MINUTES OF THE NINTH HUNDREDTH FIFTY-FOURTH MEETING OF THE BOARD OF DIRECTORS OF CENTRAIS ELÉTRICAS BRASILEIRAS S.A. - ELETROBRAS
NIRE 53300000859/CNPJ no. 00001180/0001-26
It is hereby certified, for due purposes, that the 954th meeting of the Board of Directors of Centrais Elétricas Brasileiras S.A. - Eletrobras ("Company" or "Eletrobras") was installed on the ninth day of November of the year two thousand and twenty-two, at 2:10 pm, with the end of works recorded at 4:55 pm. The meeting took place at Eletrobras' central office, located at Rua da Quitanda, nº 196, 25th floor, Centro, Rio de Janeiro - RJ. The Board Member IVAN DE SOUZA MONTEIRO (ISM) assumed the chairmanship of the work remotely, by videoconference. Board Members CARLOS EDUARDO RODRIGUES PEREIRA (CRP) and MARISETE FÁTIMA DADALD PEREIRA (MFP) attended the meeting in person. The Board Members DANIEL ALVES FERREIRA (DAF), MARCELO DE SIQUEIRA FREITAS (MSF), PEDRO BATISTA DE LIMA FILHO (PBL), VICENTE FALCONI CAMPOS (VFC), MARCELO GASPARINO DA SILVA (MGS) and FELIPE VILLELA DIAS (FVD) participated remotely in the meeting via videoconference. There were no records of absences from the meeting. The council was hosted by the Superintendent of Governance BRUNO KLAPPER LOPES (BKL) with the support of the Secretary of Governance FERNANDO KHOURY FRANCISCO JUNIOR (FKJ). The President WILSON FERREIRA JR. (WFJ) attended the meeting remotely, as a guest. The Legal Director JOSÉ EDUARDO GUIMARÃES BARROS (JGB) attended the meeting in person, as a guest. The Coordinator and external member of the Statutory Audit and Risk Committee - CAE, JERÔNIMO ANTUNES (JEA), participated remotely in the meeting, by videoconference, as a guest. INSTALLATION AND RESOLUTION QUORUMS: As prescribed by art. 25, caput, of Eletrobras' Bylaws, the deliberations of this conclave must take place in the presence of the majority of its members, and its deliberations must be taken, as a general rule, by the majority of those present, except for the cases of qualified quorum portrayed in art. 26 of the Bylaws. The meeting was opened with the presence of eight members, in compliance with the minimum quorum of five members, and with a minimum quorum for taking deliberations of five members, except in cases where there is an explicit record of change in the quorum of those present on the occasion. of deliberation. The prior declaration of a conflict of interest by the Director and/or his momentary absence from the conclave lead to his subtraction for purposes of calculating the respective minimum quorum for deliberation. DECISIONS: DEL 163, of 11.09.2022. Authorization to file Eletrobras' interim financial statements for the period ended 09.30.2022. RES 537, of 11.09.2022. The Board of Directors of Centrais Elétricas Brasileiras S.A. - Eletrobras, in the use of its attributions, substantiated in a decision of the Executive Board, in the favorable opinion expressed by the Statutory Audit and Risks Committee - CAE at the 276th meeting held on 11.09.2022, in the support material and in the documents below, RESOLVED: Resolution Executive Board No. 537, of 11.07.2022; Report to the Executive Board DF-100, of 11.09.2022; Executive Summary DFC, of 11.09.2022; Independent auditors' report - PWC for the period ended September 30, 2022, dated 11.09.2022; 1. Authorize the filing of Eletrobras' interim financial statements, for the period ended on 09.30.2022, approved by the Eletrobras Executive Board through RES-537, of 11.09.2022; 2. To determine that the Financial and Investor Relations Department, through the Accounting Superintendence - DFC and the Investor Relations Superintendence - DFR, the Governance Secretariat - DCGG and the Executive Secretariat - DCGS, each within its scope of action, adopt the necessary measures to comply with this Resolution. Deliberative quorum: Unanimity, pursuant to the proposal of the Executive Board (RES-537, of 11.09.2022), registered the favorable opinion of the CAE. The other matters raised at that meeting were omitted from this certificate, as they relate to interests that are merely internal to the Company, a legitimate precaution, supported by the Management's duty of secrecy, according to the "caput" of article 155 of the Brazilian Corporation Law, being situated , therefore, outside the scope of the rule contained in § 1 of article 142 of the aforementioned Law. This certificate is drawn up and signed by me, FERNANDO KHOURY FRANCISCO JUNIOR, Governance Secretary of Eletrobras.
Rio de Janeiro, November 11, 2022.
FERNANDO KHOURY FRANCISCO JUNIOR
Governance Secretary of Eletrobras