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Form ADV (full filing)
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FORM ADV
UNIFORM APPLICATION FOR INVESTMENT ADVISER REGISTRATION AND REPORT BY EXEMPT REPORTING ADVISERS
Primary Business Name: BTG PACTUAL GESTORA DE RECURSOS LTDA CRD Number: 160110
Annual Amendment - All Sections Rev. 10/2021
4/1/2026 10:27:17 PM
WARNING: Complete this form truthfully. False statements or omissions may result in denial of your application, revocation of your registration, or criminal
prosecution. You must keep this form updated by filing periodic amendments. See Form ADV General Instruction 4.
Item 1 Identifying Information
Responses to this Item tell us who you are, where you are doing business, and how we can contact you. If you are filing an umbrella registration, the
information in Item 1 should be provided for the filing adviser only. General Instruction 5 provides information to assist you with filing an umbrella registration.
A. Your full legal name (if you are a sole proprietor, your last, first, and middle names):
BTG PACTUAL GESTORA DE RECURSOS LTDA
B. (1) Name under which you primarily conduct your advisory business, if different from Item 1.A.
BTG PACTUAL GESTORA DE RECURSOS LTDA
List on Section 1.B. of Schedule D any additional names under which you conduct your advisory business.
(2) If you are using this Form ADV to register more than one investment adviser under an umbrella registration, check this box
If you check this box, complete a Schedule R for each relying adviser.
C. If this filing is reporting a change in your legal name (Item 1.A.) or primary business name (Item 1.B.(1)), enter the new name and specify whether the
name change is of
your legal name or your primary business name:
D. (1) If you are registered with the SEC as an investment adviser, your SEC file number:
(2) If you report to the SEC as an exempt reporting adviser, your SEC file number: 802-134404
(3) If you have one or more Central Index Key numbers assigned by the SEC ("CIK Numbers"), all of your CIK numbers:
No Information Filed
E. (1) If you have a number ("CRD Number") assigned by the FINRA's CRD system or by the IARD system, your CRD number: 160110
If your firm does not have a CRD number, skip this Item 1.E. Do not provide the CRD number of one of your officers, employees, or affiliates.
(2) If you have additional CRD Numbers, your additional CRD numbers:
No Information Filed
F. Principal Office and Place of Business
(1) Address (do not use a P.O. Box):
Number and Street 1: Number and Street 2:
AV. BRIGADEIRO FARIA LIMA NO 3477/12 ANDAR-PARTE - JARDIM PAULISTA
City: State: Country: ZIP+4/Postal Code:
SAO PAULO Brazil 04538133
If this address is a private residence, check this box:
List on Section 1.F. of Schedule D any office, other than your principal office and place of business, at which you conduct investment advisory business. If
you are applying for registration, or are registered, with one or more state securities authorities, you must list all of your offices in the state or states to
which you are applying for registration or with whom you are registered. If you are applying for SEC registration, if you are registered only with the SEC, or
if you are reporting to the SEC as an exempt reporting adviser, list the largest twenty-five offices in terms of numbers of employees as of the end of your
most recently completed fiscal year.
(2) Days of week that you normally conduct business at your principal office and place of business:
Monday - Friday Other:
Normal business hours at this location:
9AM - 5PM
(3) Telephone number at this location:
+55 11 3383-4989
(4) Facsimile number at this location, if any:
(5) What is the total number of offices, other than your principal office and place of business, at which you conduct investment advisory business as of
the end of your most recently completed fiscal year?
1
G. Mailing address, if different from your principal office and place of business address:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
H. If you are a sole proprietor, state your full residence address, if different from your principal office and place of business address in Item 1.F.:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
Yes No
I. Do you have one or more websites or accounts on publicly available social media platforms (including, but not limited to, Twitter, Facebook and
LinkedIn)?
If "yes," list all firm website addresses and the address for each of the firm's accounts on publicly available social media platforms on Section 1.I. of Schedule D.
If a website address serves as a portal through which to access other information you have published on the web, you may list the portal without listing
addresses for all of the other information. You may need to list more than one portal address. Do not provide the addresses of websites or accounts on publicly
available social media platforms where you do not control the content. Do not provide the individual electronic mail (e-mail) addresses of employees or the
addresses of employee accounts on publicly available social media platforms.
J. Chief Compliance Officer
(1) Provide the name and contact information of your Chief Compliance Officer. If you are an exempt reporting adviser, you must provide the contact
information for your Chief Compliance Officer, if you have one. If not, you must complete Item 1.K. below.
Name: Other titles, if any:
Telephone number: Facsimile number, if any:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
Electronic mail (e-mail) address, if Chief Compliance Officer has one:
(2) If your Chief Compliance Officer is compensated or employed by any person other than you, a related person or an investment company registered
under the Investment Company Act of 1940 that you advise for providing chief compliance officer services to you, provide the person's name and IRS
Employer Identification Number (if any):
Name:
IRS Employer Identification Number:
K. Additional Regulatory Contact Person: If a person other than the Chief Compliance Officer is authorized to receive information and respond to questions
about this Form ADV, you may provide that information here.
Name: Titles:
Telephone number: Facsimile number, if any:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
Electronic mail (e-mail) address, if contact person has one:
Yes No
L. Do you maintain some or all of the books and records you are required to keep under Section 204 of the Advisers Act, or similar state law,
somewhere other than your principal office and place of business?
If "yes," complete Section 1.L. of Schedule D.
Yes No
M. Are you registered with a foreign financial regulatory authority?
Answer "no" if you are not registered with a foreign financial regulatory authority, even if you have an affiliate that is registered with a foreign financial
regulatory authority. If "yes," complete Section 1.M. of Schedule D.
Yes No
N. Are you a public reporting company under Sections 12 or 15(d) of the Securities Exchange Act of 1934?
Yes No
O. Did you have $1 billion or more in assets on the last day of your most recent fiscal year?
If yes, what is the approximate amount of your assets:
$1 billion to less than $10 billion
$10 billion to less than $50 billion
$50 billion or more
For purposes of Item 1.O. only, "assets" refers to your total assets, rather than the assets you manage on behalf of clients. Determine your total assets using
the total assets shown on the balance sheet for your most recent fiscal year end.
P. Provide your Legal Entity Identifier if you have one:
A legal entity identifier is a unique number that companies use to identify each other in the financial marketplace. You may not have a legal entity
identifier.
SECTION 1.B. Other Business Names
No Information Filed
SECTION 1.F. Other Offices
Complete the following information for each office, other than your principal office and place of business, at which you conduct investment advisory business.
You must complete a separate Schedule D Section 1.F. for each location. If you are applying for SEC registration, if you are registered only with the SEC, or
if you are an exempt reporting adviser, list only the largest twenty-five offices (in terms of numbers of employees).
Number and Street 1: Number and Street 2:
PRAIA DE BOTAFOGO, 501 5º E 6º ANDARES TORRE CORCOVADO
City: State: Country: ZIP+4/Postal Code:
RIO DE JANEIRO Brazil 04538-133
If this address is a private residence, check this box:
Telephone Number: Facsimile Number, if any:
1133833311
If this office location is also required to be registered with FINRA or a state securities authority as a branch office location for a broker-dealer or investment
adviser on the Uniform Branch Office Registration Form (Form BR), please provide the CRD Branch Number here:
How many employees perform investment advisory functions from this office location?
30
Are other business activities conducted at this office location? (check all that apply)
(1) Broker-dealer (registered or unregistered)
(2) Bank (including a separately identifiable department or division of a bank)
(3) Insurance broker or agent
(4) Commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(5) Registered municipal advisor
(6) Accountant or accounting firm
(7) Lawyer or law firm
Describe any other investment-related business activities conducted from this office location:
THIS OFFICE PERFORMS THE SAME ACTIVITIES AS THE MAIN OFFICE, BANK (INCLUDING A SEPARATELY IDENTIFIABLE DEPARTMENT OR DIVISION OF A BANK)
SECTION 1.I. Website Addresses
List your website addresses, including addresses for accounts on publicly available social media platforms where you control the content (including, but not
limited to, Twitter, Facebook and/or LinkedIn). You must complete a separate Schedule D Section 1.I. for each website or account on a publicly available
social media platform.
Address of Website/Account on Publicly Available Social Media Platform: https://www.youtube.com/channel/UCz2T2glISvX62Zd9S_FuuOA
Address of Website/Account on Publicly Available Social Media Platform: HTTPS://WWW.BTGPACTUAL.COM
Address of Website/Account on Publicly Available Social Media Platform: https://www.linkedin.com/company/btgpactual
Address of Website/Account on Publicly Available Social Media Platform: HTTPS://WWW.FACEBOOK.COM/BTGPACTUAL/
SECTION 1.L. Location of Books and Records
Complete the following information for each location at which you keep your books and records, other than your principal office and place of business. You
must complete a separate Schedule D, Section 1.L. for each location.
Name of entity where books and records are kept:
SS&C PRIVATE EQUITY SERVICES, INC
Number and Street 1: Number and Street 2:
ONE SOUTH ROAD
City: State: Country: ZIP+4/Postal Code:
HARRISON New York United States 10528
If this address is a private residence, check this box:
Telephone Number: Facsimile number, if any:
+1-914-670-360 +1-914-670-360
This is (check one):
one of your branch offices or affiliates.
a third-party unaffiliated recordkeeper.
other.
Briefly describe the books and records kept at this location.
THE BOOKS AND RECORDS ARE LOCATED AT THE ADMINISTRATOR (SS&C) ON A QUARTERLY BASIS AS PER THE LPA OF THE FUNDS THE ADMINISTRATOR
PROVIDES THE FINANCIAL STATEMENTS FOR EACH LP.
SECTION 1.M. Registration with Foreign Financial Regulatory Authorities
List the name and country, in English, of each foreign financial regulatory authority with which you are registered. You must complete a separate Schedule D
Section 1.M. for each foreign financial regulatory authority with whom you are registered.
Name of Country/Foreign Financial Regulatory Authority:
Brazil - Securities and Exchange Commission
Other:
Name of Country/Foreign Financial Regulatory Authority:
Other
Other:
CENTRAL BANK OF BRAZIL
Item 2 SEC Registration/Reporting
SEC Reporting by Exempt Reporting Advisers
B. Complete this Item 2.B. only if you are reporting to the SEC as an exempt reporting adviser. Check all that apply. You:
(1) qualify for the exemption from registration as an adviser solely to one or more venture capital funds, as defined in rule 203(l)-1;
(2) qualify for the exemption from registration because you act solely as an adviser to private funds and have assets under management, as defined
in rule 203(m)-1, in the United States of less than $150 million;
(3) act solely as an adviser to private funds but you are no longer eligible to check box 2.B.(2) because you have assets under management, as
defined in rule 203(m)-1, in the United States of $150 million or more.
If you check box (2) or (3), complete Section 2.B. of Schedule D.
SECTION 2.B. Private Fund Assets
If you check Item 2.B.(2) or (3), what is the amount of the private fund assets that you manage? $0
NOTE: "Private fund assets" has the same meaning here as it has under rule 203(m)-1. If you are an investment adviser with its principal office and place of
business outside the United States only include private fund assets that you manage at a place of business in the United States.
Item 3 Form of Organization
If you are filing an umbrella registration, the information in Item 3 should be provided for the filing adviser only.
A. How are you organized?
Corporation
Sole Proprietorship
Limited Liability Partnership (LLP)
Partnership
Limited Liability Company (LLC)
Limited Partnership (LP)
Other (specify):
If you are changing your response to this Item, see Part 1A Instruction 4.
B. In what month does your fiscal year end each year?
DECEMBER
C. Under the laws of what state or country are you organized?
State Country
Brazil
If you are a partnership, provide the name of the state or country under whose laws your partnership was formed. If you are a sole proprietor, provide the
name of the state or country where you reside.
If you are changing your response to this Item, see Part 1A Instruction 4.
Item 6 Other Business Activities
In this Item, we request information about your firm's other business activities.
A. You are actively engaged in business as a (check all that apply):
(1) broker-dealer (registered or unregistered)
(2) registered representative of a broker-dealer
(3) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(4) futures commission merchant
(5) real estate broker, dealer, or agent
(6) insurance broker or agent
(7) bank (including a separately identifiable department or division of a bank)
(8) trust company
(9) registered municipal advisor
(10) registered security-based swap dealer
(11) major security-based swap participant
(12) accountant or accounting firm
(13) lawyer or law firm
(14) other financial product salesperson (specify):
If you engage in other business using a name that is different from the names reported in Items 1.A. or 1.B.(1), complete Section 6.A. of Schedule D.
Yes No
B. (1) Are you actively engaged in any other business not listed in Item 6.A. (other than giving investment advice)?
(2) If yes, is this other business your primary business?
If "yes," describe this other business on Section 6.B.(2) of Schedule D, and if you engage in this business under a different name, provide that name.
Yes No
(3) Do you sell products or provide services other than investment advice to your advisory clients?
If "yes," describe this other business on Section 6.B.(3) of Schedule D, and if you engage in this business under a different name, provide that name.
SECTION 6.A. Names of Your Other Businesses
No Information Filed
SECTION 6.B.(2) Description of Primary Business
Describe your primary business (not your investment advisory business):
If you engage in that business under a different name, provide that name:
SECTION 6.B.(3) Description of Other Products and Services
Describe other products or services you sell to your client. You may omit products and services that you listed in Section 6.B.(2) above.
If you engage in that business under a different name, provide that name:
Item 7 Financial Industry Affiliations
In this Item, we request information about your financial industry affiliations and activities. This information identifies areas in which conflicts of interest may
occur between you and your clients.
A. This part of Item 7 requires you to provide information about you and your related persons, including foreign affiliates. Your related persons are all of your
advisory affiliates and any person that is under common control with you.
You have a related person that is a (check all that apply):
(1) broker-dealer, municipal securities dealer, or government securities broker or dealer (registered or unregistered)
(2) other investment adviser (including financial planners)
(3) registered municipal advisor
(4) registered security-based swap dealer
(5) major security-based swap participant
(6) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(7) futures commission merchant
(8) banking or thrift institution
(9) trust company
(10) accountant or accounting firm
(11) lawyer or law firm
(12) insurance company or agency
(13) pension consultant
(14) real estate broker or dealer
(15) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(16) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Note that Item 7.A. should not be used to disclose that some of your employees perform investment advisory functions or are registered representatives of a
broker-dealer. The number of your firm's employees who perform investment advisory functions should be disclosed under Item 5.B.(1). The number of your
firm's employees who are registered representatives of a broker-dealer should be disclosed under Item 5.B.(2).
Note that if you are filing an umbrella registration, you should not check Item 7.A.(2) with respect to your relying advisers, and you do not have to complete
Section 7.A. in Schedule D for your relying advisers. You should complete a Schedule R for each relying adviser.
For each related person, including foreign affiliates that may not be registered or required to be registered in the United States, complete Section 7.A. of
Schedule D.
You do not need to complete Section 7.A. of Schedule D for any related person if: (1) you have no business dealings with the related person in connection with
advisory services you provide to your clients; (2) you do not conduct shared operations with the related person; (3) you do not refer clients or business to the
related person, and the related person does not refer prospective clients or business to you; (4) you do not share supervised persons or premises with the
related person; and (5) you have no reason to believe that your relationship with the related person otherwise creates a conflict of interest with your clients.
You must complete Section 7.A. of Schedule D for each related person acting as qualified custodian in connection with advisory services you provide to your
clients (other than any mutual fund transfer agent pursuant to rule 206(4)-2(b)(1)), regardless of whether you have determined the related person to be
operationally independent under rule 206(4)-2 of the Advisers Act.
SECTION 7.A. Financial Industry Affiliations
Complete a separate Schedule D Section 7.A. for each related person listed in Item 7.A.
1. Legal Name of Related Person:
BTG PACTUAL WM GESTÃO DE RECURSOS LTDA.
2. Primary Business Name of Related Person:
BTG PACTUAL WM GESTÃO DE RECURSOS LTDA.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
PRIVATE FUND ADVISER EXEMPTION
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Other - BRAZILIAN SECURITIES COMMISSION (CVM)
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL GLOBAL ASSET MANAGEMENT LTD.
2. Primary Business Name of Related Person:
BTG PACTUAL GLOBAL ASSET MANAGEMENT LTD.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
PRIVATE FUND ADVISER EXEMPTION
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Other - NFA; CFTC; SEC
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL GESTÃO DE INV. ALTERNATIVOS LTDA.
2. Primary Business Name of Related Person:
BTG PACTUAL GESTÃO DE INV. ALTERNATIVOS LTDA.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
PRIVATE FUND ADVISER EXEMPTION
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Brazil - Securities and Exchange Commission
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL (UK) LIMITED
2. Primary Business Name of Related Person:
BTG PACTUAL (UK) LIMITED
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
PRIVATE FUND ADVISER EXEMPTION
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
United Kingdom - Financial Conduct Authority
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL CORRETORA DE TITULOS E VALORES MOBILIARIUS S.A
2. Primary Business Name of Related Person:
BTG PACTUAL CORRETORA DE TITULOS E VALORES MOBILIARIUS S.A
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Brazil - Securities and Exchange Commission
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
KAWA CAPITAL MANAGEMENT, INC.
2. Primary Business Name of Related Person:
KAWA CAPITAL MANAGEMENT, INC.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
FXC CORRETORA DE VALORES S.A.
2. Primary Business Name of Related Person:
FXC CORRETORA DE VALORES S.A.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Brazil - Securities and Exchange Commission
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
VITREO DTVM S.A
2. Primary Business Name of Related Person:
VITREO DTVM S.A
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
FOREIGN PRIVATE ADVISER
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Brazil - Securities and Exchange Commission
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL CORRETORA DE RESSEGUROS LTDA
2. Primary Business Name of Related Person:
BTG PACTUAL CORRETORA DE RESSEGUROS LTDA
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Other SUSEP SUPERINTENDÊNCIA DE SEGUROS PRIVADOS
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL CASA DE BOLSA S.A., DE C.V
2. Primary Business Name of Related Person:
BTG PACTUAL CASA DE BOLSA S.A., DE C.V
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Mexico - National Commission for Banking and Securities
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BANCO BTG PACTUAL S.A.
2. Primary Business Name of Related Person:
BANCO BTG PACTUAL S.A.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Brazil - Securities and Exchange Commission
Other - BRAZILIAN CENTRAL BANK
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL ARGENTINA S.A.U.
2. Primary Business Name of Related Person:
BTG PACTUAL ARGENTINA S.A.U.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Argentina - National Commission of Securities
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL PROP GP, LTD
2. Primary Business Name of Related Person:
BTG PACTUAL PROP GP, LTD
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL TIMBERLAND INVESTMENT GROUP LLC
2. Primary Business Name of Related Person:
BTG PACTUAL TIMBERLAND INVESTMENT GROUP LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
THE RELYING ADVISER EXEMPTION
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL ASSET MANAGEMENT US , LLC
2. Primary Business Name of Related Person:
BTG PACTUAL ASSET MANAGEMENT US , LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
801 - 71004
or
Other
4. Related Person's
(a) CRD Number (if any):
152538
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL CTVM S.A.
