KLABIN S.A.

Tax number (CNPJ) 89.637.490/0001-45

Company Register Identification Number (NIRE) 35300188349

Publicly held company

MINUTES OF THE ANNUAL AND EXTRAORDINARY GENERAL MEETING,

APRIL 16, 2024

DATE, TIME, AND VENUE:

On April 16, 2024, at 10:00 am, held exclusively on an electronic platform, per Resolution No. 81/22 by Brazil's SEC (CVM), and subsequent amendments.

COMPOSITION OF THE TABLE:

President: Amanda Klabin Tkacz.

Secretary: Marcelo Fernandez Trindade.

IN ATTENDANCE:

Present at the (i) Annual General Meeting of Klabin S.A. ("company" or "Klabin")

the holders of ordinary shares corresponding to 84.23% of its voting capital and

  1. the Extraordinary General Meeting the holders of ordinary shares corresponding to 84.07% of its voting capital, per the list of shareholders attending in these minutes, including shareholders attending via digital platform and shareholders who sent remote voting ballots, pursuant to CVM Resolution No. 81/22 and subsequent amendments. Also present were Mr. Reinoldo Poernbacher, representing the Supervisory Board; Mr. Renato Barbosa Postal, a representative of PricewaterhouseCoopers Auditores Independentes Ltda.; Mr. Cristiano Teixeira, Chief Executive Officer, and Mr. Marcos Paulo Condes Ivo, Chief Financial and Investor Relations Officer of the company.

PREVIOUS PUBLICATIONS:

The meeting notice, dated March 7, 2024, was published in the newspaper Valor Econômico, in the editions of March 19, 20, and 21, 2024.

The company's Management Report and Financial Statements for the fiscal year ending December 31, 2023, together with the opinions issued by the Independent Auditors and the Supervisory Board, were published in the February 8, 2024, edition of newspaper Valor Econômico.

The Management Proposal and Manual for Participation in the Meeting, and all other documents referred to above, were made available to shareholders on the

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company's Investor Relations website and the websites of the Brazilian Securities and Exchange Commission ("CVM") and B3 S.A. - Brasil, Bolsa, Balcão, more than one (1) month prior to the present date, pursuant to Law 6.404/76 ("Brazilian Corporations Law") and the applicable CVM regulations.

AGENDA:

At the Annual General Meeting:

  1. Take the accounts of the management, examine, discuss, and vote on the Management Report and the company's Financial Statements, accompanied by the opinions issued by the Independent Auditors and the Supervisory Board, for the fiscal year ending December 31, 2023.
  1. Deliberate the allocation of net profit for the fiscal year ending December 31, 2023.
  1. Set the number of seats on the Board of Directors for the next mandate.

IV. Elect the members of the Board of Directors.

  1. Elect the members of the Supervisory Board.

VI. Deliberate the overall annual remuneration for the directors for the financial year 2024.

VII. Deliberate the overall annual remuneration of the members of the Supervisory Board for the fiscal year 2024.

At the Extraordinary General Meeting:

  1. Deliberate the proposal to increase the company's capital stock, through the capitalization of part of the profit reserves, with bonus shares.
  1. Deliberate the amendment to Article 5 of the company's Bylaws to reflect the increase in the capital stock, in the event of approval of item
    (i) of the agenda of the Extraordinary General Meeting.
  1. Deliberate the acquisition of 80% of the share capital in Arauco Florestal Arapoti S.A. and the entire share capital of Arauco Forest Brasil S.A., which, in turn, holds the remaining 20% of the shares in Arauco Florestal Arapoti S.A., 49% of the share capital of Florestal Vale do Corisco S.A. and all the share capital in Empreendimentos Florestais Santa Cruz Ltda., as disclosed through a material fact dated

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December 20, 2023 ("Project Caetet"), pursuant to article 256, of The Brazilian Corporations Law.

