6-K

TELEFONICA BRASIL S.A. (VIV)

6-K 2024-07-31 For: 2024-06-30
View Original
Added on April 04, 2026

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of July, 2024

Commission File Number: 001-14475

TELEFÔNICA BRASIL S.A.****(Exact name of registrant as specified in its charter)

TELEFONICA BRAZIL S.A.   (Translation of registrant’s name into English)

**Av. Eng° Luís Carlos Berrini, 1376 -  28º andar****São Paulo, S.P.**Federative Republic of Brazil(Address of principal executive office)

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

(Free translation from the original issued in Portuguese. In the event of discrepancies, the Portuguese language version prevails).

Independent auditors’ review report onthe consolidated and individual interim financial information


To the

Management and Shareholders of

Telefônica Brasil S.A.

São Paulo - SP


Introduction

We have reviewed the consolidated and individual interim financial information of Telefônica Brasil S.A. (“Company”), included in the Quarterly Information Form – “ITR” for the quarter ended June 30, 2024, which comprise the balance sheet as of June 30, 2024, and the related statements of income and comprehensive income for the three- and six-month periods then ended and changes in equity and cash flows for the six-month period then ended, including material accounting policies and other explanatory information.

The Company Management is responsible for preparing the consolidated and individual interim financial statements in accordance with the accounting standard CPC 21(R1) – Interim financial reporting and IAS 34 – Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), and for presenting the aforementioned information in accordance with the standards issued by the Brazilian Securities Commission (CVM) that apply to the preparation of the Quarterly Information (ITR). Our responsibility is to express a conclusion on such interim financial information based on our review.


Scope of the review

We conducted our review in accordance with Brazilian and International Standards for reviewing interim financial information (NBC TR 2410 and ISRE 2410 – Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of the interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with audit standards and, as a result, we cannot provide assurance that we have discovered all the significant matters that could have been identified by an audit. Accordingly, we do not express an audit opinion.

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Conclusionon the Company and consolidated interim financial information

Based on our review we are not aware of any facts that lead us to believe the consolidated and individual interim financial information included in the aforesaid “ITR” has not been prepared, in all material respects, in accordance with the accounting standard CPC 21 (R1) and IAS 34 applicable to the preparation of Quarterly Information – ”ITR”, and presented in accordance with the standards issued by the Brazilian Securities Commission (CVM).

Other matters


Statement of Value Added

The aforementioned quarterly financial information include the consolidated and individual Statements of Value Added (DVA) for the six-month period ended June 30, 2024, which are the responsibility of Company’s Management and are presented as supplementary information for IAS 34 purpose. This financial statement was subject to review procedures conducted together with the review of the quarterly financial information, for the purpose to conclude whether it has been reconciled with the interim financial information and accounting records, as applicable, and if its form and content comply with the criteria set out in the accounting standard CPC09 – “Statements of Value Added”. Our review did not detect any facts that lead us to believe that the DVA has not been prepared, in all material respects, in accordance with the criteria established in this accounting standard and consistently in relation to the consolidated and individual interim financial statements taken as a whole.

São Paulo, July 24, 2024.

Baker Tilly 4Partners AuditoresIndependentes Ltda.

CRC 2SP-031.269/O-1





Nelson Varandas dos Santos

Accountant CRC 1SP-197.110/O-3

Baker Tilly 4Partners, operating under the name Baker Tilly, is a member firm of the Baker Tilly International global network, whose members are separate and independent legal entities.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |

| --- | --- | | QUARTERLY INFORMATION | | | **** Contents | | | --- | --- | | Individual and Consolidated Interim Balance Sheets**** | 1 | | Individual and Consolidated Statements of Income**** | 3 | | Individual and Consolidated Statements of Changes in Equity**** | 4 | | Individual and Consolidated Statements of Comprehensive Income**** | 5 | | Individual and Consolidated Statements of Added Value**** | 6 | | Individual and Consolidated Statements of Cash Flows**** | 7 | | Notes to the Individual and Consolidated Quarterly Information | | | Note 1. Operations | 8 | | Note 2. Basis of Preparation and Presentation Of Individual And Consolidated Quarterly Financial Information | 11 | | Note 3. Cash and Cash Equivalents | 11 | | Note 4. Financial Investments | 13 | | Note 5. Trade Accounts Receivable | 13 | | Note 6. Inventories | 15 | | Note 7. Prepaid Expenses | 15 | | Note 8. Income And Social Contribution Taxes | 15 | | Note 9. Taxes, Charges and Contributions Recoverable | 19 | | Note 10. Judicial Deposits and Garnishments | 20 | | Note 11. Other Assets | 21 | | Note 12. Investments | 21 | | Note 13. Property, Plant And Equipment | 23 | | Note 14. Intangible Assets | 28 | | Note 15. Personnel, Social Charges And Benefits | 31 | | Note 16. Trade Accounts Payable | 31 | | Note 17. Taxes, Charges and Contributions Payable | 32 | | Note 18. Dividends And Interest On Equity (IOE) | 32 | | Note 19. Provision and contingencies | 33 | | Note 20. Financing, Debentures and Lease | 42 | | Note 21. Deferred Revenue | 45 | | Note 22. Other Liabilities | 46 | | Note 23. Equity | 46 | | Note 24. Net Operating Revenue | 51 | | Note 25. Operating Costs and Expenses | 51 | | Note 26. Other Income (Expenses) | 53 | | Note 27. Financial Income (Expenses) | 54 | | Note 28. Balances and Transactions With Related Parties | 55 | | Note 29. Share-Based Payment Plans | 59 | | Note 30. Pension Plans and Other Post-Employment Benefits | 61 | | Note 31. Financial Instruments and Risk and Capital Management | 62 | | Note 32. Supplemental Cash Flow Information | 74 | | Note 33. Contractual Commitments and Guarantees | 75 | | Note 34. Subsequent Events | 76 |


| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
On June 30, 2024 and December 31, 2023
(In thousands of Reais)
Company Consolidated
--- --- --- --- --- ---
ASSETS Note 06.30.2024 12.31.2023 06.30.2024 12.31.2023
Current assets 22,655,583 18,209,928 23,839,778 19,244,962
Cash and cash equivalents 3 6,890,375 4,031,235 7,354,965 4,358,276
Financial investments 4 1,148 1,148
Trade accounts receivable 5 8,768,443 8,944,992 9,207,881 9,318,077
Inventories 6 1,010,727 805,855 1,030,755 822,814
Prepaid expenses 7 2,260,311 1,194,735 2,596,756 1,434,042
Income and social contribution taxes recoverable 8.a 779,715 723,227 800,047 752,593
Taxes, charges and contributions recoverable 9 2,038,133 1,893,438 2,098,396 1,937,770
Judicial deposits and garnishments 10 131,909 71,695 132,706 72,516
Dividends and interest on equity 18.a 169,183 2,503 51 51
Derivative financial instruments 31.a 22,265 8,107 23,245 8,336
Other assets 11 584,522 532,993 594,976 539,339
Non-current assets 100,185,709 101,536,631 100,249,019 101,493,018
Long-term assets 5,475,682 5,371,752 5,879,110 5,773,026
Financial investments 4 35,962 36,154 35,978 36,169
Trade accounts receivable 5 331,710 351,036 331,710 351,036
Prepaid expenses 7 1,778,941 1,472,064 1,780,895 1,472,615
Deferred taxes 8.c 167,851 177,245
Taxes, charges and contributions recoverable 9 620,384 675,132 620,669 675,305
Judicial deposits and garnishments 10 2,610,621 2,651,191 2,804,320 2,839,413
Derivative financial instruments 31.a 76,952 76,952
Other assets 11 98,064 109,223 137,687 144,291
Investments 12.b 1,021,019 1,086,115 493,340 438,870
Property, plant and equipment 13.a 45,498,387 46,287,357 45,518,868 46,318,147
Intangible assets 14.a 48,190,621 48,791,407 48,357,701 48,962,975
TOTAL ASSETS 122,841,292 119,746,559 124,088,797 120,737,980
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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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On June 30, 2024 and December 31, 2023
(In thousands of Reais)
Company Consolidated
--- --- --- --- --- ---
LIABILITIES AND EQUITY Note 06.30.2024 12.31.2023 06.30.2024 12.31.2023
Current liabilities 22,321,430 19,467,043 23,170,092 20,084,184
Personnel, social charges and benefits 15 1,116,981 1,133,158 1,192,593 1,204,183
Trade accounts payable 16 9,533,882 7,935,069 9,871,648 8,169,945
Income and social contribution taxes payable 8.b 117,005 1,050 119,439 3,515
Taxes, charges and contributions payable 17 1,582,735 1,561,819 1,628,996 1,605,505
Dividends and interest on equity 18.b 1,156,392 2,245,432 1,156,392 2,247,884
Provision and contingencies 19.a 1,273,219 896,936 1,277,734 900,971
Financing, debentures and leases 20.a 4,556,920 4,446,577 4,579,079 4,475,660
Deferred income 21 866,362 738,343 1,216,361 960,078
Derivative financial instruments 31.a 1,546 6,948 1,546 6,948
Other liabilities 22 2,116,388 501,711 2,126,304 509,495
Non-current liabilities 31,433,651 30,712,721 31,761,210 31,026,476
Personnel, social charges and benefits 15 45,250 59,675 66,159 81,151
Income and social contribution taxes payable 8.b 227,111 197,155 227,111 197,155
Taxes, charges and contributions payable 17 4,863,538 3,835,231 4,926,183 3,895,732
Deferred taxes 8.c 3,715,130 3,418,740 3,715,130 3,418,740
Provision and contingencies 19.a 6,304,504 6,953,316 6,431,548 7,081,666
Financing, debentures and leases 20.a 14,194,801 14,169,127 14,300,899 14,261,567
Deferred income 21 131,999 124,282 134,126 126,525
Derivative financial instruments 31.a 17,569 87,755 17,569 87,755
Other liabilities 22 1,933,749 1,867,440 1,942,485 1,876,185
TOTAL LIABILITIES 53,755,081 50,179,764 54,931,302 51,110,660
Equity 69,086,211 69,566,795 69,086,211 69,566,795
Capital 23.a 62,071,416 63,571,416 62,071,416 63,571,416
Capital reserves 23.c 63,095 63,095 63,095 63,095
Income reserves 23.d 5,700,531 5,885,575 5,700,531 5,885,575
Retained earnings 1,190,472 1,190,472
Equity valuation adjustment 23.f 60,697 46,709 60,697 46,709
Non-controlling shareholders 23.g 71,284 60,525
TOTAL EQUITY 69,086,211 69,566,795 69,157,495 69,627,320
TOTAL LIABILITIES AND EQUITY 122,841,292 119,746,559 124,088,797 120,737,980

