CVC BRASIL OPERADORA E AGÊNCIA DE VIAGENS S.A.

Publicly-Held Company

CNPJ/MF (National Corporate Taxpayer's Register of the Ministry of Economy)

enrollment no. 10.760.260/0001-19

NIRE (Companies Register Identification Number) 35.300.367.596 | CVM Code No.

23310

MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS

HELD ON SEPTEMBER 12, 2021

  1. Date, time, and place: Meeting held on September 12, 2021, at 5 p.m., by videoconference, pursuant to Paragraph 7 of Article 17, of the Articles of Incorporation of CVC Brasil Operadora e Agência de Viagens S.A. ("Company").
  2. Call Notice: Call notice duly given pursuant to Article 17, Paragraph 2, of the Company's Articles of Incorporation.
  3. Attendance: All sitting members of the Company's Board of Directors attended the meeting, to wit, Messrs.: Valdecyr Maciel Gomes (Chairperson), Eduardo de Britto Pereira Azevedo (Vice-Chairperson), Felipe Villela Dias, Flavio Uchoa Teles de Menezes, Lilian Maria Ferezim Guimarães, Rachel de Oliveira Maia, and Sandoval Martins Pereira. Mr. Sergio Citeroni, representing the Company's Supervisory Board, also attended the meeting.
  4. Presiding Officers: The meeting was chaired by Mr. Valdecyr Maciel Gomes, and Ms. Julia Amadi Soares was the Secretary.
  5. Agenda: (i) resolve on the analysis of the Company's quarterly financial information for the 2nd quarter of the fiscal year 2021; and (ii) analyze and resolve on the proposed Internal Regulations of the Board of Directors.
  6. Resolution: At the beginning of the meeting, the attending members of the Board of Directors examined the item on the Agenda and resolved:

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  1. To approve, unanimously, subject to the opinion of the Audit Committee, the Company's quarterly financial information for the period from July 1, 2021, to September 30, 2021, accompanied by the independent auditor's review report, with the Company's Executive Board being authorized to disclose such information under the terms of the applicable law.
  2. To approve, unanimously, the Board of Directors' Internal Regulations proposed, pursuant to the document attached to the Minutes.
  1. Adjournment, drawing up, and approval of the minutes: There being no further business to discuss, the floor was offered to anyone wishing to speak, and, as nobody spoke, the meeting was adjourned and these minutes were drawn up, read, and approved by all attending members.
  2. Attending Directors: Valdecyr Maciel Gomes, Eduardo de Britto Pereira Azevedo, Felipe Villela Dias, Flavio Uchoa Teles de Menezes, Lilian Maria Ferezim Guimarães; Rachel de Oliveira Maia, and Sandoval Martins Pereira. Representative of the Supervisory Board: Sergio Citeroni. Presiding Officers: Valdecyr Maciel Gomes - Chairperson; and Julia Amadi Soares - Secretary.

I certify that these minutes are a true copy of the original minutes drawn up in

the proper register of the Company.

Santo André - State of São Paulo, November 12, 2021.

______________________________

Julia Amadi Soares

Secretary

(Pertaining to the Excerpt of the Minutes of the Annual Meeting of the Board of Directors of CVC Brasil Operadora e Agência de Viagens S.A. held on November 12, 2021)

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ATTACHED

Summary

CHAPTER 1 - PURPOSE ..................................................................................................................

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CHAPTER 2 - SCOPE .......................................................................................................................

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CHAPTER 3 - MISSION AND GUIDELINES.......................................................................................

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CHAPTER 4 - COMPOSITION, TERM OF OFFICE, AND INVESTITURE..............................................

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CHAPTER 5 - VACANCY, ABSENCE, AND IMPEDIMENT.................................................................

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CHAPTER 6 - AUTHORITY...............................................................................................................

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CHAPTER 7 - STRUCTURE..............................................................................................................

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SECTION I - CORPORATE GOVERNANCE OFFICE...........................................................................

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SECTION II - COMMITTEES.............................................................................................................

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SECTION III - BUDGET................................................................................................................

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CHAPTER 8 - OPERATION............................................................................................................

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CHAPTER - RIGHTS, DUTIES, AND RESPONSIBILITIES..................................................................

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SECTION I - REMUNERATION......................................................................................................

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CHAPTER 10 - ASSESSMENT........................................................................................................

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CHAPTER 11 - GENERAL PROVISIONS..........................................................................................

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CHAPTER 12 - EFFECTIVENESS.....................................................................................................

