PPLA Participations Ltd. - Management Reports 2024

Management Report

Dear Shareholders,

The Management of PPLA Parꢀcipaꢀons Ltd. (“PPLA Parꢀcipaꢀons” or “Company”) and its subsidiaries are pleased to present the

Management Report and Financial Statements for the year ended December 31, 2023, in accordance with IAS 34 – Financial

Reporꢀng, part of the Internaꢀonal Financial Reporꢀng Standards (IFRS) and the Brazilian Corporate Law.

Relevant Event

In the year ended December 31, 2023, there was no capitalizaꢀon in PPLA Investments.

Performance

On the year ended of 2023, PPLA Parꢀcipaꢀons had an operaꢀng result of R$ 2 thousand.

Independent Auditors

PPLA Parꢀcipaꢀons policy on contracꢀng services not related to the external audit by our independent auditors is based on the

applicable regulaꢀons and the internally accepted principles that safeguard the auditor’s independence, i.e. that the auditors

should not audit their own work, carry out management funcꢀons for their clients or promote the interests of those clients.

Acknowledgements

PPLA Parꢀcipaꢀons thanks its investors and market partners for their conꢀnued conﬁdence and support.

(A free translation of the original in Portuguese)

www.pwc.com.br

PPLA

Participations Ltd.

Financial statements at

December 31, 2023

and independent auditor's report

(A free translation of the original in Portuguese)

Independent auditor's report

To the Board of Directors and Shareholders

PPLA Participations Ltd.

Opinion

We have audited the accompanying financial statements of PPLA Participations Ltd. (the "Company"),

which comprise the balance sheet as at December 31, 2023 and the statements of income,

comprehensive income, changes in shareholders’ equity and cash flows for the year then ended, and

notes to the financial statements, including material accounting policies and other

explanatory information.

In our opinion the financial statements referred to above present fairly, in all material respects, the

financial position of PPLA Participations Ltd. as at December 31, 2023, and its financial performance

and its cash flows for the year then ended, in accordance with the International Financial Reporting

Standards (IFRS) as issued by the International Accounting Standards Board (IASB) (currently

described as "IFRS Accounting Standards" by the IFRS Foundation).

Basis for opinion

We conducted our audit in accordance with Brazilian and International Standards on Auditing. Our

responsibilities under those standards are described in the "Auditor's Responsibilities for the Audit of

the Financial Statements" section of our report. We are independent of the Company in accordance

with the ethical requirements established in the Code of Professional Ethics and Professional

Standards issued by the Brazilian Federal Accounting Council, and we have fulfilled our other ethical

responsibilities in accordance with these requirements. We believe that the audit evidence we have

obtained is sufficient and appropriate to provide a basis for our audit opinion.

Material uncertainty related to going concern

We draw attention to Note 1 to these financial statements, which states that the Company has incurred

recurring decreases in shareholders' equity over the past few years for the reasons set out in that Note.

Management's plans for reversing this situation, are also described in Note 1, and depends on the

success of the initiatives taken by Management, through obtaining loans and capitalization, if

necessary. This situation, among others described in that Note, indicates the existence of significant

uncertainty that may cast significant doubts about the ability of the Company to continue as a going on

concern. Our opinion is not qualified in respect of this matter.

Key Audit Matters

Key Audit Matters are those matters that, in our professional judgment, were

of most significance in our audit of the financial statements of the current

Matters

period. These matters were addressed in the context of our audit of the

financial statements as a whole, and in forming our opinion thereon,

and we do not provide a separate opinion on these matters.

Why it is a

Key Audit

Matter

How the

matter was

addressed

PricewaterhouseCoopers Auditores Independentes Ltda., Avenida Brigadeiro Faria Lima, 3732, Edifício B32, 16o

São Paulo, SP, Brasil, 04538-132

T: +55 (11) 4004-8000, www.pwc.com.br

PPLA Participations Ltd.

In addition to the matter described in the "Material uncertainty related to going concern" section, we

have determined the matters described below to be the key audit matters to be communicated in

our report.

We planned and performed our audit for the year then ended December 31, 2023 taking into

consideration that the operations of the Company had not changed significantly in relation to the

previous year. In this respect, the Key Audit Matters, as well as our audit approach, have remained

substantially in line with those in the prior year.

Why it is a Key Audit Matter

How the matter was addressed in the audit

Fair value measurement of financial

instruments Level III

As disclosed in Notes 3(e) and (f), 6 and 7, the

Company has a investment in the subsidiary

PPLA Investments LP., which, as of

December 31, 2023, invested in financial

instruments as shares and quotas of privately-

held companies, classified as Level III, with

operations in different industries and locations.

These shares and quotas of privately held

Our main audit procedures considered, among

others, our understanding of the main processes

involving the fair value measurement of financial

instruments Level III.

With the support of our specialists, we had

meetings with those in the Management

responsible for the preparation and approval of

companies, with no stock exchange quoted prices, calculation of valuation of shares and quotas, in

which are, as a result, valued at fair value

estimated by Management, in accordance with

the Company's assumptions and internal pricing work is consistent with the valuation techniques

order to establish, based on our experience and

judgment, whether the Company's measurement

models, that are based mainly on cash flow,

and/or recent price negotiations transactions.

usually applied in the market.

