Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

For the month of December, 2023

Brazilian Distribution Company
(Translation of Registrant’s Name Into English)

Av. Brigadeiro Luiz Antonio,
3142 São Paulo, SP 01402-901
Brazil
(Address of Principal Executive Offices)

(Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F)

Form 20-F X Form 40-F

(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule
101 (b) (1)):

Yes ___ No X

(Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule
101 (b) (7)):

Yes ___ No X

(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.)

Yes ___ No X

Companhia Brasileira de Distribuição

CNPJ/MF 47.508.411/0001-56

NIRE 35.300.089.901

Management Proposal and Participation Manual for the Extraordinary General Meeting to be held on January 11, 2024.

São Paulo, December 10, 2023.

TABLE OF CONTENTS

1. INTRODUCTION	2
2. Shareholder participation	3
2.1. Participation In The Meeting Via Electronic System	3
2.2. Participation Via Remote Voting Ballot	5
3. MANAGEMENT PROPOSAL	7
I. Increase of the Company’s authorized capital	7
II. Definition of the number of members of the Board of Directors and conditioned election of its members	8
II.A Voting procedure	8
II.B Classification of the independent members of the Board of Directors	8
III. Improvement of the Company’s coroporate capital
IV. Modificafion of the number of Co-Vice Presidents and election of the President and Vice-President of the Board of Directors	9
V. Consolidation of the Company’s Bylaws	9
4. corporate approvals	10
Schedule I	11
Schedule II	13
Schedule III	19

1. INTRODUCTION

Dear Shareholders,

The management of Companhia Brasileira de Distribuição (“Company” or “GPA”) hereby presents information about the matters to be resolved by proposal of the Management at the Company’s Extraordinary General Meeting (“Meeting”) to be held exclusively digitally, including for voting purposes, on January 11, 2024, at 11.00 a.m., pursuant to the Brazilian Securities Commission (“CVM”) Resolution No. 81, of March 29, 2022, as amended (“CVM Resolution 81”), as well as the explanations required for the participation of Shareholders.

The Company has prepared this Management Proposal and Participation Manual to the Meeting (“Proposal”) in compliance with good corporate governance and transparency practices, aiming to guide and clarify all its Shareholders about the matters that will be resolved, being its Investor Relations Department at disposal to clarify any additional questions.

At the Meeting, the following matters on the agenda will be resolved:

Increase of the limits of the authorized capital of the Company, with consequential modification of Article 5 of the Company’s Bylaws;

II.

Deciding on the establishment of nine (9) members for the new mandate of the Company’s Board of Directors, with election conditioned to the settlement of a potential tender offer for primary distribution of the Company’s shares (“Potential Offer”);

III.

Election of the members of the Board of Directors and appointment of the President, conditioned to the liquidation of the Potential Offer;

IV.

Modification of the Paragraph 1, Article 2, of the Company’s bylaws, to include an activity already practiced by the Company within the scope of its corporate object;

Modification of the number of Co-Vice-Presidents and respective competence for nomination of the President and Vice-President of the Board of Directors, with the consequent exclusion of item “iii” of the Article 8 of the Company’s Bylaws and modification of the wording of articles 8, 13 and 15 and paragraph 1^st of article 14 of the Company’s Bylaws;

VI.

Consolidation of the Company’s Bylaws to reflect the modifications proposed herein.

The Management’s proposals on the items for the Meeting, as well as information on each of the matters, are detailed in item 3 of this Proposal.

São Paulo, December 10, 2023.

The Management

Companhia Brasileira de Distribuição

SHAREHOLDERS’ PARTICIPATION

As per the guidelines below, the Company will admit the participation of Shareholders by: (i) voting via electronic system during the Meeting; or (ii) sending a Remote Voting Ballot, which is available on the Company’s Investor Relations website (www. gpari.com.br) and on the websites of the CVM (www.cvm.gov.br) and B3 S.A. - Brasil, Bolsa, Balcão (“B3”) (www.b3.com.br), and may be sent through their respective custodian agents (if they provide this type of service), of Itaú Corretora de Valores S.A., which is the Company’s bookkeeping agent (“Bookkeeping Agent”) or directly to the Company by email, as indicated below (“Remote Voting Ballot”).

The Shareholder who participates in the Meeting through the digital platform will be deemed present and signing of the minutes and the Shareholders’ attendance book.

2.1.

Participation in the Meeting via electronic system

The Meeting will be held exclusively digitally. Shareholders or proxies/representatives who wish to participate in the Meeting through the digital platform must access the website https://www.tenmeetings.com.br/assembleia/portal/?id=03F4BC086C13, complete their registration and attach all documents necessary for their qualification to participate and/or vote at the Meeting, as indicated below, at least two (2) days prior to the date designated for the holding of the Meeting, that is, until January 9, 2024. Once the registration of the Shareholder is duly approved by the Company, the Shareholder will receive an individual login and password to access the platform using its e-mails.

The Proxy/representative must register with its data in the electronic address indicated above. After its registration is duly approved by the Company, he/she must, through the same link, indicate each Shareholder he/she will represent and attach all the documents indicated below. The proxy will receive an individual email regarding the qualification status of each registered Shareholder and will provide, if necessary, the complementation of the documents. The proxy that may represent more than one Shareholder will only be able to vote at the Meeting for the Shareholders whose qualification has been confirmed by the Company.

The following documents must be submitted by the Shareholders and/or their proxies/representatives, as the case may be, through the digital platform at the electronic address indicated above:

(a)

updated statement containing the respective shareholding, issued by the custodian agency;

(b)

For individuals: identity document with a photo of the Shareholder;

(c)

For legal entities: (i) Consolidated by-laws or articles of association of the Company, as the case may be, and the corporate documents that prove the legal representation of the Shareholder; and (ii) identity document with a photo of the proxy/legal representative;

(d)

For investment funds: (i) consolidated by-laws of the fund; (ii) by-laws or articles of association of its administrator or manager, as the case may be, with due regard for the fund’s voting policy and corporate documents that evidence the powers of representation; and (iii) identity document with a photo of the attorney/legal representative; and

(e)

if any of the Shareholders indicated in items (b) to (d) above is represented by proxy, in addition to the respective documents indicated above, the Shareholder must submit (i) a power of attorney with specific powers for representation at the Meeting; (ii) identity documents of the attorney-in-fact present, as well as, in the case of a legal entity or fund, copies of the identity document and minutes of election of the legal representative(s) who signed the power of attorney that prove the powers of representation. For this Meeting, the Company will accept powers of attorney granted by Shareholders by electronic means, signed preferably with ICP-Brazil certification.

In order to ensure the participation of Shareholders, the Company will not require certified copies or notarization of documents issued and signed within Brazilian territory or the notarization, legalization/apostille and registration at the Office of Deeds and Documents in Brazil of those signed outside the country.

Furthermore, the Company will not require a sworn translation of documents that have been originally drawn up in Portuguese, French, English or Spanish languages, or that are accompanied by the respective translation into these languages, and it will be required in any other cases.

The following identity documents will be accepted, provided they have a valid photo RG, RNE, CNH, passport or officially recognized professional class cards.

Once the regularity of the proxy documents submitted under the terms above has been verified, after the qualification has been confirmed by the Company, the information and instructions for accessing the digital platform will be sent by email to each Shareholder (or their respective proxy/representative, as the case may be) who has duly registered, including, but not limited to, the login and individual access password, which will authorize only a single access to the Meeting.

Such information and guidance will be sent exclusively to the email address informed in the registration.