DELIBERATIONS:

Initiating the deliberations, unanimously, (a) the reading of the documents referred to in article 133 of The Brazilian Corporations Law was waived; and (b) the drafting of these minutes in summary form, as well as their publication with signatures omitted, pursuant to article 130, paragraphs 1 and 2, of The Brazilian Corporations Law was approved. The following resolutions were taken:

At the Annual General Meeting:

  1. To approve, by majority, with abstentions registered, per the voting map in Attachment I to these minutes, the management's accounts and the Financial Statements, together with the Management Report and the opinions of the Independent Auditors and the Supervisory Board, for the fiscal year ending December 31, 2023.
  1. To approve, unanimously, with abstentions registered, according to the voting map in Attachment I to these minutes, the allocation of net profit for the fiscal year ending December 31, 2023, per the Management's Proposal, as described below:
  1. Proposed supplemental dividends payable on February 26, 2024
  1. To approve, by majority vote, per the voting map in Attachment I to these minutes, the setting of 15 (fifteen) sitting members and an equal number of alternates for the next mandate for the company's Board of Directors.

IV. Moving on with the election of the members of the Board of Directors, it was found that minority shareholders holding preferred shares issued by the company requested a separate election for the Board of

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Directors, per the quorum and requirements outlined in article 141, paragraphs 4 and 6 of The Brazilian Corporations Law. Furthermore, the adoption was also required of a multiple vote by shareholders representing more than five percent (5%) of the company's voting capital, the minimum percentage required for its adoption, pursuant to article 141, main section, of Brazilian Corporations Law and CVM Resolution 70/22.

Initially, then, the election was held separately, and the following were elected to Klabin's Board of Directors by the majority of the votes of the minority shareholders holding preferred shares, according to the voting map in Attachment I to these minutes, both with a mandate until the Annual General Meeting that deliberates the company's Financial Statements for the fiscal year ending on December 31, 2024:

Mauro Gentile Rodrigues da Cunha, Brazilian, married, consultant, bearer of identity card (RG) number 404.399, issued by the Ministry of the Navy (Rio de Janeiro), tax number (CPF) 004.275.077-66, resident and domiciled in the city of Weston, Florida, the United States of America, at 1538 Cardinal Way, ZIP Code 33327, as a full member of the Board of Directors.

Tiago Curi Isaac, Brazilian, married, business administrator, bearer of identity card (RG) number 34906922, issued by the state public security department/Sao Paulo, registered tax number (CPF) 303.612.048-33, resident and domiciled on Rua Lauro Muller, 12, apartment 64A - Vila Hamburguesa, Sao Paulo/SP, CEP 05302- 060, as an alternate to Mauro Gentile Rodrigues da Cunha.

Per the provisions of Article 5 of Attachment K to CVM Resolution No. 80/22, Messrs. Mauro Gentile Rodrigues da Cunha and Tiago Curi Isaac were elected as independent directors.

Subsequently, the following members were elected by majority vote, by multiple voting system, according to the voting map in Attachment I to these minutes, to the company's Board of Directors, 6 (six) of whom are independent directors for the purposes of article 5 of Attachment K to CVM Resolution No. 80/22, all with a mandate until the Annual General Meeting that deliberates the company's Financial Statements for the fiscal year ending December 31, 2024:

Sitting members:

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  1. Alberto Klabin, Brazilian, married, mechanical engineer, resident and domiciled on Rua Britânia nº 81, Rio de Janeiro-RJ, bearer of identity card (RG) number 2.371.671 issued by the state traffic police department of Rio de Janeiro, registered tax number (CPF) 261.062.567-72.
  2. Amanda Klabin Tkacz, Brazilian, married, business administrator, professional address at Praia do Flamengo,
  1. - 3rd floor, Rio de Janeiro-RJ, bearer of identity card (RG) number 10.630.663-2 issued by the state traffic police department of Rio de Janeiro, tax number (CPF) 047.868.957-84.
  1. Vera Lafer, Brazilian, widow, industrialist, professional address at Avenida Brigadeiro Faria Lima, 3600
    - 5th floor, Sao Paulo - SP, bearer of identity card (RG) number RG 1.877.292-4/ issued by the state public security department/Sao Paulo, tax number (CPF) 380.289.138-49.
  2. Wolff Klabin, Brazilian, married, businessman, professional address at Praia do Flamengo, 154 - 4th floor, Rio de Janeiro-RJ, bearer of identity card (RG) number 09.182.280-9 issued by the Felix Pacheco Institute-RJ and tax number (CPF) 018.376.457-95.
  3. Francisco Lafer Pati, Brazilian, married, lawyer, professional address at Avenida Brigadeiro Faria Lima, 3600
    - 5th floor, Sao Paulo - SP, bearer of identity card (RG) number 23.466.466-6 issued by the state public security department/Sao Paulo, tax number (CPF) 256.483.558-90.
  4. Horácio Lafer Piva, Brazilian, married, economist, professional address at Avenida Brigadeiro Faria Lima, 3600
    - 5th floor, Sao Paulo - SP, bearer of identity card (RG) number 8.687.110 issued by the state public security department/Sao Paulo, tax number (CPF) 038.613.618-17.
  5. Paulo Sérgio Coutinho Galvão Filho, Brazilian, married, business administrator, resident and domiciled at Praça Morungaba nº 119, Sao Paulo - SP, bearer of identity card (RG) number 6.598.563 issued by the state public security department/Sao Paulo, registered tax number (CPF) 040.443.368-57.
  6. Lilia Klabin Levine, Brazilian, legally separated, businesswoman, professional address at Avenida Brigadeiro Faria Lima, 3600 - 5th floor, Sao Paulo - SP, bearer of identity

