Multiplan Empreendimentos Imobiliarios S A : Management Proposal for the Annual General Meeting (AGM)

Table of contents

Introduction

3

Resolutions

• 1. Review the manager's accounts, analyze, discuss and vote on Financial Statements of the Company, together with the Management Report and the External Auditors' Report, for the fiscal year ended on December 31, 2022

  3

• 2. Resolve on the allocation of net income for the fiscal year ended on December 31, 2022

  4

• 3. Set the global annual compensation of the Company's Management for the 2023 fiscal year

6

Exhibit I - Officers' Comments 12

Exhibit II - Proposal of Destination of Net Income 59

Exhibit III - Proposal of Management Compensation 65

Exhibit IV - ESG Highlights 106

Introduction

Dear Shareholders,

The Management of Multiplan Empreendimentos Imobiliários S.A. ("Company") hereby presentes to its shareholders the proposals on the matters contained in the Agenda of the Annual General Meeting to be held on April 28, 2023, at 3:00 PM, at the building of Company's headquarters, at Av. das Américas no. 4.200, block 2, ground floor, Barra da Tijuca, in the City and State of Rio de Janeiro, in accordance with the Call Notice published on this date.

Resolutions

(1) Review the manager's accounts, analyze, discuss and vote on the Financial Statements of the Company, together with the Management Report and the External Auditors' Report, for the fiscal year ended on December 31, 2022

The Company's Management proposes that shareholders examine and approve the manager's accounts, the Management Report and the Financial Statements, accompanied by the Company's External Auditors' Report, for the fiscal year ended on December 31, 2022.

We clarify that the Company's Financial Statements and the Management Report were audited, without reservations, by the independent auditors Ernst & Young Auditores Independentes S.S., were subsequently approved by the Company's Board of Directors, as per meeting held on February 9, 2023, at 11:00 AM, and finally published in the Valor Econômico newspaper on March 28, 2023.

The documents relevant to this resolution, together with the External Auditors' Report, the form of Standardized Financial Statements - DFP, and the Officers' Comments on the Company's financial condition, the latter constituting EXHIBIT I hereto (as set forth in Article 10, item III of the Brazilian Securities and Exchange Commission ("CVM") Resolution No. 81/2022 ("RCVM 81/22"), are available at the Company's headquarters and website (ir.multiplan.com.br), and on the websites of CVM (www.cvm.gov.br) and B3 S.A. - Brasil, Bolsa, Balcão ("B3") (www.b3.com.br).

(2) Resolve on the allocation of net income for the fiscal year ended on December 31, 2022.

The General Meeting shall resolve on Management's proposal for the allocation of the Company's net income for the fiscal year ended on December 31, 2022, in the total amount of R$ 769,054,281.28, as approved by the Board of Directors at a meeting held on February 9, 2023, as follows:

Approve the allocation of the amount of R$ 38,452,714.06 to the Legal Reserve;

Approve the allocation of R$ 310,601,567.22 to the Expansion Reserve;e

Ratify the resolution that approved the payment of the total gross amount of R$420,000,000.00 (R$ 364,091,584.13, net of taxes) as interest on shareholders' equity,

as approved by the Board of Directors at meetings held on June 21, 2022, September 22, 2022 and December 21, 2022, ad referendum of the General Meeting, which the respective payments will be made to shareholders until June 30, 2023, September 29, 2023 and December 29, 2023, according to date(s) to be defined in due course by the Company's Management and disclosed to the market. The referred interests on shareholders' equity were imputed to the minimum mandatory dividend, in accordance with the provisions of article 9, § 7 of Law No. 9.249/95 and Article 2 of Resolution No. 143/2022 of the Securities and Exchange Commission.

420.0

2008

2009

2010

2011

2012

2013

2014

2015

2016

2017

2018

2019

2020

2021

2022

Dividends (R$ M)Interests on Equity (R$ M)

% of Net Income after legal reserves

2022 FISCAL YEAR
Proposal of Allocation of Net Income	R$
Net profit of the fiscal year	769,054,281.28
Appropriation to the legal reserve	(-)38,452,714.06
Adjusted net profit	730,601,567.22
Minimum mandatory dividends (1)	182,650,391.80
Interest on shareholders' equity approved in 2022 (gross)	420,000,000.00
Income tax withheld from interest on shareholders' equity	55,908,415.87
Interest on shareholders' equity approved in 2022 (net of taxes)	364,091,584.13
Allocation destination (net)	49.83%
Allocation to the expansion reserve	310,601,567.22

(1) Amount was fully distributed throughout the year, considering that the interests on shareholders' equity declared throughout 2022, in the total net amount of R$ 364,091,584.13 (equivalent to the gross amount of R$ 420,000,000.00), were allocated to the mandatory dividend, exceeding the minimum percentage required.

Legal Reserve 5.0%

Additional information on the proposal of destination of net income presented by the

Management is provided in EXHIBIT II hereto, according to the terms of article 10, Sole Paragraph, II of RCVM 81/22, and is available at the registered office and on the Company's website (ir.multiplan.com.br), and on the websites of CVM (www.cvm.gov.br) and B3 (www.b3.com.br).