If the Shareholder (or the respective proxy/representative, as the case may be) has not received the aforementioned instructions, he/she must contact the Company via email at societario@multivarejogpa.com.br, with a copy to gpa.ri@gpabr.com, and no later than two (2) hours before the Meeting's starting time, so that the instructions may be forwarded to him/her.

If it is necessary to complement the documents and/or provide additional clarifications in relation to the documents sent for registration purposes, the Company will contact the Shareholder (or his/her respective proxy/representative, as the case may be) to request such document complementation and/or additional clarifications in sufficient time to enable the information and guidelines for accessing the digital platform to be sent within the period referred to above.

Accredited Shareholders or proxies/representatives, as the case may be, undertake: (i) to use the individual invitations solely and exclusively for the remote monitoring of the Meeting; (ii) not to transfer or disclose, in whole or in part, the individual invitations to any third party, Shareholder or not, and the invitation is non-transferable; and (iii) not to record or reproduce, in whole or in part, nor transfer, to any third party, Shareholder or not, the content or any information transmitted by virtual means during the holding of the Meeting.

Access to the electronic system of the Meeting will be restricted to Shareholders (or its respective proxy/representative, as the case may be) who register by January 9, 2024 and log on to the digital platform until the opening of the works. On the date of the Meeting, the link to access the digital platform will be available as of thirty (30) minutes prior to the time of the beginning of the Meeting, and the registration of the presence of the Shareholder via the electronic system will only occur by accessing the link, in accordance with the instructions indicated herein. The access of participants that do not hold shares of the Company and/or failed in sending the respect updated extract containing its share equity, duly issued by the custodian entity, shall not be permitted.

The access to the platform must be exclusively by computer and the Company recommends that Shareholders test and familiarize themselves with the digital platform beforehand, and access it at least thirty (30) minutes before the beginning of the Meeting in order to avoid possible operational problems with its use on the day of the Meeting.

The Company will not be responsible for connection problems of Shareholders or their proxies/representatives, as the case may be, or any other situation that is not under its control. Shareholders who do not receive the link for participation or have any other questions should contact the Investor Relations Department and/or the Corporate Legal Department at gpa.ri@gpabr.com and societario@multivarejogpa.com.

2.2.

Participation via Remote Voting Ballot

The Shareholders interested in exercising their voting rights by means of the Remote Voting Ballot, pursuant to CVM Resolution 81, should (a) fill out the Remote Voting Ballot, according to the filling out guidelines contained therein; and (b) send it (i) directly to the Company by email; or (ii) to the Bookkeeping Agent; or (iii) to their respective custodian agents (if they provide this type of service), according to the following instructions:

I. Sending the Remote Voting Ballot directly to the Company: The Shareholder shall send by email, with acknowledgment of receipt to the Corporate Legal Department (societario@multivarejogpa.com), the Remote Voting Ballot (completed, initialed and signed, without the need for notarization, according to the filling guidelines contained therein) accompanied by the copy of the documents listed in item 2.1 above. For this Meeting, the Company will accept the Remote Voting Ballot signed electronically, preferably with ICP-Brazil certification; or

II. Sending the Remote Voting Ballot to the Company’s Custodian Agent or Bookkeeping Agent: The Shareholders holding stocks issued by the Company deposited in a central depository may transmit the voting instructions for completing the Remote Voting Ballot by means of their respective custodian agents, if they provide this type of service. The Shareholders whose stocks are not deposited with a central depository may transmit their voting instructions to the Company’s Bookkeeping Agent, through the channels provided by it. The delivery of the Remote Voting Ballot will be subject to the rules, guidelines and deadlines set by each Custodian Agent or the Bookkeeping Agent, as the case may be. To this end, the Shareholder should contact them and check the procedures, documents and information they establish for issuing voting instructions through the Remote Voting Ballot.

The Remote Voting Ballot is available on the websites of the Company (www.gpari.com.br), the CVM (www.cvm.gov.br) and B3 (www.b3.com.br).

In all cases, for the Remote Voting Ballot to be effective, January 4, 2024 (i.e., seven (7) days before the date of the Meeting) shall be the last day for its receipt by one of the above means, and not the last day for its mailing. If the Remote Voting Ballot is received after January 4, 2024, the votes will not be counted.

MANAGEMENT PROPOSAL

The Company's Management submits to the Meeting the proposals described below.

Increase in the Company's Authorized Capital

In accordance with the existing Bylaws, the Board of Directors has the authority to increase the Company's capital stock by a maximum of 400,000,000 (four hundred million) common shares. At present, the Company has already received subscriptions and payments for 270,139,069 (two hundred and seventy million, one hundred and thirty-nine thousand, and sixty-nine) common shares.

In line with the Material Fact disclosed on December 11, 2023, the Company has initiated preliminary works for a potential offer of primary distribution of shares of the Company, in consonance with CVM Resolution No. 160, of July 13^th 2022, for the estimated value of R$ 1 billion ("Potential Offer"). As part of this initiative, an increase in the authorized capital to a maximum of 800,000,000 (eight hundred million) common shares issued by the Company is proposed to enable the execution of the Potential Offer.

In accordance with CVM Resolution 81, the origin and rationale behind the amendment to the Company's Bylaws proposed above, as well as the analysis of its legal and economic implications, are thoroughly explained in Schedule III of this Proposal. Furthermore, Schedule IV of this Proposal includes the restated Bylaws with the highlighted amendments.

II.

Setting the number of Board of Directors members and the conditional election of those members

As of the present date, the Company's Board of Directors is comprised of eight (8) members, with five (5) members being appointed by its controlling shareholder, Casino Guichard Perrachon ("Casino"), and three (3) independent members.

In the context of the preliminary studies and strategic planning for the Potential Offer, , the Management of the Company proposes the election of a new slate for the Board Of Directors, conditioned upon the settlement of the Potential Offering and with the commencement of their mandate term 30 (thirty) days after the closing of the Potential Offering.

The new slate proposed by the Company’s management to be elected at the extraordinary shareholders’ meeting results from the aligned decision between the Company’s management and Casino and is composed of 9 (nine) members, being 6 (six) independent members, 2 (two) members indicated by Casino and 1 (one) member representing the management of the Company, as detailed below. The composition proposed herein is in line with the expected dilution of Casino.

Name	Position
Renan Bergmann	Independent Member and Chairman
Christophe José Hidalgo	Member elected by Casino
Philippe Alarcon	Member elected by Casino
Marcelo Ribeiro Pimentel	Member representative of the Company’s management
Eleazar de Carvalho Filho	Independent Member
Luiz Augusto de Castro Neves	Independent Member
José Luis Gutierrez	Independent Member
Márcia Nogueira de Mello	Independent Member
Rachel de Oliveira Maia	Independent Member

Accordingly, the Company's Management proposes that the Board is composed of 9 (nine) members and also the election of the members referred to hereinabove, subject to the settlement of the Potential Offer.

After the election with the settlement of the Potential Offer, the members will take office in 30 (thirty) days thereafter to comply with the unified mandate 2024-2026, that is, until the annual general meeting that will resolve on the Company's financial statements for the fiscal year ending on December 31, 2025.

If the Potential Offer is not made effective until the convening of the Annual General Meeting that will resolve on the Company's financial statements for the fiscal year ending December 31, 2023 (“AGM”), the approval of the conditional election, if obtained, will lose its effectiveness, and the Company will include the election of the Board of Directors for the 2024-2026 mandate on the AGM agenda.