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card (RG) number 1.971.769 issued by the state public security department/Sao Paulo, tax number (CPF) 300.825.448-91.

  1. Celso Lafer, Brazilian, married, lawyer and university professor, resident and domiciled in Sao Paulo - SP, with an office on Av. Brigadeiro Faria Lima nº 1306, 10th floor, Sao Paulo - SP, bearer of identity card (RG) number 1.809.257 issued by the state public security department/Sao Paulo, registered tax number (CPF) 001.913.298-00, as an Independent Director.
  2. Roberto Luiz Leme Klabin, Brazilian, married, lawyer, resident and domiciled at Rua Angra dos Reis nº 868, Sao Paulo - SP, bearer of identity card (RG) number 4.128.257 issued by the state public security department/Sao Paulo, registered tax number (CPF) 988.753.708-00, as an Independent Director.
  3. Amaury Guilherme Bier, Brazilian, economist, married, resident, and domiciled in Sao Paulo - SP, on Rua Haddock Lobo, nº 1735, apartment 71, Cerqueira Cesar, CEP 01414-003, bearer of identity card RG 11.927.825-X, registered tax number (CPF) 013.102.298/99, as an
    Independent Director.
  4. Marcelo Mesquita de Siqueira Filho, Brazilian, married, economist, professional address at Avenida Brigadeiro Faria Lima, 3600 - 5th floor, Sao Paulo - SP, bearer of identity card (RG) number 0.804.669.64 issued by the Felix Pacheco Institute/Rio de Janeiro, tax number (CPF) 951.406.977-34, as an Independent Director.
  5. Isabella Saboya de Albuquerque, Brazilian, entrepeneur, bearer of identity card (RG) number 08423778- 3/ issued by the Felix Pacheco Institute/Rio de Janeiro, tax number (CPF) 017.919.007-55, address at Rua Povina Cavalcanti, 153/1301, Rio de Janeiro, RJ, as an
    Independent Director.
  6. Roberto Diniz Junqueira Neto, Brazilian, married, administrator, bearer of identity card (RG) number 25.931.292-7, tax number (CPF) 284.507.998-21, domiciled and residing on Rua Mariana Correia, nº 155, Sao Paulo/SP, CEP: 01444-000, as an Independent Director.

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Alternate members:

Maria Silvia Bastos Marques, Brazilian, administrator, address Rua Joana Angélica, 166, apartment 701, Ipanema, Rio de Janeiro - Rio de Janeiro, bearer of identity card (RG) number 81.272.167-8, tax number (CPF) 459.884.477-91, for the position of alternate to Alberto Klabin.

Daniel Miguel Klabin, Brazilian, married, engineer, professional address at Praia do Flamengo, 154 - 3rd floor Rio de Janeiro-RJ, bearer of identity card (RG) number 00756306-7 issued by the department of transport/Rio de Janeiro, tax number (CPF) 008.143.777-34, for the position of alternate to Amanda Klabin Tkacz.

