DECREE Nº. 59170, OF SEPTEMBER 2, 1966.

This decree provides for the creation of the Special Agency for Industrial Financing (FINAME), incorporating the Financing Fund for Acquisition of Industrial Machinery and Equipment (FINAME), created by Decree Nº. 55,275 of December 22, 1964, among other provisions.

The PRESIDENT OF THE REPUBLIC, exercising the powers established in Article 87, item I, of the Federal Constitution and based on Article 69 of Act Nº. 4,728 of July 14, 1965,

HEREBY DECREES:

Article 1. The Special Agency for Industrial Financing is hereby created to manage – with administrative and financial autonomy and in conjunction with the Brazilian Development Bank – the Financing Fund for Acquisition of Industrial Machinery and Equipment (FINAME), created by Decree Nº. 55,275 of December 22, 1964. The Special Agency of Industrial Financing shall bear the same abbreviation FINAME, and, where applicable, all legal provisions related to financial institutions shall be applicable with no effect on the extent established herein.

Article 2. FINAME, a federal publicly-owned company organized as a corporation, is headquartered in Brasilia, Federal District, with operations encompassing the entire national territory and with powers to install and maintain in Brazil and/or abroad branches, offices and representative offices. (Wording in Decree Nº. 8,222/2014)

Article 3. Resources for the Special Agency for Industrial Financing (FINAME) shall come from:

a) loans or donations from national, international or foreign entities, as well as resources from the “Alliance towards Progress”;

b) resources provided by the Brazilian Development Bank and from other financial agencies of the federal government and states;

c) resources mobilized by the BNDE in the internal and external capitals markets for the specific purpose as provided for herein;

d) earnings from its operations, such as reimbursement of capital, interest charged, commissions, bonuses, etc.;

e) refinancing bonds at Central Bank: within the terms and conditions allowed by said bank;

f) contributions from the National Treasury by means of Adjustable Obligations or other negotiable credit instruments;

g) financial operations that are not listed hereinabove, but still fall within the scope of the Agency as decided by its Administrative Board.
Sole Paragraph. Advance payments the BNDE attributed to the Financing Fund for Acquisition of Industrial Machinery and Equipment (FINAME) now constitute resources from the Special Agency for Industrial Financing (FINAME) and are unenforceable provided they are applied in the operations set forth herein.

Article 4. Resources from the Agency are now earmarked to finance:

a) Purchase and sale operations of domestically-produced machinery and equipment;

b) exports and imports of machinery and equipment.

Article 5. As decided by the Executive Board, FINAME may perform acceptance operations to provide working capital to companies installed in basic industrial sectors of the economy, as defined in item II of the preamble of Article 10-A. (Wording in Decree Nº. 8,222/2014)

Paragraph 1. The BNDES, exercising its banking activities as authorized by Article 10 of Act Nº. 1,628 of June 20, 1952, and within the application areas established by Act Nº. 1,474, of November 26, 1951, and by Act Nº. 1,518, of December 24, 1951, with an extension introduced by Act Nº. 4,457, of November 6, 1964, may grant surety, as acceptance or co-acceptance, of the respective bonds from operations performed by FINAME. (Included by Decree Nº. 8,222/2014)

Paragraph 2. FINAME may underwrite shares from industrial companies for later transfer to the public, and upon agreement, apply resources and securities from other public, federal of state agencies, as earmarked. (Included by Decree Nº. 8,222/2014)

Article 6. The following are FINAME’s statutory units: (Wording in Decree Nº. 8,222/2014)

I – Ordinary Shareholders’ Meeting; (Included by Decree Nº. 8,222/2014)

II - Advisory Board; (Included by Decree Nº. 8,222/2014)

III – Executive Board; and (Included by Decree Nº. 8,222/2014)

IV – Fiscal Council. (Included by Decree Nº. 8,222/2014)

Sole Paragraph. The Advisory Board and the Fiscal Council shall comprise Brazilians, residing and domiciled in the country, with renowned knowledge, experience, good standing and reputation, as well as technical qualification in accordance with the position they are to exercise. (Included by Decree Nº. 8,222/2014)

Article 7. The Advisory Board, responsible for providing superior guidance to FINAME, shall comprise seven (7) members, as follows: (Wording in Decree Nº. 8,222/2014)

I – FINAME’s Deputy Managing Director chosen by the BNDES’ Board of Directors; (Included by Decree Nº. 8,222/2014)