Pursuant to the provisions of article 11, item I, of CVM Resolution 81, the Management provides in Schedule I of this Proposal the information contained in sections 7.3 to 7.6 of the Company's Reference Form related to said members of the Board of Directors.

II.A. Method of Voting

Considering that the proposal for the Board of Directors to be composed of 9 (nine) members, (i) all members of the Board of Directors shall be elected by majority vote or multiple vote (if required under the law), or (ii) if a member of the Board of Directors is elected by separate vote (if required by the law), the other members of the Board of Directors shall be elected by majority vote or multiple vote (if required by the law).

Shareholders of The Company, whether acting individually or jointly, and holding at least 10% (ten percent) of the voting capital stock, have the authority to elect a member of the Board of Directors through a separate vote. This election can be carried out without the participation of the controlling shareholder. The Company's shareholders representing at least 5% (five percent) of the voting capital stock, whether individually or jointly, may request to the Company, in writing, the adoption of the multiple voting process. This is an election procedure whereby each share is assigned as many votes as there are positions to be filled on the board of directors, and every shareholder is entitled to accumulate the votes in a single candidate or distribute them among several ones.

Pursuant to Law No. 6,404, of December 15, 1976, as amended ("Brazilian Corporations Act"), shareholders who intend to request the adoption of the multiple voting process must do so up to 48 (forty-eight) hours before the Meeting, and it is up to the corresponding meeting's chairperson and secretary that directs the work of the Meeting to inform the shareholders in advance, in view of the Attendance Book, about the number of votes required for the election of each member of the Board of Directors.

If the election of the Board of Directors' members is made by the multiple voting system combined with the separate vote, the Brazilian Corporations Act guarantees the controlling shareholders the right to elect directors in a number greater than those elected by the other shareholders, regardless of the number of members determined to compose the Board. In this case, election by separate vote shall be performed prior to election by multiple vote. The votes used in a separate vote may not be used again for the election of other members of the board of directors at the Meeting, either by majority vote or by multiple vote (if required, pursuant to the applicable legislation).

II.B. How Board of Directors' members are deemed as independent members

Under the Novo Mercado Regulation, the independence of the Board of Directors' members must be scrutinized considering the objective requirement of prevention from exercising the company's management—which, once verified, prevent them to be deemed an independent director—as well as and subjective parameters that take into account the person's relationship with the Company, its controlling shareholder and managers, and the potential of such relationship to affect the independence of the board of directors.

In this sense, under article 16, paragraph 1, of the Novo Mercado Regulation, the following criteria prevent a director from being considered independent:

to be a controlling shareholder of the Company;

to be entitled to vote at the meetings of the Board of Directors, whether restricted or pegged to a shareholders' agreement related to the Company;

to be a spouse, partner or relative, in a straight or collateral line, up to the second degree of the controlling shareholder, the company's manager or the manager of the controlling shareholder; or

to have been, in the previous three (3) years, an employee or director of the company or its controlling shareholder.

In case any of the prevention cases hereinabove is verified, the candidate at issue may be elected a member of the Board of Directors, but he or she cannot not be characterized as an "independent director" pursuant to the Novo Mercado Regulation. If the nominee does not fulfill any of the aforementioned impediment cases, certain relationships of the candidate that, due to their characteristics, magnitude and extent, may imply a loss of independence, pursuant to article 16, paragraph 2 of the Novo Mercado Regulation, must also be analyzed.

After these considerations and based on the information provided by the candidates on the Board of Directors' analysis report approved at the meeting held on December 10, 2023, in Schedule II to this Proposal, the management considers that the following candidates meet the independence criteria provided for in the Novo Mercado Regulation: Renan Bergmann, Eleazar de Carvalho Filho, Luiz Augusto de Castro Neves, José Luis Gutierrez, Márcia Nogueira de Mello e Rachel de Oliveira Maia.

Thus, the Management hereby proposes that such members, if elected, are deemed as independent directors.

III.

Improvement of the Company's Corporate Purpose

The Management hereby proposes the inclusion of the activity of managing intangible financial assets in the first paragraph of Article 2 of the Company’s Bylaws, once that such activity is already made by the Company within the scope of the management of its brands, patents, customer portfolio, and know-how, related to the Company's corporate purpose.

Considering that the proposed change hereinabove do not imply a change in the Company's corporate purpose, but only a detailing of already existing activities, the right of withdrawal provided for in article 137 of the Brazilian Corporations Act is not applicable.

IV.

Modification of the number of Co-Vice-Presidents and competence for election of the President and Vice-President of the Board of Directors

Under the terms of article 13 of the Company’s Bylaws, there may be appointed up to 2 members of the Board of Directors as Co-Vice-Presidents of such body, and the competence for the respective election, as well as for the election of the President of the Board of Directors, if of the General Meeting, according to item “iii” of article 8 of the Bylaws.

The Management of the Company proposes the modification of article 13 to set forth that the Board of Directors may have only one Vice-President, simplifying the organizational structure of the Company, with consequential modification of the articles of the Bylaws that mention the Co-Vice-President(s), which are article 8, paragraph 1^st of article 14 and article 15.

Further, the Management of the Company proposes that the Board of Directors itself be competent for nominating the President and Vice-President of the Board of Directors, instead of the General Meeting, with the consequential exclusion of item (iii) of article 8 and modification of the wording of article 13 of the Company’s bylaws. With that, the members of the body may determine its organizational structure.

Proposal of the Company's Restated Bylaws

The Management hereby proposes that the Company's Bylaws are amended and restated to reflect the changes proposed in sections I, III and IV above, according to Schedule IV of this Proposal.

4. Corporate Approvals

This proposal was approved by the Company's Board of Directors at meeting held on September December 10, 2023, according to the minutes that are available at the Company's head office and on the Company's website (www.gpari.com.br), Brazilian Securities and Exchange Commission (www.cvm.gov.br) and B3 (www.b3.com.br).

Schedule I

Items 7.3 to 7.6 of the Company’s Reference Form

7.3 Composition and professional experience of the management and the fiscal council

a. Name

b. date of birth

c. occupation

d. Taxpayers’ ID. (CPF) or passport number

e. elective position held

f. date of election

g. date of entry into office

h. term of office

i. whether he/she was elected by the controlling shareholder or not

j. whether he/she is an independent member, under the specific regulations applied to the matter

k. if the management member or fiscal council member has been exercising consecutive terms of office, the date of commencement of the first of such terms of office

l. major professional experiences over the past 5 years, highlighting, if applicable, positions and functions held in (i) the issuer and in companies of its economic group; and (ii) companies controlled by a shareholder of the issuer that holds a direct or indirect interest equal to or greater than 5% of the same class or type of security of the issuer.

m. provide a description of any of the following events that have taken place within the past five years:

i. criminal conviction

ii. A conviction in an administrative proceeding conducted by the CVM, the Central Bank of Brazil, or the Superintendence of Private Insurance (SUSEP), along with the corresponding penalties

iii. any final and unappealable decisions, either in legal/court or administrative proceedings, which has prevent him/her from performing any professional or business activities

Name	Renan Bergmann
Date of birth	February 16, 1954
Occupation	Engineer
Taxpayers’ ID (CPF) or passport number	202.104.690-72
Elective position held	Independent member and President of the Board of Directors (sitting member)
Management Body	Board of Directors
Date of election	January 11, 2024

