Tegma Gestão Logística S A : Minute of the Board of Directors´ Meeting
November 25, 2022 at 12:54 pm
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TEGMA GESTÃO LOGÍSTICA S.A.
State Enrollment No. (N.I.R.E.) 35.300.340.931
Corporate Taxpayer ID (CNPJ/MF) 02.351.144/0001-18
MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS
DATE, TIME, AND PLACE: Held on November 24, 2022, at 09:00 a.m., at the headquarters of Tegma Gestão Logística S.A. ("Company" or "Tegma") in the City of São Bernardo do Campo, State of
São Paulo, at Avenida Nicola Demarchi, 2000, Bairro Demarchi, ZIP Code 09820-655.
CALL AND ATTENDANCE: Pursuant to article 22, §1 of the Company's Articles of Organization, the meeting was called through the Call Notice transmitted by electronic means to board members on November 17, 2022.
All acting members of the Board of Directors were present.
PRESIDING BOARD MEMBERS: Chairman: Murilo Cesar Lemos dos Santos Passos Secretary: Fernando Luiz Schettino Moreira
AGENDA: To decide on the following matters: (i) Ratify the transformation of the subsidiary Catlog Logística de Transportes S.A into Catlog Logística de Transportes LTDA and the change of the registered office to the City of São Bernardo do Campo, State of São Paulo, at Avenida Nicola Demarchi, nº 2000, Sala Catlog, Demarchi District, CEP 09820-655; (ii) Approve the merger of Tegma Logística de
Veículos LTDA. ("TLV"), by Catlog Logística de Transportes LTDA ("Catlog"), all companies directly controlled by the Company; (iii) Approve the acquisition for approximately R$ 11,800,000.00 (eleven million, eight hundred thousand reais) of 20 (twenty) trucks; and (iv) Discuss various matters of interest to the Company.
RESOLUTIONS: The directors present, by unanimous vote, without any reservations or restrictions, took the following resolutions:
Ratified the transformation of the subsidiary Catlog Logística de Transportes S.A. into Catlog Logística de Transportes LTDA and the change of the registered office to the City of São Bernardo do Campo, State of São Paulo, at Avenida Nicola Demarchi, nº 2000, Sala Catlog, Demarchi District, CEP 09820-655;
Approved the merger of Tegma Logística de Veículos LTDA. ("TLV"), by Catlog Logística de Transportes LTDA ("Catlog"), all companies directly controlled by the Company.
Approved the acquisition of 20 (twenty) trucks for approximately R$ 11,800,000.00 (eleven million, eight hundred thousand reais).
6. ENDING: There being nothing further to discuss, the meeting was ended, at which time these minutes were drawn up, read, considered compliant and signed by all members. São Bernardo do
Campo, November 24, 2022, at 09:00 a.m. Signatures: (aa) Murilo Cesar Lemos dos Santos Passos,
Chairman; (aa) Fernando Luiz Schettino Moreira, Secretary; Members of the Board of Directors: (aa) Murilo Cesar Lemos dos Santos Passos; (aa) Evandro Luiz Coser; (aa) Fernando Luiz Schettino Moreira;
Orlando Machado Júnior; (aa) Francisco Creso Junqueira Franco Junior, and (aa) Décio Carbonari de Almeida.
This is a true copy of the minutes drawn up in the proper Book.
_______________________________
_______________________________
Murilo Cesar Lemos dos Santos Passos
Fernando Luiz Schettino Moreira
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TEGMA Gestão Logística SA published this content on 25 November 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 November 2022 12:53:09 UTC.
Tegma Gestao Logistica SA is a Brazil-based company engaged in the transportation sector. The Company is primarily involved in logistic services for the automotive industry. In addition, it provides transportation services for companies active in other areas, including fuel, agribusiness, pulp and paper, chemical, telecommunications and electronics industry. The Company also provides warehousing services. Additionally, the Company provides inspection services for imported vehicles. Through its subsidiary Direct Logistica Integrada SA, the Company offers courier services. As of December 31, 2011, the Companyâs subsidiaries were Tegmax Comercio e Servicos Automotivos Ltda, TGI Comercio Atacadista de Pecas Automotivas Ltda, Tegma Cargas Especiais Ltda, Tegma Logistica Integrada SA, PDI Comercio e Industria e Servicos Ltda, Direct Logistica Integrada SA and Niyati Empreendimentos e Participacoes Ltda. On February 1, 2012, the Company completed the aquisition of LTD Transportes Ltda.