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Art. 264. In the event of the incorporation of a controlled company by the parent company, the justification presented to the general meeting of the controlled company must contain, in addition to the information provided for in arts. 224 and 225, the calculation of the exchange ratios of the shares of the non-controlling shareholders of the controlled company based on the net equity value of the shares of the parent company and the controlled company, with both equity values ​​being assessed according to the same criteria and on the same date, at market prices, or based on another criterion accepted by the Securities and Exchange Commission, in the case of publicly-held companies. (As amended by Law 10,303 of 2001).

The assessment of both assets will be carried out by 3 (three) experts or a specialized company and, in the case of publicly-held companies, by a specialized company. (As amended by Law 10,303 of 2001)