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Three-month and Six-month periods ended June 30, 2024 and 2023
(In thousands of Reais, unless otherwise stated)
Company Consolidated
--- --- --- --- --- --- --- --- --- ---
Three-month period ended Six-month period ended Three-month period ended Six-month period ended
Note 06.30.2024 06.30.2023 06.30.2024 06.30.2023 06.30.2024 06.30.2023 06.30.2024 06.30.2023
Net operating revenue 24 13,202,524 12,354,640 26,259,319 24,531,430 13,678,936 12,732,709 27,224,571 25,453,619
Cost of sales and services 25 (7,252,092) (6,758,348) (14,385,898) (13,511,055) (7,608,019) (7,045,082) (15,126,511) (14,258,478)
Gross profit 5,950,432 5,596,292 11,873,421 11,020,375 6,070,917 5,687,627 12,098,060 11,195,141
Operating income (expenses) (3,919,672) (3,725,395) (7,944,387) (7,466,829) (4,029,709) (3,815,173) (8,146,364) (7,646,802)
Selling expenses 25 (3,067,015) (3,090,984) (6,255,357) (6,116,745) (3,124,204) (3,136,498) (6,361,073) (6,231,777)
General and administrative expenses 25 (749,668) (693,115) (1,478,134) (1,385,560) (776,827) (711,536) (1,527,164) (1,421,404)
Other operating income (expense), net 26 (128,009) 46,664 (245,612) 39,698 (128,975) 38,307 (258,306) 18,034
Share of results in investees – equity method 12.b 25,020 12,040 34,716 (4,222) 297 (5,446) 179 (11,655)
Operating income 2,030,760 1,870,897 3,929,034 3,553,546 2,041,208 1,872,454 3,951,696 3,548,339
Financial income (expense), net 27 (363,268) (495,646) (1,054,132) (1,158,651) (351,530) (485,823) (1,038,287) (1,143,215)
Income before taxes 1,667,492 1,375,251 2,874,902 2,394,895 1,689,678 1,386,631 2,913,409 2,405,124
Income and social contribution taxes 8.d (445,662) (252,720) (757,441) (437,695) (458,169) (265,646) (785,791) (449,551)
Net income for the period 1,221,830 1,122,531 2,117,461 1,957,200 1,231,509 1,120,985 2,127,618 1,955,573
Attributable to:
Controlling shareholders 23.h 1,221,830 1,122,531 2,117,461 1,957,200 1,221,830 1,122,531 2,117,461 1,957,200
Non-controlling shareholders 23.h 9,679 (1,546) 10,157 (1,627)
Basic and diluted earnings per common share (in R$) 23.i 0.74 0.68 1.28 1.18