II – one (1) member from the BNDES’ Advisory Board chosen by the BNDES’ Fiscal Council; (Included by Decree Nº. 8,222/2014)

III – two (2) representatives from the Ministry of Development, Industry and Foreign Trade; (Included by Decree Nº. 8,222/2014)

IV – one (1) representative from the Ministry of Finance; (Included by Decree Nº. 8,222/2014)

V – one (1) representative from the Ministry of Planning., Budget and Management; (Included by Decree Nº. 8,222/2014)

VI – one (1) seat for the sole, alternating representative from the industrial sector, regional and state development banks, commercial banks and private investment banks. (Included by Decree Nº. 8,222/2014)

Paragraph 1. The State Minister of Development, Industry and Foreign Trade shall appoint the Chairman of the Advisory Board. (Included by Decree Nº. 8,222/2014)

Paragraph 2. Members of the Advisory Board referred to in items III to VI of the preamble shall be appointed by the State Minister of Development, Industry and Foreign Trade, for a three (3) year term and, except for item VI of the preamble, may be renewed. (Included by Decree Nº. 8,222/2014)

Paragraph 3. Terms of office for the members of the BNDES’ Advisory Board and of FINAME’s Deputy Managing Director shall coincide with their terms in the BNDES’ respective collegiate bodies. (Included by Decree Nº. 8,222/2014)

Paragraph 4. Members of the Advisory Board shall be officially established when the official Term of Office Registration is signed. (Included by Decree Nº. 8,222/2014)

Paragraph 5. Each term for members of the Advisory Board shall begin as of the date the aforementioned Registration is signed. (Included by Decree Nº. 8,222/2014)

Paragraph 6. In the event any member of the Advisory Board is substituted, the new term shall begin as of the date the previous term has effectively expired. (Included by Decree Nº. 8,222/2014)

Paragraph 7. In the event a vacancy becomes available during a term of office, a new member shall be appointed by the State Minister of Development, Industry and Foreign Trade to complete the term of office of the predecessor. (Included by Decree Nº. 8,222/2014)

Paragraph 8. The Chairman of the Advisory Board shall be replaced by FINAME’s Deputy Managing Director in the event of impediment or absence unless the latter is appointed as the Chairman of the Board, as per Paragraph 1, in which case the Chairman shall be replaced by a member referred to in item II of the preamble. (Included by Decree Nº. 8,222/2014)

Paragraph 9. Except for legal impediment, the members of the Advisory Board shall be entitled to monthly fees corresponding to ten percent (10%) of the monthly average remuneration of the BNDES’ Directors, as follows: (Included by Decree Nº. 8,222/2014)

I – FINAME’S Deputy Managing Director is not entitled to any remuneration for exercising his/her duties at FINAME; (Included by Decree Nº. 8,222/2014)

II – fees shall be paid quarterly and made on the month following the period in which the ordinary shareholder’s meeting was held; and (Included by Decree Nº. 8,222/2014)

III – only members of the Advisory Board that attended the ordinary shareholder’s meeting in the quarter shall be entitled to fees. (Included by Decree Nº. 8,222/2014)

Article 8. FINAME’S Advisory Board shall: (Wording in Decree Nº. 8,222/2014)

I – review, as established by the Executive Board, plans and programs concerning FINAME’s operations, establishing the general guidance of its business; (Included by Decree Nº. 8,222/2014)

II – provide opinions on the annual and multiannual investment and administrative budgets; (Included by Decree Nº. 8,222/2014)

III – provide counsel to the Executive Board when establishing policies to adopt and when defining sectorial priorities; (Included by Decree Nº. 8,222/2014)

IV – provide opinions on FINAME’s Annual Performance Report, financial statements of the year and proposals to allocate earnings in accordance with the extent set out in Article 10-D; (Included by Decree Nº. 8,222/2014)

V – review annual audit reports and information on the results from FINAME’s efforts and on the main projects it supports; (Included by Decree Nº. 8,222/2014)

VI – provide counsel to the BNDES regarding FINAME’s general guidelines; (Included by Decree Nº. 8,222/2014)

VII – establish the levels of decision for the Executive Board and the Chairman for the purpose of approving operations; (Included by Decree Nº. 8,222/2014)