2. Primary Business Name of Related Person:
BTG PACTUAL CTVM S.A.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Brazil - Securities and Exchange Commission
Other - BRAZILIAN CENTRAL BANK
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BANCO BTG PACTUAL S.A. - CAYMAN BRANCH
2. Primary Business Name of Related Person:
BANCO BTG PACTUAL S.A. - CAYMAN BRANCH
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Cayman Islands - Cayman Islands Monetary Authority
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL PERU S.A SOCIEDAD AGENTE DE BOLSA
2. Primary Business Name of Related Person:
BTG PACTUAL PERU S.A SOCIEDAD AGENTE DE BOLSA
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Other - PERU - SUPERINTENDENCIA DEL MERCADO DE VALORES (SMV)
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
ENGELHART CTP (US) LLC
2. Primary Business Name of Related Person:
ENGELHART CTP (US) LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL US CAPITAL, LLC
2. Primary Business Name of Related Person:
BTG PACTUAL US CAPITAL, LLC
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
8 - 68148
or
Other
4. Related Person's
(a) CRD Number (if any):
149486
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL CHILE S.A. ADMINISTRADORA GENERAL DE FONDOS
2. Primary Business Name of Related Person:
BTG PACTUAL CHILE S.A. ADMINISTRADORA GENERAL DE FONDOS
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
FOREIGN PRIVATE ADVISER
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Chile - Superintendent of Pension Fund Administrators
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL CONSUMER ASSET BACKED INVESTMENT GP LTD
2. Primary Business Name of Related Person:
BTG PACTUAL CONSUMER ASSET BACKED INVESTMENT GP LTD
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
VITREO GESTAO DE RECURSOS LTDA.
2. Primary Business Name of Related Person:
VITREO GESTAO DE RECURSOS LTDA.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
FOREIGN PRIVATE ADVISER
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Brazil - Securities and Exchange Commission
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL RATES GP LTD
2. Primary Business Name of Related Person:
BTG PACTUAL RATES GP LTD
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL GLOBAL RATES GP LTD
2. Primary Business Name of Related Person:
BTG PACTUAL GLOBAL RATES GP LTD
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL PORTUGAL UNIPESSOAL, LDA.
2. Primary Business Name of Related Person:
BTG PACTUAL PORTUGAL UNIPESSOAL, LDA.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
FOREIGN PRIVATE ADVISER
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Portugal - Securities Market Commission
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL CARRY LP
2. Primary Business Name of Related Person:
BTG PACTUAL CARRY LP
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
No Information Filed
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL CHILE S.A. ADMINISTRADORA DE FONDOS DE INVESSION DE CAPITAL EXTRANJERO
2. Primary Business Name of Related Person:
BTG PACTUAL CHILE S.A. ADMINISTRADORA DE FONDOS DE INVESSION DE CAPITAL EXTRANJERO
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
FOREIGN PRIVATE ADVISER
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Chile - Superintendent of Pension Fund Administrators
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
OURINVEST S.A. DTVM
2. Primary Business Name of Related Person:
OURINVEST S.A. DTVM
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
FOREIGN PRIVATE ADVISER
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Brazil - Securities and Exchange Commission
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
PERFIN ADMINISTRACAO DE RECURSOS LTDA.
2. Primary Business Name of Related Person:
PERFIN ADMINISTRACAO DE RECURSOS LTDA.
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
FOREIGN PRIVATE ADVISER
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Brazil - Securities and Exchange Commission
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL ASSET MANAGEMENT S.A. DTVM
2. Primary Business Name of Related Person:
BTG PACTUAL ASSET MANAGEMENT S.A. DTVM
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
PRIVATE FUND ADVISER EXEMPTION
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Brazil - Securities and Exchange Commission
Other - BRAZILIAN CENTRAL BANK
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL S.A COMISIONISTA DE BOLSA
2. Primary Business Name of Related Person:
BTG PACTUAL S.A COMISIONISTA DE BOLSA
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Other - COLOMBIA - SUPERINTENDENCIA FINANCIERA DE COLOMBIA
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
1. Legal Name of Related Person:
BTG PACTUAL CHILE S.A. CORREDORES DE BOLSA
2. Primary Business Name of Related Person:
BTG PACTUAL CHILE S.A. CORREDORES DE BOLSA
3. Related Person's SEC File Number (if any) (e.g., 801-, 8-, 866-, 802-)
-
or
Other
4. Related Person's
(a) CRD Number (if any):
(b) CIK Number(s) (if any):
No Information Filed
5. Related Person is: (check all that apply)
(a) broker-dealer, municipal securities dealer, or government securities broker or dealer
(b) other investment adviser (including financial planners)
(c) registered municipal advisor
(d) registered security-based swap dealer
(e) major security-based swap participant
(f) commodity pool operator or commodity trading advisor (whether registered or exempt from registration)
(g) futures commission merchant
(h) banking or thrift institution
(i) trust company
(j) accountant or accounting firm
(k) lawyer or law firm
(l) insurance company or agency
(m) pension consultant
(n) real estate broker or dealer
(o) sponsor or syndicator of limited partnerships (or equivalent), excluding pooled investment vehicles
(p) sponsor, general partner, managing member (or equivalent) of pooled investment vehicles
Yes No
6. Do you control or are you controlled by the related person?
7. Are you and the related person under common control?
8. (a) Does the related person act as a qualified custodian for your clients in connection with advisory services you provide to clients?
(b) If you are registering or registered with the SEC and you have answered "yes," to question 8.(a) above, have you overcome the
presumption that you are not operationally independent (pursuant to rule 206(4)-2(d)(5)) from the related person and thus are not required
to obtain a surprise examination for your clients' funds or securities that are maintained at the related person?
(c) If you have answered "yes" to question 8.(a) above, provide the location of the related person's office responsible for custody of your clients' assets:
Number and Street 1: Number and Street 2:
City: State: Country: ZIP+4/Postal Code:
If this address is a private residence, check this box:
Yes No
9. (a) If the related person is an investment adviser, is it exempt from registration?
(b) If the answer is yes, under what exemption?
10. (a) Is the related person registered with a foreign financial regulatory authority ?
(b) If the answer is yes, list the name and country, in English of each foreign financial regulatory authority with which the related person is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Other - CHILE - SUPERTINTENDENCIA DE VALORES Y SEGUROS (SVS)
11. Do you and the related person share any supervised persons?
12. Do you and the related person share the same physical location?
Item 7 Private Fund Reporting
Yes No
B. Are you an adviser to any private fund?
If "yes," then for each private fund that you advise, you must complete a Section 7.B.(1) of Schedule D, except in certain circumstances described in the next
sentence and in Instruction 6 of the Instructions to Part 1A. If you are registered or applying for registration with the SEC or reporting as an SEC exempt
reporting adviser, and another SEC-registered adviser or SEC exempt reporting adviser reports this information with respect to any such private fund in Section
7.B.(1) of Schedule D of its Form ADV (e.g., if you are a subadviser), do not complete Section 7.B.(1) of Schedule D with respect to that private fund. You must,
instead, complete Section 7.B.(2) of Schedule D.
In either case, if you seek to preserve the anonymity of a private fund client by maintaining its identity in your books and records in numerical or alphabetical
code, or similar designation, pursuant to rule 204-2(d), you may identify the private fund in Section 7.B.(1) or 7.B.(2) of Schedule D using the same code or
designation in place of the fund's name.
SECTION 7.B.(1) Private Fund Reporting
Funds per Page: 15 Total Funds: 4
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
BTG PACTUAL INFRAESTRUTURA II FIP
(b) Private fund identification number:
(include the "805-" prefix also)
805-4600978897
2. Under the laws of what state or country is the private fund organized:
State: Country:
Brazil
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
BTG PACTUAL GESTORA DE RECURSOS LTDA
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Brazil - Securities and Exchange Commission
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
BTG PACTUAL INFRASTRUCTURE II, LP 805-1341029276
BTG PACTUAL INFRASTRUCTURE IIA, LP 805-2089926899
BTG PACTUAL INFRASTRUCTURE IIB, LP 805-1095235369
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 3 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BTG PACTUAL INFRASTRUCTURE II, LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-1341029276
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BTG PACTUAL GLOBAL ASSET MANAGEMENT LIMITED
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BTG PACTUAL INFRASTRUCTURE IIA, LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-2089926899
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BTG PACTUAL GLOBAL ASSET MANAGEMENT LIMITED
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BTG PACTUAL INFRASTRUCTURE IIB, LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-1095235369
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BTG PACTUAL GLOBAL ASSET MANAGEMENT LIMITED
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 710,000,000
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 10,000,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
6
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
35%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
99%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
No Information Filed
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
SANTANDER SECURITIES SERVICES BRASIL DTVM S.A
(c) Primary business name of custodian:
SANTANDER SECURITIES SERVICES BRASIL DTVM S.A
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
SAO PAULO Brazil
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
SANTANDER SECURITIES SERVICES BRASIL DTVM S.A.
(c) Location of administrator (city, state and country):
City: State: Country:
SAO PAULO Brazil
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
BTG PACTUAL PRINCIPAL INVESTMENTS FUNDO DE INVESTIMENTO EM PARTICIPAÇÕES
(b) Private fund identification number:
(include the "805-" prefix also)
805-3622257429
2. Under the laws of what state or country is the private fund organized:
State: Country:
Brazil
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee, or Director
BTG PACTUAL GESTORA DE RECURSOS LTDA
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
Name of Country/English Name of Foreign Financial Regulatory Authority
Brazil - Securities and Exchange Commission
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
BTG PACTUAL BRAZIL INVESTMENT FUND I, LP 805-3889172477
BTG PACTUAL BRAZIL INVESTMENT FUND IA, LP 805-9380102789
BTG PACTUAL BRAZIL INVESTMENT FUND IB, LP 805-3429269911
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
Additional Feeder Fund Information : 3 Record(s) Filed.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BTG PACTUAL BRAZIL INVESTMENT FUND I, LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-3889172477
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BTG PACTUAL GLOBAL ASSET MANAGEMENT LIMITED,
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BTG PACTUAL BRAZIL INVESTMENT FUND IA, LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-9380102789
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BTG PACTUAL GLOBAL ASSET MANAGEMENT LIMITED,
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for
each of the feeder funds answer the following questions:
(a) Name of the private fund:
BTG PACTUAL BRAZIL INVESTMENT FUND IB, LP
(b) Private fund identification number:
(include the "805-" prefix also)
805-3429269911
(c) Under the laws of what state or country is the private fund organized:
State: Country:
Cayman Islands
(d) (1) Name(s) of General Partner, Manager, Trustee or Directors (or persons serving in a similar capacity):
Name of General Partner, Manager, Trustee or Director
BTG PACTUAL GLOBAL ASSET MANAGEMENT LTD
(d) (2) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund:
No Information Filed
(e) The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of
1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of
1940
(f) List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 1,500,000,000
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 10,000,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
60
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
30%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
17%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
ERNST & YOUNG TERCO
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
SAO PAULO Brazil
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
1448
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
CITIBANK DISTRIBUIDORA DE TÍTULOS E VALORES MOBILIÁRIOS
(c) Primary business name of custodian:
CITIBANK DISTRIBUIDORA DE TÍTULOS E VALORES MOBILIÁRIOS
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
SAO PAULO Brazil
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
CITIBANK DISTRIBUIDORA DE TÍTULOS E VALORES MOBILIÁRIOS S.A
(c) Location of administrator (city, state and country):
City: State: Country:
SAO PAULO Brazil
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
BTG PACTUAL TIMBERLAND FIQ FIP
(b) Private fund identification number:
(include the "805-" prefix also)
805-5299500140
2. Under the laws of what state or country is the private fund organized:
State: Country:
Brazil
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
No Information Filed
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
No Information Filed
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 115,579,360
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$0
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
18
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
39%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
ERNST & YOUNG TERCO
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
BRAZIL Brazil
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
1448
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
BANCO BTG PACTUAL S.A.
(c) Primary business name of custodian:
BANCO BTG PACTUAL S.A.
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
BRAZIL Brazil
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
No Information Filed
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
No Information Filed
A. PRIVATE FUND
Information About the Private Fund
1. (a) Name of the private fund:
BTG PACTUAL TIMBERLAND FUND I FIP
(b) Private fund identification number:
(include the "805-" prefix also)
805-9045582400
2. Under the laws of what state or country is the private fund organized:
State: Country:
Brazil
3. (a) Name(s) of General Partner, Manager, Trustee, or Directors (or persons serving in a similar capacity):
No Information Filed
(b) If filing an umbrella registration, identify the filing adviser and/or relying adviser(s) that sponsor(s) or manage(s) this private fund.
No Information Filed
4. The private fund (check all that apply; you must check at least one):
(1) qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment Company Act of 1940
(2) qualifies for the exclusion from the definition of investment company under section 3(c)(7) of the Investment Company Act of 1940
5. List the name and country, in English, of each foreign financial regulatory authority with which the private fund is registered.
No Information Filed
Yes No
6. (a) Is this a "master fund" in a master-feeder arrangement?
(b) If yes, what is the name and private fund identification number (if any) of the feeder funds investing in this private fund?
Name of private fund Private fund identification number
TIMBERLAND FUND I A LLC 805-1131900016
TIMBERLAND FUND I B LLC 805-1618933692
TIMBERLAND FUND I D LL 805-5035036871
TIMBERLAND FUND I LLC 805-8253355374
Yes No
(c) Is this a "feeder fund" in a master-feeder arrangement?
(d) If yes, what is the name and private fund identification number (if any) of the master fund in which this private fund invests?
Name of private fund:
Private fund identification number:
(include the "805-" prefix also)
NOTE: You must complete question 6 for each master-feeder arrangement regardless of whether you are filing a single Schedule D, Section 7.B.(1)
for the master-feeder arrangement or reporting on the funds separately.
7. If you are filing a single Schedule D, Section 7.B.(1) for a master-feeder arrangement according to the instructions to this Section 7.B.(1), for each of
the feeder funds answer the following questions:
No Information Filed
NOTE: For purposes of questions 6 and 7, in a master-feeder arrangement, one or more funds ("feeder funds") invest all or substantially all of their
assets in a single fund ("master fund"). A fund would also be a "feeder fund" investing in a "master fund" for purposes of this question if it issued
multiple classes (or series) of shares or interests, and each class (or series) invests substantially all of its assets in a single master fund.
Yes No
8. (a) Is this private fund a "fund of funds"?
NOTE: For purposes of this question only, answer "yes" if the fund invests 10 percent or more of its total assets in other pooled investment
vehicles, regardless of whether they are also private funds or registered investment companies.
(b) If yes, does the private fund invest in funds managed by you or by a related person?
Yes No
9. During your last fiscal year, did the private fund invest in securities issued by investment companies registered under the Investment
Company Act of 1940 (other than "money market funds," to the extent provided in Instruction 6.e.)?
10. What type of fund is the private fund?
hedge fund liquidity fund private equity fund real estate fund securitized asset fund venture capital fund Other private fund:
NOTE: For definitions of these fund types, please see Instruction 6 of the Instructions to Part 1A.
11. Current gross asset value of the private fund:
$ 115,579,360
Ownership
12. Minimum investment commitment required of an investor in the private fund:
$ 1,000,000
NOTE: Report the amount routinely required of investors who are not your related persons (even if different from the amount set forth in the
organizational documents of the fund).
13. Approximate number of the private fund's beneficial owners:
18
14. What is the approximate percentage of the private fund beneficially owned by you and your related persons:
0%
15. (a) What is the approximate percentage of the private fund beneficially owned (in the aggregate) by funds of funds:
0%
Yes No
(b) If the private fund qualifies for the exclusion from the definition of investment company under section 3(c)(1) of the Investment
Company Act of 1940, are sales of the fund limited to qualified clients?
16. What is the approximate percentage of the private fund beneficially owned by non-United States persons:
39%
Your Advisory Services
Yes No
17. (a) Are you a subadviser to this private fund?
(b) If the answer to question 17.(a) is "yes," provide the name and SEC file number, if any, of the adviser of the private fund. If the answer to
question 17.(a) is "no," leave this question blank.
No Information Filed
Yes No
18. (a) Do any investment advisers (other than the investment advisers listed in Section 7.B.(1).A.3.(b)) advise the private fund?
(b) If the answer to question 18.(a) is "yes," provide the name and SEC file number, if any, of the other advisers to the private fund. If the answer
to question 18.(a) is "no," leave this question blank.
No Information Filed
Yes No
19. Are your clients solicited to invest in the private fund?
NOTE: For purposes of this question, do not consider feeder funds of the private fund.
20. Approximately what percentage of your clients has invested in the private fund?
0%
Private Offering
Yes No
21. Has the private fund ever relied on an exemption from registration of its securities under Regulation D of the Securities Act of 1933?
22. If yes, provide the private fund's Form D file number (if any):
No Information Filed
B. SERVICE PROVIDERS
Auditors
Yes No
23. (a) (1) Are the private fund's financial statements subject to an annual audit?
(2) If the answer to question 23.(a)(1) is "yes," are the financial statements prepared in accordance with U.S. GAAP?
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing firm,
you must complete questions (b) through (f) separately for each auditing firm.
Additional Auditor Information : 1 Record(s) Filed.
If the answer to question 23.(a)(1) is "yes," respond to questions (b) through (h) below. If the private fund uses more than one auditing
firm, you must complete questions (b) through (f) separately for each auditing firm.
(b) Name of the auditing firm:
ERNST & YOUNG TERCO
(c) The location of the auditing firm's office responsible for the private fund's audit (city, state and country):
City: State: Country:
SAO PAULO Brazil
Yes No
(d) Is the auditing firm an independent public accountant?
(e) Is the auditing firm registered with the Public Company Accounting Oversight Board?
If yes, Public Company Accounting Oversight Board-Assigned Number:
1448
(f) If "yes" to (e) above, is the auditing firm subject to regular inspection by the Public Company Accounting Oversight Board in
accordance with its rules?
Yes No
(g) Are the private fund's audited financial statements for the most recently completed fiscal year distributed to the private fund's
investors?
(h) Do all of the reports prepared by the auditing firm for the private fund since your last annual updating amendment contain unqualified opinions?
Yes No Report Not Yet Received
If you check "Report Not Yet Received," you must promptly file an amendment to your Form ADV to update your response when the report is available.
Prime Broker
Yes No
24. (a) Does the private fund use one or more prime brokers?
If the answer to question 24.(a) is "yes," respond to questions (b) through (e) below for each prime broker the private fund uses. If the private
fund uses more than one prime broker, you must complete questions (b) through (e) separately for each prime broker.
No Information Filed
Custodian
Yes No
25. (a) Does the private fund use any custodians (including the prime brokers listed above) to hold some or all of its assets?
If the answer to question 25.(a) is "yes," respond to questions (b) through (g) below for each custodian the private fund uses. If the private fund
uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
Additional Custodian Information : 1 Record(s) Filed.
If the answer to question 25.(a) is "yes," respond to questions (b) through g) below for each custodian the private fund uses. If the private
fund uses more than one custodian, you must complete questions (b) through (g) separately for each custodian.
(b) Legal name of custodian:
BANCO BTG PACTUAL SA
(c) Primary business name of custodian:
BANCO BTG PACTUAL SA
(d) The location of the custodian's office responsible for custody of the private fund's assets (city, state and country):
City: State: Country:
RIO DE JANEIRO Brazil
Yes No
(e) Is the custodian a related person of your firm?
