Fleury S A : Minutes of the Annual and Extraordinary Shareholders’ Meeting

FLEURY S.A.

Publicly-held Corporation CNPJ No. 60.840.055/0001-31

NIRE 35.300.197.534

MINUTES TO THE ANNUAL AND EXTRAORDINARY GENERAL MEETING

HELD ON APRIL 29, 2022

I. Date, time and place: held on April 29, 2022, at 11am, Brasilia time, in an exclusively digital form, through the virtual meetings platform ALFM Easy Voting, pursuant to article 4, § 2nd, item I, and article 21-C, §§ 2nd and 3rd, of CVM Instruction No. 481, of December 17, 2009

("ICVM 481"). Pursuant to article 4º, §3º of ICVM 481, this Annual and Extraordinary General

Meeting ("Meetings" or "AGOE") of Fleury S.A. ("Company" or "Fleury") considered as held at the Company's headquarters, located at the City of São Paulo, State of São Paulo, at Avenue General

Valdomiro de Lima, No. 508, Jabaquara.

II. Call notice: call notice published in the newspaper Valor Econômico in its printed editions of April 5, 2022, April 6, 2022 and April 7, 2022, all days on page E2, and in its digital editions, on the same date, pursuant to article 124 of the Corporations Law.

III. Legal Publications: The Management Report and the Company's Financial Statements, accompanied by the respective notes and the independent auditors' report for the fiscal year ended December 31, 2021 were published in the newspaper Valor Econômico, in its printed edition of March 18, 2022 , on pages E29 to E35, and in its digital edition, on the same date, in accordance with the provisions of article 124 of the Corporate Law and, together with the Fiscal Council's opinion, filed at the Company's registered office and made available on the websites of the Company, the Securities and Exchange Commission - CVM ("CVM") and B3 S.A. - Brasil,

Bolsa, Balcão ("B3").

IV. Disclosures: The documents relevant to the matters on the agenda, including the management's proposal for extraordinary Meetings, were made available to shareholders at the Company's headquarters and disclosed on the websites of the Company, CVM and B3 S.A. - Brasil, Bolsa, Balcão (B3), pursuant to the Corporate Law. and the applicable CVM regulations.

V. Quorum: Shareholders holding common shares representing 71.03% of the Company's capital stock at an annual and extraordinary general meeting were present, in compliance with the minimum legal quorum, as recorded in the electronic system ALFM Easy Voting and validly received remote voting statements.

VI. Attendance: In compliance with the provisions of article 134, §1 and article 164, caput, of the Corporations Law, are also present: (i) Luciana Doria Wilson and Sergio Moreno, members of the Fiscal Council of Fleury S.A.; (ii) Marcelo Orlando, representative of PricewaterhouseCoopers Auditores Independentes Ltda.; and (iii) Marcio Pinheiro Mendes, President of the Board of Directors, Jeane Tsutsui, Chief Executive Officer and Jose Antonio de Almeida Filippo, Chief Financial and Investor Relations Officer.

• VII. Presiding Board: Chairman: Marcio Pinheiro Mendes; Secretary Anderson Koch.

• VIII. Waiver from reading documents: The reading of documents related to the agenda of the general meeting was waived, including the consolidated summary map of the votes cast at a distance, disclosed to the market on April 28, 2022, since these documents are of the entire knowledge of the shareholders present.

IX. Minutes in summary form: The drawing up of these minutes in summary form and their publication with the omission of the shareholders' signatures was authorized, as permitted by article 130, §§1 and 2 of the Corporate Law.

X.

Agenda: Deliberate on:

At the Annual General Meeting:

• (1) Take the management's accounts, examine, discuss and vote the management report and the financial statements for the fiscal year ended December 31, 2021, accompanied by the independent auditors' and fiscal board's report;

• (2) Vote the proposed allocation of net profits for the fiscal year ended on December 31, 2021 and the proposed budget for the fiscal year to end on December 31, 2022;

• (3) Establish the global management compensation for fiscal year 2022;

At the Extraordinary General Meeting:

(1) Authorize the Company's acquisition of shares representing the entire share capital of (i)

