Legal Entities: (i) copy of the latest bylaws or restated articles of incorporation and the corporate documents that prove the legal representation of the shareholder, including any power of attorney; and (ii) copy of the identity document of the legal representative(s) of the valid shareholder(s) and with a photo.
Investment Fund: (i) copy of the last restated bylaws of the investment fund; (ii) copy of the bylaws or articles of association of its administrator or manager, as the case may be, observing the fund’s voting policy and corporate documents proving the powers of representation; and (iii) copy of the identity document of the legal representative(s) of the valid investment fund(s) and with a photo.
Participation through Attorney-in-fact: The attorney-in-fact shall have been constituted for less than 1 (one) year, and be qualified as a shareholder or manager of the Company, a lawyer registered with the Brazilian Bar Association or, even, a financial institution.
As provided in the Circular Letter/Annual-2022-CVM/SEP, of February 24, 2022 (“Circular Letter”), corporate shareholders may be represented at the EGM by their legal representatives or by representatives duly constituted in accordance with the articles of incorporation of the respective company and with the rules of the Brazilian Civil Code, and in this specific case, there is no need for the legal entity shareholder’s representative to be a shareholder or manager of the Company or, even, a lawyer.
In the same way, investment fund shareholders, as decided by the CVM Collegiate Board under the CVM Administrative Proceeding No. RJ-2014-3578, may be represented at the EGM by their legal representatives or by representatives duly constituted by their manager or administrator, as provided for in its regulation, the bylaws or articles of association of its administrator or manager, as the case may be.
In order to facilitate and encourage the participation of shareholders in the EGM, in relation to the documents indicated above, the formalities of acknowledgment of signatures, authentication, notarization, consularization, apostille or sworn translation are waived, in the latter case, its free translation into Portuguese is sufficient. It should be noted that documents in English and Spanish are exempted even from the free translation.
After verifying the regularity of the representation documents sent under the terms above, it will be forwarded up to 2 (two) hours before the start time of the EGM, to each shareholder (or their respective attorney-in-fact, as the case may be) that has carried out the regular Attendance Registration, information and guidelines for accessing the Digital Platform, including, but not limited to, the access password. Such information and guidelines will be forwarded exclusively to the e-mail address informed in the Attendance Registration, regardless of the e-mail address used by the shareholder (or their respective attorney-in-fact, as the case may be) to send the documents and information for the purpose of carrying out such registration.
In case of need for documentary complementation and/or additional clarifications in relation to the documents sent for the purposes of the Attendance Registration, the Company will contact the shareholder (or its respective attorney-in-fact, as the case may be) to request such documentary complementation and/or additional clarifications in a timely manner that allows the sending of information and guidelines for access to the Digital Platform within the aforementioned period.
The Company clarifies that, if the shareholder (or its respective attorney-in-fact, as the case may be) does not express interest in participating in the EGM, under the terms established above, until 9:00 a.m. of June 6, 2022 or if the requests for supplementary documents and/or additional clarifications referred to in the previous paragraph are not met, in order to attest to the regularity of shareholder representation, it will not be possible for the shareholder to participate in the EGM through the Digital Platform.
The Company also emphasizes that the information and guidelines for accessing the Digital Platform, including, but not limited to, the access password, are unique and non-transferable, and the shareholder (or their respective attorney-in-fact, as the case may be) assumes full responsibility for the possession and secrecy of the information and guidelines transmitted to it by the Company under the terms of this Manual.