(f) If the custodian is a broker-dealer, provide its SEC registration number (if any):
-
CRD Number (if any):
(g) If the custodian is not a broker-dealer, or is a broker-dealer but does not have an SEC registration number, provide its legal entity
identifier (if any)
Administrator
Yes No
26. (a) Does the private fund use an administrator other than your firm?
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one administrator, you
must complete questions (b) through (f) separately for each administrator.
Additional Administrator Information : 1 Record(s) Filed.
If the answer to question 26.(a) is "yes," respond to questions (b) through (f) below. If the private fund uses more than one
administrator, you must complete questions (b) through (f) separately for each administrator.
(b) Name of administrator:
CAIXA ECONOMICA FEDERAL
(c) Location of administrator (city, state and country):
City: State: Country:
SAO PAULO Brazil
Yes No
(d) Is the administrator a related person of your firm?
(e) Does the administrator prepare and send investor account statements to the private fund's investors?
Yes (provided to all investors) Some (provided to some but not all investors) No (provided to no investors)
(f) If the answer to question 26.(e) is "no" or "some," who sends the investor account statements to the (rest of the) private fund's
investors? If investor account statements are not sent to the (rest of the) private fund's investors, respond "not applicable."
27. During your last fiscal year, what percentage of the private fund's assets (by value) was valued by a person, such as an administrator, that is not
your related person?
100%
Include only those assets where (i) such person carried out the valuation procedure established for that asset, if any, including obtaining any
relevant quotes, and (ii) the valuation used for purposes of investor subscriptions, redemptions or distributions, and fee calculations (including
allocations) was the valuation determined by such person.
Marketers
Yes No
28. (a) Does the private fund use the services of someone other than you or your employees for marketing purposes?
You must answer "yes" whether the person acts as a placement agent, consultant, finder, introducer, municipal advisor or other solicitor, or
similar person. If the answer to question 28.(a) is "yes," respond to questions (b) through (g) below for each such marketer the private fund
uses. If the private fund uses more than one marketer you must complete questions (b) through (g) separately for each marketer.
No Information Filed
Funds per Page: 15 Total Funds: 4
SECTION 7.B.(2) Private Fund Reporting
No Information Filed
Item 10 Control Persons
In this Item, we ask you to identify every person that, directly or indirectly, controls you. If you are filing an umbrella registration, the information in Item 10
should be provided for the filing adviser only.
If you are submitting an initial application or report, you must complete Schedule A and Schedule B. Schedule A asks for information about your direct owners
and executive officers. Schedule B asks for information about your indirect owners. If this is an amendment and you are updating information you reported
on either Schedule A or Schedule B (or both) that you filed with your initial application or report, you must complete Schedule C.
Yes No
A. Does any person not named in Item 1.A. or Schedules A, B, or C, directly or indirectly, control your management or policies?
If yes, complete Section 10.A. of Schedule D.
B. If any person named in Schedules A, B, or C or in Section 10.A. of Schedule D is a public reporting company under Sections 12 or 15(d) of the Securities
Exchange Act of 1934, please complete Section 10.B. of Schedule D.
SECTION 10.A. Control Persons
No Information Filed
SECTION 10.B. Control Person Public Reporting Companies
No Information Filed
Item 11 Disclosure Information
In this Item, we ask for information about your disciplinary history and the disciplinary history of all your advisory affiliates. We use this information to
determine whether to grant your application for registration, to decide whether to revoke your registration or to place limitations on your activities as an
investment adviser, and to identify potential problem areas to focus on during our on-site examinations. One event may result in "yes" answers to more than
one of the questions below. In accordance with General Instruction 5 to Form ADV, "you" and "your" include the filing adviser and all relying advisers under an
umbrella registration.
Your advisory affiliates are: (1) all of your current employees (other than employees performing only clerical, administrative, support or similar functions); (2) all
of your officers, partners, or directors (or any person performing similar functions); and (3) all persons directly or indirectly controlling you or controlled by you.
If you are a "separately identifiable department or division" (SID) of a bank, see the Glossary of Terms to determine who your advisory affiliates are.
If you are registered or registering with the SEC or if you are an exempt reporting adviser, you may limit your disclosure of any event listed in Item 11 to ten years
following the date of the event. If you are registered or registering with a state, you must respond to the questions as posed; you may, therefore, limit your
disclosure to ten years following the date of an event only in responding to Items 11.A.(1), 11.A.(2), 11.B.(1), 11.B.(2), 11.D.(4), and 11.H.(1)(a). For purposes of
calculating this ten-year period, the date of an event is the date the final order, judgment, or decree was entered, or the date any rights of appeal from preliminary
orders, judgments, or decrees lapsed.
You must complete the appropriate Disclosure Reporting Page ("DRP") for "yes" answers to the questions in this Item 11.
Yes No
Do any of the events below involve you or any of your supervised persons?
For "yes" answers to the following questions, complete a Criminal Action DRP:
A. In the past ten years, have you or any advisory affiliate: Yes No
(1) been convicted of or pled guilty or nolo contendere ("no contest") in a domestic, foreign, or military court to any felony?
(2) been charged with any felony?
If you are registered or registering with the SEC, or if you are reporting as an exempt reporting adviser, you may limit your response to Item 11.A.(2) to
charges that are currently pending.
B. In the past ten years, have you or any advisory affiliate:
(1) been convicted of or pled guilty or nolo contendere ("no contest") in a domestic, foreign, or military court to a misdemeanor involving:
investments or an investment-related business, or any fraud, false statements, or omissions, wrongful taking of property, bribery, perjury,
forgery, counterfeiting, extortion, or a conspiracy to commit any of these offenses?
(2) been charged with a misdemeanor listed in Item 11.B.(1)?
If you are registered or registering with the SEC, or if you are reporting as an exempt reporting adviser, you may limit your response to Item 11.B.(2) to
charges that are currently pending.
For "yes" answers to the following questions, complete a Regulatory Action DRP:
C. Has the SEC or the Commodity Futures Trading Commission (CFTC) ever: Yes No
(1) found you or any advisory affiliate to have made a false statement or omission?
(2) found you or any advisory affiliate to have been involved in a violation of SEC or CFTC regulations or statutes?
(3) found you or any advisory affiliate to have been a cause of an investment-related business having its authorization to do business denied,
suspended, revoked, or restricted?
(4) entered an order against you or any advisory affiliate in connection with investment-related activity?
(5) imposed a civil money penalty on you or any advisory affiliate, or ordered you or any advisory affiliate to cease and desist from any activity?
D. Has any other federal regulatory agency, any state regulatory agency, or any foreign financial regulatory authority:
(1) ever found you or any advisory affiliate to have made a false statement or omission, or been dishonest, unfair, or unethical?
(2) ever found you or any advisory affiliate to have been involved in a violation of investment-related regulations or statutes?
(3) ever found you or any advisory affiliate to have been a cause of an investment-related business having its authorization to do business
denied, suspended, revoked, or restricted?
(4) in the past ten years, entered an order against you or any advisory affiliate in connection with an investment-related activity?
(5) ever denied, suspended, or revoked your or any advisory affiliate's registration or license, or otherwise prevented you or any advisory
affiliate, by order, from associating with an investment-related business or restricted your or any advisory affiliate's activity?
E. Has any self-regulatory organization or commodities exchange ever:
(1) found you or any advisory affiliate to have made a false statement or omission?
(2) found you or any advisory affiliate to have been involved in a violation of its rules (other than a violation designated as a "minor rule
violation" under a plan approved by the SEC)?
(3) found you or any advisory affiliate to have been the cause of an investment-related business having its authorization to do business denied,
suspended, revoked, or restricted?
(4) disciplined you or any advisory affiliate by expelling or suspending you or the advisory affiliate from membership, barring or suspending you
or the advisory affiliate from association with other members, or otherwise restricting your or the advisory affiliate's activities?
F. Has an authorization to act as an attorney, accountant, or federal contractor granted to you or any advisory affiliate ever been revoked or
suspended?
G. Are you or any advisory affiliate now the subject of any regulatory proceeding that could result in a "yes" answer to any part of Item 11.C.,
11.D., or 11.E.?
For "yes" answers to the following questions, complete a Civil Judicial Action DRP:
H. (1) Has any domestic or foreign court: Yes No
(a) in the past ten years, enjoined you or any advisory affiliate in connection with any investment-related activity?
(b) ever found that you or any advisory affiliate were involved in a violation of investment-related statutes or regulations?
(c) ever dismissed, pursuant to a settlement agreement, an investment-related civil action brought against you or any advisory affiliate by a
state or foreign financial regulatory authority?
(2) Are you or any advisory affiliate now the subject of any civil proceeding that could result in a "yes" answer to any part of Item 11.H.(1)?
Schedule A
Direct Owners and Executive Officers
1. Complete Schedule A only if you are submitting an initial application or report. Schedule A asks for information about your direct owners and executive
officers. Use Schedule C to amend this information.
2. Direct Owners and Executive Officers. List below the names of:
(a) each Chief Executive Officer, Chief Financial Officer, Chief Operations Officer, Chief Legal Officer, Chief Compliance Officer(Chief Compliance Officer is
required if you are registered or applying for registration and cannot be more than one individual), director, and any other individuals with similar
status or functions;
(b) if you are organized as a corporation, each shareholder that is a direct owner of 5% or more of a class of your voting securities, unless you are a
public reporting company (a company subject to Section 12 or 15(d) of the Exchange Act);
Direct owners include any person that owns, beneficially owns, has the right to vote, or has the power to sell or direct the sale of, 5% or more of a
class of your voting securities. For purposes of this Schedule, a person beneficially owns any securities: (i) owned by his/her child, stepchild, grandchild,
parent, stepparent, grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, sharing
the same residence; or (ii) that he/she has the right to acquire, within 60 days, through the exercise of any option, warrant, or right to purchase the
security.
(c) if you are organized as a partnership, all general partners and those limited and special partners that have the right to receive upon dissolution, or
have contributed, 5% or more of your capital;
(d) in the case of a trust that directly owns 5% or more of a class of your voting securities, or that has the right to receive upon dissolution, or has
contributed, 5% or more of your capital, the trust and each trustee; and
(e) if you are organized as a limited liability company ("LLC"), (i) those members that have the right to receive upon dissolution, or have contributed, 5%
or more of your capital, and (ii) if managed by elected managers, all elected managers.
3. Do you have any indirect owners to be reported on Schedule B? Yes No
4. In the DE/FE/I column below, enter "DE" if the owner is a domestic entity, "FE" if the owner is an entity incorporated or domiciled in a foreign country, or
"I" if the owner or executive officer is an individual.
5. Complete the Title or Status column by entering board/management titles; status as partner, trustee, sole proprietor, elected manager, shareholder, or
member; and for shareholders or members, the class of securities owned (if more than one is issued).
6. Ownership codes are: NA - less than 5% B - 10% but less than 25% D - 50% but less than 75%
A - 5% but less than 10% C - 25% but less than 50% E - 75% or more
7. (a) In the Control Person column, enter "Yes" if the person has control as defined in the Glossary of Terms to Form ADV, and enter "No" if the person does
not have control. Note that under this definition, most executive officers and all 25% owners, general partners, elected managers, and trustees are
control persons.
(b) In the PR column, enter "PR" if the owner is a public reporting company under Sections 12 or 15(d) of the Exchange Act.
(c) Complete each column.
FULL LEGAL NAME (Individuals: Last DE/FE/I Title or Status Date Title or Status Ownership Control PR CRD No. If None: S.S. No. and Date of
Name, First Name, Middle Name) Acquired MM/YYYY Code Person Birth, IRS Tax No. or Employer ID No.
BTG PACTUAL ASSET MANAGEMENT S.A. FE PARENT 01/2012 E Y N
DTVM COMPANY
MAZZOLA, RENATO ANTONIO, SECONDO I DIRECTOR 01/2017 NA N N 6932452
CARDOSO, MARIANA, BOTELHO RAMALHO I CHIEF 01/2017 NA N N 6932456
COMPLIANCE
OFFICER
Schedule B
Indirect Owners
1. Complete Schedule B only if you are submitting an initial application or report. Schedule B asks for information about your indirect owners; you must first
complete Schedule A, which asks for information about your direct owners. Use Schedule C to amend this information.
2. Indirect Owners. With respect to each owner listed on Schedule A (except individual owners), list below:
(a) in the case of an owner that is a corporation, each of its shareholders that beneficially owns, has the right to vote, or has the power to sell or direct
the sale of, 25% or more of a class of a voting security of that corporation;
For purposes of this Schedule, a person beneficially owns any securities: (i) owned by his/her child, stepchild, grandchild, parent, stepparent,
grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, sharing the same residence;
or (ii) that he/she has the right to acquire, within 60 days, through the exercise of any option, warrant, or right to purchase the security.
(b) in the case of an owner that is a partnership, all general partners and those limited and special partners that have the right to receive upon
dissolution, or have contributed, 25% or more of the partnership's capital;
(c) in the case of an owner that is a trust, the trust and each trustee; and
(d) in the case of an owner that is a limited liability company ("LLC"), (i) those members that have the right to receive upon dissolution, or have
contributed, 25% or more of the LLC's capital, and (ii) if managed by elected managers, all elected managers.
3. Continue up the chain of ownership listing all 25% owners at each level. Once a public reporting company (a company subject to Sections 12 or 15(d) of
the Exchange Act) is reached, no further ownership information need be given.
4. In the DE/FE/I column below, enter "DE" if the owner is a domestic entity, "FE" if the owner is an entity incorporated or domiciled in a foreign country, or
"I" if the owner is an individual.
5. Complete the Status column by entering the owner's status as partner, trustee, elected manager, shareholder, or member; and for shareholders or
members, the class of securities owned (if more than one is issued).
6. Ownership codes are: C - 25% but less than 50% E - 75% or more
D - 50% but less than 75% F - Other (general partner, trustee, or elected manager)
7. (a) In the Control Person column, enter "Yes" if the person has control as defined in the Glossary of Terms to Form ADV, and enter "No" if the person does
not have control. Note that under this definition, most executive officers and all 25% owners, general partners, elected managers, and trustees are
control persons.
(b) In the PR column, enter "PR" if the owner is a public reporting company under Sections 12 or 15(d) of the Exchange Act.
(c) Complete each column.
FULL LEGAL NAME (Individuals: Last DE/FE/I Entity in Which Status Date Status Ownership Control PR CRD No. If None: S.S. No. and
Name, First Name, Middle Name) Interest is Owned Acquired Code Person Date of Birth, IRS Tax No. or
MM/YYYY Employer ID No.
BANCO BTG PACTUAL S.A. FE BTG PACTUAL ASSET OWNER 09/2011 E Y N
MANAGEMENT S.A.
DTVM
BTG PACTUAL HOLDING S.A. FE BANCO BTG PACTUAL SHAREHOLDER 09/2011 C Y N
S.A.
BTG PACTUAL G7 HOLDING S.A. FE BTG PACTUAL SHAREHOLDER 12/2015 C Y N
HOLDING S.A.
ESTEVES, ANDRE, SANTOS I BANCO BTG PACTUAL INDIRECT 01/2011 C Y N 6167710
S.A. OWNER
Schedule D - Miscellaneous
You may use the space below to explain a response to an Item or to provide any other information.
In response to Schedule B – Indirect Owners, the Adviser has listed all required entities based on the percentage of voting shares owned. Specifically, BTG
Pactual G7 Holding S.A. holds more than 75% of the total voting shares of BTG Pactual Holding S.A. In addition, BTG Pactual Holding Financeira Ltda. holds
more than 75% of the voting shares of Banco BTG Pactual S.A. ------------------------------------------ In response to Item 7.A of Schedule D, certain related
persons have been omitted in accordance with SEC Staff guidance provided in the Frequently Asked Questions on Form ADV and IARD. A list of related
persons who have been omitted is available upon request. The related persons not listed were omitted because they are wholly unrelated to the Adviser’s
services and are not considered advisory affiliates. The list of related persons not listed: (1) do not share the same physical location as the Adviser; (2) have
no business dealings with the Adviser; (3) do not conduct shared operations with the Adviser; (4) do not refer clients or business to the Adviser; (5) do not
refer prospective clients or business to the Adviser; and (6) do not share supervised persons or premises with the Adviser. The Adviser has no reason to
believe that its relationship with the omitted related persons creates a conflict of interest with the Adviser's Advisory Clients. ----------------------------------------
-- In the Regulatory Action disclosure section, all disclosures over the past ten years have been included. In addition, in an effort to be fully transparent and
to be consistent with disclosures the BTG Pactual Group has made to its other international regulators, the following information is being voluntarily
disclosed. On July 9, 2014, the former controlling shareholder and former chief executive officer of Banco BTG Pactual S.A. (“Banco BTG Pactual”), André
Santos Esteves, reached an agreement with the Swiss Federal Department of Finance FDF (“FDF”) in connection with an inquiry by the FDF relating to the
accidental omission of certain information in statements made to the Swiss Financial Market Supervisory Authority (“FINMA”) by Mr. Esteves in 2011. Both
Banco BTG Pactual and Mr. Esteves are listed as indirect owners of BTG Pactual Global Asset Management Ltd. At the time such omissions were discovered in
2011, Mr. Esteves described to FINMA the rational for the omission and was advised that the matter would not result in any further inquiry or proceeding.
The matter was revisited as a result of Banco BTG Pactual's opening of an unregulated commodities business in Switzerland in late 2013. In late 2013, Banco
BTG Pactual visited FINMA to confirm its views that such business was not subject to FINMA oversight pursuant to applicable Swiss law and was advised that
the matter from 2011 was being revisited. The inquiry centered on Mr. Esteves’ accidental failure to disclose an administrative investigation in Italy by the
Italian Companies and Stock Exchange Commission (Commissione Nazionale per le Societá e La Borsa) that has previously been disclosed to the SEC in
2012. Mr. Esteves presented his explanations for such omission to the FDF, who determined to terminate its inquiry in exchange for a reparation payment to
the Swiss Federation by Mr. Esteves in the amount of CHF 250,000. This matter did not result in any criminal liability whatsoever for Mr. Esteves and the
payment is not classified as a fine under the laws of Switzerland. This matter does not rise to the level of a regulatory action and the reparation payment
does not meet the definition of a “finding” or “administrative sanction” under the definitions outlined in the instructions of Form ADV. Accordingly, no
additional disclosures are being made under Item 11
DRP Pages
CRIMINAL DISCLOSURE REPORTING PAGE (ADV)
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.A. or
OR
11.B. of Form ADV.
Criminal
Check item(s) being responded to:
11.A(1) 11.A(2) 11.B(1) 11.B(2)
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
Multiple counts of the same charge arising out of the same event(s) should be reported on the same DRP. Unrelated criminal actions, including separate
cases arising out of the same event, must be reported on separate DRPs. Use this DRP to report all charges arising out of the same event. One event may
result in more than one affirmative answer to the items listed above.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD 6167710
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: ESTEVES, ANDRE, SANTOS
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. If charge(s) were brought against an organization over which you or an advisory affiliate exercise(d) control: Enter organization name, whether or not
the organization was an investment-related business and your or the advisory affiliate's position, title, or relationship.
2. Formal Charge(s) were brought in: (include name of Federal, Military, State or Foreign Court, Location of Court - City or County and State or Country,
Docket/Case number).