VIII – provide opinions on subjects of interest to FINAME, which are occasionally submitted by the Executive Board or the BNDES; and (Included by Decree Nº. 8,222/2014)

IX – provide opinions on cases in where there is no legislation as per the terms in paragraph 1, Article 10 of Act Nº. 5,662 of June 21, 1971, in compliance with the provision established in Article 10-D. (Included by Decree Nº. 8,222/2014)

Article 9. The Advisory Board shall ordinarily meet in each quarter of the calendar year and extraordinarily, whenever summoned by its Chairman, at the discretion of the latter or at the request of at least two members. (Wording in Decree Nº. 8,222/2014)

Paragraph 1. The Advisory Board shall only meet in the presence of a majority of its members. (Wording in Decree Nº. 8,222/2014)

Paragraph 2. Decisions from the Advisory Board shall be adopted in a majority vote and recorded in the minutes, and the Chairman shall be entitled to the tie-breaking vote in addition to a common vote. (Wording in Decree Nº. 8,222/2014)

Article 10. FINAME’s Executive Board shall comprise the same members as the BNDES’ Board of Directors, as follows: (Wording in Decree Nº. 8,222/2014)

I – the Chairman, who shall be the BNDES’ President; (Included by Decree Nº. 8,222/2014)

II – Deputy Managing Director, who shall be one of the BNDES’ Managing Directors chosen by the BNDES’ Board of Directors; (Included by Decree Nº. 8,222/2014)

III – other Directors with no special denomination. (Included by Decree Nº. 8,222/2014)

Paragraph 1. The Chairman may delegate his/her responsibilities, in whole or in part, reserving equal powers, to the Deputy Managing Director, who shall be his/her substitute. (Included by Decree Nº. 8,222/2014)

Paragraph 2. The Deputy Managing Director may delegate his/her responsibilities, in whole or in part, reserving equal powers, to one of the Board members, who shall act as his/her substitute. (Included by Decree Nº. 8,222/2014)

Paragraph 3. The Chairman, Deputy Managing Director and remaining Directors shall not be entitled to any remuneration for carrying out their duties on FINAME’s Executive Board. (Included by Decree Nº. 8,222/2014)

Paragraph 4. Terms of office for the Chairman, the Deputy Managing Director and remaining Directors shall coincide with their terms of office as members of the BNDES’ Board of Directors. (Included by Decree Nº. 8,222/2014)

Paragraph 5. Board members shall be established when the official Term of Office Registration is signed. (Included by Decree  Nº. 8,222/2014)

Paragraph 6. When a term of office expires, the respective Board member shall remain in the exercise of his/her duties until the term is renewed or a substitute is appointed. (Included by Decree  Nº. 8,222/2014)

Paragraph 7. In the event a vacancy becomes available or a member is temporarily absent from FINAME’s Executive Board, a substitute shall be the very same one designated for replacement on the BNDES’ Board. (Included by Decree  Nº. 8,222/2014)

Art. 10-A. It shall fall upon the Executive Board to exercise all FINAME’s general administration executive management powers, as well as: (Included by Decree  Nº. 8,222/2014)

I – establish general application plans and operation programs for FINAME; (Included by Decree  Nº. 8,222/2014)

II – establish criteria to apply resources from FINAME, including the establishment of priority scales; (Included by Decree  Nº. 8,222/2014)

III – prepare investment and administrative budgets, including cost, both annual and multiannual, to be reviewed by the Advisory Board; (Included by Decree  Nº. 8,222/2014)

IV – approve general operating standards; (Included by Decree  Nº. 8,222/2014)

V – approve FINAME’S bylaws, establishing the administrative structure, responsibilities for its departments and possible delegation of responsibilities; (Included by Decree  Nº. 8,222/2014)

VI – deliberate on financial support operations; (Included by Decree  Nº. 8,222/2014)

VII – approve general standards for managing staff, including those related to creating career, salary or benefit plans; (Included by Decree  Nº. 8,222/2014)

VIII – prepare FINAME’s Annual Performance Report, financial statements for the year and proposals to allocate earnings, which shall be reviewed by the Advisory Board and the Fiscal Council; (Included by Decree  Nº. 8,222/2014)

IX – authorize the acquisition, transfer and use of real estate and other assets as guarantees; (Included by Decree Nº. 8,222/2014)

X – authorize the waiving of rights, transactions and arbitrary commitments; (Included by Decree  Nº. 8,222/2014)

