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Sunday, 01/23/2022 5:36:58 PM

Sunday, January 23, 2022 5:36:58 PM

Post# of 55227
Dear Brazil Minerals Stockholders:



This Notice and accompanying Information Statement is being furnished to the holders of common stock, par value $0.001 per share (the “Common Stock”), of Brazil Minerals, Inc., a Nevada corporation (the “Company”), pursuant to Section 14 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and Regulation 14C and Schedule 14C thereunder, in connection with the approval of the actions described below (collectively, the “Corporate Actions”) by the unanimous written consent of the Board of Directors of the Company (the “Board”) and by written consent of the holder of a majority of the voting power of the issued and outstanding capital stock of the Company in lieu of a meeting of stockholders:



1. to amend and restate our Articles of Incorporation to authorize an increase in the number of authorized and unissued shares of Common Stock from 3,250,000,000 to 4,000,000,000 (the “Authorized and Unissued Share Increase”); and

2. to grant the Board discretionary authority, without further stockholder approval, to file a Certificate of Amendment to our Articles of Incorporation with the Nevada Secretary of State at any time before December 31, 2022, to effect a reverse stock split of our outstanding Common Stock by a ratio of not less than 1-for-500 and not more than 1-for-1,000, as determined by the Board (the “Reverse Stock Split”).
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