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| Página 000025/000078 Registro Nº 2.002.203 | Protocolo publicidade e Documentos Autorizado. Oficial | nº 2.523.601 e/ou eficácia da Estado | de contra Comarca de Secretaria Fazenda | 10/07/2026 às terceiros sob São Paulo. Reg. Civil | 10:45:02h: nº 2.002.203 Assinado T. Justiça | Documento em digitalmente M. Público | registrado 20/07/2026 por ISS | neste 6º Oficial Valmir Inacio Condução | eletronicamente de Registro dos Santos Despesas | para fins de de Títulos - Escrevente Total |
|---|---|---|---|---|---|---|---|---|---|---|
| 20/07/2026 | R$ 631,59 | R$ 179,59 | R$ 123,37 | R$ 33,21 | R$ 43,41 | R$ 30,62 | R$ 13,24 | R$ 0,00 | R$ 0,00 | R$ 1.055,03 |

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12.9.4 to appoint remove directors;

or

12.9.5 to appoint or remove an agent;

##### 12.9.6 plan of merger, consolidation or arrangement; or

to approve a

declaration of solvency for the purposes of section 198(1) 12.9.7 to make a

#### (a) of the Act to approve a liquidation plan; or

or

determination under section 57(1) of the Act that the 129.8 to make a

##### will, immediately after the proposed distribution, satisfy

###### Company

the solvency test set out at Regulation 20.

Regulations 12.9.2 and 12.9.3 do not prevent committee of

#### The preceding a

of directors, from appointing subdirectors, where authorised by resolution a

delegating exercisable by the committee to the subcommittee and powers

committee.

in The meetings and proc:

directors shall

more

#### Articles regulating superseded by any

## committee.

## ceding:

in

Sad so the not

same are

###### diregtors establishing the

2.12

remain responsible fos believed reasonable

on

directors of the Company un;

on

ALTERNATE DIRECTOR

alternate any director or other

##### 13.1 A director of the Company may appoint as an

#### disqualified for the appointment as director under the Act to appointing director’s powers, and the appointing

person who is not a exercise the carry out

the taking of decisions by the directors in the

#### responsibilities, in relation to

absence of the appointing director.

appointed alternate director of the Company unless he 13.2 No person shall be as an

has consented in writing to act as an alternate director.

#### appointing director may, at time, terminate the alternate’s appointment.

13.3 The any

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| Página 000026/000078 Registro Nº 2.002.203 | Protocolo publicidade e Documentos Autorizado. Oficial | nº 2.523.601 e/ou eficácia da Estado | de contra Comarca de Secretaria Fazenda | 10/07/2026 às terceiros sob São Paulo. Reg. Civil | 10:45:02h: nº 2.002.203 Assinado T. Justiça | Documento em digitalmente M. Público | registrado 20/07/2026 por ISS | neste 6º Oficial Valmir Inacio Condução | eletronicamente de Registro dos Santos Despesas | para fins de de Títulos - Escrevente Total |
|---|---|---|---|---|---|---|---|---|---|---|
| 20/07/2026 | R$ 631,59 | R$ 179,59 | R$ 123,37 | R$ 33,21 | R$ 43,41 | R$ 30,62 | R$ 13,24 | R$ 0,00 | R$ 0,00 | R$ 1.055,03 |

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= The appointment of an

and written notice of the

#### appointing director to

13.5 The termination of the appointment

until written notice of the termination has been

13.6 An altemate director

#### appointing director or for the appointing director.

An alternate director has the any directors’ meeting and any

###### 13.8 Any exercise by the

relation to taking of decisions by the directors,

exercised by the appointing director.

were alternate director and its termination shall be in writing

#### appointment and termination shall be given by the

the within 14 days.

of alternate director does not take effect

an

given to the Company.

has appoint alternate, whether of the

no power to an of the alternate director and does not act as an agent of or

#### rights the appointing director in relation to

same as

written resolution circulated for written consent.

alternate director of the appointing director’s powers in

is effective if the powers

as as i

13.9 An alternate director is 1

director and is subject

acting as such.

omissions altemate

as an

A

ilities director when

as a

13.10

14. OFFICERS

14.1 The Company may by

such times shall be considel

as

consist of Chairman of the

a

of Directors, President and

Treasurers and such other

desirable. Any number of offices

14.2 The officers shall perform such

#### appointment subject to any of any specific allocation of duties it

thereafter by resolution of directors

of the Board of Directors to Vice Chairman to act in the the day to day affairs of the

#### seniority in the absence of the

may be delegated to them by the President, the register, minute books and records (other than of

Board of Directors,

one or more

officers as may

may be held by the same a) officers of the Company at

expedient. Such officers may

Vice Chairman of the Board

a

Vice Presidents, Secretaries and

from time to time be deemed

person.

duties shall be prescribed at the time of their

as

modification in such duties be prescribed

as may resolution of members, but in the absence

or

#### shall be the responsibility of the Chairman

##### preside meetings of directors and members, the

at

absence of the Chairman, the President to manage Company, the Vice Presidents to act in order of President but otherwise 0 perform such duties as Secretaries to maintain the share financial records) of the Company

