ULTRAPAR PARTICIPAÇÕES S.A.

Publicly Traded Company

CNPJ Nr. 33.256.439/0001 -39

NIRE 35.300.109.724

MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS

Date, Hour and Place :

February 15, 2023, at 10:00 a.m., at the Company's headquarters, located at Brigadeiro Luís Antônio Avenue, Nr. 1,343, 9th floor, in the City of and State of São Paulo, also contemplating participation through Microsoft Teams .

Members in Attendance :

  1. Members of the Board of Directors undersigned; (ii) Secretary of the Board of Directors, Mr. André Brickmann Areno; (iii) Chief Executive Officer, Mr. Marcos Marinho Lutz; (iv) Chief Financial and Investor Relations Officer, Mr. Rodrigo de Almeida Pizzinatto; (v) in relation to item 1, other executive officers of the Company, namely, Mrs. Décio de Sampaio Amaral, Leonardo Remião Linden, Marcelo Pereira Malta de Araújo and Tabajara Bertelli Costa;
  1. in relation to items 1 and 2, Mr. Flávio César Maia Luz, president of the Fiscal Council .

Matters discussed and resolutions :

1. The members of the Board of Directors approved, after being examined and discussed, the financial statements of the Company, including the balance sheet and the management report for the fiscal year ended on December 31, 2022, as well as the allocation of the net earnings for the year and the distribution of dividends, supported by the independent auditors' report, and recommended their approval by the Annual General Shareholders' M eeting.

(Mi nut e s of t he Me eti ng of t he Boa rd of Di rect ors of Ul t rapa r Pa rti cip aç ões S . A . ,

he l d on Fe b rua ry 15, 2023)

2. The Board of Directors approved, ad referendum to the Annual General Shareholders' Meeting, the following destination of the net earnings for the year ended on December 31, 2022, in the amount of R$ 1,800,837,796.19 (one billion, eight hundred million, eight hundred and thirty -seven thousand, seven hundred and ninety-six Reais and nineteen cents of Real), as described below:

  1. R$ 90,041,889.81 (ninety million, forty -one thousand, eight hundred and eighty-nine Reais and eighty -one cents of Real) will be allocated to the legal reserve;
  2. R$ 1,151,277,343.87 (one billion, one hundred and fifty -one million, two hundred and seventy -seven thousand, three hundred and forty-three Reais and eighty -seven cents of Real) will be allocated to the statutory reserve for investments; and
  3. R$ 450,003,823.81 (four hundred and fifty million, three thousand, eight hundred and twenty -three Reais and eighty -one cents of Real) were allocated to the payment of interest on equity, approved by the Board of Directors at a meeting held on May 11, 2022. The net value of the interest on equity, equivalent to R$ 396,314,422.27 (three hundred and ninety-six million, three hundred and fourteen thousand, four hundred and twenty -two Reais and twenty-seven cents of Real) was deducted from the amount of the dividend payable to the holders of common shares of the Company; and
  4. R$ 109,514,738.70 (one hundred and nine million, five hundred and fourteen thousand, seven hundred and thirty -eight Reais and seventy cents) will be allocated to the payment of dividends to holders of common shares, equivalent to R$ 0.10 (ten cents of Real)

(Mi nut e s of t he Me eti ng of t he Boa rd of Di rect ors of Ul t rapa r Pa rti cip aç ões S . A . ,

he l d on Fe b rua ry 15, 2023)

per share, which shall be paid to the shareholders as of March 3,

2023, without remuneration or monetary adjustment.

The record dates for receiving the dividend approved herein will

be February 23, 2023 in Brazil and February 27, 2023 in the United

States of America . The Company's shares will be traded " ex-

dividends" on B3 S.A. - Brasil, Bolsa e Balcão and on the New York

Stock Exchange from and including February 24, 2023 onwards.

3.

The members of the Board of Directors of the Company confirmed the

issuance of 31,211 (thirty-one thousand, two hundred and eleven)

common shares within the limits of the authorized capital stock

pursuant to Article 6 of the Company's Bylaws, due to partia l exercise

of the subscription warrants issued by the Company as of the approval

of the merger of shares issued by Imifarma Produtos Farmacêuticos e

Cosméticos S.A. by the Company, approved on the Extraordinary

Shareholders' Meeting held in January 31, 201 4. The management of

the Company shall provide the necessary subscription bulletins for

signing and formalization of the new shares' subscription by the

referred subscription warrants holders. The common shares will have

the same rights assigned to the other shares previously issued by the Company.

The Company's capital stock will therefore be represented by 1,115,204,291 (one billion, one hundred and fifteen million, two hundred and four thousand, two hundred and ninety -one) common shares, all of them nominative with no par value. The adaptation of Article 5 of the Company's Bylaws to reflect the new number of shares in which the capital stock of the Company is divided shall be subject to a resolution of the Extraordinary General Shareholders' Meeting, to be called in due course.

(Mi nut e s of t he Me eti ng of t he Boa rd of Di rect ors of Ul t rapa r Pa rti cip aç ões S . A . ,

he l d on Fe b rua ry 15, 2023)

4.

The members of the Board of Directors were updated on the proposals

that will be submitted for shareholders' approval upon the calling of

the Company's Annual General and Extraordinary Shareholders'

Meeting and manifested positively to these proposals.

5.

Pursuant to Article 28, item "i" of the Company's Bylaws, the members

of the Board of Directors discussed and defined the composition of

the slate of candidates, to be proposed by this Board, for the election of the members of the Board of Directors to be held at the next Annual General Shareholders' Meeting of the Company.

The Board of Directors, after the analysis and confirmation of the adherence by each candidate to the position of member of the Board of Directors to the Corporate Nomination Policy for members of the Board of Directors; and the reasons, in light of the provisions of the Novo Mercado Regulation and declaration of independence presented by each candidate, whereby the qualification of each candidate as independent director is verified, indicates the following slate:

Independent candidates:

Ana Paula Vitali Janes Vescovi

Fábio Venturelli

Flávia Buarque de Almeida

Francisco de Sá Neto

Jorge Marques de Toledo Camargo

José Mauricio Pereira Coelho

Marcelo Faria de Lima

Non-independent candidates:

Marcos Marinho Lutz

(Mi nut e s of t he Me eti ng of t he Boa rd of Di rect ors of Ul t rapa r Pa rti cip aç ões S . A . ,

he l d on Fe b rua ry 15, 2023)

Peter Paul Lorenço Estermann

6.

Considering the provisions of Article 20, paragraph 2, of the

Company's Bylaws , the Board of Directors authorizes the disclosure of

the appointed slate and of the qualification and experience of the

candidates, as well as all the documents required by the applicable

legislation and by the Company's Bylaws, along with the other

materials concerning to the Annual General and Extraordinary

Shareholders' Meeting .

7.

The members of the Board of Directors approved the calling of the

Annual General and Extraordinary Shareholders' Meeting, that shall

be held on April 19, 2023.

8.

The Board of Directors approved the reelection of Mr. MARCOS

MARINHO LUTZ, Brazilian, married, naval engineer, Identity Card RG

under Nr. 15.649.492-9/SSP-SP and enrolled on CPF/ME under Nr.

147.274.178-12, to occupy the position of Chief Executive Officer of

the Company, for a new term, which will end at the annual general

meeting of 2025 .

9.

The members of the Board of Directors were updated o n the annual

report of the Audit and Risks Committee, as well as its

recommendations to the Board of Directors.

Notes: The resolutions were approved, with no amendments or qualifications, by all Board members.

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Ultrapar Participações SA published this content on 15 February 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 February 2023 21:54:07 UTC.