Antonio Sergio Alfano, Brazilian, administrator, resident and domiciled on Rua Pedro Doll, 472, apartment 132, CEP 02404-001, Sao Paulo - SP, bearer of identity card (RG) number 5.282.030-0 issued by the state department of security / Sao Paulo, tax number (CPF) 875.349.248-04, for the position of alternate to Vera Lafer.

Pedro Silva de Queiroz, Brazilian, engineer, with address on Rua Barão de Jaguaripe, 390, ap. 301, Ipanema, Rio de Janeiro/RJ, bearer of RG card No. 22.504.775-2,

Luis Eduardo Pereira de Carvalho, Brazilian, married, engineer, professional address at Avenida Brigadeiro Faria Lima, 3600 - 5th floor, Sao Paulo - SP, bearer of identity card (RG) number 3.606.435 issued by the state public security department/Sao Paulo, tax number (CPF) 384.060.808-25, for the position of alternate to Francisco Lafer Pati.

Francisco Amaury Olsen, Brazilian, divorced, administrator, bearer of identity card (RG) number 124.798 issued by the department of institutional security / Santa Catarina, tax number (CPF) 019.167.269-68, residential address on Rua Dr. Alberto Seabra, 1070-Casa 2, Sao Paulo - SP, for the position of alternate to Horácio Lafer Piva.

Maria Eugênia Lafer Galvão, Brazilian, journalist, domiciled and residing on Rua Sampaio Vidal, 270, Sao Paulo - SP, bearer of identity card (RG) number 6598564 issued by the state department of security / Sao Paulo, tax number (CPF) 076.308.458-12, for the position of alternate to Paulo Sérgio Coutinho Galvão Filho.

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João Adamo Junior, Brazilian, married, lawyer and business administrator, identity card (RG) number 11.347.422 - issued by the state public security department/Sao Paulo, registered tax number (CPF) 132.904.408-85, resident and domiciled on Rua Fernando da Cruz, 150, Jardim Guedala, Sao Paulo - SP, for the position of alternate to Lilia Klabin Levine.

Paulo Roberto Petterle, Brazilian, married, engineer, domiciled on Rua Barão de Jaguaripe 132/301, Ipanema CEP 22401-000 RJ, professional address on Avenida Brigadeiro Faria Lima, 3600 - 5th floor, Sao Paulo - SP, bearer of identity card (RG) number 228.6279 issued by the Felix Pacheco Institute-RJ, tax number (CPF) 175.309.207- 82, for the position of independent alternate to Celso Lafer.

Marcelo Bertini de Rezende Barbosa, Brazilian, married, economist, professional address on Av. Chucri Zaidan, 920, 15th floor, Tower I, Vila Cordeiro - Sao Paulo - SP. RG No. 06.315.980-0 issued by the Felix Pacheco Institute-RJ, tax number (CPF) 813.071.527-91, for the position of an independent alternate to Roberto Luiz Leme Klabin.

Victor Borges Leal Saragiotto, Brazilian, economist, professional address on Avenida Brigadeiro Faria Lima, 3600 - 5th floor, Sao Paulo - SP, bearer of identity card (RG) number 50.347.257-8 issued by the state public security department/Sao Paulo, tax number (CPF) 731.847.131-72, for the position of independent alternate to Amaury Guilherme Bier.

Marcelo de Aguiar Oliveira, Brazilian, married, economist, professional address on Avenida Brigadeiro Faria Lima, 3600 - 5th floor, Sao Paulo - SP, bearer of identity card (RG) number 382.658.917 issued by the state public security department/Sao Paulo, tax number (CPF) 016.747.037-08, for the position of independent alternate to Marcelo Mesquita de Siqueira Filho.

João Pinheiro Nogueira Batista, Brazilian, economist, bearer of identity card (RG) number 36.605.155-6, tax number (CPF) 546.600.417-00, residing on Alameda Lorena No. 1246, apartment 1002, Sao Paulo/SP, CEP: 01424-004, as an independent alternate to Isabella Saboya de Albuquerque.

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Gastão de Souza Mesquita Filho, Brazilian, married, lawyer, bearer of identity card (RG) number 29.217.420-2, registered tax number (CPF) 309.067.738-57, domiciled and residing on Rua Fradique Coutinho, 50 - 6th floor, building complex 64, as an alternate to Roberto Diniz Junqueira Neto.