XI – authorize entering into agreements and contracts that establish onuses, obligations or commitments to FINAME or that are required to keep it operational; (Included by Decree  Nº. 8,222/2014)

XII – grant vacation or leave to members of the Executive Board; (Included by Decree Nº. 8,222/2014)

XIII – authorize complementary efforts required to achieve FINAME’s goals. (Included by Decree Nº. 8,222/2014)

Article 10-B. The Executive Board shall meet, ordinarily, once a month, and extraordinarily, whenever convened by the Chairman to deliberate in the presence of the simple majority of its members and, necessarily, of the Chairman or his/her substitute. (Included by Decree  Nº. 8,222/2014)

Sole Paragraph. Decisions from the Board shall be adopted in a majority vote and recorded in the minutes, and the Chairman shall be entitled to the tie-breaking vote in addition to the common vote. (Included by Decree Nº. 8,222/2014)

Article 10-C. The Chairman is in charge of guiding, supervising and coordinating the efforts of the Executive Board and specifically to: (Included by Decree  Nº. 8,222/2014)

I – represent FINAME in and/or out of court, and may also, on behalf of FINAME, designate ad juditia or ad negotia attorneys in accordance with the provisions established in paragraph 4; (Included by Decree Nº. 8,222/2014)

II – convene and chair meetings of the Executive Board; (Included by Decree Nº. 8,222/2014)

III – establish responsibilities for Directors and also delegate executive and decision-making competence; (Included by Decree Nº. 8,222/2014)

IV – establish norms required to keep FINAME operational in accordance to the internal organization approved by the Executive Board; (Included by Decree Nº. 8,222/2014)

V - admit, promote, punish, dismiss, exonerate and practice all other acts concerning staff management, in compliance with legal criteria and norms established by the Board of Directors; (Included by Decree Nº. 8,222/2014)

VI – submit FINAME’s Annual Performance Report to the BNDES, as well as its financial statements, in compliance with the provisions established in Article 8, item IV herein, and other matters to be decided during the exercise of his/her responsibilities; and (Included by Decree Nº. 8,222/2014)

VII – designate substitutes for members of the Executive Board in the event they are absent or temporarily impeded and cannot be otherwise resolved by reassigning tasks. (Included by Decree Nº. 8,222/2014)

Paragraph 1. The Deputy Managing Director shall: (Included by Decree Nº. 8,222/2014)

I – answer for the performance of the responsibilities of FINAME’s President, in the event of his/her absence or impediment; and (Included by Decree Nº. 8,222/2014)

II – carry out other responsibilities established for Directors. (Included by Decree Nº. 8,222/2014)

Paragraph 2. Each Director shall: (Included by Decree Nº. 8,222/2014)

I – assist the Chairman in guiding and coordinating FINAME’s activities in accordance with the responsibilities delegated to each of them; (Included by Decree Nº. 8,222/2014)

II – attend meetings with the Executive Board to guarantee that policies which FINAME is to adopt are clearly defined; and (Included by Decree Nº. 8,222/2014)

III – carry out executive, decision-making and coordination tasks that the Chairman delegates to each one. (Included by Decree Nº. 8,222/2014)

Paragraph 3. Acts that create or alter FINAME’s obligations or that exempt third parties from obligations assumed with FINAME are to be authorized by both the Chairman and one other Director. (Included by Decree Nº. 8,222/2014)

Article 10-D. The General Meeting is held specifically to decide on the following matters: (Included by Decree Nº. 8,222/2014)

I – investment and administrative budgets, including annual and multiannual costs; (Included by Decree Nº. 8,222/2014)

II – the Annual Performance Report put together by FINAME’s Board of Directors, financial statements for the year and allocation of earnings; and (Included by Decree Nº. 8,222/2014)

III – cases where there is no legislation in accordance with the terms in paragraph 1, Article 10 of Act Nº. 5,662, of June 21, 1971. (Included by Decree Nº. 8,222/2014)

Article 11. The Fiscal Council, which is FINAME’s supervising body, shall operate on a permanent basis and comprise three (3) effective members and three (3) substitutes appointed by the State Minister of Development, Industry and Foreign Trade, who shall also appoint its Chairman, in compliance with the provisions herein: (Wording provided by Decree Nº. 8,222/2014)