We also tested the valuation methodology as

well as the assumptions used by Management

through the following: (i) understanding

We consider this a focus area in our audit as the

use of different valuation techniques and

assumptions may produce significantly different of the methodology used in the assessment;

fair value estimates and also due to the (ii) comparison of assumptions observable

materiality of the financial instruments, classified in the market, when applicable; (iii) review of the

as Level III, in the context of the financial

statements.

movements occurred during the year;

(iv) comparison with the information and

fair value obtained by the Company and

(v) comparison of the spreadsheets used for the

share and quotas valuation with the accounting

records and with the disclosures made in the

notes to the financial statements.

We believe that the criteria adopted by

management in the fair value measurement of the

derivative financial instruments are consistent

with the information analyzed in our audit.

Responsibilities of management and those charged with governance for the

financial statements

Management is responsible for the preparation and fair presentation of these financial statements in

accordance with the International Financial Reporting Standards (IFRS) as issued by the International

Accounting Standards Board (IASB) (currently described as "IFRS Accounting Standards" by the IFRS

Foundation), and for such internal control as management determines is necessary to enable the

preparation of financial statements that are free from material misstatement, whether due to fraud

or error.

PPLA Participations Ltd.

In preparing the financial statements, management is responsible for assessing the Company's ability

to continue as a going concern, disclosing, as applicable, matters related to going concern and using

the going concern basis of accounting unless management either intends to liquidate the Company or

to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company's financial reporting

process.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole

are free from material misstatement, whether due to fraud or error, and to issue an auditor's report

that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee

that an audit conducted in accordance with Brazilian and International Standards on Auditing will

always detect a material misstatement when it exists. Misstatements can arise from fraud or error and

are considered material if, individually or in the aggregate, they could reasonably be expected to

influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with Brazilian and International Standards on Auditing, we exercise

professional judgment and maintain professional skepticism throughout the audit. We also:

•

Identify and assess the risks of material misstatement of the financial statements, whether due to

fraud or error, design and perform audit procedures responsive to those risks, and obtain audit

evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not

detecting a material misstatement resulting from fraud is higher than for one resulting from error,

as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override

of internal control.

•

Obtain an understanding of internal control relevant to the audit in order to design audit

procedures that are appropriate in the circumstances, but not for the purpose of expressing an

opinion on the effectiveness of the Company's internal control.

•

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting

estimates and related disclosures made by management.

Conclude on the appropriateness of management's use of the going concern basis of accounting

and, based on the audit evidence obtained, whether a material uncertainty exists related to events

or conditions that may cast significant doubt on the Company's ability to continue as a going

concern. If we conclude that a material uncertainty exists, we are required to draw attention in our

auditor's report to the related disclosures in the financial statements or, if such disclosures are

inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to

the date of our auditor's report. However, future events or conditions may cause the Company to

cease to continue as a going concern.

•

Evaluate the overall presentation, structure and content of the financial statements, including the

disclosures, and whether the financial statements represent the underlying transactions and events

in a manner that achieves fair presentation.

Obtain sufficient appropriate audit evidence regarding the financial information of the entities or

business activities within the group to express an opinion on the Company's financial statements.

We are responsible for the direction, supervision and performance of the audit, considering these

investees. We remain solely responsible for our audit opinion.

PPLA Participations Ltd.

We communicate with those charged with governance regarding, among other matters, the planned

scope and timing of the audit and significant audit findings, including any significant deficiencies in

internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant

ethical requirements regarding independence, and to communicate with them all relationships and

other matters that may reasonably be thought to bear on our independence, and where applicable,

actions taken to eliminate threats to our independence or safeguards applied.

From the matters communicated with those charged with governance, we determine those matters

that were of most significance in the audit of the financial statements of the current period and are

therefore the Key Audit Matters. We describe these matters in our auditor's report unless law or

regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we

determine that a matter should not be communicated in our report because the adverse consequences

of doing so would reasonably be expected to outweigh the public interest benefits of

such communication.

São Paulo, March 21, 2024

PricewaterhouseCoopers

Auditores Independentes Ltda.

CRC 2SP000160/O-5

Edison Arisa Pereira

Contador CRC 1SP127241/O-0

PPLA Participations Ltd.

Balance sheet

As of December 31, 2023, and December 31, 2022

(In thousands of reais)

Assets

Note

12/31/2023

12/31/2022

Investment entity portfolio

Amounts receivable

Total assets

968

977

506

513

Liabilities

Other liabilities

Total liabilities

968

506

Shareholders' equity

Capital stock and share premium

Other comprehensive income

Accumulated losses

1,504,802

424,134

(1,928,927)

1,504,802

424,135

(1,928,930)

Total shareholders' equity

Total liabilities and shareholders' equity

977

513

The accompanying notes are an integral part of these financial statements.

PPLA Participations Ltd.