He took office on:	30 days after the settlement of the Potential Offer
Term of office effective by	Annual General Meeting to be held in 2026
Nomination, whether he was elected by the controlling shareholder or not	Yes
Whether he is an independent member, and if so, report the criteria used by the Company to establish such independence	Yes, he is an independent member under the definition of an “independent director” as provided for in the Novo Mercado Listing Regulation of B3 S.A.
Start of his first term of office:	April 30, 2020
Information on the major professional experiences over the past 5 years, highlighting, if applicable, positions and functions held in (i) the issuer and in companies of its economic group; and (ii) companies controlled by a shareholder of the issuer that holds a direct or indirect interest equal to or greater than 5% of the same class or type of security of the issuer.	Renan Bergmann holds a Bachelor's Degree in Chemical Engineering from the Federal University of Rio Grande do Sul. He completed the Executive Program at the John E. Anderson Graduates School of Management and the “Making Corporate Board More Effective” Executive Program at Harvard Business School, with a specialization in corporate governance, compliance, and people strategy. He was a member of the Board of Directors of Fogo de Chão, with activities focused on food security and food support for the families of employees affected by the decrease in income during the pandemic, food and family well-being, guaranteed basic income/ information security/ cyber security until September 2023. Furthermore, he holds a position on the Board of Directors at Paragon, a company specializing in the plastic film sector, prioritizing resource-conscious production techniques. Senior Advisor of the Rhone Group. He held positions on the Board of Directors for SLC Participações, specializing in the agribusiness sector, and FCC Campo Bom. Additionally, he was a Board member of CCRR, a company engaged in infrastructure and highway concession operations, and Ranpak, a producer of environmentally friendly packaging, and Board member of Almatis, refractory company for high temperature furnaces.

Description of any of the following events that have taken place over the past 5 years: (i) criminal conviction; (ii) conviction in an administrative proceeding of the CVM, the Central Bank of Brazil, or the Superintendence of Private Insurance (SUSEP), and the corresponding penalties applied; and (iii) a final and unappealable conviction in the judicial sphere or subject to a final administrative decision, which has suspended or disqualified him/her from practicing any professional or business activity.

Mr. Renan stated that, over the past five (5) years: (a) he has not had any criminal conviction; (b) he has not been convicted in any administrative proceedings by the Brazilian Securities and Exchange Commission, Central Bank of Brazil, or the Superintendence of Private Insurance and/or he has not received any penalties from these agencies; (c) he has not faced any final and unappealable convictions, either judicially or administratively, which would suspend or disqualify him from engaging in any business activities.

Besides, Mr. Renan stated that he does not qualify as a politically exposed person, as per the definition provided in the relevant regulations. Not applicable

Name	Christophe José Hidalgo
Date of birth	October 25, 1967
Occupation	Accountant
Taxpayers’ ID (CPF) or passport number	214.455.098-06
Elective position held	Member of the Board of Directors
Management Body	Board of Directors
Date of election	January 11, 2024
He took office on:
Term of office effective by	Annual General Meeting to be held in 2025
Nomination, whether he was elected by the controlling shareholder or not	Yes
Whether he is an independent member, and if so, report the criteria used by the Company to establish such independence	He is not an independent director.
Start of his first term of office:	December 28, 2020

Information on the major professional experiences over the past 5 years, highlighting, if applicable, positions and functions held in (i) the issuer and in companies of its economic group; and (ii) companies controlled by a shareholder of the issuer that holds a direct or indirect interest equal to or greater than 5% of the same class or type of security of the issuer.

Mr. Christophe Hidalgo held the position of interim Chief Executive Officer from November 2020 to March 2021, in addition to his roles as Vice President of Finance and Investor Relations. He has been the Company's Vice President of Finance since 2012. From 2010 to 2012, he held the position of CFO (Chief Financial Officer) at Grupo Éxito (Colombia), which is a subsidiary of the Casino Group. After joining Casino in 2000, he held multiple positions in finance and controlling within the Group. In his previous engagement in Brazil, he held the position of CFO for the Castorama network from 1996 to 2000. Christophe, a French citizen, holds a bachelor's degree in private law and a degree in finance and accounting, both from the University of Bordeaux in France.

Mr. Christophe stated that, over the past five (5) years: (a) he has not had any criminal conviction; (b) he has not been convicted in any administrative proceedings by the Brazilian Securities and Exchange Commission, Central Bank of Brazil, or the Superintendence of Private Insurance and/or he has not received any penalties from these agencies; (c) he has not faced any final and unappealable convictions, either judicially or administratively, which would suspend or disqualify him from engaging in any business activities.

Besides, Mr. Christophe stated that he does not qualify as a politically exposed person, as per the definition provided in the relevant regulations.

Name	Philippe Alarcon
Date of birth	March 22, 1958

Occupation	Business manager
Taxpayers’ ID (CPF) or passport number	000.000.000-00
Elective position held	Member of the Board of Directors
Management Body	Board of Directors
Date of election	January 11, 2024
He took office on:	30 days after the settlement of the Potential Offer
Term of office effective by	Annual General Meeting to be held in 2026
Nomination, whether he was elected by the controlling shareholder or not	Yes
Whether he is an independent member, and if so, report the criteria used by the Company to establish such independence	He is not an independent director.
Start of his first term of office:	29/01/2020

From 2019 to February 2021, he held a position on the Company's board of directors, and in 2021 and 2022, he served on Assaí's Board of Directors. This executive has served as Casino Group's chief international coordination officer since 2011 and has held multiple roles within the group's companies since joining the Casino Group in 1983. Following his tenure as director in the Casino Group Finance Department, he held multiple roles as Chief Financial Officer in several subsidiaries of the Casino Group, encompassing industrial subsidiaries, supermarkets, and restaurants. He initiated his international career in Poland, assuming the role of Chief Financial Officer of Casino Poland for a span of 8 years, and subsequently serving as Chief Executive Officer of the Real Estate Business. In 2005, he made his way back to France to take on the role of general manager for the Casino Group's real estate division until 2011, at which point he assumed the position of International Executive Officer for the Casino Group, a position he held until January 2021. Moreover, he has been holding the position of Board of Directors member at Grupo Éxito since 2012, serves on the Supervisory Committee at Green Yellow, and fulfills the role of Chief Executive Officer at Mayland Real Estate in Poland. Currently, Mr. Philippe Alarcon does not hold any other positions in the Casino Group other than the position in the Company and the positions mentioned hereinabove.

Mr. Philippe stated that, over the past five (5) years: (a) he has not had any criminal conviction; (b) he has not been convicted in any administrative proceedings by the Brazilian Securities and Exchange Commission, Central Bank of Brazil, or the Superintendence of Private Insurance and/or he has not received any penalties from these agencies; (c) he has not faced any final and unappealable convictions, either judicially or administratively, which would suspend or disqualify him from engaging in any business activities.

Besides, Mr. Philippe stated that he does not qualify as a politically exposed person, as per the definition provided in the relevant regulations.