BRAZILIAN SUPREME COURT
3. Event Disclosure Detail (Use this for both organizational and individual charges.)
A. Date First Charged (MM/DD/YYYY):
11/25/2015 Exact Explanation
If not exact, provide explanation:
B. Event Disclosure Detail (include Charge(s)/Charge Description(s), and for each charge provide: (1) number of counts, (2) felony or misdemeanor,
(3) plea for each charge, and (4) product type if charge is investment-related).
ANDRÉ ESTEVES WAS PLACED UNDER TEMPORARY CUSTODY ON 25 NOVEMBER 2015, FOR ALLEGEDLY ASSISTING IN THE OBSTRUCTION OF
JUSTICE. MR. ESTEVES WAS RELEASED ON 18 DECEMBER 2015 AFTER THE CONCLUSION OF A PRELIMINARY INVESTIGATION FINDING NO
EVIDENCE AGAINST HIM. THE BRAZILIAN SUPREME COURT DECISION TO RELEASE MR. ESTEVES INCLUDED CERTAIN RESTRICTIVE CONDITIONS
THAT WOULD REMAIN IN EFFECTING UNTIL FINAL DISPOSITION OF THE CASE AGAINST HIM, INCLUDING RESTRICTING HIS ABILITY TO HOLD A
MANAGEMENT ROLE IN ANY OF THE COMPANIES INVOLVED IN THE INVESTIGATION AND REQUIRING THAT HE REMAIN IN HIS RESIDENCE UNTIL HE
FINDS A NEW OCCUPATION. EFFECTIVE FROM APRIL 25, 2016 THE BRAZILIAN SUPREME COURT CANCELLED MOST OF THE RESTRICTIVE ORDERS
IMPOSED AGAINST MR. ESTEVES DESCRIBED ABOVE. AS A RESULT, MR. ESTEVES RETURNED TO BTG PACTUAL AS A SENIOR PARTNER FOCUSED ON
PARTNERSHIP MATTERS, ADVISING BANCO BTG PACTUAL S.A. ON STRATEGY AND SUPPORTING THE DEVELOPMENT OF ITS ACTIVITIES AND
OPERATIONS.
C. Did any of the Charge(s) within the Event involve a ?
felony Yes No
D. Current status of the Event? Pending On Appeal Final
E. Event Status Date (complete unless status is Pending) (MM/DD/YYYY):
12/05/2018 Exact Explanation
If not exact, provide explanation:
4. Disposition Disclosure Detail:
Include for each charge (a) Disposition Type (e.g., convicted, acquitted, dismissed, pretrial, etc.), (b) Date, (c) Sentence/Penalty, (d) Duration (if
sentence - suspension, probation, etc.), (e) Start Date of Penalty, (f) Penalty/Fine Amount, and (g) Date Paid.
IN ADDITION, AND SOLELY IN ORDER TO MAINTAIN TRANSPARENCY, IT IS NECESSARY TO CLARIFY THAT, IN DECEMBER 2018, THESUPREME FEDERAL
COURT DETERMINED THE CLOSING OF THE INVESTIGATION WITH RESPECT TO MR. ANDRÉ ESTEVES WITHINTHE SCOPE OF INQUIRY NO. 4.327/DF,
INITIATED TO INVESTIGATE THE ALLEGED ORGANIZATION CRIME INVOLVING POLITICIANS,POLITICAL PARTIES, AMONG OTHERS.
5. Provide a brief summary of circumstances leading to the charge(s) as well as the disposition. Include the relevant dates when the conduct which was
the subject of the charge(s) occurred. (Your response must fit within the space provided.)
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.A. or
OR
11.B. of Form ADV.
Criminal
Check item(s) being responded to:
11.A(1) 11.A(2) 11.B(1) 11.B(2)
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
Multiple counts of the same charge arising out of the same event(s) should be reported on the same DRP. Unrelated criminal actions, including separate
cases arising out of the same event, must be reported on separate DRPs. Use this DRP to report all charges arising out of the same event. One event may
result in more than one affirmative answer to the items listed above.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD 6167710
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: ESTEVES, ANDRE, SANTOS
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. If charge(s) were brought against an organization over which you or an advisory affiliate exercise(d) control: Enter organization name, whether or not
the organization was an investment-related business and your or the advisory affiliate's position, title, or relationship.
2. Formal Charge(s) were brought in: (include name of Federal, Military, State or Foreign Court, Location of Court - City or County and State or Country,
Docket/Case number).
PROCEEDING NO 42543-76.2016.4.01.3400 - 10TH FEDERAL COURT OF BRASILIA
3. Event Disclosure Detail (Use this for both organizational and individual charges.)
A. Date First Charged (MM/DD/YYYY):
07/28/2016 Exact Explanation
If not exact, provide explanation:
B. Event Disclosure Detail (include Charge(s)/Charge Description(s), and for each charge provide: (1) number of counts, (2) felony or misdemeanor,
(3) plea for each charge, and (4) product type if charge is investment-related).
IN JULY 28, 2016, THE ACCUSATION WAS RECEIVED ON A PRELIMINARY BASIS FOR THE CRIMES OF OBSTRUCTION OF JUSTICE AND PATROCÍNIO
INFIEL. SUCH DECISION ONLY VERIFIED THE FORMAL PREREQUISITES TO INITIATE THE PROCEEDING, WITHOUT TAKING INTO ACCOUNT THE
ARGUMENTS OF THE DEFENSE. AT AUGUST 31, 2016, WRITTEN DEFENSE WAS FILED REQUESTING THE CLOSURE OF THE PROCEEDING TAKING
INTO CONSIDERATION THE ABSENCE OF ANY EVIDENCE AGAINST MR. ESTEVES. AT OCTOBER 10, 2016, THE JUDGE OF THE 10TH FEDERAL COURT
OF BRASILIA RECEIVED THE ACCUSATION IN DEFINITIVE UNDERSTANDING THAT THE ARGUMENTS RAISED BY THE DEFENSE SHOULD BE
DISCUSSED ON THE INSTRUCTION PHASE. SUCH DECISION DOES NOT TAKE INTO ACCOUNT THE ACCUSATION AND ONLY STARTS THE FORMAL
PROCEEDING.MR. ESTEVES WAS INTERROGATED ON FEBRUARY 17, 2017. AS HE PREVIOUSLY STATED ON THE RECORDS, MR. ESTEVES CONFIRMED
THAT HE HAD NEVER BEEN ASKED TO PROVIDE ANY KIND OF ASSISTANCE TO MR. CERVERÓ NOR TO HIS FAMILY AND THAT HE HAD NEVER OFFERED
SUCH ASSISTANCE.
C. Did any of the Charge(s) within the Event involve a ?
felony Yes No
D. Current status of the Event? Pending On Appeal Final
E. Event Status Date (complete unless status is Pending) (MM/DD/YYYY):
08/20/2020 Exact Explanation
If not exact, provide explanation:
4. Disposition Disclosure Detail:
Include for each charge (a) Disposition Type (e.g., convicted, acquitted, dismissed, pretrial, etc.), (b) Date, (c) Sentence/Penalty, (d) Duration (if
sentence - suspension, probation, etc.), (e) Start Date of Penalty, (f) Penalty/Fine Amount, and (g) Date Paid.
THIS IS AN INVESTIGATION RESULTING FROM STATEMENTS BY EXMINISTER, ANTONIO PALOCCI, WITH MR. ANDRÉ ESTEVESSUBJECT TO A SEARCH AND
SEIZURE OPERATION (SEARCH AND SEIZURE NO. 503569126.2019.404.7000) AT HIS HOME AND ATHIS OFFICE IN SÃO PAULO PUBLISHED ON AUGUST
23, 2019. MR. ANDRÉ ESTEVES PROMPTLY COLLABORATED WITH THEINVESTIGATIONS. IN AUGUST 2020, THE MINISTER OF THE SUPREME FEDERAL
COURT, GILMAR MENDES, ORDERED THESUSPENSION OF OPERATION PENTITI AND ITS CONSEQUENCES IN POLICE INVESTIGATIONS Nº 5054008
14.2015.4.04.7000(SETE BRASIL) AND Nº 504396496.2016.4.04.7000 (PETROAFRICA) ON DECEMBER 17, 2020, MINISTER GILMAR MENDESWELCOMED
THE DEFENSE TO DETERMINE THE CLOSURE OF THE REQUEST.
5. Provide a brief summary of circumstances leading to the charge(s) as well as the disposition. Include the relevant dates when the conduct which was
the subject of the charge(s) occurred. (Your response must fit within the space provided.)
REGULATORY ACTION DISCLOSURE REPORTING PAGE (ADV)
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL S.A.
(For individuals, Last, First,
Middle)
CRD 6167710
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: ESTEVES, ANDRE, SANTOS
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
CENTRAL BANK OF BRAZIL (BACEN)
2. Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
05/01/2008 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING 0601357636
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
BANCO PACTUAL
6. Principal Product Type:
Equity Listed (Common & Preferred Stock)
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
BACEN ALLEGED THAT DURING THE PERIOD FROM 2002 TO 2004, BANCO PACTUAL AND A FOREIGN INVESTOR PERFORMED CERTAIN TRADES ON THE
BMF WHICH CREATED NEGATIVE RESULTS FOR BANCO PACTUAL AND POSITIVE RESULTS FOR THE FOREIGN INVESTOR.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Order
11. Resolution Date (MM/DD/YYYY):
05/01/2013 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 62,500.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
ANDRE ESTEVES WAS ORDERED TO PAY $50,000 AND BANCO PACTUAL WAS ORDERED TO PAY $12,500
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
ANDRE ESTEVES WAS ORDERED TO PAY $50,000 AND BANCO PACTUAL WAS ORDERED TO PAY $12,500
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
BACEN ALLEGED THAT DURING THE PERIOD FROM 2002 TO 2004, BANCO PACTUAL AND A FOREIGN INVESTOR PERFORMED CERTAIN TRADES ON THE
BMF WHICH CREATED NEGATIVE RESULTS FOR BANCO PACTUAL AND POSITIVE RESULTS FOR THE FOREIGN INVESTOR. IN MAY OF 2008, BACEN
INFORMED BANCO UBS PACTUAL (THE SUCCESSOR TO BANCO PACTUAL) THAT BACEN WAS BEGINNING AN ADMINISTRATIVE PROCEEDING. IN JULY OF
2008, BANCO UBS PACTUAL FILED A DEFENSE DENYING THE ACCUSATION AND STATING, AMONG OTHER THINGS, THAT ALL THE TRANSACTIONS IN
QUESTION HAD AN ECONOMIC RATIONALE AND COULD NOT BE CONSIDERED FRAUDULENT OR IRREGULAR SINCE THEY WERE BONA FIDE TRADES
EXECUTED ON THE EXCHANGE. BACEN ISSUED ITS FINDINGS IN MAY OF 2013, IMPOSING FINES OF APPROXIMATELY $50,000 TO ANDRE ESTEVES AND
$12,500 TO BANCO PACTUAL. SINCE THE AMOUNT OF THE FINES WERE MINIMUM, BANCO PACTUAL AND THE INDIVIDUALS DECIDED TO ACCEPT THE
FINES AND NOT APPEAL THE DECISION.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD 6167710
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: ESTEVES, ANDRE, SANTOS
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
CONSOB ITALIAN COMPANIES AND STOCK EXCHANGE COMMISSION
2. Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
10/26/2010 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
CONSOB PROCEEDING 18165
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
BANCO BTG PACTUAL SA
6. Principal Product Type:
Other
Other Product Types:
SECURITIES OF CREMONINI SPA, AN ITALIAN COMPANY
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
ON APRIL 13, 2012, IN CONNECTION WITH AN ONGOING CIVIL, NON-CRIMINAL INVESTIGATION BY THE ITALIAN COMPANIES AND STOCK EXCHANGE
COMMISSION ("CONSOB") RELATED TO CERTAIN TRADES MADE BY MR. ESTEVES IN HIS PERSONAL CAPACITY IN THE SECURITIES OF CREMONINI S.P.A.
("CREMONINI"), A PUBLICLY TRADED ITALIAN COMPANY, MR. ESTEVES WAS INFORMED THAT AN ADMINISTRATIVE FINDING AGAINST HIM WAS REACHED.
THE FINDING DETERMINED THAT MR. ESTEVES MISUSED PRIVILEGED INFORMATION (ON A SECONDARY BASIS, AS PROVIDED UNDER APPLICABLE
ITALIAN LAW) IN CONNECTION WITH THE TRADES IN THE SECURITIES OF CREMONINI IN NOVEMBER 2007. DURING THE TIME AT WHICH THE TRADES AT
ISSUE WERE MADE, JBS S.A. ("JBS") WAS ENGAGED IN NEGOTIATIONS WITH CREMONINI REGARDING A PARTNERSHIP TRANSACTION.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Other
11. Resolution Date (MM/DD/YYYY):
04/13/2012 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
MR. ESTEVES WAS FINED 350,000 EUROS AND TEMPORARILY SUSPENDED FOR A PERIOD OF SIX MONTHS FROM SERVING AS A DIRECTOR OR
EXECUTIVE OFFICER OF A COMPANY REGULATED BY THE CONSOB. IN ADDITION, HIS PROFIT FROM SUCH TRADES WAS BLOCKED.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
THE PROHIBITION TO HOLD OFFICES FOR A PERIOD OF SIX MONTHS FOR MR. ESTEVES HAS BEEN SERVED AND THE MONETARY PENALTY HAS
BEEN PAID.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
AN APPEAL FROM MR. ESTEVES WAS PRESENTED IN DECEMBER 2012 TO CORTE D'APPELLO OF MILAN (ADMINISTRATIVE REGIONAL COURT OF MILAN).
THE SAME APPEAL WAS PREVIOUSLY (IN JUNE OF 2012) MADE TO THE ADMINISTRATIVE REGIONAL CORTE OF LAZIO, BUT IN OCTOBER OF 2012 THE
ITALIAN SUPREME COURT DECIDED THAT ALL ADMINISTRATIVE APPEALS RELATED TO CONSOB SHOULD BE ADDRESSED TO THE MILAN COURT AND NOT
TO THE LAZIO COURT, SO A NEW FILING WAS REQUIRED. ALTHOUGH MR. ESTEVES CONTINUES TO BELIEVE THAT THE ALLEGATIONS ARE WITHOUT
MERIT, HE WITHDREW HIS APPEAL IN ORDER TO STOP DEVOTING TIME AND RESOURCES TO THIS MATTER. THE SIX MONTH SUSPENSION HAS BEEN
SERVED AND THE FINE HAS BEEN PAID.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL S.A.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
CVM (SECURITIES COMMISSION OF BRAZIL)
2. Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
10/01/2008 Exact Explanation
If not exact, provide explanation:
THE CVM INITIATED THIS ADMINISTRATIVE PROCEEDING IN 2008 AS A RESULT OF TRADE ACTIVITY FROM 2000.
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING NO. 14/06
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Other
Other Product Types:
STOCK OPTIONS ISSUED BY REAL GRANDEZA IN 2000
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE CVM INITIATED THIS ADMINISTRATIVE PROCEEDING IN 2008 ALLEGING THAT BANCO PACTUAL ENTERED INTO IRREGULAR TRANSACTIONS WITH
REAL GRANDEZA CONCERNING STOCK OPTIONS ISSUED BY REAL GRANDEZA IN 2000. THE IRREGULARITY ALLEGED IN THIS PROCEEDING IS THAT REAL
GRANDEZA SUPPOSEDLY RECEIVED PAYMENT FOR THE OPTIONS THAT WERE LOWER THAN THAT CONSIDERED "FAIR" BASED ON THE BLACK & SCHOLES
METHODOLOGY.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Settled
11. Resolution Date (MM/DD/YYYY):
09/28/2010 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
ON 4/13/2010, THE PROPOSAL OF SETTLEMENT WAS ACCEPTED BY CVM'S BOARD OF COMMISSIONERS. BANCO BTG PACTUAL S.A. PAID 200,000
BRAZILIAN REALS TO THE CVM.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
ON 4/13/2010, THE PROPOSAL OF SETTLEMENT WAS ACCEPTED BY CVM'S BOARD OF COMMISSIONERS. BANCO BTG PACTUAL S.A. PAID 200,000
BRAZILIAN REALS TO THE CVM.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
THE SETTLEMENT DOES NOT REPRESENT EITHER A CONFESSION OR AN ACKNOWLEDGEMENT BY THE ACCUSED THAT THE CONDUCT AT ISSUE IN THE
PROCEEDING IS CONTRARY TO LAW; AS WELL IT IS NOT CONSIDERED A CONVICTION OF ANY OFFENSE UNDER BRAZILIAN LAW OR REGULATION.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL S.A.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
CVM (SECURITIES COMMISSION OF BRAZIL)
2. Principal Sanction:
Other
Other Sanctions:
ON 4/13/2010 THE CVM ACCEPTED A PROPOSAL OF SETTLE
3. Date Initiated (MM/DD/YYYY):
01/01/2007 Exact Explanation
If not exact, provide explanation:
THE CVM INITIATED THIS ADMINISTRATIVE PROCEED IN 2007 DUE TO AN INVESTIGATION CONCERNING SEVERAL TRANSACTIONS FROM 1997 TO 2001.
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING 16/2005
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Options
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE CVM ALLEGED IRREGULARITIES CONCERNING SEVERAL TRANSACTION MAINTAINED WITH FUNDACO BANCO CENTRAL DE PREVIDENCIA PRIVADA-
CENTRUS FROM 1997 TO 2001, ON THE STOCK MARKET AND BMF ("TRANSACTIONS").
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Settled
11. Resolution Date (MM/DD/YYYY):
02/09/2009 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
BANCO UBS PACTUAL AND OTHER DEFENDANTS PROPOSED TO PAY CVM THE AMOUNT OF 200,000 BRAZILIAN REALS. ON 04/13/2010, THE
PROPOSAL OF SETTLEMENT WAS ACCEPTED BY CVM'S BOARD OF COMMISSIONERS.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
BANCO UBS PACTUAL AND OTHER DEFENDANTS PROPOSED TO PAY CVM THE AMOUNT OF 200,000 BRAZILIAN REALS. ON 04/13/2010, THE
PROPOSAL OF SETTLEMENT WAS ACCEPTED BY CVM'S BOARD OF COMMISSIONERS.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
ON 09/28/2010, CVM'S BOARD OF COMMISSIONERS DECIDED TO EXTINGUISH THE ADMINISTRATIVE PROCEEDING REGARDING BANCO PACTUAL AND
DEFENDANTS DUE TO THE COMPLIANCE WITH THE SETTLEMENT. THE SETTLEMENT DOES NOT REPRESENT EITHER A CONFESSION OR AN
ACKNOWLEDGEMENT BY THE ACCUSED THAT THE CONDUCT AT ISSUE IN THE PROCEEDING IS CONTRARY TO LAW; AS WELL IT IS NOT CONSIDERED A
CONVICTION OF ANY OFFENSE UNDER BRAZILIAN LAW OR REGULATION.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL S.A.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
CHICAGO MERCANTILE EXCHANGE
2. Principal Sanction:
Other
Other Sanctions:
BANCO BTG OFFERED A SETTLEMENT TO THE NYMEX BUSINESS CONDUCT COMMITTEE AND AGREED TO PAY A FINE TO THE EXCHANGE IN THE AMOUNT
OF $50,000.
