 2021, the Company holds a total notional amount of put options of US$1.73 billion (R$9.65 billion), with an average strike price of US$1/R$4.80 and notional amount of call options of US$1.21 billion (R$6.75 billion) with an average strike price of US$1/R$6.88. The operations have a maximum term of 24 months.

Dollar-denominated future sales in Reais were designated for hedge accounting, with the months of revenue recognition always coinciding with the months of the options. The future elements of forward exchange contracts are excluded from the designation of hedge instrument and are separately recorded as hedging cost, recognized in the other comprehensive income.

F-55

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(a.ii) Dollar Swap

In 2018, the Company contracted foreign exchange derivative operations (“swaps”) in the aggregate amount of R$1.27 billion, with annual maturities over the following 5 years starting January 2019. The amount payable in January 2020 was subject to the variation in the IPCA index. The remaining maturities are subject to the variation in the CDI. These operations were designated to cash flow hedge accounting, where the hedging instruments are foreign exchange derivatives and the hedged objects are highly probable future revenues in the domestic market subject to fluctuations in Brazilian R$/US$ price.

Accordingly, the mark-to-market adjustment of the effective portion of the changeshedge will be recognized under shareholders equity in OCI and will be recognized in the fair value of hedge derivatives and of the exchange variation of financial liabilities designated and qualified as sales flow hedge is recognized in equity, under “Other comprehensive income”. These amounts are transferred to profit or loss for the periods in which the hedged item affects the financial results. The ineffective portion is recognized immediately in profit or loss as “Financial result.”

When a hedge instrument matures or is sold or when it no longer meets the criteria for hedge accounting, it is prospectively discontinued and any cumulative gain or loss in equity remains in equity and is recognized in financial result whenonly upon the hedged item or transaction affects profit or loss. If the hedged item or transaction is settled in advance, discontinued or is not expected to occur, the cumulative gain or loss in equity is immediately transferred to financial result.maturity of each installment.

(a)Non-hedge accounting transactions

(a.i)Dollar put option

In September and October 2016, Braskem contracted derivative instruments to mitigate a portion of the exposure of its cash flow denominated in BRL. This hedge is aligned with Company’s risk management strategy.

       Hedge       Fair value, net 

Identification

  Nominal value   (exchange rate R$ / US$)   Maturity   2016 

US dollar put option

   602,000    3,0000 a 3,1000    Jan to Dec - 2017    (4,184
  

 

 

       

 

 

 

Total

   602,000        (4,184
  

 

 

       

 

 

 

Derivatives operations

        

Current assets

         (4,184
        

 

 

 

Total

         (4,184
        

 

 

 

(b)Hedge accounting transactions – Cash flow hedge

(b.i)Exchange rate swap linked to NCEs

In line with the Company’s risk management strategy and based on its Financial Policy, the Management contracted swap operations to offset the CDI rate and currency risks arising from the financings mentioned in Note 15(d), by maintaining its exposure to long-term financial liabilities in the U.S. dollar.

To measure the fair value of derivatives, Braskem adopts PTAX disclosed by the Central Bank on December 31, 2016 as USD/BRL benchmark rate.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

       Hedge      Fair value 

Identification

  Nominal value   

Financial charges for year

  Maturity   2016  2015 
                 Restated 

Swap NCE I to III

   400,000   Exchange variation + 6,15%   August 2019    438,201   556,806 

Swap NCE IV to VII

   450,000   Exchange variation + 4,93% to 7,90%   April 2019    418,898   550,319 
  

 

 

       

 

 

  

 

 

 

Total

   850,000        857,099   1,107,125 
  

 

 

       

 

 

  

 

 

 

Derivatives operations

         

Current assets

         (4,203  (12,616

Non-Current liabilities

         861,302   1,119,741 
        

 

 

  

 

 

 

Total

         857,099   1,107,125 
        

 

 

  

 

 

 

(b.ii)Hedge operation by Braskem Idesa related to Project finance

(a.iii) Interest rate swap linked to LiborLIBOR

   Nominal value   Hedge      Fair value 

Identification

  US$   (interest rate per year)  Maturity   2016  2015 

Swap Libor I to VI

   1,312,892    1.9825  May-2025    (266  35,073 
  

 

 

      

 

 

  

 

 

 

Total

   1,312,892       (266  35,073 
  

 

 

      

 

 

  

 

 

 

Derivatives operations

        

Non-Current assets

        (29,308  (12,280

Current liabilities

        29,042   47,353 
       

 

 

  

 

 

 

Total

        (266  35,073 
       

 

 

  

 

 

 

Braskem Idesa contracted swap operations with the purpose of offsetting part of the LiborLIBOR variation arising from the financings mentioned in Note 16. This hedge operation shares the same guarantees with17.

The Company prepaid the Project finance.Finance (Note 17) and consequently settled the LIBOR swap linked to it.

20.6 Non-derivative financial liabilities designated to hedge accounting

17.4Non-derivative financial liabilities designated to hedge accounting

(a) Future exports in US$

(a.i)Future exports in U.S. dollars

The Company designated non-derivate financial liabilities in foreign currency to hedge the future cash flows generated by its exports. This decision was based on two important concepts and judgments: (i) the high probability of performing exports according to its business plan (see Note 22.2), which are inherent to the market and business where it operates, and (ii) the Company’s capacity to finance its liabilities in US$, since its guidance and strategy determine the financing priority in US$ and its Financial Policy requires maintaining a minimum level of net liabilities in US$.

On May 1, 2013, Braskem S.A. designatednon-derivative financial instrument liabilities, denominated in U.S. dollars,US$, as a hedge for the flow of its highly probable future exports. Thus, the impact of exchange rates on future cash flows in dollars derived from these exports will beis offset by the foreign exchange variation on the designated liabilities, partly eliminating the volatility of results. The exchange rate on the date of the designation was US$1/R$2.0017.

On October 10, 2017, new financial instruments for the future sales hedging, which mature in 2028, were designated. The hedged exchange rate was US$1/R$3.1688.

In 2019, three new designations were made, as follows: with maturity in 2025, at an initial rate of US$1/R$3.6694; with maturity in 2025, at an initial rate of US$1/R$3.9650; and with maturity between 2030 and 2031, at an initial rate of US$1/R$3.9786.

The main actions carried out are detailed below:

• January 2, 2020: Designation of US$600 million (R$2.6 billion) of future sales with maturity in 2032 (hedged exchange rate of US$1/R$4.0213);

• March 31, 2020: Discontinuation of hedge accounting of U$$362 million (R$1.9 billion) in 2020 (discontinuation rate of US$1/R$5.1987).

F-56

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

• March 1, : 2021: Designation of US$400 million (R$2.2 billion) of future sales with maturity in 2025 (hedged exchange rate of US$1/R$2.0017.5.5832);

Braskem S.A.• October 31, 2021: Discontinuation of hedge accounting of US$400 million (R$2.3 billion) in 2024 (hedged exchange rate of US$1/R$5.6430).

Management notes to the financial statements

atAs of December 31, 2016

All amounts in thousands, except as otherwise stated

On December 31, 2016,2021, the exports that were designated and not yet realized and not discontinued are shown below:

Schedule of non-derivative financial liabilities designated to hedge accounting

   Total nominal value
US$
 

2017

   829,685 

2018

   787,894 

2019

   733,980 

2020

   724,000 

2021

   716,000 

2022

   719,000 

2023

   718,372 

2024

   688,854 
  

 

 

 
   5,917,785 
  

 

 

 
       
    Total nominal value Total nominal value
    US$ R$
       
2024                                288,854                              1,611,950
2025                                800,000                              4,464,400
2028                             1,250,000                              6,975,626
2030                                800,000                              4,464,400
2031                                800,000                              4,464,400
2032                                800,000                              4,464,400
 Total nominal value                          4,738,854                         26,445,177

The following table shows the changes in financial instruments designated for this hedge in the year:

Schedule of changes in derivative financial instruments

Schedule of financial instruments designated for hedge

           
          US$
    Discontinued Realized     
    or realized discontinued    
  2020 hedge (*) hedge Designations 2021
           
Designated balance 5,274,854         (1,316,000)            380,000           400,000  4,738,854 

(*)Out of this amount, US$600,000 refers to hedges that were discontinued and US$716,000 that were realized in 2021.

The Company considers these exports in the selected period (2017/2024)(2022/2032) as highly probable, based on the following factors:

In recent years, Braskem S.A. exported an average US$3.82.4 billion per year, which represents aroundapproximately 3 to 4 to 5 times the annual exports of the hedged exports.

Hedged exports represent between 20% and 25%30% of the export flows planned by the Company.

The exports of the Company are not sporadic or occasional but constitute an integral part of its strategy and of the petrochemical business, in which competition is global. Several of the products produced by the Company are primarily and recurrently intended for export.

F-57

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

The following table shows the changes in financial instruments designated for this hedge:

   US$ 
       Sales in   Discontinued     
   Dec/2015   the year   hedge   Dec/2016 

Designated balance

   6,757,231    (839,447   (616,685   5,301,099 

OnAs of December 31, 2016,2021, the maturities of financial liabilities designated withinwere as follows:

Schedule of financial liability maturity

       
    Total nominal value Total nominal value
    US$ R$
       
2024                                288,854                              1,611,950
2025                                800,000                              4,464,400
2028                             1,250,000                              6,975,626
2030                                800,000                              4,464,400
2031                                800,000                              4,464,400
2032                                800,000                              4,464,400
 Total nominal value                          4,738,854                         26,445,177

The following table provides the scopebalance of discontinued hedge accounting in 2021 (US$1,837,372), which is recorded in OCI and will be transferred to financial income (expenses) in accordance with the schedule of future hedged sales:

Schedule of future hedged sales

         
    Conversion rate    
  Total nominal at Inception Closing rate Gross nominal
  value US$ R$/US$ R$/US$ value
         
Hedge discontinued - From first to fourth quarter 2022719,000 2.0017 3.9786        1,421,391
Hedge discontinued - From first to fourth quarter 2023718,372 2.0017 4.2698        1,629,321
Hedge discontinued - From third to fourth quarter 2024400,000 2.0017 5.6430        1,456,520
  1,837,372     4,507,232

Hedge instruments were contracted with subsidiaries abroad observing the existence of guarantees arising from their operations with third parties, using non-derivative financial liabilities in which the foreign subsidiary acted as an intermediary of the consolidated balance sheet,Company in the operations were as follows:selected, which effectively maintained the essence of the transactions. Trade payables, especially naphtha, were also considered in the transaction.

   Total nominal value
US$
 

2017

   924,376 

2018

   1,145,148 

2019

   444,236 

2020

   570,782 

2021

   1,017,703 

2022

   510,000 

2024

   688,854 
  

 

 

 
   5,301,099 
  

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

To ensure the continuity of the hedging relationship, the Company plans to refinance and/or substitutereplace these hedge instruments to adjust them to the schedule and value of the hedged exports. The rollover or replacement of the hedge instrument are provided for in IAS 39(paragraph 91).IFRS9. This explains the fact that liabilities designated for hedge are not necessarily equivalent to the exports designated in the year.

Considering the strong cash generation in recent quarters, the Management of the Company believed it was appropriate to advance the payment of dollar-denominated obligations, including liabilities designated for this hedge. As a result of the decision, the amount of US$616,685 related to the first hedge flows of 2017 was discontinued prospectively. Exchange variation on the discontinued amount, which is recorded under Shareholders’ Equity as “Other comprehensive income” will be taken to net financial income (expenses) from January 2017 onwards, as the hedged exports are realized.

   Total nominal
value US$
   Conversion rate
at Inception
R$/US$
   Closing rate
R$/US$
   Gross nominal
value
 

Hedge discontinued - First quarter 2017

   201,277    2.0017    3.2400    249,241 

Hedge discontinued - Second quarter 2017

   208,135    2.0017    3.2015    249,720 

Hedge discontinued - Third quarter 2017

   207,273    2.0017    3.3302    275,362 
        

 

 

 
         774,323 
        

 

 

 

The following table provides the balances of exchange variation recognized in the Company’s net financial income (expenses)results due to the realization of exports designated, for this hedge in the year ended December 31, 2016:2021:

Schedule of exchange variation

        
 Conversion rate 
 Total nominal at Inception Closing rate Gross nominal
 value US$ R$/US$ R$/US$ value
  Total nominal
value US$
   Conversion rate
at Inception
MXN/US$
   Closing rate
MXN/US$
   Gross nominal
value
  

First quarter

   206,951    2.0017    4.0399    421,808  150,000 2.0017 5.3747 505,946

Second quarter

   210,752    2.0017    3.6408    345,444  186,000 2.0017 5.4739 645,837

Third quarter

   210,835    2.0017    3.2723    267,887  180,000 2.0017 3.9786 355,842

Fourth quarter

   210,909    2.0017    3.2476    262,772  200,000 2.0017 3.9786 395,380
        

 

  716,000 1,903,005
         1,297,911 
        

 

 

F-58

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

The changes in foreign exchange variation and Income Tax and Social Contributionincome taxes under “Other comprehensive income”OCI of this hedge are as follows:

   Exchange       Net 
   variation   IR and CSL   effect 

At December 31, 2015

   (12,859,687   4,372,294    (8,487,393

Exchange variation recorded in the period on OCI / IR and CSL

   4,121,849    (1,401,429   2,720,420 

Exchange variation transferred to profit or loss / IR and CSL

   1,297,911    (441,290   856,621 
  

 

 

   

 

 

   

 

 

 

At December 31, 2016

   (7,439,927   2,529,575    (4,910,352
  

 

 

   

 

 

   

 

 

 

Given favorable market conditions, the Company may prepay or lengthen the maturitySchedule of designated liabilities to beyond the periods of the hedged exports. If these transactions do come to occur and cause any inefficiency to the hedge position, they must be discontinued due to their ineffectiveness. In this case, thechanges in foreign exchange variation related to the period in which the hedge was effective will be recorded under “Other comprehensive income” until the exports are realized.and income tax and social contribution

  Exchange    Net
  variation  Income taxes effect
      
As of December 31, 2020        (13,095,288)             4,452,397           (8,642,891)
      
Exchange variation recorded in the period on OCI / Income taxes          (1,910,274)                649,493           (1,260,781)
      
Exchange variation transferred to profit or loss / Income taxes            1,903,004              (647,021)             1,255,983
      
As of December 31, 2021        (13,102,558)             4,454,869           (8,647,689)

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

For the purposes of analyzing the prospective and retroactive effectiveness of the transactions, the Company used the dollar offset and volatility reduction methods, respectively.

The realizations expected for 20172022 will occur through the payments of financial instruments in conformity with exports made,the initial designation schedule, and the exchange variation recorded in “Otherother comprehensive income”income will be written offtransferred to the financial results. For the first three quarters of the year,

In 2022, realizations will be realizedmade at the discounted cash flow rates. The quarterly schedule of hedged exports in 2017the following quarters of 2022 follows:

       
    Total nominal Total nominal
    value US$ value R$
       
First quarter                                175,000                                 976,588
Second quarter                                208,000                              1,160,744
Third quarter                                186,000                              1,037,973
Fourth quarter                                150,000                                 837,075
                               719,000                            4,012,380

(b) Liabilities related to the Project Finance of future sales in US$

Total nominal
value US$

First quarter

201,277

Second quarter

208,135

Third quarter

207,273

Fourth quarter

213,000

829,685

(a.ii)Liabilities related to the Project finance of future sales in U.S. dollar

On October 1, 2014, the subsidiary Braskem Idesa designated its liabilities in the amount of R$2,878,936 related to Project finance,Finance, denominated in U.S. dollar,US$, as hedge instruments to protect highly probablyprobable future sales flows. Due to the disbursements by the project’s financiersproject's lenders in 2015, Braskem Idesa designated new amounts in April and September 2015, of US$290,545 (R$916,640) and US$23,608 (R$86,700), respectively, for hedge accounting.

Therefore, the impact of exchange variation on future flows of sales in U.S. dollarUS$ derived from these sales in dollarUS$ will be offset by the exchange variation on the designated liabilities, partially eliminating the volatility in the results of the subsidiary.

The Management of Braskem Idesa believes these future sales are highly probable, based on the following:

In Mexico, domestic sales can be made in U.S. dollar.US$. In 2016, the companyBraskem Idesa began to operate and sell products, including sales in U.S. dollarUS$ in the domestic and international markets.

The hedged flow corresponds to less than 18%35% of the planned revenue flow of the project over the designated period. The current amount of sales already meets the volume of designated hedge, which confirms the highly probablyprobable nature of the designated cash flow.

The financing was obtained through a Project financeFinance structure and will be repaid exclusively through the cash generation of the project (Note 16)17). Therefore,

In October 2021, the existence of the debit is directly associated with the highly probable nature of thesubsidiary Braskem Idesa designated US$1,350,000 (R$7,277,175) in future sales in U.S. dollar.

Braskem S.A.

Management notesdue to the issue of sustainability-linked bonds (Note 17) denominated in US$.

F-59

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

atAs of December 31, 2016

All amounts in thousands, except as otherwise stated

In December 31, 2016,2021, designated and unrealized sales were as follows:

Schedule of designated and unrealized sales

   Valor nominal
total US$
 

2017

   183,253 

2018

   221,790 

2019

   229,270 

2020

   266,690 

2021

   303,392 

2022

   253,204 

2023

   333,093 

2024

   359,559 

2025

   357,903 

2026

   309,240 

2027

   152,103 

2028

   124,654 

2029

   31,164 
  

 

 

 
   3,125,315 
  

 

 

 
       
    Nominal value Nominal value
    US$ R$
       
2023                                  22,500                                 125,561
2024                                  22,500                                 125,561
2025                                  22,500                                 125,561
2026                                  82,500                                 460,391
2030                                225,000                              1,255,613
2031                                225,000                              1,255,613
2032                                525,000                              2,929,763
2033                                525,000                              2,929,763
2034                                300,000                              1,674,150
2035                                300,000                              1,674,150
Nominal value                           2,250,000                         12,556,126

As a result of the prepayment of the Project Finance (Note 17), all cash flows designated and not yet realized will be discontinued. The balance under other comprehensive income will be transferred to financial results in accordance with the schedule of future hedged sales.

The following table shows the changes in financial instruments designated for this hedge in the year:

Schedule of financial instruments designated for hedge

   US$ 
       Sales in   Discontinued     
   Dec/2015   the year   hedge   Dec/2016 

Designated balance

   3,193,089    (67,729   (12,141   3,113,173 
           
          US$
    Discontinued Realized discontinued New  
  2020 hedge hedge designations 2021
           
Designated balance 2,371,443  (1,622,370)                              150,827  1,350,000  2,250,000

In

As of December 31, 2016,2021, the maturitiesdesignated financial liabilities to hedge future sales were distributed as follows:

Schedule of designated financial liabilities were distributed as follows:maturities

       
    Nominal value Nominal value
    US$ R$
       
2023                                  22,500                                 125,561
2024                                  22,500                                 125,561
2025                                  22,500                                 125,561
2026                                  82,500                                 460,391
2030                                225,000                              1,255,613
2031                                225,000                              1,255,613
2032                                525,000                              2,929,763
2033                                525,000                              2,929,763
2034                                300,000                              1,674,150
2035                                300,000                              1,674,150
 Nominal value                          2,250,000                         12,556,126


   Valor nominal
total US$
 

2017

   182,927 

2018

   221,390 

2019

   228,850 

2020

   266,187 

2021

   302,816 

2022

   252,723 

2023

   332,458 

2024

   358,873 

2025

   357,221 

2026

   308,650 

2027

   150,419 

2028

   124,347 

2029

   26,312 
  

 

 

 
   3,113,173 
  

 

 

 

In May 2016, Braskem Idesa prepaid US$12.230 of the Project Finance debit that was designated as hedge instrument. As a result of the decision, this amount was discontinued prospectively.

F-60

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

 

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

The following table provides the balanceamounts of exchange variation of thehedge accounting discontinued amount net of realization already occurred in the year, which is2021 (US$1,920,920), recorded in Braskem Idesa’s shareholders’ equity under “Otherother comprehensive income” andincome, which will be transferred to financial income (expenses)results according to the schedule of future hedged sales as they occur:

Schedule of discontinued hedge accounting

   Total nominal
value US$
   Conversion rate
at Inception
MXN/US$
   Closing rate
MXN/US$
   Total nominal
value MXN
   Gross nominal
value
 

Hedge discontinued

   12,141    13.4541    17.9915    55,089    8,704 
        

 

 

   

 

 

 
         55,089    8,704 
        

 

 

   

 

 

 
    Conversion rate      
  Total nominal at Inception Closing rate Total nominal Gross nominal
  value US$ MXN/US$ MXN/US$ value MXN value
           
Hedge discontinued in May 16, 20169,917 13.4541 17.9915 44,997 12,284
Hedge discontinued in December 2, 2019622,965 13.6665 19.6113 3,703,429 1,011,036
Hedge discontinued in December 10, 201924,839 13.4541 19.3247 145,821 39,809
Hedge discontinued in February 18,2020703 13.4541 18.5712 3,598 982
Hedge discontinued in October 20,20211,262,496 13.6576 20.3587 8,460,057 2,309,596
  1,920,920     12,357,902 3,373,707

The following table provides the balances of exchange variation recognized in Braskem Idesa’s financial income (expenses)results due to the realization of sales designated and discontinued for this hedge in the year:2021:

Schedule of exchange variation - Braskem Idesa

          
  Total nominal
value US$
   Conversion rate
at Inception
MXN/US$
   Closing rate
MXN/US$
   Total nominal
value MXN
   Gross nominal
value
  Conversion rate 
 Total nominal at Inception Closing rate Total nominal Gross nominal
 value US$ MXN/US$ MXN/US$ value MXN value
 
First quarter 69,855 13.6534 19.9798 441,931 117,985

Second quarter

   16,359    13.6635    18.1408    73,244    14,297  75,848 13.6515 20.5309 521,789 125,812

Third quarter

   25,084    13.6651    18.4982    121,234    21,067  77,094 13.6518 19.8298 476,287 124,636

Fourth quarter

   26,286    13.6653    19.2688    147,294    24,469  80,594 13.6512 20.1269 521,903 138,796
        

 

   

 

  303,391 1,961,910 507,229
         341,772    59,833 
        

 

   

 

 

The changes in foreign exchange variation and Income Tax and Social Contributionincome taxes under “Other comprehensive income”OCI are as follows:

Schedule of changes in foreign exchange variation and income tax and social contribution - Braskem Idesa

   Exchange       Net 
   variation   IR   effect 

At December 31, 2015

   (2,246,820   674,046    (1,572,774

Exchange variation recorded in the period on OCI / IR

   (1,995,065   599,277    (1,395,788

Exchange variation transferred to profit or loss / IR

   59,833    (17,973   41,860 
  

 

 

   

 

 

   

 

 

 

At December 31, 2016

   (4,182,052   1,255,350    (2,926,702
  

 

 

   

 

 

   

 

 

 
  Exchange    Net
  variation  Income taxes effect
      
As of December 31, 2020          (2,534,135)                760,979           (1,773,156)
      
Exchange variation recorded in the period on OCI / Income taxes             (204,604)                   61,381              (143,223)
      
Exchange variation transferred to profit or loss / Income taxes               507,228              (152,168)                355,060
      
As of December 31, 2021          (2,231,511)                670,192           (1,561,319)

For

Effectiveness tests were conducted and all operations were deemed effective in reducing the purposesdispersion of analyzing the prospective and retroactive effectiveness of the transactions, the Company used the dollar offset and volatility reduction coefficient methods, respectively.revenue from sales designated for hedge, when evaluated in Mexican Pesos.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

The realizations expected for 20172022 will occur in accordance with the payments under the Project finance,initial designation schedule, and the exchange variation recorded in “Otherother comprehensive income”income will be written offtransferred to the financial results. Below is the quarterly schedule of hedged sales in dollarUS$ in 2017:2022:

    Nominal value Nominal value
    US$ R$
       
First quarter                                  29,136                                 162,594
Second quarter                                  72,612                                 405,210
Third quarter                                  72,612                                 405,210
Fourth quarter                                  78,844                                 439,992
                               253,204                            1,413,006

 Nominal value
US$

First quarter

29,122

Second quarter

47,811

Third quarter

52,200

Fourth quarter

53,794

182,927

F-61
 

Braskem S.A.

 

17.5Credit quality

Notes to the consolidated financial statements

as of financial assetsDecember 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(a)Trade accounts receivable

Virtually none20.7 Credit quality of Braskem’sfinancial assets

(a) Trade accounts receivable

The Company’s clients do not have risk ratings assigned by credit rating agencies. For this reason, Braskemthe Company developed its own credit rating systemmethodology for all accounts receivable from domestic clients and for part of the accounts receivable from foreign clients in Brazil and in abroad.

On December 31, 2016,Considering the stages 1, 2 and 3 of expected credit losses, the percentage of trade accounts receivable by risk ratings was as follows:

Schedule of trade accounts receivable by credit ratings for the domestic market were as follows:

         (%) 
         2016   2015 

1

  

Minimum risk

    8.92    7.67 

2

  

Low risk

    39.98    42.84 

3

  

Moderate risk

    30.51    33.07 

4

  

High risk

    16.48    13.74 

5

  

Very high risk

   (i  4.11    2.69 

    (%)
  2021 2020
Minimal Risk 65.39 67.53
Low Risk 26.65 20.08
Medium Risk 6.02 10.43
High Risk 1.54 1.10
Very High Risk(i)0.40 0.86
(i)(i)Most clients in this group are inactive and the respective accounts are in the process of collection actions in the courts. Clients in this group that are still active buy from Braskemthe Company and pay in advance.

Default indicators:

   Last 12 months 
   Domestic
market
  Export
market
 

December 31, 2016

   0.18  0.04

December 31, 2015

   0.39  0.70

December 31, 2014

   0.65  0.18

ThisThe calculation below considers the amount of trade payablesaccounts receivable figure overdue more than 5 days for the domestic market and 30 days, for the international market, divided by consolidated gross revenue in the last 12 months.months:

Schedule of default indicators

 Last 12 months
 Domestic market Export market
December 31, 20210.01% 0.08%
December 31, 20200.05% 0.14%

Braskem S.A.

Management notes toFor the export market, approximately 80% of the portfolio has guarantees, consisting primarily of credit insurance. For the domestic market, approximately 23% of the portfolio has guarantees, mainly suretyships by the partners of counterparties, complemented by credit insurance.

(b) Cash and cash equivalents and financial statementsinvestments

at December 31, 2016

All amounts in thousands, except as otherwise stated

(b)Other financial assets

In order to determine the credit ratings of counterparties of financial assets classified under cash and cash equivalents, held for trading, held to maturity and borrowings and receivables, Braskemfinancial investments, the Company uses the risk rating of agencies Standard & Poor’s, Moody’s and Fitch Ratings, within the limits established in its financial policy.Financial Policy.

      2016   2015 

Financial assets with risk assessment

     

AAA

    3,871,105    5,982,393 

AA+

    241,359   

AA

    5,370    27,753 

AA-

    654,232    163,188 

A+

    2,426,078    1,076,803 

A

    364,198    69,576 

A-

    209,175    137,479 

BBB+

    116,987   
   

 

 

   

 

 

 
      7,888,504   7,457,192 

Financial assets without risk assessment

   (i   

Quotas of investment funds in credit rights

      46,193 

Other financial assets with no risk assessment

    3,843    963 
   

 

 

   

 

 

 
    3,843    47,156 
   

 

 

   

 

 

 

Total

    7,892,347    7,504,348 
   

 

 

   

 

 

 

 (i)F-62

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Schedule of financial assets with and without risk assessment

    
   2021 2020
Financial assets with risk assessment     
AAA      6,858,500   13,639,273
AA+          107,444         412,612
AA          816,408         735,755
AA-            73,888         199,405
A+      2,919,276     1,336,334
A          107,057           53,941
A-          236,969           91,487
BBB+                 894         982,225
BBB      1,026,232                   49
BBB-                 554  
BB+                    50  
BB              1,479  
     12,148,751   17,451,081
Financial assets without risk assessment     
Quotas of investment funds in credit rights              1,721  
Other financial assets with no risk assessment  (i)           39,769           54,562
             41,490           54,562
      
Total    12,190,241   17,505,643

(i)Investments approved by the Management, of the Company, in accordance with the Financial Policy.

17.6Sensitivity analysis

20.8 Sensitivity analysis

Financial instruments, including derivatives, may be subject to changes in their fair value as a result of the variation in commodity prices, foreign exchange rates, interest rates, shares and share indexes, price indexes and other variables. The sensitivity of the derivative andnon-derivative financial instruments to these variables are presented below:

(a) Selection of risks

(a)Selection

As of risks

On December 31, 2016,2021, the main risks that can affect the value of Braskem’sCompany’s financial instruments are:

Brazilian real/U.S. dollar· US$/R$ exchange rate;

Mexican peso/Brazilian real exchange rate;

Libor· LIBOR floating interest rate;

· IPCA inflation rate;

· Selic interest rate;

and

· CDI interest rate; and
rate.