Name	Marcelo Ribeiro Pimentel
Date of birth	April 3, 1973
Occupation	International Trade and Management
Taxpayers’ ID (CPF) or passport number	012.370.597-55
Elective position held	Chief Executive Officer and member of the Board of Directors
Management Body	Board of Executive Officers and the Board of Directors
Date of election	January 11, 2024

He took office on:	30 days after the settlement of the Potential Offer
Term of office effective by	Annual General Meeting to be held in 2026
Nomination, whether he was elected by the controlling shareholder or not	Yes
Whether he is an independent member, and if so, report the criteria used by the Company to establish such independence	N/A
Start of his first term of office:	April 4, 2022 (board of executive officers) and October 27, 2022 (Board of Directors)
Information on the major professional experiences over the past 5 years, highlighting, if applicable, positions and functions held in (i) the issuer and in companies of its economic group; and (ii) companies controlled by a shareholder of the issuer that holds a direct or indirect interest equal to or greater than 5% of the same class or type of security of the issuer.	Marcelo R. Pimentel is a seasoned executive in retail operations, boasting a career spanning more than two decades. He served (i) as the CEO of Marisa Stores from 2019 to 2022, (ii) as the Retail Operations Officer at Marisa Stores from 2017 to 2019, and (iii) as the Retail Operations Officer at Drogarias Pacheco from 2015 to 2017. Before that, he held senior executive positions for the Walmart Group in Brazil and the UK for more than a decade. In March 2022, he was elected as the Chief Executive Officer of GPA and commenced his term on April 1 of the same year. Presently, aside from serving as the Chief Executive Officer, he holds positions as a member of the Company's Board of Directors and the advisory committees for Human Resources and Corporate Governance, as well as Innovation and Digital Transformation.

Mr. Marcelo stated that, over the past five (5) years: (a) he has not had any criminal conviction; (b) he has not been convicted in any administrative proceedings by the Brazilian Securities and Exchange Commission, Central Bank of Brazil, or the Superintendence of Private Insurance and/or he has not received any penalties from these agencies; (c) he has not faced any final and unappealable convictions, either judicially or administratively, which would suspend or disqualify him from engaging in any business activities.

Besides, Mr. Marcelo stated that he does not qualify as a politically exposed person, as per the definition provided in the relevant regulations.

Name	Eleazar de Carvalho Filho
Date of birth	July 26, 1957
Occupation	Economist
Taxpayers’ ID (CPF) or passport number	382.478.107-78
Elective position held	Independent member of the Board of Directors (sitting member)
Management Body	He is solely a member of the Board of Directors
Date of election	January 11, 2024
He took office on:	30 days after the settlement of the Potential Offer
Term of office effective by	Annual General Meeting to be held in 2026
Nomination, whether he was elected by the controlling shareholder or not	Yes
Whether he is an independent member, and if so, report the criteria used by the Company to establish such independence	Yes, he is an independent member under the definition of an “independent director” as provided for in the Novo Mercado Listing Regulation of B3 S.A.
Start of his first term of office:	June 22, 2012

Mr. Since 2012, Eleazar de Carvalho Filho has served as an independent member of the Company's board of directors. Besides, he holds the positions of Chairman of the Financial Committee and Coordinator of the Company's Audit Committee. Additionally, he has held a position on Cnova's board of directors since October 2014. Since 2018, he has held the position of Chairman of the Board of Directors of Oi S.A., which is currently undergoing court-supervised reorganization. He is also one of the founding partners of Virtus BR Partners, an independent financial consulting company. Currently, Mr. Carvalho Filho holds positions on the Board of Directors and Audit Committee of TechnipFMC, involved in fossil fuels, and Brookfield Renewable Corporation, focused on transitional energy and market-leading technology. The latter engages in offshore wind, green hydrogen, and risk management operations.

In the past, he held the positions of Chief Executive Officer at Unibanco Banco de Investimentos, CEO at BNDES bank, and Superintendent Officer at UBS Brasil bank. Mr. Eleazar de Carvalho Filho was the Chairman of BHP Billiton Brasil and a Member of the Board of Directors for Petrobras, Centrais Elétricas Brasileiras, Vale, Tele Norte Leste Participações, Alpargatas, and other organizations.

He altruistically serves as the chairman of the board of trustees of the Brazilian Symphony Orchestra Foundation, providing his expertise and time without compensation. Mr. Eleazar de Carvalho Filho is a holder of a bachelor's degree in economics from New York University and a master's degree in international relations from John Hopkins University.

Mr. Eleazar stated that, over the past five (5) years: (a) he has not had any criminal conviction; (b) he has not been convicted in any administrative proceedings by the Brazilian Securities and Exchange Commission, Central Bank of Brazil, or the Superintendence of Private Insurance and/or he has not received any penalties from these agencies; (c) he has not faced any final and unappealable convictions, either judicially or administratively, which would suspend or disqualify him from engaging in any business activities.

Besides, Mr. Eleazar stated that he does not qualify as a politically exposed person, as per the definition provided in the relevant regulations. Not applicable

Name	Luiz Augusto de Castro Neves
Date of birth	October 29, 1943
Occupation	Retired diplomat
Taxpayers’ ID (CPF) or passport number	046.432.327-49
Elective position held	Independent member of the Board of Directors (sitting member)
Management Body	He is solely a member of the Board of Directors
Date of election	January 11, 2024
He took office on:	30 days after the settlement of the Potential Offer
Term of office effective by	Annual General Meeting to be held in 2026
Nomination, whether he was elected by the controlling shareholder or not	Yes
Whether he is an independent member, and if so, report the criteria used by the Company to establish such independence	Yes, he is an independent member under the definition of an “independent director” as provided for in the Novo Mercado Listing Regulation of B3 S.A.
Start of his first term of office:	June 22, 2012

Mr. Luiz Augusto de Castro Neves has served as an independent member of the Company's board of directors since 2012. He is a seasoned career diplomat who became a member of the Brazilian diplomatic service in March 1967. From 2008 to 2010, he served as Brazil's ambassador to Japan, and from 2004 to 2008, he held the same position in China, Mongolia, and the Democratic Republic of Korea. Prior to that, he was ambassador to Paraguay from 2000 to 2004. Mr. Castro Neves also held positions as Deputy Secretary General of Foreign Affairs, Chairman of the Board of Directors of Itaipu Binacional in 1997, and Deputy Minister of State, Head of the Secretariat of Strategic Affairs of the Presidency of the Republic. Professor of International Economic Relations at Universidade Brasília (UNB).

Presently, Mr. Castro Neves holds the position of Vice President Emeritus at the Brazilian Center for International Relations, with the goal of influencing the development of public policies focused on advancing Brazil's international agenda. He also serves as the President of the Brazil-China Business Council, one of the core objectives is to generate knowledge about the economic-commercial relationship between the two countries, in addition to being a member of the Technical Council of the National Confederation of Commerce.

Mr. Castro Neves undertook his academic journey in economics at the Federal University of Rio de Janeiro and diplomacy at the Rio Branco Institute, ultimately achieving a master's degree in economics from the University of London.

Mr. Luiz Augusto stated that, over the past five (5) years: (a) he has not had any criminal conviction; (b) he has not been convicted in any administrative proceedings by the Brazilian Securities and Exchange Commission, Central Bank of Brazil, or the Superintendence of Private Insurance and/or he has not received any penalties from these agencies; (c) he has not faced any final and unappealable convictions, either judicially or administratively, which would suspend or disqualify him from engaging in any business activities.

Besides, Mr. Luiz Augusto stated that he does not qualify as a politically exposed person, as per the definition provided in the relevant regulations.

