Exhibit 7
January 29, 2024
Ministry of Finance - Federative Republic of Brazil
Procuradoria-Geral da Fazenda Nacional, Esplanada dos Ministérios
Bloco P, 8°Andar
70048-900, Brasília-DF
Brazil
| Re: | Federative Republic of Brazil |
Registration Statement No. 333-261972
Ladies and Gentlemen:
I, Fabiola Inez Guedes de Castro Saldanha, Attorney of the Office of the Attorney General of the National Treasury of the Ministry of Finance of the Federative Republic of Brazil (the “Republic”), have reviewed the above-referenced Registration Statement (the “Registration Statement”), including the Basic Prospectus dated March 30, 2022 (the “Basic Prospectus”), the Prospectus Supplement dated January 22, 2024 constituting a part thereof (together with the Basic Prospectus, the “Prospectus”), the Indenture, dated as of July 2, 2015 (the “Indenture”), between Brazil and The Bank of New York Mellon, including the form of debt securities attached thereto, previously filed as part of Brazil’s Annual Report for the fiscal year ended December 31, 2019 on Form 18-K, and made a part of the Registration Statement, and the Terms Agreement, dated January 22, 2024 (the “Terms Agreement”), among the Republic, Citigroup Global Markets Inc., Scotia Capital (USA) Inc. and UBS Securities LLC, pursuant to which the Republic proposes to issue its 6.125% Global Bonds due 2034 (the “2034 Global Bonds”) and its 7.125% Global Bonds due 2054 (the “2054 Global Bonds”, together with the 2034 Global Bonds, the “Global Bonds”).
The issuance of the Global Bonds has been authorized pursuant to Resolution No. 20 dated November 16, 2004 of the Federal Senate of Brazil, enacted pursuant to Article 52 of the Constitution of the Federative Republic of Brazil.
It is my opinion that the Global Bonds have been duly authorized, and when executed and delivered by the Republic and authenticated pursuant to the Indenture and delivered pursuant to the Terms Agreement, the Prospectus, the Global Bonds will constitute valid and legally binding direct and unconditional obligations of Brazil under the present laws of Brazil.
I hereby consent to the filing of this opinion as Exhibit 7 to Amendment No. 2 to the Annual Report of the Republic on Form 18-K/A for the fiscal year ended December 31, 2022. In giving the foregoing consent, I do not thereby admit that I am in the category of persons whose consent is required under Section 7 of the Act or the rules and regulations of the Commission thereunder.
| Very truly yours, |
/s/ Fabiola Inez Guedes de Castro Saldanha |
| Fabiola Inez Guedes de Castro Saldanha |
| Attorney of the National Treasury of Brazil |