I – two (2) effective and two (2) substitute members shall be appointed by the State Minister of Development, Industry and Foreign Trade; and (Included by Decree Nº. 8,222/2014)

II – one (1) effective and one (1) substitute member shall be appointed by the State Minister of Finance as representatives of the National Treasury. (Included by Decree Nº. 8,222/2014)

Paragraph 1. The term of office for members of the Fiscal Council shall be for two (2) years, and may be renewed for an equal period. (Wording in Decree Nº. 8,222/2014)

Paragraph 2. The member of the Fiscal Council whose term was renewed may only rejoin the collegiate body at least one (1) year after his/her previous term of office expired. (Wording in Decree Nº. 8,222/2014)

Paragraph 3. Members of the Fiscal Council shall be officially established when their names are officially recorded in the minutes of the first meeting they attend. (Included by Decree Nº. 8,222/2014)

Paragraph 4. Terms of office for members of the Fiscal Council shall begin as of the date of their official appointment. (Included by Decree Nº. 8,222/2014)

Paragraph 5. Members of the Fiscal Council shall hold their post until a substitute is appointed by the State Minister of Development, Industry and Foreign Trade. (Included by Decree Nº. 8,222/2014)

Paragraph 6. In the event the term of a member on the Fiscal Council is renewed, the new term of office shall begin as of the date the previous term expires. (Included by Decree Nº. 8,222/2014)

Paragraph 7. Except for a legal impediment, members of the Fiscal Council, either a member or a substitute, shall receive remuneration for effectively carrying out their responsibilities throughout the terms, in the form of fees corresponding to ten percent (10%) of the average monthly remuneration of the BNDES’ Managing Directors. (Included by Decree Nº. 8,222/2014)

Paragraph 8. Except for death, waivers, destitution and other provisions established in law, the post of any member from the Fiscal Council shall be deemed vacant when, without providing a formally justified cause, they fail to attend two consecutive of three alternated meetings within a year, also excluding events of force majeure or acts of god. (Included by Decree Nº. 8,222/2014)

Paragraph 9. The Fiscal Council shall meet, ordinarily, every three (3) months, and extraordinarily, whenever convened by its Chairman or the Advisory Board in accordance with the applicable laws. (Included by Decree Nº. 8,222/2014)

Article 11-A. The Fiscal Council is responsible for examining and issuing opinions both on balance sheets and other financial statements, and on biannual accounts rendered from the FINAME’s Board of Directors and carrying out other responsibilities as provided for in Act Nº. 6,404, of December 15, 1976. (Included by Decree Nº. 8,222/2014)

Sole Paragraph. FINAME’s administration bodies are obliged to, by means of formal communication, make available to the effective members of the Fiscal Council, within ten (10) days, the copies of the minutes of their meetings and within fifteen (15) days of preparation, copies of balance sheets and other financial statements periodically prepared, as well as budgetary reports. (Included by Decree Nº. 8,222/2014)

Article 12. Agency operations may be performed with the intermediation of public and private financial agents whose authorization is conditioned to the following requirements.

Paragraph 1. FINAME’S financial agents are regional and state development banks, as well as commercial banks, financing companies and investment banks, which are also duly accredited and subordinate to the conditions hereunder:

a) expressly accept the operation modalities established by the Board in accordance with article 4 herein;

b) take joint responsibility as guarantors, financiers or endorsers.

Paragraph 2. Operations shall only be accepted by financial agents within the usual conditions of bank security, and credit applicants may be required to provide all necessary financial, economic and accounting elements, including examination of their tax records.

Art 13. (Revoked by Decree Nº. 8,222/2014)

Art 14. (Revoked by Decree Nº. 8,222/2014)

Art 15. The current network of financial agents is to be maintained, as well as – according to the provisions herein – the operating regime and the integrity of contracts signed by the Financing Fund for Acquisition of Industrial Machinery and Equipment (FINAME), created by Decree Nº. 55,275, of December 22, 1964, whose operations shall not be interrupted.

Sole Paragraph. The Agency subject herein and the Fund managed by the Agency are not subordinate to the provisions established in Decree Nº. 56,835 of September 3, 1965.

Art 16. This Decree shall be effective as of the date it is published, revoking all provisions contrary hereto.

Brasília, September 2, 1966, 145th year of Independence and 78th year of the Republic.

H. CASTELLO BRANCO
Octávio Bulhões
Roberto Campos