Name	José Luiz Gutiérrez
Date of birth	March 12, 1961
Occupation	Consultant
Taxpayers’ ID (CPF) or passport number	Holder of Spanish passport No. XDC406025
Elective position held	Independent member of the Board of Directors (sitting member)
Management Body	Board of Directors
Date of election	January 11, 2024
He took office on:	30 days after the settlement of the Potential Offer
Term of office effective by	Annual General Meeting to be held in 2026
Whether he was elected by the controlling shareholder or not	Yes

Whether he is an independent member, and if so, report the criteria used by the Company to establish such independence	Yes, he is an independent member under the definition of an “independent director” as provided for in the Novo Mercado Listing Regulation of B3 S.A.
Start of his first term of office:	30 days after the settlement of the Potential Offer
Information on the major professional experiences over the past 5 years, highlighting, if applicable, positions and functions held in (i) the issuer and in companies of its economic group; and (ii) companies controlled by a shareholder of the issuer that holds a direct or indirect interest equal to or greater than 5% of the same class or type of security of the issuer.	Mr. José Luiz boasts a comprehensive background in the food retail sector, spanning more than 20 years. During this time, he held various positions at Carrefour Spain (1999-2004), Carrefour Portugal (2005-2007), Carrefour Spain (2008-2014) where he ascended to the role of CEO in 2011, Carrefour Brazil (2015-2019), and Carrefour Milan (2019-2020). While working at Carrefour Brasil, he took on the responsibility of managing the company's turnaround process. Currently, Mr. José Luiz fulfills the role of an independent business consultant, offering expertise in handling economic crises, executing turnaround processes, reconfiguring business models, optimizing trade activities, and implementing digital solutions.

Mr. José Luiz stated that, over the past five (5) years: (a) he has not had any criminal conviction; (b) he has not been convicted in any administrative proceedings by the Brazilian Securities and Exchange Commission, Central Bank of Brazil, or the Superintendence of Private Insurance and/or he has not received any penalties from these agencies; (c) he has not faced any final and unappealable convictions, either judicially or administratively, which would suspend or disqualify him from engaging in any business activities.

Besides, Mr. José Luiz stated that he does not qualify as a politically exposed person, as per the definition provided in the relevant regulations.

Name	Márcia Nogueira de Mello
Date of birth	March 14, 1965
Occupation	System Analyst
Taxpayers’ ID (CPF) or passport number	073.030.808-13
Elective position held	Independent member of the Board of Directors (sitting member)
Management Body	Board of Directors
Date of election	January 11, 2024
She took office on:	30 days after the settlement of the Potential Offer
Term of office effective by	Annual General Meeting to be held in 2026
Whether she was elected by the controlling shareholder or not	Yes
Whether she is an independent member, and if so, report the criteria used by the Company to establish such independence	Yes, she is an independent member under the definition of an “independent director” as provided for in the Novo Mercado Listing Regulation of B3 S.A.
Start of her first term of office:	30 days after the settlement of the Potential Offer

Marcia Nogueira de Mello boasts a wealth of experience in her roles as a board member and advisor to various Brazilian and international companies. Presently, she serves on the boards of Banco Internacional del Perú SAA Interbank and PagSeguro Digital Ltd., among other notable companies. In the past, she held the position of Chief Commercial Director at Cielo SA, Executive Officer at Global Payments South America Brasil-Serviços de Pagamentos SA, and Chief Commercial Officer at MNLT SA. She has a degree in computer science from Universidade Presbiteriana Mackenzie.

Ms. Márcia stated that, over the past five (5) years: (a) she has not had any criminal conviction; (b) she has not been convicted in any administrative proceedings by the Brazilian Securities and Exchange Commission, Central Bank of Brazil, or the Superintendence of Private Insurance and/or he has not received any penalties from these agencies; (c) she has not faced any final and unappealable convictions, either judicially or administratively, which would suspend or disqualify her from engaging in any business activities.

Moreover, Ms. Márcia stated that she does not qualify as a politically exposed person, as per the definition provided in relevant regulations.

Name	Rachel de Oliveira Maia
Date of birth	January 30, 1971
Occupation	Accountant
Taxpayers’ ID (CPF) or passport number	143.363.438-45
Elective position held	Independent member of the Board of Directors (sitting member)
Management Body	Board of Directors
Date of election	January 11, 2024
She took office on:	30 days after the settlement of the Potential Offer
Term of office effective by	Annual General Meeting to be held in 2026
Whether she was elected by the controlling shareholder or not	Yes

Whether she is an independent member, and if so, report the criteria used by the Company to establish such independence	Yes, she is an independent member under the definition of an “independent director” as provided for in the Novo Mercado Listing Regulation of B3 S.A.
Start of her first term of office:	30 days after the settlement of the Potential Offer

Since May 2021, she has been serving as an independent member of Vale's Board of Directors, assuming the roles of Coordinator of the Sustainability Committee (since May 2023) and Member of the Audit and Risk Committee (since December 2022). Key professional roles experiences over the past 5 years: (i) Member of the Sustainability Committee (May 2021 to April 2023) and Member of Vale's Audit Committee (May 2022 to December 2022); (ii) Founder of a non-profit organization known as CAPACITA-ME (since December 2018); (iii) Founder and CEO of RM Consulting, focused on the S of ESG and Leadership (since April 2018); (iv) Independent Member of the Board of Directors of Banco do Brasil (May 2021 to April 2023); (v) Independent member of the Board of Directors of CVC Corp (since March/2021); (vi) Independent member of the Board of Directors of Grupo Soma (December 2020 to May 2022); (vii) Carrefour Diversity and Inclusion Advisor (November 2020 to November 2021); (viii) Member of the Women of Brazil Group (since 2020); (ix) Member of the Economic and Social Committee of the Development Council (since 2018); (x) SumUp Administrative Consultant (December 2020 to December 2021); (xi) President of the UNICEF Advisory Board (October 2019 to September 2021); (xii) Member of the General Council of the Danish Consulate (April/2014 to November 2020); (xiii) Member of the Danish Chamber of Commerce (April 2014 to November 2020); (xiv) CEO of Lacoste S.A. (Brazil) (October 2018 to September 2020); (xv) Member of the Committee of the President of the American Chamber of Commerce (AmCham) (April 2016 to October 2019); (xvi) Member of the Institute for Retail Development (2016 to 2018); (xvii) CEO of Pandora Brasil (April 2010 to April 2018); and (xviii) Member of the Americas Council of the Executive Leadership Group (ELG) (January 2013 to March 2018). Education: Degree in Accounting from FMU University Center in 1996; MBA from Fundação Getúlio Vargas (FGV) in 2018; Sant' Paul SEER: Advanced Program for CEOs, Advisors, and Presidents in 2021; Harvard Business School Executive Education Negotiation & Leadership (taken in 2014); Master in Business Administration, Finance Executive from FIA (Fundação Instituto de Administração) (2006 and 2007); English Language and Leadership Program, General Management degree from the University of Victoria (between 2000 and 2001).

Ms. Rachel stated that, over the past five (5) years: (a) she has not had any criminal conviction; (b) she has not been convicted in any administrative proceedings by the Brazilian Securities and Exchange Commission, Central Bank of Brazil, or the Superintendence of Private Insurance and/or he has not received any penalties from these agencies; (c) she has not faced any final and unappealable convictions, either judicially or administratively, which would suspend or disqualify her from engaging in any business activities.

Moreover, Ms. Rachel stated that she does not qualify as a politically exposed person, as per the definition provided in relevant regulations.

