Nu Holdings Ltd. (NU) Earnings Call Transcript & Summary

Hello, and welcome to the Annual Meeting of Shareholders of Nu Holdings Ltd. Please note that today's meeting is being recorded. It is now my pleasure to turn today's meeting over to David Velez, Chairman of the company; and Beatriz Outeiro, Legal Director of the company, the floor is yours.

Good afternoon, ladies and gentlemen. My name is David Velez. I am both the Director and the Chairman of the Board of Directors of Nu Holdings Ltd. On behalf of the company, it is my pleasure to welcome you to the Annual General Meeting or AGM of shareholders. It is 2:00 p.m. here in Sao Paulo, Brazil being 1:00 p.m. Eastern Time in the United States. And in accordance with the notice of the AGM, I call to order this AGM of shareholders of Nu Holdings Ltd. I will act as Chairman of this meeting and Beatriz Outeiro, our Legal Director, will act as the Secretary of this meeting.

Good afternoon. My name is Beatriz Outeiro, I'm the Legal Director of the company. Please note the agenda displayed on the screen regarding the items to be discussed at this meeting. Further, as we commence this AGM, I'd like to extend a special welcome and thanks to our shareholders. This AGM is held pursuant of notice served on July 17, 2023, to the shareholders entitled to vote as of the close of business on July 7, 2023, being the record date for the AGM in accordance with the Memorandum and Articles of Association of the company. All documents concerning the notice of the AGM will be filed with the records of the company. The company has appointed Lina Ononibaku from Computershare to act as Inspector of Elections at this AGM, and Computershare will remotely tabulate the votes. I've received and submit to this meeting the preliminary report of the Inspector of Elections from each of the peers that are no less than 25,478,840,097 shares represented at this meeting in person or by proxy, which represents at least 92% of all shares in issue and entitled to vote at this AGM. One or more shareholders holding not less than a majority in aggregate of all shares in issue and entitled to vote, present in person or by proxy; or if a corporation, by its duly authorized representatives, constitutes a quorum of the shareholders and therefore, a quorum of shareholders is present. Each Class A ordinary share issued and outstanding as of the close of business on the record date is entitled to 1 vote at the AGM. Each Class B ordinary shares issued and outstanding as of the close of business on the record date is entitled to vote to 20 votes at the AGM.

I direct that the report of the Inspector of Elections be filed with the records of the company. I hereby declare a quorum of shareholders present at the meeting and that this meeting is now regularly convened and duly qualified to transact business.

With respect to voting at this meeting, the Memorandum and Articles of Association of the company provide that voting will be conducted by poll vote. On a poll votes, every shareholder who is present in person or by proxy, is entitled 1 vote in respect of each Class A ordinary share held by him and to 20 votes in case of each Class B ordinary share held by him. The matters to be acted upon by the shareholders are the following resolutions recommended by our Board of Directors: one, to resolve, as an ordinary resolution that the company's audited financial statements and the company's annual report on Form 20-F for the fiscal year ended December 31, 2022, be approved and ratified; and two, to resolve as an ordinary resolution that the reelection of the individuals listed from A to I as directors of the company. The nominees each to serve for a term ending on the date of the next Annual General Meeting of the members or until such person resigns or is removed in accordance with the terms of the Memorandum and Articles of Association of the company, be approved. David Velez-Osomo, Douglas Mauro Leone, Anita Mary Sands, Daniel Krepel Goldberg, David Alexandre Marcus, Luis Alberto Moreno Mejia, Jacqueline Dawn Reses, Rogério Paulo Calderón Peres and Thuan Quang Pham. Now, we will proceed with the results of the balloting. Will the Inspector of Elections, please report the results of the balloting? [Voting]

Mr. Chairman, the 2 ordinary resolutions have been approved. As a result of receiving the affirmative vote in person or by proxy of the holders representing a simple majority of the total voting rights of shareholders entitled to vote thereon, present, in person or by proxy on such resolution at the AGM excluding extensions.

I hereby declare that both the resolutions have been approved by ordinary resolution of the shareholders. The final results will be announced in a current report on Form 6-K as soon as possible after this AGM. All items of business for this AGM have now been completed. I would like to express my appreciation to all the shareholders who attended the meeting as well as those who submitted their proxies. The meeting is now concluded at 2:06 p.m. Brazil time.

This concludes the meeting. You may now disconnect.