18

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| Página 000027/000078 Registro Nº 2.002.203 | Protocolo publicidade e Documentos Autorizado. Oficial | nº 2.523.601 e/ou eficácia da Estado | de contra Comarca de Secretaria Fazenda | 10/07/2026 às terceiros sob São Paulo. Reg. Civil | 10:45:02h: nº 2.002.203 Assinado T. Justiça | Documento em digitalmente M. Público | registrado 20/07/2026 por ISS | neste 6º Oficial Valmir Inacio Condução | eletronicamente de Registro dos Santos Despesas | para fins de de Títulos - Escrevente Total |
|---|---|---|---|---|---|---|---|---|---|---|
| 20/07/2026 | R$ 631,59 | R$ 179,59 | R$ 123,37 | R$ 33,21 | R$ 43,41 | R$ 30,62 | R$ 13,24 | R$ 0,00 | R$ 0,00 | R$ 1.055,03 |

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#### and compliance with all procedural requirements imposed on the

to ensure

##### by applicable law, and the Treasurer to be responsible for the financial

company affairs of the Company.

143 The emoluments of all officers shall be fixed by resolution of directors.

14.4 The officers of the Company shall hold office until their successors are duly

elected and qualified, but officer elected appointed by the directors may any or

###### be removed at time, with without by resolution of directors. Any

any or cause,

occurring in office of the Company may be filled by resolution of vacancy any directors.

15.

15.1 i 152

#### 1

i i 15.3

CONFLICTS OF INTEREST

director of the Company shall, forthwith after becoming aware of the fact that

A

he is interested in transaction entered into to be entered into by the

a or

##### Company, disclose the intere: of the Company.

ae

For the of all other directors to the

purposes

4

a

|  | effect that director j5 |  |
|---|---|---|
| has | fiduciary relati a | ‘or named individual and |
| is | regarded to be as entry or disclosure, | after the date of the , idual, is sufficient a |

153.2

###### {

3

153.3 attend meeting of directors which matter relating to the

a at a

transaction arises and be included among the directors present at the

##### meeting for the purposes of quorum; and

behalf Company, or of the do other thing in sign a document on any his capacity director, that relates to the transaction.

as a

1 16.

16.1

###### i

INDEMNIFICATION

## provided Company indemnify

Subject to the limitations the may against all including legal fees, and against all judgements, fines and

expenses, paid in settlement and reasonably incurred in connection with legal,

amounts

##### administrative investigative proceedings, any person who

or i

# i

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| Página 000028/000078 Registro Nº 2.002.203 | Protocolo publicidade e Documentos Autorizado. Oficial | nº 2.523.601 e/ou eficácia da Estado | de contra Comarca de Secretaria Fazenda | 10/07/2026 às terceiros sob São Paulo. Reg. Civil | 10:45:02h: nº 2.002.203 Assinado T. Justiça | Documento em digitalmente M. Público | registrado 20/07/2026 por ISS | neste 6º Oficial Valmir Inacio Condução | eletronicamente de Registro dos Santos Despesas | para fins de de Títulos - Escrevente Total |
|---|---|---|---|---|---|---|---|---|---|---|
| 20/07/2026 | R$ 631,59 | R$ 179,59 | R$ 123,37 | R$ 33,21 | R$ 43,41 | R$ 30,62 | R$ 13,24 | R$ 0,00 | R$ 0,00 | R$ 1.055,03 |

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aaa]

16.1.1 is party is threatened to be made a party to any

or was a or

#### pending contemplated proceedings, whether civil,

###### threatened, or

criminal, administrative investigative, by of the fact that

or reason

the is director of the Company; or

person or was a

is the request of the Company, serving a director of, or in 16.1.2 or was, at as

other capacity is acting for, another body corporate or a

any or was

partnership, joint other enterprise.

venture, trust or 16.2 The Company only indemnify person if the person acted honestly and in

may a good faith with view to the best interests of the Company and, in the case of

a

proceedings, the had reasonable to believe that his criminal person no cause conduct unlawful. For the purposes of this Sub-Regulation, a director acts in

was

the best interests of the Company if he acts in the best interests of:

16.2.1 the Company's holding company; or

16.22 a member or m:

in either case, in the

g

Act, as the case may

##### 16.3 The decision of the honestly and in good

faith and with a vie

y

had was unlawful is, in

person no reasofg

igfct

absence of fraud Articles, unless a the cse

The termination of judgement, order, settlement,

16.4 any §

conviction the entering of nolle prosequi does not, by itself, create a

or a

#### presumption that the did honestly and in good faith and with a

person not act view the best interests of the Company that the person had reasonable cause

to or to believe that his conduct unlawful.

