The guardian of investors’ rights throughout the operation, this is a financial institution authorized by the Central Bank to act as their representative in a debt securities issuance, such as debentures and commercial notes. It ensures that, after the issuer accesses the capital markets, an independent professional will monitor compliance with the issuance rules.
It is also responsible for monitoring interest and amortization payments, and may even enforce guarantees on behalf of investors in the event of issuer insolvency. The presence of a fiduciary agent is mandatory in transactions involving debentures, Commercial Notes (NCs), Real Estate Receivables Certificates (CRIs), Agribusiness Receivables Certificates (CRAs), Receivables Certificates (CR), among other investments.
They play a crucial role in issuing an impartial technical opinion on companies’ financial statements, ensuring that they fairly represent their equity and financial position in compliance with accounting and regulatory standards. They also verify whether the company’s internal controls are adequate and efficient to ensure data accuracy. An audited company experiences a natural gain in credibility, as market investors place greater trust in its disclosed results.
They structure and distribute offerings to their client base and advise issuers throughout this process. Brokerages and investment platforms authorized by the CVM provide access so that investors can trade assets on BEE4.
The institution responsible for the safekeeping, administration, and security of investors’ securities before the BEE4 Depository, ensuring that assets are correctly registered and segregated. In addition to maintaining control over positions with the Depository and processing the settlement of buy and sell transactions, the custodian manages asset transfers and executes event payments to its clients, such as dividends, interest, amortizations, and stock splits. Acting as the link between the investor and the central depository, it ensures that all financial and operational movements occur in an organized, transparent manner and in compliance with current regulatory standards.
An institution authorized by the Securities and Exchange Commission of Brazil (CVM) to provide depository services for securities, such as shares, debentures, and commercial notes. The main depository activities include the centralized safekeeping of assets, ownership control, and the registration of all movements involving these securities in a secure environment integrated with market participants. It is an essential function to ensure the legitimacy, traceability, and ownership of assets. BEE4 is Brazil’s first digital depository, marking a significant advancement in the modernization and digitalization of asset custody services in the country.
Responsible for bringing the securities offering to investors, coordinating the distribution process of the titles in the market. It interacts directly with investors, presenting the characteristics of the offering, clarifying doubts, and receiving investment orders from clients, in accordance with CVM regulations. Furthermore, the distributor must comply with suitability rules, establishing mechanisms to assess whether the investment matches the risk profile of each investor before the application is made.
Supports the company in the process of building the main materials to be presented to investors. One of them is the Diagnostic Report, which includes the valuation and its rationale, the company’s maturity level, its accounting and tax aspects, as well as legal due diligence.
Generally, the listing advisor consists of consulting firms with proven experience in corporate finance that will support the company throughout the listing process—from preparing the registration application, overseeing the legal advisory stages, validating the valuation, and handling the sounding process for the entire offering, to preparing the initial investor reports. They can also develop the commercial plan alongside the distributors (brokerages and banks).
Listing advisors can be investment banks, financial advisory firms, companies specialized in mergers and acquisitions (M&A), asset managers, or other institutions with technical qualifications in capital markets.
In practice, however, a listing advisor is only hired in a specific case: when the issuer is registered with the CVM (Category A or B) and its assets are traded directly to general investors. Otherwise, hiring a listing advisor is not required.
Also referred to as the lead coordinator (coordenador-líder), this is a financial institution (such as an investment bank, a distributor, or a brokerage) that leads and structures public offerings of securities, including debentures, commercial notes, and shares. It is responsible for organizing the stages of the operation, supporting price and volume definitions, monitoring the registration with the CVM, ensuring compliance with regulatory requirements, coordinating the preparation of offering documents (such as the prospectus or the FÁCIL form), and facilitating the placement of assets with investors.
Under the FÁCIL Regime (CVM Resolution No. 232), certain offerings can be carried out without the mandatory hiring of a lead manager, making access to capital markets simpler and more accessible for smaller companies.
They are responsible for controlling the “ledger” (or “book”), which reflects the updated corporate ownership structure of the companies issuing securities. They also support the management of corporate events, such as the payment of dividends to shareholders. Hiring a registrar is mandatory, as it ensures the integrity of ownership records resulting from transactions involving digital assets.
They play a fundamental role in providing SMEs with access to capital markets, advising issuers on the preparation of mandatory documents for going public and conducting public offerings.
Organizes and defines the structure of a financial transaction. They establish the funding format, including the type of security to be issued (such as debentures, commercial notes, or shares), as well as defining terms, remuneration, and any eventual guarantees. To achieve this, they analyze the profile of the issuing company, its financial capacity, and which funding model is best suited for each transaction.
