General Shopping e Outlets do Brasil S A : ITR/DFP 3Q23

GENERAL SHOPPING AND OUTLETS DO BRASIL S.A.

Auditor's Review Report

Company and Consolidated Quarterly Information for the quarter ending September 30,2023

COTRIM & ASSOCIADOS Auditores Independentes SS

Rua Claudio Soares, 72 - 16º. Andar - Conj. 1602 - CEP 05422-030 - Fone: [phone] - São Paulo - SP E-Mail:[e-mail]

GENERAL SHOPPING AND OUTLETS DO BRASIL S.A.

Individual and consolidated financial statements

On September 30, 2023

Contents

Independent auditor's report on the individual financial statements and

Consolidated

Individual and consolidated balance sheets

Individual and consolidated statements of comprehensive income

Individual and consolidated statements of changes in equity

Individual and consolidated statements of cash flows - indirect method

Individual and consolidated statements of added value

Management's explanatory notes to the individual financial statements and consolidated

COTRIM & ASSOCIADOS Auditores Independentes SS

Rua Claudio Soares, 72 - 16º. Andar - Conj. 1602 - CEP 05422-030 - Fone: [phone] - São Paulo - SP E-Mail:[e-mail]

INDEPENDENT AUDITOR'S REPORT ON THE INDIVIDUAL AND CONSOLIDATED QUARTERLY FINANCIAL INFORMATION

To

Shareholders, Directors and Officers of

General Shopping e Outlets do Brasil S.A.

São Paulo - SP

Introduction

We have reviewed the individual and consolidated accounting information of General Shopping e Outlets do Brasil S.A., ("Company") identified as Individual and Consolidated and provided in the Quarterly Financial Information (ITR) Form for the quarter ending September 30, 2023. This includes the individual and consolidated balance sheets as of September 30, 2023, and the respective individual and consolidated statements of income, comprehensive income, changes in equity, and cash flow for the three-month and nine-month periods then ended, including a summary of significant accounting practices and other notes.

Management is responsible for the preparation of the individual and consolidated quarterly information, in line with Technical Announcement CPC 21 (R1) - Interim Statements and with international accounting standard IAS 34 - Interim Financial Reporting of the International Accounting Standards Board (IASB). Management is also responsible for submission of the said information in compliance with the standards issued by the Brazilian Securities and Exchange Commission (CVM) applicable to the preparation of Interim Financial Information (ITR). Our responsibility is to state a conclusion on the said interim accounting information based on our review of it.

Scope of the review

We conducted our review in accordance with Brazilian and International Standards for the review of interim accounting information (NBC TR 2410 - "Revisão de Informações Intermediárias Executada pelo Auditor" and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity"). A review of interim information consists of making inquiries, primarily of the individuals responsible for financial and accounting matters, and applying analytical procedures and other review procedures. The scope of a review is significantly less comprehensive than that of an audit carried out in accordance with auditing standards, and therefore prevents us from being certain that we have become aware of all material matters that an audit might identify. Therefore, this is not the expression of an audit opinion.

COTRIM & ASSOCIADOS Auditores Independentes SS

Rua Claudio Soares, 72 - 16º. Andar - Conj. 1602 - CEP 05422-030 - Fone: [phone] - São Paulo - SP

E-Mail: [e-mail]

Conclusion on the individual and consolidated interim financial information

Based on our review, we are aware of no fact leading to the belief that the individual and consolidated quarterly information provided in the aforementioned Quarterly Information have not been prepared, in every material respect, in accordance with CPC 21 (R1) and IAS 34 as applicable to the preparation of Quarterly Information, and have not been presented in compliance with the standards set forth by the Brazilian Securities and Exchange Commission (CVM).

Emphasis

Material uncertainty Related to Operational Continuity

We draw attention to notes 2.1.2 and 2.1.3. to the individual an consolidated quarterly information, which indicate that the company incurred losses in the amount of R$ 28,758 thousand (and a loss of R$ 86,772 thousand in the fiscal year ending December 31, 2022) and, on that date, shareholders' equity was a negative R$ 840,571 thousand (a negative R$ 811,813 as of December 31, 2022) and the Company's consolidated current liabilities exceeded consolidated current assets by R$ 60,732 thousand (R$ 26,328 as of December 31, 2022).

According to the aforementioned notes, such events or circumstances may indicate the presence of uncertainty as to the Company's ability to continue operating, although these effects are mainly due to non-monetary factors with no cash effects, that is, a product of the impact of exchange rate variations on the principal of the Company's perpetual debt, which is US Dollar-denominated, but which, in line with the applicable accounting standards, are booked as financial expenses against the year's income despite not having cash effects and being final in nature. Our conclusion remains unchanged in connection with this matter.

