Governance in SAFs and Football Investments: Fiduciary Management and Compliance under Laws 14.193/2021 and 15.427/2026

• Mandatory Independent Directors: Requirement that at least one member of the Board of Directors and one member of the Fiscal Council meet the independence criteria (CVM parameters), ensuring autonomous judgment in strategic resolutions.
• Expanded Corporate Disclosure: Obligation to publish the minutes of general meetings, board and executive board meetings, in addition to detailed nominative shareholding composition and financial statements audited by an independent audit.
• Mitigation of Conflicts of Interest: Strict segregation rules between the founding club or legal entity and the controlling shareholder of SAF, with administrators residing abroad required to appoint an attorney-in-fact with powers of legal representation and domicile in Brazil before taking office.
• Discipline of Liabilities and Minimum Dividends: Reinforcement in the allocation of SAF's own revenues and transfers to comply with the creditors' plan of the Centralized Execution Regime (RCE), with a mandatory minimum distribution of dividends (25% of adjusted net income) as long as the founding club maintains pre-constitution obligations.

• Indemnity for FIFA Training (Art. 20 FIFA RSTP): Evidence validation of the federative training history to calculate and prove the indemnities due in the first professional contract or transfers of athletes until the end of the season of their 23rd birthday.
• FIFA Solidarity Mechanism (Art. 21 FIFA RSTP): Parametric calculation of the 5% withholding on the financial compensation of definitive transfers or onerous loans, distributed pro-rata among the training clubs from 12 to 23 years old, with auditable dossiers for partner bank settlement instruction.
• Governance of the Centralized Execution Regime (RCE): Transparent and auditable reconciliation of the percentage of current revenues destined to the payment of the clubs' historical liabilities before the centralizing courts.
• Sponsorship and Sports Integrity Due Diligence: Prior validation of business partners, corporate compliance and strict compliance with sports integrity, betting and responsible advertising guidelines.

Structure corporate governance and document reconciliation to support investor attraction and sectoral compliance.

Structuring Sports Governance | Talking to AFS Experts

Does Venko participate in commissions on athlete transfers?

No. Venko Total Group is strictly a provider of governance infrastructure and contract coordination, with no economic interest in the federative or economic rights of athletes.

How does the system assist in paying RCE creditors?

The system automates the documentary reconciliation of SAF revenues and structures reports so that authorized parties can submit deposits to the centralizing court in an auditable manner.

What is the operational difference between Training Compensation and the FIFA Solidarity Mechanism?

The Training Compensation (Art. 20 RSTP) remunerates the training costs incurred by educational clubs up to the age of 23 when signing the first professional contract or subsequent transfers. The Solidarity Mechanism (Art. 21 RSTP) retains 5% of transfer compensation in onerous transactions during the contract for proportional distribution among all clubs that trained the athlete from 12 to 23 years old. The platform structures the dossiers and specific calculations for each institute.

How do WORM trails of transfers and sports audit align with LGPD data protection (Art. 18)?

Corporate contracts and settlement receipts maintain WORM (Write Once, Read Many) integrity chaining. Sensitive personal and biometric data of athletes in training are encapsulated in segregated cryptographic modules; In the event of a request for cancellation or end of purpose under the LGPD, cryptographic shredding is triggered, protecting the SAF's accounting history without exposing protected individual data.