Laboratório Marcelo Magalhães S.A. (CNPJ/ME No. 11.696.937/0001-60); and (ii) Marcelo Magalhães Diagnósticos S.A. (CNPJ/ME No. 31.746.435/0001-03), pursuant to article 256, paragraph 1, of Law 6,404/76;

(2)

Amend article 2 of the Company's Bylaws to indicate that the Company shall have head office and venue in the City of São Paulo, State of São Paulo, and to exclude the address reference from the Bylaws;

(3) Amend article 3 of the Company's Bylaws to detail the activities that are part of its corporate purpose;

(4) Amend article 6 of the Company's Bylaws to adjust the value and form of indication of the

Company's authorized capital;

• (5) Amend item a) of article 18 of the Company's Bylaws to formally insert within the sphere of the Board of Directors' powers the Company's and the Board of Directors' commitment

  with environmental, social and governance values;

• (6) Update article 5 of the Company's Bylaws to reflect the share capital amount stated in the Board of Directors' Meeting held on August 2, 2021, as well as restating the Bylaws

  to reflect the approved changes

XI. Resolutions: After the discussions related to the matters on the agenda, the following resolutions were taken:

At the Annual General Meeting

(1) To approve, by unanimity of votes cast, with the appropriate abstentions of those legally prevented from voting, having been computed 216,399,438 votes in favor, 0 votes against and 8,760,749 abstentions, the accounts of the managers, as well as the management report and the Company's financial statements, accompanied by the opinion of the independent auditors and the Fiscal Council, related to the fiscal year ended on December 31, 2021.

(2) To approve, by majority of votes cast, with 224,960,386 votes in favor, 199,800 votes against and 1 abstention having been computed, the proposal for the allocation of net income for the fiscal year ended on December 2021, with the composition below, as well as the management's capital budget proposal for the fiscal year ending on December 31, 2022.

Allocation	Amount (R$)
Legal Reserve (5%)	17,496,247.73
Interest on equity declared on July 29, 2021	42,352,120.86
Interest on equity declared on December 15, 2021	30,046,424.70
Dividends declared on March 16, 2022	225,037,665.80
Profit retention based on the capital budget proposal	34,992,495.45
Total net profit	349,924,954.54

(3) To approve, by majority of votes cast, having been computed 171,736,186 votes in favor, 53,189,000 votes against and 235,001 abstentions, the placement of the global compensation of the managers in the amount of up to R$ 38,500 ,000.00 (thirty-eight million, five hundred thousand reais), including permanent and variable compensation, for the period between January 1, 2022 and December 31, 2022.

(4) In view of the request for the installation of a Fiscal Council by shareholders holding shares representing at least 2% (two percent) of the Company's total capital stock, pursuant to CVM Resolution No. 70, of March 22 of 2022, was approved by the shareholders with 134,815,143 votes in favor and 8,576,881 abstentions, the election of the following effective members and their respective surrogates to compose the Company's Fiscal Council, namely: (i) Mr. Sérgio Moreno, Brazilian, married, economist, bearer of identity card RG nº 2.862.229-7 SSP/SP, registered withthe CPF/ME under nº 639.382.788-20, as an effective member and, his respective alternate, Mr. Paulo Sérgio Rodrigues, Brazilian, married, mathematician, bearer of Identity Card RG No. 8.423.652-8, registered with the CPF/ME under No. 029.445.548-59; (ii) Mr. José Maria Chapina Alcazar, Brazilian, married, accountant, bearer of identity card RG No. 4,323,086 and registered with the CPF/ME under No. 323,839,678-15, as an effective member and, his respective alternate, Ms. Adriana Ruiz Alcazar, accountant, bearer of identity card RG No. 19.159.888-4 and registered with the CPF/ME under No. 165.820.288-04 and (iii) Ms. Luciana Doria Wilson, Brazilian, married, bachelor in economics, bearer of identity card RG No. 25.96.311-4 and registered with the CPF/ME under No. 268.475.448-99, as an effective member and, her respective alternate, Ms. Ana Carolina Ribeiro Strobel, Brazilian, lawyer, registered with the

Brazilian Bar Association, São Paulo Section, under No. 269.454, all with a professional address at the Company's headquarters, located in the City of São Paulo, State of São Paulo, at Av. General Valdomiro de Lima n° 508, Jabaquara.