was

If be indemnified has been successful in defence of any proceedings 16.5 a person to

referred to in Regulation 16.1 the is entitled to be indemnified against all

person

##### including legal fees, and against all judgements, fines and amounts

expenses,

#### paid in settlement and reasonably incurred by the person in connection with the

##### proceedings.

#### 16.6 The Company purchase and maintain insurance in relation to any person

may who is director of the Company, who at the request of the Company

or was a or

serving director of, or in other capacity is was acting for,

is or was as a any or

##### another partnership, joint venture, trust or other enterprise, against

company or a

20

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![](img_p5_1.png)

| Página 000029/000078 Registro Nº 2.002.203 | Protocolo publicidade e Documentos Autorizado. Oficial | nº 2.523.601 e/ou eficácia da Estado | de contra Comarca de Secretaria Fazenda | 10/07/2026 às terceiros sob São Paulo. Reg. Civil | 10:45:02h: nº 2.002.203 Assinado T. Justiça | Documento em digitalmente M. Público | registrado 20/07/2026 por ISS | neste 6º Oficial Valmir Inacio Condução | eletronicamente de Registro dos Santos Despesas | para fins de de Títulos - Escrevente Total |
|---|---|---|---|---|---|---|---|---|---|---|
| 20/07/2026 | R$ 631,59 | R$ 179,59 | R$ 123,37 | R$ 33,21 | R$ 43,41 | R$ 30,62 | R$ 13,24 | R$ 0,00 | R$ 0,00 | R$ 1.055,03 |

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liability asserted against the and incurred by the person in that any person capacity, whether not the Company has or would have had the power to

or

indemnify the person against the liability under Regulation 16.1.

17. RECORDS The Company shall keep the following documents at the office of its registered 17.1

agent:

17.1.1 the Memorandum and these Articles;

17.1.2

17.1.3 the register of members, of the register of members;

or a copy

the register of directors, or a copy of the register of directors; and

#### 17.14 copies of all notices and other documents filed by the Company with

the Registrar of Corporate Affairs in the previous 10 years.

172 Where the Company keep; of members or the register

of directors at the offic

###### 17.2.1 within 15, notify the registered

agent in

#### provide ord of the physical

17.2.2

##### address the original register of

of, |

members kept.

of

###### Company shall keep the office of its registered

17.3

such other place outside the British Virgin agent at J a or

or i

Islands, the directors may determine:

as

173.1 minutes of meetings and resolutions of members and classes of

members;

1732 minutes of meetings and resolutions of directors and committees of

directors; and

#### 17.3.3 an impression of the Seal, if any.

174 Where the place at which the original register of members, the original register

of directors the original records mentioned at Regulation 17.3 above are

or

maintained is changed, the Company shall provide the registered agent with the

physical address of the location of the records of the Company within 14

new

days of the change of location.

###### 3

i

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| Página 000030/000078 Registro Nº 2.002.203 | Protocolo publicidade e Documentos Autorizado. Oficial | nº 2.523.601 e/ou eficácia da Estado | de contra Comarca de Secretaria Fazenda | 10/07/2026 às terceiros sob São Paulo. Reg. Civil | 10:45:02h: nº 2.002.203 Assinado T. Justiça | Documento em digitalmente M. Público | registrado 20/07/2026 por ISS | neste 6º Oficial Valmir Inacio Condução | eletronicamente de Registro dos Santos Despesas | para fins de de Títulos - Escrevente Total |
|---|---|---|---|---|---|---|---|---|---|---|
| 20/07/2026 | R$ 631,59 | R$ 179,59 | R$ 123,37 | R$ 33,21 | R$ 43,41 | R$ 30,62 | R$ 13,24 | R$ 0,00 | R$ 0,00 | R$ 1.055,03 |

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SEAL 18.1 The directors shall provide for the safe custody of the

#### Seal shall be kept at the registered office of the company.

written instrument shall be witnessed by

to any

authorised from time to time by resolution of directors. provide for facsimile of the Seal and of the

a

authorised person which may be reproduced by instrument and it shall have the force and validity

same

affixed such instrument and the same had been

to

Seal. An imprint of the

The Seal when affixed director or any other person so

a

The directors may signature of any director or

printing or other means on any

if the Seal had been

as

signed hereinbefore described.

as

19.

19.1

REGISTERS OF CHARGES

shall maintain its registered office at the office of its

##### The Company at or registered agent register of charges showing the following particulars regarding

a

each mortgage, charge and oth by the Company:

##### de; tip! the charge;

19.1.2 short 5

a ti

19.1.3 a short

3

Ue or, if there is no 19.1.4 the name unless the char; name and address of the 19.1.5 the

holder of the charge;

details of prohibition restriction contained in the instrument 19.1.6 any or

creating the charge the power of the Company to create any

on

future charge ranking in priority to equally with the Charge.

or

| 20. | DIVIDENDS DISTRIBUTIONS BY WAY OF |
|---|---|
| 20.1 | by resolution of directors authorise a may a The directors of the Company time, and of and to any members a an amount, way of dividend at distribution by reasonable grounds, that, immediately after satisfied, on it thinks fit if they are assets will exceed its liabilities and the value of the the distribution, its debts as they fall due. the Company will be able to pay |
| 20.2 | by way of dividend shall authorising the distribution The resolution of directors 22 |