Documents and Announcements

Information to the Market – Related Parties Transaction (ICVM 480, Appendix 30-XXXIII)


BB SEGURIDADE PARTICIPAÇÕES S.A. (“BB Seguridade” or “Company”) hereby informs that was established the following related parties transaction, considering the expectation of reaching the materiality provided in the Brazilian Securities and Exchange Comission (“CVM”) Rule Nr. 480/09 (Appendix 30-XXXIII, Article 1, item I):
 
Transaction description  
Distribution of the new premium bonds portfolio for individuals (“Ourocap”) in Banco do Brasil’s bancassurance channel (“BB Channel”), with the possibility of distribution in other channels to be defined by Brasilcap in agreement with BB Corretora, upon the signature of “Specific Operational Agreements for Distribution of the Ourocap Unique Payment (PU36 and PU48) and Periodic Payment Premium Bonds (PP36)” (“Specific Agreements”).
 
Related parties names  
BB Corretora de Seguros e Administradora de Bens S.A. (“BB Corretora”), Banco do Brasil S.A. (“BB”), and Brasilcap Capitalização S.A. (“Brasilcap”).
 
Relation between the parties and the Company  
BB – Controlling shareholder
BB Corretora – Controlled company
Brasilcap – Affiliated company
 
Agreement object  
To set the rights and duties of the parties related to the distribution of the new portfolio in BB Channel with the intermediation of BB Corretora, or even outside BB Channel as defined by the parties.
 
Terms and conditions of the agreement  
The Specific Agreement is part of a major agreement named “General Operational Agreement for Distribution of Products and Provision of Services” (“Operational Agreement”), which was signed on July 14th, 1999, and re-ratificated on June 26th, 2001, and establishes, among other settlements, the commission to be paid by Brasilcap to BB Corretora as a percentage of the premium bonds collection.
 
Under the agreement, BB is responsible for receiving the premium bonds collection paid by the clients and then transfer it to Brasilcap, net of BB Corretora’s commission fee. For this banking service, BB is remunerated by Brasilcap through the payment of fees which are a percentage of the premium bonds collection.
 
Brasilcap is responsible for paying the remuneration due to BB Corretora and BB for the services provided by each institution.
 
The Specific Agreement will last from the date of its signature until the expiration of the Ourocap Unique Payment (PU36 and P4U8) and Periodic Payment (PP36) Premium Bonds.
 
 
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 the related and not with third parties
 
Brasilcap has a long-term commercial relationship with the Company and is one of the market leaders in its sector, with a notable expertise and solidity to honor the commitment assumed with clients and remunerating sales made by BB Corretora appropriately.
 
 
Justification of the reasons for which the issuer´s management deems the transaction to have been conducted on the basis of arm´s-length conditions or provides for adequate compensatory payment
 
All the general conditions of the premium bonds portfolio and the Specific Agreements were analyzed and validated by Banco do Brasil, BB Corretora and Brasilcap’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.
 
 
Sao Paulo , September 11th, 2020
 
Erik da Costa Breyer
CFO