Through Resolution SV. SG. No. 03/2025, issued on March 6, 2025, the Superintendency of Securities amended Article 1, Chapter 3, Title 4 of the General Regulations of the Securities Market (“Regulation”), establishing new deadlines and requirements for the submission of annual periodic documentation that issuing corporations, publicly traded corporations, and other issuing legal entities must submit.
In this regard, the documentation that must be submitted within 30 calendar days from the approval of the Assembly is: (i) Board of Directors' Report with the qualified electronic signature of the legal representative; and (ii) Trustee's Report with the trustee’s qualified electronic signature, both in PDF format.
The documentation that must be submitted within 90 calendar days from the end of the fiscal year is: (i) Basic financial statements in electronic spreadsheet format, signed with a qualified electronic signature by the legal representative, trustee, accountant, and external independent auditor; (ii) External independent auditor’s report on the basic financial statements, in PDF format with the auditor's qualified electronic signature; (iii) Specific disclosures applicable to the financial statements’ accounts and accompanying notes, in PDF format with the qualified electronic signature of the legal representative, trustee, accountant, and external independent auditor; (iv) Report on related parties, in PDF format with the qualified electronic signature of the legal representative; (v) Annex B of Title 31 of the Regulations (basic financial statement models), duly completed in electronic spreadsheet format with the legal representative's qualified electronic signature; (vi) Statement of the company’s debts, in electronic spreadsheet format with the legal representative's qualified electronic signature (this provision does not apply to financial system issuing entities and cooperatives).
Companies that control more than 50% of another company’s capital must submit within 90 calendar days from the end of the fiscal year: (i) Consolidated financial statements in electronic spreadsheet format, signed with a qualified electronic signature by the legal representative, trustee, accountant, and external independent auditor; (ii) External Auditor’s Report on the consolidated financial statements, in PDF format with the auditor's qualified electronic signature; and (iii) Specific disclosures applicable to the consolidated financial statements’ accounts and accompanying notes, in PDF format with the qualified electronic signature of the legal representative, trustee, accountant, and external independent auditor.
Issuing companies that meet at least one of the following conditions may request their inclusion in a differentiated regime, with a deadline of 120 calendar days from the end of the fiscal year to submit the documentation mentioned in the third paragraph:
- Adoption of International Financial Reporting Standards (IFRS); or,
- Having outstanding issuances abroad at the end of the fiscal year.
The request must be submitted with the documentation justifying inclusion in the differentiated regime.