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2023
(In thousands of Reais)
Capital reserves Income reserves
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Capital Special goodwill reserve Treasury shares Other capital reserves Legal reserve Treasury shares Tax incentive reserve Reserve for remuneration to shareholders and investments Retained earnings Proposed additional dividends Equity valuation adjustment Parent Company equity Non-controlling shareholders Consolidated equity
Balance on  December 31, 2022 63,571,416 63,074 (607,443) 693,778 3,589,552 214,449 826,731 52,183 68,403,740 52,107 68,455,847
Payment<br> of additional 2022 dividend (826,731) (826,731) (826,731)
Appropriation<br> to tax incentive reserve 36,789 (36,789)
Cancellation<br> of common shares 607,443 (607,443)
Repurchase<br> of common shares for treasury (86,337) (127,032) (213,369) (213,369)
Share<br> of equity interest in transactions in investees 2 2 2
Non-controlling<br> shareholders in Vivo Ventures – adjustment 511 511
Other<br> comprehensive income 58,826 (12,287) 46,539 46,539
Net<br> income for the period 1,957,200 1,957,200 (1,627) 1,955,573
Interim<br> interest on equity (716,000) (716,000) (716,000)
Balance on  June 30, 2023 63,571,416 63,074 (86,337) 86,337 3,589,552 (127,032) 251,238 1,263,237 39,896 68,651,381 50,991 68,702,372
Unclaimed<br> dividends and interest on equity 139,766 139,766 139,766
Appropriation<br> to tax incentive reserve 62,343 (62,343)
Cancellation<br> of common shares 86,143 (86,143)
Repurchase<br> of common shares for treasury (275,389) (275,389) (275,389)
Share<br> of equity interest in transactions in investees 21 21 21
Other<br> comprehensive income (157,986) 6,813 (151,173) 203 (150,970)
Net<br> income for the period 3,072,189 3,072,189 12,215 3,084,404
Allocation<br> of income:
Legal<br> reserve 251,470 (251,470)
Interim<br> interest on equity (1,870,000) (1,870,000) (2,884) (1,872,884)
Cancellation<br> of common shares 402,421 (402,421)
Reserve<br> for remuneration to shareholders and investments 1,730,972 (1,730,972)
Balance on December 31, 2023 63,571,416 63,074 (194) 215 3,841,022 313,581 1,730,972 46,709 69,566,795 60,525 69,627,320
Return<br> of share capital - EGM 01/24/24 (1,500,000) (1,500,000) (1,500,000)
Appropriation<br> to tax incentive reserve 71,989 (71,989)
Repurchase<br> of common shares for treasury (257,033) (257,033) (257,033)
Non-controlling<br> shareholders in Vivo Ventures – adjustment 602 602
Other<br> comprehensive income 13,988 13,988 13,988
Net<br> income for the period 2,117,461 2,117,461 10,157 2,127,618
Interim<br> interest on equity (855,000) (855,000) (855,000)
Balance on  June 30, 2024 62,071,416 63,074 (194) 215 3,841,022 (257,033) 385,570 1,730,972 1,190,472 60,697 69,086,211 71,284 69,157,495

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Three-month and Six-month periods ended June 30, 2024 and 2023
(In thousands of Reais)
Company Consolidated
--- --- --- --- --- --- --- --- ---
Three-month period ended Six-month period ended Three-month period ended Six-month period ended
06.30.2024 06.30.2023 06.30.2024 06.30.2023 06.30.2024 06.30.2023 06.30.2024 06.30.2023
Net income for the period 1,221,830 1,122,531 2,117,461 1,957,200 1,231,509 1,120,985 2,127,618 1,955,573
Other net comprehensive income that may be reclassified to income in subsequent years 11,747 (10,040) 13,993 (12,241) 11,747 (10,040) 13,993 (12,241)
Gains (losses) on derivative financial instruments (922) (5,598) 898 (7,304) (922) (5,598) 898 (7,304)
Taxes 314 1,903 (305) 2,483 314 1,903 (305) 2,483
Cumulative Translation Adjustments   (CTA) on transactions of investees abroad 12,355 (6,345) 13,400 (7,420) 12,355 (6,345) 13,400 (7,420)
Other net comprehensive income that cannot be reclassified to income in subsequent years (9) (3) (5) (46) (9) (3) (5) (46)
Unrealized losses on financial assets at fair value through other comprehensive income (13) (5) (7) (70) (13) (5) (7) (70)
Taxes 4 2 2 24 4 2 2 24
Other comprehensive income 11,738 (10,043) 13,988 (12,287) 11,738 (10,043) 13,988 (12,287)
Comprehensive income for the period – net of taxes 1,233,568 1,112,488 2,131,449 1,944,913 1,243,247 1,110,942 2,141,606 1,943,286
Attributable to:
Controlling shareholders 1,233,568 1,112,488 2,131,449 1,944,913 1,233,568 1,112,488 2,131,449 1,944,913
Non-controlling shareholders 9,679 (1,546) 10,157 (1,627)