Other matters

Individual and consolidated statements of added value

The quarterly accounting information at hand includes individual and consolidated added value information (DVA) for the nine-month period ending September 30, 2023, prepared under the responsibility of the Company's Management and provided as supplementary information for IAS 34 purposes. This information has undergone review procedures together with the review of individual and consolidated quarterly accounting information to determine whether or not they reconcile with the quarterly accounting information and accounting records, as applicable, and whether or not they are in form and content compliant with the criteria set forth in NBC TG 09 -

COTRIM & ASSOCIADOS Auditores Independentes SS

Rua Claudio Soares, 72 - 16º. Andar - Conj. 1602 - CEP 05422-030 - Fone: [phone] - São Paulo - SP

E-Mail: [e-mail]

Statement of Value Added. Based on our review, nothing has come to our attention that causes us to believe that these statements of added value have not been prepared, in all material aspects, in accordance with the criteria of the said Standard and consistently with the individual and consolidated quarterly accounting information taken as a whole.

São Paulo, November 13, 2023

Cotrim & Associados Auditores Independentes SS

CRC 2 SP 012.348/O-4

Wilson Carlos Bronze Cotrim

Accountant CRC 1 SP 096.274/O-9

COTRIM & ASSOCIADOS Auditores Independentes SS

Rua Claudio Soares, 72 - 16º. Andar - Conj. 1602 - CEP 05422-030 - Fone: [phone] - São Paulo - SP

E-Mail: [e-mail]

General Shopping e Outlets do Brasil S.A.

Balance sheet as of September 30, 2023 and December 31, 2022

(Amounts in thousands of Brazilian Reais except where otherwise indicated)

ASSETS

			Company			Consolidated
	Notes	09/30/2023			12/31/2022	09/30/2023	12/31/2022
Current Assets
Cash and cash equivalents	3		46			26	94,301	127,042
Accounts receivable	4		-			-	31,687	33,715
Taxes recoverable	5		2			2	14,654	14,335
Accounts receivable from property sales	9						52,385	50,613
Other accounts receivable	6		3,882			4,590	64,283	29,410
Total current assets			3,930			4,618	257,310	255,115
Non-current assets
Accounts receivable	4		-			-	564	695
Related Parties	7		2,896			26,414	56,924	76,639
Loans receivable from third parties			-			-	4,461	4,957
Restricted deposits and guarantees	-		409			158	9,916	9,564
Financial investments	3		-			-	476	437
Other accounts receivable	6		18,273			18,275	43,902	33,050
			21,578			44,847	116,243	125,342
Investment properties	9		-			-	1,139,720	1,069,226
Fixed assets	10		914			856	26,992	26,696
Intangible assets	11		556			552	24,172	20,418
			1,470			1,408	1,190,884	1,116,340
Total non-current assets			23,048			46,255	1,307,127	1,241,682
Total assets			26,978			50,873	1,564,437	1,496,797
The accompanying notes are integral to the individual and consolidated financial statements.				6

General Shopping e Outlets do Brasil S.A.

Balance sheet as of September 30, 2023 and December 31, 2022

(Amounts in thousands of Brazilian Reais except where otherwise indicated)

LIABILITIES AND SHAREHOLDERS' EQUITY

			Company			Consolidated
	Notes	09/30/2023			12/31/2022	09/30/2023			12/31/2022
Current liabilities
Suppliers	-		708			1,453	16,358			7,752
Loans and financings	12		-			-	16,453			13,449
Payroll and social charges	-		1,887			1,508	3,009			2,305
Taxes, charges and contributions	16		25,635			25,755	151,980			148,216
Installment taxes	15		189			177	40,389			32,850
Real-estate credit bills (CCI)	13		-			-	33,920			27,131
Related parties	7		4,416			6,569	40,937			41,152
Assignment revenues to be appropriated	17		-			-	4,174			5,095
Accounts payable on land purchases	-		-			-	-			126
Other accounts payable	14		70			64	10,822			3,367
Total current liabilities			32,905			35,526	318,042			281,443
Non-current liabilities
Loans and financing	12		-			-	1,840,203			1,789,043
Assignment revenues to be appropriated	17		-			-	6,535			9,465
Installment taxes	15		149			270	107,491			107,929
Accounts payable on land purchases			-			-	294			1,464
Deferred Income tax	24		-			-	18,750			18,750
Provision for civil and labor liabilities	18		123			147	3,822			3,903
Provision for investment losses	8		834,372			826,743	-			-
Real-Estate Credit Bills (CCI)	13		-			-	109,492			96,269
Other accounts payable	14		-			-	379			344
Total non-current liabilities			834,644			827,160	2,086,966			2,027,167
Shareholders' Equity	19
Share capital	-		385,064			385,064	385,064			385,064
Capital reserve			(1,907)			(1,907)	(1,907)			(1,907)
Accumulated losses	-		(1,223,728)			(1,194,970)	(1,223,728)			(1,194,970)
			(840,571)			(811,813)	(840,571)			(811,813)
Total liabilities and shareholders' equity			26,978			50,873	1,564,437			1,496,797
The accompanying notes are integral to the individual and consolidated financial statements.						7

General Shopping e Outlets do Brasil S.A.