In addition to designing the issuance structure, the structurer coordinates the various participants involved in the process, such as lawyers, auditors, fiduciary agents, distributors, and other institutions necessary to facilitate the offering. They also support the preparation of transaction documents, ensuring they are aligned with regulatory requirements.
An investor category defined by the CVM as those possessing greater financial capacity and/or expertise to operate in the capital markets. Professional investors include, among others: financial institutions, insurance companies, investment funds, pension funds, endowment funds, and individuals or legal entities that hold financial investments exceeding R$ 10 million and formally attest to this status.
In practice, professional investors perform more in-depth analyses before investing, demand higher levels of transparency, governance, and predictability from companies, and tend to operate with a structured, long-term vision. For issuing companies, this investor profile helps build greater credibility throughout the fundraising process in the capital markets.
Also referred to as an individual investor or retail investor, it is defined by the CVM as an investor who allocates their own money into the capital markets. They help diversify the company’s shareholder base since they invest smaller amounts than professional investors but are greater in number.
In addition to public communication conducted via material facts, for instance, this investor is also attentive to news regarding the company as well as earnings releases. Another difference compared to professional investors is that individual investors are more sensitive to the short-term fluctuations of an investment.
They establish and supervise the rules that ensure the safe and transparent functioning of the financial and capital markets.
Geared toward high-net-worth individuals, it has R$ 1 trillion in assets under management, with clients holding at least R$ 10 million in wealth.
Founded 16 years ago, it has more than 2 million clients, R$ 250 billion in assets under management, and 200 associated offices.
Infrastructure responsible for processing the settlement of public offerings conducted on BEE4. Integrated into market operations, it ensures the registration and settlement of transactions between issuers and investors.
Digital platform specialized in fiduciary services for investment funds and fixed-income securities. Founded in 1991, it has approximately R$ 152 billion in assets under management (3Q25), holding a 30% market share in CRI, CRA, debenture, and commercial note operations.
With 53 years of history, it is one of the most traditional law firms in Brazil. It operates in public offerings (initial or subsequent) for companies at different stages of maturity, regulatory representations, securitization, private placements, funds, and corporate reorganizations.
Com foco em estruturação de empresas em crescimento, lida com emissões, ofertas públicas, securitização, questões regulatórias e diversos instrumentos financeiros. Presta assessoria especializada em PMEs. Inaugurado em 2015, o Madrona se uniu ao escritório mineiro Fialho Salles em 2006.
With a focus on structuring growing companies, it handles issuances, public offerings, securitization, regulatory issues, and various financial instruments. It provides specialized advisory services for SMEs. Founded in 2015, Madrona merged with the Minas Gerais-based law firm Fialho Salles in 2023.
A network present in 120 countries and recognized as one of the largest independent audit firms in the world (Big 6), serving as a benchmark for mid-sized companies.
The fifth largest audit and consulting firm in the world, it is present in 164 countries and has 27 offices in Brazil.
Present in 100 countries, it features more than 40,000 specialists globally across the fields of auditing, tax advisory, financial advisory, and consulting.
An independent company specialized in capital markets infrastructure, such as the registration, settlement, and custody of fixed-income securities, as well as asset issuance and receivables management.
Founded in 2020, it administers and holds custody of more than 400 funds with R$ 30 billion under management; it also holds R$ 5 billion as a commercial note registrar.
Established in 1990, the full-service bank has R$ 2.3 billion in total assets; its credit portfolio grows at approximately 20% per year.
An investment banking firm specialized in mergers and acquisitions (M&A) and capital solutions, with a focus on SMEs.
Specialized legal solutions in intellectual property, corporate law, and tax law.
Offers integrated services in wealth advisory, outsourcing, auditing, and tax matters.
Operates across diverse fields, including valuation, M&A, accounting, and consulting, with an integrated and multidisciplinary vision.
Founded 16 years ago, it has more than 2 million clients, R$ 250 billion in assets under management, and 200 associated offices.
Founded in 2014, the consulting firm serves companies looking to expand their businesses.
It operates as a financial disintermediation platform in the investment banking sector, providing access to asset managers in Brazil and the US.
A financial institution that operates primarily as a broker-dealer and investment platform.
A consulting firm headquartered in Brasília with a branch in Salvador; it has more than 12 years of experience in financial management for the healthcare sector.
A firm specialized in mergers and acquisitions (M&A), with 15 international offices, 75 partners, and 800 consultants.
Specialized advisory services in M&A processes.
A financial advisory firm offering customized solutions in mergers & acquisitions (M&A) and capital markets.
An investment banking firm specialized in mergers and acquisitions (M&A) and capital solutions, with a focus on SMEs.
A regulatory agency created in 1964, it regulates and supervises financial and payment institutions, contributing to the safety, efficiency, and integrity of the country's financial system.
A regulatory agency created in 1976, responsible for regulating, supervising, and developing the capital markets, as well as protecting investors.