Legal Due Diligence Report - BFRE - Brazilian Finance e Real Estate

Despite the fact that a building condominium was not established in what regards
Botafogo Praia Shopping Proprety, the aforesaid penhoras are actually related to specific units
of the mall and do not encumber the entire property (exception made to a penhora related to a
debt of R$ 7,408.21, registered under no. R.32). All such attachments arouse out of
proceedings filed by the Municipality against São Marcos.
For further information regarding tax debts, including the aforesaid penhoras, please
refer to chapter on Tax Aspects of this Report.
7. Register before the Municipality
According to AV-59 of the matrícula, the Botafogo Praia Shopping Property is
registered before the Municipality under no. 0.560.132-3.
Botafogo Praia Shopping Property was registered under different numbers in the past
years. According to AV-58 of the matrícula, registry no. 0.560.132-3 was actually canceled on
10.13.1999, because it was divided into 207 registries, numbers 2.085.496-4 to 2.085.702-5.
On its turn, registry no. 0.560.132-3 was reactivated on 11.24.2009. We received copy
of a certificate issued with respect to this registry which states that the property is not under
aforamento with the Municipality.
8. Circumstances related to zoning and urban parameters
We have not received much data related to zoning and urban parameters for the
Botafogo Praia Shopping Property. Brookfield present a certificate (“Information Certificate”)
issued by the of the Municipal Office for Urban Matters (Secretaria Municipal de Urbanismo)
with respect to Botafogo Praia Shopping Property. However, there is a page missing from this
certificate, and therefore we cannot confirm all the information contained therein.
Please find hereunder a summary of the information we found in the Information
Certificate, in the website of the Municipal Office for Urban Matters and in the applicable
legislation:
DOCS - 351174v1
According to the Information Certificate, the Botafogo Praia Shopping Property
is located in the Residential Zone no. 3 of Rio de Janeiro, and it is not subject
to any act of property preservation due to historical or cultural value
(tombamento) or to expropriation action.
The Directory Plan of Rio de Janeiro was recently changed, due to the
approval of new legislation, under Complementary Law no. 111/2011 (“Rio de
Janeiro’s Directory Plan”). According to Rio de Janeiro’s Directory Plan, the
Botafogo neighborhood is located in a Controlled Macrozone of Rio de Janeiro.
A Controlled Macrozone is a zone of the city where population density is
considered to be high. As a result, new constructions to be made in this area
shall be limited. Urban renewal will preferably be made under reconstruction or
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