Publicly Held Company
Corporate Taxpayer ID (CNPJ/MF): 04.149.454/0001-80
ECORODOVIAS INFRAESTRUTURA E LOGÍSTICA S.A. ("EcoRodovias" or "Company"), in accordance with CVM Resolution 80, hereby announces to its shareholders and the market the following transactions between related parties:
Name of Related Parties and Relations with the Company |
Sinelec is indirectly controlled by ASTM, which is the indirect controlling shareholder of the Company, holding 52.7% of EcoRodovias' capital stock. |
Objects of the Agreements |
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Main Terms and Conditions | Duration of Agreements: April 2, 2031. Amounts of the Implementation Agreements:
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Amounts of the Software Maintenance Agreements:
The total amount of the Agreements is three hundred sixty-two million, one hundred two thousand, and six hundred one reais (R$362,102,601.00), of which three hundred forty-five million, five hundred eighty-four thousand, and one reais (R$345,584,001.00) is allocated to the Contracted Consortium, and sixteen million, five hundred eighteen thousand, and six hundred reais (R$16,518,600.00) is allocated to Sinelec. The prices for services, materials, and software licenses will be adjusted annually, every twelve (12) months from the date the agreement is signed, based on the cumulative variation in the Broad Consumer Price Index (IPCA), as published by the Brazilian Institute of Geography and Statistics (IBGE), or by any other official index that may replace it. | |
Reasons why the Company's management considers that the transactions were carried out on an arm's length basis or establish adequate compensation | The Management considers that the transactions were carried out on an arm's length basis because: (i) the rules established in the Policy on Related-Party Transactions, as available on the Company's Investor Relations website, were followed; and (ii) the contractual conditions are in accordance with market practices (e.g., general clauses usually adopted in contracts signed by the Company for the type of contract and nature of the obligations). |
Information on potential participation of the counterparty, its partners or members of management in the Company's decision-making process regarding the transactions or in negotiations relating to the transactions as representatives of the Company, describing such participation | The Company informs that, following the Audit Committee's recommendation, the Agreements were presented to and approved by the Board of Directors, with the abstentions of the conflicted directors duly recorded. Subsequently, the Agreements were discussed and approved at meetings of the Boards of Directors of Ecovias Raposo Castello, Ecovias Rio Minas, and Ecovias Noroeste Paulista. |
São Paulo, December 23, 2025.
Marcello GuidottiCEO and Investor Relations Officer EcoRodovias Infraestrutura e Logística S.A.
55 (11) 3787-2612/2674/2686
invest@ecorodovias.com.br
http://www.ecorodovias.com.br/ri
