|Transaction description||Subscription of the Specific Operational Agreement (“Specific Agreements”) for distribution of the pension plan named “VGBL Conjugado”.|
|Related parties names||BB Corretora de Seguros e Administradora de Bens S.A. (“BB Corretora”), Banco do Brasil S.A. (“BB”) and Brasilprev Seguros e Previdência S.A. (“Brasilprev”).|
|Relation between the parties and the Company||BB – Controlling Shareholder
BB Corretora – Controlled company
Brasilprev – Affiliated company
|Agreement object||To set the rights and duties of the parties related to the development and distribution of the VGBL Conjugado to individuals, with the intermediation of BB Corretora.|
|Terms and conditions of the agreement||The Specific Agreement is part of a major agreement named Operational Agreement for Products Distribution and Services Provisions (“Operational Agreement”), which provides, among other settlements, the commission to be paid by Brasilprev to BB Corretora as a percentage of the VGBL premiums.
Under the Operational Agreement, BB is responsible, among other duties, for receiving the premiums paid by the clients and then transfering it to Brasilprev, net of BB Corretora’s commission fee. For this and other services, BB is remunerated by Brasilprev through the payment of fees which are a percentage of the VGBL premiums.
The Specific Agreement is a 36-months term agreement counted from date of its signature, extendable for equal and successive or different 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 negotiation of the transaction.
|Reasons for the company to conduct the transaction with the related and not with third parties||The Company would not be able to conduct the transaction with third parties other than Brasilprev and BB, considering the existence of a Shareholders’ Agreement and the Operational Agreement which provide exclusivity between the parties to develop and to distribute pension plan products, duly respected the arm’s length format of the transaction.|
|Description of measures and procedures adopted to assure the arm’s length format of the transaction||All the conditions were analyzed and validated by BB Seguridade, BB Corretora, Brasilprev and Banco do Brasil’s technical divisions, and then approved by BB Seguridade’s Board of Directors and by the Related Parties Transactions Commitee as provided in the Company’s Related Parties Transactions Policy.|