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Dividends and Interest on Equity

1. PURPOSE:
 
To establish guidelines for shareholder remuneration, in accordance with the Bylaws and the applicable legislation.
 
2. SCOPE
 
Applicable to São Martinho S.A. (“Company”).
 
3. CONCEPTS
 
Dividends: portion of net income distributed to shareholders.
Adjusted EBITDA: earnings before interest, tax, depreciation and amortization, adjusted for non-recurring effects and biological assets.
Interest on Equity (“IOE”): interest paid or credited by the legal entity, as remuneration of capital, which may be calculated towards the amount of dividends referred to in Article 202 of Federal Law 6,404/76.
Cash Net Income: net income for the year adjusted for cash effects, to provide a better representation of the availability of resources of the Company.
Standard & Poor's Global Ratings (“S&P”): international risk rating agency.
 
4. ASSOCIATED DOCUMENTS
 
  • Bylaws
  • Brazilian Corporation Law (Lei das S.A.)
  • Audited Financial Statements
 
5. GUIDELINES
 
5.1. As remuneration of shareholders, the Company will distribute annually through dividends and/or IOE at minimum: (i) twenty-five percent (25%) of net income for the fiscal year, as defined in the Bylaws or (ii) 40% of Cash Net Income, whichever is greater.
 
5.2. The practice adopted by São Martinho for the payment of dividends and IOE provides for the distribution of a minimum of 40% of Cash Net Income for the fiscal year, with the total amount to be distributed for each fiscal year determined by the Board of Directors.
 
The minimum distribution of 40% of Cash Net Income may not be adopted, by recommendations of the Board of Directors, in the following situations:
  • the use of relevant capital in any business investments, share buyback programs and/or mergers or acquisitions; 
  • leverage indicators, such as a ratio of net debt to adjusted EBITDA, greater than 2 times, determined at the close of the fiscal year, seeking to maintain the investment grade rating assigned by S&P;
  • changes in tax legislation; and
  • the allocation of mandatory reserves or restrictions on the distribution of a portion of these reserves that could affect the capacity to distribute net income.
 
5.3. If the Company opts to pay IOE, the amount paid, net of withholding income tax, under the applicable legislation, will be deducted from the dividends for the fiscal year owed to shareholders.
 
5.4. São Martinho may, in exceptional cases, distribute extraordinary dividends and/or IOE in excess of the annual amount established in item 5.1.
 
6. MISCELLANEOUS
 
6.1. This Policy was approved by the Board of Directors of São Martinho S.A. in at meeting held on December 9, 2019, and any amendment or revision must be submitted to said board.
 
6.2. Any cases of omission are decided by the Board of Directors, when applicable.
 
6.3. This Policy is valid as from the date of its approval.
 
Pradópolis, December 9, 2019

 

Year ended on  
  March-07 March-10 March-10 March-11 March-11 March-12 March-13 March-14 March-15 March-16 March-17 March-18 March-19 December-19 March-20 December-20 March-21 November-21 November-21 June-22 March-22 March-23 March-23 March-23 March-24 March-25
(In R$)
Type Dividends Interest on  Equity Dividends Interest on  Equity Dividends Dividends Dividends Dividends Dividends Dividends Dividends Dividends Dividends Interest on  Equity Dividends Interest on  Equity Dividends Dividends Interest on  Equity Interest on  Equity Dividends Interest on Equity Interest on  Equity Dividends Interest on  Equity Interest on Equity
Announcement Date 07/27/2007 11/30/2009 07/30/2010 12/13/2010 07/29/2011 07/27/2012 07/31/2013 07/31/2014 07/31/2015 07/29/2016 07/28/2017 07/27/2018 07/26/2019 12/09/2019 07/31/2020 11/09/2020 07/30/2021 11/08/2021 11/08/2021 06/20/2022 07/29/2022 06/20/2022 12/12/2023 07/28/2023 06/19/2023 06/17/2024
Payment Date 08/10/2007 12/14/2009 08/30/2010 12/20/2010 08/15/2011 08/15/2012 08/15/2013 08/15/2014 08/14/2015 08/15/2016 08/15/2017 08/15/2018 08/16/2019 12/23/2019 08/17/2020 12/10/2020 08/17/2021 11/30/2021 11/30/2021 07/05/2022 08/16/2022 07/05/2022 12/23/2023 08/15/2023 07/04/2023 07/02/2024
Amount 20,000,000.00 18,331,000.00 15,307,140.12 19,559,000.00 30,242,050.03 36,084,054.77 30,000,000.00 40,405,000,00 67,938,245.83 55,384,358.87 100,000,000.00 180,000,000.00 110,000,000.00 120,000,000.00 67,625,000.00 120,000,000.00 299,999,061.48 372,564,225.18 135,000,000.00 115,000,000.00 137,435,798.77 115,000,00.00 140,000,000.00 275,000,100.21 155,000,000.00 150,000,000.00

*Interest on Equity pre-tax