TJLP interest rate.

For the purposes of the risk sensitivity analysis, Braskemthe Company presents the exposures to currencies as if they were independent, that is, without reflecting in the exposure to a foreign exchange rate the risks of the variation in other foreign exchange rates that could be directly influenced by it.

Braskem S.A.(b) Value at risk

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(b)Value at risk

The value at risk of the derivatives held by Braskemthe Company which is defined as the lossimpact on the fair value adjustment that could result in one month as from December 31, 2016,2021, with a probability of 5%, and under normal market conditions, was estimated by the Company at US$56,09023,657 (R$132,018) for put options and call options (Note 20.5(a.i)) and US$26,082 (R$145,551) for the NCE exchangeUS$ swap (Note 17.3.1(b.i)) and US$17,240 for the swap of Libor related to Braskem Idesa project (Note 17.3.1 (b.ii)20.5(a.ii)).

F-63

Braskem S.A.

 

(c)Selection

Notes to the consolidated financial statements

as of scenariosDecember 31, 2021

All amounts in thousands of Reais, except as otherwise stated

In accordance with CVM Instruction No. 475/08, Braskem included three scenarios in the sensitivity analysis, with one that is probable and two that represent adverse effects to the Company. In the preparation(c) Selection of the adverse scenarios only the impact of the variables on the financial instruments, including derivatives, and on the items covered by hedge transactions, was considered. The overall impacts on Braskem’s operations, such as those arising from the revaluation of inventories and revenue and future costs, were not considered. Since Braskem manages its exposure to foreign exchange rate risk on a net basis, adverse effects from depreciation in the Brazilian real in relation to the U.S. dollar can be offset by opposing effects on Braskem’s operating results.

(c.1)Probable scenario

The Focus Market Readout published by the Central Bank of Brazil onBACEN was used to create the probable scenario for the U.S. dollar/Brazilian realUS$/R$ exchange rate, the Selic interest rate and the CDI interest rate based onas of December 31, 2016. 2021.

According to the Market Readout, at the end of 2017, the U.S. dollar2022, US$1 will appreciate by 7.39% against theyear-end PTAX exchange rate on December 31, 2016,remain at approximately R$5.60, while the Selic rate willshould reach 10.25%11.50% p.a. at the end of the period. The Selic rate is used as benchmark for sensitivity analysis of the CDI rate.

Since the Market Readout survey does not include consensus forecasts for the LIBOR rate, the projection of the U.S. Federal Reserve for the Federal Funds rate at the end of the year was used, published in December 2021, in comparison with the current level of the Federal Funds rate on December 31, 2021. The forecasts point to the current level of the Federal Funds rate remaining unchanged, which means that the variation in the probable scenario for LIBOR in the TJLPsensitivity analysis is null for all financial instruments indexed to LIBOR.

For each variable analyzed in the sensitivity analysis, the Company has considered estimating annualized variations corresponding to 1 and 3 standard deviations of monthly averages of the last five years. They are equivalent to approximately 15.866% and a decrease0.135% probability of 0.50% fromoccurrence for the reasonably possible and possible scenarios, respectively. Then, these changes are applied to the current ratemarket levels of 7.5%, in line with the sizeeach variable.

Effects of COVID-19

The assumptions of the Government’s most recent decisions to increase or decreasefuture value adopted in the rate. The Market Readout does not publish forecasts for the Libor interest rate. Therefore, to determineconstruction of the probable scenario Braskem considered a 5% increase onand the current market levels.

Braskem S.A.

Management notesvalue of each variable in this analysis are referenced to the financial statements

atreporting date December 31, 2016

All amounts2021. Given the instability in thousands, except as otherwise statedthe current economic scenario caused by the COVID-19 pandemic, interest rates and foreign exchange rates are affected daily. The Company’s gains and losses in these probable stress scenarios are analyzed by increasing each variable according to the aforementioned.

F-64

Braskem S.A.

 

(c.2)Possible and extreme adverse scenario

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

The sensitivity values in the table below are the changes in the value of the financial instruments in each scenario.scenario:

         
    Additional variations to the book value
         
        Gain (losses)
  Exposure value as of Probable Reasonably possible Possible
Instrument / Sensitivity December 31, 2021 1US$ = R$5,60 1US$ = R$6,32 1US$ = R$7,81
         
Real/US$ exchange rate        
Bonds                (42,262,266)                     (147,677)                  (5,622,868)                (16,868,605)
Export prepayments                       (46,249)                             (162)                          (6,153)                       (18,460)
Financings for investiments in plants                  (2,445,937)                          (8,547)                     (325,425)                     (976,274)
SACE                  (1,824,276)                          (6,375)                     (242,714)                     (728,143)
Dollar call and put options (i)                       (85,217)                          (7,729)                     (252,319)                  (1,458,259)
Dollar swap x CDI                     (502,508)                          (8,388)                     (212,589)                     (632,005)
MONFORTE                     (266,403)                             (931)                       (35,444)                     (106,332)
Nexi                     (120,200)                             (420)                       (15,992)                       (47,977)
Other                     (849,859)                          (2,970)                     (113,071)                     (339,214)
Financial investments abroad                    5,936,290                         20,743                       789,806                    2,369,417
         
         
        Gain (losses)
  Exposure value as of Probable Reasonably possible Possible
Instrument / Sensitivity December 31, 2021 1,42% 0,3% 0,47%
         
Libor floating interest rate        
Export prepayments                       (46,249)                       (19,280)                          (1,373)                          (4,118)
Nexi                     (120,200)                       (96,406)                          (6,864)                       (20,591)
SACE                  (1,824,276)                  (1,146,782)                       (81,646)                     (244,939)
MONFORTE                     (266,403)                       (86,426)                          (6,153)                       (18,460)
Financings for investiments in plants                  (2,445,937)                  (1,448,186)                     (103,105)                     (309,316)
Other                     (849,859)                     (289,804)                       (20,633)                       (61,899)
         
         
        Gain (losses)
  Exposure value as of Probable Reasonably possible Possible
Instrument / Sensitivity December 31, 2021 11,5% 11,88% 17,15%
         
CDI interest rate        
Debentures                       (47,109)                          (3,833)                          (4,508)                       (14,472)
Financial investments in Brazil                    4,480,620                         95,609                       111,898                       335,975
         
         
        Gain (losses)
  Exposure value as of Probable Reasonably possible Possible
Instrument / Sensitivity December 31, 2021 5,03% 11,51% 14,4%
         
IPCA interest rate        
Debêntures                     (150,352)                         24,477                          (7,509)                       (23,180)
BNDES                     (435,778)                       241,788                       (87,535)                     (291,961)
BNB/ FINEP/ FUNDES/FINISA/FINAME/FNE                          (4,616)                               830                             (260)                             (809)
         
         
        Gain (losses)
  Exposure value as of Probable Reasonably possible Possible
Instrument / Sensitivity December 31, 2021 11,5% 11,88% 17,15%
         
Selic interest rate        
Leniency agreement                  (1,085,468)                       (36,697)                       (42,993)                     (130,903)
Dollar swap x CDI                     (502,508)                         16,752                         20,802                         77,279

(i)The Company is in the short position of a possible counterparty call.

 

   Gain (losses) 
       Possible adverse   Extreme adverse 

Instrument / Sensitivity

  Probable   (25%)   (50%) 

Brazilian real/U.S. dollar exchange rate

      

Bonds

   (1,036,955   (3,507,203   (7,014,406

BNDES

   (14,868   (50,287   (100,574

Working capital / structured operations

   (208,267   (704,404   (1,408,807

Export prepayments

   (56,617   (191,489   (382,979

Project finance

   (770,523   (2,606,073   (5,212,145

Financial investments abroad

   (26,815   (90,695   (181,389

Swaps

   (124,276   (430,272   (740,442

US Dollar put option

   (3,221   (4,184   (4,209

Financial investments abroad

   266,277    900,607    1,801,214 

Mexican peso/Brazilian real

      

Working capital / structured operations

   (798   (3,375   (6,750

Selic interest rate

      

BNDES

   87,168    (87,020   (183,619

Libor floating interest rate

      

Working capital / structured operations

   (2,647   (13,235   (26,470

Export prepayments

   (2,615   (13,077   (26,153

Swaps

   38,458    47,091    57,721 

CDI interest rate

      

Swaps NCE

   88,572    (83,961   (172,843

Swaps NCA

   144,826    (147,583   (314,493

Financial investments in local currency

   (145,683   129,996    260,218 

Instrument / Sensitivity

  Probable
8.0%
   Possible adverse
8.5%
   Extreme adverse
9.0%
 

TJLP interest rate

      

BNDES

   35,989    (36,686   (74,079

Other government agents

   44    (45   (91

Braskem S.A.

Management notes

F-65

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

21 Taxes payable

Schedule of taxes payable

        
     2021 2020
        
Brazil      
 IPI              131,290            125,338
 ICMS              485,302            403,422
 PIS and COFINS                 33,516            284,944
 Other                 46,117               43,560
        
Other countries      
 Value-added tax              229,571               16,027
 Tax on financial income             346,817  
 Other                   80,768
Total           1,272,613            954,059
        
Current liabilities           1,012,116            952,689
Non-current liabilities             260,497                 1,370
Total           1,272,613            954,059

22 Income taxes

Income taxes comprises current and deferred taxes. It is recognized in profit or loss except to the financial statementsextent that it relates to items directly recognized in other comprehensive income.

22.1 Current income taxes

Current income taxes comprise the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be paid or received that reflects uncertainty related to income taxes, if any. It is measured using tax rates enacted at the reporting date. Current tax also includes any tax arising from dividends.

Current tax assets and liabilities are offset only if certain criteria are met.

As of December 31, 2016

All amounts in thousands, except2021, the amount presented as otherwise stated

18Taxes payable

   2016   2015   1/1/2015 
       Restated   Restated 

Brazil

      

IPI

   59,323    61,784    53,536 

IR and CSL

   222,680    427,880    260,785 

ICMS

   182,034    149,811    99,328 

PIS and COFINS

   59,105    66,332    61,085 

Other

   62,743    56,510    13,489 

Other countries

      

IR

   46,670    210,697    645 

Value-added tax

   15,622    56,975    4,576 
  

 

 

   

 

 

   

 

 

 

Total

   648,177    1,029,989    493,444 
  

 

 

   

 

 

   

 

 

 

Current liabilities

   624,080    1,003,273    233,434 

Non-current liabilities

   24,097    26,716    260,010 
  

 

 

   

 

 

   

 

 

 

Total

   648,177    1,029,989    493,444 
  

 

 

   

 

 

   

 

 

 

19Loan fromnon-controlling shareholdersrecoverable income taxes under current assets is R$1,189,812 (2020: R$1,547,916). Out of this total, R$984.4 million (2020: R$982 million) is tax recoverable recorded at Braskem Idesa

The contribution made by the shareholders to the subsidiary Braskem Idesa project could be made via capital or subordinated loan (loan). The loan recorded under this item of the balance sheet is owed to thenon-controlling shareholder of Braskem Idesa, and will be paid exclusively with the cash generationAmerica arising from the project. Because this loan is subordinatedtax program offered by the U.S. government to Project finance (Note 16), it will be paid only afteraid and support U.S. companies in response to the fulfillmenteconomic impacts of a seriesCOVID-19.

(a) Exclusion of obligations under the Project finance. These obligations include, without limitation: (i) realization of the debit serviceinflation adjustment by Selic (economy´s basic interest rate) on undue tax payments due until said date; (ii) maintenance of a minimum balance in the project’s reserve accounts; and (iii) compliance with certain specific liquidity and coverage rates, both prospectively and retrospectively. The loan is denominated in U.S. dollar at an interest rate of 7% p.a.,from taxable income

In July 2010, Braskem and the repayment schedule dependsmerged companies in previous years, filed lawsuits claiming exception from the levying of Brazilian income taxes (hereinafter “IR/CSL”) on amounts they received as interest on late payment, since they do not represent any equity increase. On September 24, 2021, through Special Appeal 1.603.187, the project’s cash generation andFederal Supreme Court (“STF”) declared the levy of IR/CSL on amounts updated by the previously listed conditions.Selic rate received for repetition of undue payments unconstitutional.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

20Income tax and social contribution

20.1Reconciliation of the effects of income tax and social contribution on profit or loss

      2016   2015   2014 
          Restated   Restated 

Income (loss) before IR and CSL and after discontinued operations

    (140,010   4,414,161    1,069,210 

IR and CSL at the rate of 34%

    47,603    (1,500,815   (363,531

Permanent adjustments to the IR and CSL calculation basis

       

IR and CSL on equity in results of investees

    10,227    755    23,815 

Deferred tax losses and negative base

      (10,253   (71,942

Effects frompre-payment of taxes

        41,046 

IR and CSL accrued in previous years

    (46,460   (7,686   (17,227

Fine in leniency agreement

    (692,299    

Other permanent adjustments

   (i  64,883    (142,355   (103,189
   

 

 

   

 

 

   

 

 

 

Effect of IR and CSL on results of operations

    (616,046   (1,660,354   (491,028
   

 

 

   

 

 

   

 

 

 

Breakdown of IR and CSL:

       

Current IR and CSL

    (898,845   (391,968   (116,997

Deferred IR and CSL

    282,799    (1,268,386   (374,031
   

 

 

   

 

 

   

 

 

 

Total

    (616,046   (1,660,354   (491,028
   

 

 

   

 

 

   

 

 

 

 (i)F-66

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Braskem benefited from this decision in the amount of R$501 million referring to calendar years from 2005 onwards. Deferred tax assets amounting to R$68 million were recognized for the periods in which tax losses increased.

(b) Exemption of IR/CSL on ICMS tax incentives and benefits

In October 2021, the Company obtained a preliminary injunction to exclude the ICMS tax incentives and benefits applicable to its operations, granted by the governments of States and the Federal District, from the income tax calculation base as from 2021, which results in a reduction of cash outlays on the calculation income tax in 2021 of R$1.1 billion.

This decision is grounded in the argument defended by the Company that incentives and benefits are investment subsidies, in accordance with article 30 of Federal Law 12.973/2014 and Complementary Law 160/2017, and consequently are not taxable for income tax purposes. The matter will be evaluated as the lawsuit advances, becoming definitive after a final and non-appealable decision.

Given the initial phase of the lawsuit and the diversity of incentives and benefits granted by the States, based on its assessment and that of its external legal advisors, the Company considers the issue an uncertain tax treatment; therefore, the amount of R$1.1 billion remains recorded as taxes payable.

F-67

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(c) Reconciliation of effective tax rate

Schedule of income tax and social contribution reconciliation

       
   2021 2020 2019
        
Profit (loss) before income taxes        17,961,023       (9,683,784)       (4,603,068)
        
Nominal income taxes computed based on Brazilian statutory corporate tax rates (34%)        (6,106,748)         3,292,487         1,565,043
        
Permanent adjustments to the IR and CSL calculation basis       
Income taxes on equity in results of investees                  1,578                 6,595                 3,469
Thin capitalization (i)              (6,628)          (695,741)          (221,337)
Tax benefits (Sudene and PAT) (ii)           137,338    
Exclusion of inflation adjustement by Selic on undue tax payments from taxable income 22.1(a)           501,382    
Effect of the refund of Braskem America´s tax benefit             (737,841)  
Effect from the retrospective tax rate on bonus depreciation of Braskem America (iii)             334,460  
Different jurisdictional taxes rates for companies abroad and tax basis (iv)        1,939,882            994,811            293,647
Fine in leniency agreement                  (25,390)
Taxes on dividends distribution           (265,454)          (131,240)  
Other permanent adjustments           (200,753)          (395,053)            347,238
        
Effect of income taxes on results of operations        (3,999,403)         2,668,478         1,962,670
        
Breakdown of income taxes:       
        
Current income taxes       
Current year        (3,834,437)             (52,830)          (251,641)
Changes in estimates related to prior years                    22,696
  Total current expenses        (3,834,437)             (52,830)          (228,945)
        
Deferred income taxes       
Origination and reversal of temporary differences           (246,294)         2,677,328         2,062,501
Tax losses (IR) and negative base (CSL)                81,328              129,114
Recognition of previously unrecognised       
deductible temporary differences                  43,980  
  Total Deferred income taxes           (164,966)         2,721,308         2,191,615
        
Total        (3,999,403)         2,668,478         1,962,670
        
Effective rate  22.3% 27.6% 42.6%

(i)Includes the amount from the adjustment of interest rates in financial operations with subsidiaries in accordance with sub-capitalization tax rules.
(ii)SUDENE is a tax benefits granted by the Brazilian Government to the companies. The tax benefit granted by the Northeast Development Department (“SUDENE”) is calculated based on the profit from exploration of the incentivized activity, with a period of utilization of 10 years. The Worker's Food Program (“PAT”) is a tax incentive program to companies that provide food to workers based on criteria established by the Ministry of Labor.
(iii)Considering Universal Basis Taxation (“TBU”), the tax refund provided by U.S. Government affects the tax calculation of Braskem arising from the offsetting of Income Tax and Social Contribution Tax in the years of use of the bonus depreciation benefit.
(iv)Besides the differences on tax basis calculation, it includes the impact from the difference between IR/CSLBrazilian tax rate in Brazil (34%) used for the preparation of this note and the tax rates in countries where the subsidiaries abroad are located, as follows:

 F-68

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Schedule of foreign income tax rates

Official rate - %
HeadquartersHeadquarters
(Country)2016(Country)2021

Braskem Alemanha

Germany30.84

Braskem Alemanha

Germany             31.11
Braskem America ande Braskem America Finance

USAUSA35.00             24.09

Braskem Argentina

ArgentinaArgentina35.00             25.00

Braskem Austria

Chile
AustriaChile25.00             35.00

Braskem Chile

Chile24.00

Braskem Holanda, Braskem Holanda Finance and Braskem Holanda Inc

NetherlandNetherlands25.00             25.00

Braskem Idesa, Braskem Idesa Serviços, Braskem México

Braskem México Serviços, and Braskem México Sofom

Proyectos and Terminal Química
MexicoMexico30.00             30.00
Braskem IndiaIndia             30.00

The effective rate is 440.0% (2015 – 37.6% and 2014 – 45.9%). This effective rate is related to the accrual made to pay the Leniency Agreement and consequent adjustments in the IR and CSL bases. Excluding this accrual, the effective rate would be 36.90%.

Braskem S.A.

Management notes to the financial statements22.2 Deferred income taxes

at December 31, 2016

All amounts in thousands, except as otherwise stated

20.2Deferred income tax and social contribution

The income tax and social contribution recorded in the year are determined on the current and deferred tax basis. These taxes are calculated on the basis of the tax laws enacted at the balance sheet date in the countries where the Company operates and are recognized in respect of temporary differences between the statementcarrying amounts of operations, exceptassets and liabilities for financial reporting purposes and the amounts used for taxation purposes.

Deferred tax assets are recognized for unused tax losses and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they relate to items directly recorded in equity.

(a)Breakdown of deferred IR and CSL

Assets

  As of December
31, 2015
   Impact on the
P&L
  Impact on the
equity
  Transfer to
asset/
libiality
held for sale
  As of December
31, 2016
 
   Restated              

Tax losses (IR) and negative base (CSL)

   2,114,530    305,846     2,420,376 

Goodwill amortized

   6,017    (1,393    4,624 

Exchange variations

   2,925,895    (2,460,948    464,947 

Temporary adjustments

   59,092    1,244,019   (576,971  (8,272  717,868 

Business combination

   189,403    1,847     191,250 

Deferred charges -write-off

   20,848    (20,848   
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 
   5,315,785    (931,477  (576,971   3,799,065 

Liabilities

                 

Amortization of goodwill based on future profitability

   735,019    32,258     767,277 

Tax depreciation

   815,243    52,679     867,922 

Temporary adjustments

   562,655    104,281   (346,227  (3,718  316,991 

Business combination

   217,182    (18,801    198,381 

Additional indexation PP&E

   110,731    7,471     118,202 

Hedge accounting

     (1,336,747  1,336,747   

Amortization of fair value adjustments on the assets from the acquisiton of Quattor

   289,528    (25,720    263,808 

Other

   153,589    (29,697    123,892 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 
   2,883,947    (1,214,276  990,520    2,656,473 

Net

   2,431,838    282,799   (1,567,491   1,142,592 
  

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

Presentation in the balance sheet:

       

Non-current assets

   3,204,666       1,653,115 

(-)Non-current liabilities

   772,828       510,523 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(b)Net balance of deferred income and social contribution tax assets and liabilities

   2016 
   Headquarters   IR and CSL     
   (Country)   Asset   Liability   Balance 

Assets

        

Braskem S.A.

   Brazil    2,106,303    (2,063,844   42,459 

Braskem Argentina

   Argentina    6,745      6,745 

Braskem Alemanha

   Germany    36,932      36,932 

Braskem Idesa

   Mexico    1,463,502      1,463,502 

Braskem México Serviços

   Mexico    1,994      1,994 

Braskem Petroquímica - business combination effects

   Brazil    101,483      101,483 
    

 

 

   

 

 

   

 

 

 
     3,716,959    (2,063,844   1,653,115 
    

 

 

   

 

 

   

 

 

 

Liabilities

        

Braskem Petroquímica - business combination effects

   Brazil      (123,695   (123,695

Braskem Petroquímica

   Brazil    81,971    (162,241   (80,270

Braskem America

   USA      (305,289   (305,289

Braskem Chile

   Chile    135    (1,404   (1,269
    

 

 

   

 

 

   

 

 

 
     82,106    (592,629   (510,523
    

 

 

   

 

 

   

 

 

 
   2015 
   Headquarters   IR and CSL     
   (Country)   Asset   Liability   Balance 
               Restated 

Assets

        

Braskem S.A.

   Brazil    4,124,563    (1,967,050   2,157,513 

Braskem Argentina

   Argentina    8,235      8,235 

Braskem Alemanha

   Germany    104,785      104,785 

Braskem Idesa

   Mexico    890,723    (65,306   825,417 

Braskem México Serviços

   Mexico    2,894      2,894 

Quantiq

   Brazil    7,811    (1,623   6,188 

Braskem Petroquímica and Braskem Qpar - business combination effects

   Brazil    99,634      99,634 
    

 

 

   

 

 

   

 

 

 
     5,238,645    (2,033,979   3,204,666 
    

 

 

   

 

 

   

 

 

 

Liabilities

        

Braskem Petroquímica and Braskem Qpar - business combination effects

   Brazil      (138,029   (138,029

Braskem Petroquímica

   Brazil    76,978    (160,774   (83,796

Braskem America

   USA      (550,953   (550,953

Braskem Chile

   Chile    125    (175   (50
    

 

 

   

 

 

   

 

 

 
     77,103    (849,931   (772,828
    

 

 

   

 

 

   

 

 

 

The tax losses and negative social contribution bases do not expire under the Brazilian taxation regime, and tax losses do not expire in Germany.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(c)Realization of deferred income tax and social contribution

      Balance at   Realization 
      December 31,       2018 and   2020 and   2022 

Assets

  Note  2016   2017   2019   2021   thereafter 

Tax losses (IR) and negative base (CSL)

   (i  2,420,376    155,551    881,149    871,224    512,452 

Goodwill amortized

    4,624    847    1,399    741    1,637 

Exchange variations

   (ii  464,947          464,947 

Temporary adjustments

   (iii  717,868    315,370    17,190    11,342    373,966 

Business combination

   (iv  191,250          191,250 
   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total assets

    3,799,065    471,768    899,738    883,307    1,544,252 

Liabilities

                       

Amortization of goodwill based on future profitability

   (v  767,277          767,277 

Tax depreciation

   (vi  867,922          867,922 

Temporary differences

   (vii  316,991    32,898    65,796    66,763    151,534 

Business combination

   (viii  198,381    13,718    27,435    27,435    129,793 

Additional indexation PP&E

   (ix  118,202    11,833    23,666    23,666    59,037 

Amortization of fair value adjustments on the assets from the acquisiton of Quattor

    263,808    60,676    60,676    60,676    81,780 

Other

    123,892    15,730    31,460    31,460    45,242 
   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total liabilities

    2,656,473    134,855    209,033    210,000    2,102,585 
   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net

    1,142,592    336,913    690,705    673,307    (558,333
   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Basis for constitution and realization:

(i)In Brazil and Germany, the use of tax losses has limits to the taxable income for the year. In Brazil, this limit is 30%, whereas in Germany is 60%.
(ii)In Brazil, the Company opted to tax exchange variation of assets and liabilities denominated in foreign currency under the cash method. Thus, this variation will be realized as assets and liabilities are received/paid. For accounting purposes, exchange variation is recognized under the accrual basis, which results in deferred IR and CSL.
(iii)Accounting expenses not yet deductible for calculating income tax and social contribution, whose recognition for tax purposes occurs in subsequent periods.
(iv)Refers to:tax-related goodwill, and contingencies recognized from business combinations. Tax realization of goodwill will occur upon the merger of the investments and contingencies arising from write-offs due to the settlement or reversal of the processes involved.
(v)Goodwill for the future profitability of the merged companies not amortized since the adoption of Law 11,638/07. Tax realization is associated with thewrite-off of goodwill to impairment or any other reason.
(vi)For calculation of IR and CSL, assets are depreciated at rates higher than those used for accounting purposes. As tax depreciation is exhausted, these deferred IR and CSL start to be realized.
(vii)Revenues whose taxation will occur in subsequent periods.
(viii)Fair value adjustments on property, plant and equipment and intangible assets identified in business combinations, whose tax realization iscan be used. Future taxable profits are determined based on the depreciation and amortization of these assets.
(ix)Additional adjustment of property, plant and equipment, whose tax realization is based on the depreciation of assets.

Considering the limitations to the use of tax losses in Brazil and Germany and the known impacts on the positionreversal of relevant taxable temporary differences. If the amount of taxable temporary differences is insufficient to recognize a deferred tax asset in full, then future taxable profits, adjusted for reversals of existing temporary differences, are considered, based on the business plans for the Company.

The measurement of deferred taxes reflects the tax consequences that would follow from how the Company estimates that it will be necessaryexpects, at the reporting date, to generate taxable incomerecover or settle the carrying amount of around R$2,618,351 in the following years to realize its deferred tax assets registered on December 31, 2016.

and liabilities. Annually, the Company revises its projection of taxable income based on its Business Plan.

The Business Plan (Note 3.1). If this projection indicatesis prepared annually by the Executive Board, and its main variables include projections for the prices of the products produced by the Company, the prices of raw materials, the growth in gross domestic product of each country in which the Company operates, exchange rate variation, interest rates, inflation rates and fluctuations in supply and demand for inputs and finished goods.

In evaluating the plan, the Company uses its historical performance, strategic planning and market projections produced by specialized third party consulting firms, which are reviewed and supplemented based on Management´s experience.

Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized; such reductions are reversed when the probability of future taxable incomeprofits improves. Unrecognized deferred tax assets are reassessed at each reporting date and recognized to the extent that it has become probable that future taxable profits will not be sufficientavailable against which they can be used.

Deferred tax assets and liabilities are offset only if certain criteria are met.

F-69

Braskem S.A.