3. Date Initiated (MM/DD/YYYY):
08/06/2015 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
NYMEX 14-9783-BC
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Commodity Option(s)
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
IN AUGUST 6 2015, CME (CHICAGO MERCANTILE EXCHANGE) GROUP INC. MARKET REGULATION DEPARTMENT STARTED INVESTIGATING BANCO BTG
PACTUAL S.A. ("BANCO BTG") AND A FORMER TRADER OF BANCO BTG. A PANEL OF THE NYMEX BUSINESS CONDUCT COMMITTEE FOUND THAT THIS
FORMER TRADER, ON SEVERAL TRADE DATES DURING THE TIME PERIOD FROM JANUARY 2013 THROUGH FEBRUARY 2014, ENTERED MULTIPLE ORDERS IN
PALLADIUM FUTURES CONTRACTS WITHOUT THE INTENT TO TRADE, BUT RATHER, TO ENCOURAGE MARKET PARTICIPANTS TO TRADE OPPOSITE THE
SMALLER ORDERS ENTERED BY THE TRADER THAT WERE RESTING ON THE OPPOSITE SIDE OF THE ORDER BOOK. AFTER RECEIVING A FILL ON THE
SMALLER ORDERS, THE LARGER ORDERS RESTING ON THE OPPOSITE SIDE OF THE BOOK SOMETIMES WERE CANCELLED BY THE TRADER. BANCO BTG
FAILED TO ENSURE THAT ITS TRADER CONDUCTED THESE TRADING ACTIVITIES IN COMPLIANCE WITH THE EXCHANGE RULES. THE PANEL CONCLUDED
THAT BANCO BTG VIOLATED EXCHANGE RULE 432 W.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Settled
11. Resolution Date (MM/DD/YYYY):
12/12/2015 Exact Explanation
If not exact, provide explanation:
WITHOUT ADMITTING OR DENYING THE FACTUAL ALLEGATIONS OR THE NYMEX RULE VIOLATION UPON WHICH THE PENALTY IS BASED, BANCO BTG
OFFERED A SETTLEMENT TO THE NYMEX BUSINESS CONDUCT COMMITTEE AND AGREED TO PAY A FINE TO THE EXCHANGE IN THE AMOUNT OF $50,000.
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 50,000.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
WITHOUT ADMITTING OR DENYING THE FACTUAL ALLEGATIONS OR THE NYMEX RULE VIOLATION UPON WHICH THE PENALTY IS BASED, BANCO
BTG OFFERED A SETTLEMENT TO THE NYMEX BUSINESS CONDUCT COMMITTEE AND AGREED TO PAY A FINE TO THE EXCHANGE IN THE AMOUNT OF
$50,000.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
WITHOUT ADMITTING OR DENYING THE FACTUAL ALLEGATIONS OR THE NYMEX RULE VIOLATION UPON WHICH THE PENALTY IS BASED, BANCO BTG
OFFERED A SETTLEMENT TO THE NYMEX BUSINESS CONDUCT COMMITTEE AND AGREED TO PAY A FINE TO THE EXCHANGE IN THE AMOUNT OF $50,000.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL S.A
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
COMISSAO DE VALORES MOBILIARIOS - CVM
2. Principal Sanction:
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
10/03/2016 Exact Explanation
If not exact, provide explanation:
THE ADMINISTRATIVE PROCEEDING CVM RJ NO. 2016/6203 (THE "PROCEEDING") WAS INITIATED BY THE BRAZILIAN SECURITIES AND EXCHANGE
COMMISSION (COMISSÃO DE VALORES MOBILIÁRIOS "CVM") AGAINST, AMONG OTHER PARTIES, MR. JERCKNS AFFONSO CRUZ ("MR. JERCKNS"), AN
EMPLOYEE OF BANCO BTG PACTUAL S.A. ("BANCO"), WHO ISSUED THE OF NEGOTIATION OF SHARES OF A BRAZILIAN PUBLIC-HELD COMPANY NAMED
ELETROBRAS CENTRAIS ELÉTRICAS BRASILEIRAS S.A. ("ELETROBRAS").
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING CVM RJ NO. 2016/6203
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Equity Listed (Common & Preferred Stock)
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE ADMINISTRATIVE PROCEEDING CVM RJ NO. 2016/6203 (THE "PROCEEDING") WAS INITIATED BY THE BRAZILIAN SECURITIES AND EXCHANGE
COMMISSION (COMISSÃO DE VALORES MOBILIÁRIOS "CVM") AGAINST, AMONG OTHER PARTIES, MR. JERCKNS AFFONSO CRUZ ("MR. JERCKNS"), AN
EMPLOYEE OF BANCO BTG PACTUAL S.A. ("BANCO"), WHO ISSUED THE OF NEGOTIATION OF SHARES OF A BRAZILIAN PUBLIC-HELD COMPANY NAMED
ELETROBRAS CENTRAIS ELÉTRICAS BRASILEIRAS S.A. ("ELETROBRAS"). SUCH ORDERS WERE PLACED BY MR. JERCKNS THROUGH FIM CP LS
INVESTIMENTO NO EXTERIOR (THE "FUND"), WHICH IS, IN TURN, MANAGED BY BANCO. THE ACCUSATION ALLEGED THAT MR. JERCKNS WOULD HAVE
SUPPOSEDLY CREATED ARTIFICIAL CONDITIONS OF SUPPLY, DEMAND AND PRICE THROUGH THE NEGOTIATION OF SHARES ISSUED BY ELETROBRAS,
FOLLOWING A DISTRIBUTION OF INTERESTS ON EQUITY (JUROS SOBRE CAPITAL PRÓPRIO) BY ELETROBRAS IN 2014.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
BANCO, MR. PORTO FILHO AND MR. JERCKNS FILED A DEFENSE ON NOVEMBER 7, 2016, STATING, AMONG OTHER THINGS, THE FOLLOWING: (A) THE
TRADE APPOINTED BY CVM WERE PART OF BANCO'S STRATEGY CONCERNING ITS PROPRIETARY INVESTMENTS', THUS, THERE IS AN ECONOMIC
RATIONALE TO SUPPORT SUCH TRADES, WHICH MAKES CLEAR THAT THERE IS NO BASIS FOR THE ALLEGED ARTIFICIAL CONDITIONS; (B) TAX
ADVANTAGES, IF ANY, WOULD BE A SECONDARY EFFECT IN THE CONTEXT OF THE TRADES, BUT NOT THE INTENTION OF THE CORRESPONDENT
TRANSACTION, WHICH HOLDS A PROPER ECONOMIC RATIONALE, AS DESCRIBED ABOVE; (C) A CAREFUL ANALYSIS WAS CONDUCTED BY BANCO,
REASON WHY THE PARTIES ALSO BELIEVE THAT THERE WERE NO LACK OF DILIGENCE NEITHER BY BANCO NOR BY MR. PORTO FILHO.
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
11. Resolution Date (MM/DD/YYYY):
Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
ON NOVEMBER 7, 2016, THE DEFENSES WERE FILED AND THE PARTIES WILL NOW HAVE THE RIGHT AND THE OPPORTUNITY TO OFFER A SETTLEMENT
BEFORE CVM, UNTIL DECEMBER 7, 2016, EXPEDITING THE CLOSING OF THE MATTER. IF THE PROPOSED SETTLEMENT IS NOT ACCEPTED BY CVM, THE
CASE PROCEEDS TO TRIAL AND A FINAL JUDGMENT USUALLY TAKES FROM 2 TO 4 YEARS TO BE GRANTED. NEVERTHELESS, PLEASE NOTE THAT
ADMINISTRATIVE PROCEEDINGS SIMILAR TO THE PROCEEDING ARE VERY OFTEN ENDED WITH SETTLEMENTS AND, ACCORDING TO THE BRAZILIAN LAW,
THE SETTLEMENT DOES NOT REPRESENT A CONFESSION, AN ADMISSION OF ANY WRONGDOING OR AN ACKNOWLEDGEMENT BY THE ACCUSED THAT
THE CONDUCT AT ISSUE IN THE PROCEEDING IS CONTRARY TO LAW. ADDITIONALLY, SUCH SETTLEMENTS ARE NOT CONSIDERED A CONVICTION OF ANY
OFFENSE UNDER BRAZILIAN LAW OR REGULATION.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL S.A
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
BANCO CENTRAL DO BRASIL
2. Principal Sanction:
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
12/05/2016 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING NO. 1601621161
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Other
Other Product Types:
EXCHANGE
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
IN DECEMBER 05TH 2016, THE BACEN ALLEGED THAT FROM JANUARY 2009 TO NOVEMBER 2012, DUE TO INEFFICIENT INTERNAL CONTROL STRUCTURES
AND OPERATIONAL RISK MANAGEMENT, BANCO BTG PACTUAL S.A. WAS NOT ABLE TO AVOID PRACTICES ALLEGEDLY INADEQUATE IN THE EXCHANGE
MARKET NEGOTIATIONS; WHAT SUPPOSEDLY ENABLED BANCO BTG PACTUAL S.A. TRADERS TO SHARE INFORMATION'S ABOUT THEIR OWN POSITIONS
WITH A RESTRICT GROUP OF OTHER FINANCIAL INSTITUTIONS. AS PER THE TRANSCRIBED CONVERSATIONS CONTAINED IN THE RECEIVED NOTICE, THE
INVOLVED TRADERS WERE MR. SERGIO ALMEIDA AND MR. BRUNO MARANGONI. FURTHERMORE, MR. RENATO SANTOS RECEIVED NOTICED IN HIS
CAPACITY OF RESPONSIBLE OFFICER FOR THE EXCHANGE TRADES AND MR. ROBERTO BALLS SALLOUTI IN ITS CAPACITY OF RESPONSIBLE OFFICER FOR
INTERNAL CONTROLS - IT IS UTMOST IMPORTANT TO NOTE THAT NEITHER MR. RENATO SANTOS NOR MR. ROBERTO SALLOUTI HAVE BEEN INVOLVED OR
EVEN BEEN AWARE OF THOSE TRADES CONSIDERING THOSE WERE DAY-TO-DAY/REGULAR TRADES OF THE EXCHANGE TRADING DESK AND INCLUSIVELY
THOSE WERE WITHIN THE LIMITS. HOWEVER, UNDER BRAZILIAN LAW, THE INVESTIGATION OF A COMPANY IS USUALLY ACCOMPANIED BY AN
INVESTIGATION OF THE EXECUTIVE OFFICERS OF THE COMPANY RESPONSIBLE FOR THE INVESTIGATED ACTIVITIES (IN BRAZIL, THE EXECUTIVE
OFFICERS OF A FINANCIAL INSTITUTION ARE GIVEN STATUTORY RESPONSIBILITY FOR CERTAIN AREAS OF OPERATION BASED ON THEIR EXPERTISE AND
FUNCTION WITHIN THE INSTITUTION, REGARDLESS OF WHETHER THEY ARE ACTUALLY INVOLVED IN THE ACTIVITY BEING INVESTIGATED).
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
A DEFENSE WAS FILLED BEFORE THE BRAZILIAN CENTRAL BANK ON FEBRUARY 2017, AND ITS STATED, AMONG OTHER THINGS, THAT: (I)THE CONSTANT
AND STRICT MONITORING OF FOREIGN EXCHANGE MARKET BY THE BRAZILIAN CENTRAL BANK, WHO CAN EVEN INTERFERE ON THE MARKET, MAKES IT
IMPOSSIBLE TO MANIPULATE EXCHANGE RATES OR SPREADS THROUGH INADEQUATE AGREEMENTS OF ANY KIND OF TYPE; (II)WITH SUCH STRICT
MONITORING, IT'S EXTREMELY UNLIKELY THAT FOREIGN EXCHANGE MARKET NEGOTIATIONS HAVE BEEN SUBJECT TO INADEQUATE PRACTICES BY FEW
TRADERS FOR SUCH A LONG PERIOD OF TIME (MORE THAN THREE YEARS) UNDETECTED BY THE REGULATOR; (III)IT IS UNIMAGINABLE THAT THE
BRAZILIAN EXCHANGE MARKET, COMPOSED OF HUNDREDS OF STATE AND PRIVATE, FOREIGN AND LOCAL, LARGE INSTITUTIONS HAS BEEN
MANIPULATED BY A SMALL GROUP OF ABOUT A DOZEN PARTICIPANTS IN THE WAY ALLEGED SPECIALLY FOR SUCH A LONG PERIOD OF TIME; (IV)BTG
PACTUAL'S INTERNAL CONTROLS ARE KNOWN FOR ITS EXCELLENCE REGARDING THE REGULATORY FRAMEWORK. THERE IS NO RECORD OF ANY
CONVICTION BY THE BRAZILIAN CENTRAL BANK OR ANY OTHER REGULATOR; (V)BTG PACTUAL HAS INSTITUTIONALIZED MECHANISMS, BOTH INTERNAL
AND EXTERNAL/INDEPENDENT, AIMING TO ASSESS THE LEVEL OF COMPLIANCE OF ITS INTERNAL CONTROLS WITH THE PERTINENT REGULATORY
REQUIREMENTS; AND (VI)BTG PACTUAL HAS ALWAYS RESPONDED PROMPTLY TO THE REQUESTS FOR CLARIFICATION FROM THE BRAZILIAN CENTRAL
BANK, AS WELL AS HAS IMPLEMENTED THE DETERMINATIONS REQUESTED, WHICH SHOWS THE HIGH LEVEL OF COMMITMENT IN ORDER TO IMPLEMENT
ANY ADJUSTMENTS CONSIDERED NECESSARIES. THE CONSELHO ADMINISTRATIVO DE DEFESA ECONÔMICA (CADE), THE BRAZILIAN ANTITRUST
AUTHORITY, OPENED AN ADMINISTRATIVE PROCEEDING REGARDING THE SAME FACTS AGAINST BTG PACTUAL AND THE ABOVE MENTIONED TRADERS.
MR. ROBERTO SALLOUTI AND MR. RENATO MONTEIRO DOS SANTOS ARE NOT PARTIES TO SUCH ADMINISTRATIVE PROCEEDING. THE DEFENSE ON SUCH
CASE WAS FILED ON JANUARY 2018.
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
11. Resolution Date (MM/DD/YYYY):
Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
IN DECEMBER 05TH 2016, THE BACEN ALLEGED THAT FROM JANUARY 2009 TO NOVEMBER 2012, DUE TO INEFFICIENT INTERNAL CONTROL STRUCTURES
AND OPERATIONAL RISK MANAGEMENT, BANCO BTG PACTUAL S.A. WAS NOT ABLE TO AVOID PRACTICES ALLEGEDLY INADEQUATE IN THE EXCHANGE
MARKET NEGOTIATIONS; WHAT SUPPOSEDLY ENABLED BANCO BTG PACTUAL S.A. TRADERS TO SHARE INFORMATION'S ABOUT THEIR OWN POSITIONS
WITH A RESTRICT GROUP OF OTHER FINANCIAL INSTITUTIONS. AS PER THE TRANSCRIBED CONVERSATIONS CONTAINED IN THE RECEIVED NOTICE, THE
INVOLVED TRADERS WERE MR. SERGIO ALMEIDA AND MR. BRUNO MARANGONI. FURTHERMORE, MR. RENATO SANTOS RECEIVED NOTICED IN HIS
CAPACITY OF RESPONSIBLE OFFICER FOR THE EXCHANGE TRADES AND MR. ROBERTO BALLS SALLOUTI IN ITS CAPACITY OF RESPONSIBLE OFFICER FOR
INTERNAL CONTROLS - IT IS UTMOST IMPORTANT TO NOTE THAT NEITHER MR. RENATO SANTOS NOR MR. ROBERTO SALLOUTI HAVE BEEN INVOLVED OR
EVEN BEEN AWARE OF THOSE TRADES CONSIDERING THOSE WERE DAY-TO-DAY/REGULAR TRADES OF THE EXCHANGE TRADING DESK AND INCLUSIVELY
THOSE WERE WITHIN THE LIMITS. HOWEVER, UNDER BRAZILIAN LAW, THE INVESTIGATION OF A COMPANY IS USUALLY ACCOMPANIED BY AN
INVESTIGATION OF THE EXECUTIVE OFFICERS OF THE COMPANY RESPONSIBLE FOR THE INVESTIGATED ACTIVITIES (IN BRAZIL, THE EXECUTIVE
OFFICERS OF A FINANCIAL INSTITUTION ARE GIVEN STATUTORY RESPONSIBILITY FOR CERTAIN AREAS OF OPERATION BASED ON THEIR EXPERTISE AND
FUNCTION WITHIN THE INSTITUTION, REGARDLESS OF WHETHER THEY ARE ACTUALLY INVOLVED IN THE ACTIVITY BEING INVESTIGATED). THE PARTIES
ARE WORKING ON THEIR DEFENSES WHICH SHALL BE PRESENTED UNTIL FEBRUARY 2017. AS EXPECTED, A DEFENSE WAS FILLED BEFORE THE
BRAZILIAN CENTRAL BANK ON FEBRUARY 2017, AND ITS STATED, AMONG OTHER THINGS, THAT: (I)THE CONSTANT AND STRICT MONITORING OF
FOREIGN EXCHANGE MARKET BY THE BRAZILIAN CENTRAL BANK, WHO CAN EVEN INTERFERE ON THE MARKET, MAKES IT IMPOSSIBLE TO MANIPULATE
EXCHANGE RATES OR SPREADS THROUGH INADEQUATE AGREEMENTS OF ANY KIND OF TYPE; (II)WITH SUCH STRICT MONITORING, IT'S EXTREMELY
UNLIKELY THAT FOREIGN EXCHANGE MARKET NEGOTIATIONS HAVE BEEN SUBJECT TO INADEQUATE PRACTICES BY FEW TRADERS FOR SUCH A LONG
PERIOD OF TIME (MORE THAN THREE YEARS) UNDETECTED BY THE REGULATOR; (III)IT IS UNIMAGINABLE THAT THE BRAZILIAN EXCHANGE MARKET,
COMPOSED OF HUNDREDS OF STATE AND PRIVATE, FOREIGN AND LOCAL, LARGE INSTITUTIONS HAS BEEN MANIPULATED BY A SMALL GROUP OF ABOUT
A DOZEN PARTICIPANTS IN THE WAY ALLEGED SPECIALLY FOR SUCH A LONG PERIOD OF TIME; (IV)BTG PACTUAL'S INTERNAL CONTROLS ARE KNOWN
FOR ITS EXCELLENCE REGARDING THE REGULATORY FRAMEWORK. THERE IS NO RECORD OF ANY CONVICTION BY THE BRAZILIAN CENTRAL BANK OR
ANY OTHER REGULATOR; (V)BTG PACTUAL HAS INSTITUTIONALIZED MECHANISMS, BOTH INTERNAL AND EXTERNAL/INDEPENDENT, AIMING TO ASSESS
THE LEVEL OF COMPLIANCE OF ITS INTERNAL CONTROLS WITH THE PERTINENT REGULATORY REQUIREMENTS; AND (VI)BTG PACTUAL HAS ALWAYS
RESPONDED PROMPTLY TO THE REQUESTS FOR CLARIFICATION FROM THE BRAZILIAN CENTRAL BANK, AS WELL AS HAS IMPLEMENTED THE
DETERMINATIONS REQUESTED, WHICH SHOWS THE HIGH LEVEL OF COMMITMENT IN ORDER TO IMPLEMENT ANY ADJUSTMENTS CONSIDERED
NECESSARIES. THE CONSELHO ADMINISTRATIVO DE DEFESA ECONÔMICA (CADE), THE BRAZILIAN ANTITRUST AUTHORITY, OPENED AN ADMINISTRATIVE
PROCEEDING REGARDING THE SAME FACTS AGAINST BTG PACTUAL AND THE ABOVE MENTIONED TRADERS. MR. ROBERTO SALLOUTI AND MR. RENATO
MONTEIRO DOS SANTOS ARE NOT PARTIES TO SUCH ADMINISTRATIVE PROCEEDING. THE DEFENSE ON SUCH CASE WAS FILED ON JANUARY 2018. BTG
PACTUAL, MR. RENATO MONTEIRO DOS SANTOS AND MR. ROBERTO BALLS SALLOUTI, BOTH IN THEIR CAPACITY OF OFFICERS OF BTG PACTUAL,
PRESENTED ON FEBRUARY 2019 TO BACEN A PROPOSAL FOR A SETTLEMENT AGREEMENT (TERMO DE ADESÃO) IN ADDITION TO THAT SUBMITTED ON
NOVEMBER 2018, WHICH IS CURRENTLY UNDER REVIEW BY BACEN.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL S.A
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
BANCO CENTRAL DO BRASIL
2. Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
01/01/1999 Exact Explanation
If not exact, provide explanation:
BACEN COMMENCED THIS PROCEEDING IN CONNECTION WITH THE CHANGE OF CONTROL OF BANCO PACTUAL IN 1999, WHEREBY LUIZ CEZAR
FERNANDES, THE CONTROLLING SHAREHOLDER OF BANCO PACTUAL, TRANSFERRED CONTROL TO MR. ESTEVES, GILBERTO SAYÃO, EDUARDO PLASS AND
MARCELO SERFATY (PRESENTLY, ONLY MR. ESTEVES REMAINS AFFILIATED WITH BANCO BTG). WHEN BANCO PACTUAL SUBMITTED THE REQUIRED
DOCUMENTATION TO BACEN TO RECEIVE APPROVAL FOR THE CHANGE OF CONTROL, CERTAIN OPTION AGREEMENTS WERE NOT INCLUDED.