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month periods ended June 30, 2024 and 2023
(In thousands of Reais)
Company Consolidated
--- --- --- --- ---
Six-month period ended
06.30.2024 06.30.2023 06.30.2024 06.30.2023
Revenues 31,627,317 29,747,169 32,629,810 30,697,201
Sale of goods and services 31,651,347 29,529,896 32,736,902 30,581,191
Other revenues 677,072 862,016 675,595 849,027
Allowance for expected accounts receivable losses (701,102) (644,743) (782,687) (733,017)
Inputs acquired from third parties (11,607,482) (11,822,059) (12,297,122) (12,380,825)
Cost of goods and products sold and services rendered (7,910,820) (8,226,313) (8,623,883) (8,815,228)
Materials, electric energy, third-party services and other expenses (3,766,696) (3,780,397) (3,742,565) (3,749,863)
Loss/recovery of assets 70,034 184,651 69,326 184,266
Gross value added 20,019,835 17,925,110 20,332,688 18,316,376
Withholdings (6,769,076) (6,380,994) (6,780,238) (6,467,234)
Depreciation and amortization (6,769,076) (6,380,994) (6,780,238) (6,467,234)
Net value added produced 13,250,759 11,544,116 13,552,450 11,849,142
Value added received in transfer 671,405 1,118,529 672,819 1,154,762
Share of results in investees – equity method 34,716 (4,222) 179 (11,655)
Financial income 636,689 1,122,751 672,640 1,166,417
Total undistributed value added 13,922,164 12,662,645 14,225,269 13,003,904
Distribution of value added 13,922,164 12,662,645 14,225,269 13,003,904
Personnel, social charges and benefits 3,030,255 2,868,947 3,201,298 3,014,408
Direct compensation 1,992,472 1,892,343 2,105,435 1,992,734
Benefits 903,634 852,370 951,469 888,842
Government Severance Indemnity Fund for Employees (FGTS) 134,149 124,234 144,394 132,832
Taxes, charges and contributions 6,383,585 4,999,879 6,489,354 5,161,845
Federal 2,812,993 2,433,544 2,900,846 2,545,225
State 3,461,116 2,446,404 3,461,261 2,480,290
Local 109,476 119,931 127,247 136,330
Debt remuneration 2,390,863 2,836,619 2,406,999 2,872,078
Interest 1,665,237 2,241,069 1,682,843 2,266,992
Rental 725,626 595,550 724,156 605,086
Equity remuneration 2,117,461 1,957,200 2,127,618 1,955,573
Interest on equity distribution 855,000 716,000 855,000 716,000
Retained profit 1,262,461 1,241,200 1,262,461 1,241,200
Non-controlling shareholders 10,157 (1,627)

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month periods ended June 30, 2024 and 2023
(In thousands of Reais)
Company Consolidated
--- --- --- --- ---
Six-month period ended
06.30.2024 06.30.2023 06.30.2024 06.30.2023
Cash flows from operating activities
Income before taxes 2,874,902 2,394,895 2,913,409 2,405,124
Adjustment for noncash items:
Depreciation and amortization 6,769,076 6,380,994 6,780,238 6,467,234
Foreign exchange accruals on loans and derivative financial instruments (42,310) 34,985 (43,463) 34,985
Interest and indexation accruals on assets and liabilities 79,790 336,102 77,468 331,328
Share of results in investees – equity method (34,716) 4,222 (179) 11,655
Gains on write-off/sale of assets (89,656) (210,113) (88,852) (210,020)
Allowance for losses trade accounts receivable 701,102 644,743 782,687 733,017
Change in liability provision 307,880 408,179 314,836 320,896
Write-off and reversals of allowance for inventory impairment 29,534 29,493 29,489 29,767
Pension plans and other post-retirement benefits 37,170 27,603 38,061 28,319
Provision for lawsuits 328,256 383,311 330,860 385,731
Interest expenses (loans, financing, leases and derivative transactions) 1,073,332 999,236 1,080,379 1,013,550
Other 7,856 (19,326) 2,112 (31,807)
Changes in assets and liabilities
Trade accounts receivable (515,116) (266,911) (655,428) (545,452)
Inventories (234,406) 1,673 (232,347) (856)
Taxes recoverable (143,323) (113,861) (165,234) (137,333)
Prepaid expenses (948,925) (563,396) (1,055,093) (443,239)
Other assets (35,136) 76,929 (57,812) (23,154)
Personnel, social charges and benefits (30,601) 24,197 (26,583) 27,563
Trade accounts payable 1,312,156 402,671 1,385,702 648,874
Taxes, charges and contributions 511,250 1,634,713 525,707 1,636,096
Provisions for legal claims, amounts to be refunded to customers and provision for fines for cancellation of lease contracts (397,074) (1,041,265) (399,929) (1,075,161)
Other liabilities 267,852 (174,476) 425,926 (113,050)
8,953,991 8,999,703 9,048,545 9,088,943
Cash generated from operations 11,828,893 11,394,598 11,961,954 11,494,067
Interest paid on loans, financing, debentures and leases (961,075) (970,861) (968,220) (989,557)
Income and social contribution taxes paid (329,248) (278,217) (347,470) (292,561)
Net cash generated by operating activities 10,538,570 10,145,520 10,646,264 10,211,949
Cash flows from investing activities
Additions to PP&E, intangible assets and others (4,212,554) (3,783,639) (4,221,645) (3,808,023)
Proceeds from sale of PP&E 159,862 240,731 159,862 240,731
Payment for acquisition of investments and capital subscribed in subsidiary (54,817) (68,185) (35,154) (64,904)
Receipts net of judicial deposits 35,603 73,996 35,254 75,713
Cash and cash equivalents received upon the acquisition of companies 598,581 2,540
Receipt of dividends and interest on equity 2,452
Cash received upon sale of investments 30,000
Net cash used in investing activities (4,069,454) (2,938,516) (4,061,683) (3,523,943)
Cash flows from financing activities
New financing 38,000
Payments of loans, financing, debentures and leases (1,546,551) (1,507,019) (1,570,643) (1,519,249)
Receipts – derivative financial instruments 24,663 14,270 24,695 14,270
Payments – derivative financial instruments (12,152) (115,514) (12,157) (115,514)
Payment for acquisitions of shares for treasury (257,033) (213,369) (257,033) (213,369)
Dividend and interest on equity paid (1,818,903) (1,723,668) (1,821,356) (1,723,668)
Capital subscriptions made by noncontrolling shareholders in subsidiaries 10,602 511
Net cash used in financing activities (3,609,976) (3,545,300) (3,587,892) (3,557,019)
Increase in cash and cash equivalents 2,859,140 3,661,704 2,996,689 3,130,987
Cash and cash equivalents at beginning of the period 4,031,235 1,359,061 4,358,276 2,273,834
Cash and cash equivalents at end of the  period 6,890,375 5,020,765 7,354,965 5,404,821