Notes to absorb the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(a) Movement in deferred tax balances

Schedule of changes in balances of deferred tax assets and liabilities

               
Assets As of December 31, 2019 Impact on the P&L Impact on the equity As of December 31, 2020 Impact on the P&L Other
comprehensive
income
 As of December 31, 2021
               
Tax losses carryforward 2,150,692 1,127,492   3,278,184 76,532   3,354,716
Goodwill amortized 21,677 (15,157)   6,520 (4,061)   2,459
Exchange variations 1,132,351 2,685,264   3,817,615 462,447   4,280,062
Temporary differences 2,357,267 2,639,070   4,996,337 (145,999)   4,850,338
Business combination 85,539 (29,328)   56,211 (29,327)   26,884
Tax credits 49,833 27,199   77,032 (77,032)    
Other 62,288 (16,922)   45,366 4,462   49,828
  5,859,647 6,417,618   12,277,265 287,022   12,564,287
               
Liabilities              
Amortization of goodwill based on future profitability 722,685 (463)   722,222 2,875   725,097
Tax depreciation 1,903,027 1,834,142   3,737,169 439,781   4,176,950
PIS/COFINS credit: exclusion of ICMS in basis of calculation         331,479   331,479
Temporary differences 432,587 (274,355)   158,232 (69,239)   88,993
Present value adjustment and amortized cost 11,276 68,644   79,920 74,771   154,691
Hedge accounting   1,788,568 (1,788,568)   (234,402) 234,402  
Amortization of fair value adjustments on
    the assets from the acquisiton of Braskem Qpar
 393,773 (114,452)   279,321 (46,888)   232,433
Long term incentive plan - LTI   (4,823) 4,823   15,906 (15,906)  
Health care   (8,020) 8,020   5,710 (5,710)  
Other 6,739 407,069 (408,981) 4,827 (68,005) 68,004 4,826
  3,470,087 3,696,310 (2,184,706) 4,981,691 451,988 280,790 5,714,469
               
Net 2,389,560 2,721,308 2,184,706 7,295,574 (164,966) (280,790) 6,849,818
               
Presentation in the balance sheet:              
Non-current assets 2,662,596     8,529,972     8,257,252
(-) Non-current liabilities 273,036     1,234,398     1,407,434

F-70

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(b) Offset for the purpose of presentation in the consolidated statement of financial position

Schedule of deferred taxes offset for the amount correspondingpurpose of presentation in the balance sheet

      
       2021
     Headquarters      
    (Country) Tax calculation Offsetting Balance
           
Assets          
Braskem S.A.    Brazil        8,841,886       (2,496,637)      6,345,249
Braskem Argentina   Argentina                3,271                3,271
Braskem America   USA            294,328          (294,328)  
Braskem Alemanha   Germany              44,417              44,417
Braskem Chile   Chile                      92                      92
Braskem Idesa   Mexico        3,282,125       (1,506,541)      1,775,584
Braskem Idesa Serviços   Mexico                      26                      26
Braskem México Serviços   Mexico                2,502                2,502
Braskem México    Mexico              16,181              16,181
Cetrel   Brazil              40,434              (7,586)            32,848
DAC   Brazil              39,025              (1,943)            37,082
            12,564,287       (4,307,035)      8,257,252
            
Liabilities          
Braskem S.A   Brazil        2,496,637       (2,496,637)  
Braskem America   USA        1,701,762          (294,328)      1,407,434
Braskem Idesa   Mexico        1,506,541       (1,506,541)  
Cetrel   Brazil                7,586              (7,586)  
DAC   Brazil                1,943              (1,943)  
      5,714,469 (4,307,035) 1,407,434
            

            
       2020
     Headquarters      
     (Country) Tax calculation Offsetting Balance
            
Assets          
Braskem S.A.    Brazil        8,626,703       (2,090,002)      6,536,701
Braskem Argentina   Argentina                2,850                2,850
Braskem America   USA            293,942          (293,942)  
Braskem Alemanha   Germany              47,277              47,277
Braskem Chile   Chile                   287                   287
Braskem Idesa   Mexico        3,213,624       (1,356,693)      1,856,931
Braskem México Serviços   Mexico              14,765              14,765
Braskem México    Mexico                8,503                8,503
Cetrel   Brazil              23,645              (5,269)            18,376
DAC   Brazil              45,669              (1,387)            44,282
            12,277,265       (3,747,293)      8,529,972
            
Liabilities          
Braskem S.A   Brazil        2,090,002       (2,090,002)  
Braskem America   USA        1,528,340          (293,942)      1,234,398
Braskem Idesa   Mexico        1,356,693       (1,356,693)  
Cetrel   Brazil                5,269              (5,269)  
DAC   Brazil                1,387              (1,387)  
              4,981,691       (3,747,293)      1,234,398

F-71

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

23 Sundry provisions

Schedule of sundry provisions

       
      Note 2021 2020
Provision for environmental damages   (a)             1,035,426            602,490
Provision for customers rebates   (b)             101,253            123,465
Other                  152,584            148,253
Total               1,289,263            874,208
           
Current liabilities                  465,051            362,407
Non-current liabilities                 824,212            511,801
Total               1,289,263            874,208

(a) Provision for recovery of environmental damages

The provision for recovery of environmental damages is estimated based on current legal and constructive requirements, technology, price levels and expected remediation plans.

Realized costs and cash outflows may differ from current estimates due to portionthe changes in laws and regulations, public expectations, prices, new findings by the ongoing studies and analysis of local conditions and changes in remediation technologies.

The time and value of future expenses related to environmental liabilities are reviewed annually, as well as the interest rate used for discounting them to present value.

The Company operates in several countries and is subject to different environmental laws and regulations inherent to the operations and activities areas. Remediation expenses are incurred during several years due to their complexity and extension. New information on sites, new technologies or future developments, such as involvement in investigations by regulatory agencies, may require that we reevaluate our potential exposure related to environmental matters.

The provision is recorded based on the areas in which remediation actions are necessary. Due to the high complexity in identifying potential environmental impacts, alternative solutions and recovery costs estimations, these estimates can only be made with reasonable assurance after the completion of all phases of the assetprocess to identify and investigate environmental liabilities, which are in accordance with the phases and protocols established by environmental agencies.

The Company monitors the areas under study to capture any new facts and changes in circumstances that will notchange the prognosis of actions to be recoveredadopted and consequently affect the estimation of provision for environmental remediations.

In 2021, the increase in the provision is written off.

Braskem S.A.

Management notesmainly due to the financial statementsimplementation of new techniques to remediate the environmental damage.

at December 31, 2016(b) Rebates

All amounts in thousands, except as otherwise stated

21Advances from customers

Most of the amount under this item corresponds to an advance received in September 2016 by the subsidiary Braskem Holanda, of R$324,620 (US$100,000) linked to an agreement for the supply of basic petrochemical products, which will be delivered from January 2017 to December 2018.

22Sundry provisions

   Note   2016   2015 

Provision for customers rebates

   (a   41,475    46,929 

Provision for recovery of environmental damages

   (b   254,040    127,227 

Other

     23,621    19,277 
    

 

 

   

 

 

 

Total

     319,136    193,433 
    

 

 

   

 

 

 

Current liabilities

     112,891    93,942 

Non-current liabilities

     206,245    99,491 
    

 

 

   

 

 

 

Total

     319,136    193,433 
    

 

 

   

 

 

 

(a)Client bonus

Some sales agreements of Braskemthe Company provide for a rebate, in products, should somecertain sales volumes be achieved within the year,six-month period or three-month period, depending on the agreement. The bonus is recognized monthly in a provision, assuming that the minimum contractual amount will be achieved. As it is recognized based on contracts, the provision is not subject to significant uncertainties with respect to their amount or settlement.

F-72

Braskem S.A.

 

(b)Recovery

Notes to the consolidated financial statements

as of environmental damagesDecember 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Braskem has a provision for future expenses for the recovery

(c) Changes in provisions

Schedule of environmental damageschanges in some of its industrial plants. The amount provisioned corresponds to the best and most conservative estimate of the expenses required to repair the damages.sundry provisions

        
 Recovery of      
 environmental      
 damage Rebate Other Total
        
December 31, 2019             365,155                84,110            55,941         505,206
        
Additions, monetary adjustments and exchange variation             306,274             150,132          119,831         576,237
Write-offs through usage and payments             (68,939)           (110,777)          (27,519)       (207,235)
        
December 31, 2020             602,490             123,465          148,253         874,208
        
Additions, monetary adjustments and exchange variation             576,086             144,710          114,395        835,191 
Write-offs through usage and payments           (143,150)           (166,922)        (110,064)       (420,136)
        
December 31, 2021             1,035,426             101,253          152,584      1,289,263

 

(c)Changes in provisions

       Recovery of         
       environmental         
   Bonus   damage   Other   Total 

December 31, 2015

   46,929    127,227    19,277    193,433 

Additions, inflation adjustments and exchange variation, net

   28,510    182,319    9,173    220,002 

Write-offs through usage and payments

   (33,964   (55,506   (4,829   (94,299
  

 

 

   

 

 

   

 

 

   

 

 

 

December 31, 2016

   41,475    254,040    23,621    319,136 
  

 

 

   

 

 

   

 

 

   

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 201624 Provisions for legal proceedings and contingent liabilities

All amounts in thousands, except as otherwise stated

23Contingencies

Braskem is a defendant in lawsuits and administrative proceedings arising from the normal course of its business. These claims areThe Management, based on its assessment and that of its external legal advisors, classifies these proceedings in terms of probability of loss as follows:

Probable chance of loss: present obligation for which there is a higher probability of loss than of a tax, labor and social security, civil and corporate nature. Proceedings assessed as havingfavorable outcome. For these claims, a probableprovision is recognized based on an estimated amount of the obligation that reflects the expected outflow of resources (see Note 24.1).

Possible chance of loss are provisionedloss: present obligation for as described in Note 3.5. Proceedings assessed as having a possible chancewhich the possibility of loss areis greater than remote and less than probable. For these claims, the Company does not provisioned for, exceptrecognize a provision and discloses the most significant matters (see Note 24.2).

The Management believes that the estimates related to the outcome of the proceedings and the possibility of future disbursement may change in relevantview of the following:

(i) higher courts may decide in a similar case involving another company, adopting a final interpretation of the matter and, consequently, advancing the termination of the proceeding involving the Company, without any disbursement or implying the need of any financial settlement of the proceeding; and

(ii) programs encouraging the payment of the debts implemented in Brazil at the Federal and State levels, in favorable conditions that may lead to a disbursement that is lower than the one that is recognized in the provision or lower than the value of the matter.

In addition, the Company also is a plaintiff to several lawsuits. In these cases, involving business combinations. the Company discloses the contingent asset when the receipt of economic benefits is probable. However, when the realization of the benefit is virtually certain, the related asset no longer constitutes a contingent asset, and as such amount is recognized.

Any changes in the court’s understanding of the positioning of the courtsposition could cause future impacts on the financial statements of the Company arising fromdue to such proceedings.

F-73

Braskem S.A.

 

23.1Claims with probable chance

Notes to the consolidated financial statements

as of loss and from business combinationDecember 31, 2021

All amounts in thousands of Reais, except as otherwise stated

24.1 Claims with probable chance of loss

Claims with probable chance of loss and contingent liabilities

    
   2021 2020
Labor claims(a)            268,758            280,066
      
Tax claims(b)    
IR and CSL                61,946               61,342
PIS and COFINS             299,202            291,783
ICMS             331,094            319,851
Other tax claims                22,857               19,759
              715,099            692,735
      
      
Corporate claims                94,826            126,057
                         -                          -   
Civil claims and other                75,147               52,229
      
           1,153,830         1,151,087

 

       2016   2015 

Labor claims

   (a   207,827    143,013 

Tax claims

   (b    

Normal operations

      

IR and CSL

     11,462    16,832 

PIS and COFINS

   (i   204,516    6,154 

ICMS

     39,604    22,601 

Other tax claims

     19,586    25,908 
    

 

 

   

 

 

 
     275,168    71,495 
    

 

 

   

 

 

 

Business Combination

      

IR and CSL

     45,656    40,223 

PIS and COFINS

   (ii   51,052    44,771 

ICMS - interstate purchases

   (iii   223,071    195,320 

ICMS - other

     16,379    14,364 
    

 

 

   

 

 

 
     336,158    294,678 
    

 

 

   

 

 

 

Corporate claims

   (c   105,175    12,708 

Civil claims and other

     60,909    32,587 
    

 

 

   

 

 

 
     985,237    554,481 
    

 

 

   

 

 

 

(a)Labor claims

The provision on(a) Labor claims

As of December 31, 20162021, the provision is related to 632515 labor claims, including occupational health and security cases (642 in 2015)(2020: 529 claims). The Company’sManagement, based on its assessment and that of its external legal advisors, estimate that the term for the termination of these types of claims in Brazil exceeds five years. The estimates related to the outcome of proceedings and the possibility of future disbursement may change in view of new decisions in higher courts.

(b) Tax claims

(b)Tax claims

OnAs of December 31, 2016,2021, the main claims are the following:

(i) Non-cumulative PIS and COFINS

(i)Non-cumulative PIS and COFINS taxes

The Company is charged amounts arising from the compensation ofnon-cumulative Non-Cumulative PIS and COFINS tax credits in the years 2005, 2010 and in the period from 2012 to 2016 that were not approved by the Brazilian Federal Revenue Service since it did not recognize(Secretaria da Receita Federal do Brasil, hereinafter “RFB”), mainly related to the declaredfollowing topics:

- Offsetting Statements (“DCOMPs”), with credits due to: (i) differences between thein amounts reportedthat exceeded those declared in the respective Statement of Calculation of Social Contributions (DACON)(“DACONs”);

- freight expenses: not associated with sales operations and/or operations without proven association and thosecontracted in the electronic filescountry, but concerning imported products;

- credits arising from the acquisition of property, plant and equipment mostly related to acquired companies, whose documentation was not found;

- taxation of taxable revenues incorrectly classified as tax invoices; (ii) amountsexempt, subject to zero tax rate or not recorded intaxed.

As of December 31, 2021, the interim balance sheets, acquisitions not taxed for contributions, recording of a credit on a portion of IPI, failure to submit tax documents; and (iii) nonpayment of amounts stated as due in DACONs/Statements of Federal Tax Debits and Credits (DCTF)this provision was R$202,737 (2020: R$197,707). The Company is also required to pay debits related to tax offsets made in Offset Statements (Dcomp) using credits in amounts exceeding those declaredManagement, based on the respective DACONs.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

The Company’sits assessment and that of its external legal advisors afterand considering the fragility of the cases and the precedents on the matters at the Administrative Council of Tax Appeals (“CARF”), evaluatedestimates that the disputes related to such matters have a probable likelihood of loss, and estimated the conclusion of administrative procedures will be concluded in 2020.2025.

In December 31, 2016 the balance this claim is R$202,304.

There are no judicial deposits or any other type of guarantee for these procedures, since they are still being discussed at the administrative level.

F-74

Braskem S.A.

 

(ii)PIS and COFINS taxes

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(ii) PIS and COFINS taxes

The Company is assessed for the payment of these taxes in many legal and administrative claims, such as:

Insufficient- insufficient payment of COFINS for the period from March 1999 to December 2000, from February 2001 to March 2002, from May to July 2002 and September 2002 due to alleged calculation errors, andnon-compliance with the widening the tax calculation base and increasing the contribution rate envisaged in Law 9,718/98;
9.718/1998;

Offset- offset of the COFINS dues relating to September and October 1999 using the credit resulting from the addition of 1% to the COFINS rate;

Rejection- rejection of the offset of PIS and COFINS dues relating to the period from February to April 2002 using the PIS credits under Decree-Laws 2,4452.445 and 2,449,2.449, calculated between June 1990 and October 1995, under the argument that the time period for using said credits had expired; and

Alleged- alleged non-taxation of revenue from foreign exchange variations, determined as a result of successive reductions in the capital of the associated company.

As of December 31, 2021, the balance of this provision was R$67,403 (2020: R$65,041). Management estimates the administrative procedures will conclude in 2023 and the court decisions in 2030.

Guarantees were offered for thesecourt claims in the form of bank guarantee and finished products, manufactured by the subsidiary Braskem Petroquímica, which, together, cover the amount of court claims. The Company’s management estimates that these cases should be terminated by 2020.

(iii) ICMS tax on interstate purchases

(iii)ICMS - interstate purchases

In 2009, the merged company Braskem Qpar was assessed by the Finance Department of the State of São Paulo for the payment at the administrative level, of ICMS in view of allegedly committing the following violations:

Undue- undue use of ICMS tax credits (i) in the amount of R$53,478, in the periods from February 2004 to August 2005, November 2005 to February 2006, and September 2006 to January 2008,58,164, due to the recording of credits indicated onin the invoices for the sale of “acrylonitrile,” “methyl acrylate” and “methyl methacrylate,” issued by Acrinor Acrilonitrila do Nordeste S/A; (ii) in the amount of R$1,581, in the period from December 2004 to August 2005, arising from the undue recording of credits on invoices for the sale of methyl acrylate, issued byS.A. and Proquigel Química S/A; and (iii) in the amount of R$3,105, in the period from August 2004 to November 2005, arising from the undue recording of credits in invoices for the sale of methyl methacrylate, issued by Proquigel Química S/A,S.A., since the products were to be exported, and were therefore were exempt from payment of ICMS tax;

Braskem S.A.

Management notes to- the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

The fine for the abovementioned tax offense corresponds to 100%100% of the principal value recorded, as per Article 527, item II,sub-item “j” jointly with paragraphs 1 and 10 of RICMS/SP;

Fine- fine in the amount of 30% on R$480,389 due, which corresponds to the issuesum of invoices under CFOP 6,905, without the corresponding product shipment,amounts indicated in tax documents whose outflow of goods was not identified by the tax authority, entered based on the provisions of Article 527, item IV,sub-item “b” jointly with paragraphs 1 and 10 of RICMS/SP; and

Fine- fine due to lack of presentation of tax documents requested under a specific deficiency notice, as per Article 527, item IV,sub-item “j” jointly with paragraphs 8 and 10 of RICMS/SP.

DiscussionsAfter ending the discussions in the administrative sphere were ended in 2015 with the partial reduction in contingency, the Company proposing lawsuits. Dueproposed lawsuits to continue the discussion.

As of December 31, 2021, the balance of this provision was R$313,380 (2020: R$305,747). The Management, based on its assessment and that of its external legal advisors, estimates the legal procedures will conclude in 2026. These lawsuits are secured by a guarantee insurance.

F-75

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(c) Changes in claims with probable chance of loss

Schedule of changes in claims with probable chance of loss

          
     Corporate Civil claims  
 Labor claims Tax claims claims and other Total
          
December 31, 2019           315,437             672,088     118,485            45,514    1,151,524
          
Additions, inflation adjustments and exchange variation           140,386             130,302       10,242            32,207       313,137
Payments           (42,174)              (21,649)              (9,166)        (72,989)
Reversals (*)         (133,583)              (88,006)       (2,670)          (16,326)     (240,585)
          
December 31, 2020           280,066             692,735     126,057            52,229    1,151,087
          
Additions, monetary adjustments and exchange variation           172,574                46,849       14,357            76,111       309,891
Payments           (70,968)                (3,659)     (40,109)            (2,770)     (117,506)
Reversals (*)         (112,914)              (20,826)       (5,479)          (50,423)     (189,642)
          
December 31, 2021           268,758             715,099       94,826            75,147    1,153,830

(*)A provision reversal occurs when the probability of loss or the value attributed to the lawsuit changes, or the suit is closed with a cash disbursement lower than the provisioned amount.

24.2 Contingent liabilities

Schedule of claims with probable chance of loss

      
 Note 2021 2020
      
Tax claims(a)    17,224,429    12,156,030
Civil claims - Alagoas26      2,614,344         796,712
Civil claims - Other(b)         737,083         708,120
Labor claims(c)         763,555         663,448
Environmental claims(d)         571,057         507,973
Social security claims(e)         398,783         326,730
Other lawsuits(f)         337,807         286,643
Total     22,647,058    15,445,656

(a) Tax claims

(i) IR/CSL: Charges with goodwill amortization

The subsidiaries Cetrel and DAC were notified by the RFB, in December 2020 and June 2021, respectively, for the deduction of tax amortization charges on goodwill arising from the acquisition of equity interests in 2012.

The Management, based on its evaluation and that of its external legal advisors, considers it is probable that a taxation authority will accept this uncertain tax treatment since the ownership interest was acquired (i) for an amount determined on an arm’s length basis, (ii) as effective payment, and (iii) for business purposes arising from the allocation of effluent and waste treatment assets in the environmental segment. The cases are pending in the administrative sphere.

As of December 31, 2021, the updated amount of these claims was R$179,370 (2020: R$42,433).

F-76

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(ii) IR/CSL: Exchange variation on naphtha imports

In December 2017 and December 2020, the Company received a tax deficiency notice related to the favorable injunctions granteddisallowance of exchange variation expenses between the due date of commercial invoices and the effective payment of obligations related to naphtha imports, related to calendar years 2012 and 2015, respectively. Regarding calendar year 2012, disallowances led to the Company, in oneadjustment of tax losses and social contribution tax loss carryforwards. For 2015, a tax credit was considered along with a qualified fine corresponding to 150% of the claims,tax deficiency notice amount.

The tax deficiency notice issued in December 2020 also resulted in partial disallowance of the São Paulo Treasury Department rectifiedcost of naphtha imported from its subsidiary abroad, in an amount corresponding to the profit margin calculated by the subsidiary in the naphtha resale operations, carried out in 2014 and 2015.

As of December 31, 2021, this uncertain tax treatment is R$1.1 billion (2020: R$1 billion). The Management, based on its evaluation and that of its external legal advisors, estimates that: (i) it is probable that a taxation authority will accept this uncertain tax treatment given the regularity of using trading in import operations; the exchange variation expense is accessory to the principal and, therefore, deductible; fluctuations in exchange rates are not predictable; there are errors in the calculation of the subsidiary’s profit margin; (ii) the administrative proceedings will be concluded in 2026.

(iii) ICMS: Credit reversal on output with tax deferral

In July and December 2020, the Company was notified, by the State of Alagoas, due to the lack of ICMS tax payment arising from the alleged lack of reversal of the tax credited in operations prior to outflows with tax deferral. As of December 31, 2021, the value of these cases was R$587 million (2020: R$569 million).

The Management, based on its evaluation and that of its external legal advisors, estimates that: (i) the probability of loss is possible due to court precedents and evidence produced; and that the deferral is not a tax benefit and the establishment notified does not receive incentives, therefore the credit reversal is not necessary (whose maintenance, in addition, is assured by the legislation in force on said date); (ii) the administrative proceedings should be concluded by 2025.

(iv) IR/CSL: Foreign earned income – Braskem America

In July 2020, the Company was notified by RFB for not subjecting to taxation the income earned abroad by its subsidiary Braskem America Inc. in fiscal year 2015, given the no consideration of the tax credits obtained by this foreign subsidiary. The notification also involves allegations of undue offset of social contribution tax loss carryforwards for fiscal year 2016, due to the nonexistence of balances, given the disallowances arising from tax deficiency notices and the applications under tax amnesty programs.

Based on its evaluation and that of its external legal advisors, the Management considers it is probable that a taxation authority will accept this uncertain tax treatment since, In March 2021, the objection filed against this claim was upheld in the lower administrative court.

As of December 31, 2021, the updated amount of the taxes and tax effects from disallowances of income tax losses and social contribution tax loss carryforwards under said tax deficiency notice was R$271 million (2020: R$279 million).

(v) IR/CSL: Foreign earned income - Braskem Holanda

The Company received a deficiency notice from RFB, referring to fiscal years 2015 and 2016, stating its disagreement with applying the Agreement between Brazil and the Netherlands to avoid double taxation, which establishes that Dutch companies' profits cannot be taxed in Brazil.

F-77

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

The Management, based on its evaluation and that of its external legal advisors, understands that the profits earned by its subsidiary abroad are exempt from taxation in Brazil under Article 7th of said Agreement between Brazil and the Netherlands to avoid double taxation. It is pending in the administrative sphere. As of December 31, 2021, the amount of the debituncertain tax treatment is R$8.8 billion (2020: R$3.7 billion), including fiscal years already filed and non-filed.

(vi) PIS and COFINS: taxation of liability reductions settled in connection with the installment plan under Provisional Executive Order (“MP”) 470/2009

The Company received notice for not applying to applyPIS and COFINS taxes the reductions for fines and interest, for late paymentin view of the adoption of the installment plan offered under MP 470/2009.

As of December 31, 2021, the updated value of this proceeding amounted to R$910 million (2020: R$892 million).

The Management, based on its evaluation and inflation adjustment limited to the SELIC basic interest rate, which resulted in the debit being reduced by 20%. In the other claim, the tax liability was suspended. A performance bond was offered as a guarantee for these claims. Managementthat of its external legal advisors, estimates that these casesthe probability of loss is possible since the liability reductions arising from the amnesty and tax installment program, offered by the Federal Government, are not income taxable by PIS and COFINS and, even if so, should be considered financial income taxable, at the time, at zero tax rate.

The Management, based on its evaluation and that of its external legal advisors, estimates that this administrative proceeding should be concluded by 2022.2023.

(c)Corporate claims

On December 31, 2016,(vii) IR/CSL: Charges with goodwill amortization

The Company was served by the main claim is relatedRFB for deducting amortization charges, from 2007 to an ordinary collection claim combined with a request for damages for losses, requesting2013, relating to goodwill originated from acquisitions of shareholding interests in 2002. In 2002, Braskem foundation was fulfilled due to petrochemical assets disposals from several business groups.

After definitive reductions made in the payment of dividends and a share bonus arising from the class “A” preferred shares of the dissolved company Salgema Indústrias Químicas S.A.

Once the claim was granted, the amount effectively owed by Braskem began to be calculated. During this phase, the judge recognized that dividends and bonus related to fiscal years prior to 1987 had become time-barred and were no longer owed by Braskem.

However, the Alagoas State Court of Appeals reviewed the decision and considered that amounts prior to such period also were owed. Against the decision, Braskem filed a Special Appeal with the Superior Court of Justice (STJ), which is pending trial.

During fiscal year 2016, Braskem recognized a provision of R$53,547 and there is no guarantee related to this claim.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

23.2Claims with possible chance of loss

The balance of contingent liabilitiesadministrative instance, as of December 31, 20162021, the updated contingency is R$1.1 billion (2020: R$1 billion).

The Management, based on its evaluation and 2015that of its external legal advisors, estimates that: (i) it is probable that a taxation authority will accept this uncertain tax treatment since the equity interests were acquired with effective payment, a business purpose and the participation of independent parties; (ii) these administrative proceedings should be concluded by 2023, while the only current court proceeding should be concluded by 2030.

The Company offered a performance bond that covers the total amount involved in the court proceedings.

(viii) Non-cumulative PIS and COFINS taxes

The Company received a deficiency notice from the RFB due to the use of non-cumulative PIS and COFINS tax credits in the acquisition of certain goods and services consumed in its production process.

The matters whose chance of loss is deemed as follows:possible are mainly related to the following: (i) charges on transmission of electricity; (ii) freight for storage of finished products; (iii) extemporaneous credits from various acquisitions; (iv) property, plant and equipment; and (v) Prodesin. These matters have already been contested at the administrative and court level and comprise the period from 2006 to 2017.

       2016   2015 

Tax claims

   (a   6,307,214    5,858,112 

Labor claims

   (b   580,623    587,861 

Civil claims

   (c   494,965    361,760 

Other lawsuits

   (d   166,297    214,336 
    

 

 

   

 

 

 

Total

     7,549,099    7,022,069 
    

 

 

   

 

 

 

(a)Tax

OnAs of December 31, 2016,2021, the main taxamount under discussion of these notices is R$1,334 (2020: R$1,266).

The Management, based on its assessment and that of its external legal advisors, estimates that: (i) the administrative proceedings should be concluded by 2026, while the lawsuits should be concluded by 2031; and (ii) in the event of an adverse ruling for the Company, which is not expected, these contingencies grouped by mattercould be settled for up to 50% of the amounts in dispute. These estimates are based on the probability of loss of the Company's defense thesis, based on previous administrative and totaling, at least, R$30 million, are the following:court precedents.

F-78

Braskem S.A.

 

(i)ICMS

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

The Company offered a performance bond that covers the total amount involved in the court proceedings.

(ix) IR/CSL: Unlimited offsetting

In December 2009 and March 2017, the Company received tax deficiency notices claiming that the methodology used to offset tax losses and tax loss carryforwards that failed to observe the limit of 30% of the Taxable Profit and Social Contribution calculation base when offsetting such liabilities with Corporate Income Tax and Social Contribution liabilities in merger operations, respectively, in November 2017 and August 2013.

As of December 31, 2021, the updated value of the contingency amounted to R$430 million (2020: R$352 million).

The Management, based on its evaluation and that of its external legal advisors, estimates that: (i) it is probable that a taxation authority will accept this uncertain tax treatment since the noncompliance with the 30% limit mentioned above was exclusively due to the last Corporate Income Tax Statements (“DIPJ”) submitted by the Company, which was dissolved due to its merger into Braskem; (ii) the court proceedings should be concluded by 2031.

The Company offered performance bonds that cover the total amount involved in the court proceeding.

(x) ICMS

The Company is involved in many ICMS collection claims related to assessment notices drawn up mainly by the Finance Department ofin the States of São Paulo, Rio de Janeiro, Rio Grande do Sul, Bahia, Pernambuco and Alagoas. On December 31, 2016, the adjusted amounts of these claims total R$452 millionAlagoas, which materialized in administrative and the claimscourt proceedings. The matters assessed as possible losses include the following matters:topics:

· ICMS credit on the acquisition of assets that are considered by the Revenue Servicestax authority as being of use and consumption. The Revenue Service understands that the asset has to be a physically integral part of the final product to give rise to a credit. Most of the inputs questioned do not physically compose the final product. However, the Judicial branch has a precedent that says that the input must not necessarily be an integral part of the finished product, orand can be consumed in the production process.
process;

· ICMS credit arising from the acquisition of assets to be used in property, plant and equipment, which is considered by the Revenue Servicestax authority as not being related to the production activity, such as laboratory equipment, material for the construction of warehouses, security equipment, etc.
;

· internal transfer of finished products for an amount lower than the production cost;

· omission of the entry or shipment of goods based on physical count of inventories;

· lack of evidence that the Company exported goods so that the shipment of the goods is presumably taxed for the domestic market;

· non-payment of ICMS on the sale of products subject to tax substitution and credit from acquisitions of products subject to tax substitution;

· fines for the failure to register invoices; and

· nonpayment of ICMS tax on charges related to the use of the electricity transmission system in operations conducted in the Free Market (ACL) of the Electric Power Trading Chamber (CCEE).Chamber.

F-79

Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Braskem S.A.