Statement of income

Years ending December 31, 2023, and 2022

(In thousands of reais, except profit per share)

Note

12/31/2023

12/31/2022

Gain on investment entity portfolio measured at fair value

Administrative expenses

(2,997)

(3,221)

Other operating income

Operating profit

2,997

3,218

Profit for the year

Profit / (Loss) per share - basic and diluted (in reais)

0.0007

The accompanying notes are an integral part of these financial statements.

PPLA Participations Ltd.

Statement of comprehensive income

Years ending December 31, 2023, and 2022

(In thousands of reais unless otherwise stated)

12/31/2023

12/31/2022

Profit for the year

(8)

(7)

(1)

(6)

Other comprehensive income / (loss) not to be reclassified to profit or loss:

Movement in investments designated at fair value through other comprehensive income

Currency translation adjustments

(1)

Total comprehensive income

The accompanying notes are an integral part of these financial statements.

PPLA Participations Ltd.

Statement of changes in shareholders’ equity

Years ending December 31, 2023, and 2022

(In thousands of reais unless otherwise stated)

Total

shareholders'

equity

Accumulated

losses

Capital

1,504,802

Other comprehensive income

Balance as of December 31, 2021

Profit for the Year

Change in investments at fair value through other comprehensive income

Currency translation adjustments

424,143

(1,928,934)

(5)

(1)

(7)

(1)

Balance as of December 31, 2022

1,504,802

424,135

(1,928,930)

Balance as of December 31, 2022

1,504,802

424,135

(1,928,930)

Profit for the Year

Fair value realization of equity instrument

(1)

Balance as of December 31, 2023

1,504,802

424,134

(1,928,927)

The accompanying notes are an integral part of these financial statements.

PPLA Participations Ltd.

Statement of cash flows

Years ending December 31, 2023, and 2022

(In thousands of reais unless otherwise stated)

Note

12/31/2023

12/31/2022

Operating activities

Profit for the year

Adjustments to the loss for the year

Loss from investment entity portfolio measured at fair value

Adjusted loss for the semester

(2)

(5)

(3)

Increase in operating liabilities

Due to brokers

Other liabilities

(462)

462

(48)

Cash provided by / (used in) operating activities

Increase / (decrease) in cash and cash equivalents

Balance of cash and cash equivalents

At the beginning of the year

At the end of the year

Increase / (decrease) in cash and cash equivalents

The accompanying notes are an integral part of these Interim Financial Statement.

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

1. Operating context

PPLA Participations Ltd. ("PPLA Participations", "Company" or “PPLAP”) was constituted as a tax

exempted Limited Liability Company under the laws of Bermuda on March 26, 2010. On December 29,

2010, the Bermuda monetary authority approved the constitution of the Company. PPLA

Participations headquarters is located at Clarendon House, 2 Church Street, HM 11, Hamilton,

Bermuda.

The Company has applied for and has been granted exemption from all forms of taxation in Bermuda

until September 30, 2035, including income, capital gains and withholding taxes. In jurisdictions other

than Bermuda, some foreign taxes will be withheld at source on dividends and certain interest

received by the Company.

PPLA Participations (together with BTG Pactual, the “Group”) have units listed on NYSE Euronext in

Amsterdam and B3 in São Paulo. Each unit issued corresponds to 1 class A shares and 2 class B shares

of PPLA Participations Ltd. All units listed and traded in Amsterdam remained wholly interchangeable

with the units in Brazil.

The Company is the sole owner of BTG Bermuda LP Holdco Ltd ("BTG Holdco") which, on December

29, 2010, received a Class C common share from BTG Pactual Management Ltd. and thus became

general partner of PPLA Investments LP. (“PPLA Investments“), previously denominated BTG

Investments LP. As a consequence of this transaction, the Company obtained the right to control the

financial and operating policies of PPLA Investments.

PPLA Investments was formed in 2008 and makes proprietary capital investments in a wide range of

financial instruments, including Merchant Banking investments in Brazil and overseas, and a variety of

financial investments in global markets.

BTG Pactual’s asset management area manages PPLA Investments’ assets and receives fees at arm’s

length.

The Management of PPLA Investments is monitoring the recurring reduction in the Company's

Shareholders' Equity over the last few years, mainly due to losses arising from negative mark-to-

market in its investment entity portfolio. Reverting the accumulated deficit situation requires a

successful implementation of Management's initiatives through loans - made between the Company

and BTG MB Investments LP (“BTG MB”) - which can be capitalized, if necessary.

Although the deficit picture portraits the existence of a relevant uncertainty that can raise questions

about the Company's operational continuity, management evaluation came to conclude, based on the

aforementioned initiatives, that PPLA Participations has the capacity to continue operating in the next

12 months.

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

Loan Agreement

On June 21st, 2021 PPLAI entered into a Loan Agreement with BTG MB Investments LP ("BTG MB") in

which PPLAI approved a credit line with BTG MB with total amount to BRL750 million, to be disbursed

according to PPLAI request, on dates and amounts of the company loan installments, on the following

dates: June 21st,2021, July 9th, 2021, December 16th, 2021, 2022, December 12th, 2022 and

December 23th, 2023, with 30 months maturity, starting of June 21st, 2021 and interest rate of 117.3%

of CDI to be applied on each amount disbursed. The agreement does not have on the date of its

execution, a provision that would enable BTG MB to capitalize such credits fully or partially in the

corresponding number of shares (partnership interests) of PPLA Investments, without prejudice to any

commercial agreement to be negotiated on an arm's length basis. Simultaneously with the execution

of the Agreement, PPLA Investments requested the first disbursement to BTG MB in the amount of

approximately BRL90 million, which was made on the same date by BTG MB.

