| Transaction description | Distribution of the new cattle insurance product named BB Seguro Pecuário Faturamento in Banco do Brasil’s bancassurance channel (“BB Channel”), as provided in an agreement named “Operational Agreement for the Distribution of the BB Seguro Pecuário Faturamento” (“Agreement”). |
| Related parties names | BB Corretora de Seguros e Administradora de Bens S.A. (“BB Corretora”), Banco do Brasil S.A. (“BB”), Companhia de Seguros Aliança do Brasil S.A. (“Aliança do Brasil”) and BB MAPFRE SH1 Participações S.A. (“SH1”). |
| Relation between the parties and the Company | BB – Controlling shareholder BB Corretora – Controlled company SH1 e Aliança do Brasil – Affiliated companies |
| Agreement object | To set the rights and duties of the parties related to the distribution of the insurance product named BB Seguros Pecuário Faturamento for individuals, which is developed by Aliança do Brasil and sold by BB Corretora in BB Channel. |
| Terms and conditions of the agreement | The Agreement is part of a major agreement named “Operational Agreement for Insurance Distribution” (“Operational Agreement”), which was signed on November 30th, 2011, and establishes that Aliança do Brasil will pay to BB Corretora a percentage of the premiums written, net of taxes on financial operations (“IOF”), as a commission for selling the products in BB Channel. BB is responsible for receiving the premium written paid by the clients and then transfer it to Aliança do Brasil, net of BB Corretora’s commission fee. For this banking service, BB is remunerated by Aliança do Brasil through the payment of banking services fees. The Specific Agreements will be in force for 5-years term from the date of its signing, automatically extendable for equal periods. |
| Participation of the Counterparty or its Shareholders and Management during the Company’s decision process |
The counterparty did not participate of BB Seguridade’s decision and did not act as its representative during the transaction negotiation. |
| Reasons for the Company to conduct the transaction with related and not with third parties. | The Company would not be able to conduct the transaction with other third party than Aliança do Brasil since the Operational Agreement provides exclusivity between the related parties to distribute rural insurance in BB channel. |
| Description of measures and procedures adopted to assure the arm’s length format of the transaction | All the general conditions of the new cattle insurance and the Specific Agreement were analyzed and validated by BB Seguridade, BB Corretora and Aliança do Brasil’s technical divisions and then approved by BB Seguridade’s Executive Board and Related Parties Transactions Commitee as provided in the Company’s Related Party Transactions Policy. |