Management notes to the financial statements

atAs of December 31, 20162021, the updated value of these proceedings was R$756 million (2020: R$883 million).

All amounts in thousands, except as otherwise stated

The Company’sManagement, based on its assessment and that of its external legal advisors, estimateestimates that: (i) these judicialadministrative proceedings are expected to be terminated in 2020, and (ii) in2026, while the event of an unfavorable decision to the Company, which is not expected, these contingencies could be settled for up to 40% of the amounts in dispute. This estimate is based on the probability of loss of the Company’s defense theory taking into consideration the case law at the administrative and judicial levels.

The Company offered assets for pledge in the amount of R$44 million, supporting exclusively the amounts involved in the lawsuits.

(ii)PIS and COFINS sundry

The Company is involved in collection actions related to PIS and COFINS assessments in the administrative and judicial courts, which discuss the alleged undue offsetting of credits arising from administrative proceedings and lawsuits, including: (i) Income Tax prepayments; (ii) FINSOCIAL; (iii) tax on net income (ILL); (iv)PIS-Decrees; and (v) the COFINS tax arising from the undue payment or payment in excess, as well the as COFINS levied on Interest on Capital.

On December 31, 2016, the adjusted amounts involved of these assessments total R$170 million.

The Company’s external legal advisors estimate that: (i) these judicialcourt proceedings are expected to be terminated in 2018;2031; and (ii) in the event of an unfavorable decision to the Company, which is not expected, these contingencies could be settled for up to 50% of the amounts in dispute. This estimate is based on the probability of loss of the Company’s defense theory taking into consideration the case law at the administrative and judicial levels.

The Company offered assets in guarantee,performance bonds that cover the total amount involved in the amount of R$128 million, which cover the amount exclusively involved in these claims.current court proceedings.

(iii)PIS, COFINS, IR and CSL: taxation of tax losses and reductions in debits in connection with the installment payment program under MP 4790/09

The Company was assessed for not recording as taxable the amounts of the credits from tax losses and social contribution tax loss carryforwards used to settle tax debits paid in installments under Provisional Presidential Decree 470/09. In the specific case of(xi) PIS and COFINS taxes,sundry

The Company is involved in collection actions related to PIS and COFINS assessments in the assessment also includesadministrative and judicial courts, with possible probability of loss, which discuss the reductions applied to finesalleged undue offsetting of credits arising from other administrative proceedings and interestlawsuits, including: (i) Income Tax prepayments; (ii) FINSOCIAL; (iii) tax on net income (ILL); (iv) PIS-Decrees – Federal Laws 2.445 and 2.449; and (v) the COFINS tax arising from the adoption of the installmentundue payment plan. Said tax credits and reductions of debits were not taxed, given the understanding of the Company that they did not represent taxable income.or payment in excess.

OnAs December 31, 2016,2021, the inflation-adjusted amountupdated amounts involved of taxes recordedthese assessments was R$131 million (2020: R$130 million).

The Management, based on its assessment and tax effectsthat of disallowances of income tax losses and social contribution tax loss carryforwards is R$1.5 billion.

The Company’sits external legal advisors, estimateestimates that: (i) the administrative level of these judicial proceedings isare expected to be concluded by 2018;terminated in 2024; and (ii) in the event of an unfavorable decision to the Company, which is not expected, these contingencies could be settled for up to 40%50% of the amounts in dispute. This estimate is based on the probability of loss of the Company’s defense theory taking into consideration the case law at the administrative and judicial levels.

NoThe Company offered guarantees have been accrued for these assessments.that cover the total amount involved in the current court proceedings.

Braskem S.A.(xii) IRRF and IR/CSL: Commission expenses

Management notes toIn December 2017, the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(iv)Non-cumulative PIS and COFINS

The Company received a tax deficiency notice from the Brazilian Federal Revenue Service dueRFB arising from: (i) the disallowance of commission expenses paid by Braskem in 2011; (ii) the disallowance of commission expenses paid by Braskem Inc. in 2013 and 2014; (iii) lack of payment of withholding income tax (“IRRF”) on the payments referred to the use ofnon-cumulative PIS and COFINS tax credits in the acquisition of certain goods and services consumed in its production process. The matters whose chance of loss is deemed as possible are mainly related to the following: (i) effluent treatment services; (ii) charges on transmission of electricity; (iii) freight for storage of finished products;previous item; and (iv) extemporaneous credits from acquisitionsthe disallowance of property, plant and equipment. These matters have already been contested at the administrative level and comprise the period from 2006 to 2011, and asadvertising expenses incurred in 2013.

As of December 31, 2016 totaled R$889 million.

The Company’s legal counsel, in view2021, the updated amount of the recent decisions by the Tax Resources Administrative Board and the evidence provided by the Company, assess as possible the chances of loss at the administrative and legal levels. Any changes in the court’s understanding of the position could cause future impacts on the financial statements of the Company due to such proceedings.

The Company’s external legal counsel expect the proceedings at administrative level to conclude in 2020.

No judicial deposit or other form of security was accrued for most of these claims, as they are still being discussed administratively.

(v)IR and CSL – Charges with goodwill amortization and other

The Company was served by the Federal Revenue Service for deducting amortization charges, from 2007 to 2012, relating to goodwill originated from acquisitions of shareholding interests in 2002. In that year, several business groups divested their petrochemical assets, which were consolidated to enable the consequent foundation of Braskem.

The current value of the recorded taxes and of the tax effects of the canceled tax loss and social contribution tax loss carryforwards through said deficiency notices on December 31, 2016, was R$ 1.2 billion.

This conclusion is based on the following: (i) the equity interests were acquired with effective payment, business purpose and the participation of independent parties; and (ii) the real economic nature of the transactions that resulted in the recording of interest and exchange variation expenses.

There is no judicial deposit or any other type of guarantee for these proceedings.

(vi)IR and CSL – Reduction of tax losses and social contribution tax loss carryforwards

The Company also received atax-deficiency notice due to the inclusion in the income and social contribution tax calculation base of interest and exchange variation expenses incurred in calendar-year 2008 related to obligations assumed in business combinations.

On December 31, 2016, the inflation-adjusted amount of tax effects from disallowances of income tax losses and social contribution tax loss carryforwards through said tax deficiency noticesnotice is R$57 million.142 million (2020: R$139 million).

It is probable that a taxation authority will accept this uncertain tax treatment based on the following: (i) the expenses incurred in 2011 already are subject to the statute of limitations. Furthermore, the tax credit recognized by the RFB considered the sum of the disallowances disputed in other administrative proceedings that are pending a final decision, which do not belong in the claim in question; (ii) the expenses incurred by Braskem Inc. already were paid by the Company itself, which led only to the reduction of its tax loss backlog, without the need to pay additional taxes; (iii) the IRRF claimed by the RFB aims to reach a taxpayer located abroad, which as such is not subject to Brazilian tax law; and (iv) the disallowed advertising expenses are related to the Company’s business activities.

The Management, based on the opinionits evaluation and that of its external legal advisors, assessedestimates that this administrative proceeding should be concluded by 2023.

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Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(xiii) Isolated fine – failure to ratify DCOMPS

In 2016 through 2021, the Company received notifications of individual fines imposed due to the use of credits from: (i) non-cumulative PIS/COFINS taxes; (ii) negative balances of IR/CSL taxes; (iii) REINTEGRA credits; and (iv) other credits, for offsets not approved by the RFB.

As of December 31, 2021, the updated value of these deficiency notices amounted to R$310 million (2020: R$345 million).

The Management, based on its evaluation and that of its external legal advisors, estimates that: (i) the probability of loss in this case as possible. Management estimates that this process may be concluded by 2022.

There is no judicial deposit or any other type of guarantee for any of these procedures.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(vii)IOF

The Company is a party to claims for the collection of IOF tax debits in administrative proceedings and lawsuits, which claim:(i) non-payment of IOF on operations relating to Advances for Future Capital Increase (AFAC) and checking accounts conducted by the merged companies Quattor Participações S.A. and Quattor Química S.A., which were considered loans by tax authorities; and (ii) requirement to pay IOF/credit on international fund transfers between the Company and CPN Incorporated through a checking account contract and single cash management related to the period from May 2002 to April 2004.

The current value of these notices on December 31, 2016, was R$168 million.

The Company’s external legal advisors estimate that the claims in the judicial sphere will be concluded in 2022.

The Company offered a guarantee of R$56 million, which supports the amount involved exclusively in the lawsuit.

(viii)Isolated fine – failure to ratify DCOMPS

In December 2016, the Company was notified of isolated fines corresponding to 50% ofnon-cumulative COFINS tax credits – Exports, which were offset with federal taxes and not approved by the Federal Revenue Service.

The matter is assessed as having a possible, chance of loss due to favorable court precedents, onespecially in the matterjudicial sphere; (ii) these administrative proceedings should be concluded by 2026.

(xiv) IR/CSL: Negative Balance – Offset

The Company claims, at the administrative and onjudicial level, that RFB denies offsets seeking to settle federal taxes with credits arising from a negative balance of IR/CSL.

As of December 31, 2016,2021, the assessments amounted to R$86 million.

The Company’s external legal counsels estimate that the conclusion in the administrative level will occur in 2020. There is no guarantee for the collection.

(ix)IR and CSL – unlimited offsetting

The company received a deficiency notice for the methodology used to offset tax losses and tax loss carryforwards by Ipiranga Petroquímica S/A, which failed to observe the limit of 30% of the Taxable Profit and CSL Calculation Base to offset such liabilities with IR and CSL debits in the statement submitted when it ceased activities due to its merger in September 2008.

On December 31, 2016, the restatedupdated value of the taxes recordedwhose offset was not approved amounted to R$381 million.173 million (2020: R$182 million).

The Company’sManagement, based on its evaluation and that of its external legal advisors, estimateestimates that: (i) it is probable that a taxation authority will accept this uncertain tax treatment given the court precedents and the evidence produced in records; (ii) the proceedings at the administrative level should be concluded by 2018; and (ii) in case of an unfavorable outcome for2024, while the Company, which is not expected, these contingencies couldproceedings at the judicial level should be settled for up to 50% of the amounts under dispute. These estimates are based on the likelihood of loss of the Company’s defense thesis, based on previous administrative and court precedents.concluded by 2023.

Considering that the requirement to pay the debit has been suspended, currently no administrative, judicial or other type of guarantee deposit has been made for these procedures.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(b)Labor

The Company offered guarantees that cover the total amount at December 31, 2016 is related to 870 indemnity and labor claims. Among these claims are:

(i)Class actions filed by the Union of Workers in the Petrochemical and Chemical Industries in Triunfo (RS), in the second quarter of 2005, claiming the payment of overtime amounting, with the parties settling the case in April 2015, with the disbursement of the amount that had been provisioned prior to December 31, 2014.

(ii)In the class action suits filed by the Trade Union of Petrochemical and Chemical Workers of Triunfo, Rio Grande do Sul (“SINDIPOLO”), in the third quarter of 2010, claiming the payment of overtime related to breaks during work shifts (“Breaks”)and the inclusion of overtime in the calculation of the weekly remunerated rest (“WRR”), in the restated amount of R$360,240, the following developments occurred in the period: (i) Breaks: the Superior Labor Court (“TST”) upheld the appeal by Braskem to eliminate breaks during work shifts, with the Trade Union filing an appeal at the TST, which rejected the appeal and handed down a final and unappealable decision in favor of Braskem. The amount of this suit is R$332,640; and (ii) WRR: judgment for plaintiff in the suit involving the inclusion of overtime in the calculation of the weekly remunerated rest, which was upheld by the Regional Appellate Labor Court (“TRT”), for which Braskem appealed to the TST, which ordered the case to be sent back to the TRT for a new trial. However, as the TRT did not judge on the merits, Braskem appealed once again to the TST. After examining the appeal, the TST handed down a new decision granting the claim. Braskem will enter into motion for clarification and special appeal at the Supreme Court (“STF”). In light of the most recent decision of TST, the process had its evaluation changed to probable loss and was recorded a provision of R$27,600. Braskem gave collateral in the form of 7,413 tons of ethylene.

(c)Civil

(i)Transport with excess weight

This is a Public-Interest Civil Action filed by the Federal Prosecution Office in Brasilia, with the objective of holding the company liable for damages caused to federal roads, by trucks carrying excess weight. The lawsuit to pay damages to the Country for material damages and collective pain and suffering,involved in the amount of R$57,906, on December 31, 2016. The interlocutory relief was granted, determining the Company to abstain from carrying excess weight on federal highways, under the penalty of paying R$20 for each violation. Braskem appealed against the decisioncurrent court proceedings.

(xv) PIS and is awaiting the lower court judgment. The case was classified as having a possible chance of loss, in light of the precedents in the Regional Federal Appellate Court of the 1st Region denying the claim by the Federal Prosecution Office.COFINS: Cide-Fuels Tax Offset

(ii)Caustic soda transportation

The Company is the defendant ina party to lawsuits filed by the ownerclaiming PIS and COFINS tax liabilities arising from their offset using Cide-Fuels tax credits, as authorized under Federal Law 10.336/2001.

As of a former distributor of caustic soda and by the shipping company that provided services to this former distributor, which, at December 31, 2016, total2021, the updated value of these cases was R$174,635. 118 million (2020: R$116 million).

The claimants seek indemnity for damages related to the allegednon-performance of the distribution agreement by the Company.

Management’sManagement, based on its evaluation supported by the opinionand that of its external legal advisors, who are responsible forestimates that this proceeding should be concluded by 2030.

The Company offered guarantee that cover the cases,total amount involved in the current court proceedings.

(b) Civil claims

(i) Resale of solvents

In January 2017, the Company became defendant in a civil lawsuit filed by former reseller of solvents, claiming alleged breach of a tacit distribution agreement. The lawsuit is pending judgment.

As of December 31, 2021, the claims prepared by the other party amounted to R$265 million(2020: R$223 million).

(ii) Hashimoto Public-Interest Civil Action

The Public-Interest Civil Action was filed in June 2018 by the São Paulo State Public Prosecutor’s Office against the Company and other firms that operate in the Capuava Petrochemical Complex, claiming the reparation and/or remediation of environmental damages supposedly arising from the emission of pollutants into the air, as well as the joint judgement of companies that comprise said complex seeking environmental moral damages in the updated amount of R$175 million (2020: R$144 million).

Braskem filed its defense in December 2020. The defense of the other defendants and the subsequent decision of the judge is pending. The Management, based on its assessment and that of its external legal advisors, believes that the lawsuitslawsuit possibly will possibly be dismissed within a period of 8eight years.

No judicial deposit (c) Labor claims

Lawsuits filed by former team members and contractors who provided services to Braskem, and are chiefly related to overtime, wage parity and other amounts established in labor laws.

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Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(d) Environmental claims

Public-Interest Civil Action filed in September 2011 by the Local Government of the city Ulianópolis in Pará State against Braskem and other companies, claiming reparation and/or other formremediation of guarantee was accrued for these lawsuits.

Braskem S.A.

Management notesenvironmental damages allegedly resulting from the delivery of waste to the Brazilian Bauxite Company , which had not disposed of it properly, polluting an area of the Municipality of Ulianópolis, as well as the joint and several liability of these companies for the payment of indemnification for environmental damage in the updated amount of R$325 million (2020: R$277 million). The companies filed their defense and the judge’s decision is pending.

The Management, based on its assessment and that of its external legal advisors, believes that the lawsuit possibly will be dismissed within a period of eight years. 

(e) Social security claims

In 2012, the Company withdrew sponsorship of the plans Petros Copesul and Petros PQU, whose private pension entity was Petros, remaining the obligation established under the Sponsorship Withdrawal Instrument to pay the mathematical reserves of Members, pursuant to Complementary Law 109/2001, which was met in 2015. However, after the payment, several beneficiaries filed individual and collective action regarding various claims, such as: (i) Difference of the Individual Withdrawal Fund; (ii) Change in data base; (iii) age limiter; (iv) 90% of supplementation; (v) Return of Contributions; (vi) Difference in Savings Account Reserve; (vii) Objection against legality of Sponsorship Withdrawal.

Currently, this portfolio is composed of 783 active cases deemed as possible in terms of financial statementscontingency, representing an estimated disbursement of R$332 million (2020: R$327 million).

at(f) Other lawsuits

(i) Incentivized Preferred Shares

The Company currently is subject to the liquidation of an award related to a lawsuit filed in 1988, whose decision required Polialden Petroquímica S.A., a company merged into Braskem, to pay certain non-controlling shareholders that hold preferred shares in Polialden the distribution of the remaining net profit of the company.

The liquidation of award aims to determine the value of the dividends to be paid in accordance with the terms of the decision. The process is awaiting the start of the expert evidence.

As of December 31, 2016

All amounts in thousands, except2021, based on Management’s evaluation and that of its external legal advisors, the Company recorded a provision of R$19 million (2020: 16.9 million) for matters whose an outflow of resources is probable. The amount evaluated as otherwise statedpossible loss is R$238 million, and the total amount of the lawsuit is R$257 million (2020: R$206 million).

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Braskem S.A.

 

(d)Other lawsuits

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(ii) Social security – hazardous agents

(i)Social security contributions – Withholding of 11%

The Company was assessed by the Federal Revenue Service for allegedly withholding social security at the rate of 11% on the gross amount of invoices, bills or trade notesis a party to other administrative proceedings and lawsuits, which claim: (i) payments related to services executed through assigned labor,tax-deficiency notices for additional contribution for Occupational Accident Risk (“RAT”) to fund the special retirement plan due to the alleged exposure of workers to hazardous agents; as well as financial penalty for not disclosing it in GFIP (from April 1999 to February 2006); (ii) the assessment of premium for RAT in view of workers’ alleged exposure to hazardous agents (noise and carcinogenic agents) in the period from February 1999January 2016 to July 2018; and (iii) the claim in a tax foreclosure, of said additional payment for RAT, related to periods from November 2000 to January 2001 and from November 2001 to June 2002, amounting to R$48 million, on2002.

As of December 31, 2016.2021, the total amount of these proceedings as of is R$187 million (2020: R$182 million), including the new tax notice received in May 2020.

The Company’s legal advisors, in viewManagement, based on its assessment and that of prior decisions by the CARF and the evidence provided by the Company, assess as possible the chances of loss at the administrative level. The conclusion is supported, among other things, by the following: (i) the time-barring of a portion of the debits; (ii) the mismatch between the service provided and the tax substitution system under Article 31 of Federal Law 8,212/1991; (iii) the lack of the requirements to characterize assignment of labor, and other matters that would have to be evidenced through a tax diligence.

The Company’sits external legal advisors, estimateestimates that the probability of loss is possible and the administrative proceedings should be concluded by 2024, while the only current court proceeding should be concluded in 2018.by 2028.

There is no judicialNo deposit or any other type of guarantee for this procedure.the proceedings still pending in the administrative instance have been made, and the only lawsuit is secured by a guarantee insurance.

24.3 Class action

23.3Reports of irregularities and global settlement with authorities

(a)Allegations, internal investigation

On August 25, 2020, an action was filed against Braskem and some of its subsidiaries are subject to a number of anti-corruption lawscurrent and former executives in the countries where they operate, including Federal Law 12,846/2013, orUS District Court for the Brazilian Anticorruption Law, which came into force on January 28, 2014, and the U.S. Foreign Corrupt Practices Act (FCPA).

In March 2015, in connection with theso-called “Operation Car Wash,” certain allegations made by defendants in criminal proceedings were made public, according to which Braskem was allegedly involved in illegal payments to obtain benefits under feedstock supply agreements entered into with Petrobras.

In lightDistrict of said facts, the Company immediately approved the engagement of law firms with extensive and proven experience in similar casesNew Jersey, in the United States, on behalf of an alleged class of investors who acquired Braskem's shares. The action is grounded in the U.S. Securities Exchange Act of 1934 and its rules, based on allegations that the defendants made false statements or omissions related to the geological event in Alagoas. On January 15, 2021, the Court named two plaintiffs to act as leading plaintiffs in the action. On April 28, 2021, the lead plaintiff of the action filed a consolidated complaint with its initial arguments, defining as relevant the period of acquisition of the Company’s securities from March 21, 2019 to July 8, 2020. The Company engaged a specialized US-based law office to represent it in the class action and has filed a motion to dismiss, which is pending analysis by the Court.

The Management, based on its assessment and that of its external legal advisors, and given the initial phase of the class action mentioned above, considers it is not possible to reliably estimate the potential amount involved.

Braskem cannot reliably predict the future developments of this matter or the expenses arising from it, including rates and costs in solving the dispute. The Company may be named as a defendant in other similar legal actions.

24.4 Contingent assets

Contingent assets normally arise from unplanned or unexpected events that give rise to the possibility of an inflow of economic benefits to the Company. Contingent assets are not recognized in the financial statements, but they are disclosed when it is likely that an inflow of economic benefits will occur. However, when the inflow of benefits is virtually certain, the asset is recognized in the financial position statement because that asset is no longer considered contingent.

(i) Compulsory loans Centrais Elétricas Brasileiras S.A. (“Eletrobrás")

The compulsory loan in favor of Eletrobrás was established by Federal Law 4.156/62, to finance the energy industry and remained effective until 1993. It was collected through the energy bills of industrial consumers with monthly consumption equal to or higher than 2000kwh and, after successive amendments to the law, the reimbursement, plus compensatory interest of 6% p.a., was extended to 20 years, which can be anticipated through conversion of credits into shares issued by Eletrobrás.

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Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Between 2001 and 2009, the companies merged into Braskem S.A. filed proceedings seeking the recovery of amounts related to differences in the inflation adjustment of the compulsory loan, interest on arrears and compensatory interest and other related payments.

The Company obtained a favorable final and unappealable decision in the cases of the merged companies Alclor Química de Alagoas Ltda., Companhia Alagoas Industrial (“Cinal”), Companhia Petroquímica do Sul S.A. (“Copesul”) and Trikem S.A., which are in the execution phase, discussing the amounts to be effectively returned. The cases of the merged companies Ipiranga Petroquímica S.A., Petroquímica Triunfo Ltda. and Quattor Química S.A are in the cognizance phase.

The term, form and amount to be realized are still uncertain, so it is not possible to determine the amount to be received and, for such reason, the asset does not meet the conditions to be recorded in the financial statements.

25 Leniency agreement with authorities

In the context of allegations of undue payments in connection with Operation Car Wash in Brazil, (“Expert Firms”)the Company hired external experts in investigation to conduct an independent internal investigation into thesuch allegations cited above (“Investigation”) and to report their findings.

In December 2016, the Company entered into Leniency Agreements with the Federal Prosecution Office (Ministério Público Federal, hereinafter “MPF”) and with U.S. and Swiss authorities (“Global Settlement”), in the amount of US$957 million (R$3.1 billion, at the time), which were officially ratified.

Further, the Company engaged in the process of cooperation and negotiation with the Ministry of Transparency and the Office of The Federal Controller General (Controladoria-Geral da União, hereinafter “FCG”) and the Office of the Attorney General (Advocacia-Geral da União, hereinafter “AGU”), which culminated in the execution of the leniency agreement with such authorities on May 31, 2019 (“FCG/AGU Agreement” and, jointly with the Global Settlement, “Agreements”).

The FCG/AGU Agreements addresses the same facts that are the subject of the Global Settlement and provides for an additional disbursement of R$409,877 million due to the calculations and parameters adopted by FCG/AGU. In addition, in 2019, the State Prosecution Office of Bahia and the State Prosecution Office Rio Grande do Sul adhered to the Agreement with MPF. However, no additional payments are expected to be made by the Company.

The AGU, FCG and MPF agreed to allocate most of the amounts received under the Agreements to the reparation of victims of the wrongdoings, including other public authorities and agencies, and to adopt monitoring measures of such third parties with which Braskem comes to start negotiations in connection with the matters under the Agreements, seeking to avoid the duplication of compensation.

The Company already has paid R$2,752,711, distributed as shown below:

             
Agreements signed with: AGU FCG and MPF DoJ OAG MPF SEC Total
Amounts paid 559,896   296,591   407,300 1,282,464   206,460 2,752,711

(*) Swiss Office of the Attorney General (“OAG”).

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Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

As of December 31, 2021, the outstanding amount is R$1,123,296 (with R$353,385 and R$769,911 as current and non-current liabilities, respectively), under the supervisionAgreement with MPF and FCG/AGU Agreement, which will be paid in four annual installments adjusted by the variation in the Selic rate and payable until January 30, 2025. To guarantee payment of the installments of these installments coming due, Braskem gave as collateral assets from its property, plant and equipment corresponding to one annual installment.

The Agreements do not exempt the Company from other third parties, with legitimate interest, seeking indemnity for damages caused by the facts covered by the Agreements, including other authorities that seek to impose new pecuniary sanctions or fines or initiate new investigations into the Company.

The Company does not anticipate the need for any additional payment, but it cannot guarantee that the total amount agreed will be sufficient for full reparation of all any injured parties, considering that the agreements do not exempt the Company from any liabilities with third parties that have legitimate interests in collaborationthe facts covered by the Agreements.

The Company will continue to cooperate with the competent public authorities, while improving its compliance and anti-corruption practices. The Company was subject to external independent monitoring, for a period of three years, as a result of the Agreements. The monitors were responsible for verifying compliance with the Global Settlement, as well as the efficacy of internal controls, policies and procedures of the Company in reducing the risk of noncompliance with anti-corruption laws.

Finally, in March 2020, based on the certification report issued by the independent monitors that have monitored the Company over the last three years, the MPF confirmed the end of the monitorship, the effectiveness of the Company’s compliance program and the fulfillment of the obligations under the MPF Agreement. Subsequently, on May 13, 2020, the U.S. Department of Justice (“DoJ”) and the U.S. Securities and Exchange Commission (“SEC”). Untilmid-July 2016, confirmed the Investigation had not obtained evidence confirming any wrongdoingsconclusion of the monitorship established under the agreements with said authorities.

The Company will continue to undergo external monitoring by the Company.FCG/AGU until the end of 2022. All compliance obligations are being honored as recommended by the authorities.

The Company is in compliance with all of its obligations under the Agreements and continues to cooperate with government authorities.

26 Geological event - Alagoas

The Company operated, since their origin and as the successor of Salgema Company, salt mining wells located in Maceió city, with the purpose of supplying raw material to its chlor-alkali and dichloroethane plant. In March 2018, an earthquake hit certain districts of Maceió, Alagoas, where the wells are located, and cracks were found in buildings and public streets of Pinheiro, Bebedouro, Mutange and Bom Parto districts.

The Geological Survey of Brazil (“CPRM”) issued a report, in May 2019, indicating that the geological phenomenon observed in the region, could be related to the rock salt exploration activities developed by Braskem. In view of these events, on May 9, 2019, Braskem preventively decided to suspend its salt mining activities and the operation of its chlor-alkali and dichloroethane plant.

The Company has been devoting its best efforts to understand the geological event occurring in a specific region of Maceió and has been conducting, with the support of independent institutions and nationally and internationally renowned specialists, a series of studies focusing on: (i) the understanding the geological phenomenon and possible surface effects; and (ii) the analysis of well’s stability. The results are being shared with the Brazilian National Mining Agency (“ANM”) and other pertinent authorities, with which the Company has been maintaining constant dialogue.

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Braskem S.A.

 

(b)New reports and undue payments

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Braskem presented to ANM measures for shutting down its salt mining fronts in Maceió, with measures for the closure of its wells, and, on November 14, 2019, it proposed the creation of a protective area surrounding certain wells as a precautionary measure to ensure public safety. These measures are based on a study conducted by the Institute of Geomechanics of Leipzig (IFG), in Germany, an international reference in the geomechanical analysis of areas of salt extraction by dissolution, and are being adopted in coordination with the local Civil Defense and other authorities.

On January 3, 2020, the 3rd Federal Court of Alagoas ratified the Agreement to Support the Relocation of People in Risk Areas (“Agreement”), entered into by Braskem and the State Prosecution Office (“MPE”), the State Public Defender’s Office (“DPE”), the Federal Prosecution Office (“MPF”) and the Federal Public Defender’s Office (“DPU”, and in conjunction with the MPE, DPE and MPF, the “Authorities”). The Agreement establishes cooperative actions for relocating residents from risk areas, defined in the Map of Sectors of Damages and Priority Action Lines by the Civil Defense of Maceió (“Civil Defense Map”), and guaranteed their safety, which provides support, under the Financial Compensation and Support for Relocation Program (“PCF”) implemented by Braskem to the population in specified risk areas.

After updates of the Civil Defense Map, two legal instruments were signed with the Authorities, in July and October 2020, to include properties in the PCF.

In late July 2016,parallel, the Company received new information concerning wrongdoings that cameconducted negotiations with the competent authorities regarding the Public-Interest Civil Action for Socio-environmental Reparation proposed by the MPF, related to light during the collaborationgeological event in Alagoas.