On July 9, 2021, PPLA Investments requested the second disbursement to BTG MB in the amount of

approximately BRL 160 million, which was made on the same date.

On December 16, 2021, PPLA Investments requested the third disbursement to BTG MB in the amount

of approximately BRL 116 million, which was made on the same date.

On November 13, 2023, PPLA Investments settled BRL 142 million of these loans, with cash and

resources arising from operations with financial assets at amortized cost.

The loans corresponding to this Loan Agreement are conducted within the scope of the Company's

initiatives to address its economic and financial situation and PPLA Investments' recurring capital

needs, especially considering the maturity of certain loans and other short-term liabilities.

2. Presentation of Financial Statement

The Company’s Financial Statement were prepared and are being presented in accordance with

International Financial Report Standards (IFRS), issued by International Accounting Standards

Board (IASB), currently referred to by the IFRS Foundation as "IFRS accounting standards".

The items included in the Financial Statement of each of the businesses of the Company are measured

using the currency of the primary economic environment in which the company operates ("functional

currency").

The Financial Statement were approved by the Management on March 12, 2024, and it contains a true

and fair view of the financial position and results of the Company.

Amendments to IAS 7 – Statement of Cash Flow and IFRS 7 – Financial Instruments: Disclosures issued

in May 2023 increasing the disclosure requirements for supplier financing agreements and their effect

on a company’s liabilities, cash flows and exposure to liquidity risk. These amendments will become

effective as of January 1, 2024. The possible impacts are being evaluated and will be completed by the

date on which the standard enters into force.

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

3. Main accounting practices

a. Use of estimative

The preparation of Financial Statement in conformity with IFRS requires management to make

estimates and assumptions that affect the reported balances of assets, liabilities and disclosure of

contingent assets and liabilities at the date of the Financial Statement, as well as the reported amounts

of revenues and expenses during the year. These estimates are based on historical experience and

various other factors that Management believes are reasonable under the circumstances, the results

form the basis for judgments about carrying values of assets and liabilities, which are not determined

through other sources. The actual results could differ from those estimates.

b. Functional currency and presentation

The Company's functional currency became the real as of April 1, 2022, since most business

transactions, especially its investments, are in this currency.

The change does not have significant effects on the Financial Statement, in any period, given that the

Company already presented its Financial Statement in real.

c. Cash

Cash and cash equivalents include cash, bank deposits and highly liquid short-term investments

redeemable in up to 3 months, subject to an insignificant risk of change in value.

d. Revenue and expense recognition

Net gains with financial instruments

Amounts that arise from trading activity including all gains and losses from changes in the fair

value and the interest and dividend income or expense of financial assets and liabilities held for

trading.

Interest income (expense)

Interest income (expense) is recognized as incurred, using the effective interest rate method. The

interest on financial instruments held for trading are recorded in the statement of income when

applicable.

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

e. Financial instruments

This section described the accounting practices related to IFRS 9.

Recognition date

All financial assets and liabilities are initially recognized on the trading date, that is, the date on

which the entity becomes an interested party to the contractual relationship of the instrument.

This includes purchases or sales of financial assets or liabilities that require delivery of the asset

at a specified time established by regulation or market standard.

Initial recognition of financial instruments

The classification of the financial instruments at their initial recognition depends on the purpose

for which they were acquired and their characteristics. IFRS 9 classification is generally based on

the business model in which a financial asset is managed and its contractual cash flows.

Subsequently to the IFRS 9 early adoption without electing fair value option, the Company

classified its financial assets as measured at fair value through profit or loss (FVTPL), fair value

through other comprehensive income (FVOCI) with or without recycling or at amortized cost.

Derivatives financial instruments

Derivative financial instruments are recorded at fair value and held as assets when fair value is

positive and as liabilities when fair value is negative. The changes in fair value of derivatives are

recognized in the income statement “Net gains (losses) with financial instruments held for

trading”.

Financial assets and liabilities designated at fair value through profit and loss

Financial assets and liabilities classified in this category are those designed as such on initial

recognition. The designation of a financial instrument at fair value through profit or loss on initial

recognition is only possible when the following criteria is observed, and the designation of each

instrument is individually determined:



Designation eliminates or significantly reduces the inconsistent treatment which would occur

in the measurement of assets and liabilities or in the recognition of gains and losses

corresponding to different ways; or

Assets and liabilities are part of a group of financial assets, financial liabilities, or both, which

are managed and with their performance assessed based on the fair value, as a documented

strategy of risk or investment management; or

The financial instrument contains one (or more) embedded derivative(s), which significantly

modifies the cash flows that would otherwise be required by the agreement.