7.4 Provide the information specified in section 7.3 pertaining to members of statutory committees, as well as audit, risk, financial, and remuneration committees, irrespective of whether these committees or structures are statutory or not

Name	Renan Bergmann
Date of birth	February 16, 1954
Occupation	Engineer
Taxpayers’ ID (CPF) or passport number	202.104.690-72
Committee type	Statutory Audit Committee and Finance Committee
Position held	Member of the Audit Committee and Finance Committee
Date of election	December 12, 2022
He took office on:	December 12, 2022
Term of office effective by	2 years
Start of his first term of office:	Audit Committee: April 30, 2020, and Financial Committee April 30, 2010

Renan Bergmann holds a Bachelor's Degree in Chemical Engineering from the Federal University of Rio Grande do Sul. He completed the Executive Program at the John E. Anderson Graduates School of Management and the “Making Corporate Board More Effective” Executive Program at Harvard Business School, with a specialization in corporate governance, compliance, and people strategy. He was a member of the Board of Directors of Fogo de Chão, with activities focused on food security and food support for the families of employees affected by the decrease in income during the pandemic, food and family well-being, guaranteed basic income/ information security/ cyber security until September 2023. Furthermore, he holds a position on the Board of Directors at Paragon, a company specializing in the plastic film sector, prioritizing resource-conscious production techniques. Senior Advisor of the Rhone Group. He held positions on the Board of Directors for SLC Participações, specializing in the agribusiness sector, and FCC Campo Bom. Additionally, he was a Board member of CCRR, a company engaged in infrastructure and highway concession operations, and Ranpak, a producer of environmentally friendly packaging, and Board member of Almatis, refractory company for high temperature furnaces.

Name	Christophe José Hidalgo
Date of birth	October 25, 1967
Occupation	Accountant
Taxpayers’ ID (CPF) or passport number	214.455.098-06
Committee type	Statutory Audit Committee, Human Resources and Corporate Governance Committee, Innovation and Digital Transformation Committee
Position held	Chairman of the Human Resources and Corporate Governance Committee, Member of the Audit Committee, Chairman of the Innovation and Digital Transformation Committee.
Date of election	December 12, 2022
He took office on:	December 12, 2022

Term of office effective by	2 years
Start of his first term of office:	October 25, 2012
Information on the major professional experiences over the past 5 years, highlighting, if applicable, positions and functions held in (i) the issuer and in companies of its economic group; and (ii) companies controlled by a shareholder of the issuer that holds a direct or indirect interest equal to or greater than 5% of the same class or type of security of the issuer.	Mr. Christophe Hidalgo held the position of interim Chief Executive Officer from November 2020 to March 2021, in addition to his roles as Vice President of Finance and Investor Relations. He has been the Company's Vice President of Finance since 2012. From 2010 to 2012, he held the position of CFO (Chief Financial Officer) at Grupo Éxito (Colombia), which is a subsidiary of the Casino Group. After joining Casino in 2000, he held multiple positions in finance and controlling within the Group. In his previous engagement in Brazil, he held the position of CFO for the Castorama network from 1996 to 2000. Christophe, a French citizen, holds a bachelor's degree in private law and a degree in finance and accounting, both from the University of Bordeaux in France.
Description of any of the following events that have taken place over the past 5 years: (i) criminal conviction; (ii) conviction in an administrative proceeding of the CVM, the Central Bank of Brazil, or the Superintendence of Private Insurance (SUSEP), and the corresponding penalties applied; and (iii) a final and unappealable conviction in the judicial sphere or subject to a final administrative decision, which has suspended or disqualified him/her from practicing any professional or business activity.	Mr. Christophe stated that, over the past five (5) years: (a) he has not had any criminal conviction; (b) he has not been convicted in any administrative proceedings by the Brazilian Securities and Exchange Commission, Central Bank of Brazil, or the Superintendence of Private Insurance and/or he has not received any penalties from these agencies; (c) he has not faced any final and unappealable convictions, either judicially or administratively, which would suspend or disqualify him from engaging in any business activities.

Name	Eleazar de Carvalho Filho
Date of birth	July 26, 1957
Occupation	Economist
Taxpayers’ ID (CPF) or passport number	382.478.107-78
Committee type	Statutory Audit Committee and Finance Committee

Position held	Chairman of the Finance Committee and Coordinator of the Audit Committee
Date of election	December 12, 2022
He took office on:	December 12, 2022
Term of office effective by	2 years
Start of his first term of office:	May 9, 2016

Besides, Mr. Eleazar stated that he does not qualify as a politically exposed person, as per the definition provided in the relevant regulations.

Name	Luiz Augusto de Castro Neves
Date of birth	October 29, 1943
Occupation	Retired diplomat
Taxpayers’ ID (CPF) or passport number	046.432.327-49
Committee type	Other Committees
Description of other committees:	Sustainability and Diversity Committee, Human Resources and Corporate Governance Committee
Position held	Chairman of the Sustainability and Diversity Committee, and member of the Human Resources and Corporate Governance Committee

Date of election	December 12, 2022
He took office on:	December 12, 2022
Term of office effective by	2 years
Start of his first term of office:	May 9, 2016

From 2008 to 2010, he served as Brazil's ambassador to Japan, and from 2004 to 2008, he held the same position in China, Mongolia, and the Democratic Republic of Korea. Prior to that, he was ambassador to Paraguay from 2000 to 2004. Mr. Castro Neves also held positions as Deputy Secretary General of Foreign Affairs, Chairman of the Board of Directors of Itaipu Binacional, and Deputy Minister of State, Head of the Secretariat of Strategic Affairs of the Presidency of the Republic.

Currently, Mr. Castro Neves is a founding partner of CN Estudos e Projetos Ltda., Vice President Emeritus of the Brazilian Center for International Relations, President of the Brazil-China Business Council, and member of the Technical Council of the National Confederation of Commerce. Mr. Castro Neves undertook his academic journey in economics at the Federal University of Rio de Janeiro and diplomacy at the Rio Branco Institute, ultimately achieving a master's degree in economics from the University of London.

Besides, Mr. Luiz Augusto stated that he does not qualify as a politically exposed person, as per the definition provided in the relevant regulations.

Name	Marcelo Ribeiro Pimentel
Date of birth	April 3, 1973
Occupation	International Trade and Management
Taxpayers’ ID (CPF) or passport number	012.370.597-55
Committee type	Sustainability and Diversity Committee, Innovation and Digital Transformation Committee, Human Resources and Corporate Governance Committee
Position held	Member of committees (sitting member)
Date of election	December 12, 2022
He took office on:	December 12, 2022
Term of office effective by	2 years
Start of his first term of office:	December 12, 2022

Marcelo R. Pimentel is a seasoned executive in retail operations, boasting a career spanning more than two decades. He served (i) as the CEO of Marisa Stores from 2019 to 2022, (ii) as the Retail Operations Officer at Marisa Stores from 2017 to 2019, and (iii) as the Retail Operations Officer at Drogarias Pacheco from 2015 to 2017. Before that, he held senior executive positions for the Walmart Group in Brazil and the UK for more than a decade. In March 2022, he was elected as the Chief Executive Officer of GPA and commenced his term on April 1 of the same year. Presently, aside from serving as the Chief Executive Officer, he holds positions as a member of the Company's Board of Directors and the advisory committees for Human Resources and Corporate Governance, as well as Innovation and Digital Transformation.

Besides, Mr. Marcelo stated that he does not qualify as a politically exposed person, as per the definition provided in the relevant regulations.

7.5. Family relationships

Justification for not completing this field:

Not applicable at present, as there are no marital relationships, common-law marriages, or second-degree kinships with managers of the Company, subsidiaries, or controlling shareholders.

7.6. Relationship involving subordination, service provision, and control

Identification	CPF/CNPJ (tax id.)	Kind of relationship of the Management member with the related person	Kind of related person
Title/position
Christophe José Hidalgo	214.455.098-06	Control	Indirect Controller
Member of the Board of Directors
Related person
Casino Guichard Perrachon	08.572.014/0001-91
Chief Development and Shareholding Officer / Member of the Executive Committee
Note
N/A

Schedule II

Board of Directors Report

INDEPENDECE REPORT OF THE CANDIDATES NOMINATED TO THE BOARD OF DIRECTORS

This report embodies the analysis and conclusions regarding the suitability of the candidates nominated to the Company's Board of Directors ("Report") in relation to the person’s qualification as an independent director for purposes of the Novo Mercado Regulation ("Novo Mercado Regulation"), special segment of B3 S.A. - Brasil, Bolsa, Balcão ("B3").