The swearing-in of the candidates hereby elected is subject to the signing of the respective terms of office, as well as the presentation of the legally required declarations.

  1. In the context of the election for the company's Supervisory Board, the following elections were initially held, pursuant to article 161, paragraph 4, paragraph 'a', of The Brazilian Corporations Law, and the following were elected, all with a mandate until the Annual General Meeting that deliberate on the company's Financial Statements for the fiscal year ending on December 31, 2024:
  1. by the vote of the majority of the minority shareholders holding preferred shares issued by the company, per the voting map in Attachment I to these minutes:

Tomas Junqueira de Camargo, Brazilian, lawyer, resident and domiciled on Rua Henrique Schaumann, nº 270, Sao Paulo/SP, CEP: 05413-010, bearer of identity card (RG) number 29.423740-9, tax number (CPF) 290.156.208-65, as a full member of the Supervisory Board; and

Carlos Maurício Sakata Mirandola, Brazilian, married, lawyer, resident, and domiciled on Av. Imperatriz Leopoldina, nº 1623, apartment 111, Sao Paulo/SP, bearer of Identity Card (RG) number 32.383.545-4, issued by the state public security department/Sao Paulo, registered tax number (CPF) 220.904.688-23, as an alternate to Tomas Junqueira de Camargo.

  1. by the vote of the majority of the minority shareholders holding common shares issued by the company, per the voting map in Attachment I to these minutes:

Célio de Melo Almada Neto, Brazilian, lawyer, resident and domiciled in Sao Paulo - SP, Rua Dr. Mario Freire, nº 111, Retiro Morumbi, CEP 05692-110 bearer of identity card (RG) number 20.412.300- 8 issued by the state public security department/Sao Paulo, registered tax number (CPF) 255.588.078-06, as a full member of the Supervisory Board.

Michele da Silva Gonsales Torres, Brazilian, married, lawyer, resident, and domiciled in Sao Paulo - SP, Rua

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Sabará, nº 402, apt. 42, Higienópolis, CEP 01239-010, bearer of identity card (RG) number 33.347.425-9, tax number (CPF) 324.731.878-00, as an alternate member to Célio de Melo Almada Neto.

Subsequently, the following members were elected, in a majority vote, per the voting map in Attachment I to these minutes, to the company's Supervisory Board, with a mandate until the Annual General Meeting that deliberates the company's Financial Statements for the fiscal year ending December 31, 2024:

Sitting members:

Pedro Guilherme Zan, Brazilian, married, businessman, resident and domiciled in Sao Paulo - SP, Rua José Zappi, nº 726, CEP 03128-141, bearer of identity card (RG) number 9.018.212-1, registered tax number (CPF) 010.972.568-98.

Igor Lima, Brazilian, married, economist, resident and domiciled in Praia do Flamengo, 154, SL 901, Flamengo, Rio de Janeiro - RJ, bearer of identity card (RG) number 020.517.207-5, tax number (CPF) 098.812.327-40.

Sergio Ladeira Furquim Werneck Filho, Brazilian, married, administrator, professional address on Avenida Brigadeiro Faria Lima, 3600 - 5th floor-part, Sao Paulo - SP, bearer of identity card No. M3295169 issued by the state public security department/Minas Gerais, tax number (CPF) 653.590.036-34.

Alternate members:

Vivian do Valle Souza Leão Mikui, Brazilian, married, lawyer, resident and domiciled in Sao Paulo - SP, professional address on Rua Dr. Virgílio de Carvalho Pinto nº 656, Sao Paulo - SP, bearer of identity card (RG) number 6.988.639/ issued by the state public security department/Sao Paulo, registered tax number (CPF) 088.036.718-03, for the position of alternate to Pedro Guilherme Zan.

Antonio Marcos Vieira Santos, Brazilian, widower, economist, bearer of identity card (RG) number 16.774.109- 3/ issued by the state public security department/Sao Paulo, tax number (CPF) 053.610.478-64, resident and domiciled in Sao Paulo, professional address on Av. Brigadeiro Faria Lima nº 3600, 5th floor, in Sao Paulo - SP, for the position of alternate to Igor Lima.

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Klabin SA published this content on 16 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 April 2024 02:11:03 UTC.