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

Financial assets and liabilities at fair value through profit and loss are recorded in the balance

sheet at fair value. Changes in the fair value and earned or incurred interest are recorded in “profit

and loss”.

Financial assets measured at amortized cost

A financial asset shall be measured at amortized cost if both of the following conditions are met:



The financial asset is held within a business model whose objective is to hold financial assets

in order to collect contractual cash flows and.

The contractual terms of the financial asset give rise on specified dates to cash flows that are

solely payments of principal and interest on the principal amount outstanding.

After initial measurement, financial assets are measured at amortized cost using the effective

interest rate method.

Financial liabilities at amortized cost

Financial liabilities are measured at amortized cost using the effective interest rate method and

considering any discount or premium on issue and relevant costs that become part of the effective

interest rate.

Reclassifications

Financial assets are not reclassified subsequent to their initial recognition, except in the period

after the Company changes its business model for managing financial assets.

Impairment of financial assets

Under IFRS 9, at initial recognition of a debt instrument, the Company needs to project its

expected credit losses for the next 12 months and recognize it as an allowance for credit losses,

even though no losses have yet occurred.

If the Company is expecting a significant deterioration in the credit quality of its counterparty, it

should recognize an allowance equivalent to the lifetime expected credit losses of the instrument,

rather than only the 12 month expected credit losses.

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

Measurement

Expected credit losses are a probability-weighted estimate of credit losses. They are measured as

follows:



Financial assets that are not credit-impaired at the Report date: as the present value of all cash

shortfalls (the difference between the cash flows due to the entity in accordance with the

contract and the cash flows that the Group expects to receive).



Financial assets that are credit-impaired at the Report date: as the difference between the

gross carrying amount and the present value of estimated future cash flows.

Undrawn loan commitments: as the present value of the difference between the contractual

cash flows that are due to the Group if the commitment is drawn down and the cash flows that

the Group expects to receive; and



Financial guarantee contracts: the expected payments to reimburse the holder less any

amounts that the Group expects to recover.

If the assets are no longer performing (a credit event), despite considering the expected credit losses

for the lifetime of the instrument, the Company should also recognize interest revenue based on the

net carrying amount, which means that the allowance should be accounted for on interest recognition.

The main evidence of deterioration of the credit quality of the counterparty are:



the significant decline in the fair value of any security for a prolonged period.

noncompliance with contract terms for delay of principal or interest.

deterioration in ability to pay and operational performance.

breach of covenants.

notable change in the performance of the counterparty market.

reduced liquidity of the asset due to financial difficulties the lender.

For impairment losses related to debt instruments through other comprehensive income, such losses

will be recognized on the consolidated statements of income against other comprehensive income in

an account called “accumulated impairment amount.” However, if in a subsequent period occur an

increase in the fair value of the financial asset that can be related to any event, the loss previously

considered will be reversed in profit and losses.

The Company is required to reduce the gross carrying amount of its financial instruments when there

is no reasonable expectation of recovering the contractual cash flows on the financial assets on its

entirety or a portion thereof.

f. Valuation of Investment entity portfolio

Within the context of IFRS 10, this entity is treated as an investment entity and therefore it is not

necessary to conduct all the procedures related to the consolidation of investees, as the exception

indicated in this rule. The objective is to earn gains through the management of portfolios and

eventual purchase and sale transactions.

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

Investment entity portfolio is held at fair value with movements in fair value going through the profit

and loss account. The investments held by BTG Holdco (through BTGI) are defined as underlying

investments. These underlying investments correspond substantially to an investment in global

markets and merchant banking investments which are generally made directly or through ownership

in limited partnership funds. The merchant banking investments are comprised of equity ownerships,

loans and convertible instruments which most of the risk and return are dependent on the fair value

and characteristics of underlying equity. The Company may adjust these values if, in its view, the

values do not reflect the price which would be paid in an open and unrestricted market between

informed and prudent parties, acting at arm's length and under no compulsion to act.

Investment entity portfolio is measured according to the fair value measurement hierarchy

described below:

Level 1: Price quotations observed in active markets for the same instrument.

Level 2: Price quotations observed in active markets for instruments with similar characteristics or

based on pricing model in which the relevant parameters are based on observable active market data.

Level 3: Pricing models in which current market transactions or observable data are not available and

require a high degree of judgment and estimation. Instruments in this category have been valued using

a valuation technique where at least one input which could have a significant effect on the

instrument’s valuation is not based on observable market data. Where inputs can be observed from

market data without undue cost and effort, the observed input is used. Otherwise, the Company

determines a reasonable level for the input. The valuation models are developed internally and are

reviewed by the pricing team, which is independent from the revenue generating areas, they are

updated whenever there is evidence of events that could have affected the assets’ pricing. Investment

entity portfolio primarily includes certain limited partnership interests in private equity funds mainly

derived from our merchant banking activities and OTC derivatives which valuation depends upon

unobservable inputs. No gain or loss is recognized on the initial recognition of an investment entity

portfolio valued using a technique incorporating significant unobservable data.