| 7 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

NOTES TO THE INDIVIDUAL AND CONSOLIDATED QUARTERLYINFORMATION

1. OPERATIONS
a) Background information
--- ---

Telefônica Brasil S.A. (the “Company“ or “Telefônica Brasil“) is a publicly-held corporation whose main corporate purpose to render telecommunications services; the development of activities necessary or complementary to the execution of such services, in accordance with the concessions, authorizations and permissions granted; furnishing value-added services; offering integrated solutions, management and provision of services related to: (i) data centers, including hosting and co-location; (ii) storage, processing and management of data, information, texts, images, videos, applications and information systems and similar; (iii) information technology; (iv) information and communication security; and (v) electronic security systems; licensing and sublicensing of software of any nature, among other activities.

The Company's principal offices are located at 1376, Engenheiro Luiz Carlos Berrini Avenue, in the city and state of São Paulo, Brazil. It is a member of the Telefónica Group (“Group“), based in Spain which operates in several countries across Europe and Latin America.

Telefónica S.A. (“Telefónica“), the Group holding company, held a total direct and indirect interest in the Company of 75.29% on June 30, 2024 and December 31, 2023 (Note 23.a).

The Company is registered with the Brazilian Securities Commission (“CVM“) and its shares are traded on the B3. It is also registered with the U.S. Securities and Exchange Commission (“SEC“) and its American Depositary Shares (“ADSs“), backed by its common shares, are traded on the New York Stock Exchange (“NYSE“).

b) Operations

The Company renders the following services: (i) Fixed Switched Telephone Service Concession Arrangement (“STFC“); (ii) Multimedia Communication Service (“SCM“, data communication, including broadband internet); (iii) Personal Mobile Service (“SMP“); and (iv) Conditioned Access Service (“SEAC“ – Pay TV) and (v) Private Limited Service (“SLP“), throughout Brazil, through concessions and authorizations, in addition to other activities.

Service concessions and authorizations are granted by Brazil's Telecommunications Regulatory Agency (“ANATEL“), the agency responsible for the regulation of the Brazilian telecommunications sector under the terms of Law No. 9472 of July 16, 1997 – General Telecommunications Law (“LeiGeral das Telecomunicações“ – LGT).

In accordance with the STFC service concession agreement, every two years, over the life of the agreement's 20-year term ending on December 31, 2025, the Company will pay a fee equivalent to 2% of its prior-year STFC revenue, net of applicable taxes and social contribution taxes (Note 22).

Before Law no. 13.879 / 2019 came into effect, authorizations for the use of radio frequencies were commonly granted for 15 years and could be extended only once, for the same term. Following the normative changes in the aforementioned Law, successive extensions of authorization grants were allowed, though the current terms were only clarified by Decree no. 10.402 / 2020 which detailed the requirements related to the new successive extension regime; the current authorizations are also covered by the new regime.

The Decree defined ANATEL's parameters for evaluating the scope of extension requests, such as ensuring the efficient use of radio frequencies, competitive aspects, meeting the public interest and fulfilling obligations already assumed with ANATEL.

| 8 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

Currently, every two years, following the first extension, the Company is required to pay a charge equivalent to 2% of revenues earned through the SMP provision in the year prior, net of taxes and social contributions (Note 22), and for certain terms, in the 15th year, the Company will pay the equivalent of 2% of its prior-year revenue. The calculation considers the net revenue from Basic and Alternative Service Plans.