ASSUMPTIONS REGARDING DIRECTOR INDEPENDENCE

According to the Novo Mercado Regulation, the analysis of the independence of the members of the Board of Directors must be carried out in light of objective impediments, which, once verified, prevent the qualification of independent director, and subjective parameters that take into account the relationship of the person with the Company, its controlling shareholder and managers, and the possibility of such a relationship affecting the independence of the board member. The following are considered impediments to the characterization of an independent director, under the terms of article 16, paragraph 1, of the Novo Mercado Regulation:

being a direct or indirect controlling shareholder of the Company;

ii.

having the exercise of voting rights in meetings of the Board of Directors restricted or bound by a shareholders' agreement related to the Company;

iii.

being spouse, companion or relative, in a direct or collateral line, up to the second degree, of the controlling shareholder, of a Company manager or of a manager of the controlling shareholder; or

iv.

having been, in the last three (3) years, an employee or officer of the Company or of its controlling shareholder.

If the nominee does not fulfill any of the events of impediment mentioned above, certain relationships of the candidate that, due to their characteristics, magnitude and extent, may imply a loss of independence must also be analyzed.

According to article 16, paragraph 2, of the Novo Mercado Regulation, the following relationships must be analyzed:

kinship by affinity, up to second degree, of the controlling shareholder, of a company manager or of a manager of the controlling shareholder;

ii.

employment relationship or exercise of management position, in the last three (3) years, of affiliated companies, subsidiaries or under common control;

iii.

commercial relations with the Company, its controlling shareholder or affiliated companies, subsidiaries or companies under common control;

iv.

holds a position in a company or entity that has commercial relations with the Company or with its controlling shareholder that has decision-making power in the conduction of the activities of said company or entity; and

receives any other compensation from the Company, its controlling shareholder, affiliates, subsidiaries or companies under common control other than that related to the performance as a member of the board of directors or committees of the Company, its controlling shareholder, affiliates, subsidiaries or companies under common control, except for cash earnings resulting from interest in the Company's capital stock and benefits arising from pension plans.

II.

NOMINEES FOR THE POSITION OF BOARD MEMBER

Are appointed to compose the Board of Directors as independent directors, with a unified term of office of 2 (two) years, to end at the annual general meeting that approves the management accounts for the fiscal year ending December 31, 2025, the following members: Renan Bergmann, Eleazar de Carvalho Filho, Luiz Augusto de Castro Neves, José Luis Gutierrez, Márcia Nogueira de Mello and Rachel de Oliveira Maia.

In relation to the directors now appointed to occupy the positions of independent members, we understand, based on the information provided and on the statements presented by each of the candidates to the members of the Company’s Board of Directors, that such nominees comply with the independence requirements established in the Novo Mercado Regulation, and, therefore, shall be considered as suitable for the exercise of the functions to which they compete.

São Paulo, December 10, 2023. .

Jean-Charles Henri Naouri President of the Board of Directors		Christophe José Hidalgo Co Vice-President of the Board of Directors

Arnaud Daniel Charles Walter Joachim Strasser Co Vice-President of the Board of Directors		Hervé Daudin Member of the Board of Directors

Marcelo Pimentel Member of the Board of Directors

DECLARATION OF INDEPENDENCE OF A CANDIDATE FOR THE BOARD OF DIRECTORS

Mr. ELEAZAR DE CARVALHO FILHO, Brazilian, married, economist, holder of identity card No. 11.620.489, SSP/SP and registered in the Cadastro de Pessoas Físicas do Ministério da Fazenda, the individual taxpayer registry of Brazil´s finance Ministry, under No. 382.478.170-78, resident and domiciled in the city of São Paulo, State of São Paulo, with business address at Avenida Brigadeiro Luís Antônio, nº 3.142, Jardim Paulista, CEP 01402-000, in this act, in view of his appointment to the position of independent member of the Board of Directors of COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO, a publicly-held company with authorized capital, registered in the Cadastro Nacional de Pessoa Jurídica do Ministério da Fazenda, the national registry of legal entities of Brazil´s finance Ministry, under No. 47.508.411/0001-56, headquartered in the city of São Paulo, State of São Paulo, at Avenida Brigadeiro Luís Antônio, nº 3.142, Jardim Paulista, CEP 01402-000 ("Company"), declares, under the penalties of the law, for the purposes of article 17, item I, of the Novo Mercado Regulation of B3 S.A. – Brasil, Bolsa, Balcão ("Novo Mercado Regulation"), that it meets the independence criteria established in the Novo Mercado Regulations, in view of the following:

(a) is not a controlling shareholder, direct or indirect, of the Company;

(b) its voting exercise at the meetings of the Company's Board of Directors is not bound by a shareholders' agreement;

(c) has no marriage or kinship relationship with the controlling shareholder, managers of the Company or managers of the controlling shareholder;

(d) has not been, in the last 3 (three) years, an employee or officer of the Company or its controlling shareholder;

(e) is not related, by affinity, to the controlling shareholder, to the Company's manager or to the Company's controlling shareholder;

(f) has not had an employment relationship or held a position as a director in affiliated, controlled, or common control companies of the Company in the last 3 (three) years;

(g) does not have business relations with the Company, its controlling shareholder or affiliated, controlled, or common control companies of the Company;

(h) does not hold a position in a company or entity that has business relations with the Company or its controlling shareholder; and

(i) does not receive any other remuneration from the Company, its controlling shareholder, affiliated, controlled companies, or companies under common control other than that related to acting as a member of the Board of Directors or committees of the Company, its controlling shareholder, its affiliated, controlled or common control companies, except for cash proceeds arising from participation in the Company's capital stock and benefits arising from supplementary pension plans.

São Paulo, 10 December 2023.

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ELEAZAR DE CARVALHO FILHO

DECLARATION OF INDEPENDENCE OF A CANDIDATE FOR THE BOARD OF DIRECTORS

Mr. LUIZ AUGUSTO DE CASTRO NEVES, Brazilian, married, retired diplomat, holder of identity card No. 02.107.138-6, DETRAN/RJ and registered in the Cadastro de Pessoas Físicas do Ministério da Fazenda, the individual taxpayer registry of Brazil´s finance Ministry, under No. 046.432.327-49, resident and domiciled in the city of São Paulo, State of São Paulo, with business address at Avenida Brigadeiro Luís Antônio, nº 3.142, Jardim Paulista, CEP 01402-000, in this act, in view of his appointment to the position of independent member of the Board of Directors of COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO, a publicly-held company with authorized capital, registered in the Cadastro Nacional de Pessoa Jurídica do Ministério da Fazenda, the national registry of legal entities of Brazil´s finance Ministry, under No. 47.508.411/0001-56, headquartered in the city of São Paulo, State of São Paulo, at Avenida Brigadeiro Luís Antônio, nº 3.142, Jardim Paulista, CEP 01402-000 ("Company"), declares, under the penalties of the law, for the purposes of article 17, item I, of the Novo Mercado Regulation of B3 S.A. – Brasil, Bolsa, Balcão ("Novo Mercado Regulation"), that it meets the independence criteria established in the Novo Mercado Regulations, in view of the following: