MULTIPLAN EMPREENDIMENTOS IMOBILIÁRIOS S.A.

CNPJ/ME: 07.816.890/0001-53

NIRE: 33.3.0027840-1

Publicly Traded Company

Minutes of the Annual General Meeting

held on April 30, 2021

Drawn-up in summary form

  1. Date, Time and Place: On April 30th, 2021, at 3:00 PM, at the Company's head office building located at Av. das Américas, 4.200, Block 2, Barra da Tijuca, City and State of Rio de Janeiro, CEP 22640-102, with simultaneous transmission by videoconference to the Company's office located at the City of São Paulo, at Av. Dr. Chucri Zaidan, 1.240, 29th floor, Edifício Golden Tower, Vila Cordeiro, as previously informed in the Call Notices of the Meeting.
  2. Call notice: Call notices published on the Official Gazette of the State of Rio de Janeiro on March 30 and 31, and April 1, 2021, Part V, pages 102/103, 160 and 72 respectively, and in the "Valor Econômico" newspaper on March 30 and 31, and April 1 /2, 2021, pages A11, C6 and C7, respectively.
  3. Notice to Shareholders: Publication of the Notice to Shareholders was not required in accordance with article 133, paragraph 5th of Law n. 6,404/76.
  4. Attendance: Shareholders representing more than 2/3 (two thirds) of the voting capital, as evidenced by their signatures on the Shareholder's Attendance List of the Company and by those registered by the Presiding Board, and considering to be in attendance the shareholders who validly exercised the remote voting. The meeting was also attended by the Company's executive officers, Mr. Armando d´Almeida Neto and Mr. Hans Christian
    Melchers, and Ms. Andreia Grain de Freitas Jorge, accounting manager of the Company; the Fiscal Council's member Mr. Ian de Porto Alegre Muniz; and the representative of the Company's external auditors (Ernst & Young Auditores Independentes S.S.), Mr. Roberto
    Martorelli, according to article 164 and article 134, paragraph 1 of Law n. 6,404/76.
  5. Presiding Board: President: Vitor Rogério da Costa

Secretary: Rafael Frota Indio do Brasil Ferraz

6. Agenda:

  1. Review the manager's accounts, analyze, discuss and vote on the Management Report and the Financial Statements, together with the Company's External Auditor´s and Fiscal Council Reports, regarding the fiscal year ended on December 31, 2020;
  2. Decide on the destination of net income for the fiscal year ended on December 31, 2020;
  3. Set the global annual compensation of the Company's Management for the 2021 fiscal year.

7. Resolutions: The following resolutions were taken and the number of approvals, abstentions and rejections presented in each resolution are described in Exhibit I hereto:

Approved the drafting of this Minutes in summary form, as well as its publication without the signature of the attending shareholders, in accordance with Article 130, paragraphs 1 and 2 of Law n. 6,404/76.

  1. Approved by majority, with the abstentions of those legally prevented and other abstentions and contrary votes as described in Exhibit I, the management's accounts, the Management Report, the Financial Statements, to which were attached and the External Auditor´s and the Fiscal Council Reports of the Company regarding the fiscal year ended on December 31, 2020, all of which were published on the Official Gazette of the State of Rio de Janeiro, on March 24, 2021, part V, pages 25 to 40, and on the "Valor Econômico" newspaper, on the same date, pages C7 to C13.
  2. Approved by unanimity, with the abstentions described in Exhibit I, the destination of net income, corresponding to the total amount of R$ 965,070,131.47, as follows: (i) R$ 48,253,506.57 for the Legal Reserve; (ii) R$ 646,816,624.90 for the Expansions Reserve; and (iii) R$ 270,000,000.00 (R$ 236,999,843.42, net of taxes) as distribution of interests on shareholders' equity, as approved by the Company's Board of Directors at the meetings held on December 21, 2020 and hereby ratified.
    The payment of the mentioned interest on shareholders' equity, in the gross value of R$
    270,000,000.00 (assigned to shareholders registered as such on December 28, 2020), will be made by December 30, 2021, according to the date(s) to be defined in due time by the Company's Board of Directors and disclosed to the market.
    The mentioned interest on shareholders' equity, in the gross value of R$ 270,000,000.00 were imputed to the minimum mandatory dividend, as permitted pursuant to the provisions of article 9, § 7 of Law No. 9.249/95 and item III of CVM Resolution No. 683/2012.