In July 2018, ANATEL published Resolution No. 695 with a new public spectrum price regulation. This Resolution established new criteria for the costs of extending licenses. The formula considers factors such as authorization time, revenue earned in the region and amount of spectrum used by the provider. In addition, there is provision for part of the payment to be converted into investment commitments. However, the applicability of the calculation methodology contained in the aforementioned Resolution in specific cases of extension of authorizations depends on an assessment by ANATEL. It is noted that ANATEL has recently been adopting different calculation methods for valuing authorization extensions; in November 2023, ANATEL submitted to public consultation the review of the Spectrum Use Regulation (“RUE”), approved by Resolution No. 671, of November 3, 2016. The draft submitted by ANATEL revokes Resolution No. 695/2018 and directly consolidates in the RUE the rules associated with the valuation of authorizations for the use of the radio frequency spectrum, establishing as a standard methodology for both, the Cash flow method discounted to net present value (“VPL”) .

Further details of the Company's licenses/authorizations are presented in Note 14.b.

c) Corporate events in 2024

c.1) Joint venture with Auren

On December 18, 2023, the Company signed an investment agreement with Auren Energia S.A., through its subsidiary Auren Comercializadora de Energia Ltda. (together, “Auren”), for the creation of a joint venture, in which each shareholder holds a 50% equity interest; Auren provides bespoke renewable energy solutions throughout Brazil (“Operation”).

On January 5, 2024 and February 7, 2024, the Operation was authorized by the General Superintendence of the Administrative Council for Economic Defense (“CADE”) and the European antitrust body, respectively. In view of the approvals, on March 15, 2024, the Operation was closed and the Company and Auren made capital contributions in the amount of R$10,319 each in the joint venture Gud Comercializadora de Energia S.A. (“GUD”) and, on March 11, April 2024, the procedure to obtain the licenses and regulatory authorizations necessary for the development of GUD's business began.

The joint venture leverages the experience of its two key brands: Auren, a point of reference in renewable energy generation and leader in energy sales in Brazil; and the Vivo (Telefônica Brasil's brand), leader in the Brazilian telecommunications market, with over 112 million accesses (as of December 2023), and a market reference for digital platform in technology and connectivity, with a growing presence in the B2C and B2B digital ecosystems. By inserting Auren's generation and commercialization of energy into the Company’s economies of scale structure, with its digital penetration and distribution capacity, GUD intends to position itself in the free energy market in Brazil. This market has been gradually opening and, since January 2024, is accessing business sector customers connected to the high voltage network with demand up to 500kW. The joint venture's potential operating market is estimated at over 72,000 large companies including industrial facilities, offices and commercial establishments; in the future it expects to operate in low voltage and residential businesses upon the opening of the Brazilian electricity market. The Operation reinforces the Company’s positioning, enhancing the experience by increasing the value proposition for its customers, as well as being an example for its commitment to Environmental, Social and Corporate Governance (“ASG”).

| 9 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

c.2) Constitution of Vivo Pay Holding Financeira Ltda. (“Vivo Pay”)

On February 2, 2024, the Company formed a wholly-owned limited liability company Vivo Pay Holding Financeira Ltda., whose exclusive purpose is to hold equity interests in institutions authorized to operate by the Central Bank of Brazil, as a partner or shareholder. The Company made a capital contribution of R$5,000 to Vivo Pay, through the issuance of 5,000,000 shares with a nominal value of R$1.00 (one Real) each, in favor of the Company.

c.3) Reduction of the Company's share capital

On January 24, 2024, the Company's Extraordinary General Meeting (“AGE”) approved a return of share capital of R$1,500,000, reducing capital from R$63,571,416 to R$62,071,416, without canceling shares; thus, the number of shares and the percentage of shareholder participation in the Company's share capital remain unchanged (“Reduction”).

Upon having met all applicable legal requirements, the Reduction became fully effective and a refund was provided to those shareholders, as held of record, on April 10, 2024, in Brazilian Reais, in the amount of R$0.90766944153 per common share issued by the Company, through a payment made on July 10, 2024 (Note 34.a).

c.4) Investments from the Vivo Ventures Fund (“VV”)

On April 24, 2024, VV made an equity investment of R$24,500 in Conexa Health LLC, the controlling company of Conexa Saúde Serviços Médicos S.A. (“Conexa”). Conexa is the largest independent telemedicine platform in Latin America and a digital health ecosystem, connecting, through technology, patients, professionals, companies and operators, with the aim of democratizing access to quality healthcare. Prior to the acquisition of the equity participation by VV, Conexa had announced a merger with Zenklub, a digital services company for emotional health, still pending approval by competition authorities. This is VV's fourth investment since its creation, in April 2022. The objective of the investment is to reinforce the Company's presence as a digital services hub, in the health and well-being business.