On December 30, 2020, the Company and the Authorities executed:

(i) the Second Amendment to the Agreement dated January 3, 2020 (“Agreement for Compensation of former executivesResidents”) through which the parties agreed to include in the PCF the relocation of Braskemadditional properties defined by both the Civil Defense Map, which was updated in December 2020 (version 4), and the specialized and independent technical studies (“Studies”) commissioned by the Company and carried out by internationally recognized entities, comprising the area affected and with potential to be affected by the geological event according to these documents; and

(ii) the “Agreement to Dismiss the Public-Interest Civil Action on Socio-Environmental Reparation” and the “Agreement to define the measures to be adopted regarding the preliminary injunctions of the Public-Interest Civil Action on Socio-Environmental Reparation” with the MPF and MPE, the latter as intervening-consenting party (jointly referred to as "Agreement for Socio-Environmental Reparation"), both detailed in Note 26.1(ii). Moreover, the Agreement for Socio-Environmental Reparation envisages the inclusion of other parties, which depends on specific negotiation with such potential parties.

Over the course of 2021, the Company maintained its best efforts towards solving the issues arising from the geological event, proactively adopting all necessary and applicable measures whilst fully honoring all commitments undertaken. Highlights: (i) PCF significant advances on assisting public authorities to vacate properties located in the risk areas and submitting full financial compensation offers with a high level of acceptance; (ii) the actions for closing and monitoring the salt wells, which are following the mining closure plan approved by the ANM, seeking to stabilize the subsidence phenomenon resulting from salt mining; and (iii) the social and environmental diagnoses conducted in connection with the cooperationSocio-Environmental Reparation Agreement.

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Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

As assessed by Odebrechtthe Company and its external advisors, considering the measures recommended on technical studies in the short and long-term and the existing information and refined estimates of expenses for implementing several measures connected with Operation Car Wash.the geological event in Alagoas, the provision recorded as of December 31, 2021 was R$7,661,259, with R$4,378,071 under current liabilities and R$3,283,188 under non-current liabilities.

The following table shows the changes in the provision in the period:

         
        Consolidated
    2021  2020   2019 
         
Balance at beginning of the year             9,175,777           3,383,067  
         
 Provisions            1,339,765           6,901,827           3,383,067
 Payments and reclassifications (*)          (2,928,081)         (1,181,931)  
 Realization of present value adjustment                  73,798                 72,814  
Balance at the end of the year             7,661,259           9,175,777           3,383,067
         
Current liability            4,378,071           4,349,931           1,450,476
Non-current liability            3,283,188           4,825,846           1,932,591
Total            7,661,259           9,175,777           3,383,067

(*)Out of this amount, R$2,739,686 (2020: R$1,137,736) refers to payments made and R$188,395 (2020: R$44,195) was reclassified to other accounts payable.

The current provision can be segregated into the following action fronts:

a. Support for relocating and compensating for the residents, business and real state owners of properties located in the Civil Defense Map updated in December 2020, including establishments that requires special measures for their relocation, such as hospitals, schools and public equipment.

For these actions, the recorded amount of R$3,390,849 (2020: R$5,194,627 / 2019: R$1,687,700) comprises expenses related to relocation actions, such as relocation allowance, rent allowance, household goods transportation and negotiation of individual agreements for financial compensation.

b. Actions for closing and monitoring the salt wells, environmental actions and other technical matters. Based on such information, the Investigation confirmedfindings of sonar and technical studies, Braskem has defined stabilization and monitoring actions for all 35 existing salt mining wells. Considering the existencediscussions held in December 2021, based on studies of payments made between 2006the specialists, the recommendation was to fill 5 more salt wells with solid material, bringing the total wells to be filled to 9, a process that should take 4 years. For the remaining 26, the recommended actions are: conventional closure using the tamponade technique, which consists of promoting the cavity pressurization, applied worldwide for post-operation cavities; confirmation of natural filling status; and, 2014for some wells, sonar monitoring.

The monitoring system implemented by Braskem envisages actions to third partiesbe developed during and after the closure of wells, focusing on safety and monitoring of region’s stability.

The Company’s actions are based on technical studies conducted by outsourced specialists, with the recommendations presented to the competent authorities. The Company is implementing the actions approved by ANM.

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Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

In December 2021, the environmental diagnosis study indicated preliminary proposal of actions for agency servicesaddressing the environmental impacts identified, which proved not being effectively rendered. These undue payments were madeshould still follow the process established in the Socio-Environmental Reparation Agreement.

The provisioned amount of R$1,691,032 (2020: R$1,585,366) to three offshore companiesimplement the measures described in this item was calculated based on existing techniques and allegedly werethe solutions planned for the current conditions of the wells, including expenses with technical studies and monitoring, as well as environmental actions already identified. The provision amount may change in the future, in accordance with the results of the monitoring of the wells, the progress of implementing the plans to close wells, the monitoring of the ongoing measures and other possible natural alterations.

c. Social and urban measures, under the Agreement for Socio-environmental Reparation signed on December 30, 2020, allocating R$1,580,000 for the adoption of actions and measures in vacated areas, urban mobility and social compensation actions, of which R$300 million going to indemnification for social damages and collective pain and suffering and possible contingencies related to the renderingactions in the vacated areas and urban mobility actions. The provision amount, updated by inflation index established in the agreement and net of commercial intermediation services. These companies simply transferredpresent value adjustment, is R$1,577,186 (2020: R$1,515,498).

d. Additional measures, for which the fundsprovision amounts to a series of other companies, which ultimately made improper paymentsR$1,002,192 (2020: R$880,286), for expenses with: (i) actions related to benefit Braskem on matters involving the naphtha supply agreementTechnical Cooperation Agreements entered into by the Company; (ii) the hiring of external advisors to support the execution of the relocation actions and compensation of the families; (iii) infrastructure for assisting residents; (iv) expenses with managing the event in Alagoas relating to communication, compliance, legal services, etc.; (v) additional measures to assist the region and maintenance of areas; and (vi) other matters classified as a present obligation for the Company, even if not yet formalized.

Braskem S.A.The provisions of the Company are based on current estimates and assumptions and may be updated in the future due to new facts and circumstances, including, but not limited to: changes in the execution time, scope and method; the success of action plans; new repercussions or developments arising from the geological event; and the conclusion of studies that indicate recommendations from specialists, including the Technical Monitoring Committee, according to Agreement for Compensation of Residents, and other new developments in the matter.

Management notesThe measures related to the financial statementsmine closure plans are also subject to the analysis and approval by ANM, the monitoring of results of the measures under implementation as well as changes related to the dynamic nature of geological events.

at December 31, 2016

All amounts in thousands, except as otherwise stated

Petrobras in 2009 and terminated in 2014, andContinuous monitoring is essential for confirming the results of the current recommendations. Accordingly, the plans to amendmentsclose the wells may be updated based on the need to adopt technical alternatives to stabilize the subsidence phenomena arising from the extraction of federal and state tax law to obtain tax incentives and monetize tax credits to which the Company already was entitled, as made public under the agreements with DoJ and SEC. The payments made by Braskem to these three companies from October 2006 to December 2014 amount to approximately R$513 million.

Additional procedures conducted aftersalt. In addition, the conclusion of the Investigation identified payments madestudies to confirm the natural filling of certain cavities and the assessment of the future behavior of cavities to be monitored using sonar could indicate the need for certain additional measures to stabilize them.

The actions to repair, mitigate or offset potential environmental impacts and damages, as provided for in the Socio-environmental Reparation Agreement, to be financed by Braskem, will be proposed considering the environmental diagnosis prepared by a fourth agentspecialized and independent company. After the conclusion of all discussions with authorities and regulatory agencies, as per the process established in the agreement, an action plan will be agreed to be part of the measures for a Plan to Recover Degraded Areas (“PRAD”).

At this time, the preliminary actions for addressing the environmental impacts are already being mapped, but it is still impossible to predict the outcome of the environmental diagnosis, as well as possible costs to be added in the Company’s provisions.

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Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Furthermore, the Socio-Environmental Reparation Agreement envisages the potential adherence by other parties, including the Municipality of Maceió. In the context of developments in this topic, on February 25, 2022, the Municipality of Maceió signed the partial Term of Adhesion to the Socio-environmental Reparation Agreement, which addresses the allocation of resources provided for in mentioned Agreement to urban mobility actions, as disclosed in Note 37 (b).

The Company continues in negotiation with the Municipality of Maceió regarding its other claims, however, to date, it is unable to predict the results and timeframe for concluding this negotiation or its possible scope and associated costs. In the same direction, Braskem became aware of the establishment of a special commission by the State of Alagoas Government to investigate possible damages caused to the State as a result of the vacation of risk areas or the geological event, and it is not possible to predict what types of claims may be formulated.

It is not possible to anticipate all new claims, related to damages or other nature, that may be brought by individuals or groups, including public or private entities, that understand they suffered impacts or damages somehow related to the geological phenomenon and the relocation of people from November 2005risk areas, as well as new notices of infraction or administrative penalties of diverse natures. Braskem continues to September 2006face and could still face administrative procedures and various lawsuits filed by individuals or legal entities not included in the PCF or that disagree with the financial compensation offer for individual settlement, as well as new collective actions and new lawsuits filed by public utility concessionaires, entities of the direct or indirect administration of the State, Municipality or Federal level. Therefore, the number of such actions, their nature or the amounts involved cannot be estimated at this moment.

Consequently, the Company cannot eliminate the possibility of future developments related to the Geological Event in Alagoas, the relocation process and actions in vacated and adjacent areas, so the expenses to be incurred may differ from its estimates and provisions.

The Company is negotiating with its insurers the coverage of its insurance policies. The payment of compensation will depend on technical assessment of the insurance coverage under these policies, taking into consideration the complexity of the subject. For this reason, no payment of compensation was recognized in the financial statements of the Company.

26.1 Lawsuits pending

In the context of this event, the following lawsuits were filed against the Company:

(i) Public-Interest Civil Action (“ACP”) filed by the Alagoas State Prosecution Office (“MPE”) and the Alagoas State Public Defender’s Office – Reparation for Residents

Public-Interest Civil Action claiming the payment of indemnification for damages caused to the buildings and the residents of areas affected in the Pinheiro district and surrounding areas (currently includes the Mutange, Bebedouro and Bom Parto districts), in the total minimum amount of R$6.7 billion, with initial request for provisional measure to freeze the Company’s financial and other assets in the same amount. Successive orders to freeze funds resulted in the court blocking of R$3.7 billion in assets in 2019, and the unfreezing occurred in January 2020. Once the case was sent to the Federal Courts, the Federal Prosecution Office started to participate in the action.

The first agreement under this Public-Interest Civil Action (Reparation for Residents) was ratified on January 3, 2020. The Agreement to Support the Relocation of People in Risk Areas (“Agreement”), entered into by Braskem and the Alagoas State Prosecutors’ Office (“MPE”), the Alagoas State Public Defenders’ Office (“DPE”), the Federal Prosecutors’ Office (“MPF”) and the Federal Public Defenders’ Office (“DPU”, and jointly with the MPE, DPE and MPF, the “Authorities”), establishes cooperative actions for relocating people in risk areas and guaranteeing their safety, which provides support under the Financial Compensation and Support for Relocation Program (“PCF”) implemented by Braskem, for the population in specified risk areas.

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Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

After updates of the Map of Sectors of Damages and Priority Action Lines by the Civil Defense of Maceió (“Civil Defense Map”), two legal instruments were entered into with the Authorities, in July and October 2020, to include properties in the PCF.

On December 30, 2020, the Company and the Authorities executed a second amendment to the Agreement (“Agreement for Compensation of Residents”) to terminate the Public-Interest Civil Action, through which the parties agreed to include in PCF the relocation of additional properties defined in the updated version of the Civil Defense Map, of December 2020, and in the independent technical and specialized studies engaged by the Company on the potential impact of the geological event on the surface of the region (“Studies”). The Agreement for Compensation of Residents includes the area currently affected by the geological event, according to the Civil Defense, and the areas with potential future impacts indicated in the Studies. The Company estimates that the total number of properties covered by PCF after the execution of the Second Amendment is around 15,000 properties.

To implement the actions envisaged in the Public-Interest Civil Action, the Company undertook to maintain R$2.7 billion in a checking account (R$1.7 billion under the Agreement and an additional R$1 billion under the Second Amendment), with minimum working capital of R$100 million, whose transactions will be verified by an external audit company. As December 31, 2021, arising from the costs incurred related to the PCF, the balance of this checking account corresponded to R$835,517 under current assets (2020: R$1,322,725). In addition, the Company and the Authorities agreed to: (i) create a technical group (Technical Monitoring Committee) to monitor the geological event and study the areas adjacent to the Civil Defense Map for a period of five years; and (ii) maintain a performance bond in the amount of approximately R$441.8 billion (down from the R$2 billion performance bond envisaged in the Agreement).

With the judicial ratification by the courts of the Agreement for Compensation of Residents on January 6, 2021, this Public-Interest Civil Action was terminated.

(ii) Public-Interest Civil Action filed by the Alagoas State Federal Prosecution Office (MPF-AL) – Social-environmental reparation

Public-Interest Civil Action claiming the payment by the Company of indemnification for socio-environmental damages and other collective damages, as well as the adoption of corrective and environmental compliance measures, with preliminary injunction requiring the freezing of assets, suspension of borrowings with the BNDES, formation of an own private fund in the initial amount of R$3.1 billion and the pledging of guarantees in the amount of R$20.5 billion. The original amount of the action, initially at R$28.3 billion, was adjusted by a court decision to R$27.6 billion.

On December 30, 2020, the Agreement for Socio-environmental Reparation was executed, with the Company mainly undertaking to: (i) adopt measures to stabilize and monitor the subsidence phenomenon resulting from salt mining; (ii) repair, mitigate or compensate potential impacts and environmental damages arising from salt mining in the Municipality of Maceió; and (iii) repair, mitigate or compensate potential impacts and social and urban damages arising from salt mining in the Municipality of Maceió, as detailed below:

(i) To stabilize the cavities and monitor the soil, the Company will continue to implement the action plans involving the closure of mining fronts prepared by Braskem and approved by the ANM, whose measures can be adjusted until the stability of the subsidence phenomenon resulting from salt mining is verified.

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Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(ii) Regarding the potential environmental impacts and damages resulting from salt mining in the Municipality of Maceió: as agreed with the MPF, the Company hired a specialized independent company to identify and recommend measures for recovering, mitigating or compensating any environmental impacts identified as the result of salt mining activities in Maceió. After the ongoing study is concluded, the Company will implement and pay for any measures recommended by the study and agreed upon between the Company and the MPF. Since the study is in progress, we cannot anticipate its outcome or if it will entail additional provisions.

(iii) Regarding potential impacts and social and urban damages arising from salt mining in the city of Maceió: to allocate the maximum amount of R$1,280 million for adopting actions and measures in vacated areas, urban mobility actions and social compensation actions.

Moreover, the Company and the MPF agreed to: (i) allocate the additional amount of R$300 million for indemnification for social and collective pain and suffering and possible contingencies related to actions in vacated areas and in urban mobility actions; (ii) constitute a security interest on certain assets of the Company in the amount of R$2.8 billion to replace the performance bond of R$ 1 billion; and (iii) engage specialized consulting firms to support the definition of actions established in the Agreement for Socio-environmental Reparation and the assessment of the Company’s Socio-Environmental program.

The Agreement for Socio-environmental Reparation was ratified by Court on January 6, 2021, with the termination of the Public-Interest Civil Action for Socio-environmental Reparation with regard to Braskem. Moreover, this agreement provides for the possibility of adhesion by other parties, at the discretion of the main parties.

Finally, under the Agreement for Socio-environmental Reparation, on January 21, 2021 the Civil Investigation launched in June 2020 by the MPE was closed. It aimed to: (i) calculate the extent of the urban damages caused by the geological event that referredoccurred in Maceió; (ii) seek, from liable parties, necessary and adequate architectural solutions for the destination, restoration and/or use of the cited empty spaces left in the districts impacted; (iii) calculate, if applicable, potential compensatory liabilities for the damages caused to the same scheme identifiedurban order.

(iii) Public-Interest Civil Action filed by the Investigation. SinceFederal Public Defender’s Office (“DPU”): refusal of insurance within the additional findings were relatedscope of Housing Financial System (“SFH”)

Public-interest civil action filed by DPU to question the denial of necessary insurance for contracts under the SFH to acquire properties located within a radius of 1 km outside the risk area defined by the version 4 map of Civil Defense authorities, which is the subject matter of the Residents PCA agreement – v. item (i).

Insurers linked to SFH, financial agents, the regulatory agency and Braskem are the defendants. The main claim is only against the insurers, financial agents and the regulatory agency on the grounds that the refusal to contract the insurance is abusive and has no technical or legal grounds. There is a secondary and eventual claim to sentence Braskem to pay indemnification in an amount to be settled in the future, if the judge understands that the refusal somehow has grounds due to the same scheme identifiedsubsidence phenomenon.

It is not possible to estimate the indemnification amount, which will depend on the evidence of damages submitted by people whose insurance was denied.

(iv) Indemnifying action: Companhia Brasileira de Trens Urbanos (“CBTU”)

On February 2, 2021, the Company was notified of the filing of a lawsuit by Companhia Brasileira de Trens Urbanos (“CBTU”), formulating initially only a preliminary injunction for maintaining the terms of the cooperation agreement signed previously by the Investigation, they do not represent a riskparties. The request was denied in lower and appellate courts, given the fulfillment of the obligations undertaken by Braskem. On February 24, CBTU filed an amendment to the Global Settlement.

(c)Payment of taxes

The identificationinitial request claiming the payment of these payments withoutcompensation for losses and damages in the renderingamount of R$222 million and for moral damages in the amount of R$500 thousand, as well as the imposition of obligations, including the construction of a new rail line to substitute the stretch that passed through the risk area. As of December 31, 2021, the updated value of this action is R$1.4 billion (the initial value attributed to the claim, by CBTU, is R$1.3 billion). Braskem signed a memorandum of understanding with CBTU to seek a consensual solution and the stay of the corresponding service led tolawsuit during the recognition, in October 2016, of taxes payable to the federal government and to an adjustment to the account Deferred Income Tax and Social Contribution. The determination, in 2016, of these taxes due in prior fiscal years was recognized as a correction of material error, in accordance with the pronouncement IAS 8, which led to its recognition retrospectively in the 2015 financial statements, and prior years. The tax expanse that impacted the statement of operations for the year ended December 31, 2016 and prior years, including charges for late payment, amounted to R$254,373.negotiation period. As a result of a joint petition by the tax calculation reprocessing,parties, the Company recognized an amount of R$13,704 as an advance payment of income tax and social contribution, whichlawsuit was presented under the “taxes recoverable” account. These amounts were paid during the fourth quarter of 2016. The adjustment of the account Deferred Income Tax and Social Contribution, which impacted the statement of operations, amounted to R$30,268.stayed until December 20, 2022.

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Braskem S.A.

 

(d)Global Agreement with authorities

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

With

The Management, based on its evaluation and that of its external legal advisors, classifies the confirmationprobability of wrongdoings, on October 3, 2016, Braskem started discussions with DoJloss in this case as possible.

(v) Action for Damages: Pinheiro District Property

Action for Damages filed by Construtora H. Lobo (under court-supervised reorganization), a Contractor that claimed it suffered damages and SECloss of profits due to formalize an agreement to resolve any identified wrongdoing and seekpurchase from Braskem a simultaneousproperty in the District of Pinheiro. Said agreement with Brazilian authorities,was terminated by Braskem due to lack of payment by the Contractor. Nevertheless, the Contractor claims that Braskem omitted information on the existence of structural problems in the deactivated salt mining wells located on said property. As of December 31, 2021, the amount of this action is R$264 million (2020: R$181 million).

The Management, supported by the opinion of the external legal advisors, classifies the probability of loss in this case as disclosedpossible.

(vi) Individual actions: Indemnifications related to the marketimpacts of subsidence and relocation of areas affected

As of December 31, 2021, Braskem was defendant in several actions, that, in aggregate, involve the amount of R$895 million (2020: R$573 million), filed by meansindividuals in Brazil and abroad, seeking the payment of indemnifications directly or indirectly related to the geological event in Maceió.

27 Benefits offered to team members

27.1Short-term benefits

The obligations of short-term benefits for employees are recognized as personnel expenses as the corresponding service is rendered. The liability is recognized at the amount of the expected payment if the Company has a Material Factlegal or constructive obligation to pay the amount due to services rendered by an employee in the past and laterthe obligation can be reliably estimated.

Schedule of short-term benefits

    
 2021 2020 2019
      
Health care           235,681            197,683            181,466
Private pension           136,851              94,302              90,687
Transport             77,201              66,752              67,761
Feeding             51,240              38,400              35,677
Life insurance             10,324                9,875                7,997
Training             15,723              14,892              26,261
Other             12,546              14,117              12,164
            539,566            436,021            422,013

27.2 Long-term Incentive Plan (“LTI Plan”)

The fair value at the issue date of share-based payments granted to employees is recognized as personnel expenses, with Swiss authorities. This negotiation was delegateda corresponding increase in shareholders' equity, during the period the employees acquire the full right to the award. The amount recognized as an expense is adjusted to reflect the number of awards for which there is an expectation that the service and performance requirements will be fulfilled, so that the final amount recognized as an expense is based on the number of awards that effectively fulfill the service and performance conditions on the vesting date.

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Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

For share-based payment awards with non-vesting conditions, the fair value at the grant date of the share-based awards is measured to reflect such conditions and no further adjustments are made for the differences between the expected and actual results.

The fair value of the amount payable to employees related to rights on stock price appreciation, which are settled in cash, is recognized as an expense with a corresponding increase in liabilities during the period in which the employees acquire the full right to the payment. The liabilities are remeasured on each reporting date and on the settlement date, based on the fair value of the rights to stock price appreciation. Any changes in the fair value of the liability are recognized in the income statement as personnel expenses.

On March 21, 2018, the Extraordinary Shareholders’ Meeting approved the Long-Term Incentive Plan (“LTI Plan”), which aims to align the interests of its participants with those of the Company’s shareholders. Also, the LTI Plan encourages participants’ retention at the Company by offering eligible participants an opportunity to receive shares of the Company by voluntarily investing their own funds and holding such shares through the end of the 3-year vesting period.

The Board of Directors toapproved the Board of Executive Officersprograms listed below under the terms and conditions of the Company.LTI Plan, which includes a list of eligible people, the period for the acquisition of own shares by the participants and the number of shares to be delivered to participants as consideration for each share acquired.

As a result

Schedule of these negotiations, on December 14, 2016, the Company entered into a Leniency Agreement (“Agreement”) with the Federal Prosecution Office of Brazil (“MPF”). Additionally, on December 21, 2016, the Company finalized formal agreements with the DoJ and SEC, and an agreement to conclude investigations with the Office of the Attorney General of Switzerland (in conjunction with the Agreement with MPF, “Global Settlement”). The Global Settlement encompasses all of the facts determined until the date of its execution involving Braskem.directors approved programs

Under the Global Settlement, Braskem will pay the aforementioned authorities in Brazil and overseas the aggregate approximate amount of US$957 million, equivalent to approximately R$3.1 billion, based on the fixed exchange rate of R$3.27 to US$1.00, divided in the following manner:

Program Name1.Approval DateR$2,2 billion toGrant DateDescriptionExpected amount for delivery
2018 LTI ProgramMarch 28, 2018April 6, 2018

LTI Programs’ participants will receive shares held in treasury or acquired through repurchase programs.

If these shares cannot be delivered, the MPF;

2.US$65,000 to SEC;

3.US$94,894 to DoJ;

4.CHF94,500 to the Office of the Attorney General of Switzerland.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Of this total amount, it was already paid by the Company a total amount of R$1.3 billion in the following manner:

1.US$94,894 (R$296,591) to DoJ on February 8, 2017;

2.US$65,000 (R$206,460) to SEC on April 27, 2017;

3.CHF30,240 (R$104,307) to the Office of the Attorney General of Switzerland on June 27, 2017;

4.R$736,445 to MPF on July 6, 2017.

The outstanding amount of approximately R$1.7 billion will be paid in the following manner:

1.CHF64,260 to the Office of the Attorney General of SwitzerlandCompany may pay participants in four equal annual and successive installments of CHF16,065 due on June 30 of each year as from 2018;

2.R$1.5 billion to MPF in six annual installments adjusted for inflation by the variation in the IPCA inflation index due on January 30 of each year as from 2018. The future payments are secured by fixed assetscash in an amount corresponding to one annual installment.the share price traded on the stock exchange on the second business day immediately prior to the respective payment date.

(*)
2019 LTI ProgramMarch 13, 2019March 19, 2019582 thousand shares
2020 LTI ProgramMarch 19, 2020April 1, 20201,817 thousand shares
2021 LTI ProgramMay 5, 2021May 10, 2021847 thousand shares
(*)In April 2021, the LTI Program 2018 was fully settled with the delivery of shares in Braskem held in treasury. Consequently, the difference between the historical cost of the shares held in treasury (R$11,507) and the amounts recorded at OCI (R$14,980) was transferred to capital reserve, corresponding to R$3,473.

The Agreement was ratified by the 5th Coordination and Review Chamberfair value of the Federal Prosecution Office on December 15, 2016 and on June 6, 2017 byCompany’s consideration is calculated in accordance with the Judgeagreed terms. For the eligible people of the 13th Federal Court of Curitiba.

The agreement with DoJ was confirmed by sentence byCompany, the U.S. Court on January 26, 2017 and the agreement with SEC was confirmed by that entity on February 28, 2017.

The agreement with Swiss authorities does not require ratification to produce effect, since the Company’s investigation was terminated by written order of the Attorney General of Switzerland on December 21, 2016.

(e)Monitorship

Furthermore, Braskem will be subjected, for an expected period of three years, to two monitors appointed by U.S. and Brazilian authorities, who will work in coordination with the main objective of attesting to the Company’s compliance with all commitments undertaken under the Global Settlement.

The commitments undertaken with the authorities that are party to the Global Settlement seek to improve the Company’s control and accounting system to ensure the production of financial information that is reliable and to prevent any wrongdoings under the anti-corruption laws of countries in which the Company operates or comes to operate. Some of the actions required to achieve these goals include:

(i)Management’s commitment to and support for policies to prevent incidents of corruption;

(ii)Strengthening policies and procedures to prevent corruption;

(iii)Conducting regular reviews of policies and procedures to ensure they areup-to-date and effective;

(iv)Providing team members, including managers, with regular training on anti-corruption policies and practices, and maintaining a system that makes these tools available to team members and to any third parties that interact with Braskem;

(v)Maintaining instruments and resources for investigating reports of corruption within the Company;

(vi)Implementation and improvement of anti-corruption controls to prevent and detect vulnerabilities in the internal processes;

(vii)Extending anti-corruption practices to entities that conduct business with Braskem and implementing procedures with this purpose in cases of business acquisitions.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(f)Reimbursement

A significant portion of the total amount of R$2.2 billion to be paid to MPF will be made available for use in reimbursing third parties for any damages caused by the wrongdoings.

Under the Agreement, MPF undertook to coordinate actions with other authorities or public entities with which Braskem comes to transact for entering into agreements involving the facts uncovered in connection with the Agreement, the public prosecution offices of States and Cities in Brazil, state-owned companies and state-controlled companies for entering into similar agreements with such entities, including for the purpose of preventing duplicate restitution with regard to the amount paid under the Agreement.

The Agreement does not prevent any third party from opening proceedings to seek reimbursement for any damages caused by Braskem, which could result in payments other than those provided for in the Agreement. Therefore, the Company cannot guarantee that the total amount available for reimbursement will be sufficient to fully reimburse any third parties affected by the wrongdoings, which means that the Company may be subject to the payment of damages or financial penalties other than those provided for in the Global Settlement.

(g)Other considerations

With the exception of the amount mentioned above, as well as of the othernon-monetary obligations imposed on the Company under the Global Settlement, it may have a material adverse effect on our business, reputation, financial condition, financial instruments and operational results, as well as on the liquidity and price of the securities of Braskem. Furthermore, the negative publicity resulting from the Global Settlement, could have a material adverse impact on our businesses, including reducing the demand for our products,our financial instruments and other effects that currently cannot be estimated or measured. In addition, other authorities with jurisdiction over our company may seek to impose additional monetary sanctions or fines or commence new investigations against us. Finally, as a result of the Global Settlement, the Company may be barred from entering into certain agreements with government authorities and may be subject to increased operating costs in connection with its obligations to improve its governance and anti-corruption practices, including the cost of the external monitorship.

It is not possible to predict the impacts on Braskem of others investigations or of any decision or action taken by authorities involving its largest shareholders, namely Odebrecht S.A. and Petróleo Brasileiro S.A. – Petrobras, or any of their subsidiaries.

(h)Class action

On July 1, 2015, a putative class action lawsuit was filed against the Company and its certain of its current and former officers in the United States District Court for the Southern District of New York. In the operative complaint, the Lead Plaintiff, Boilermaker-Blacksmith National Pension Trust, alleges that the Defendants made misrepresentations or omissions that inflatedfair value considers the price of the class A preferred shares. For the eligible people of subsidiaries abroad, the fair value considers the quoted price of the American Depository Receipts (“ADR”) on December 31, 2021.