Level 3 valuation assumptions

Asset

Valuation technique

Main assumptions

Market and revenue growth, profitability and

Price of recent investments; Models based on leverage expectations, discount rates, macro-

discounted cash flows or earnings; market economic assumptions such as inflation and

Private Equity Funds (unquoted

investments)

transactions (M&A) multiples.

exchange rates, risk premiums including market,

size and country risk premiums.

Counterpart

recovery rates.

Probability of default and

Derivatives

Standard models and non-bidding quoted

prices

In certain cases, data used to determine fair value may be from the different levels of the fair value

measurement hierarchy. In these cases, the financial instrument is classified in the most conservative

hierarchy in which the relevant data for the fair value assessment were used. This evaluation requires

judgment and considers specific factors of the relevant financial instruments. Changes in the

availability of the information may result in reclassification of certain financial instruments among the

different levels of fair value measurement hierarchy.

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

g. Financial instruments – Offsetting

Financial assets and liabilities are presented net in the balance sheet if, and only if, there is a current

and enforceable legal right to offset the amounts recognized and if there is the intention to offset, or

to realize the asset and clear the liability simultaneously.

h. Contingent assets and liabilities

Provisions are recognized when the Company has a current obligation (legal or constructive), as the

result of a past event and it is probable that an outflow of resources which incorporates economic

benefits shall be required to settle the obligation and a reliable estimate of the amount of the

obligation can be made. The expense related to any allowance is presented in the income statement

net of any reimbursement.

The recognition, measurement and the disclosure of the assets and contingent liabilities and of the

legal are made pursuant to the criteria described below.

Contingent assets - not recognized in the Financial Statement, except when there is evidence that

realization is virtually certain.

Contingent liabilities - are recognized in the Financial Statement when, based on the opinion of legal

advisors and Management, the risk of loss of an action, judicial or administrative is deemed likely, with

a probable outflow of resources to settlement of the obligations and when the amounts involved can

be reasonably measured. Contingent liabilities classified as possible losses by the legal advisors are

only disclosed in explanatory notes, while those classified as remote losses are neither provided for

nor disclosed.

i. Profit allocation

The dividends are classified as liabilities when declared by the board and approved by the

Extraordinary / Ordinary General Meeting.

j. Segment information

IFRS 8 requires that operating segments are disclosed consistently with information provided to the

Company’s chief operating decision maker, who is the person or group of persons that allocates

resources to the segments and assesses their performance. Management understands the Company

has only one segment, which is related to the company’s an investment activity and so no segment

information is disclosed.

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

k. Invested companies

Below is the ownership interest held by PPLA Investments in its Indirect subsidiaries:

Equity interest - %

12/31/2023 12/31/2022

Country

Indirect subsidiaries

7.77

Timber XI SPE S.A.

Brazil

8.02

Timber IX Participações S.A.

Timber XII SPE S.A.

7.77

8.02

7.77

Fazenda Corisco Participações S.A.

BTG Pactual Santa Terezinha Holding S.A.

Timber VII SPE S.A.

8.02

7.77

8.02

7.84

8.02

100.00

4.40

BTGI VII Participações S.A.

100.00

4.40

BTGI VIII Participações S.A.

Harpia Omega Participações S.A.

Latte Saneamento e Participações S.A.

Auto Adesivos Paraná S.A.

11.17

4. Risk management

The Company’s risk management involves several levels of our management team and various policies

and strategies. The structure of the Company’s committees allows engaging the whole organization

and ensuring decisions are readily implemented.

The main committees/meetings involved in risk management activities are: (i) Management meeting,

which approves policies, defines overall limits and, alongside with the other committees, monitors the

management of our risks; (ii) Compliance Committee, which is responsible for establishing policy rules

and report potential problems related to money laundering.

a. Market risk

The Company evaluated and will continue to evaluate and measure the performance of substantially

all of its fair value investment portfolio and, therefore, there was no significant change in the risk

management structure.

b. Credit risk

The following table shows the maximum exposure of the investment entity portfolio by geographic

region:

12/31/2023

Brazil

United States

Others

Total

Assets

Investment entity portfolio

Financial assets at amortized cost (i)

Total

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

12/31/2022

United States

Brazil

Others

Total

Assets

Cash and cash equivalents

Investment entity portfolio

Investments at fair value through other comprehensive income

Financial assets at amortized cost (i)

Other assets

Total

(i) The amount basically corresponds to loans to partners.

The table below states the maximum exposures to credit risk of the investment entity portfolio,

classified by the counterparties’ economic activities:

12/31/2023

Private

Companies

Individuals

Others

Total

institutions

Assets

Investment entity portfolio

Financial assets at amortized cost

Total

12/31/2022

Companies Individuals

Private

institutions

Others

Total

Assets

Cash and cash equivalents

Investment entity portfolio

Investments at fair value through other comprehensive income

Financial assets at amortized cost

Other assets

Total

c. Liquidity analysis and risk

As of December 31, 2023, and December 31, 2022, the Company does not have any cash or cash

equivalents. And there is no fixed maturity for the discounted cash flows for the investment entity

portfolio of the Company. The following table shows the Investment entity portfolio’s liquidity

position as of December 31, 2023, and 2022:

12/31/2023

90 to

365

Up to 90 days /

No maturity

1 to 3

years

Over 3

years

Total

days

Assets

Cash and cash equivalents

Investment entity portfolio

Financial assets at amortized cost

Liabilities (i)

(9)

Total

12/31/2022

90 to

365

days

Up to 90 days /

No maturity

1 to 3

years

Over 3

years

Total

Assets

Investment entity portfolio

Cash and cash equivalents

Investment entity portfolio

Investments at fair value through other comprehensive income

Financial assets at amortized cost

(3)

(15)

Other assets

Liabilities (i)

Total

(12)

(i) The amounts refer basically to loans to partners.

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

5. Investment entity portfolio

The Financial Statement of PPLA Investments (“PPLAI”) for the year ended December 31, 2023, were

reviewed by independent auditors who issued an opinion report on March 12, 2024, without

modification, presenting a section of relevant uncertainty related to operational continuity.

As of December 31, 2023, PPLA Investments' equity is BRL 325,109 (2022 – 269,230) due to results

with the investment entity portfolio. PPLA Participations marked its investment in PPLA Investments

at BRL 9 on December 31, 2023 (BRL 7 – December 31, 2022), considering the percentage of interest

held by the Company of 0.003% (December 31, 2022 – 0.003%). PPLA P does not have contractual

commitments with the liabilities of its investees.

PPLA Participations values its investments at fair value, in accordance with the accounting’s standards

of PPLA Investments.

The relevant figures of the PPLA Investments investment portfolio, as of December 31, 2023, and

December 31, 2022, are presented below:

Note

12/31/2023 (1)

12/31/2022 (1)

Assets

Cash and cash equivalents

Investment entity portfolio

Investments at fair value through other comprehensive income

Financial assets at amortized cost

Other assets

(a)

(b)

(c)

(d)

6,501

610,757

13,945

25,170

947

78,562

448,832

145,081

118,510

20,414

Total

Liabilities

Derivatives

Financial liabilities at amortized cost

Other liabilities

657,320

811,399

330,847

1,364

20,404

430,102

91,665

(e)

Total

332,211

542,171

Shareholders' equity

Total liabilities and shareholders' equity

325,109

657,320

269,228

811,399

(a) Cash

This item is composed exclusively of bank deposits with immediate liquidity.

(b) Investment entity portfolio

As of December 31, 2023

Fair value

As of December 31, 2022

Fair value

Merchant Banking investments

Private equity funds ("FIP")

Subsidiaries, associates, and jointly controlled entities

Others (1)

562,674

421,879

140,795

48,083

513,447

382,244

131,203

(64,615)

448,832

Total

610,757

(1) Includes financial assets and liabilities entered into by Company subsidiaries.

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

(i) Merchant Banking investments

Merchant Banking investments consist of investments, held directly or through investment

vehicles (including funds that also include third party investors), in a diversified group of portfolio

companies primarily located in Brazil. Merchant Banking investments are structured generally

through privately negotiated transactions with a view to divest in four to ten years.

As of December 31, 2023, and 2022, PPLA Investments Merchant Banking investments

corresponds to private equity and real estate investments, through FIP or other investment

vehicles, as disclosed below:

12/31/2023

12/31/2022

Fair

value

Merchant Banking investments

Through FIPs:

Description/Segment activity

(%) (1)

Fair value

(%) (1)

Adhesives, labels and special

paper company

Beontag

11.17%

421,878

11.17%

382,244

Through subsidiaries, associates and jointly controlled entities:

Timber XI SPE S.A.

Timber IX Participações S.A.

Timber XII SPE S.A.

BTG Pactual Santa Terezinha Holding S.A.

Fazenda Corisco Participações S.A.

Timber VII SPE S.A.

Biological assets

Others

7.77%

7.84%

2,535

14,854

55,063

10,295

12,504

43,345

2,200

8.02%

4,311

13,866

48,125

11,772

12,777

37,365

2,987

Loans - Merchant Banking investments

Total

562,674

513,447

(1) The equity interest disclosed in the table above refers to the Company indirect interest.

Fair value Hierarchy

The summary of assets and liabilities classified in accordance with the fair value hierarchy is as follows:

12/31/2023

Level 1

Level 2

Level 3

Total

Investment entity portfolio

Merchant Banking investments

Private equity funds

Subsidiaries, associates, and jointly controlled entities

Others

421,878

138,596

421,878

140,796

48,083

2,200

48,083

50,283

Total

560,474

610,757

12/31/2022

Level 1

Level 2

Level 3

Total

Investment entity portfolio

Merchant Banking investments

Private equity funds

Subsidiaries, associates, and jointly controlled entities

Others

2,987

(64,615)

(61,628)

382,244

128,216

382,244

131,203

(64,615)

448,832

Total

510,460

PPLA Investments presents part of its investment entity portfolio as investments designated at fair

value through other comprehensive income, as described below:

As of December 31, 2023

Fair value

As of December 31, 2022

Fair value

Merchant Banking investments - FIP

Total

13,945

145,081

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

(i) Merchant banking investments - FIP

As of December 31, 2023, and December 31, 2022, PPLA Investments Merchant Banking investments

corresponds to private equity and real estate investments, through FIP, as disclosed below:

12/31/2023

12/31/2022

Merchant Banking investments

A!Bodytech Participações S.A.

