Dexco S A : 12/09/2021 Summary Minutes of the Meeting of the Board of Directors

CNPJ nº 97.837.181/0001-47

A Public Listed Company

SUMMARY MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS

HELD DECEMBER 09, 2021

DATE, TIME, FORMAT AND PLACE: On December 09, 2021, at 5:00 p.m., at Avenida Paulista, 1938, 5th floor, city and state of São Paulo.

CHAIR: Alfredo Egydio Setubal (Chair), Alfredo Egydio Arruda Villela Filho and Helio Seibel (Deputy Chairs) and Guilherme Setubal Souza e Silva (Secretary).

QUORUM: the totality of the effective members with manifestation by e-mail.

RESOLUTIONS TAKEN: The Board of Directors decided, unanimously:

1. Pursuant to sub-item 29.2 of the Bylaws, ad referendum of the Shareholders' Meeting, to declare interest on capital, based on the fiscal year that will end on December 31, 2021, in the amount of R$ 1.03414415 per share, to be paid and credited on the records of the Company on December 23, 2021, with retention of 15% of withholding tax at source, resulting in net interest of R$ 0.87902252 per share, exceptions to this retention being corporate shareholders with proven immunity or exemption, based on the closing shareholding position of December 14, 2021;
2. Pursuant to sub-item 29.1 of the Bylaws, ad referendum of the Shareholders' Meeting, to declare that dividends, based on the results of the fiscal year that will end on December 31, 2021, will be paid on December 23, 2021, in the amount of R$ 0,24654277 per share and based on the closing shareholding position of December 14, 2021;
3. Considering the favorable opinion of the Fiscal Council, to approve an increase in 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, pursuant the Annex I of these minutes and within the limit of the authorized capital set forth in the sub-item 5.1 of the Bylaws, through the:
4. 1. Capitalization of Reserves: representing the total amount of R$ 400,000,000.00:
   2. • 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.
   3. 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 the 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;
3. Bonus Share Rights: the shares received as a bonus shall only be entitled to dividends and/or interest on capital which may be declared after January 1st, 2022. In other words,

CNPJ nº 97.837.181/0001-47

A Public Listed Company

the bonus shares won't be entitled to the interest on capital and dividends declared on the first and second items of these minutes;

1. 1. 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;
   2. 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
   3. 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.
2. As a result of the approval of the item 3 above, the capital of the Company, fully subscribed and paid up, is 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), 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.
3. To authorize the Board of Officers to take any action and practice any acts that may be necessary to execute and carry through the decisions taken at this meeting.

CLOSING: with the work of the meeting concluded, these minutes were drafted, read, and approved by the Directors with manifestation by e-mail. São Paulo (SP), December 9, 2021. (signed) Alfredo Egydio Setubal - Chair; Alfredo Egydio Arruda Villela Filho and Helio Seibel - Deputy Chairs; Andrea Laserna Seibel, Juliana Rozenbaum Munemori, Márcio Fróes Torres, Raul Calfat, Ricardo Egydio Setubal e Rodolfo Villela Marino - Directors; and Guilherme Setubal Souza e Silva - 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

(Annex 30-XXXII of the of Normative Instruction n. 480/2009 of the Brazilian Securities

and Exchange Commission - CVM)

Communication regarding the increase of the Company's Capital approved by the Board

of Directors

Increase of the Company's subscribed and paid Capital, as approved by the Board of Directors at this date, within the preauthorized Capital limit, 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 bonus of 10% in shares through a capitalization of the reserves.

The increase of the Capital has the purpose of adjusting the limits of the revenue reserves regarding the Company's Capital, pursuant the current legislation, considering that the bonus shares have the objective of increasing the liquidity of shares issued by the Company in the market.

I - Informe if the increase of the Company's Capital will imply in the adjustment of the share values or in the distribution of new shares between the shareholders:

The shares issued by the Company will remain without par value, including those originated by the capitalization approved by the Board of Directors. All the Shareholders will receive the bonus correspondingly to their shares, based on the closing shareholding position date.

I - Informe if the capitalization of the profits or of the reserves will happen with or without the adjustment of the number of shares, in Company's with shares without par value:

The capitalization will happen with an issue of 69,178,450 (sixty-nine million, one hundred and seventy-eight thousand, four hundred and fifty) new book-entry type common shares, with no par value.

1. - In the case of distribution of new shares:
2. 1. Inform the number of shares issued of each species and class:
      It will be issued only 69,178,450 (sixty-nine million, one hundred and seventy-eight thousand, four hundred and fifty) common shares.
   2. Inform the percentage of shares that the shareholders will receive:
      The 69,178,450 (sixty-nine million, one hundred and seventy-eight thousand, four hundred and fifty) to be issued by the Company because of the capital increase represent an increase of 10% in the total shares issued by the Company and will be delivered to shareholders proportionally to their respective participations in the
      Company's capital, in the proportion of 1 new share to every 10 existing shares based on December 14, 2021, starting to be traded "ex-right" as of December 15,
      2021.
   3. Describe the rights, advantages and restrictions attributed to the shares to be issued:
      Every share will have the same rights and advantages of the already existing shares: "The article 29 of the Company's Bylaws provides that the shareholders are entitled to a mandatory dividend for each fiscal year amounting to no less than 30% (thirty percent) of net income in the same year, adjusted for the decrease or increase of the values specified under letters "a" and "b" of subsection I of Article 202 of the Brazilian Corporate Law and pursuant to subsections II and III of the same article."

CNPJ nº 97.837.181/0001-47

A Public Listed Company

1. Inform the acquisition cost, in reais per share, to be attributed so that shareholders can comply with art. 10 of Law 9,249, of December 26, 1995:
   The cost attributed to the bonus shares is R$5.78214746 per share, regardless of type, for the purposes of the provisions of Paragraph One of Article 10 of Law No. 9,249/95 (with new wording given by Law No. 12,974/14), and in Paragraph One of Article 58 of Normative Instruction RFB No. 1,585/15, of the Federal Revenue Service of Brazil.
2. inform the treatment of fractions, if applicable:

The bonus will always be made in whole numbers. The leftovers resulting from fractions of shares will be separated, grouped into whole numbers, and sold in an auction to be held at B3 S.A. - Brasil, Bolsa, Balcão (B3).

IV - inform the deadline provided for in § 3 of art. 169 of Law 6404 of 1976:

Before the sale of the remaining shares at auction, the Company's shall set a period of not less than thirty (30) days, during which shareholders may transfer the fractions of shares, as provided for in Paragraph Three of Article 169 of Law 6,404/76.

After the sale of the shares, the respective amounts will be made available in proportion to the entitled shareholders. Additional details will be communicated to shareholders in due course.

V - inform and provide the information and documents provided for in art. 2nd above, when applicable:

Not applicable.

VI - a copy of the Fiscal Council's opinion:

Transcription, in full, of the Opinion of the Fiscal Council recorded at the Meeting 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- President and Effective Member; Fernando Marques Cleto Duarte - Effective Member e Pedro Soares Melo - Alternate Member."

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