As of December 31, 2021, the amount recorded under shareholders equity is R$32,629 (2020: R$32,295).

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Braskem S.A.

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

27.3 Post-employment benefits

The obligations for contributions to defined contribution plans are recognized in profit or loss as personnel expenses when the related services are provided by employees. The contributions paid in advance are recognized as an asset to the extent that a cash reimbursement or a reduction in future payments is possible.

The Company’s stock in violationnet obligation for defined benefit plans is calculated for each of U.S. securities laws. The Company has engaged a U.S. law firm to represent it and filed motion to dismiss on July 6, 2016.

On March 31, 2017, the judge rendered a decisionplans based on the motion to dismiss granting itestimated amount of future benefit that employees will receive in part and denying it in part. With respect to the remaining claims, the class action is nowreturn for services rendered in the discovery stage.

On August 29, 2017, the Lead Plaintiff, in agreement with the Company, has filed a letter requesting an amendmentcurrent and prior periods. Such amount is discounted to the previously agreed scheduleits present value and is reported net of the discovery, as the parties are currently engaged in settlement negotiations. Any definitive agreement that might be reached by the parties would be subject to a varietyfair value of conditions, including Court approval. The Company cannot foresee the outcome of this process, at this stage.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

The Company may be named as a defendant in other legal actions. Furthermore, the Company may be required, in accordance with any applicable legal and regulatory limits, to indemnify directors, officers and employees that are defendants in the securities class action and any other related actions that may arise in the future. The litigation has required significant time and dedication of the Managementplan’s assets.

The calculation of the Company and is expected to continue to require such time and attention in the future.

24Benefits offered to team members

24.1Short-term benefits

   2016   2015   2014 

Health care

   139,412    126,545    108,841 

Private pension

   61,593    60,476    44,243 

Transport

   55,223    50,935    51,881 

Feeding

   28,874    27,755    27,453 

Training

   20,589    19,101    27,629 

Other

   13,237    18,789    18,167 
  

 

 

   

 

 

   

 

 

 
   318,928    303,601    278,214 
  

 

 

   

 

 

   

 

 

 

24.2Post-employment benefits

24.2.1Retirement plans - defined benefit plans and health plants

Braskem America

The subsidiary Braskem America is the sponsor of Novamont, which is a defined benefit plan of the employees of the plant located in the State of West Virginia. At December 31, 2016, the plan has 40 active participants (42 in 2015) and 164 assisted participants (168 in 2015). The contributions by Braskem America in the year amount to R$3,569 (R$3,557 in 2015). The participants made no contributions in 2016 and 2015.

Braskem Alemanha

The subsidiary Braskem Alemanha is the sponsorobligation of the defined benefit plan is made annually by a qualified accountant using the projected unit credit method. When calculations result in a potential asset for the Company, the asset to be recognized is limited to the present value of economic benefits available as future plan reimbursements or as a reduction in future contributions to the plan. To calculate the present value of economic benefits, any applicable minimum cost requirements are taken into account. Remeasurements of net obligation, which include actuarial gains and losses, return on plan assets (excluding interest) and the effects of the employees. At December 31, 2016, the plans have 128 active participants (128asset cap (if any, excluding interest), are immediately recognized in 2015)other comprehensive income.

Braskem and no contributions were made by Braskemsubsidiaries in the year (R$102 in 2015). The participants made no contributions in 2016 and 2015.Brazil

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Health plan

According to Brazilian laws, the type of health plan offered by the Company, named contributory plan, ensures to the participant who retires or is dismissed without cause the right to remain in the plan with the same assistance coverage conditions they had during the employment term, provided they assume the full payment of the plan (company’s part + participant’s part). This right is granted as follows:

(i)The participant who was dismissed without cause has the right to remain in the health plan for more 1/3(one-third) of the plan contribution period, considering the minimumsix-month period and the maximum twenty-four-month period.

(ii)The participant who retires and contributes to the plan due to employment relationship over at least ten (10) years has the right to remain in the health plan for undetermined period. Should the participant have contributed for less than 10 years, they will have the right to remain ad a beneficiary for one (1) more year for each contribution year.

In addition to the right granted to the former participants who retired or were dismissed without cause, the Brazilian laws also establish rules for the amount charged by the plan based on beneficiaries’ age bracket. One of these rules define that the amount charged for the highest age bracket may not be six (6) times larger than the amount charged for the lowest age bracket. Thus, the amount charged from the lowest age bracket plans comprises a “subsidy” for highest age bracket plans. This subsidy is also supported by contributions from the Company. In other words, the amount charged from the participants included in the highest age brackets is not enough to cover their expenses.

For these plans, the Company measured on an actuarial basis its obligations for future subsidies, obtaining from this study the following results:

(i)Amounts in balance sheet

   2016   2015   1/1/2015 
       Restated   Restated 

Defined benefit

      

Novamont Braskem America

   20,285    23,722    18,356 

Braskem Alemanha

   69,952    76,819    50,820 
  

 

 

   

 

 

   

 

 

 
   90,237    100,541    69,176 

Health care

      

Bradesco saúde

   71,899    69,696    45,302 
  

 

 

   

 

 

   

 

 

 
   162,136    170,237    114,478 
  

 

 

   

 

 

   

 

 

 

Benefit obligations

   (129,617   (146,936   (100,398

Health care

   (71,899   (69,696   (45,302
  

 

 

   

 

 

   

 

 

 

Total obligations

   (201,516   (216,632   (145,700

Fair value of plan assets

   39,380    46,395    31,222 
  

 

 

   

 

 

   

 

 

 

Funded status of the plan

   (162,136   (170,237   (114,478
  

 

 

   

 

 

   

 

 

 

Consolidated net balance(non-current liabilities)

   (162,136   (170,237   (114,478
  

 

 

   

 

 

   

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(ii)Change in obligations

   2016   2015   1/1/2015 
       Restated   Restated 

Balance at beginning of year

   216,632    145,700    92,410 

Health care

   2,203    24,394    20,560 

Current service cost

   4,576    5,085    2,943 

Interest cost

   3,983    4,699    3,277 

Special retirement

     515   

Reduction plan

     734   

Benefits paid

   (3,156   (3,397   (1,927

Change plan

       1,713 

Actuarial losses (gain)

   3,590    (330   20,766 

Reduction plan (curtailment)

       1,663 

Exchange variation

   (26,312   39,232    4,295 
  

 

 

   

 

 

   

 

 

 

Balance at the end of the year

   201,516    216,632    145,700 
  

 

 

   

 

 

   

 

 

 

(iii)Change in fair value plan assets

   2016   2015   1/1/2015 
       Restated   Restated 

Balance at beginning of year

   46,395    31,222    23,599 

Actual return on plan assets

   221    156    3,343 

Employer contributions

   3,569    3,659    3,166 

Benefits paid

   (3,087   (3,103   (1,894

Exchange variation

   (7,718   14,461    3,008 
  

 

 

   

 

 

   

 

 

 

Balance at the end of the year

   39,380    46,395    31,222 
  

 

 

   

 

 

   

 

 

 

(iv)Amounts recognized in profit or loss

   2016   2015   2014 
       Restated   Restated 

Health care

   2,203    11,849    9,270 

Current service cost

   4,576    5,085    2,593 

Interest cost

   3,983    4,699    2,547 

Expected return on plan assets

   (31   (3,409   (1,614

Amortization of actuarial loss

     1,519    675 

Amortization of unrecognized service cost

     418    119 

Actuarial losses

   2,472    34   
  

 

 

   

 

 

   

 

 

 
   13,203    20,195    13,590 
  

 

 

   

 

 

   

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(v)Actuarial assumptions

   (%) 
   2016   2015   2014 
   Health   United       Health   United       Health   United     
   insurance   States   Germany   insurance   States   Germany   insurance   States   Germany 

Discount rate

   4.18    4.35    2.00    7.22    4.60    3.75    6.26    4.20    3.75 

Inflation rate

   6.00    n/a    2.00    6.50    n/a    2.00    4.50    3.00    1.51 

Expected return on plan assets

   n/a    n/a    n/a    n/a    7.50    n/a    n/a    7.50    n/a 

Rate of increase in future salary levels

   n/a    n/a    3.00    n/a    n/a    3.00    n/a    n/a    3.00 

Rate of increase in future pension plan

   n/a    n/a    1.75    n/a    n/a    n/a    n/a    n/a    n/a 

Aging factor

   2.5    n/a    n/a    2.50    n/a    n/a    2.50    n/a    n/a 

Medical inflation

   3.5    n/a    n/a    3.50    n/a    n/a    3.50    n/a    n/a 

Duration

   29.24    n/a    n/a    35.55    n/a    n/a    35.00    n/a    n/a 

(vi)Hierarchy of fair value assets

On December 31, 2016, the balance of the fair value of assets is represented by the assets of the Novamont defined benefit plan, which has alevel-1 fair value hierarchy.

(vii)Sensitivity analysis

   Impact on the defined benefit obligation 
   Premise change  Premise increase   Premise reduction 
   Health  United     Health   United       Health  United    
   insurance  States  Germany  insurance   States   Germany   insurance  States  Germany 

Discount rate

   1.0  1.0  0.5  13,282    6,325    7,553    (17,950  (7,721  (8,432

Real medical inflation

   1.0  n/a   n/a   17,537    n/a    n/a    (10,389  n/a   n/a 

Rate of increase in future salary levels

   n/a   n/a   0.5  n/a    n/a    3,512    n/a   n/a   (3,308

Rate of increase in future pension plan

   n/a   n/a   0.3  n/a    n/a    2,147    n/a   n/a   (2,084

Life expectancy

   n/a   n/a   1 ano   n/a    n/a    1,757    n/a   n/a   (1,834

Mortality rate

   n/a   10.0  n/a   n/a    1,638    n/a    n/a   (1,791  n/a 

   Health insurance - Impact on cost of services and interests
costs
 
   Premise change  Premise increase   Premise reduction 
   Cost of  Iterests  Cost of   Iterests   Cost of  Iterests 
   services  costs  services   costs   services  costs 

Discount rate

   1.0  1.0  75    365    (125  (447

Real medical inflation

   1.0  1.0  135    622    (46  (369

24.2.2Retirement plan - defined contribution

The Braskem S.A. and the subsidiaries in Brazil sponsor a defined contribution plan for its employeesteam members managed by ODEPREV,Vexty, a private pension plan entity. ODEPREVVexty offers its participants, which are employees of the sponsoring companies, an optional defined contribution plan in which monthly and additional participant contributions and monthly and annual sponsor contributions are made to individual pension savings accounts. For this plan, the sponsors pay contributions to private pension plan on contractual or voluntary bases. As soon as the contributions are paid, the sponsors do not have any further obligations related to additional payments.

Braskem S.A.

Management notes to the financial statements

atAs of December 31, 2016

All amounts in thousands, except as otherwise stated

At December 31, 2016,2021, the number of active participants in ODEPREV totals 5,147 (5,331 in 2015). TheVexty was 6,113 (2020: 5,834) and the contributions made by the sponsors in the year amountamounted to R$40,996 (R$29,852 in 2015)68,744 (2020: R$46,689) and the contributions made by the participants amounted to R$52,741 (R$50,899 in 2015)83,599 (2020: R$74,980).

24.2.3Other – Petros plan

On January 6, 2015, PREVIC – National Superintendence for Supplementary Pension Plans issued an official letterAccording to Brazilian laws, the type of health plan offered by Braskem, named contributory plan, ensures to the Managementparticipant who retires or is dismissed without cause the right to remain in the plan with the same assistance coverage conditions they had during the employment term, provided they assume the full payment of the plan (Company’s part plus participant’s part).

Braskem requestingAmerica

The subsidiary Braskem America administers the contribution relatedNovamont, which is a closed defined benefit pension plan for the employees of a plant located in the State of West Virginia. On December 31, 2021, there were 36 active participants, 141 employees with deferred benefits along with 173 participants assisted (2020: 37 active participants, 151 employees with deferred benefits and 170 assisted participants).

Due to the capital deficitfinancing level of the Petros Copesul Plan onplan, the date of approval ofsubsidiary was not required to make contributions during the withdrawal of sponsorship (October 2012), restated2021 and 2020; therefore, there were no additional cash contributions made by the IPCA consumer price index + 6% p.a. through December 31, 2014. This amount, restatedsubsidiary or the participants in accordance with the aforementioned calculation, was settled in February 2015, in the amount of R$358,563.2021 and 2020.

25Other accounts payable

(a)Current /Non-current

This item includes the following accounts payable:

 (i)F-94To BNDESPAR due

Braskem S.A.

Notes to the acquisitionconsolidated financial statements

as of shares issued by Riopol within the scope of the business combination of Quattor, in 2010. The balance payable, on December 31, 2016, is R$176,846 (R$273,2942021

All amounts in 2015).thousands of Reais, except as otherwise stated

Braskem Alemanha

The acquisition pricesubsidiary Braskem Alemanha is being paid in three installments, with restatementthe sponsor of the defined benefit plans and defined contribution plans of its employees. On December 31, 2021, the plans have 158 participants (2020: 158 participants) and no contributions were made by the TJLP, as follows:subsidiary or the participants in 2021 and 2020.

Braskem Holanda

Payment made on June 11, 2015,

The subsidiary Braskem Holanda is the amount corresponding to 15%sponsor of the purchase price;

defined contribution plans of its employees. On December 31, 2021, the plans have 9 participants (2020: 8 participants) and no contributions were made by the subsidiary or the participants in 2021 and 2020.

Braskem Idesa

The subsidiary Braskem Idesa is the sponsor of defined benefit plans for its team members. On December 31, 2021, the plan was composed of 936 active participants (2020: 833 active participants). The contributions the subsidiary made in the year amounted to R$3,810 (2020: R$3,037). During 2021 and 2020, there were no contributions from participants.

Schedule of defined benefit obligations

(a)Amounts in statement of financial position
          
       2021 2020
          
Defined benefit         
Novamont Braskem America                117,509            113,662
Braskem Idesa                   22,960              17,243
Braskem Alemanha and Braskem Holanda                223,193            239,955
                  363,662            370,860
Health care         
Bradesco saúde                243,706            217,089
Total obligations                607,368            587,949
          
Fair value of plan assets        
Novamont Braskem America              (117,509)          (113,662)
Braskem Alemanha                   (2,162)              (2,213)
                (119,671)          (115,875)
          
Consolidated net balance (non-current liabilities)                487,697            472,074

(b)Change in obligations
                    
       2021     2020     2019
   Health Benefit   Health Benefit   Health Benefit  
   insurance plans Total insurance plans Total insurance plans Total
                    
Balance at beginning of year   217,089   370,860      587,949   224,852   245,565   470,417      90,679   183,687   274,366
Current service cost        4,817     13,681        18,498        4,678     12,486     17,164        2,698       8,233     10,931
Interest cost       15,692       5,906        21,598      17,097       6,482     23,579        8,663       6,133     14,796
Benefits paid     (10,712)     (7,191)      (17,903)      (5,949)     (7,409)   (13,358)      (5,817)     (4,677)   (10,494)
Change plan                      8,068       8,068
Actuarial losses (gain)      16,820   (26,668)         (9,848)    (23,589)     25,803       2,214   128,629     38,437   167,066
Exchange variation          7,074           7,074       87,933     87,933         5,684       5,684
Balance at the end of the year   243,706   363,662      607,368   217,089   370,860   587,949   224,852   245,565   470,417

 

Payment made on June 13, 2016, the amount corresponding to 35% of the purchase price;

On June 11, 2017, the amount corresponding to 50% of the purchase price.

 (ii)F-95Agreement for

Braskem S.A.

Notes to the leasingconsolidated financial statements

as of rail cars by the subsidiary Braskem America, as mentioned in Note 2.4 (iv). The balance payable on December 31, 2016 is R$88,439.2021

All amounts in thousands of Reais, except as otherwise stated

(c)Change in fair value plan assets
                
           2021 2020 2019
                
Balance at beginning of year           115,875     81,342      67,993
Actual return on plan assets                   722     15,791      14,329
Employer contributions                       285
Benefits paid               (5,301)      (4,973)      (3,966)
Exchange variation                8,375     23,715        2,701
Balance at the end of the year           119,671   115,875      81,342

As of December 31, 2021, and 2020, the balance of the fair value of assets is represented by the assets of the Novamont defined benefit plan, which has a level-1 fair value hierarchy.

(d)Amounts recognized in profit and loss
                    
       2021     2020     2019
   Health Benefit   Health Benefit   Health Benefit  
   insurance plans Total insurance plans Total insurance plans Total
                    
Current service cost        4,817      13,681      18,498        4,678      12,486      17,164        2,698        8,233      10,931
Interest cost      15,692        5,906      21,598      17,097        6,482      23,579        8,663        6,133      14,796
Actuarial losses      (24,203)    (24,203)        15,461      15,461        28,936      28,936
        20,509      (4,616)      15,893      21,775      34,429      56,204      11,361      43,302      54,663

(e)Actuarial assumptions
                                 (%)
             2021         2020         2019
     Health United       Health United       Health United      
     insurance States Mexico Germany Netherlands insurance States Mexico Germany Netherlands insurance States Mexico Germany Netherlands
                                  
Discount rate    5.33   2.90  8.00  1.20 1.20 3.99  2.60  7.25   0.70 0.70 3.60   3.35 7.25 2.00 2.00
Inflation rate    3.00  n/a   4.00  2.00 2.00 3.25  n/a   4.00   2.00 2.00 4.00  n/a  4.00 2.00 2.00
Expected return on plan assets    n/a   n/a   n/a   n/a   n/a   n/a   n/a   n/a   n/a   n/a   n/a   n/a   n/a   n/a   n/a 
Rate of increase in future salary levels   n/a   n/a   5.00  3.00 3.00  n/a   n/a   5.00   3.00 3.00  n/a   n/a  5.00 3.00 3.00
Rate of increase in future pension plan   n/a   n/a   n/a   1.75 1.75  n/a   n/a   n/a    1.75 1.75  n/a   n/a   n/a  1.75 1.75
Aging factor    2.50  n/a   n/a   n/a   n/a  2.50  n/a   n/a   n/a   n/a  2.50  n/a   n/a   n/a   n/a 
Medical inflation    3.50  n/a   n/a   n/a   n/a  3.50  n/a   n/a   n/a   n/a  3.50  n/a   n/a   n/a   n/a 
Duration     14.16  n/a   n/a   n/a   n/a   14.99  n/a   n/a   n/a   n/a   15.32  n/a   n/a   n/a   n/a 

(f)Sensitivity analysis

   Impact on the defined benefit obligation
   Premise changePremise increasePremise reduction
   Health United       Health United       Health United      
   insurance States Mexico Germany Netherlands insurance States Mexico Germany Netherlands insurance States Mexico Germany Netherlands
Discount rate  1.0% 1.0% 1.0% 0.3% 0.3%        26,078      15,283      1,752    10,495             558      (31,796)    (12,714)     (2,078)    (11,294)            (599)
Real medical inflation n/a n/a n/a n/a n/a  n/a   n/a   n/a   n/a   n/a   n/a   n/a   n/a   n/a   n/a 
Rate of increase in future salary levelsn/a n/a n/a 0.5% 0.5%  n/a   n/a   n/a     13,163             695  n/a   n/a   n/a     (12,415)            (655)
Rate of increase in future pension plan1.0% n/a n/a 0.25% 0.25%        (5,870)  n/a   n/a       6,488             343          6,021  n/a   n/a       (6,296)            (332)
Life expectancy  1.0% n/a n/a 1 year 1 year        44,929  n/a   n/a       5,565             294      (35,676)  n/a   n/a       (5,809)            (307)
Mortality rate  n/a 10.0% n/a n/a n/a  n/a         6,455  n/a   n/a   n/a   n/a     (12,714)  n/a   n/a   n/a 
                                
                                
                     Health insurance - Impact on cost of services and interests costs
                     Premise changePremise increasePremise reduction
                     Cost of Iterests Cost of Iterests Cost of Iterests
                     services costs services costs services costs
Discount rate                    1.0% 1.0%           689            32         (879)                79
Life expectancy                    1.0% 1.0%           604       3,814         (508)        (3,029)
Rate of increase in future pension plan                  1.0% 1.0%           119          498         (122)            (511)

 (iii)F-96Royalties agreement referring

Braskem S.A.

Notes to technologies used by subsidiary Braskem Idesa. The balance payable onthe consolidated financial statements

as of December 31, 2016 is R$68,365.2021

All amounts in thousands of Reais, except as otherwise stated

Braskem S.A.

Management notes to the financial statements28 Equity

at28.1 Capital

As of December 31, 2016

All amounts in thousands, except as otherwise stated

26Equity

(a)Capital

On December 31, 2016,2021, the Company’sCompany's subscribed and paid uppaid-up capital stock amounted to R$8,043,222 and comprised 797,257,604797,207,834 shares with no par value, distributed as follows:

Schedule of shares distributed

                 
    Common
shares
   %   Preferred
shares

class A
   %   Preferred
shares
class B
   %   Total   %  Amount of shares

Odebrecht

   226,334,623    50.11    79,182,498    22.95        305,517,121    38.32 
 Preferred Preferred 
 Common  shares shares   
 shares % class A % class B % Total %
       
Novonor      226,334,623       50.11         79,182,498       22.95        305,517,121       38.33

Petrobras

   212,426,952    47.03    75,761,739    21.96        288,188,691    36.15       212,426,952       47.03         75,761,739       21.96        288,188,691       36.15

ADR

   (i      46,063,824    13.35        46,063,824    5.78 (i)          35,476,394       10.28           35,476,394         4.45

Other

   12,907,077    2.86    142,767,803    41.38    578,330    100.00    156,253,210    19.60          12,907,077         2.86      153,737,595       44.55              478,790     100.00       167,123,462       20.96
   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

    451,668,652    100.00    343,775,864    99.64    578,330    100.00    796,022,846    99.85       451,668,652     100.00      344,158,226       99.74              478,790     100.00       796,305,668      ��99.89
   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Treasury shares

        1,234,758    0.36        1,234,758    0.15                 902,166         0.26                902,166         0.11
   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 

Total

    451,668,652    100.00    345,010,622    100.00    578,330    100.00    797,257,604    100.00       451,668,652     100.00      345,060,392     100.00              478,790     100.00       797,207,834     100.00
   

 

   

 

   

 

   

 

   

 

   

 

   

 

   

 

 
Authorised 535,661,731   616,682,421   593,818   1,152,937,970  

(i)American Depositary Receipts tradedDepository Receipt (“ADR”) on the New York Stock Exchange – NYSE (USA);.

(b)Capital reserve

Changes in shares during the year:

         
        Amount of shares
  Note 2020 Changes 2021
Outstanding shares       
 Common shares            451,668,652             451,668,652
 Preferred shares class A28.4           343,824,794                   333,432           344,158,226
 Preferred shares class B                    500,230                   (21,440)                   478,790
              795,993,676                   311,992           796,305,668
         
Treasury shares       
 Preferred shares class A28.4               1,224,878                 (322,712)                   902,166
         
Total            797,218,554                   (10,720)           797,207,834

28.2 Capital reserves

This reserve includes part of the shares issued in Subsidiary’sCompany’s several capital increases. This reserve can be used to absorb losses, to redeem, reimburse or purchase shares, and to incorporate into the capital stock.

The Company used the balance of this reserve to absorb the loss of the year 2020.

(c)Legal reserve

28.3 Profit reserves

The Company used the balance of these reserves to absorb accumulated losses at the end of fiscal year 2020 being reconstituted in 2021 according to note 28.6.

(a) Legal reserve

Under Brazilian Corporation Law, companies must transfer 5% of net profit for the year to a legal reserve until this reserve is equivalent to 20% of thepaid-up capital. The legal reserve can be used for capital increase or absorption of losses.

F-97

Braskem S.A.

 

(d)Share rights

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(b) Tax incentive reserve

The government grants (see note 31) are recognized in the profit or loss and are appropriated from retained earnings to the tax incentive reserve. This reserve may only be used to offset losses with subsequent reconstitution or increase share capital.

(c) Profit retention

In accordance with corporation law, portions of net income for the fiscal year may be allocated to reserves or retained based on the capital budget. Profits not allocated as such may be distributed to shareholders in the form of dividends. In 2021, a portion of net income was retained based on the capital budget for capital expenditures and to enable the buying of new shares and the securing of those held in treasury for making payments to the beneficiaries of programs under the Long-term Incentive Plan of the Company.

28.4 Share rights

Preferred shares carry no voting rights, but they ensure priority,non-cumulative annual dividend of 6% of their unit value, according to profits available for distribution. The unit value of the shares is obtained through the division of capital by the total number of outstanding shares. OnlyAs common shares, only class “A” preferred shares will have the same claim on the remaining profit as common sharesthat exceed the minimum mandatory dividend of 6% and will be entitled to dividends only after the priority dividend is paid to preferred shareholders. Only class “A” preferred shares also have the same claim as common shares on the distribution of shares resulting from capitalization of other reserves. Only classClass “A” preferred shares can be converted into common shares upon resolution of majority voting shareholders present at a General Meeting. Class “B” preferred shares can be converted into class “A” preferred shares at any time, at the ratio of two class “B” preferred shares for one class “A” preferred share, upon a simple written request to the Company, provided that thenon-transferability period provided for in specific legislation that allowed for the issue and payment of such shares with tax incentive funds has elapsed.

In August 2016, a total of 15,288 class “B” preferred2021, 322,712 shares (2020: 1,721 shares) held in treasury were converted into 7,644 class “A” preferred shares, and in December 2015, a total of 200 class “B” preferred shares were converted into 100 class “A” preferred shares.

In the event of liquidationdelivered to participants of the Company, class “A” and “B” preferred shares will have priority in the reimbursement of capital.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

Shareholders are entitled to receive a mandatory minimum dividend of 25% on profit for the year, adjusted under Brazilian Corporation Law.

(e)Profit allocation and payment of dividends

Under the Company’s bylaws, profit for the year, adjusted according to Brazilian Corporation Law, is appropriated as follows:

(i)5% to a legal reserve;

(ii)25% to pay for mandatory,non-cumulative dividends, provided that the legal and statutory advantages of the Class “A” and “B” preferred shares are observed. When the amount of the priority dividend paid to class “A” and “B” preferred shares is equal to or higher than 25% of profit for the year calculated under Article 202 of Brazilian Corporation Law, it is the full payment of the mandatory dividend.

Any surplus remaining after the payment of the priority dividend will be used to:

pay dividends to common shareholders up to the limit of the priority dividends of preferred shares; and

if there still is any surplus, distribute additional dividends to common shareholders and class “A” preferred shareholders so that the same amount of dividends is paid for each common share or class “A” preferred share.

(e.1)Profit or loss for the year

The balance of accumulated losses as of December 31, 2016LTI Program 2018, which was fully offset by the retained earnings reserve,settled in accordance with Brazilian Corporation Law.

(e.2)Dividend payment from previous years

The Annual Shareholders’ Meeting held on April 6, 2016 approved the declaration of dividends for the financial year 2015,2021 (Note 27.2). Moreover, in the amount of R$ 1,000,000, the payment of which commenced on April 15, 2016, of which R$567,620 was paid to holders of common shares and R$432,020 and R$360 to holders of class A and2021, class B preferred shares respectively. This payment fully settles the dividend for the(21,440 shares) were converted into class “B”A preferred shares which was calculated in accordance with the Bylaws.(10,720 shares).

28.5 Prepayment of dividends

On September 27, 2016,December 2, 2021, the Board of Directors’ MeetingDirectors approved the paymentprepayment of interim dividends for fiscal year 2015, inbased on the amount2021 results of R$1,000,000, which was paid as of October 11, 2016. The Company paid6,000,000 segregated in R$567,8193,405,152 to common shareholders, and R$432,1812,594,545 to class A preferred shareholders, and R$303 to class B preferred shareholders. 

