TOTVS S.A.

Corporate Taxpayers' Id. (CNPJ) No. 53.113.791/0001-22

Company Registry (NIRE) No. 35.300.153.171

MINUTES OF THE BOARD OF DIRECTORS'

MEETING HELD ON NOVEMBER 4th, 2022

1. DATE, TIME, AND PLACE: meeting held on November 4th, 2022, at 8:30 am, at the Company's headquarters at Avenida Braz Leme, 1000, Casa Verde district, Sao Paulo city, State of Sao Paulo.

2. CHAIR AND SECRETARY: Chairman: Mr. Laércio José de Lucena Cosentino; Secretary: Ms. Téssie Massarão Andrade Simonato.

3. CALL AND ATTENDANCE: call notice was duly carried out under article 18, paragraph 1 of the Bylaws of TOTVS. All members of the Board of Directors (the "Board") were present, namely: Messrs. Laércio José de Lucena Cosentino, Eduardo Mazzilli de Vassimon, Gilberto Mifano, and Guilherme Stocco Filho, and Misses Ana Claudia Piedade Silveira dos Reis, Maria Letícia de Freitas Costa, and Tania Sztamfater Chocolat.

The following persons attended the entire meeting as guests, except for the Executive Session: Dennis Herszkowicz, Chief Executive Officer (CEO) of the Company during the entire meeting, and in part of the meeting Messrs. Alexandre Haddad Apendino, Vice President of Service and Relationship, Gilsomar Maia Sebastião, Vice President Administrative and Financial (CFO) and Investor Relations Officer, Gustavo Dutra Bastos, Vice President of Platforms, Juliano de Miranda Tubino, Vice President of Strategy and New Business, Marcelo Eduardo Sant'Anna Cosentino, Vice President of Business for Segments, Eduardo Neubern, Techfin Executive Officer, Marcos Bartolomei de Siqueira Corradi, Internal Controls, Risks, and Compliance Executive Officer, Ricardo Guerino, Controller and Financial Planning Officer, Sergio Paupério Serio Filho, Investor Relations Executive Manager, and Ms. Izabel Cristina Branco, Vice President, Human Relations. Mr. Gabriel Grosso Salis, Corporate Governance Lawyer, was also present as a listener.

The following persons also took part in the meeting for having been invited to provide the training referred to in item II of the agenda: Mr. Raphael Soré, Partner of Forensic & Litigation, and Ms. Luana Médici, Advisory Manager, both from KPMG Auditores Independentes Ltda. ("KPMG").

4. AGENDA: (I) Follow-up of the requested measures regarding the topics from previous meetings; (II) Corporate training on Compliance and Anti-Corruption for Directors and Members of the Advisory Committees, as provided for in the Company's Compliance Program (the "Compliance and Anti-CorruptionTraining"); (III) Report on the work of the People and Compensation Committee ("CGR"); (IV) Report on the work of the Statutory Audit Committee ("CAE"); (V) Report on the work of the Strategy Committee ("CE"); (VI) Report from the Chief Executive Officer; (VII) Executive Session.

5.I. Presentations, Discussions, and Resolutions:

Starting the proceedings, the Chairman of the Board declared the meeting established and gave the floor to the meeting Secretary who informed the agenda topics to be addressed, and presented the status of the measures requested in previous meetings.

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Minutes of the Board of Directors' Meeting 16/2022

5.II. Compliance Program Training:

As provided for in the Company's Compliance Program, a Compliance and Anti-corruption Training for Directors and Members of the Advisory Committees was carried out by specialized external consultants.

5.III. Report from the CGR:

A report on the work performed by the People and Compensation Committee was made.

5.IV. Report of the CAE:

After having submitted the report on the work performed by the Statutory Audit Committee, which counted on the favorable opinion of this Committee, after discussions, the Board approved unanimously:

  1. the Quarterly Information (ITR) for the 3rd quarter of 2022, with a special review of KPMG, with a copy filed at the Company's registered headquarters, to be disclosed within the legal time term, as well as the Earnings Release; and
  2. the not onerous cession of the remaining trademarks of "TQTVD" to the company Mirakulo Software Ltda EPP.

5.V. Report of the CE:

A report on the work performed by the Strategy Committee was made.

5.VI. Report from the CEO:

The Chief Executive Officer reported the major ongoing matters and the Board's monitoring indicators for the month of September 2022.

5.VII. Executive Session:

The members met in an executive session without the presence of guests.

6. APPROVAL AND SIGNATURE OF THESE MINUTES: There being no further business to address, the Chairman called the meeting to a close. These minutes were read and approved with no reservations by all those present. We certify that this is a free translation of the original minutes drawn up in the Company's records.

Sao Paulo, November 4th, 2022.

[Signatures on the next page]

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Minutes of the Board of Directors' Meeting 16/2022

[Signatures page of the Minutes of the Board of Directors' Meeting of TOTVS S.A. held on

November 4th, 2022]

Chair and Secretary:

____________________________________

____________________________________

Laércio José de Lucena Cosentino

Téssie Massarão Andrade Simonato

Chairman

Board members present:

Secretary

____________________________________

____________________________________

Laércio José de Lucena Cosentino

Maria Letícia de Freitas Costa

____________________________________

____________________________________

Ana Cláudia Piedade Silveira dos Reis

Eduardo Mazzilli de Vassimon

____________________________________

____________________________________

Gilberto Mifano

Guilherme Stocco Filho

____________________________________

Tania Sztamfater Chocolat

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Minutes of the Board of Directors' Meeting 16/2022

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TOTVS SA published this content on 16 November 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 17 November 2022 01:18:04 UTC.