2

  1. Approved by majority, with the abstentions and contrary votes described in Exhibit I, the annual aggregate compensation of the Company's management for the period between

January 1, 2021 and December 31, 2021, in the total amount of R$ R$ 45,889,102.82, according to the Management Proposal disclosed to shareholders and the market. According to Circular Letter CVM/SEP n. 1/2021, the social security burdens which are in charge of the employer are not included in the global remuneration subject to approval by the General Meeting.

  1. At the request of shareholders holding more than 2% of the voting capital of the Company, pursuant to paragraph 2 of article 161 of Law n. 6,404/76 and CVM Instruction n. 324/00, it was installed the Company's Fiscal Council (Conselho Fiscal) on a non- permanent basis, with term until the Annual General Meeting of 2022. Immediately thereafter, the following members were reelected to the Fiscal Council (Conselho Fiscal), through majority election, by unanimity, with the abstentions described in Exhibit I: (i) as effective member, Vitor Rogério da Costa, Brazilian, divorced, lawyer, holder of the identity card OAB/RJ n. 15193, enrolled with Taxpayer Registration under n. 012.622.707-15, and as his substitute, Rafael Frota Indio do Brasil Ferraz, Brazilian, married, lawyer, holder of the identity card OAB/RJ n. 140309, enrolled with Taxpayer Registration under n. 095.744.827-90, both with professional address at Av. Rio Branco, n. 110, 11th floor, Centro, Rio de Janeiro; (ii) as effective member, Ian de Porto Alegre Muniz, Brazilian, divorced, lawyer, holder of the identity card OAB/RJ n. 33973, enrolled with Taxpayer Registration under n. 409.857.097-15, and as his substitute, Flávio El - Amme Paranhos, Brazilian, married, lawyer, holder of the identity card OAB/RJ n. 104806, enrolled with Taxpayer Registration under n. 075.610.347-92, both with a professional address at Av. Presidente Wilson, n. 231, 23rd floor, Centro, Rio de Janeiro; and (iii) as effective member, Carlos Alberto Alvahydo de Ulhôa Canto, Brazilian, holder of the identity card OAB/RJ n. 16595, enrolled with Taxpayer Registration under n. 009.438.357-04, and as his substitute, Christian Clarke de Ulhôa Canto, Brazilian, holder of the identity card OAB/RJ n. 87932, enrolled with Taxpayer Registration under 009.075.817-06, both with professional address in the City and State of Rio de Janeiro, at Av. Afrânio de Melo Franco, n. 290, 2nd floor, Leblon; all with a term of office until the Annual General Meeting of 2022.

The members of the Fiscal Council (Conselho Fiscal) shall be vested into their offices by signing, within the legal term, the terms of office in the proper book

  1. It was approved by unanimity, with the abstentions described in Exhibit I, to fix the annual aggregate compensation of the members of the Fiscal Council (Conselho Fiscal) in the total amount of R$ 780,000.00, as per the minimum parameters set forth in the applicable law, which means that, in addition to the compulsory reimbursement of travel and stay

3

expenses necessary for the performance of their duties, the compensation of each member in office in the Fiscal Council (Conselho Fiscal) shall be equivalent to 10% of the fixed average compensation attributed to each officer of the Company, not including benefits, representation fees and profit sharing, if applicable.

8. Closing: The President offered the floor to anyone who might wish to express their views. As there were no requests, he suspended the meeting for the drawing up of these minutes, which, after being read and approved, were duly signed by the shareholders hereafter identified and by the members of the board that presided the General Meetings.

Rio de Janeiro, April 30, 2021.

I certify that this is a true copy of the original minutes drawn up in the Company´s book.

_____________________________

Rafael Frota Indio do Brasil Ferraz

Secretary

4

Exhibit I

Number of approvals, rejections and abstentions presented in each item of the Annual General Meeting of Multiplan Empreendimentos Imobiliários S.A. held on April 30, 2021

Resolutions

Approvals

Abstentions

Rejections

(a)

396,927,505

29,659,429

230,918

(b)

424,221,918

2,595,934

0

(c)

418,570,391

2,668,334

5,579,127

(i)

319,175,309

2,586,076

0

(d)

(ii)

319,175,309

2,586,076

0

(iii)

319,175,309

2,586,076

0

(e)

319,175,309

2,586,076

0

5

Attachments

  • Original document
  • Permalink

Disclaimer

Multiplan Empreendimentos Imobiliários SA published this content on 30 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 April 2021 22:36:03 UTC.