TIM S.A. filed a Form 6-K on October 30, 2026, reporting that its Fiscal Council held an extraordinary virtual meeting on the same date and issued a favorable opinion on the proposed incorporation of I-Systems Soluções de Infraestrutura S.A. into the company.

Key Highlights

  • Favorable opinion issued: The Fiscal Council concluded that the documents examined "are in order and gave a favorable opinion on the approval of the documents and the proposal" related to the incorporation of I-Systems.
  • Meeting format: The extraordinary meeting was held as a virtual deliberative circuit on October 30, 2026, at 11:00 a.m., pursuant to the second paragraph of Section 40 of TIM S.A.'s By-laws.
  • Documents reviewed: The Council reviewed the Protocol and Justification of Incorporation executed October 30, 2026, the appraisal firm's proposal, and the appraisal report of I-Systems' net equity at book value.
  • Appraisal base date: The net equity appraisal of the incorporated company was conducted by Apsis Consultoria e Avaliações Ltda. with a base date of July 31, 2026.
  • Next step: The favorable opinion is referred to an Extraordinary Shareholders' Meeting of TIM S.A., which is to be convened for final approval.
  • Fiscal Council members present: Walmir Urbano Kesseli (Chairman), Elias de Matos Brito, and Heloisa Belotti Bedicks attended and signed the opinion.

TIM S.A. Fiscal Council Reviews I-Systems Incorporation Proposal

According to the filing, TIM S.A. (NYSE:TIMB) convened an extraordinary Fiscal Council meeting on October 30, 2026, to evaluate a proposed merger described as the "Incorporation" of I-Systems Soluções de Infraestrutura S.A. into the company. The meeting was conducted in virtual deliberative circuit form, as permitted under the company's By-laws. Three regular Fiscal Council members were present: Walmir Urbano Kesseli, Elias de Matos Brito, and Heloisa Belotti Bedicks, with Luciene Rodrigues Abrão Pandolfo serving as Secretary.

The filing discloses that the Council reviewed three categories of documents: the Protocol and Justification of Incorporation executed on October 30, 2026, between the management of I-Systems and TIM S.A.; a proposal prepared by Apsis Consultoria e Avaliações Ltda. as the designated appraisal firm; and the appraisal report of I-Systems' net equity at book value, with a base date of July 31, 2026. The supporting materials were presented by the company's Chief Financial Officer, with support from the Accounting, Reporting and Administrative Services area.

After reviewing all documents, the Fiscal Council members issued a formal opinion stating that the documents were "in order" and gave a favorable opinion for submission to TIM S.A.'s Extraordinary Shareholders' Meeting. The opinion references Sections 223, 224, 225, and 227 of the Brazilian Corporate Law and CVM Resolution No. 78/2022 as the governing legal framework for the incorporation. The Form 6-K was signed by Alberto Mario Griselli, Chief Executive Officer, on behalf of TIM S.A.

What Was Disclosed

TIM S.A. reported its Fiscal Council's extraordinary meeting minutes and formal favorable opinion regarding the proposed incorporation of I-Systems Soluções de Infraestrutura S.A., with an appraisal base date of July 31, 2026, and referral to an Extraordinary Shareholders' Meeting for final approval.