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING NO. PT. 301187202
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
No Product
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
BACEN COMMENCED THIS PROCEEDING IN CONNECTION WITH THE CHANGE OF CONTROL OF BANCO PACTUAL IN 1999, WHEREBY LUIZ CEZAR
FERNANDES, THE CONTROLLING SHAREHOLDER OF BANCO PACTUAL, TRANSFERRED CONTROL TO MR. ESTEVES, GILBERTO SAYÃO, EDUARDO PLASS AND
MARCELO SERFATY (PRESENTLY, ONLY MR. ESTEVES REMAINS AFFILIATED WITH BANCO BTG). WHEN BANCO PACTUAL SUBMITTED THE REQUIRED
DOCUMENTATION TO BACEN TO RECEIVE APPROVAL FOR THE CHANGE OF CONTROL, CERTAIN OPTION AGREEMENTS WERE NOT INCLUDED. BACEN
CONSIDERED THIS OMISSION AN ADMINISTRATIVE VIOLATION BY BANCO PACTUAL AND THE INDIVIDUALS INVOLVED, INCLUDING MR. ESTEVES.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Decision & Order of Offer of Settlement
11. Resolution Date (MM/DD/YYYY):
01/01/2007 Exact Explanation
If not exact, provide explanation:
BACEN ISSUED ITS DECISION IN 2007 IMPOSING A FINE OF APPROXIMATELY US$ 9,000 ON EACH INDIVIDUAL, INCLUDING LUIZ CEZAR FERNANDES,
MR. ESTEVES, GILBERTO SAYÃO, EDUARDO PLASS AND MARCELO SERFATY, AND TO BANCO PACTUAL. GIVEN THE LOW AMOUNT OF THE FINE, BANCO
PACTUAL, MR. ESTEVES AND THE OTHER INDIVIDUALS NAMED THEREIN ELECTED TO ACCEPT THE FINE AND NOT APPEAL THE DECISION.
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 9,000.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
BACEN ISSUED ITS DECISION IN 2007 IMPOSING A FINE OF APPROXIMATELY US$ 9,000 ON EACH INDIVIDUAL, INCLUDING LUIZ CEZAR
FERNANDES, MR. ESTEVES, GILBERTO SAYÃO, EDUARDO PLASS AND MARCELO SERFATY, AND TO BANCO PACTUAL. GIVEN THE LOW AMOUNT OF
THE FINE, BANCO PACTUAL, MR. ESTEVES AND THE OTHER INDIVIDUALS NAMED THEREIN ELECTED TO ACCEPT THE FINE AND NOT APPEAL THE
DECISION.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
BACEN ISSUED ITS DECISION IN 2007 IMPOSING A FINE OF APPROXIMATELY US$ 9,000 ON EACH INDIVIDUAL, INCLUDING LUIZ CEZAR
FERNANDES, MR. ESTEVES, GILBERTO SAYÃO, EDUARDO PLASS AND MARCELO SERFATY, AND TO BANCO PACTUAL. GIVEN THE LOW AMOUNT OF
THE FINE, BANCO PACTUAL, MR. ESTEVES AND THE OTHER INDIVIDUALS NAMED THEREIN ELECTED TO ACCEPT THE FINE AND NOT APPEAL THE
DECISION.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
BACEN COMMENCED THIS PROCEEDING IN CONNECTION WITH THE CHANGE OF CONTROL OF BANCO PACTUAL IN 1999, WHEREBY LUIZ CEZAR
FERNANDES, THE CONTROLLING SHAREHOLDER OF BANCO PACTUAL, TRANSFERRED CONTROL TO MR. ESTEVES, GILBERTO SAYÃO, EDUARDO PLASS AND
MARCELO SERFATY (PRESENTLY, ONLY MR. ESTEVES REMAINS AFFILIATED WITH BANCO BTG). WHEN BANCO PACTUAL SUBMITTED THE REQUIRED
DOCUMENTATION TO BACEN TO RECEIVE APPROVAL FOR THE CHANGE OF CONTROL, CERTAIN OPTION AGREEMENTS WERE NOT INCLUDED. BACEN
CONSIDERED THIS OMISSION AN ADMINISTRATIVE VIOLATION BY BANCO PACTUAL AND THE INDIVIDUALS INVOLVED, INCLUDING MR. ESTEVES. BACEN
ISSUED ITS DECISION IN 2007 IMPOSING A FINE OF APPROXIMATELY US$ 9,000 ON EACH INDIVIDUAL, INCLUDING LUIZ CEZAR FERNANDES, MR.
ESTEVES, GILBERTO SAYÃO, EDUARDO PLASS AND MARCELO SERFATY, AND TO BANCO PACTUAL. GIVEN THE LOW AMOUNT OF THE FINE, BANCO
PACTUAL, MR. ESTEVES AND THE OTHER INDIVIDUALS NAMED THEREIN ELECTED TO ACCEPT THE FINE AND NOT APPEAL THE DECISION.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL S.A
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
BANCO CENTRAL DO BRASIL
2. Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
01/01/1999 Exact Explanation
If not exact, provide explanation:
IN THIS PROCEEDING INITIATED IN JANUARY 1999, BACEN ACCUSED BANCO PACTUAL S.A. OF INCORRECTLY CLASSIFYNG EXCHANGE OPERATIONS THAT
BACEN ALLEGED TO BE GAMBLING ON EXCHANGE.
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING NO. 9900925512
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Futures - Financial
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
IN THIS PROCEEDING INITIATED IN JANUARY 1999, BACEN ACCUSED BANCO PACTUAL S.A. OF INCORRECTLY CLASSIFYING EXCHANGE OPERATIONS
THAT BACEN ALLEGED TO BE GAMBLING ON EXCHANGE. PURSUANT TO THE DECISION OF THE NATIONAL FINANCE SYSTEM RESOURCES COUNCIL OF
NOVEMBER 2003, A VOLUNTARY APPEAL WAS DENIED. THEREFORE, THE DECISION OF FIRST INSTANCE APPLYING A PENALTY OF US$ 2,450,000.00
(TWO MILLION, FOUR HUNDRED AND FIFTY THOUSAND USA DOLLARS), REPRESENTING 5% (FIVE PERCENT) ON THE AMOUNT OF THE UNDULY
CLASSIFIED OPERATION WAS MAINTAINED. CONSEQUENTLY, BANCO PACTUAL S.A. STARTED A JUDICIAL PROCEEDING QUESTIONING THE AMOUNT OF
THE PENALTY - WHICH SUSPENDED THE OBLIGATION TO PAY THE FINE AND THE ADMINISTRATIVE PROCEEDING ITSELF.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Decision & Order of Offer of Settlement
11. Resolution Date (MM/DD/YYYY):
01/01/2012 Exact Explanation
If not exact, provide explanation:
IN 2012, BANCO PACTUAL S.A. AND BACEN REACHED AN AGREEMENT ON THE JUDICIAL PROCEEDING WHICH GRANTED TO BANCO PACTUAL S.A. A
CONSIDERABLE DISCOUNT IN THE AMOUNT OF THE FINE, WHICH WAS THEN PAID. CONSEQUENTLY BOTH ADMINISTRATIVE AND CIVIL PROCEEDINGS
WERE COMPLETELY EXTINGUISHED.
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 24,500,000.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
N/A
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
N/A
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
IN THIS PROCEEDING INITIATED IN JANUARY 1999, BACEN ACCUSED BANCO PACTUAL S.A. OF INCORRECTLY CLASSIFYING EXCHANGE OPERATIONS
THAT BACEN ALLEGED TO BE GAMBLING ON EXCHANGE. PURSUANT TO THE DECISION OF THE NATIONAL FINANCE SYSTEM RESOURCES COUNCIL OF
NOVEMBER 2003, A VOLUNTARY APPEAL WAS DENIED. THEREFORE, THE DECISION OF FIRST INSTANCE APPLYING A PENALTY OF US$ 2,450,000.00
(TWO MILLION, FOUR HUNDRED AND FIFTY THOUSAND USA DOLLARS), REPRESENTING 5% (FIVE PERCENT) ON THE AMOUNT OF THE UNDULY
CLASSIFIED OPERATION WAS MAINTAINED. CONSEQUENTLY, BANCO PACTUAL S.A. STARTED A JUDICIAL PROCEEDING QUESTIONING THE AMOUNT OF
THE PENALTY - WHICH SUSPENDED THE OBLIGATION TO PAY THE FINE AND THE ADMINISTRATIVE PROCEEDING ITSELF. IN 2012, BANCO PACTUAL S.A.
AND BACEN REACHED AN AGREEMENT ON THE JUDICIAL PROCEEDING WHICH GRANTED TO BANCO PACTUAL S.A. A CONSIDERABLE DISCOUNT IN THE
AMOUNT OF THE FINE, WHICH WAS THEN PAID. CONSEQUENTLY BOTH ADMINISTRATIVE AND CIVIL PROCEEDINGS WERE COMPLETELY EXTINGUISHED.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL S.A
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
BANCO CENTRAL DO BRASIL
2. Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
09/01/2007 Exact Explanation
If not exact, provide explanation:
BACEN COMMENCED THIS PROCEEDING IN THE LAST QUARTER OF 2007 AFTER RECEIVING ALLEGATIONS FROM THE CVM THAT, DURING THE PERIOD
FROM 2002 AND 2004, BANCO PACTUAL AND A FOREIGN INVESTOR ENGAGED IN TRADES ON THE BM&F WHICH INTENTIONALLY CREATED LOSSES FOR
BANCO PACTUAL AND GAINS TO THE FOREIGN INVESTOR. IN JULY 2004, CVM CONCLUDED ITS OWN INVESTIGATION AND SUBMITTED THE FINAL
REPORT TO BACEN.
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING NO. PT. 0601357636
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Futures - Financial
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
BACEN COMMENCED THIS PROCEEDING IN THE LAST QUARTER OF 2007 AFTER RECEIVING ALLEGATIONS FROM THE CVM THAT, DURING THE PERIOD
FROM 2002 AND 2004, BANCO PACTUAL AND A FOREIGN INVESTOR ENGAGED IN TRADES ON THE BM&F WHICH INTENTIONALLY CREATED LOSSES FOR
BANCO PACTUAL AND GAINS TO THE FOREIGN INVESTOR. IN JULY 2004, CVM CONCLUDED ITS OWN INVESTIGATION AND SUBMITTED THE FINAL
REPORT TO BACEN. IN MARCH 2005, BACEN COMMENCED AN INVESTIGATION, REQUESTING INFORMATION CONCERNING ALL THE TRADES EXECUTED
ON THE BM&F FROM OCTOBER 1, 2002 TO MAY 31, 2004. IN MAY 2008, UBS PACTUAL RECEIVED NOTICE FROM BACEN THAT IT HAD COMMENCED A
FORMAL ADMINISTRATIVE PROCEEDING. THE ALLEGATIONS MADE BY BACEN WERE VERY SIMILAR TO THOSE OF THE CVM, NAMELY THAT BANCO
PACTUAL HAD DELIBERATELY GENERATED LOSSES, THROUGH DAY TRADES AT BM&F, TO BENEFIT THE FOREIGN INVESTOR.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Decision & Order of Offer of Settlement
11. Resolution Date (MM/DD/YYYY):
05/01/2013 Exact Explanation
If not exact, provide explanation:
BACEN ISSUED ITS FINDING IN MAY 2013 IMPOSING INDIVIDUAL FINES OF APPROXIMATELY US$ 50,000 TO EACH INDIVIDUAL (MR. ESTEVES AND
PAULO FERNANDO CARVALHO OLIVEIRA, THE LATTER A FORMER STATUTORY DIRECTOR OF BANCO UBS PACTUAL) AND US$ 12,500 TO BANCO PACTUAL.
GIVEN THE LOW AMOUNT OF THE FINE, BANCO PACTUAL, MR. ESTEVES AND MR. OLIVEIRA ELECTED TO ACCEPT THE FINE AND NOT APPEAL THE
DECISION.
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 12,500.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
N/A
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
N/A
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
BANCO PACTUAL IN ITS DEFENSE STATED, AMONG OTHER THINGS, THAT: -THE ALLEGATIONS WERE NOT SUPPORTED BY THE EVIDENCE; -THE TRADES
IN QUESTION WERE EFFECTED ON THE BM&F AND WERE SUBJECT TO OPEN MARKET PRICING AND, THUS THE DEFENDANTS COULD NOT HAVE KNOWN
THE COUNTERPARTIES TO THE TRADES; -EACH OF THE TRANSACTIONS HAD AN ECONOMIC RATIONALE AND COULD NOT BE CONSIDERED FRAUDULENT
OR IRREGULAR; -ONLY A LIMITED NUMBER OF TRADES INCLUDED BANCO PACTUAL AND THE FOREIGN INVESTOR AS COUNTERPARTIES. BACEN ISSUED
ITS FINDING IN MAY 2013 IMPOSING INDIVIDUAL FINES OF APPROXIMATELY US$ 50,000 TO EACH INDIVIDUAL (MR. ESTEVES AND PAULO FERNANDO
CARVALHO OLIVEIRA, THE LATTER A FORMER STATUTORY DIRECTOR OF BANCO UBS PACTUAL) AND US$ 12,500 TO BANCO PACTUAL. MR. ESTEVES AND
MR. OLIVEIRA WERE ACCUSED IN THIS CASE BECAUSE, UNDER BRAZILIAN LAW, THE INVESTIGATION OF A COMPANY IS USUALLY ACCOMPANIED BY AN
INVESTIGATION OF THE EXECUTIVE OFFICERS OF THE COMPANY RESPONSIBLE FOR THE INVESTIGATED ACTIVITIES (IN BRAZIL, THE EXECUTIVE
OFFICERS OF A FINANCIAL INSTITUTION ARE GIVEN STATUTORY RESPONSIBILITY FOR CERTAIN AREAS OF OPERATION BASED ON THEIR EXPERTISE AND
FUNCTION WITHIN THE INSTITUTION, REGARDLESS OF WHETHER THEY ARE ACTUALLY INVOLVED IN THE ACTIVITY BEING INVESTIGATED). GIVEN THE
LOW AMOUNT OF THE FINE, BANCO PACTUAL, MR. ESTEVES AND MR. OLIVEIRA ELECTED TO ACCEPT THE FINE AND NOT APPEAL THE DECISION.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BTG PACTUAL SERVICOS
FINANCEIROS SA DTVM
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
COMISSAO DE VALORES MOBILIARIOS - CVM
2. Principal Sanction:
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
11/01/2013 Exact Explanation
If not exact, provide explanation:
THE PROCEEDING AGAINST BTG PACTUAL SERVIÇOS FINANCEIROS S.A. DTVM AND BANCO BTG PACTUAL S.A. WAS INSTALLED BY THE BRAZILIAN
SECURITIES AND EXCHANGE COMMISION (COMISSÃO DE VALORES MOBILIÁRIOS CVM) IN ORDER TO INVESTIGATE THE QUESTIONING OF TWO
CLAIMANTS CONCERNING THE TERM TO EXERCISE THE PREEMPTIVE RIGHTS OF THE SUBSCRIPTION OF QUOTAS ISSUED BY FUNDO DE INVESTIMENTO
IMOBILIÁRIO FII BTG PACTUAL FUNDO DE FUNDOS, ON THE PRIMARY DISTRIBUTION'S PUBLIC OFFERING OF THE 4TH ISSUANCE OF THE FUND.