F-98

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

 

Notes to the consolidated financial statements

as of December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

28.6 Retained earnings

Retained earnings in the fiscal year were allocated as follows:

Schedule of retained earnings

(f)Other comprehensive
2021
Profit for the year              13,984,946
Accumulate losses absorption              (4,529,547)
Comprehensive income – Equity                     26,883
Dividends-lapse of statute of limitation                        1,653
Profit for allocation                9,483,935
Alocation profit
Prepaid dividends approved by Board              (6,000,000)
Profit reserves
Tax incentive              (1,017,546)
Legal reserve                 (472,770)
Retention of profits                 (643,619)
Additional proposed dividends              (1,350,000)
              (3,483,935)
Total allocation              (9,483,935)

  Restated 
  Attributed to shareholders’ interest       
        Defined        Foreign             
  Additional  Deemed  benefit  Foreign     currency  Gain (loss)  Total       
  indexation of  cost of  plans actuarial  sales  Fair value  translation  on interest  Braskem  Non-controlling    
  PP&E  PP&E  Gain (loss)  hedge  of hedge  adjustment  in subsidiary  shareholders’  interest in    
  (i)  (i)  (ii)  (iii)  (iii)  (iv)  (v)  interest  Braskem Idesa  Total 

On December 31, 2013

  272,069   19,240   (22,651  (1,520,336  (85,020  241,929   (9,404  (1,104,173  28,501   (1,075,672
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Additional indexation

          

Realization by depreciation orwrite-off assets

  (41,268        (41,268   (41,268

Income tax and social contribution

  14,030         14,030    14,030 

Deemed cost of jointly-controlled investment

          

Realization by depreciation orwrite-off assets

   (1,464       (1,464   (1,464

Income tax and social contribution

   499        499    499 

Foreign sales hedge

          

Exchange rate

     (2,611,655     (2,611,655  (164,197  (2,775,852

Income tax and social contribution

     868,259      868,259   49,259   917,518 

Fair value of Cash flow hedge

          

Change in fair value

      (332,695    (332,695  (46,477  (379,172

Transfer to result

      26,472     26,472    26,472 

Income tax and social contribution

      101,576     101,576   14,956   116,532 

Actuarial gain with post-employment benefits, net of taxes

    (7,452      (7,452   (7,452

Foreign currency translation adjustment

       144,699    144,699   2,573   147,272 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

On December 31, 2014

  244,831   18,275   (30,103  (3,263,732  (289,667  386,628   (9,404  (2,943,172  (115,385  (3,058,557
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Additional indexation

          

Realization by depreciation orwrite-off assets

  (41,268        (41,268   (41,268

Income tax and social contribution

  14,032         14,032    14,032 

Deemed cost of jointly-controlled investment

          

Realization by depreciation orwrite-off assets

   (1,462       (1,462   (1,462

Income tax and social contribution

   496        496    496 

Foreign sales hedge

          

Exchange rate

     (9,629,237     (9,629,237  (397,386  (10,026,623

Income tax and social contribution

     3,225,996      3,225,996   119,129   3,345,125 

Fair value of Cash flow hedge

          

Change in fair value

      (524,682    (524,682  (24,791  (549,473

Transfer to result

      (72,518    (72,518   (72,518

Income tax and social contribution

      199,176     199,176   7,139   206,315 

Fair value of cash flow hedge from jointly-controlled

      2,295     2,295    2,295 

Actuarial loss with post-employment benefits, net of taxes

    (9,129      (9,129   (9,129

Foreign currency translation adjustment

       718,763    718,763   (65,414  653,349 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

On December 31, 2015

  217,595   17,309   (39,232  (9,666,973  (685,396  1,105,391   (9,404  (9,060,710  (476,708  (9,537,418
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Additional indexation

          

Realization by depreciation orwrite-off assets

  (41,268        (41,268   (41,268

Income tax and social contribution

  14,032         14,032    14,032 

Deemed cost of jointly-controlled investment

          

Realization by depreciation orwrite-off assets

   (1,461       (1,461   (1,461

Income tax and social contribution

   496        496    496 

Foreign sales hedge

          

Exchange rate

     2,625,551      2,625,551   (498,767  2,126,784 

Transfer to result

     1,342,785      1,342,785   14,959   1,357,744 

Income tax and social contribution

     (1,406,740     (1,406,740  145,326   (1,261,414

Fair value of Cash flow hedge

          

Change in fair value

      247,815     247,815   (736  247,079 

Transfer to result

      (19,434    (19,434  (12,135  (31,569

Income tax and social contribution

      (79,194    (79,194  3,861   (75,333

Fair value of cash flow hedge from jointly-controlled

      (3,309    (3,309   (3,309

Losses in controlling interests

          

Actuarial loss with post-employment benefits, net of taxes

    (4,119      (4,119   (4,119

Foreign currency translation adjustment

       63,697    63,697   275,599   339,296 
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

On December 31, 2016

  190,359   16,344   (43,351  (7,105,377  (539,518  1,169,088   (9,404  (6,321,859  (548,601  (6,870,460
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

F-99

Braskem S.A.

 

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

28.7 Other comprehensive income

Schedule of other comprehensive income

                     
  Attributed to shareholders' interest    
            Actuarial        
  Deemed cost         gain (loss) Foreign      
  and additional   Gain (loss) Foreign   on Defined currency Total    
  indexation of Fair value  on interest sales Cash flow Benefit and translation Braskem Non-controlling  
  PP&E adjustments in subsidiary hedge hedge health plan adjustment shareholders' interest in  
  (ii) (iii) (i) (iv) (iv) (v) (vi) interest Braskem Idesa Total
                     
                     
As of December 31, 2018  151,214   (450)  (9,469) (7,626,515) (257,508)   (53,574)  2,166,875  (5,629,427)   (566,035) (6,195,462)
                     
Additional indexation                   
 Realization by depreciation or write-off assets(40,481)             (40,481)   (40,481)
 Income tax and social contribution  13,764               13,764    13,764
                     
Deemed cost of jointly-controlled investment                   
 Realization by depreciation or write-off assets  (1,338)             (1,338)     (1,338)
 Income tax and social contribution  455               455    455
                     
Fair value adjustments                   
 Accounts receivable  15           15     15
                     
Foreign sales hedge                   
 Exchange rate      (507,464)        (507,464)  116,202 (391,262)
 Transfer to result        1,585,480       1,585,480  66,787   1,652,267
 Income tax and social contribution       (344,567)       (344,567)  (54,897) (399,464)
                     
Fair value of Cash flow hedge                   
 Change in fair value          7,150     7,150 (23,078)   (15,928)
 Transfer to result          54,450     54,450 16,752   71,202
 Income tax and social contribution         (21,703)      (21,703)  1,898 (19,805)
                     
Fair value of cash flow hedge from jointly-controlled (RPR)         (978)     (978)     (978)
                     
Actuarial loss with post-employment benefits, net of taxes          (109,492)     (109,492) (136)   (109,628)
                     
Foreign currency translation adjustment             220,228 220,228 (83,506)   136,722
                     
(Loss) gain from investments             (50) (50) (34)   (84)
                     
Effect of IAS29 - hyperinflation            (3,561) (3,561)     (3,561)
                     
As of December 31, 2019  123,614   (435)  (9,469) (6,893,066) (218,589)   (163,066)  2,383,492  (4,777,519)   (526,047) (5,303,566)
                     
Additional indexation                   
 Realization by depreciation or write-off assets(39,853)             (39,853)   (39,853)
 Income tax and social contribution  13,551              13,551   13,551
                     
Deemed cost of jointly-controlled investment                   
 Realization by depreciation or write-off assets  (1,123)             (1,123)     (1,123)
 Income tax and social contribution  382               382    382
                     
Fair value adjustments                   
 Accounts receivable  113           113    113
                     
Foreign sales hedge                   
 Exchange rate      (7,215,247)        (7,215,247)  (111,363) (7,326,610)
 Transfer to result        2,547,855       2,547,855  117,932   2,665,787
 Income tax and social contribution       1,587,701       1,587,701  (1,965) 1,585,736
                     
Fair value of Cash flow hedge                   
 Change in fair value          (545,038)     (545,038) 7,613   (537,425)
 Transfer to result          (47,223)     (47,223) (15,742)   (62,965)
 Income tax and social contribution         200,393     200,393  2,439 202,832
                     
Fair value of cash flow hedge from jointly-controlled (RPR)        1,260     1,260     1,260
                     
Actuarial loss with post-employment benefits, net of taxes          (648)     (648) 1  (647)
                     
Foreign currency translation adjustment             3,054,126 3,054,126 (396,084)   2,658,042
                     
(Loss) gain from investments    3,695         3,695     3,695
                     
Effect of IAS29 - hyperinflation             8,077   8,077     8,077
                     
As of December 31, 2020  96,571   (322)  (5,774) (9,972,757) (609,197)   (163,714)  5,445,695  (5,209,498)   (923,216) (6,132,714)

F-100

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

                     
  Attributed to shareholders' interest    
            Actuarial        
  Deemed cost         gain (loss) Foreign      
  and additional   Gain (loss) Foreign   on Defined currency Total    
  indexation of Fair value  on interest sales Cash flow Benefit and translation Braskem Non-controlling  
  PP&E adjustments in subsidiary hedge hedge health plan adjustment shareholders' interest in  
  (ii) (iii) (i) (iv) (iv) (v) (vi) interest Braskem Idesa Total
                     
                     
As of December 31, 2020 96,571 (322) (5,774)  (9,972,757)  (609,197)  (163,714) 5,445,695 (5,209,498)  (923,216)  (6,132,714)
                     
Additional indexation                   
 Realization by depreciation or write-off assets (39,644)              (39,644)    (39,644)
 Income tax and social contribution  13,480             13,480    13,480
                     
Deemed cost of jointly-controlled investment                   
 Realization by depreciation or write-off assets (1,091)             (1,091)    (1,091)
 Income tax and social contribution 372              372   372
                     
Fair value adjustments                   
 Accounts receivable  (130)            (130)   (130)
                     
 Exchange rate       (2,063,726)       (2,063,726)  (51,152)  (2,114,878)
 Transfer to result       2,283,425       2,283,425  126,807  2,410,232
 Income tax and social contribution        (65,619)        (65,619)  (22,696)  (88,315)
                     
Fair value of Cash flow hedge                   
 Change in fair value         123,717      123,717   123,717
 Transfer to result         260,058      260,058  86,686 346,744
 Income tax and social contribution          (120,081)      (120,081)  (26,006) (146,087)
                     
Fair value of cash flow hedge from jointly-controlled (RPR)        (968)      (968)   (968)
                     
Actuarial loss with post-employment benefits, net of taxes          23,028    23,028 (14)  23,014
                     
Foreign currency translation adjustment            1,591,094 1,591,094  (87,946)  1,503,148
                     
Effect of IAS29 - hyperinflation            35,425  35,425    35,425
                     
As of December 31, 2021 69,688 (452) (5,774)  (9,818,677)  (346,471)  (140,686) 7,072,214 (3,170,158)  (897,537)  (4,067,695)

(i)Transfer to the income statement when divestment or transfer of control of subsidiary.
(ii)Transfer to retained earnings as the asset is depreciated orwritten-off. written-off/sold.
(ii)(iii)TransferFor receivables classified as fair value through other comprehensive income, transfer to retained earningsthe income statement when the extinctionattainment of the plan.jurisdiction or early liquidation.
(iii)(iv)Transfer to the income statement when maturity, prepayment or loss of efficacy for hedge accounting.
(iv)(v)Transfer to retained earnings when the income statement whenwrite-offextinction of subsidiary abroad.the plan.
(v)(vi)Transfer to the income statement when divestment or transferwrite-off of control of subsidiary.subsidiary abroad.

F-101

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

 

27Earnings per share

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

29 Earnings per share

Basic and diluted earnings (loss) per share is calculated by means of the division of adjusted profit for the year attributable to the Company’s common and preferred shareholders by the weighted average number of these shares held by shareholders, excluding those held in treasury and following the rules for the distribution of dividends provided for in the Company’s bylaws, as described in Note 26 (e),28.4, particularly in relation to the limited rights enjoyed by class “B” preferred shares. In viewThe calculation of these limited rights, this class of share does not participate in losses. In this case, the diluted result takes into accountearnings (loss) per share is based on the weighted average of class “A” preferred shares, assuming the conversion of two class “B”all preferred shares into one class “A” preferred share, as provided for intreasury that would cause the bylaws of the Company.dilution.

Class A preferred shares participate in dividends with common shares after the mandatory dividends has been attributed in accordance with the formula provided for in the Company’s bylaws, as described in Note 24(f)28.4 and there is no highest limit for their participation.

Diluted and basic earnings (losses) per share are equal when there is profit in the year, since Braskem has not issued convertible financial instruments.

As required by IAS 33, theThe table below showshows the reconciliation of profit (loss)or loss for the period adjusted tofor the amounts used to calculate basic and diluted earnings (loss) per share.

    2021   2020   2019
  Basic Diluted Basic Diluted Basic Diluted
             
Profit (loss) for the year attributed to Company's shareholders      13,984,946     13,984,946      (6,691,720)      (6,691,720)      (2,540,995)      (2,540,995)
             
Distribution of priority dividends attributable to:            
Preferred shares class "A"            208,574           208,574        
Preferred shares class "B"                    290                   290        
             208,864           208,864        
             
Distribution of 6% ​​of unit price of common shares            273,729           273,729        
             
Distribution of excess profits, by class:            
Common shares         7,664,208        7,664,208        
Preferred shares class "A"         5,838,145        5,838,145        
       13,502,353     13,502,353        
             
Reconciliation of income available for distribution, by class (numerator):            
Common shares         7,937,937        7,937,937      (3,797,070)      (3,797,071)      (1,441,839)      (1,441,839)
Preferred shares class "A"         6,046,719        6,046,719      (2,890,445)      (2,890,444)      (1,097,559)      (1,097,559)
Preferred shares class "B"                    290                   290             (4,205)             (4,205)             (1,597)             (1,597)
       13,984,946     13,984,946      (6,691,720)      (6,691,720)      (2,540,995)      (2,540,995)
             
Weighted average number of shares, by class (denominator):            
Common shares    451,668,652   451,668,652   451,668,652   451,668,652   451,668,652   451,668,652
Preferred shares class "A"    344,054,700   345,049,701   343,823,811   345,049,672   343,820,162   345,049,672
Preferred shares class "B"            500,171           500,171           500,230           500,230           500,230           500,230
     796,223,523   797,218,524   795,992,693   797,218,554   795,989,044   797,218,554
             
Earnings (loss) per share (in R$)            
Common shares            17.5747           17.5747           (8.4068)           (8.4068)           (3.1922)           (3.1922)
Preferred shares class "A"            17.5749           17.5242           (8.4068)           (8.3769)           (3.1922)           (3.1809)
Preferred shares class "B"              0.5798             0.5798           (8.4068)           (8.4068)           (3.1922)           (3.1922)

F-102

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Weighing of shares

           
          2021
          Basic
        Preferred shares
      Class "A"   Class "B"
    Outstanding Weighted Outstanding Weighted
    shares average shares average
           
Amount at beginning of year   343,824,794 343,824,794   500,230   500,230
           
Incentive long term plan payments with treasury shares     322,712   229,877  
Preferred shares Classe "B" converted into preferred shares Classe "A"  10,720 29   (21,440)  (59)
           
Amount at the end of the year   344,158,226 344,054,700   478,790   500,171
           
           
          2020
          Basic
        Preferred shares
          Class "A"
        Outstanding Weighted
        shares average
           
Amount at beginning of year       343,823,073 343,823,073
           
Incentive long term plan payments with treasury shares       1,721  738
           
Amount at the end of the year       343,824,794 343,823,811
           
           
          2019
          Basic
        Preferred shares
          Class "A"
        Outstanding Weighted
        shares average
           
Amount at beginning of year       343,814,914 343,814,914
           
Incentive long term plan payments with treasury shares       8,159 5,248
           
Amount at the end of the year       343,823,073 343,820,162

 

   

 

   Basic and diluted 
       2016   2015   2014 
           Restated   Restated 

Profit (loss) for the year attributed to Company’s shareholders of continued operations

     (438,331   2,995,338    715,945 

Distribution of dividends attributable to priority:

        

Preferred shares class “A”

       208,409    208,437 

Preferred shares class “B”

       360    360 
    

 

 

   

 

 

   

 

 

 
       208,769    208,797 
    

 

 

   

 

 

   

 

 

 

Distribution of 6% of unit value of common shares

       273,824    273,796 

Distribution of plus income, by class:

        

Common shares

       1,426,771    132,490 

Preferred shares class “A”

       1,085,974    100,862 
    

 

 

   

 

 

   

 

 

 
       2,512,745    233,352 
    

 

 

   

 

 

   

 

 

 

Reconciliation of income (loss) available for distribution, by class (numerator):

        

Common shares

     (248,894   1,700,595    406,286 

Preferred shares class “A”

     (189,437   1,294,383    309,299 

Preferred shares class “B”

       360    360 
    

 

 

   

 

 

   

 

 

 
     (438,331   2,995,338    715,945 
    

 

 

   

 

 

   

 

 

 

Weighted average number of shares, by class (denominator):

        

Common shares

     451,668,652    451,668,652    451,668,652 

Preferred shares class “A”

   (i   343,771,165    343,783,562    343,848,120 

Preferred shares class “B”

       593,618    593,818 
    

 

 

   

 

 

   

 

 

 
     795,439,817    796,045,832    796,110,590 
    

 

 

   

 

 

   

 

 

 

Profit (loss) per share (in R$)

        

Common shares

     (0.5511   3.7651    0.8995 

Preferred shares class “A”

     (0.5511   3.7651    0.8995 

Preferred shares class “B”

       0.6065    0.6062 

F-103

Braskem S.A.

 

(i)Calculation of weighted average of outstanding shares adjusted by

Notes to the number of shares repurchased during the fiscal years, ended inconsolidated financial statements

at December 31, 2016 and 2015, multiplied by a weighted time factor:2021

All amounts in thousands of Reais, except as otherwise stated

Braskem S.A.

Management notes to the financial statements30 Net revenue

at December 31, 2016Schedule of sales and service revenue

          
     2021 2020 2019
Net sales and services revenue          105,625,201           58,543,494           52,323,525

All amounts in thousands, except as otherwise stated

   2016   2015 
   Preferred shares Class “A”   Preferred shares Class “A” 
   Outstanding   Weighted   Outstanding   Weighted 
   shares   average   shares   average 

Balance at beginning of year

   343,768,220    343,768,220    343,848,120    343,848,120 

Repurchase of treasury shares

       (80,000   (64,658

Conversion of preferred shares class “B” to “A”

   7,644    2,945    100    100 
  

 

 

   

 

 

   

 

 

   

 

 

 

Balance at the end of the year

   343,775,864    343,771,165    343,768,220    343,783,562 
  

 

 

   

 

 

   

 

 

   

 

 

 

28Net sales revenues

   2016   2015   2014 
       Restated   Restated 

Sales revenue

      

Domestic market

   32,293,042    30,366,378    32,163,863 

Foreign market

   23,084,703    23,159,820    19,842,046 
  

 

 

   

 

 

   

 

 

 
   55,377,745    53,526,198    52,005,909 

Sales and services deductions

      

Taxes

      

Domestic market

   (7,316,325   (6,214,041   (6,362,190

Foreign market

   (102,831   (122,776   (132,824

Customers rebates

      

Domestic market

   (25,400   (12,900   (28,182

Foreign market

   (23,820   (16,552   (31,636

Sales returns

      

Domestic market

   (168,625   (167,515   (216,997

Foreign market

   (76,756   (112,425   (98,183
  

 

 

   

 

 

   

 

 

 
   (7,713,757   (6,646,209   (6,870,012
  

 

 

   

 

 

   

 

 

 

Net sales and services revenue

   47,663,988    46,879,989    45,135,897 
  

 

 

   

 

 

   

 

 

 

RevenuesRevenue from sales of products areis recognized when (i) the amountcontrol of sales can be reliably measured and the Company does not have control over the products sold; (ii) itassets is probable that the Company will received the economic benefits; and (iii) all legal titles, risks and benefits of product ownership are fully transferred to the client.customer for an amount that reflects the consideration to which the Company expects to be entitled in exchange of these assets. The performance obligations are met at a specific moment in time. The Company does not make sales with continued management involvement. Most of Braskem’s sales are made to industrial customers and, in a lower volume, to resellers.

The specific moment when the legal right, as well as the risks and benefits, are substantially transferredCompany satisfies a performance obligation by transferring a promised good or service to the client is determined as follows:

(i) for contracts under which the Company is responsible for the freight and insurance, the legal right and the risks and benefits are transferred to the client when the risk of the goods is delivered at the destination established in the contract;

(ii) for agreements under which the freight and insurance are a responsibility of the client, risks and benefits are transferred when the products are delivered to the client’s carrier; and

(iii) for contracts under which product delivery involves the use of pipelines, especially basic petrochemicals, the risks and benefits are transferred immediately after the Company’s official markers, which is the point of delivery of the products and transfer of their ownership.

 (i)F-104for contracts under which the Company is responsible for the freight and insurance, the legal right and the risks and benefits are transferred

Braskem S.A.

Notes to the clientconsolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as soon as the goods are delivered at the destination established in the contract;otherwise stated

(a) Net revenue by country

Schedule of revenue by country

        
   2021 2020 2019
        
Brazil  55,830,330 32,369,199     28,523,327
United States  24,232,413 10,848,609       9,416,558
Mexico  5,505,893 2,765,815       2,335,198
Argentina  2,068,023 1,267,967       1,104,044
Germany  1,912,373 1,106,877       1,157,431
Italy  1,304,113 811,787           690,422
Switzerland  1,230,540 633,512           759,189
Chile  1,230,493 544,329           610,454
Singapore  1,175,133 1,183,838       1,162,432
Japan  1,162,226 618,940           240,579
Luxembourg  987,656 592,777           526,768
South Korea  669,055 360,704           279,900
Peru  666,867 471,847           551,967
Poland  649,825 285,714           200,563
Netherlands  642,844 432,897           516,409
United Kingdom  585,766 204,953           359,937
Canada  558,730 297,756           201,635
Spain  517,532 282,362           344,433
Uruguay  495,120 405,946           359,049
Sweden  481,289 310,984           296,601
China  354,071 496,920           542,209
France  326,570 247,062           225,986
Paraguay  318,842 254,255           194,859
Bolivia  296,138 190,447           231,848
Colombia  274,335 174,381           200,370
Taiwan  136,173 176,400           191,593
Other  2,012,852 1,207,216       1,099,764
   105,625,201 58,543,494     52,323,525

(b) Net revenue by product

Schedule of revenue by product

         
    2021 2020 2019
         
PE/PP        73,306,089      41,137,288      34,287,597
Ethylene, Propylene           6,872,999         3,600,276         3,743,581
PVC/Caustic Soda/EDC           5,806,011         3,134,617         2,692,778
ETBE/Gasoline           4,321,371         2,170,289         2,319,253
Benzene, toluene and xylene           5,819,696         3,051,752         2,503,667
Butadiene           3,019,836         1,372,428         1,609,264
Cumene           1,342,811            636,635            723,469
Solvents           1,129,484            654,793            505,804
Naphtha, condensate and crude oil           1,648,581            915,807            676,044
Other           2,358,324         1,869,609         3,262,068
       105,625,201      58,543,494      52,323,525

 

(ii)for agreements under which the freight and insurance are a responsibility of the client, risks and benefits are transferred as soon as the products are delivered to the client’s carrier; and

Braskem S.A.

Management notes to the financial statements(c) Main clients

at December 31, 2016

All amounts in thousands, except as otherwise stated

(iii)for contracts under which product delivery involves the use of pipelines, especially basic petrochemicals, the risks and benefits are transferred immediately after the Company’s official markers, which is the point of delivery of the products and transfer of their ownership.

The cost of freight services related to sales, transfers to storage facilities and finished product transfers among establishments of Braskem are included in cost of sales.

(a)Net sales revenue by country

   2016   2015   2014 
       Restated   Restated 

Brazil

   24,640,077    23,729,106    25,265,876 

United States

   7,965,209    9,601,157    9,125,010 

Argentina

   1,244,267    1,339,775    1,264,727 

United Kingdom

   589,725    2,438,148    1,111,401 

Germany

   1,198,760    1,239,286    1,067,513 

Mexico

   2,075,695    967,829    949,378 

Italy

   667,265    561,347    860,724 

Netherlands

   262,289    622,436    713,267 

Singapore

   1,101,156    1,017,128    671,190 

Switzerland

   227,504    334,422    467,082 

Colombia

   369,359    278,304    444,019 

Spain

   342,154    391,097    332,132 

Chile

   522,796    503,650    331,728 

Peru

   397,186    351,097    288,037 

Uruguay

   122,783    327,533    263,636 

Japan

   1,631,564    904,903    236,160 

Poland

   252,508    199,115    206,793 

Paraguay

   185,432    170,834    187,199 

France

   236,727    268,239    174,495 

Bolivia

   211,382    194,865    167,721 

Canada

   242,492    184,752    135,158 

South Korea

   254,512    74,567    70,680 

Other

   2,923,146    1,180,399    801,971 
  

 

 

   

 

 

   

 

 

 
   47,663,988    46,879,989    45,135,897 
  

 

 

   

 

 

   

 

 

 

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(b)Net sales revenue by product

   2016   2015   2014 
       Restated   Restated 

PE/PP

   30,790,364    28,226,087    26,436,519 

Ethylene and propylene

   2,906,796    2,999,090    3,274,529 

Naphtha, condensate and crude oil

   2,582,257    4,587,944    3,092,262 

Benzene, toluene and xylene

   2,411,031    2,538,993    3,084,916 

PVC/Caustic Soda/EDC

   3,016,390    2,780,075    2,709,491 

ETBE/Gasoline

   2,058,952    1,722,391    2,128,225 

Butadiene

   1,315,892    1,000,376    1,196,602 

Cumene

   501,958    583,608    745,252 

Solvents

   379,745    431,264    620,986 

Other

   1,700,603    2,010,161    1,847,115 
  

 

 

   

 

 

   

 

 

 
   47,663,988    46,879,989    45,135,897 
  

 

 

   

 

 

   

 

 

 

(c)Main clients

In 2016 and 2015, the Company does not have any revenue arising from transactions with only one client that is equal to or higher than 10%10% of its total net revenue. In 2016,2021, the most significant revenue from a single client amounts to approximately 2.9%2.7% of total net revenues of the Company and refers to the basic petrochemical segment.sale of resins.

F-105

Braskem S.A.

 

29Tax incentives

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(a)Income Tax

In31 Tax incentives

(a) SUDENE - IR

Since 2015, the Company obtained grant in lawsuits claiming the reduction of 75%75% of IR on income from the following industrial units: (i) PVC and Chlor-Alkali (Cloro Soda), established in the state of Alagoas; and (ii) basic petrochemicals unit,Chemicals, PE, (2), PVC and Chlor-Alkali units, all established in the city of Camaçari (BA)(in Bahia State). The third PE plant establishedtax incentive granted by the Northeast Development Department (“SUDENE”) is calculated based on the Profit from Exploration of the incentivized activity, with an enjoyment period of 10 years. In 2020, the operations in Camaçari enjoyedBrazil recorded tax loss, therefore it is not possible to make any deductions as a tax incentive.

In 2021, the benefit upCompany determined the taxable base for income tax for its operations in Brazil, which generated a R$125 million reduction in IR payable and R$31.5 million in reinvestment of IR paid, which may be used to 2016.purchase new equipment for the above-mentioned industrial plants.

(b) PRODESIN - ICMS

(b)PRODESIN - ICMS

The Company has ICMS tax incentiveincentives granted by the state of Alagoas, through the state of Alagoas Integrated Development Program – PRODESIN,(“PRODESIN”), which are aimed at implementing and expanding a plant in that state. This incentive is considered an offsetting entry

The Company obtained a final and no appealable decision (Case No. 0042875-86.2015.4.01.3300) that exempted it from the payment of IR/CSL on tax incentives granted under PRODESIN, ensuring their treatment as a reducer of taxes on sales, in the period between the calendar years 2010 to sales taxes (Note 28)2017, in the accumulated amount of R$425,913. In 2016,2021, the amount was R$78,824 (R$71,614 in 2015)176,284 (2020: R$68,893).

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

3032 Other income (expenses), net

Schedule of other income (expenses), net

         
  Note 2021 2020 2019
         
Other income        
PIS and COFINS credits - exclusion of ICMS from the calculation basis10 (b)      1,031,099        310,557    1,904,206
Tax Credits recovery          209,558        219,254            3,094
Fine on supply contract of raw material             63,017          41,134       375,020
Fixed assets disposal results             40,353            7,035         11,140
Other          190,460        172,769       114,974
         1,534,487        750,749    2,408,434
         
Other expenses        
Provision for damages - Alagoas26    (1,339,765)   (6,901,828)  (3,383,067)
Provision for environmental liabilities and other damages        (588,110)      (306,275)     (141,536)
Fine on purchase and sale contracts(i)       (344,902)          (4,008)     (104,179)
Allowance for attorney's fees and judicial claims, net of reversals        (123,108)        (59,836)     (136,135)
Expenses with plant maintenance           (26,909)      (116,233)     (266,512)
Other        (246,496)      (550,441)     (415,513)
       (2,669,290)   (7,938,621)  (4,446,942)

(i)Of the amount in 2021, R$263 million refers to the Take-or-Pay penalty applied to Braskem due to the non-consumption of HLR (chemical input) under the agreement with the supplier.

 

   Note  2016  2015   2014 
         Restated   Restated 

Costs and expenses with hibernate plants

    (252,323)(i)   (152,536   (119,834

Expenses from fixed assets and investment

    (53,774  (174,488  

Allowance for judicial claims

    (169,973)(ii)   (105,644   (132,616

Expenses from Ascent project

    (3,988  (147,169   (44,347

Recovery of environmental damages

   22(b)   (182,600  (65,791   (30,741

Payments without corresponding services

   23.3(b)      (72,299

Extemporaneous taxes

   23.3(b)      (30,594

Gain from the divestment of DAT

   1(a.i)      277,338 

Leniency agreement

   23.3   (2,860,402)(iii)    

Other

    (229,104  (85,576   195,866 
   

 

 

  

 

 

   

 

 

 
    (3,752,164  (731,204   42,773 
   

 

 

  

 

 

   

 

 

 

F-106

Braskem S.A.

