PAGSEGURO DIGITAL LTD.
MINUTES of the Annual General Meeting of Members of the Company held at Av. Brigadeiro Faria Lima, 1384, São Paulo, SP, Brazil, 01451-001, at 11am on June 1, 2021.
Eduardo Alcaro, Director and Chairman
Maria Judith de Brito, Director
Ricardo Dutra da Silva, Director
Members present in person listed in Schedule 1
Members represented by proxy listed in Schedule 2
Victoria Rozsavolgyi Bortolin
In the absence of Luis Frias and in accordance with article 18.4 of the Company's amended and restated articles of association (the 'Articles'), the directors present hereby elect one of their number, Mr. Eduardo Alcaro, to chair the meeting and Mr. Eduardo Alcaro has agreed to act as chairman to the meeting (the 'Chairman').
2.OPENING OF MEETING
The Chairman opened the meeting and reported that due notice of the meeting had been given to those members entitled to receive it in accordance with the Company's Articles and declared that, as a quorum was present, the meeting was duly convened.
3.BUSINESS OF THE MEETING
The Chairman reported that business of the meeting was to consider and, if thought fit, pass the proposed resolutions set out in the notice of the meeting.
The Chairman noted that the consolidated financial statements of the Company for the year ended December 31, 2020 together with the auditor's report thereon were laid before the meeting.
IT WAS RESOLVED THAT the consolidated financial statements of the Company for the year ended December 31, 2020 together with the auditor's report thereon be and are received and adopted.
IT WAS RESOLVED THAT the following persons be and are hereby re-elected as directors of the Company to hold office until the next Annual General Meeting of the Company or until their respective successors have been elected or appointed or their office is otherwise vacated:
Maria Judith de Brito
Noemia Mayumi Fukugauti Gushiken
Cleveland Prates Teixeira
Marcia Nogueira de Mello
Ricardo Dutra da Silva
6.LONG TERM INCENTIVE PLAN
IT WAS RESOLVED THAT the ratification of a Long-Term Incentive Plan (the 'LTIP Goals') in the form approved by the directors and filed as an exhibit to the annual report for the year ended December 31, 2020 on Form 20-F be and is hereby approved and sanctioned, subject to the number of Shares granted under the LTIP Goals in any financial year not exceeding one percent of the total issued and outstanding Shares of the Company in any such year.
IT WAS RESOLVED THAT all actions taken by the directors and officers of the Company in relation to the business of the Company during the financial year ended December 31, 2020 and up to the date of this meeting be and are hereby ratified and confirmed.
There being no further business to be transacted the Chairman declared the meeting closed.
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