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING 2013/4328
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Mutual Fund(s)
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE PROCEEDING AGAINST BTG PACTUAL SERVIÇOS FINANCEIROS S.A. DTVM AND BANCO BTG PACTUAL S.A. WAS INSTALLED BY THE BRAZILIAN
SECURITIES AND EXCHANGE COMMISION (COMISSÃO DE VALORES MOBILIÁRIOS CVM) IN ORDER TO INVESTIGATE THE QUESTIONING OF TWO
CLAIMANTS CONCERNING THE TERM TO EXERCISE THE PREEMPTIVE RIGHTS OF THE SUBSCRIPTION OF QUOTAS ISSUED BY FUNDO DE INVESTIMENTO
IMOBILIÁRIO FII BTG PACTUAL FUNDO DE FUNDOS, ON THE PRIMARY DISTRIBUTION'S PUBLIC OFFERING OF THE 4TH ISSUANCE OF THE FUND. THE
ACCUSATION UNDERSTOOD THAT BTG PACTUAL SERVIÇOS FINANCEIROS S.A. DTVM, AS THE FUND'S ADMINISTRATOR, AND BANCO BTG PACTUAL S.A.,
AS THE LEADING COORDINATOR OF THE OFFERING, AND ITS CORRESPONDENT OFFICERS MARIANA BOTELHO RAMALHO CARDOSO AND GUILHERME DA
COSTA PAES WOULD NOT HAVE MENTIONED ON THE PROSPECTUS THE INFORMATION THAT THE PREEMPTIVE RIGHT, DURING THE TWO FINAL DAYS,
COULD ONLY BE MADE BY THE CUSTODY AGENT AND, ADDITIONALLY, THE PREEMPTIVE RIGHTS PROCEEDING WAS NOT CORRECTLY DESCRIBED ON THE
PROSPECTUS, WHICH COULD HAVE MISLED THE INVESTORS.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
A DEFENSE WAS FILED ON NOVEMBER 04, 2013. BANCO PACTUAL IN ITS DEFENSE STATED, AMONG OTHER THINGS, THAT: - THE PROSPECTUS
MENTIONED THAT INVESTORS SHOULD VERIFY BM&FBOVESPA'S OPERATIONAL PROCEDURES AND, THEREFORE, A COPY OF EVERY APPLICABLE
BM&FBOVESPA PROCEDURE WAS NOT NECESSARY; -THE CLAIMANT CONTACTED BTG PACTUAL ONLY ON OCTOBER 9, 2012, AND ON SUCH DATE THE
CLAIMANT WAS PERSONALLY AND DULLY INFORMED BY BTG PACTUAL THAT THE PREEMPTIVE RIGHT PERIOD WOULD END ON OCTOBER 10, 2012; AND -
ONLY 1 OUT OF 2.807 QUOTAHOLDERS THAT HAD PREEMPTIVE RIGHTS ON THE OFFERING ALLEGED MISLEADING INFORMATION, WHICH PROVES THAT
THE PROSPECTUS HAD ALL NECESSARY INFORMATION IN CONNECTION WITH THE OFFERING AND THE PREEMPTIVE RIGHTS RELATED TO IT. ON
SEPTEMBER 19, 2017, DUE TO THE END OF THE TERM OF COUNSELOR COSTA D'AVILA, THE CASE WAS REASSIGNED TO THE RAPPORTEUR ADRIANA
DULLIUS. ON NOVEMBER 30, 2017, THE APPEAL WAS INCLUDED IN THE AGENDA OF THE JUDGING SESSION TO BE HELD ON DECEMBER 12 AND 13,
2017. ON DECEMBER 12, 2017, THE TRIAL SESSION WAS SUSPENDED DUE TO THE REQUEST OF THE COUNSELOR SÉRGIO CIPRIANO. ON JANUARY 26,
2018, THE APPEAL WAS INCLUDED IN THE AGENDA OF THE TRIAL SESSION HELD IN FEBRUARY 2018.
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
11. Resolution Date (MM/DD/YYYY):
Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
MONETARY FINE IN THE AMOUNT OF R$ 10.000,00 FOR MR. GUILHERME PAES AND MRS. MARIANA CARDOSO AND R$ 25.000,00 FOR BANCO BTG
PACTUAL AND BTG PACTUAL SERVIÇOS FINANCEIROS EACH.
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
ON SEPTEMBER 1ST, 2015, THE CVM TRIBUNAL UNANIMOUSLY DETERMINED TO ACQUIT BANCO BTG PACTUAL S.A. OF ALL CHARGES IN THIS
PROCEEDING. THE CVM HAS RECOGNIZED THAT THERE WERE NO GROUNDS TO JUSTIFY THE CONDEMNATION WITH RESPECT TO THE MATTERS IN
QUESTION. ON NOVEMBER 26, 2015, THE PROCESS WAS SUBMITTED TO THE NATIONAL FINANCIAL SYSTEM APPEALS COUNCIL (CONSELHO DE
RECURSOS DO SISTEMA FINANCEIRO NACIONAL - CRSFN) IN ORDER TO INTERPOSE A MANDATORY APPEAL. THE CRSFN REPRESENTS THE FINAL LEVEL
OF DECISION FOR SUCH TYPES OF PROCEEDINGS AND THE DECISION MAY TAKE UP TO FIVE YEARS UNTIL IT IS ISSUED AND THE PROCEEDING
FORMALLY CLOSED. ON MARCH 07, 2016, AS A RESULT OF THE NEW INTERNAL RULES OF THE NATIONAL FINANCIAL SYSTEM APPEALS COUNCIL, THE
APPEAL WAS SENT TO THE EXECUTIVE SECRETARY OFFICE OF THE NATIONAL FINANCIAL SYSTEM APPEALS COUNCIL TO BE DRAW TO A RULER. IN
FEBRUARY 2018, THE PROCEEDING WAS JUDGED BY THE CRSFN. THE DECISION OF THE MAJORITY OF THE BOARD MEMBERS WAS TO CONVICT MR.
GUILHERME PAES, IN HIS CAPACITY AS DIRECTOR OF BANCO BTG PACTUAL S.A., THE LEAD COORDINATOR OF THE OFFER, IN THE AMOUNT OF R$
10.000,00 (TEN THOUSAND REAIS), AS WELL AS TO BANCO BTG PACTUAL S.A. AND BTG PACTUAL SERVIÇOS FINANCEIROS S.A. DTVM, EACH IN THE
AMOUNT OF R$ 25.000,00 (TWENTY-FIVE THOUSAND REAIS), AS WELL AS TO MRS. MARIANA BOTELHO RAMALHO CARDOSO, AS DIRECTOR OF BTG
PACTUAL SERVIÇOS FINANCEIROS S.A. DTVM, IN THE AMOUNT OF R$ 10.000,00 (TEN THOUSAND REAIS).
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL S.A
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
COMISSAO DE VALORES MOBILIARIOS - CVM
2. Principal Sanction:
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
07/19/2013 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING 2013/11654
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Mutual Fund(s)
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THIS PROCEEDING CONCERNS AN ALLEGED VIOLATION OF § 4 OF ART. 155 OF LAW NO. 6.404/76 AND § 1 OF ART. 13 OF CVM INSTRUCTION 358/02,
FOR ALLEGED INSIDER TRADING OF BANCO BTG PACTUAL S.A., ACTING AS MANAGER OF THE FIM CP LS INVESTMENT ABROAD, DUE TO SALE OF SHARES
OF CCX COAL COLOMBIA SA, BETWEEN 11 AND JULY 19, 2013, SHORTLY BEFORE THE RELEASE OF MATERIAL FACT REGARDING THE WITHDRAWAL OF
THE PUBLIC SHARES OFFERING FOR CANCELLATION OF REGISTRATION OF THE COMPANY REGISTRATION. THE BANK WAS ACCUSED BECAUSE SOME OF
ITS INVESTMENT BANKING STAFF HAS BEEN CONSULTED INFORMALLY ON THE CANCELLATION OF THE TENDER OFFER. NO STATUTORY OFFICER WAS
NAMED IN THIS PROCEEDING.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
A DEFENSE WAS FILLED ON JULY 9, 2014 AND THE PROCESS IS CURRENTLY UNDER ASSESSMENT OF ITS RAPPORTEUR. BANCO BTG PACTUAL IN ITS
DEFENSE STATED, AMONG OTHER THINGS, THAT: -THE TRADES WERE IN FACT AN EVENT DRIVEN ARBITRAGE DUE TO THE PUBLIC ANNOUNCEMENT OF
AN EXCHANGE TENDER OFFER BETWEEN CCX SHARES AND OGX SHARES - SO THERE WERE NO DIRECTIONAL INVESTMENT IN CCX SHARES; -THE
TRADES SELECTIVELY CHOSEN WERE THE SALES OF CCX SHARES AFTER THE RENTING OF OGX SHARES WERE ECONOMICALLY UNFEASIBLE AFTER (I)
OGX PROBLEMS AND (II) FOURTH CHANGE IN THE TENDER OFFER TIMELINE AND RULES; -THE CVM LIMITED AMOUNT OF TRADES SELECTIVELY CHOSEN
MAY HAD PROVIDED ERRONEOUS CONCLUSIONS; - THE TRADES WERE CARRIED ON BEFORE OR IN THE DATE IN WHICH CCX CONFIRMED TO THE
MARKET THE TENDER OFFER AS A CONSEQUENCE OF A CVM REQUEST AFTER SOME MARKET GOSSIPS OF ITS CANCELLING. -BANCO BTG PACTUAL HAS
STRONG AND CONSISTENT CHINESE WALL STANDARDS AND STRUCTURES.
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
11. Resolution Date (MM/DD/YYYY):
Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
ON SEPTEMBER 23, 2014, THE CVM TRIBUNAL UNANIMOUSLY DETERMINED TO ACQUIT BANCO BTG PACTUAL S.A. OF ALL CHARGES IN THIS
PROCEEDING. THE CVM HAS RECOGNIZED THAT THERE WAS NO VIOLATION TO BRAZILIAN LAW WITH RESPECT TO THE MATTERS IN QUESTION,
INCLUDING IN RESPECT OF THE ALLEGED INSIDER TRADING. ON DECEMBER 16, 2016, THE APPEAL WAS RECEIVED BY THE NATIONAL FINANCIAL
SYSTEM APPEALS COUNCIL (CONSELHO DE RECURSOS DO SISTEMA FINANCEIRO NACIONAL), WHICH IS THE FINAL MANDATORY LEVEL OF DECISION
FOR SUCH TYPE OF PROCEEDINGS, UNDER NO. 14.088, AND THUS WAS SENT TO THE NATIONAL TREASURY ATTORNEY-GENERAL'S OFFICE THAT WILL
ELABORATE A DOCUMENT WITH ITS OPINION OF THE ALLEGED INSIDER TRADING ACCUSATION. ON MARCH 07, 2016, AS A RESULT OF THE NEW
INTERNAL RULES OF THE NATIONAL FINANCIAL SYSTEM APPEALS COUNCIL, THE APPEAL WAS SENT TO THE EXECUTIVE SECRETARY OFFICE OF THE
NATIONAL FINANCIAL SYSTEM APPEALS COUNCIL TO BE DRAW TO A RULER. ON SEPTEMBER 2018, THE APPEAL WAS JUDGED BY NATIONAL FINANCIAL
SYSTEM APPEALS COUNCIL, WHICH, BY MAJORITY, DECIDED TO DISMISS THE MANDATORY APPEAL FIELD, MAINTAINING THE DECISION OF THE FIRST-
LEVEL BODY IN THE SENSE THAT THERE WAS NO VIOLATION OF BRAZILIAN LEGISLATION REGARDING THE MATTERS IN QUESTION, INCLUDING THE
ALLEGED INSIDER TRADING.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL SA
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
CVM (SECURITIES COMMISSION OF BRAZIL)
2. Principal Sanction:
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
06/02/2017 Exact Explanation
If not exact, provide explanation:
THIS ADMINISTRATIVE PROCEEDING WAS INITIATED BY THE BRAZILIAN SECURITIES AND EXCHANGE COMMISSION (COMISSÃO DE VALORES
MOBILIÁRIOS "CVM")
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING CVM NO. 2017/2532
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Futures - Commodity
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THIS ADMINISTRATIVE PROCEEDING WAS INITIATED BY THE BRAZILIAN SECURITIES AND EXCHANGE COMMISSION (COMISSÃO DE VALORES
MOBILIÁRIOS "CVM") WITH THE PURPOSE OF ASSESSING THE LIABILITY OF BANCO BTG PACTUAL S.A. ("BTG PACTUAL") AND GARDE ASSET
MANAGEMENT GESTÃO DE RECURSOS LTDA. ("GARDE ASSET") CONCERNING THE EXECUTION OF CERTAIN TRANSACTIONS THAT ALLEGEDLY
CHARACTERIZE THE PRACTICE KNOWN AS SPOOFING, WHICH, ACCORDING TO THE INTERPRETATION PROVIDED BY THE TECHNICAL DEPARTMENT OF
CVM, WOULD BE PROHIBITED BY THE PROVISIONS OF ITEM I, COMBINED WITH ITEM II, LETTER "B", OF INSTRUCTION CVM NO 8, ISSUED ON OCTOBER
8TH, 1979. PLEASE NOTE THAT, UNDER THIS ADMINISTRATIVE PROCEEDING, NO OFFICER OR OTHER PERSON OF THE INSTITUTION WAS SUMMONED,
HAVING ONLY BTG PACTUAL BEEN DESIGNATED AS A PARTY TO THE PROCEEDING - AMONG OTHER ENTITIES. BTG PACTUAL IS WORKING ON ITS
CORRESPONDENT DEFENSE BEFORE THE CVM, WHICH SHALL BE PRESENTED UNTIL JANUARY 2018.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
11. Resolution Date (MM/DD/YYYY):
Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 2,250,000.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
AS AGREED WITH THE CVM, THE SUBMISSION DATE OF THE DEFENSE WAS POSTPONED FROM THE END OF JANUARY, 2018 TO THE END OF FEBRUARY,
2018. ON SEPTEMBER 2018, BTG PACTUAL AND CVM ENTERED INTO A COMMITMENT AGREEMENT (TERMO DE COMPROMISSO), IN WHICH THE PARTIES
SETTLED THE PAUMENT IN AN AMMOUNT OF APPROXIMATELY R$2.25MI. THE PAYMENT BY BTG PACTUAL OF THE APPLICABLE AMOUNT WILL RESULT IN
THE TERMINATION OF THE ADMINISTRATIVE PROCEEDING WITH CVM. A COMMITMENT AGREEMENT (TERMO DE COMPROMISSO) DOES NOT REPRESENT A
CONFESSION, AND ADMISSION OF ANY WRONG-DOING OR AN ACKNOWLEDGEMENT BY THE ACCUSED THAT THE CONDUCT AT ISSUE IN THE
PROCEEDING IS CONTRARY TO LAW; ADDITIONALLY, SUCH SETTLEMENTS ARE NOT CONSIDERED A CONVICTION OF ANY OFFENSE UNDER BRAZILIAN
LAW OR REGULATION.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BTG PACTUAL SERVIÇOS
FINANCEIROS S.A
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
CVM (SECURITIES COMMISSION OF BRAZIL)
2. Principal Sanction:
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
11/10/2017 Exact Explanation
If not exact, provide explanation:
THIS ADMINISTRATIVE PROCEEDING WAS INITIATED BY THE BRAZILIAN SECURITIES AND EXCHANGE COMMISSION (COMISSÃO DE VALORES
MOBILIÁRIOS "CVM")
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING CVM NO. 2017/5132:
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Other
Other Product Types:
INVESTMENT FUND
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THIS ADMINISTRATIVE PROCEEDING WAS INITIATED BY THE BRAZILIAN SECURITIES AND EXCHANGE COMMISSION (COMISSÃO DE VALORES
MOBILIÁRIOS "CVM") WITH THE PURPOSE OF ASSESSING THE RESPONSIBILITY OF BTG PACTUAL SERVIÇOS FINANCEIROS S.A. DTVM ("BTG PACTUAL
DTVM"), IN ITS CAPACITY OF ADMINISTRATOR OF TWO INVESTMENT FUNDS, AND ITS THEN OFFICER RESPONSIBLE FOR THE ADMINISTRATION OF THE
SECURITIES' PORTFOLIO, MRS. MARIANA BOTELHO RAMALHO CARDOSO, REGARDING THE ALLEGED NON-COMPLIANCE WITH THE DUTY OF SUPERVISING
THE COMPANY DESIGNATED TO PERFORM THE MANAGEMENT OF TWO INVESTMENT FUNDS, RIO DAS PEDRAS ADMINISTRAÇÃO E PARTICIPAÇÕES LTDA.
("RIO DAS PEDRAS"). THE ALLEGED NON-COMPLIANCE REFERS TO CERTAIN TRANSACTIONS HELD IN 2014 BY TWO INVESTMENT FUNDS UNDER THE
MANAGEMENT OF RIO DAS PEDRAS. RIO DAS PEDRAS, IN ITS CAPACITY OF MANAGER OF SUCH INVESTMENT FUNDS, AND ITS RESPECTIVE RESPONSIBLE
OFFICER HAVE ALSO BEEN SUMMONED AS PARTIES TO THE ADMINISTRATIVE PROCEEDING.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
11. Resolution Date (MM/DD/YYYY):
Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 250,000.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
THE DEFENSE WAS FILED WITH THE CVM IN FEBRUARY 2018. ON DECEMBER 2018, CVM'S BOARD ACCEPTED THE PROPOSAL OF THE SETTLEMENT
AGREEMENT, WHICH CONSISTS OF THE PAYMENT OF THE AMOUNT OF R&250,000.00 FOR EACH INVOLVED PARTY. THE PROSPECT IS THAT THIS AMOUNT
WILL BE PAID IN APPROXIMATELY 2 MONTHS, WHEN THE EFFECTIVE CLOSING OF THE ADMINISTRATIVE PROCEED WILL OCCUR.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL SA
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
CVM (SECURITIES COMMISSION OF BRAZIL)
2. Principal Sanction:
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
10/17/2017 Exact Explanation
If not exact, provide explanation:
THIS ADMINISTRATIVE PROCEEDING WAS INITIATED BY THE BRAZILIAN SECURITIES AND EXCHANGE COMMISSION (COMISSÃO DE VALORES
MOBILIÁRIOS "CVM")
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING CVM NO. 2017/4719
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Other
Other Product Types:
INVESTMENT FUND
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THIS ADMINISTRATIVE PROCEEDING WAS INITIATED BY THE BRAZILIAN SECURITIES AND EXCHANGE COMMISSION (COMISSÃO DE VALORES
MOBILIÁRIOS "CVM") TO DETERMINE THE RESPONSIBILITY OF BANCO BTG PACTUAL S.A. ("BTG PACTUAL") AS THE MANAGER OF FUNDO DE
INVESTIMENTO MULTICREDITO CRÉDITO PRIVADO LS INVESTIMENTO NO EXTERIOR ("FIM CP LS"), AND OTHER INVESTMENT FUNDS, INDIVIDUALS AND
FINANCIAL INSTITUTIONS FOR THE ALLEGED OCCURRENCE OF SHORT SALES IN FIVE TRADING SESSIONS PRIOR TO THE DATE OF SETTING THE OFFER
PRICE OF OI S.A. AND, CONCURRENTLY, THE SUBSCRIPTION IN THE RESPECTIVE OFFER, WHICH, IN THE INTERPRETATION GIVEN BY THE CVM'S
TECHNICAL AREA, WOULD BE PROHIBITED UNDER THE PROVISIONS OF ARTICLE 1 OF CVM INSTRUCTION 530/12. IN THIS PROCEEDING, NO DIRECTOR
OR OTHER NATURAL PERSON OF THE INSTITUTION WAS SUMMONED, AND ONLY BTG PACTUAL AND FIM CP LS, AMONG OTHER ENTITIES, WERE
DESIGNATED AS A PARTY. THE DEFENSE WAS FILED WITH THE CVM IN FEBRUARY 2018 AND THE PROCEEDING IS UNDER REVIEW.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
11. Resolution Date (MM/DD/YYYY):
Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
AS EXPECTED, A DEFENSE WAS FILED BEFORE THE CVM ON JANUARY 2018 AND THE PROCESS IS CURRENTLY UNDER ASSESSMENT OF THE CVM.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL S.A.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
CVM (SECURITIES COMISSION OF BRAZIL)
2. Principal Sanction:
Other
Other Sanctions:
BTG PACTUAL PRESENTED ITS DEFENSE TO CVM ON NOVEMBER 2018, WHICH IS UNDER REVIEW.