 

(i)In 2016 includes the amount of R $ 138,561 related to costs corresponding to installed and unused capacity in the first months of operation of the subsidiary Braskem Idesa. (Nota 1(a.ii)).
(ii)In 2016, refers to R$49,488 in provisions for labor claims and R$113,051 in provisions for tax and other claims.
(iii)Pursuant

Notes to the Leniency Agreement between the Company and the MPF (Note 23.3), Braskem will pay the approximate amountconsolidated financial statements

at December 31, 2021

All amounts in thousands of R$1.5 billion in six annual installments adjusted by the variation of the IPCA index. The Company estimated the present value of this accrual at its initial recognition, usingReais, except as an assumption for the discount rate the estimated real interest rate for Treasury IPCA+ bonds issued by the National Treasury. Based on this assumption, the Company have done the adjustment to present value in the amount of R$277,591. This amount will be recognized in the financial result on a “pro rata die” basis from the date of the agreement. In the result for the year 2016, the amount of R$5,505 was amortized.otherwise stated

Braskem S.A.

Management notes33 Financial results

Transactions in foreign currencies are translated into the respective functional currency of the Company’s subsidiaries at the exchange rates in effect on the transaction dates.

Monetary assets and liabilities denominated and measured in foreign currency on the reporting date are re-translated into the functional currency at the exchange rate on said date. Non-monetary assets and liabilities measured at fair value in foreign currency are re-translated into the functional currency at the exchange rate on the date on which the fair value was determined. Non-monetary items that are measured based on the historical cost in foreign currencies are translated at the exchange rate on the date of the transaction. The differences in foreign currencies resulting from conversion are recognized in financialincome, unless the liability involves a cash flow hedge accounting relationship.

Schedule of financial resultsSchedule of results by segment

           
         
    Note 2021 2020 2019
Financial income         
 Interest income               439,891            310,202            390,841
 Inflation indexation income on tax assets  10(b)          1,041,917            170,857            317,701
 Other               345,630            119,125            142,012
              1,827,438            600,184            850,554
           
Financial expenses         
 Interest expenses          (2,922,958)       (2,928,803)       (2,191,765)
 Inflation indexation expenses on tax liabilities               (93,722)          (138,410)          (232,612)
 Discounts granted               (75,677)             (81,920)             (80,404)
 Loans transaction costs - amortization            (691,243)          (172,269)          (465,000)
 Adjustment to present value - appropriation            (179,461)          (225,889)          (348,930)
 Interest expense on leases            (173,536)          (164,166)          (137,903)
 Losses on derivatives         (1,003,502)          (809,150)          (115,050)
 Other             (767,056)          (392,758)          (311,121)
            (5,907,155)       (4,913,365)       (3,882,785)
           
Exchange rate variations, net        
 On financial assets              230,370            336,527             (31,137)
 On financial liabilities         (4,233,177)       (5,635,238)       (1,693,383)
            (4,002,807)       (5,298,711)       (1,724,520)
           
 Total          (8,082,524)       (9,611,892)       (4,756,751)

The effects from exchange variation on the Company’s transactions are mainly due to the financial statementsvariations in the following currencies:

                
 End of period rate at December 31 Average rate
               Variation
 2021 2020 Variation 2021 2020 2019 2021-2020 2020-2019
U.S. dollar - Brazilizan real5.5805 5.1967 7.39% 5.3956 5.1578 3.9461 4.61% 30.70%
Euro - Brazilizan real6.3210 6.3779 -0.89% 6.3784 5.8989 4.4159 8.13% 33.58%
Mexican peso - Brazilizan real0.2730 0.2610 4.60% 0.2660 0.2402 0.2049 10.75% 17.22%
U.S. dollar - Mexican peso20.4519 19.9240 2.65% 20.2900 21.5098 19.2568 -5.67% 11.70%
U.S. dollar - Euro0.8853 0.8166 8.41% 0.8458 0.8775 0.8930 -3.61% -1.74%

at December 31, 2016

All amounts in thousands, except as otherwise stated

F-107

Braskem S.A.

 

Notes to the consolidated financial statements

at December 31,

Financial results 2021

All amounts in thousands of Reais, except as otherwise stated

   2016   2015   2014 
       Restated   Restated 

Financial income

      

Interest income

   504,495    386,182    281,273 

Monetary variations

   142,232    142,606    74,749 

Other

   43,395    56,145    43,847 
  

 

 

   

 

 

   

 

 

 
   690,122    584,933    399,869 
  

 

 

   

 

 

   

 

 

 

Financial expenses

      

Interest expenses

   (2,037,697   (1,716,809   (1,305,098

Monetary variations

   (409,784   (377,471   (320,497

Monetary variations on fiscal debts

   (249,578   (152,409   (221,390

Discounts granted

   (108,606   (130,564   (88,232

Loans transaction costs - amortization

   (56,020   (64,406   (44,824

Adjustment to present value - appropriation

   (507,744   (517,739   (527,703

Other

   (201,533   (204,004   (208,638
  

 

 

   

 

 

   

 

 

 
   (3,570,962   (3,163,402   (2,716,382
  

 

 

   

 

 

   

 

 

 

Exchange rate variations, net

      

On financial assets

   (1,139,676   1,102,744    (46,638

On financial liabilities

   (2,070,741   (999,834   (37,478
  

 

 

   

 

 

   

 

 

 
   (3,210,417   102,910    (84,116
  

 

 

   

 

 

   

 

 

 

Total

   (6,091,257   (2,475,559   (2,400,629
  

 

 

   

 

 

   

 

 

 
   2016   2015   2014 
       Restated   Restated 

Interest income

      

Held for trading

   249,427    91,119    26,012 

Loans and receivables

   213,237    190,637    168,259 

Held-to-maturity

   9,410    36,900    34,881 
  

 

 

   

 

 

   

 

 

 
   472,074    318,656    229,152 

Other assets not classifiable

   32,421    67,526    52,121 
  

 

 

   

 

 

   

 

 

 

Total

   504,495    386,182    281,273 
  

 

 

   

 

 

   

 

 

 

Braskem S.A.

Management notes to the financial statements34 Expenses by nature and function

at December 31, 2016

All amounts in thousands, except as otherwise stated

32Expenses by nature and function

The Company chose to present its expenses by function in the statement of operations. The breakdownSchedule of expenses by nature and function is presented below:

     2021 2020 2019
          
Classification by nature:       
 Raw materials other inputs        (63,570,499)       (37,913,921)       (37,380,310)
 Personnel expenses          (3,478,323)         (3,074,305)         (3,004,762)
 Outsourced services          (3,193,970)         (2,219,413)         (3,242,373)
 Depreciation and amortization          (4,178,433)         (4,048,081)         (3,632,265)
 Freights          (2,966,229)         (2,321,740)         (2,204,453)
 Costs of idle industrial plants             (338,987)            (518,528)            (309,742)
 Provision - geological event in Alagoas          (1,339,765)         (6,901,828)         (3,383,067)
 PIS and COFINS credits - exclusion of ICMS from the calculation basis          1,031,099              310,557           1,904,206
 Other general and administrative expenses          (1,551,191)         (1,908,729)            (927,294)
 Total        (79,586,298)       (58,595,988)       (52,180,060)
          
Classification by function:       
 Cost of products sold        (73,568,231)       (47,331,414)       (45,879,118)
 Selling and distribution          (2,055,640)         (1,852,055)         (1,783,455)
 (Loss) reversals for impairment of trade accounts receivable                 (8,914)              (55,252)                 (7,069)
 General and administrative          (2,522,127)         (1,918,747)         (2,224,180)
 Research and development             (296,583)            (250,648)            (247,730)
 Other income            1,534,487              750,749           2,408,434
 Other expenses          (2,669,290)         (7,938,621)         (4,446,942)
 Total        (79,586,298)       (58,595,988)       (52,180,060)

 

   2016   2015   2014 
       Restated   Restated 

Classification by nature:

      

Raw materials other inputs

   (28,197,875   (30,600,855   (33,909,899

Personnel expenses

   (2,576,107   (2,466,890   (2,144,127

Outsourced services

   (2,135,412   (1,580,827   (1,663,288

Depreciation, amortization and depletion

   (2,677,672   (2,120,157   (2,038,586

Freights

   (1,918,973   (1,856,194   (1,528,211

Other income (expenses), net

   (4,236,780   (1,367,565   (385,876
  

 

 

   

 

 

   

 

 

 

Total

   (41,742,819   (39,992,488   (41,669,987
  

 

 

   

 

 

   

 

 

 

Classification by function:

      

Cost of products sold

   (34,940,619   (36,728,023   (39,351,709

Selling and distribution

   (1,410,828   (1,083,156   (1,037,407

General and administrative

   (1,477,199   (1,280,470   (1,195,511

Research and development

   (162,010   (169,635   (128,133

Other income (expenses), net

   (3,752,163   (731,204   42,773 
  

 

 

   

 

 

   

 

 

 

Total

   (41,742,819   (39,992,488   (41,669,987
  

 

 

   

 

 

   

 

 

 

33Segment information

On December 31, 2016, the Braskem’s35 Segment information

The Company’s organizational structure is formed by the following segments:

Basic petrochemicals: comprises the activities related to- Brazil: includes: (i) the production and sale of ethylene, propylene butadiene, toluene, xylene, cumenechemicals at the Camaçari Petrochemical Complex in Bahia, the Triunfo Petrochemical Complex in Rio Grande do Sul, the Capuava Petrochemical Complex in the state of São Paulo, and benzene, as well as gasoline, diesel and LPG (Liquefied Petroleum Gas), and other petroleum derivatives andthe Duque de Caxias Petrochemical Complex in the state of Rio de Janeiro; (ii) the supply of electric energy, steam, compressed airelectricity and other inputs produced in these complexes to second-generation producers located in the Camaçari, Triunfo, São Paulopetrochemical complexes; (iii) the production and Rio de Janeiro petrochemical complexes.

Polyolefins: comprises the activities related tosale of PE, including the production of green PE made from renewable resources, and PP in Brazil.

Vinyls: comprises the activities related toof PP; and (iv) the production and sale of PVC and caustic soda and chloride in Brazil.
soda.

- United States and Europe: operations related to PP production and sale in the United States and Europe, through the subsidiaries Braskem America and Braskem Alemanha, respectively.

- Mexico: comprises the activities relation to the PE production of PEand sale in Mexico, through the subsidiary Braskem Idesa.

Braskem S.A.

Management notes to the financial statements(a) Presentation, measurement and reconciliation of segment results

at December 31, 2016

All amounts in thousands, except as otherwise stated

(a)Presentation, measurement and conciliation of results

Information by segment is generated in accounting records, which are reflected in the consolidated financial statements.

The eliminations stated in the operating segment information, when compared with the consolidated balances, are represented by transfers of inputs between segments that are measured as arm’s length sales.

The operating segments are stated based on the results of operations, which doesoperations.

The eliminations and reclassifications line are mainly represented by purchases and sales between the Company's reportable segments.

F-108

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

Corporate Unit comprises items not include financial results, and current and deferred income tax and social contribution expenses.

Braskem S.A.

Management notesallocated directly to the reportable segments and are disclosed to reconcile the segments to the consolidated financial information.

(b) Results by segment

               2021
         Operating expenses  
   Net Cost of   Selling, general, Results from Other operating  
   sales products Gross research and equity-accounted income Consolidated
   revenue sold profit loss of impairment investees (expenses), net 
Reporting segments              
 Brazil  69,494,923 (49,309,552)   20,185,371 (1,608,185)    (2,210,601)   16,366,585
 USA and Europe  32,403,632 (23,343,205)  9,060,427 (900,885)    (25,580)  8,133,962
 Mexico 6,506,297   (3,413,652)  3,092,645 (471,821)    (15,302)  2,605,522
Total    108,404,852 (76,066,409)   32,338,443 (2,980,891)    (2,251,483)   27,106,069
                
Other segments 363,684 (233,084)  130,600   76,830  4,641  (28,674)  183,397
Corporate unit       (1,963,137)   1,161,517   (801,620)
                
Braskem consolidated before 
eliminations and reclassifications
   108,768,536 (76,299,493)   32,469,043 (4,867,198)  4,641  (1,118,640)   26,487,846
                
Eliminations and reclassifications  (3,143,335)  2,731,262   (412,073) (16,066)    (16,163)   (444,302)
                
Profit before net financial expenses and taxes  105,625,201 (73,568,231)   32,056,970 (4,883,264)  4,641  (1,134,803)   26,043,544
                
                
               2020
         Operating expenses  
   Net Cost of   Selling, general, Results from Other operating  
   sales products Gross research and equity-accounted income Consolidated
   revenue sold profit loss of impairment investees (expenses), net 
Reporting segments              
 Brazil  40,794,387 (32,498,003)  8,296,384 (1,471,722)    (7,082,604)   (257,942)
 USA and Europe  14,638,660 (12,337,486)  2,301,174 (721,191)    (82,695)  1,497,288
 Mexico 4,000,805   (3,075,001)  925,804 (436,859)     (364,259)  124,686
Total   59,433,852 (47,910,490)   11,523,362 (2,629,772)    (7,529,558)  1,364,032
                
Other segments 302,374 (188,350)  114,024   63,874   (19,398) (320)  158,180
Corporate unit       (1,493,479)    359,071   (1,134,408)
                
Braskem consolidated before 
eliminations and reclassifications
  59,736,226 (48,098,840)   11,637,386 (4,059,377)   (19,398)  (7,170,807)  387,804
                
Eliminations and reclassifications  (1,192,732)   767,426   (425,306) (17,325)    (17,065)   (459,696)
               ��
Loss before net financial expenses and taxes 58,543,494 (47,331,414)   11,212,080 (4,076,702)   (19,398)  (7,187,872)  (71,892)
                
                
               2019
         Operating expenses  
   Net Cost of   Selling, general, Results from Other operating  
   sales products Gross research and equity-accounted income Consolidated
   revenue sold profit loss of impairment investees (expenses), net 
Reporting segments              
 Brazil  39,142,561 (35,245,941)  3,896,620 (1,852,908)    (4,151,901)   (2,108,189)
 USA and Europe  10,044,263   (8,217,515)  1,826,748 (525,701)    (23,859)  1,277,188
 Mexico 3,051,440   (2,504,012)  547,428 (351,199)    324,682  520,911
Total   52,238,264 (45,967,468)  6,270,796 (2,729,808)    (3,851,078)   (310,090)
                
Other segments 296,285 (188,335)  107,950   40,306  10,218   4,175  162,649
Corporate unit       (1,533,590)   1,773,267  239,677
                
Braskem consolidated before 
eliminations and reclassifications
  52,534,549 (46,155,803)  6,378,746 (4,223,092)  10,218  (2,073,636) 92,236
                
Eliminations and reclassifications  (211,024)   276,685 65,661 (39,342)   35,128 61,447
                
Profit before net financial expenses and taxes 52,323,525 (45,879,118)  6,444,407 (4,262,434)  10,218  (2,038,508)  153,683

F-109

Braskem S.A.

Notes to the consolidated financial statements

at December 31, 2021

All amounts in thousands of Reais, except as otherwise stated

(c) Property, plant and equipment and intangible assets by segment

Schedule of property, plant and equipment and intangible assets by segment

      
   2021 2020
Reporting segments    
 Brazil             18,072,312             17,299,352
 USA and Europe               7,688,713               7,242,262
 Mexico             14,019,167             13,892,609
Total              39,780,192             38,434,223
 Unallocated amounts                   322,237                   323,617
Total              40,102,429             38,757,840

36 Contractual obligations

The Company has entered into contracts to purchase production inputs. As of December 31, 20162021, these commitments summed R$6,079,568 and are expected to be settled until 2044.

All amounts in thousands, except as otherwise stated

37 Subsequent events

(b)Results by segment

      2016 
               Operating expenses    
      Net  Cost of     Selling, general  Results from  Other operating    
      sales  products  Gross  and distribuition  equity  income  Operating 
      revenue  sold  profit  expenses  investments  (expenses), net  profit (loss) 

Reporting segments

         

Basic petrochemicals

    25,062,602   (20,266,108  4,796,494   (698,392   (373,677  3,724,425 

Polyolefins

    20,307,367   (16,041,103  4,266,264   (1,303,798   (119,796  2,842,670 

Vinyls

    3,016,390   (2,833,779  182,611   (240,690   (49,365  (107,444

USA and Europe

    8,896,071   (6,080,722  2,815,349   (559,541   (9,268  2,246,540 

Mexico

   (i  1,586,927   (1,017,077  569,850   (246,125   (125,443  198,282 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

    58,869,357   (46,238,789  12,630,568   (3,048,546   (677,549  8,904,473 

Other segments

    12,202   (14,760  (2,558  (1,876   (20,864  (25,298

Corporate unit

       (108,221  30,078   (3,053,750  (3,131,893
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Braskem consolidated before eliminations and reclassifications

    58,881,559   (46,253,549  12,628,010   (3,158,643  30,078   (3,752,163  5,747,282 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Eliminations and reclassifications

    (11,217,571  11,312,930   95,359   108,606     203,965 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

    47,663,988   (34,940,619  12,723,369   (3,050,037  30,078   (3,752,163  5,951,247 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
      Restated 
      2015 
               Operating expenses    
      Net  Cost of     Selling, general  Results from  Other operating    
      sales  products  Gross  and distribuition  equity  income  Operating 
      revenue  sold  profit  expenses  investments  (expenses), net  profit (loss) 

Reporting segments

         

Basic petrochemicals

    24,269,768   (20,053,106  4,216,662   (658,945   (178,113  3,379,604 

Polyolefins

    19,986,174   (15,461,151  4,525,023   (1,224,627   (130,722  3,169,674 

Vinyls

    2,780,075   (2,415,855  364,220   (224,857   (27,005  112,358 

USA and Europe

    8,239,913   (6,908,574  1,331,339   (445,850   (13,449  872,040 

Mexico

   (i  472,002   (486,832  (14,830  (88,249   3,817   (99,262
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

    55,747,932   (45,325,518  10,422,414   (2,642,528   (345,472  7,434,414 

Other segments

    159,510   (150,213  9,297   (6,467   (73,879  (71,049

Corporate unit

       (8,987  2,219   (244,572  (251,340
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Braskem consolidated before eliminations and reclassifications

    55,907,442   (45,475,731  10,431,711   (2,657,982  2,219   (663,923  7,112,025 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Eliminations and reclassifications

    (9,027,453  8,747,708   (279,745  124,721    (67,281  (222,305
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

    46,879,989   (36,728,023  10,151,966   (2,533,261  2,219   (731,204  6,889,720 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
      Restated 
      2014 
               Operating expenses    
      Net  Cost of     Selling, general  Results from  Other operating    
      sales  products  Gross  and distribuition  equity  income  Operating 
      revenue  sold  profit  expenses  investments  (expenses), net  profit (loss) 

Reporting segments

         

Basic petrochemicals

    25,576,275   (23,252,820  2,323,455   (692,662   
190,292
 
(ii) 
  1,821,085 

Polyolefins

    18,502,238   (15,599,615  2,902,623   (965,737   (53,226  1,883,660 

Vinyls

    2,709,491   (2,551,464  158,027   (205,343   57,268   9,952 

USA and Europe

    7,934,281   (7,481,292  452,989   (294,923   (82,515  75,551 

México

   (i  273,264   (262,639  10,625   (58,684   4,177   (43,882
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

    54,995,549   (49,147,830  5,847,719   (2,217,349   115,996   3,746,366 

Other segments

    129,391   (21,630  107,761   (111,292   (8,312  (11,843

Corporate unit

       (110,460  3,929   (96,594  (203,125
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Braskem consolidated before eliminations and reclassifications

    55,124,940   (49,169,460  5,955,480   (2,439,101  3,929   11,090   3,531,398 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Eliminations and reclassifications

    (9,989,043  9,817,751   (171,292  78,050    31,683   (61,559
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

    45,135,897   (39,351,709  5,784,188   (2,361,051  3,929   42,773   3,469,839 
   

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

(i)(a)With the operational startup of Braskem Idesa, the Company began to report as of January 1, 2016, the “Mexico” segment, which includes activities related to PE production and sale of that subsidiary. For the years 2015 and 2014, previously presented under “Other segments”, are presented in this new segment.
(ii)Includes gain from sale of DAT (Nota 1(a.i).

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

(c)Long-lived assets by segment

       2016   2015   1/1/2015 
           Restated   Restated 

Reporting segments

        

Basic petrochemicals

     11,417,669    11,749,880    11,949,937 

Polyolefins

     5,162,075    5,379,646    5,614,133 

Vinyls

     2,621,376    2,763,299    2,871,964 

USA and Europe

     2,015,492    2,269,257    1,584,055 

Mexico

   (i   10,607,951    14,497,705    9,260,814 
    

 

 

   

 

 

   

 

 

 

Total

     31,824,563    36,659,787    31,280,903 

Other segments

     321,234    328,106    625,783 
    

 

 

   

 

 

   

 

 

 

Total

     32,145,797    36,987,893    31,906,686 
    

 

 

   

 

 

   

 

 

 

(i)This variation is due to the strong devaluation of the Mexican peso against the Real (29.7% decrease in 2016).

34Insurance coverage

Braskem, aligned with the policy approved by the Board of Directors, maintains a comprehensive Insurance Program. The risk assessment practices and procedures of the policy are applied consistently across the Company.

In October 2015, the Operating Risks insurance policies were renewed for the units in Brazil, the United States and Germany for 18 months. The subsidiary Braskem migrated its program from Engineering Risks to Operating Risks policy in 2016.

The Operating Risks insurance policies of Braskem have maximum indemnity limits per event to cover possible claims in view of the nature of the Company’s activities and benchmarks, as well estimated maximum loss studies prepared by external advisors.

The information on the policies in effect is presented below:

       Maximum indemnity limit   Amount insured 
   Maturity   US$ million   US$ million 

Units in Brazil

   April 8, 2017    2,000    21,223 

Units in United States and Germany

   April 8, 2017    250    1,868 

Units in Mexico

   April 8, 2017    3,153    5,947 
      

 

 

 

Total

       29,038 
      

 

 

 

Additionally, the Company contracted civil liability, transportation, export credit, sundry risk and vehicle insurance. The risk assumptions adopted are not part of the audit scope and, therefore, were not subject to review by our independent accountants.

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

35Information related to guaranteed securities issued by subsidiaries

Braskem S.A. has fully and unconditionally guaranteed the debit securities issued by Braskem Finance, Braskem America Finance and Braskem Holanda100-percent-owned subsidiaries of Braskem. There are no significant restrictions on the ability of Braskem to obtain funds from these subsidiaries.

36Subsequent events

(a)In January 2017, Braskem’s new line to produce ultra-high molecular weight polyethylene (UHMWPE), known commercially as UTEC®, started operations. Located in La Porte, Texas, the plant will complement the production capacity of the existing UTEC line in Brazil at the petrochemical complex in Camaçari, Bahia.

(b)On January 27, 2017, the Board5, 2022, Braskem S.A. issued Certificates of Directors of the Company authorized the execution of a purchase agreement with Odebrecht Utilities S.A., through which Braskem undertook to purchase all shares held by the sellerAgribusiness Receivables (“CRA”) in Cetrel S.A., which represent 63.7% of its voting capital, for the aggregate amount of R$610 million, to be paid upon the consummation of the transaction. The consummation of the acquisition is subject to a vote by the Shareholders’ Meeting of Braskem, in accordance with Article 256 of Brazilian Corporation Law, and to the conditions precedent typical to transactions of this kind.

The Shareholders’ Meeting to deliberate the approval of this transaction was convened for September 29, 2017.

Cetrel is an environmental services company that launched its operations in 1978, together with the other companies that set up operations in the Camaçari Petrochemical Complex. With over 100 clients, or around 70% of the Camaçari Complex, Cetrel is responsible for treating and disposing of industrial wastewater and solid waste, environmental monitoring and supplying water for industrial use to Braskem’s plants in Camaçari.

Cetrel will play an important role in managing the environmental processes of the Camaçari Petrochemical Complex, and its acquisition will ensure the security and reliability of the complex’s industrial operations, in line with Braskem’s strategy to strengthen its petrochemical activities.

(c)On April 03, 2017, the sale of subsidiary Quantiq to GTM do Brasil Comércio de Produtos Químicos Ltda (“GTM”) was completed. As a result of the sale, on that same date, Braskem received the amount of R$450721 million, with interest rates of IPCA plus 5.5386% p.a. and of IPCA plus 5.5684% p.a. for the remaining balanceseries due in 7 and 10 years, respectively.
(b)On February 25, 2022, the Municipality of Maceió signed the partial Term of Adhesion to the Agreement for Socio-Environmental Reparation executed on December 30, 2020, which addresses the allocation of resources provided for in mentioned Agreement to urban mobility actions. The Term of Adhesion enables the implementation of adequate and sufficient urban mobility projects to mitigate the impacts of the evacuation of affected areas. The actions established in this term were already measured and recorded, not resulting in changes in the provision.

(c)Global markets are currently operating in a period of global economic and financial uncertainty, volatility and disruption following Russia’s invasion. Although the length and impact of the ongoing military conflict is highly unpredictable, it and any other geopolitical tensions could impact the economy and business activity globally.

The Company has formed a committee to closely monitor the consequences of such conflict to take measures to minimize the potential impacts on the Company, its team members and the communities where it operates. As of the date of these financial statements, no material impacts were identified on the Company’s business stemming from the sanctions and the adverse scenario caused by the military conflict.

Due to the uncertainties arising from the potential impact on the global economy and, consequently, on the demand and costs of products, the global supply chain and industrial operations, we are unable to accurately predict the adverse impacts on the equity and financial position of the Company.

Further sanctions, embargoes, regional instability, geopolitical shifts, adverse effects on macroeconomic conditions, currency exchange rates and financial markets may increase our costs, disrupt our supplies, reduce our sales, or otherwise affect our operations.

(d)On April 19, 2022, the Annual and Extraordinary General Shareholders Meeting approved the dividends for the year 2021, corresponding to R$100 million,1,696348838321 (one real sixty-nine cents and fraction) per common and preferred share class “A” in circulation. The dividends will be paid by GTM in up to 12 months, and may undergo customary adjustmentsas of this kind of operation.May 2, 2022.

 

(d)On June 21, 2017, the Board of Directors approved the construction of a new polypropylene production facility in the city of La Porte, Texas, in the United States. The approximate amount investment is up to US$675 million to produce of 450 thousand tons per year. Completion of this project is planned for 2020.

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(e)In June, 2017, the Company was in default of contractual obligations borrowings contracted (covenants) from financial institutions and the capital markets related to the presentation of audited financial statements. That restrictive clause requires the presentation of its audited financial statements within the legal deadline (or within 120 days from the end of the fiscal year).

For this reason, as from June 30, 2017, the amount of R$40,481 was reclassified fromnon-current liabilities to current liabilities, in compliance with accounting standard IAS 1 (Presentation of Financial Statements).

Braskem S.A.

Management notes to the financial statements

at December 31, 2016

All amounts in thousands, except as otherwise stated

According to the standards mentioned above, such reclassification is required when a contractual breach entitles creditors to request the immediate repayment of the obligations in the short-term. In this context, note that none of the Company’s creditors requested such advance payment of the obligations and that Braskem has been settling these obligations in accordance with their original maturity schedule.

Additionally, noncompliance with said clauses will be automatically complied with once the audited financial statements are presented, as of when said creditors will no longer be entitled to request the immediate repayment, reversing the amount of R$40,481 from current liabilities tonon-current liabilities.

(f)On September 14, 2017, the Company and the Lead Plaintiff inIn re Braskem Securities Litigation (U.S. District Court for the Southern District of New York) (the “Class Action” – Note 23.3(h)) have signed a proposed settlement agreement (“Proposed Settlement”) and submitted it to the mentioned Court for preliminary approval.

Under the terms of the Proposed Settlement, Braskem would pay US$10 million to resolve all claims of a settlement class consisting of purchasers of Braskem American Depositary Receipts (“ADRs”) traded on the New York Stock Exchange during the period of July 15, 2010 through March 11, 2015, that arise out of or relates to the subject matter of the Class Action, with the exception of any such claims belonging to purchasers who requests to opt out of the settlement class.

In accordance with IAS 37 (Provisions, Contingent Liabilities and Contingent Assets), the Company will record a provision in the amount of US$10 million, equivalent to approximately R$31 million, based on the fixed exchange rate of R$3.13 to US$1.00. The amount is deemed not material by management for the annual 2016 period and will be recognized in the statement of operations in the item “Other income (expenses), net” in the third quarter of 2017.

Braskem has made no admission of any wrongdoing or liability as part of the Proposed Settlement, and entered into the Proposed Settlement solely to avoid the risk, uncertainty, and expense of further litigation. The Proposed Settlement is subject to a number of conditions including Court approval.

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