Valid Soluções S A : Minutes of the Board of Directors Meeting - Merger of Valid Participações Ltda. and Interprint Ltda. into Valid Soluções S.A

VALID SOLUÇÕES S.A.

Corporate Taxpayer's ID (CNPJ/ME) No. 33.113.309/0001-47

State Registry 35300600223

MINUTES OF THE BOARD OF DIRECTORS' MEETING

HELD ON NOVEMBER 21, 2022

1. DATE, TIME AND PLACE: November 21, 2022, at 09:00 a.m., via videoconference, being considered held at registered office of Valid Soluções S.A. ("Company"), located in the city of Sorocaba, State of São Paulo, at Street Laura Maiello Kook, No. 511, Ipanema das Pedras, Zip Code 18052-445.
2. CALL NOTICE: Dismissed due to the presence of all members of the Board of Directors and Fiscal Council, pursuant to Article 15, sole paragraph, of the Company's Bylaws.
3. ATTENDANCE:All the members of the Board of Directors were present, and the meeting was held by videoconference, as provided for in Article 18 of the Bylaws.
4. BOARD:Chief Executive Officer: Sidney Levy; Secretary: Renato Tyszler.
5. AGENDA:To analyze and discuss about:
6. 1. ad referendumof the General Shareholders' Meeting, (i.1) appointment and contracting of MCS Markup Auditoria e Consultoria Empresarial Ltda., a company with head office in the City of Rio de Janeiro, State of Rio de Janeiro, at Rua São José, 70, 17th floor, Centro, Zip Code 20.010-903, enrolled with the CNPJ/ME under No. 22.477.423.0001-30 and with the CRC-RJ under No. RJ008325/O-1 ("MCS Markup") as the company responsible for preparing the valuation reports, at book value, of the shareholders' equity of: (i) INTERPRINT LTDA., a sole quotaholder limited liability company, with head office in the City of Sorocaba, State of São Paulo, at Rua Laura Maiello Kook, No. 511, Lot Gleba B, Jardim Novo Mundo, Zip Code 18052-445, enrolled with the CNPJ/ME under No. 42.123.091/0001-00 and registered with the Commercial
      Board of São Paulo ("JUCESP") under No. 35.2.0192301.6. ("Merged Company I"); and
      (ii) VALID PARTICIPAÇÕES LTDA., a sole quotaholder limited liability company, with head office in the City of Rio de Janeiro, State of Rio de Janeiro, at Av. Presidente Wilson, 231 - Hall 1603 e 1604 - part, Zip Code 20030-905, Centro, enrolled with the CNPJ/ME under No. 08.988.872/0001-11 and registered with the Commercial Board of Rio de
      Janeiro ("JUCERJA") under No. 33.2.0794338-6 ("Merged Company II" and, jointly with Merged Company I, "Merged Companies"), to be incorporated into the Company's equity, which have a base date of October 31, 2022 and were prepared in accordance with the provisions of the Brazilian Corporation Law and CVM Resolution No. 78, dated March 29, 2022; and (i.2) the Valuation Reports prepared by MCS Markup;

1. 1. in case of approval of the previous item, ad referendum of the Extraordinary Shareholders' Meeting, the ratification of the execution, by the executive board of the Company and the Merged Companies, of the "Protocol of Merger and Justification" of the Merged Companies by the Company ("Protocol of Merger and Justification"); and
   2. in case of approval of the previous items, the convention of the Extraordinary Shareholders' Meeting for (a) ratification of the appointment and contracting of MSC Markup as an appraisal company; (b) appreciation and approval of the Valuation Reports;
   1. consideration and deliberation on the Protocol of Merger and Justification; and (d) approval of the merger of the Merged Companies by the Company, authorizing the Company's management to perform all the acts necessary to carry out such operation, as well as to ratify any actions taken so far to materialize the previous deliberations.
2. RESOLUTIONS:after the items on the Agenda had been analyzed and discussed, they were unanimously approved, without any restrictions, reservations or opposition:
3. 1. ad referendumof Extraordinary Shareholders' Meeting, (i.1) the appointment of MSC Markup as the company responsible for preparing the Valuation Reports of the Merged Companies, and (i.2) the Valuation Reports;
   1. ad referendumof Extraordinary Shareholders' Meeting, the ratification of the execution, by the executive board of the Company and the Merged Companies, of the Protocol of Merger and Justification; and; and
   2. the convention of Extraordinary Shareholders' Meeting to (a) ratification of the appointment and contracting of MSC Markup as an appraisal company; (b) appreciation and approval of the Valuation Reports; (c) consideration and deliberation on the Protocol of Merger and Justification; and (d) approval of the merger of the Merged Companies into the Company, authorizing the Company's management to perform all the acts necessary to carry out such operation, as well as to ratify any actions taken so far to materialize the previous deliberations.
4. CLOSING:There being no further business to discuss, the meeting was adjourned and these minutes were drawn up, read, approved, and signed by the members of the Board of Directors and Fiscal Council. The present hereby declare that these minutes will be signed electronically, and their respective digital signatures are considered valid, pursuant to paragraph

1. of Article 10, of Provisional Measure No. 2200-02, 2001 and of Law 14,063, of September 23, 2020, as amended, considering as the date of signature the date indicated at the end of these minutes, even if the electronic signature takes place later. Sidney Levy - Chief Executive Officer and Secretary: Renato Tyszler. Board of Directors: Sidney Levy, Henrique Bredda, Guilherme Affonso Ferreira, Fiamma Zarife, Claudio Almeida Prado. Fiscal Council: William Cordeiro, Regis Lemos de Abreu and Vanderlei da Rosa.

São Paulo, November 21, 2022.

I hereby certify that this is a true copy of the original minutes drawn up in the proper book.

_______________________________	_______________________________
Sidney Levy	Renato Tyszler
Chief Executive Officer	Secretary