BDR. Unsponsored Level I. International investment made as easy as trading in Brazil
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1 Unsponsored Level I International investment made as easy as trading in Brazil
2 Unsponsored Level I Invest overseas without leaving Brazil. Diversify your investment portfolio. Agility. Flexibility. All this is possible if you invest in Unsponsored Level I Brazilian Depositary Receipts (BDRs), certificates that represent shares in foreign companies not registered as publicly held companies with the Brazilian regulatory authorities. Investing in BDRs gives you access to instruments equivalent to foreign securities traded abroad with the agility and flexibility of trading on the local stock market. All trading, settlement and custody of Unsponsored Level I BDRs takes place in Brazil.
3 WHAT ARE BDRs? Brazilian Depositary Receipts (BDRs) are certificates representing shares in publicly held companies or similar entities headquartered abroad. Each BDR is issued in Brazil by a depositary institution, which must apply for registration to CVM, the Brazilian Securities & Exchange Commission, and BM&FBOVESPA without an agreement with the foreign company that issues the underlying shares. Unsponsored Level I BDRs (Portuguese-language acronym BDRs N1 NP) are traded on BM&FBOVESPA s regulated market and held in custody by its Central Depository. BDR REASONS FOR INVESTING n Portfolio and risk diversification. n Opportunities to develop new strategies based on arbitrage between local and foreign securities. n Transactions take place in Brazil and are settled in local currency (the Brazilian Real). BDR WHO CAN TRADE UNSPONSORED LEVEL I BDRs? According to CVM s rules, the following are authorized to trade Unsponsored Level I BDRs: n Financial institutions; n Mutual funds; n Portfolio managers and securities consultants authorized by CVM, provided they trade on their own account; n Private pension funds; n Individual and corporate investors with investments of more than R$1 million (one million Brazilian Reals).
4 INFORMATION ON FOREIGN COMPANIES The foreign companies that issue the shares backing Unsponsored Level I BDRs are not registered with CVM as publicly held companies but are registered with the regulatory authorities in their countries of origin and subject to corporate disclosure and financial reporting rules in those countries. Brazilian depositary institutions are responsible for disclosure of corporate and financial information on these companies, including: n Material event notices and other notices to the market; n Notification that financial statements are available; n Notices convening shareholder meetings; n Other notices to shareholders; n Decisions by shareholder meetings and meetings of the Board of Directors, and; n Financial statements. CVM only authorizes the issuance of Unsponsored Level I BDRs representing shares in companies headquartered in countries whose regulatory bodies have signed an agreement to cooperate with CVM in terms of consultation, technical assistance and mutual assistance to exchange information or are signatories to the International Organization of Securities Commissions (IOSCO) Multilateral Memorandum of Understanding.
5 March/2013 The equity market does not offer investors a guaranteed return on investment. Past performance is no indication of future returns, and the transactions performed should therefore be considered risk investments. Investors are strongly advised to understand the applicable legislation and regulations before trading in equities, and to sign an intermediation agreement with a brokerage house. Investors should also analyze whether Unsponsored Level I BDRs are suitable for their objectives, whether their financial situation is compatible with the investment, and whether they have the necessary knowledge to understand the risks associated with investing in these securities. Praça Antonio Prado, São Paulo, SP Rua XV de Novembro, São Paulo, SP
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