Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.  

 .

According to Article 132 of Law No. 6,404/76, Corporations should hold their Annual Shareholders’ Meeting in the first four (4) months following the end of the fiscal year, in order to address the following matters:

I.          to analyze the management accounts, examine, discuss and vote on the financial statements;

II.        to decide on the allocation of the net income for the year and the distribution of dividends; and

III.      to elect the managing directors and the members of the fiscal council.

Other matters of interest to the Company, when provided by law, bylaws or listed in the Call Notice, will be discussed and resolved at the Special Shareholders’ Meeting.

According to the Sole Paragraph of Article 131 of Law No. 6,404/76, the Special and Annual Shareholders’ Meetings may cumulatively be called and held at the same place, date and time, as well as drawn up in a single minutes.

Using this option, we summon on March 12 at 4 p.m., a Special Shareholders’ Meeting (EGM), and the other two cumulatively (Annual AGM - and Special - EGM), at 4:15 p.m., whose Call Notice, contained in this Manual, lists, separate and expressly, on the agendas all matters to be discussed in the respective Shareholders’ Meetings, and no other matter pending approval by the shareholders shall be included.

On February 6, 2017, the following documents were published in the newspapers “Diário Oficial do Estado de São Paulo” (Official Gazette of the State of São Paulo) and “Valor Econômico”:

I.          Management Report on the business and main administrative acts of the fiscal year ended;

II.        Financial Statements;

III.      Independent Auditors’ Report;

IV.      Fiscal Council’s Opinion; and

V.        Summary of the Audit Committee's Report.

All other documents referring to the Shareholders’ Meetings are part of this Manual and at the disposal of shareholders at the Market Relations Department, Núcleo Cidade de Deus, Prédio Vermelho, 3º andar, Vila Yara, Osasco, São Paulo, and may also be viewed on Bradesco, B3 and CVM websites, as given above.

Pursuant to Article 125 of Law No. 6,404/76, save the exceptions provided for by law, the Shareholders’ Meeting will be installed, on first call, with the attendance of shareholders representing at least one quarter (1/4) of the voting capital stock, and, on second call, it shall be installed with any number of shareholders.

The Special Shareholders’ Meeting, deciding on the amendment to the Bylaws, pursuant to Article 135 of Law No. 6,404/76, will be instated, on first call, with the attendance of shareholders representing at least two thirds (2/3) of the voting capital stock, and, on second call, it may be instated with any number of shareholders.

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According to Article 129 of Law No. 6,404/76, the resolutions shall be taken by the absolute majority of votes, not counting blank votes.

Common Shareholders

Pursuant to Brazilian legislation and Bradesco’s Bylaws, common shareholders shall be entitled to vote on all matters listed in the Agenda, except for the separate election of members of the Board of Directors and/or Fiscal Council that may be appointed exclusively by the minority shareholders, pursuant to the following items.

Preferred Shareholders and Non-Controlling Common Shareholders

In relation to the election of members to compose the Board of Directors and the Fiscal Council, items 4 and 5 of the Annual Shareholders’ Meeting Agenda,  Law No. 6,404/76 – establishes the possibility for preferred shareholders and common shareholders, not part of the controlling group, to elect their candidates, in a separate vote, as follows:

-   Board of Directors (item 4 of the Annual Shareholders’ Meeting Agenda)

Pursuant to the provisions of Article 141, Paragraphs Four to Six of Law No. 6,404/76, the right to elect and dismiss a member of the Board of Directors, in a separate voting process, will be granted to, excluding the controlling shareholder, the majority of holders:

I.          of common shares that represent, at least, fifteen percent (15%) of the total of common shares;

II.        of preferred shares that represent, at least, ten percent (10%) of the capital stock; and

III.      verifying that neither the holders of common nor the holders of preferred shares comprise the quantity required in the items above, they will be entitled to combine their shares to elect jointly a member for the Board of Directors, taking into consideration the quorum of ten percent (10%) of the capital stock.

Only shareholders that prove the uninterrupted ownership of shares required during the period of at least three (3) months immediately preceding the Shareholders’ Meeting will be entitled to elect or dismiss Board of Director’s members by means of separate voting process.

-   Fiscal Council (item 5 of the Annual Shareholders’ Meeting Agenda)

In the establishment of the Fiscal Council, the following standards will be observed:

a)        the holders of preferred shares will be entitled to elect, in a separate voting process, one (1) member and his/her respective alternate; non-controlling common shareholders will have the same right, as long as there is in the market at least ten percent (10%) or more of common shares issued by the Company;

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b)        except for the provisions in the previous item, other common shareholders may elect the effective and alternate members that, in any case, shall be equal to the number of the elected members in accordance with subparagraph “a”, plus one.

Holders of American Depositary Receipts (ADRs)

The right to vote on the matters listed in the Agenda will be given to holders of American Depositary Receipts (ADRs), according to the types of shares (common or preferred) their ADRs represent.

The ADR holders will be properly instructed by The Bank of New York Mellon, the depositary financial institution of ADRs backed by Bradesco's shares.

Pursuant to CVM Instructions No. 165/91, and No. 282/98, to request the adoption of the multiple voting process in the election of the members of the Board of Directors, the requesting shareholders shall represent the minimum of five percent (5%) of the Company’s voting capital.

As set out in Paragraph One of Article 141 of Law No. 6,404/76, this right shall be exercised by shareholders within forty-eight (48) hours before the Shareholders’ Meeting, the Presiding Board chairing the Meeting being responsible for informing the shareholders in advance, in view of the “Attendance Book”, of the number of votes necessary to elect each member of the Board of Directors.

The multiple voting process shall occur by assigning to each share as many votes as the members of the Board of Directors to be elected through the said system. The shareholder may accumulate votes for one candidate or distribute them among several candidates. In this process, candidates will be nominated and elected individually, with their names registered before the Board of the Meeting.

Attendance

The Company’s shareholders may take part in the Shareholders’ Meetings by attending the meetings at the place they are held and by casting their vote, according to the class of shares held by them (common and/or preferred) and the matters to be voted on.

Pursuant to the provisions in Article 126 of Law No. 6,404/76, shareholders must attend the Shareholders’ Meetings providing, in addition to their identification document, a certificate of ownership of the Company’s shares, issued by the depositary and/or custodian financial institution. Management recommends that such certificate of ownership be issued at least two (2) business days before the date of mentioned Shareholders’ Meetings.

Legal entities shareholders, such as Companies and Investment Funds, must be represented in accordance with their Bylaws, Articles of Incorporation or Charters, delivering the documents that evidence the good standing of the representation, having with them the Minutes of the election of Management, as the case may be, at the place and time indicated in the item below.

Before the Meetings are installed, shareholders will sign the Attendance Book.

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Shareholders without voting rights may attend the Shareholders’ Meeting and discuss all the matters submitted for resolution, in addition to the ones contained in items 4 and 5 of the Annual Shareholders’ Meeting.

Attorneys-in-fact

Shareholders may also be represented by an attorney-in-fact appointed not more than one year prior, provided that he/she is a shareholder, manager of Banco Bradesco S.A., lawyer or financial institution, being incumbent upon the investment fund manager to represent its condominium members, pursuant to Paragraph One of Article 126, of Law No. 6,404/76, and the power of attorney shall mandatorily bear a notarized signature of the grantor at the Notary. We also observe that the legal entities shareholders may be represented as set out in their bylaws/articles of incorporation. It is not mandatory that their attorneys be shareholdes, managers of Banco Bradesco S.A., lawyers or a financial institution.

In order to help shareholders, the Power of Attorney Templates contained in this Manual may be used, in which case the attorney-in-fact shall vote in strict compliance with the instructions contained in the respective powers of attorney.

Optionally, the shareholders may also grant powers of attorney using different texts from those suggested herein, provided that they comply with the provisions of Law No. 6,404/76 and the Brazilian Civil Code.

When the shareholder is represented by an attorney-in-fact, the good standing of the power of attorney will be verified before the beginning of the Shareholders’ Meetings, as well as the ownership of shares.

In order to speed up the process and facilitate the proceedings in the Meetings, the certificate of ownership of the shares and the power of attorney may, at the shareholder’s discretion, be sent to the Company’s headquarters, preferably, up to two (2) business days before the date of the Shareholders’ Meetings, at Banco Bradesco S.A. – Secretaria Geral – Área Societária – Núcleo Cidade de Deus – Prédio Vermelho, 4º andar – Vila Yara – Osasco, SP – CEP 06029-900. A copy of the documentation may also be sent by email to governancacorp@bradesco.com.br.

Before being sent to Bradesco, corporate and representation documents of legal entities and investment funds written in a foreign language must be translated into Portuguese. The said translations must be registered in the Titles and Documents Registry (a certified translation is not required).

Participation by Remote Vote

As accounted for in Article 21-A and pursuant to CVM Instruction No. 481/2009, the Company's shareholders may also exercise their right to vote in shareholders' meetings through the remote voting process, to be formalized in an electronic document named as "remote voting form" (Form), whose template is available on the Corporate Governance area of Bradesco’s Investor Relations website (www.bradescori.com.br) or on the CVM – Brazilian Exchange Commission’s website (http://sistemas.cvm.gov.br/?CiaDoc).

Bradesco informs that:

ü  Common shareholders with positions held up to the date of the Meetings will be entitled to vote on all matters, except in the separate vote for the election of a member of the Fiscal Council appointed by the minority shareholders who are holders of preferred shares;

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ü  The minority shareholders who are holders of preferred shares with positions held up to the date of the Meetings are entitled to vote only in the item of the Form regarding the separate vote process to elect members of the Fiscal Council appointed by the shareholder(s) holder of such type of shares;

ü  If the shareholder should require the adoption of the multiple voting process, it is absolutely necessary that they complete item 4 of the Form, independently from completing item 5 of the Form. In this case, if the shareholder fills “No” in the item 6 of the Form, the sum of the percentage of the votes among the candidates for the Board of Directors shall amount to 100% of the shares used.

The shareholder who decides to exercise their right to vote remotely must do so by one of the options described below:

I.          By delivering the Form, completed and signed, to one of Bradesco’s Branches

This option is intended exclusively for the shareholders with shares backed by Bradesco, as the registrar of shares issued by itself:

In order to offer a greater convenience to shareholders with a position in our Record Book of Shares, the entire Bradesco's Network of Branches in Brazil is available, during the business hours of the local bank, to take the necessary actions for the shareholder to exercise their remote voting right.

To do so, the shareholder must take the following measures:

ü  Access the Corporate Governance area of Bradesco's Investor Relations website (www.bradescori.com.br) or the website of the Brazilian Securities and Exchange Commission – CVM (http://sistemas.cvm.gov.br/?CiaDoc), print the form, fill it out, initial each page and sign it.

ü  With the Form completed, initialed and signed, as well as the documents listed in the table below, the shareholder must go to any of the over 4,700 Bradesco’s Branches in up to seven (7) days before the Meeting date, i.e. up until March 5, 2018 (including this date), during the local bank's business hours, in order for the information in their Form to be transferred to Bradesco systems. In this way, the shareholder may monitor the submission of their vote, via the system, until its conclusion, receiving a proof of the completion of the transaction.

⁽¹⁾               Identity cards accepted: Identity Card, Identity Card of Foreigner, National Driving License, Passport and professional registration officially recognized.

⁽²⁾               For investment funds, documents of the manager and/or administrator, pursuant to the voting policy.

Before being forwarded to Bradesco, corporate and representation documents of the legal entity and the investment fund drawn up in a foreign language must be translated into Portuguese. The said translations must be registered in the Titles and Documents Registry (a certified translation is not required).

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Participation through the electronic voting platform

For investors with shares in custody in B3 or directly with the bookkeeper, in addition to the participation processes listed above, Bradesco also allows the exercise of the right to vote electronically. Thus, the shareholder that so desires, must access the link www.proxyvoting.com.br, request access to the voting platform and provide the necessary information to confirm their status as a shareholder of Bradesco.

Bradesco emphasizes that the procedure should be completed at least 72 hours before the date of the Meetings.  

Additional information can be obtained on the phones and e-mail address contained on the website of the electronic platform mentioned above.

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Banco Bradesco S.A.

Corporate Taxpayer's ID No. 60.746.948/0001-12 - Company Registration No. 35.300.027.795

Publicly-Held Company

Special and Annual Shareholders’ Meetings

We invite the Company shareholders to meet at the Special and Annual Shareholders’ Meetings to be held on March 12, 2018, at the Company’s headquarters, Núcleo Cidade de Deus, Vila Yara, Osasco, São Paulo, 5º andar, Prédio Vermelho, at Salão Nobre, for the resolutions listed below.

I) In the Special Shareholders' Meeting at 4 p.m.

Resolve on the Board of Directors’ proposal to increase the capital stock by R$8,000,000,000.00, increasing it from R$59,100,000,000.00 to R$67,100,000,000.00, with bonus stock, by means of the capitalization of part of the balance of the “Profit Reserves – Statutory Reserve” account, according to the provisions of Article 169 of Law No. 6,404/76, by issuing 610,896,190 book-entry, registered shares, with no par value, of which 305,448,111 are common shares and 305,448,079 are preferred shares, to be attributed free of charge to shareholders at the ratio of 1 new share to each 10 shares of the same type they hold on the base date, to be established after the approval of the process by the Central Bank of Brazil, with the consequent amendment to the “caput” of Article 6 of the Bylaws; and

II) In Cumulative Special and Annual Shareholders' Meetings at 4:15 p.m.

·     Special Shareholders’ Meetings

Decide on the proposal of the Board of Directors to change the Bylaws partially, as follows:

1)       amend the term of office of the Managers and members of the Remuneration Committee and of the Ombudsman;

2)       amend the age limit to take office on the Board of Executive Officers;

4)       allow the Chairman of the Board of Directors or his statutory substitute to appoint the President of the Shareholders’ Meetings;

5)       amend the Sole Paragraph of Article 1, as a result of the amendment of the corporate name of BM&FBOVESPA S.A. - Bolsa de Valores, Mercadorias e Futuros; and the Article 11, concerning the number of regular meetings of the Board of Directors; include the letter "g" in the Paragraph Three of Article 13, concerning the representation of the Company before the certifying entities; amend the Article 14, to give greater transparency to the activities already carried out by the Management; amendment of Article 16, on the appointment of a substitute in the Board of Executive Officers, by the Board of Directors, in the event of a vacancy, absence or temporary impediment; amendment of Article 17, on the representation of the Company in companies and/or external entities; and in Item III of Article 27, improving its wording, without changing its content.

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·      Annual Shareholders’ Meeting

1)   acknowledge the management accounts and examine, discuss and vote on the Financial Statements related to the fiscal year ended on December 31, 2017;

2)   resolve on the Board of Directors’ proposal for the allocation of the net income of the fiscal year 2017;

3)   establish the number of members of the Board of Directors;

4)   elect the members of the Board of Directors, according to the provisions of Articles 141 and 147 of Law No. 6,404/76, and of CVM Instruction No. 367/2002, being necessary, pursuant to the provisions of CVM Instructions No. 165/91, and No. 282/98, at least five percent (5%) of the voting capital so that the shareholders may request the adoption of multiple voting process;

5)   elect the Fiscal Council’s members, observing the provisions of Articles 161 and 162 of Law No. 6,404/76.

6)   resolve on the overall compensation and the amount to support the Management’s Pension Plan;

7)   resolve on the monthly compensation of the Fiscal Council’s effective members.

Participation in the Meetings: pursuant to Article 126 of Law No. 6,404/76, and later amendments, in order to attend and resolve on the Shareholders’ Meetings, the shareholder must observe that:

·          in addition to the identification document, they must also provide a certificate of ownership of the shares issued by the Company, issued by the custodian financial institution. For the holder of book-entry shares held in custody at Bradesco, the presentation of said certificate is waived;

·          in the event of impossibility to attend the Shareholders’ Meetings, the shareholder may also be represented by an attorney-in-fact appointed not more than one year prior, provided that they are a shareholder, manager of the Company, lawyer or financial institution, it being incumbent upon the investment fund manager to represent their condominium members, observing that legal entities shareholders might also be represented according to their bylaws/articles of incorporation;

·          before being forwarded to Bradesco, the corporate and representation documents of legal entities and investment funds drawn up in a foreign language must be translated into Portuguese and their translation must be registered at the Registry of Deeds and Documents (a certified translation is not required);

·          in order to speed up the process and facilitate the proceedings in the Shareholders’ Meetings, we request that the certificate of ownership of the shares, the power of attorney and any voting declarations be sent to the Company’s headquarters, preferably up to two (2) business days before the date of the Shareholders’ Meetings, at Banco Bradesco S.A. – General Secretariat – Corporate Area – Núcleo Cidade de Deus – 4º andar, Prédio Vermelho - Vila Yara - Osasco, SP - CEP 06029-900. A copy of the documentation may still be forwarded, in advance, to the e-mail governancacorp@bradesco.com.br;

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·          in the case of opting to vote remotely, up until March 5, 2018 (this date included) you must convey the instructions to complete the form, sending the said Remote Voting Form: 1) to the bookkeper of the Company's shares through all Bradesco’s Branch Network; or 2) to your custodians that provide this service in the case of holders of shares deposited in the central depository; or 3) directly to the Company. For more information, see the rules set out in CVM Instruction No. 481/2009 and the procedures described in the Form made available by the Company, as well as in the said Manual for Participation in the Special and Annual Shareholders’ Meetings (Manual);

·          for investors with shares in custody in B3 or directly with the bookkeeper, in addition to the participation processes listed above, Bradesco also allows the exercise of the right to vote electronically., up to 72 hours before the date of the Meetings (for further information, check the Manual);

·          in any separate election to the Board of Directors, only the votes of shareholders who prove the uninterrupted ownership of the shareholding during the period of at least three (3) months immediately prior to the Shareholders' Meeting will be considered valid, as established in Paragraph Six of Article 141 of Law No. 6,404/76.

_______________________________________________________________

Documents made available to shareholders: all legal documents and further information necessary for the analysis and exercise of voting rights are available to shareholders at the Market Relations Department, in Núcleo Cidade de Deus, Prédio Vermelho, 3º andar, Vila Yara, Osasco, São Paulo, and on the websites www.bradesco.com.br – Corporate Governance – Shareholders, B3 S.A. - Brasil, Bolsa, Balcão (http://www.bmfbovespa.com.br/pt_br/produtos/listados-a-vista-e-derivativos/renda-variavel/empresas-listadas.htm) and CVM (http://sistemas.cvm.gov.br/?CiaDoc).

Eventual clarifications may be obtained on the Investor Relations website –www.bradesco.com.br/ir – Corporate Governance, in the Bradesco’s Branches Network or via e-mail governancacorp@bradesco.com.br.

Cidade de Deus, Osasco, SP, February 7, 2018

Luiz Carlos Trabuco Cappi

Chairman of the Board of Directors

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Proposal for capital increase with 10% bonus on shares, with the consequent amendment of the "caput" of Article 6 of the Bylaws

Dear Shareholders,

The Board of Directors of Banco Bradesco S.A. hereby submits, to be examined and resolved by you, proposal to increase the capital stock by R$8,000,000,000.00, going from R$59,100,000,000.00 to R$67,100,000,000.00, with bonus stock, through the capitalization of part of the balance of the "Profit Reserve - Statutory Reserve" account, pursuant to Article 169 of Law No. 6,404/76, issuing 610,896,190 registered book-entry shares with no par value, being 305,448,111 common shares and 305,448,079 preferred shares, which will be allocated free of charge to the shareholders in the proportion of 1 new share for each 10 shares of the same type they hold on the base date, to be established after the approval of the process by the Central Bank of Brazil, observing:

I.          Goals: the bonus operation’s purpose is to: a) increase the liquidity of the shares in the market, considering that the greater amount of outstanding shares will possibly generate a growth in the business; b) enable an adjustment in the shares price, making the unit price more attractive and accessible to a larger number of investors; and c) improve the compliance of the balance of the profit reserve with the legal limits.

II.        Base date of Right to Bonus Stock: it will be announced to the market after the approval of the respective process by the Central Bank of Brazil.

III.      Trading: current shares will continue to be traded with the right to bonus and the new shares shall be available for trading after the approval of the said process by the Central Bank of Brazil and the inclusion in the position of the shareholders, which will be dealt with in a notice to the market.

IV.      Right to Shares with Bonus – will be entitled to dividends and/or interest on own capital that may be declared as of the date of their inclusion in the position of shareholders. They are also entitled, in full, to any benefits attributed to other shares as of the aforementioned date.

V.        Monthly Interest on Shareholders’ Equity: will be maintained at R$0.017249826 per common share and R$0.018974809 per preferred share (gross), with the payment for the net amount of R$0.014662352 per common share and R$0.016128588 per preferred share, after the deduction of tax income at the source of fifteen percent (15%). Will continue to be paid in accordance with the Systematics of Monthly Payment of Dividends/Interest on Equity. Income tax at the source does not apply to legal entities that are exempt from this tax.

Thus, the total amount paid monthly to the shareholders will have an increase of 10%, after the inclusion of the new shares into its position.

VI.      Fractions of Shares: the bonus will always occur in whole numbers. Shares remaining unsubscribed arising from the fractions of shares will be separated, grouped in whole numbers and sold in an auction to be held at B3 S.A. – Brasil, Bolsa, Balcão (B3). After the approval needed for the process by the Central Bank of Brazil and, prior to the sale, Bradesco will establish a period of no less than 30 days, during which the shareholders may transfer the fractions of shares, as provided for in Paragraph Three of Article 169 of Law No. 6,404/76. After the sale of the shares, the respective amounts will be made available to the shareholders entitled thereto. Other details will be announced to the shareholders in due course.

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VII.    Cost of the Shares with Bonus: the cost attributed to the shares with bonus is of R$13.095514641 per share, regardless of the species, for the purposes of Article 10 of Law No. 9,249/95 (with new wording granted by Law No. 12,973/2014), and Paragraph One of Article 58 of Instruction No. 1,585/15, of the Internal Revenue Service.

VIII.  Additional Procedures – Payment of Fractions of Shares: the amounts resulting from the fractions of shares will be made available to the shareholders as follows:

a)   to shareholders whose shares are deposited in the Company and with their registration and banking data up to date, through a credit to be made in the bank accounts at a Financial Institution appointed by them; and

b)   to those whose shares are deposited at B3, by means of the Institutions and/or Brokers that maintain their positions in custody.

Shareholders whose such data is not updated should seek a Bradesco Branch of their choice with their Individual Taxpayer's ID, their Identity Card and their proof of residence to update their registration data and receive the respective amounts to which they are entitled to.

If the proposal is approved, the "caput" of Article 6 of the Bylaws will be amended to reflect the increase of the stock capital, which will become effective with the following wording after the process is approved by the Central Bank of Brazil: "Article 6) The capital stock is R$67,100,000,000.00 (sixty-seven billion and one hundred million reais), divided into 6,719,858,095 (six billion, seven hundred and nineteen million, eight hundred and fifty-eight thousand and ninety-five) book-entry, registered shares, with no par value, of which 3,359,929,223 (three billion, three hundred and fifty-nine million, nine hundred and twenty-nine thousand, two hundred and twenty-three) are common shares and 3,359,928,872 (three billion, three hundred and fifty-nine million, nine hundred and twenty-eight thousand, eight hundred and seventy-two) are preferred shares.”

-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.

Additional information may be found in the Attachment concerning the capital increase, in accordance with Attachment 14 required by Article 14 of CVM Instruction No. 481 of December 17, 2009.

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Proposal for partial amendment to the Bylaws

Dear shareholders,

The Board of Directors of Banco Bradesco S.A. submits the following proposals for your examination and deliberation.

1)        Change the term of office of the Managers and members of the Remuneration Committee and the of Ombudsman from one (1) year to two (2) years, with the consequent changes in the Paragraph Three of Article 7, in the "caput" and Paragraph One of Article 12 and in the “caputs” of Articles 8, 22 and 23.

It aims to reduce the bureaucracy of the process of election of managers and members of the aforementioned bodies, with a consequent reduction of costs, keeping the best corporate governance practices, coupled to the fact that the retention policy of the Organization enables a low turnover in the Bodies.

2)        Change the age limit so that the officers exercise their term until the day they turn 65, with the consequent changes in Article 7, including the Paragraph Four, in the Paragraph Two of Article 12 and in Articles 18 and 19.

It aims to standardize the age limit for all officers, also taking into account the increase of life expectancy in recent years, allied to the high level of experience achieved at this age.

3)        Include the duties of the Board of Directors for manifestation on the corporate operations that can lead to a change of control and on public offer for acquisition of shares of the Company, with the consequent amendment in Article 9, including items "j" and "k" and renumbering the subsequent items.

It aims to meet the recommendation of the Brazilian Code of Corporate Governance in terms of principle 1.5 – Change of Control and 1.6 – Manifestation of the Management on OPAs.

4)        Allow the Chairman of the Board of Directors or his statutory substitute to appoint the President of the Shareholders’ Meetings,  with the consequent change in the "caput" of Article 10 and in letter "b" of Article 24.

Make the process flexible, so as to allow any person nominated by the current Chairman to preside over the Shareholders’ Meetings of the Company.

5)        Other amendments.

·      In the Sole Paragraph of Article 1, as a result of the amendment of the corporate name of BM&FBOVESPA S.A. - Bolsa de Valores, Mercadorias e Futuros to B3 S.A. - Brasil, Bolsa, Balcão.

·      In Article 11, increasing the number of regular meetings of the Board of Directors. It aims to meet the recommendation of the Brazilian Code of Corporate Governance in terms of principle 2.9 – Board of Directors’ Meetings. Examples of subjects to be submitted to mentioned Body: ethics, sustainability, risks, and financial statements of 4 quarters, among others, which will form part of an annual thematic schedule of the Board of Directors, as recommended by the Code.

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·        In the Paragraph Three of Article 13, including item "g" in order to discipline the form of representation of the Company before the certifying entities.

·        In Article 14, improving the definitions of the duties of each position of the Board of Executive Officers.

·        In Article 16, on the appointment of a substitute in the Board of Executive Officer, by the Board of Directors, in the event of a vacancy, absence or temporary impediment.

·        In Article 17, excluding from the competence of the Board of Directors the nomination of officers to represent the Company in companies and/or external entities, due to the imposition of the internal standard surrounding this matter.

·        In item III of Article 27, improving its wording, with no change to its content.

The new wording of the statutory devices mentioned previously is in the Attachment Transcript of the consolidated Bylaws proposed and will be submitted for approval by the Central Bank of Brazil.”

--------------------------

All other information required by Article 11 of CVM Instruction No. 481/09 can be found in the Attachment Detailing the origin and rationale of the statutory amendments proposed and analysis of their legal and economic effects.

Page 17

Dear shareholders,

Taking into account that Banco Bradesco S.A. obtained during the year ended on December 31, 2017 the net income of R$14,657,755,123.30, the Board of Directors hereby submits, for examination and resolution, the proposal to allocate it as follows:

·           R$732,887,756.17 for the "Profit Reserves - Legal Reserve" account;

·           R$6,720,523,098.53 for the "Profit Reserves - Statutory Reserve" account; and

·           R$7,204,344,268.60 for the payment of interest on equity, of which:

·           R$2,384,344,268.60 has been paid; and

·           R$4,820,000,000.00 will be paid on March 8, 2018, reaffirming that a new distribution of interest on equity/dividends for 2017 will not be proposed to the Shareholders’ Meeting.

--------------------------

Additional information may be found in the Attachment concerning the allocation of the net income of the fiscal year, in accordance with Attachment 9-1-II of CVM Instruction No. 481 of December 17, 2009.

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Proposals to establish the number of members of the Board of Directors and to elect them

Dear Shareholders,

The controlling shareholders of Banco Bradesco S.A., represented pursuant to its Bylaws, hereby submit, for examination and resolution, observing the provisions of the “caput” of Article 8 of the Company’s Bylaws, proposals for the:

·           Company’s Board of Directors to be comprised of, in the current fiscal year, 9 (nine) members, being integrated by Messrs.:

The shareholders clarify that its candidates filed, at Bradesco's headquarters, a statement, under penalty of law, that they fulfill the eligibility preconditions, pursuant to Articles 146 and 147 of Law No. 6,404/76 and to Resolution No. 4,122/12, of the National Monetary Council. Should they be elected, their names will be submitted for the approval of the Central Bank of Brazil, after which they will be invested to their offices for a term of two (2) years (if the first proposal of the Special Shareholders' Meeting at 4:15 p.m. is approved, held cumulatively with the Annual Shareholders' Meeting), extended until the investiture of the new members of the Board of Directors, to be elected at the Annual Shareholders' Meeting to be held in 2020.

Finally, the Company states that:

·      the election of the members of the Board of Directors shall take place through individual vote;

·      the number of members above mentioned may be increased by a decision to be taken by the shareholders at the same Meeting in the following cases:

·           in case of a requirement for the adoption of the multiple voting system that complies with the applicable legal and regulatory requirements (caput and Paragraph One of Article 141 of Law No. 6,404/76 and CVM Instruction No. 165/91); or

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·           in case the minority shareholders exercise their right to elect member for the Board of Directors in a separate vote, provided that the requirements in Paragraphs Four to Six of Article 141 of Law No. 6,404/76 be fulfilled;

·      in accordance with the provisions in Article 110 of Law No. 6,404/76, which provides that "each common share corresponds to 1 (one) vote in the deliberations of the Shareholders’ Meeting", sealing, therefore, the plural voting, in case the adoption of the multiple vote process is required and if there is also a nomination of candidates for the election process separately, common shareholders must choose in which election they will participate.

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For additional information, see the Résumés of those appointed for the Board of Directors by the controlling shareholders, in compliance with Items 12.5 to 12.10 of Attachment 24 of CVM Instruction No. 480 of December 7, 2009, in accordance with Attachment A of CVM Instruction No. 552 of October 9, 2014.

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Dear shareholders,

Article 20 of the Company's Bylaws and Article 2 of the Internal Rules of the Fiscal Council inform that the Fiscal Council shall be composed of three (3) to five (5) effective members and an equal number of alternates, shareholders or not.

Considering the provisions of letter “b” of Paragraph Four of Article 161 of Law No. 6,404/76, which gives the shareholders with voting rights (except the minority shareholders, to whom applies letter “a” of Paragraph Four of the mentioned Article) the possibility to elect the majority of the members of the mentioned Body and their respective alternate members, acting as controlling shareholders, we hereby submit to you the proposal for the election of the Fiscal Council’s members, all with 1 year term of office, until the Annual Shareholders’ Meeting to be held in 2019, indicating to compose it:

a)   as effective members:

b)   as alternates of the members above mentioned, respectively, Messrs.:

We clarify that our candidates filed at the Company’s headquarters a statement, under legal penalties, declaring that they are not prevented from performing the management of a commercial company due to criminal conviction and that they fulfill the conditions set forth in Article 162 of Law No. 6,404/76. Should they be elected, they will take office after their names are approved by the Central Bank of Brazil.

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For additional information, see the Résumés of those appointed for the Fiscal Council by the controlling shareholders, in compliance with Items 12.5 to 12.10 of Attachment 24 of CVM Instruction No. 480 of December 7, 2009, in accordance with Attachment A of CVM Instruction No. 552 of October 9, 2014.

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Dear Shareholders,

Pursuant to item "a" of Paragraph Four of Article 161 of Law No. 6,404/76, below we make available the names and qualifications of the candidates appointed by non-controlling shareholders holders of preferred shares issued by the Company, to compose the Fiscal Council:

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For additional information, see the Résumés of those appointed for the Fiscal Council by preferred shareholders, in compliance with Items 12.5 to 12.10 of Attachment 24 of CVM Instruction No. 480 of December 7, 2009, in accordance with Attachment A of CVM Instruction No. 552 of October 9, 2014.

We suggest the shareholder holding preferred shares that eventually already has the intention of constituting attorney-in-fact to represent him/her in the Annual Shareholders’ Meeting, use the power of attorney sample, in order to exercise his/her voting right.

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Dear shareholders,

Pursuant to item "a" of Paragraph Four of Article 161 of Law No. 6,404/76, below we made available the names and qualifications of the candidates appointed by IGN Participações Ltda. and Magnat Participações Ltda., non-controlling shareholders holders of common shares issued by the Company, to compose the Fiscal Council:

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For additional information, see the Résumés of those appointed by non-controlling common shareholders to compose the Fiscal Council, in compliance with Items 12.5 to 12.10 of Attachment 24 of CVM Instruction No. 480 of December 7, 2009, in accordance with Attachment A of CVM Instruction No. 552 of October 9, 2014.

We suggest the shareholder holding preferred shares that eventually already has the intention of constituting attorney-in-fact to represent him/her in the Annual Shareholders’ Meeting, use the power of attorney sample, in order to exercise their voting right.  

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Dear Shareholders,

The Board of Directors of this Company hereby submits for your examination and resolution proposal for the compensation (fixed and variable), at the overall annual amount of up to R$335,000,000.00, and annual amount of up to R$345,000,000.00, to support the management’s social security, for the year 2018, highlighting that:

1)      the proposed values have not changed in relation to the ones approved in the Annual Shareholders’ Meeting held in 2017 and are consistent with the great experience of the Managers and their high degree of knowledge about the Company, given that most of them built their careers in the Organization itself, as well as the need to retain their talents in an increasingly competitive market; and

2)      it will be incumbent on the Remuneration Committee to continue assessing the corporate performance, the fulfillment of the objectives and the sustainability of the business, for the purpose of checking whether the results justify the distribution of the overall annual amount of the remuneration funds up to the limit proposed.

Pursuant to letter "n" of Article 9 of the Bylaws, the Board of Directors will decide the distribution of the annual overall amount of the remuneration and social security allowance to its own members and to the members of the Board of Executive Officers.

-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.

For further details, see the Attachment Information on the Remuneration of Managers, pursuant to Section 13 of Attachment 24 of CVM Instruction No. 480 of December 7, 2009.

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Dear Shareholders,

The Board of Directors of this Company hereby submits for your examination and resolution the proposal for the monthly compensation, at the amount of R$18,000.00 to each effective member of the Fiscal Council, for the year 2018, clarifying that:

a)        the proposed amount meets the provisions of Paragraph Three of Article 162 of Law No. 6,404/76, which establishes that the compensation for the Fiscal Council’s members will be determined by the Shareholders’ Meeting in which they are elected and that it cannot be lower, for each member in office, than ten percent (10%) of the monthly compensation that, on average, is attributed to each Officer as fixed compensation, without the payment, according to current legislation, of benefits, expense account and participation in the Company’s profit sharing, or any other denomination; and

b)        the alternate members are remunerated only when they replace the Effective Members, in the cases of vacancy, absence or temporary impediments.

-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.-.

For further details, see the Attachment Information on the Remuneration of Managers, pursuant to Section 13 of Attachment 24 of CVM Instruction No. 480 of December 7, 2009.

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Albertoni”.

5.      In case of capital increase through the subscription of shares

It is not applicable since the capital stock increase will not be performed by subscription of shares, but through capitalization of profit reserves.

6.      In case of capital increase through the capitalization of profits or reserves

a.  Inform whether the face value of shares will be changed, if applicable, or whether new shares will be distributed among shareholders

The Company’s shares, pursuant to statutory provision, have no par value, including the ones to be issued as a result of the capital stock increase proposed. The 610,896,190 shares to be issued are attributed free of charge to shareholders, as bonus stock, in the proportion of 1 new share to each 10 shares held of the same type the shareholders hold on the base date.

b.   Inform whether the capitalization of profits or reserves will take place with or without change to the number of shares in the companies with shares with no par value

The capitalization proposed herein will increase the number of shares issued by the Company as follows:

c.  In the event of distribution of new shares

          i.          State the number of shares issued of each type and class

        ii.          Inform the percentage in shares to be received by shareholders

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All shareholders will receive, as bonus stock, 10% of his/her stockholding position.

      iii.          Describe the rights, advantages and restrictions attributed to the shares to be issued.

      iv.          Inform the acquisition cost, in Reais per share, to be assigned so that the shareholders can attend the Article 10 of Law No. 9,249, of December 26, 1995

The cost attributed to the bonus shares is R$13.095514641 per share, regardless of the type of share.

        v.          Inform the treatment given to fractions, if applicable

The bonus share will always occur in whole numbers. The remaining shares resulting from fractions of shares will be separated, grouped into whole numbers and sold at an auction to be held at B3 S.A. – Brasil, Bolsa, Balcão, whose date will be determined after the process is duly approved by the Central Bank of Brazil (BACEN).

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After approval by the Central Bank of Brazil and the realization of said auction, the respective amounts will remain available to shareholders entitled thereto.

d.  Inform the period set forth in Paragraph 3 of Article 169 of Law No. 6,404/76

Before the auction specified in item 6.c.v, the Company will establish a time limit of not less to thirty (30) days, during which the shareholders may transfer the fractions of shares.

e.  Inform and provide information and documents mentioned in item 5, when applicable

Not applicable.

7.    In case of capital increase by conversion of debentures or other debt securities into shares or through the exercise of subscription warrants

Not applicable.

8.    The provisions in items 1 to 7 of this Attachment shall not apply to capital increases arising from option plan, in which case the issuer must inform: “...”

Not applicable.

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Legal and economic effects derived from the statutory amendment

The proposed amendment of the "caput" of Article 6 of the Bylaws arises from the share capital increase of Bradesco through the capitalization of existing profit reserves and subsequent issuance of shares that shall be allocated freely to the shareholders, as a bonus, at a ratio of 1 new share for every 10 shares of the same kind that they hold on the base date. The Management of Bradesco foresees that the mentioned statutory amendment will produce:

o    legal effects solely by virtue of the assignment of ownership of 1 new share to each 10 shares of the same type previously held, getting preserved the ownership of all shareholders, without distinction; and

o    economic effects arising from the increment of 10% in the total amount of interest on shareholders’ equity and/or dividends paid monthly, benefiting proportionally all shareholders. Will be held the monthly amount of interest on shareholders' equity and/or dividends per share, by changing the total amount due to the greater number of shares issued and received by the shareholders due to the bonus stock.

With respect to other statutory amendments:

1.        of the Paragraph Three of Article 7, of the "caput"  and Paragraph One of Article 12 and of the “caput” of Articles 8, 22 and 23, due to the amendment of the term of office from one (1) year for two (2) years in the exercise of the positions of Manager and/or functions performed in Remuneration Committee or in the Ombudsman.  

o    economic effects are expected resulting from the reduction of costs (i) with publications of Minutes and (ii) obtaining of certificates required by Circular No. 3,611/2012, from the Central Bank of Brazil, issued by public and private bodies, on behalf of all the managers of the Company of annual periodicity that, from the adoption of the proposal, will be biannually;

o    legal effects are expected only in relation to the adaptation of the new statutory devices (with the inclusion of paragraph four into article 7) so that the age limit to perform the position of Officer and the term of office are compatible.

2.        of Article 7, due to the inclusion of a new paragraph in order to unify the age limit of the members of the Board of Executive Officers, who should continue in office until the day they turn sixty-five (65), changing, as a result, the Paragraph Two of Article 12 and Articles 18 and 19.

o  legal and/or economic effects are not expected, once the amendment is just to adapt the age limits currently practiced in the Company in line with the increased life expectancy, as well as the possibility of retention of executives, considering the high level of experience that they have accumulated during the career developed as part of the Bradesco Organization;

3.        of Article 9, including two new items related to the manifestations of the management on the OPAs (Public Offers for the Acquisition of Shares) addressed to the shareholders and transactions that entail a change of control, consequently, renumbering the subsequent paragraphs, in line with the adaptations to the Brazilian Code of Corporate Governance regarding the principles 1.5 – Change of Control and 1.6 – Manifestations of the Management on the OPAs;

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o  immediate economic and legal effects are not expected. However, if the Board of Directors is called to give an opinion on an eventual OPA, or operation that implies in a change of control, its opinion will be considered a relevant element in the decision making by the shareholders (legal effect); and the Board may require the hiring of technical opinions that may result in costs for the Company (economic effect).

4.        of Article 10 and of item "b" of Article 24, in order to ensure that the Special and Annual Shareholders' Meetings may be conducted by any person nominated by the Chairman of the Board of Directors, or by his statutory substitute;

5.        of the "caput" of Article 11, increasing the number of regular meetings of the Board of Directors, in compliance with the adaptations to the Brazilian Code of Corporate Governance in terms of principle 2.9 – Meetings of the Board of Directors;

6.        of the Paragraph Three of Article 13, including item "g" in order to discipline the form of representation of the Company before the certifying entities to obtain digital certificates;

7.        of Article 14, improving the definitions of the duties of each position on the Board of Executive Officers;

8.        of Article 16, informing that the Board of Directors appoint a substitute only for the CEO, in the case of a vacancy, absence or temporary impediment;

9.        of Article 17, excluding from the competence of the Board of Directors to nominate officers to represent the Company in companies and/or external entities, due to the imposition of the internal standard surrounding this matter; and

10.    of item III of Article 27, improving its wording.

Legal effects and/or economical are not expected due to the 1) amendment of the Sole Paragraph of Article 1, considering the fact that it only aimed to update the corporate name of BM&FBOVESPA S.A. - Bolsa de Valores, Mercadorias e Futuros to B3 S.A. - Brasil, Bolsa, Balcão; and 2) in the statutory changes the object of sections 4 to 9 above, due to dealing exclusively with devices that aim to regulate matters of operational nature in relation to the Management of Bradesco; and 3) to the improvement of the wording of item III of Article 27, since there is no amendment to its content.

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Transcription of the Bylaws containing the current and proposed wordings

Transcript of the Bylaws containing the amendments to be submitted to the shareholders at the Special Shareholders’ Meetings

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Attachment 9-1-II regarding the net income allocation of the year

Attachment 9-1-II of the CVM Instruction No. 481, of December 17, 2009, regarding the net income allocation of the year

1.      Inform the annual net income

The net income for 2017 was R$14,657,755,123.30

2.      State the total amount and the amount per share of dividends, including interim dividends and interest on own equity already declared

3.      State the percentage of net income distributed for the year

^(*) Withholding Income Tax does not consider exempt / immune shareholders

4.      Inform the overall amount and the amount per share of dividends distributed based on income of previous years

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The distribution of dividends based on the income of previous years was not proposed.

5.      Inform, deducting the dividends already paid and interest on own equity already declared:

a.         The gross amount of dividends and interest on capital, separately, per share of each type and class

Not applicable, given that no new dividends or interest on own equity will be declared.

b.        The method and term of payment of dividends and interest on own equity

Not applicable, given that no new dividends or interest on own equity will be declared.

c.         Any restatement and interest on dividends and interest on own equity

Not applicable, given that no new dividends or interest on own equity will be declared.

d.        Date of the statement of the payment of dividends and interest on own equity considered for the identification of shareholders entitled to receive them

Not applicable, given that no new dividends or interest on own equity will be declared.

6.      If there has been a statement of dividends or interest on own equity based on the net income recorded in the semiannual balance sheets or shorter periods

a.         State the amount of dividends or interest on own equity already declared

1.        R$1,282,344,268.60, regarding the monthly Interest on Shareholders’ Equity, paid on the dates contained in the table of item b.1 below;

2.        R$1,102,000,000.00, regarding the Interim Interest on Shareholders’ Equity, declared on June 30, 2017 and paid on July 17, 2017;

3.        R$4,820,000,000.00, concerning the Complementary Interest on Shareholders’ Equity declared on December 22, 2017, to be paid on March 8, 2018.

b.        State the date of the respective payments

1.        See the following table with payments of gross monthly interest on Shareholders’ Equity, at the amount of R$1,282,344,268.60:

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8.      In case of allocation of profits to the legal reserve

1. Identify the amount allocated to the legal reserve

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The amount allocated to the legal reserve was R$732,887,756.17

2. Explain in detail the manner of calculation of the legal reserve

The allocation of a portion of net income to legal reserve is established in Article 193 of Law No. 6,404/76 and has the purpose of ensuring the integrity of the capital stock.