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i.CHAPTER 1 - PURPOSE

Article 1. The purpose of these Internal Regulations ("Regulations") is to govern the operation of the Board of Directors of CVC Brasil Operadora e Agência de Viagens S.A. ("Company") and to establish the basic rules of its organization, the rules of conduct of its members, and the relationship between the Board of Directors and the other bodies of Company, subject to the provisions of Law No. 6404 of December 15, 1976, ("Brazilian Corporations Law"), the Company's Articles of Incorporation ("Articles of Incorporation"), the Novo Mercado Regulations of B3 S.A. - Brasil, Bolsa, Balcão, and the best corporate governance practices, without prejudice to other legal and regulatory rules applicable to it.

ii.CHAPTER 2 - SCOPE

Article 2. These Regulations apply to CVC Corp and all units of the group.

iii.CHAPTER 3 - MISSION AND GUIDELINES

Article 3. The Board of Directors' mission is to protect and value the Company's equity, as well as to maximize the return on investment and the Company's long-term sustainability. The Board of Directors must be fully aware of the Company's values and ensure their improvement.

Article 4. The Board of Directors must establish the general guidance of the Company's business and decide on strategic matters, as provided for in Article 18 of the Articles of Incorporation, and must, therefore:

  1. Approve and enforce the Company's strategic plan, which is proposed by the Executive Board;
  2. Foster and ensure compliance with the Company's and its subsidiaries' business purpose;
  3. Care for the Company's interests first, and, secondarily, that of its stakeholders, especially its shareholders, employees, customers, business partners, and the communities where, directly or indirectly, it carries out its activity, always seeking a balance between these interests in the event of a conflict among them;
  4. Care for the Company's values and purposes from a sustainable and long-term perspective;
  5. Prepare the guidelines for the management of the Company and its subsidiaries that will be reflected in the annual budget;
  6. Support and supervise the management of the Company's business;
  7. Act to maximize the Company's material, financial, and human resources, with the objective of enhancing the Company's brand and reputation in the long term; and
  8. Resolve on situations of conflict provided for in these Internal Regulations.

iv.CHAPTER 4 - COMPOSITION, TERM OF OFFICE, AND INVESTITURE

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Article 5. The Board will be composed of seven (7) standing members, all elected by the General Meeting and that may be removed from office by the General Meeting at any time, with a unified term of office of two (2) years, and their re-election is permitted.

Paragraph One. At least two (2) or twenty percent (20%), whichever is higher, of the members of the Board must be Independent Directors, as defined in the Novo Mercado Regulation, and the director(s) elected by means of the option provided for in Article 141, Paragraphs 4 and 5 of the Brazilian Corporations Law are also considered as independent directors. The procedure for appointing independent members to the Board of Directors is described in the Novo Mercado Regulation, and it is hereby agreed that, if there is a fractional number of Directors, due to the compliance with this percentage, the number must be rounded to the whole number immediately higher.

Paragraph Two. The rules related to the term of office and the ineligibility criteria of candidates for members of the Board of Directors are described in Section II of the Company's Articles of Incorporation.

Paragraph Three. The Board of Directors will have one (1) Chairperson and one (1) Vice- Chairperson, who will be elected and removed by the General Meeting.

Paragraph Four. The vote of the members of the Board of Directors, except for the possibility of election by multiple votes, will be done, preferably, by the ticket system.

Article 6. The investiture of the members of the Board of Directors in their respective offices is subject to the agreement and signature of the following documents, which will be filed at the Company's principal place of business:

  1. Instrument of Investiture drawn up in the Company's Book of Minutes of the Board of Directors' Meetings;
  2. Statement of Non-Impediment mentioned in Article 147, Paragraph 4 of the Brazilian Corporations Law and in Article 2 of ICVM 367/02;
  3. Adhesion Agreement to the Material Act or Fact Disclosure Policy ("Disclosure Policy");
  4. Adhesion Agreement to the Trading Policy of Securities Issued by the Company ("Trading Policy");
  5. Adhesion Agreement to the Company's Code of Ethical Conduct ("Code of Ethical Conduct");
  6. Correspondence addressed to the Company's Investor Relations Officer, pursuant to Article 157, Paragraph 6 of the Brazilian Corporations Law, encompassing the number of securities issued by the Company, and its subsidiaries or parent companies that are publicly-held companies, which they may own, as well as those owned by their spouse, partner, any dependent included in the annual income tax return, and by companies controlled directly or indirectly by these people; and
  7. Registration Form, containing personal information and authorization for the Company to carry out the background check. The electronic address (email) for

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CVC Brasil Operadora e Agência de Viagens SA published this content on 12 November 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 November 2021 23:49:04 UTC.