Description/Segment activity

Fitness segment

(%) (1)

10.5%

Fair value

5,831

(%) (1)

10.5%

Fair value

5,739

Waste collection, treatment, and

disposal

Latte S.A.

15.7%

3,949

15.7%

2,397

PagSeguro LTDA. (2) (3)

Others

Payment’s institution

Others

4,165

0.9%

128,774

8,171

Total

13,945

145,081

(1) The equity interest disclosed in the table above refers to the Company indirect interest.

(2) On September 05, 2022, on Extraordinary / Ordinary General Meeting the new class A of redeemable preferred shares was approved for conversion by

Company’s preferred shareholders choice, and, the full redeem from the preferred shares redeemable, assuming the full conversion of preferred shares

held by the shareholder BTG Pactual Principal Investments Fundo de Investimento em Participações Multiestratégia, and, the deliverance of 7.960.215

(seven million, nine hundred sixty thousand, two hundred fifteen) Class A ordinary shares issued by PagSeguro Digital Ltd. (“Pagseguro”).

(3) Throughout the first semester of 2023, there was a sale of all of PagSeguro's shares. This event is part of the divestment process that the Company has

been conducting.

Fair value hierarchy

The summary of assets and liabilities classified in accordance with the fair value hierarchy is as follows:

12/31/2023

Level 1

Level 2

Level 3

Total

Investments at fair value through other comprehensive income

Merchant Banking investments - FIP

Total

4,165

9,780

13,945

12/31/2022

Level 1

Level 2

Level 3

Total

Investments at fair value through other comprehensive income

Merchant Banking investments - FIP

Total

145,081

(d) Financial assets at amortized cost

12/31/2023

12/31/2022

Partners (i)

25,170

118,510

Total

25,170

118,510

(i)

Loans granted by PPLA Investments are indexed to DI or SOFR, and the maturity is in general higher than one year. Loans to partners are provided in

connection with the acquisition of shares in BTG Pactual Group and are considered as related parties at PPLA Investments – note 13.

As of December 31, 2023, and December 31, 2022, the fair value attributed to the loans and

receivables is similar to its amortized cost.

(e) Fair value Hierarchy

(i) Summary of Fair Value Techniques

There was no change in fair value techniques in relation to the financial projections for the year ended

December 31, 2022.

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

(ii) Reclassification between levels

During the year held on December 31, 2023, there was no reclassification between levels and fair

value position.

(f) Financial liabilities at amortized cost

Part of the loans and medium-term notes are guaranteed by BTG Pactual Holding S.A., indirect parent

company of Banco BTG Pactual.

6. Amounts receivable

As of December 31, 2023, the item refers entirely to amounts receivable from investees/subsidiaries,

to pay for the Company’s administrative expenses as of December 31, 2023, in the amount of BRL 968

(BRL 506 as of December 31, 2022).

7. Other liabilities

As of December 31, 2023, the item refers entirely to amounts payable regarding administrative

expenses from the Company's BDRs program in the amount of BRL 968 (BRL 506 as of December 31,

2022).

8. Shareholders’ equity

a. Capital

As of December 31, 2023, and December 31, 2022, the Company’s capital was comprised by the

following class of shares:

Authorized

5.000.000.000

Issued

Par value (BRL)

Voting rights

Vote per share

Class A (i)

Class B (i)

Class C

938.222

Yes

10.000.000.000

1.000.000.000

1.876.444

(*)

Class D

0,0000000001

Total

16.000.000.001

2.814.667

(*) Class C shareholders hold voting rights equivalent to ten times the total number of issued and subscribed A and D Class shares at any moment.

(i) Only class A and class B shareholders are entitled to economic benefits.

b. Dividends

The Company did not distribute dividends during the year ended December 31, 2023, and the year

ended December 31, 2022.

9. Profit / (Loss) per share

12/31/2023

12/31/2022

Profit for the year

Weighted average per thousand shares outstanding during the year

Profit / (Loss) per share - basic and diluted (in reais)

2,815

0.0007

2,815

0.001

PPLA Participations Ltd.

Notes to the Financial Statements

December 31, 2023

(In thousands of reais)

10.Gain / (Loss) from investment entity portfolio measured at fair value

through profit or loss

12/31/2023

12/31/2022

Gain on investment entity portfolio

Total

11. Administrative expenses

In the years ended December 31, 2023, and 2022, the item is composed exclusively of custodial

expenses, due to the Company’s BDR program.

12. Other operational income

In the years ended December 31, 2023, and 2022, the item is composed exclusively of amounts

regarding reimbursed from subsidiaries.

13. Related Parties

Assets (Liabilities)

12/31/2023 12/31/2022

Revenues (Expenses)

12/31/2023 12/31/2022

Relationship

Assets

Amounts receivable

- PPLA Investments LP

Controlled entities

968

506

2,997

3,218

No management compensation was recorded during the years ended December 31, 2023, and 2022.

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