Five percent (5%) of the net income of the year 2017, in the amount of R$14,657,755,123.30, was allocated to the legal reserve.

On December 31, 2017, the amount of the legal reserve was R$7,540,015,093.05, which was equivalent to approximately 12.76% of the Company’s paid up capital on the same date.

9.      If the company owns preferred shares entitled to fixed or minimum dividends

1. Describe the method for calculation of fixed or minimum dividends

The Company has no preferred shares entitled to fixed or minimum dividends.

2. Inform on whether the income for the year is sufficient for full payment of fixed or minimum dividends

The Company has no preferred shares entitled to fixed or minimum dividends.

3. Identify whether any unpaid installment is cumulative

The Company has no preferred shares entitled to fixed or minimum dividends.

4. Identify the total amount of fixed or minimum dividends to be paid to each class of preferred shares

The Company has no preferred shares entitled to fixed or minimum dividends.

5. Identify the total amount of fixed or minimum dividends to be paid to each class of preferred shares

The Company has no preferred shares entitled to fixed or minimum dividends.

10.  In relation to the mandatory dividend

1. Describe the method of calculation provided in the Bylaws

The method of calculation is provided in the Articles 26 and 27 of the Bylaws, transcribed as follows:

“Article 26) Balance sheets will be prepared at the end of each semester, on June 30 and December 31 of every year. The Board of Executive Officers, subject to the approval of the Board of Directors, may determine the preparation of balance sheets for shorter periods of time, including monthly balance sheets.

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Article 27)   The Net Income, as defined in Article 191 of the Law No. 6,404/76, accounted at every six-month or in the annual balance sheet will be allocated in the following order:

I.                    constitution of the Legal Reserve;

II.                  constitution of the Reserves set forth in Articles 195 and 197 of the aforementioned Law No. 6,404/76, subject to a proposal of the Board of Executive Officers, approved by the Board of Directors and resolved by the Shareholders’ Meeting;

III.                payment of dividends, proposed by the Board of Executive Officers and approved by the Board of Directors, which, added to interim dividends and/or interest on shareholders’ equity referred to in Paragraphs One and Two of this Article, given that they are declared, guarantee to the shareholders, at every fiscal year, as a mandatory minimum dividend, thirty percent (30%) of the respective net income, adjusted by the decrease or increase of the amounts specified in items I, II and III of Article 202 of mentioned Law No. 6,404/76.

Paragraph One - The Board of Executive Officers, subject to the approval of the Board of Directors, is authorized to declare and pay interim dividends, especially semiannual and monthly dividends, resulting from Retained Earnings or existing Profits Reserves.

Paragraph Two - The Board of Executive Officers may, also, subject to the approval of the Board, authorize the distribution of profits to shareholders as interest on own capital, pursuant to specific legislation, in total or partial substitution of interim dividends, whose declaration is permitted by the foregoing paragraph or, further, in addition thereto.

Paragraph Three - Any interest eventually paid to the shareholders will be imputed, net of withholding income tax, to the mandatory minimum dividend amount for that fiscal year (30%), in accordance to Section III of the “caput” of this Article.”

2. Inform whether it is being fully paid

The mandatory dividend is being fully paid.

3. Inform the amount eventually withheld

The Company has no dividends withheld.

11.  If there is retention of mandatory dividend due to the company’s financial situation

1. Inform the amount withheld

The Company has no dividends withheld.

2. Describe, in detail, the financial situation of the company, including aspects related to the analysis of liquidity, working capital and positive cash flows

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The Company has no dividends withheld.

3. Justify the withholding of dividends

The Company has no dividends withheld.

12.  If there is allocation of income to the reserve for contingencies

1. Identify the amount allocated to the reserve

There is no proposal for the allocation of the net income to the reserve of contingencies.

2. Identify the loss considered probable and its cause

There is no proposal for the allocation of the net income to the reserve of contingencies.

3. Explain why the loss was considered probable

There is no proposal for the allocation of the net income to the reserve of contingencies.

4. Justify the reserve

There is no proposal for the allocation of the net income to the reserve of contingencies.

13.   If there was the allocation of profits to the reserve of profits to be realized

1. Inform the amount allocated to the reserve of profits to be realized

There is no proposal for the allocation of net income to the reserve of profits to be realized.

2. Inform the nature of unrealized profits that originated the reserve

There is no proposal for the allocation of net income to the reserve of profits to be realized.

14.   If there was the allocation of profits to the statutory reserves

1. Describe the statutory clauses that establish the reserve

Pursuant to the legislation, the Article 28 of the Bylaws establishes that the net income balance, determined after all statutory allocations, shall have the allocation proposed by the Board of Executive Officers, approved by the Board of Directors, and resolved on at Shareholders’ Meeting, one hundred percent (100%) may be allocated to the Profits Reserve – Statutory, aiming to maintain the operating margin compatible with the development of the Company’s operations, up to the limit of ninety-five percent (95%) of the amount of the paid up capital stock.

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In the event that the proposal of the Board of Executive Officers regarding the allocation of Net Income for that fiscal year contains a provision for the distribution of dividends and/or payment of interest on shareholders’ equity in an amount in excess of the mandatory dividend established in Article 27, Section III, of the Bylaws, and/or retention of profits pursuant to Article 196 of the Law No. 6,404/76 (with amendments of the Law No. 10,303/01), the Net Income balance for the purpose of constituting the reserve will be determined after the full deduction of such allocations.

2. Identify the amount allocated to the reserve

The amount allocated to the reserve is R$6,720,523,098.53

3. Describe how the amount was calculated

The amount of R$6,720,523,098.53 is the result of the Net Income for the Year, deducted from the Legal Reserve and of Interest on Shareholders’ Equity paid and payable to the shareholders, as stated below:

15.   If there was the retention of profits provided for in the capital budget

1. Identify the amount withheld

There is no proposal for the retention of profits provided in the capital budget.

2. Provide a copy of the capital budget

There is no proposal for the retention of profits provided in the capital budget.

16.   If there was the allocation of profits for tax incentives

1. State the amount allocated to the reserve

There is no proposal for the allocation of net income for the tax incentive reserve.

2. Explain the nature of the allocation

There is no proposal for the allocation of net income for the tax incentive reserve.

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