|CVM allows maintaining retirees and former employees in investment clubs|
Fibra Asset Management DTVM Ltda., as manager of three investment clubs with more than 150 shareholders, consulted the Brazilian Securities and Exchange Commission (CVM) on the possibility of not expelling retirees and former employees who had lost the employment connections justifying their shareholder status under art. 9, § 1, item I of Instruction 40/84.
The BM&FBovespa interprets that "retirees and former employees are no longer permitted as shareholders in investment clubs as they do not comply with the authorizations set forth in article 9, § 1, I of Instruction 40".
The Institutional Investor Relations Oversight Office (SIN) issued an opinion on the case, pointing out the four aspects to be considered: 1) Instruction 40/84 intends to prevent investors without a connection from participating in the same investment club; 2) that objective is not impeded when an incidental fact alters the legal situation of a club member; 3) the assumption that connections formed by employees are automatically severed after retirement or dismissal is incorrect; and 4) compulsory share redemption should be reserved for exceptional cases, such as money laundering and other unlawful acts.
Rapporteur Marcos Pinto argued that Instruction 40/84 does not bar retirees and former employees from remaining as shareholders. What it does prohibit is retirees and former employees initially entering a club under those conditions. Therefore, the rapporteur voted in line with the SIN's opinion on the matter.
Director Eli Loria – who had asked to read the proceeding documents at the meeting held November 10, 2009 – voted in line with rapporteur Marcos Pinto.
Hence the CVM board voted unanimously in favor of permitting retirees and former employees to remain as shareholders in the aforementioned investment clubs, including with permission to put in additional investments. Directors Eliseu Martins and Otávio Yazbek voted in line with director Eli Loria; and chair Maria Helena de Santana voted in line with director Marcos Pinto. (Board Meeting No. 44 of 11/17/2009; Rapporteur: Marcos Pinto)