The members of the Fiscal Council elected herein will all have a term of office that will end on the date of the annual general meeting in which the Company's shareholders vote on the financial statements for the fiscal year to be ended on December 31, 2022.

The shareholders that appointed members to the Fiscal Council informed the Board that the respective fiscal council members (i) have the necessary qualifications and comply with the requirements established in articles 162 and 147 of the Brazilian Corporate Law. for the exercise of the position, and (ii) that they are in a position to sign a term of office containing the declarations regarding the fulfillment of such requirements and to assume responsibility for the position under the terms of the law.

(5) It was approved, by unanimity of the votes cast, having been computed 134.815.143 votes in favor, 0 votes against and 8.576.881abstentions, the establishment of the global remuneration of the members of the Fiscal Council elected herein, respecting , for each member in office, the amount of 10% (ten percent), on average, of the compensation attributed to the Company's Officers, not including benefits, representation allowances and profit sharing, pursuant to paragraph 3 of article 162 of the Corporations Law.

At the Extraordinary General Meeting:

(1) To approve, by majority of votes cast, having been computed 211,976,953 votes in favor, 1,292,800 votes against and 11,890,434 abstentions. the acquisition by the Company of the shares representing the entire corporate capital of (i) Laboratório Marcelo Magalhães S.A. (CNPJ/ME No. 11,696,937/0001-60); and (ii) Marcelo Magalhães Diagnósticos S.A. (CNPJ/ME No. 31.746.435/0001-03), in compliance with the provisions set forth in paragraph 1 of article 256 of Law No. 6,404/76

(2) To approve, by unanimity of votes cast, having been computed 225,160,186 votes in favor, 0 votes against and 1 abstention, the proposal to update the wording of article 2 of the bylaws, to indicate that the Company's headquarters and jurisdiction will be the City of São Paulo, State ofSão Paulo, excluding the reference made in the Bylaws to the address, in accordance with the consolidated wording in Schedule I

(3) To approve, by unanimity of votes cast, having been computed 225,160,186 votes in favor, 0 votes against and 1 abstention, the proposal to update the wording of article 3 of the Bylaws, to provide a detailed description of the activities included in its corporate purpose, in accordance with the consolidated wording in Schedule I.

(4) To approve, by majority of votes cast, having been computed with 220,390,124 votes in favor, 4,770,062 votes against and 1 abstention, the proposal to update the wording of article 6 of the Bylaws, to adjust the value and method of indication of the Company's authorized capital, in accordance with the consolidated wording in Schedule I.

(5) To approve, by unanimity of votes cast, having been computed 225,160,186 votes in favor, 0 votes against and 1 abstention, the proposal to update the wording of item a) of article 18 of the Bylaws, to formally include among the duties of the Board of Directors their and the Company's commitment to environmental, social and governance values, as per the consolidated wording in Schedule I.

(6) To approve, by unanimity of votes cast, having been computed 225,160,186 votes in favor, 0 votes against and 1 abstention, the proposal to update the wording of article 5 of the Bylaws in a manner to reflect the value of the capital stock recorded at the Board of Directors' Meeting held on August 2, 2021, as well as the consolidation of the Bylaws, reflecting the approved amendments, as per Schedule I.

XII. Closing: There being no further business to discuss, the Chairman thanked everyone for attending and declared the meeting closed, suspending the meeting beforehand so that these minutes could be drawn up, which, after being read, discussed and found to be in order, were approved and signed by the Presiding Board. Pursuant to article 21-V, §§1 and 2 of ICVM 481, shareholders whose remote voting statements were considered valid by the Company and shareholders who registered their presence in the system were considered present at the meeting and signatories of the minutes. electronic system ALFM Easy Voting. São Paulo, April 29, 2022.

Presiding Board: (aa) Chairman; Marcio Pinheiro Mendes, Secretary; Mr. Anderson Koch.

Shareholders present through electronic system ALFM Easy Voting:

SEB DYNA AKTIEFOND

SEB EMERGING MARKETSFOND SEB STIFTELSEF UTLAND

SEB VARLDENFOND ADAGMAR ANDRIOLO ALEXANDRE DA COSTA PEREIRA APARECIDO BERNARDO PEREIRA ARTHUR TEIXEIRA MENDES NETO AUGUSTO LANGE VIEIRA