Statement of income (Loss)

For the three- and nine-month periods ending September 30, 2023 and 2022

(Amounts in thousands of Brazilian Reais, except value per share)

					Company						Consolidated
			07/01/2023 to		01/01/2023 to		07/01/2022 to		01/01/2022 to		07/01/2023 to		01/01/2023 to		07/01/2022 to	01/01/2022 to
	Notes	09/30/2023	09/30/2023	09/30/2022	09/30/2022	09/30/2023	09/30/2023	09/30/2022	09/30/2022
Net operating income from rent and services	20		-	-	-	-	39,018	116,206	35,914	113,011
Cost of rent and services provided	21		-	-	-	-	(12,117)	(35,895)	(11,419)	(32,185)
Gross profit			-	-	-	-	26,901	80,311	24,495	80,826
Operating (expenses)/revenues
General and administrative	22		(6,729)	(20,965)	(6,668)	(19,944)	(13,003)	(45,909)	(11,301)	(37,867)
Other operating revenues (expenses), net	25		-	-	-	(1,465)	(2,344)	190	(277)	(1,844)
Equity in earnings of subsidiaries	8		(77,012)	(7,629)	(78,807)	(74,899)	-	-	-	-
			-	-			-
Operating profit (loss) before financial income			(83,741)	(28,594)	(85,475)	(96,308)	11,554	34,592	12,917	41,115
Net financial income (loss)	23		(50)	(164)	(48)	(2,360)	(94,223)	(55,252)	(95,474)	(129,494)
Income (loss) before taxes			(83,791)	(28,758)	(85,523)	(98,668)	(82,669)	(20,660)	(82,557)	(88,379)
Current Income tax	24		-	-	-	-	(1,122)	(8,098)	(2,966)	(14,982)
Deferred Income tax	24		-	-	-	-	-	-	-	4,693
Income (loss) for the period			(83,791)	(28,758)	(85,523)	(98,668)	(83,791)	(28,758)	(85,523)	(98,668)
Income (loss) allocated to:
Controlling interest			(83,791)	(28,758)	(85,523)	(98,668)	(83,791)	(28,758)	(85,523)	(98,668)
Non-controlling interest			-	-	-	-	-	-	-	-
Basic earnings (loss) per share - R$	19		(44,68)	(15,33)	(45,60)	(52,61)	(44,68)	(15,33)	(45,60)	(52,61)

The accompanying notes are integral to the individual and consolidated financial statements.	8

General Shopping e Outlets do Brasil S.A.

Statement of comprehensive income

For the three- and nine-month periods ending September 30, 2023 and 2022

(Amounts in thousands of Brazilian Reais, except value per share)

	Company							Consolidated
	07/01/2023 to	01/01/2023 to		07/01/2022 to		01/01/2022 to		07/01/2023 to		01/01/2023 to		07/01/2022 to		01/01/2022 to
	09/30/2023			09/30/2023	09/30/2022	09/30/2022	09/30/2023	09/30/2023	09/30/2022	09/30/2022
Income (loss) for the period	(83,791)			(28,758)	(85,523)	(98,668)	(83,791)	(28,758)	(85,523)	(98,668)
Other comprehensive income to be re-categorized as profit or loss in
subsequent periods :
Other comprehensive income (loss)	-						-	-					-
Comprehensive income (loss) for the period	(83,791)			(28,758)	(85,523)	(98,668)	(83,791)	(28,758)	(85,523)	(98,668)
Total other comprehensive income (loss) allocated to:
Controlling interest	(83,791)			(28,758)	(85,523)	(98,668)	(83,791)	(28,758)	(85,523)	(98,668)
Non-controlling interest	-			-	-	-	-	-	-	-
	(83,791)			(28,758)	(85,523)	(98,668)	(83,791)	(28,758)	(85,523)	(98,668)
The accompanying notes are integral to the individual and consolidated financial statements.										9

General Shopping e Outlets do Brasil S.A.

Statement of changes in equity - Individual and Consolidated

Balance sheet as of September 30, 2023 and December 31, 2022

(Amounts in thousands of Brazilian Reais except where otherwise indicated)

			Share Capital				Capital Reserve
					Share issuance		Premium on shares
	Share capital		Treasury shares		expenses		issued		Capital transaction		Accumulated losses		Total
Balances as of January 1st, 2022	389,625	(2,427)	(2,134)	6,376	(8,283)	(1,108,198)	(725,041)
Income for the period	-	-	-	-	-	(98,668)	(98,668)
Total comprehensive income (loss), net of taxes	-	-	-	-	-	(98,668)	(98,668)
												-
Balances as of September 30, 2022	389,625	(2,427)	(2,134)	6,376	(8,283)	(1,206,866)	(823,709)
Balances as of January 1st, 2023	389,625	(2,427)	(2,134)	6,376	(8,283)	(1,194,970)	(811,813)
Loss for the period	-	-	-	-	-	(28,758)	(28,758)
Total comprehensive income (loss), net of taxes	-	-	-	-	-	(28,758)	(28,758)
												-
Balances as of September 30, 2023	389,625	(2,427)	(2,134)	6,376	(8,283)	(1,223,728)	(840,571)
										-
												-

The accompanying notes are integral to the individual and consolidated financial statements.	10