Brazil Securities Commission rejects settlement proposal from Indústrias J.B. Duarte chair and approves BRL 126,000 agreement with Boa Safra director

The Brazil Securities Commission (CVM) Board reviewed two proposed settlement agreements (Termos de Compromisso), rejecting a proposal from Fábio Aylton de Casal de Rey, chair of Indústrias J.B. Duarte S.A., and approving a settlement with Humberto Pimenta Martins Filho, commercial director of Boa Safra Sementes S.A., which includes a BRL 126,000 payment to the CVM. In the Indústrias J.B. Duarte case, the Federal Prosecutor’s Office attached to the CVM (PFE-CVM) identified a legal impediment to settling due to the inadequacy of the proposed amounts, and the CVM’s Commitments Committee (CTC) also found acceptance not appropriate, citing both the legal impediment and the proposal’s failure to meet the preventive and educational purposes of the mechanism. The underlying sanctioning proceeding concerns alleged conflict-of-interest conduct, including simultaneous representation of the company and an estate in connection with approvals and steps taken around April 2019, potentially breaching articles 156 and 170(3) of Brazil’s Corporations Law (Law 6,404). In the Boa Safra matter, brought as an administrative proceeding prior to any potential sanctioning case, the alleged conduct involved trading in the issuer’s shares during a prohibited period (potential breach of article 14 of CVM Resolution 44), and the PFE-CVM found no legal impediment to the agreement.