3. Date Initiated (MM/DD/YYYY):
07/16/2018 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING CVM NO. 2018/4585:
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Equity - OTC
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE ALLEGED NON-COMPLIANCE WOULD HAVE OCCURRED AT A GENERAL SHAREHOLDERS' MEETING OF GERDAU S.A., A BRAZILIAN STEEL COMPANY
("GERDAU"), IN WHICH BTG PACTUAL APPOINTED - IN THE CAPACITY OF A MINORITY SHAREHOLDER - A MEMBER OF GERDAU'S FISCAL COUNCIL.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
CVM TO ASSESS THE RESPONSIBILITY OF BTG PACTUAL ON THE ALLEGED NON-COMPLIANCE WITH THE LEGAL PROVISION GRANTED TO MINORITY
SHAREHOLDERS OF A COMPANY - PROVIDED THE APPLICABLE LEGAL PARAMETERS ARE COMPLIED WITH - REGARDING THE RIGHT TO APPOINT ON A
SEPARATE ELECTION ITS MEMBER AND CORRESPONDENT ALTERNATE TO THE FISCAL COUNCIL
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
11. Resolution Date (MM/DD/YYYY):
Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
THE ADMINISTRATIVE PROCEEDING WAS INITIATED BY CVM TO ASSESS THE RESPONSIBILITY OF BTG PACTUAL ON THE ALLEGED NON-COMPLIANCE
WITH THE LEGAL PROVISION GRANTED TO MINORITY SHAREHOLDERS OF A COMPANY - PROVIDED THE APPLICABLE LEGAL PARAMETERS ARE COMPLIED
WITH - REGARDING THE RIGHT TO APPOINT ON A SEPARATE ELECTION ITS MEMBER AND CORRESPONDENT ALTERNATE TO THE FISCAL COUN-CIL
(CONSELHO FISCAL). THE ALLEGED NON-COMPLIANCE WOULD HAVE OCCURRED AT A GENERAL SHAREHOLDERS' MEET-ING OF GERDAU S.A., A
BRAZILIAN STEEL COMPANY ("GERDAU"), IN WHICH BTG PACTUAL APPOINT-ED - IN THE CAPACITY OF A MINORITY SHAREHOLDER - A MEMBER OF
GERDAU'S FISCAL COUNCIL. THE INDICTMENT MADE BY CVM PROVIDED THAT BTG PACTUAL WOULD NOT COMPLY WITH THE CONCEPT OF A MINORITY
SHAREHOLDER, DUE TO THE EXISTENCE OF CERTAIN TOTAL RETURN SWAPS AND PUT OPTIONS, AMONG OTHERS, ENTERED WITH THE CONTROLLING
COMPANY OF GER-DAU, WHICH COULD CHARACTERIZE AN ALIGNMENT OF INTERESTS OF BTG PACTUAL WITH SUCH CONTROLLING COMPANY, THEREBY
VIOLATING THE APPLICABLE LEGAL PROVISION. BASED ON THIS ALLEGATION, BTG PACTUAL PRESENTED ITS DEFENSE TO CVM ON NOVEMBER 2018. ON
THIS PROCESS, NO DIRECTOR OR OTHER NATURAL PERSON OF THE INSTITUTION WAS SUM-MONED, AND ONLY BTG PACTUAL WAS DESIGNATED AS A
PARTY.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BTG PACTUAL CORRETORA DE
TITULOS E VALORES
MOBILIARIOS SA
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
COMISSÃO DE VALORES MOBILIÁRIOS (CVM)
2. Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
02/05/2018 Exact Explanation
If not exact, provide explanation:
TRANSACTIONS PERFORMED UNDER BTG PACTUAL'S BUYBACK PROGRAM, THROUGH "BBTG11" UNITS ("UNITS") TRADED ON B3 S.A., BRASIL, BOLSA,
BALCÃO, THE BRAZILIAN STOCK EXCHANGE ("B3"), BETWEEN NOVEMBER 25, 2015 AND JANUARY 27, 2016.
4. Docket/Case Number:
ADMINISTRATIVE PROCEEDING CVM NO 19957.003801/2018-93 (3801/2018)
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
BTG PACTUAL CORRETORA DE TITULOS E VALORES MOBILIARIOS SA
6. Principal Product Type:
Equity Listed (Common & Preferred Stock)
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE CVM'S TECHNICAL DEPARTMENT MAINLY CLAIMS THAT, WITHIN THE SCOPE OF THE UNITS' BUYBACK PROGRAM, MARCELO KALIM (THEN OFFICER OF
BTG PACTUAL AND CURRENT MEMBER OF BTG PACTUAL'S CONTROLLING GROUP), MARCUS SARDINHA (THEN OFFICER OF BTG PACTUAL), JOSÉ
ZITELMANN (THEN OFFICER OF BTG PACTUAL ASSET MANAGEMENT S.A. DISTRIBUIDORA DE TÍTULOS E VALORES MOBILIÁRIOS), GUILHERME LOOS
MARTINS (THEN AND CURRENT OFFICER OF CTVM) AND RICARDO LUTFALLA (THEN AND CURRENT OFFICER OF CTVM) CARRIED OUT TRANSAC-TIONS
THAT MIGHT HAVE IMPACTED THE VALUE OF THESE UNITS TRADED IN B3 (ACCORDING TO ITEM I, WITH ITEM II, "B", OF CVM INSTRUCTION NO.
08/1979), AS WELL AS, IN THE CASES OF MR. RI-CARDO LUTFALLA AND OF CTVM, FOR ACCEPTING ORDERS ON BEHALF OF AN INVESTMENT FUND THAT
ACQUIRED UNITS AT THE TIME FROM, ACCORDING TO THE VIEW OF CVM, INDIVIDUALS NOT AUTHORIZED TO DO SO.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
11. Resolution Date (MM/DD/YYYY):
Exact Explanation
If not exact, provide explanation:
THE PARTIES ARE WORKING ON THEIR DEFENSES. HOWEVER, ADMINISTRATIVE PROCEEDINGS VERY OFTEN END WITH SETTLEMENT AGREEMENTS AND,
ACCORDING TO BRAZILIAN LAW, A SETTLEMENT AGREEMENT DOES NOT REP-RESENT A CONFESSION, AN ADMISSION OF ANY WRONGDOING OR AN
ACKNOWLEDGEMENT BY THE ACCUSED THAT THE CONDUCT AT ISSUE IN THE PROCEEDING IS CONTRARY TO LAW. ADDITIONAL-LY, SUCH SETTLEMENTS
ARE NOT CONSIDERED A CONVICTION OF ANY OFFENSE UNDER BRAZILIAN LAW OR REGULATION.
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
THIS ADMINISTRATIVE PROCEEDING WAS INITIATED BY CVM TO ASSESS THE RESPONSIBILITY OF BTG PACTUAL CORRETORA DE TITULOS E VALORES
MOBILIÁRIOS SA ("CTVM") AND THE INDIVIDUALS LISTED BELOW REGARDING CERTAIN TRANSACTIONS PERFORMED UNDER BTG PACTUAL'S BUYBACK
PROGRAM, THROUGH "BBTG11" UNITS ("UNITS") TRADED ON B3 S.A., BRASIL, BOLSA, BALCÃO, THE BRAZILIAN STOCK EXCHANGE ("B3"), BETWEEN
NOVEMBER 25, 2015 AND JANUARY 27, 2016.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BANCO BTG PACTUAL S.A.
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
CME GROUP INC.
2. Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
08/21/2015 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
NYMEX 14-9783-BC
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Futures - Commodity
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
SPOOFING IN VIOLATION OF EXCHANGE RULES.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Settled
11. Resolution Date (MM/DD/YYYY):
08/21/2015 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 50,000.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
BANCO BTG AGREED TO PAY A FINE TO THE EXCHANGE IN THE AMOUNT OF $50,000.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
ON AUGUST 21, 2015, WITHOUT ADMITTING OR DENYING THE FACTUAL ALLEGATIONS OR A NYMEX RULE VIOLATION, BANCO BTG PACTUAL S.A.
("BANCO BTG"), THE INDIRECT PARENT OF THE FIRM, AGREED TO AN ENTRY OF FINDINGS BY A PANEL OF THE BUSINESS CONDUCT COMMITTEE OF THE
NEW YORK MERCANTILE EXCHANGE ("NYMEX") THAT (A) ON SEVERAL TRADE DATES DURING THE TIME PERIOD FROM JANUARY 2013 THROUGH
FEBRUARY 2014, A TRADER THEN EMPLOYED BY BANCO BTG PACTUAL ENGAGED IN SPOOFING IN VIOLATION OF EXCHANGE RULES WHICH PROHIBIT
THIS PRACTICE AND (B) BANCO BTG FAILED TO ENSURE THAT ITS TRADER CONDUCTED HIS TRADING ACTIVITIES IN COMPLIANCE WITH EXCHANGE
RULES. IN CONNECTION THEREWITH, BANCO BTG AGREED TO PAY A FINE TO THE EXCHANGE IN THE AMOUNT OF $50,000. THE EMPLOYEE IS NO
LONGER ASSOCIATED WITH THE ORGANIZATION.
GENERAL INSTRUCTIONS
This Disclosure Reporting Page (DRP ADV) is an INITIAL AMENDED response used to report details for affirmative responses to Items 11.C., 11.D.,
OR
11.E., 11.F. or 11.G. of Form ADV.
Regulatory Action
Check item(s) being responded to:
11.C(1) 11.C(2) 11.C(3) 11.C(4) 11.C(5)
11.D(1) 11.D(2) 11.D(3) 11.D(4) 11.D(5)
11.E(1) 11.E(2) 11.E(3) 11.E(4)
11.F. 11.G.
Use a separate DRP for each event or proceeding . The same event or proceeding may be reported for more than one person or entity using one DRP. File
with a completed Execution Page.
One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the
same event. If an event gives rise to actions by more than one regulator, provide details for each action on a separate DRP.
PART I
A. The person(s) or entity(ies) for whom this DRP is being filed is (are):
You (the advisory firm)
You and one or more of your
advisory affiliates
One or more of your
advisory affiliates
If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name).
If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.
ADV DRP - ADVISORY AFFILIATE
CRD 159871
This advisory affiliate is a Firm an Individual
Number:
Registered:
Yes No
Name: BTG PACTUAL (UK) LIMITED
(For individuals, Last, First,
Middle)
This DRP should be removed from the ADV record because the advisory affiliate(s) is no longer associated with the adviser.
This DRP should be removed from the ADV record because: (1) the event or proceeding occurred more than ten years ago or (2) the adviser is
registered or applying for registration with the SEC or reporting as an exempt reporting adviser with the SEC and the event was resolved in the
adviser's or advisory affiliate's favor.
If you are registered or registering with a state securities authority , you may remove a DRP for an event you reported only in response to Item
11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any
event listed in Item 11 that occurred more than ten years ago.
This DRP should be removed from the ADV record because it was filed in error, such as due to a clerical or data-entry mistake. Explain the
circumstances:
B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to
the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.
Yes No
NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.
PART II
1. Regulatory Action initiated by:
SEC Other Federal State Foreign
SRO
(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO)
PORTUGUESE SECURITIES MARKET COMMISSION (CMVM)
2. Principal Sanction:
Civil and Administrative Penalt(ies) /Fine(s)
Other Sanctions:
3. Date Initiated (MM/DD/YYYY):
09/15/2014 Exact Explanation
If not exact, provide explanation:
4. Docket/Case Number:
REF: 49862/CORD/DC/2014/18750
5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):
6. Principal Product Type:
Equity Listed (Common & Preferred Stock)
Other Product Types:
7. Describe the allegations related to this regulatory action (your response must fit within the space provided):
THE CMVM ALLEGED THAT BTG PACTUAL (UK) LIMITED ("BTG UK") FAILED TO REPORT A NET SHORT POSITION OVER LISTED SHARES IN MARCH OF 2014
AND JULY OF 2014 UNDER ARTICLES 5(1)(2) AND 9(2) OF EU REGULATION NO. 236/2012, WHICH CONSTITUTED AN OFFENSE UNDER ARTICLE 389(1)(C)
OF THE PORTUGUESE SECURITIES CODE. THE FAILURE TO COMPLY WITH THE REPORTING OBLIGATION WAS DUE TO A FAILURE OF BTG UK'S IT
REPORTING SYSTEM AND BTG UK HAS NEVER BEFORE FAILED TO COMPLY WITH A SHORT-SELLING REPORTING OBLIGATION TO THE CMVM. SINCE ITS
FAILURE, BTG UK HAS REVIEWED ITS RELEVANT IT SYSTEMS AND ENSURED THAT NO FAILURE TO REPORT A NET SHORT POSITION ON LISTED SHARES
OCCURRED OR CAN OCCUR FOR THE SAME REASON. THE CMVM IMPOSED THE FINE UNDER A SIMPLIFIED PROCEDURE KNOWN AS "PROCESSO
SUMARISSIMO", WHICH WAS PURSUED CONSIDERING THE REDUCED GRAVITY OF THE OFFENSE AND THE REDUCED NEGLIGENCE OF BTG UK.
8. Current Status? Pending On Appeal Final
9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:
If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.
10. How was matter resolved:
Other
11. Resolution Date (MM/DD/YYYY):
09/26/2014 Exact Explanation
If not exact, provide explanation:
12. Resolution Detail:
A. Were any of the following Sanctions Ordered (check all appropriate items)?
Monetary/Fine Amount: $ 25,000.00
Revocation/Expulsion/Denial Disgorgement/Restitution
Censure Cease and Desist/Injunction
Bar Suspension
B. Other Sanctions Ordered:
Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal,
Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to
requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution,
disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of
penalty was waived:
THE FINE WAS FOR 25,000 EUROS AGAINST BTG PACTUAL (UK) LIMITED AND WAS PAID.
13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response
must fit within the space provided).
BTG UK RECEIVED A LETTER FROM THE PORTUGUESE REGULATOR (CMVM) ISSUING A FINE IN CONNECTION WITH THE LATE REPORTING OF A SHORT
SELL POSITION IN BANCO ESPIRITO SANTO ON 5 MARCH 2014. BTG UK'S REPORT SHOULD HAVE BEEN SUBMITTED ON 6 MARCH 2014, HOWEVER BTG
UK DID NOT BECOME AWARE OF ITS REPORTING OBLIGATION UNTIL 19 MARCH, AND THEREFORE BTG UK'S REPORT WAS SUBMITTED LATE. THIS
INCIDENT WAS PRIMARILY DUE TO INCOMPLETE INFORMATION IN BTG UK'S COMPLIANCE MONITORING SYSTEM, WHICH LED TO BTG UK'S REPORTING
SOFTWARE (RAPPTR) NOT FLAGGING A DISCLOSABLE EVENT IN A TIMELY MANNER. FOLLOWING THE ABOVE NOTIFICATION, BTG UK CONDUCTED AN
AUDIT OF ITS PORTUGAL REPORTING OBLIGATIONS AND UNCOVERED A SECOND DELAYED REPORT, ON 29 JULY, FOR PORTUGAL TELECOM. THAT
REPORT WAS SUBMITTED WITH THE CMVM ON 04 AUGUST. THE CMVM IMPOSED THE LOWEST POSSIBLE FINE OF 25,000 EURO THROUGH A SIMPLIFIED
PROCEDURE TAKING INTO CONSIDERATION THAT THIS IS BTG UK'S FIRST REPORTING ISSUE.
CIVIL JUDICIAL ACTION DISCLOSURE REPORTING PAGE (ADV)
No Information Filed
Execution Pages
DOMESTIC INVESTMENT ADVISER EXECUTION PAGE
You must complete the following Execution Page to Form ADV. This execution page must be signed and attached to your initial submission of Form ADV to
the SEC and all amendments.
Appointment of Agent for Service of Process
By signing this Form ADV Execution Page, you, the undersigned adviser, irrevocably appoint the Secretary of State or other legally designated officer, of the
state in which you maintain your principal office and place of business and any other state in which you are submitting a notice filing, as your agents to
receive service, and agree that such persons may accept service on your behalf, of any notice, subpoena, summons, order instituting proceedings, demand
for arbitration, or other process or papers, and you further agree that such service may be made by registered or certified mail, in any federal or state
action, administrative proceeding or arbitration brought against you in any place subject to the jurisdiction of the United States, if the action, proceeding, or
arbitration (a) arises out of any activity in connection with your investment advisory business that is subject to the jurisdiction of the United States, and (b)
is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939,
the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these acts, or (ii) the laws of the state
in which you maintain your principal office and place of business or of any state in which you are submitting a notice filing.
Signature
I, the undersigned, sign this Form ADV on behalf of, and with the authority of, the investment adviser. The investment adviser and I both certify, under
penalty of perjury under the laws of the United States of America, that the information and statements made in this ADV, including exhibits and any other
information submitted, are true and correct, and that I am signing this Form ADV Execution Page as a free and voluntary act.
I certify that the adviser's books and records will be preserved and available for inspection as required by law. Finally, I authorize any person having
custody or possession of these books and records to make them available to federal and state regulatory representatives.
Signature: Date: MM/DD/YYYY
Printed Name: Title:
Adviser CRD Number:
160110
NON-RESIDENT INVESTMENT ADVISER EXECUTION PAGE
You must complete the following Execution Page to Form ADV. This execution page must be signed and attached to your initial submission of Form ADV to
the SEC and all amendments.
1. Appointment of Agent for Service of Process
By signing this Form ADV Execution Page, you, the undersigned adviser, irrevocably appoint each of the Secretary of the SEC, and the Secretary of State or
other legally designated officer, of any other state in which you are submitting a notice filing, as your agents to receive service, and agree that such
persons may accept service on your behalf, of any notice, subpoena, summons, order instituting proceedings, demand for arbitration, or other process or
papers, and you further agree that such service may be made by registered or certified mail, in any federal or state action, administrative proceeding or
arbitration brought against you in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any
activity in connection with your investment advisory business that is subject to the jurisdiction of the United States, and (b) is founded, directly or indirectly,
upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of
1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these acts, or (ii) the laws of any state in which you are submitting a
notice filing.
2. Appointment and Consent: Effect on Partnerships
If you are organized as a partnership, this irrevocable power of attorney and consent to service of process will continue in effect if any partner withdraws
from or is admitted to the partnership, provided that the admission or withdrawal does not create a new partnership. If the partnership dissolves, this
irrevocable power of attorney and consent shall be in effect for any action brought against you or any of your former partners.
3. Non-Resident Investment Adviser Undertaking Regarding Books and Records
By signing this Form ADV, you also agree to provide, at your own expense, to the U.S. Securities and Exchange Commission at its principal office in
Washington D.C., at any Regional or District Office of the Commission, or at any one of its offices in the United States, as specified by the Commission,
correct, current, and complete copies of any or all records that you are required to maintain under Rule 204-2 under the Investment Advisers Act of 1940.
This undertaking shall be binding upon you, your heirs, successors and assigns, and any person subject to your written irrevocable consents or powers of
attorney or any of your general partners and managing agents.
Signature
I, the undersigned, sign this Form ADV on behalf of, and with the authority of, the non-resident investment adviser. The investment adviser and I both
certify, under penalty of perjury under the laws of the United States of America, that the information and statements made in this ADV, including exhibits
and any other information submitted, are true and correct, and that I am signing this Form ADV Execution Page as a free and voluntary act.
I certify that the adviser's books and records will be preserved and available for inspection as required by law. Finally, I authorize any person having
custody or possession of these books and records to make them available to federal and state regulatory representatives.
Signature: Date: MM/DD/YYYY
MARIANA CARDOSO 04/01/2026
Printed Name: Title:
MARIANA CARDOSO CHIEF COMPLIANCE OFFICER
Adviser CRD Number:
160110