CNPJ nº 97.837.181/0001-47

A Public Listed Company

SUMMARIZED MINUTES OF THE MEETING OF THE BOARD OF FISCAL

COUNCIL

HELD ON DECEMBER 9, 2021

DATE, TIME, FORMAT AND PLACE: On December 09, 2021, at 3:00 p.m., exclusively digitally via Microsoft Teams platform, pursuant to Article 6 of the Internal Carter of the Fiscal Council, reason why the meeting will be considered as held at the registered office, located at Paulista Avenue, 1938, 5th floor, in the city and state of São Paulo.

CHAIR: Guilherme Tadeu Pereira Júnior (President) and Francisco Augusto Semeraro Neto (Secretary).

QUORUM: the totality of the elected members.

RESOLUTIONS TAKEN: the Councilors resolved, unanimously and without any reservations, after analyzing the documentation presented and providing due clarifications, to be in favor of the proposal made by the Board of Officers, to be decided by the Board of Directors at this date, to increase the subscribed and paid Capital from R$ 1,970,188,626.80 (one billion, nine hundred and seventy million, one hundred and eighty-eight thousand, six hundred and twenty-six reais and eighty centavos), to R$ 2,370,188,626.80 (two billion, three hundred and seventy million, one hundred and eight-eight thousand, six hundred and twenty-six reais and eighty centavos), with a bonus in the proportion of 1 (one) new share for every 10 (ten) shares, within the limit of the authorized capital set forth in the sub-item 5.1 of the Bylaws, through the:

  1. Capitalization of Reserves: representing the total amount of R$ 400,000,000.00:
    • Reserve for Dividend Equalization (from the years of 2009, 2010, 2011, 2012 and 2013): R$ 260,000,000.00;
    • Reserve for Working Capital Increase (from the years of 1988, 1989, 1990, 1992, 2006, 2007 and 2008): R$ 70,000,000.00; and
    • Reserve for Increase in Capital of Investees from 2008: R$ 70,000,000.00.
  2. Bonus of 10% in Shares: in the light of the capitalization of reserves, 69,178,450 (sixty-nine million, one hundred and seventy-eight thousand, four hundred and fifty) new book-entry type common shares shall be issued, with no par value, to be granted free of charge to the shareholders, as a bonus, in the proportion of 1 (one) new share for every 10 (ten) shares of which they were holders on the date of record, considering:
  1. Date of record: holders of shares held at the end of the trading day on December 14, 2021, shall be entitled of the bonus in their shares;
  2. Negotiation: the current shares shall continue to be traded with bonus rights until December 14, 2021; as from December 15, 2021, the shares shall be traded ex-bonus rights; shares received with bonus shall be included in the shareholders position of December 17, 2021;

CNPJ nº 97.837.181/0001-47

A Public Listed Company

  1. Bonus Share Rights: the shares received as a bonus shall be entitled to dividends and/or interest on capital which may be declared after January 1st, 2022. In other words, the bonus shares won't be entitled to the interest on capital and dividends to be declared by the Board of Directors at this date;
  2. Share Fractions: the bonus shall be granted in whole numbers; for the shareholders who wish to transfer fractions of shares originated from the bonus, the period from December 17, 2021 to January 1st, 2022 is established for doing so pursuant to the provision in Paragraph 3, article 163 of Law 6.404/76; after this period, any eventual leftover shares from these fractions shall be separated and grouped into whole numbers and sold of the Stock Exchange and the product of the sale made available to the holders of these fractions on a date to be notified in due course;
  3. Cost of Acquisition of the Bonus Shares: the cost attributed to the bonus shares is R$ 5.78214746 per share for the purposes of Paragraph 1, Article 58 of Normative Instruction 1.585 of the Brazilian Internal Revenue Service, dated August 31, 2015; and
  4. Number of Shares After the Increase of The Company's Capital: The Company's Capital, after it's increase, shall be divided into 760,962,951 (seven hundred and sixty million, nine hundred and sixty-two thousand, nine hundred and fifty-one) common book-entry type shares, without par value.

At last, the members of the Board of Fiscal Council approved the opinion that follows as the Annex I of these minutes.

CONCLUSION: with the work of the meeting concluded, these minutes were drafted, read, approved and signed by all. São Paulo (SP), December 9, 2021. (signed) Guilherme Tadeu Pereira Júnior - President; Fernando Marques Cleto Duarte and Pedro Soares Melo - Councilors; and Francisco Augusto Semeraro Neto - Secretary.

São Paulo (SP), December 9, 2021.

Carlos Henrique Pinto Haddad

Administrative, Financial and Investor Relations VP

CNPJ nº 97.837.181/0001-47

A Public Listed Company

Annex I

To the Summarized Minutes of the Meeting of the Board of Fiscal Council of Dexco S.A.

held on December 9, 2021

OPINION OF THE FISCAL COUNCIL

The members of Fiscal Council, according to the Paragraph 2, Article 166 of Law 6.404/76, have proceeded to examine the proposal to be submitted by the Board of Directors at this date, in regarding to the increase of the capital of Dexco S.A., in the value of R$400,000,000.00, through capitalization of reserves, with a bonus of 10% in shares. In other words, 69,178,450 shares will be issued, within the preauthorized capital limit, in the proportion of 1 (one) new share for every 10 (ten) shares ("Operation"). The members of the Fiscal Council ruled in favor of the Operation, which is based in the Company's Bylaws and the current legislation.

São Paulo (SP), December 9, 2021.

Guilherme Tadeu Pereira Júnior

Fernando Marques Cleto Duarte

Pedro Soares Melo

President and Effective Member

Effective Member

Alternate Member

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Dexco SA published this content on 09 December 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 09 December 2021 21:41:19 UTC.