In 2000, the B3 introduced three special listing segments, known as Level 1 and 2 of Differentiated Corporate Governance Practices and the New Market (Novo Mercado), aimed at fostering a secondary market for securities issued by Brazilian companies with securities listed on the B3 by prompting such companies to follow good practices of corporate governance.

These listing segments were designed for the trading of shares issued by companies voluntarily undertaking to abide by corporate governance practices and disclosure requirements in addition to those already imposed by Brazilian laws and regulations.

The B3 corporate governance rules are seen as an extension of the Brazilian corporation law and, as such, are not tailored to corporations not governed by the Brazilian corporation law. Being governed by Luxembourg corporate law, GBT, as a result, cannot adhere to the B3’s Novo Mercado rules. Therefore, as our investor, you may be afforded less protection by the Novo Mercado rules than as an investor in a company covered by these rules.

Despite not being compulsory, GBT will generally follow Novo Mercado, complying with corporate governance standards, such as:

• Class of shares: 100% common shares
• Board of directors: at least 20% of the members shall be independent, two-year appointment
• Lock-up period: 180 days after the publication in Brazil of the pricing of this offering

Updated on 12/02/2019 at 07:35 pm