On June 27, 2024, VV committed to acquiring a minority shareholding position of US$5 million in CRMBonus Holding, a company that operates in Brazil through its subsidiaries (“CRMBonus”). CRMBonus is a platform that uses artificial intelligence to maximize company-customer relationships, expanding on the gift-back concept in the Brazilian market. A solution offered by CRMBonus since the beginning of this year, has been the Vale Bonus, a benefit customers who receive digital money when topping-up credits or paying their bills on time, contributing to a higher retention of customers. This will be VV's fifth investment since its creation, in April 2022. The objective of the investment is to reinforce the Company's presence as a digital services hub for innovative solutions.

d) Tax Reform on consumption

On December 20, 2023, Constitutional Amendment (“EC”) No. 132 was enacted, which establishes the Tax Reform (“Reform”) on consumption. Complementary Bills 68/2024 and 108/2024 regulating the Reform are being submitted to Congress. This is based on a dual VAT model being a federal set of taxes (Contribution on Goods and Services - CBS) and non-federal (Tax on Goods and Services - IBS), replacing PIS, COFINS, ICMS and ISS taxes.

A Selective Tax (“IS”) under federal jurisdiction was also created, which will apply to the production, extraction, sale or import of goods and services harmful to health and the environment, under the terms of LC; the law expressly states that the IS cannot be applied to telecommunications services. There will be a transition period from 2026 to 2032, when the two tax systems (old and new) will coexist. The impacts of the Reform will only be known once the process of regulating pending issues is finalized by LC.

As the changes will be applied prospectively, the Reform has no effect on the individual and consolidated quarterly information (“ITRs”) for the period ended June 30, 2024.

| 10 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
2. BASIS OF PREPARATION AND PRESENTATION OF INDIVIDUAL ANDCONSOLIDATED QUARTERLY FINANCIAL INFORMATION
--- ---
a) Statement of compliance
--- ---

The individual (Parent Company) and consolidated (Consolidated) quarterly information (“ITRs”) were prepared and are being presented in accordance with Technical Pronouncement CPC 21 - Interim Statements, issued by the Accounting Pronouncements Committee (“CPC”) and with international standards IAS 34 – Interim Financial Reporting, issued by the International Accounting Standards Board (“IASB”), currently called “IFRS accounting standards” (IFRS® Accounting Standards), including interpretations issued by the IFRS Interpretations Committee (IFRIC® Interpretations) or its body predecessor, Standing Interpretations Committee (SIC® Interpretations) and the regulations issued by the CVM applicable to the preparation of ITRs.

Disclosures are limited to all information of significance to the individual and consolidated ITRs, being consistent with that used by management in the performance of its duties.

b) Basis of preparation and presentation

The individual and consolidated ITRs were prepared considering historical cost as the value basis, unless different criteria require adjustment of assets and liabilities to fair value.

Assets and liabilities are classified as current when it is probable that their realization or settlement will occur within the next 12 months (normal operating cycle). Otherwise, they are classified and demonstrated as non-current. The only exception refers to the balances of deferred tax assets and liabilities, which are all classified as non-current.

The Cash Flow Statements were prepared in accordance with IAS 7 / CPC 03 and reflect the changes in cash that occurred in the periods presented, using the indirect method.

The accounting standards adopted in Brazil require the presentation of the Statement of Added Value (“DVA”), individual and consolidated, in accordance with technical pronouncement CPC 09. As the IASB does not require such presentation they are being presented as supplementary information for the purposes of IFRS.

The ITRs present: (i) the balance sheets as at June 30, 2024 and December 31, 2023; (ii) the statements of income and comprehensive income for the three and six-month periods ended on June 30, 2024 and 2023; and (iii) the statements of value added, changes in equity and cash flows, for the six-month periods ended on June 30, 2024 and 2023.

The Company's ITRs were approved by the Board of Directors, at a meeting held on July 24, 2024.

c) Functional and reporting currency

Individual and consolidated ITRs are presented in thousands of Brazilian Reais (unless otherwise mentioned). The Company's functional and presentation currency is the Real/ Reais (R$).

Transactions in foreign currency are converted into the Real as follows: (i) assets, liabilities and equity (except share capital and capital reserves) are converted at the closing exchange rate on the balance sheet date; (ii) revenues and expenses are converted at the average exchange rate, except for specific operations converted at the rate on the date of the transaction; and (iii) share capital and capital reserves are converted at the rate on the date of the transaction.

Gains and losses resulting from the translation of investments abroad are recognized in the statement of comprehensive income. Gains and losses resulting from the translation of monetary assets and liabilities between the exchange rate in force on the date of the transaction and the end of the years (except the conversion of investments abroad) are recognized in the statement of income.

| 11 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
d) Basis of consolidation
--- ---

Equity interests in controlled or jointly controlled companies are valued using the equity method in the individual quarterly information. In the consolidated quarterly information, upon consolidation, the investment and all balances of assets and liabilities, income and expenses arising from transactions and equity interest in subsidiaries are eliminated in full. Investments in jointly controlled companies are maintained under the equity method in the consolidated quarterly information.

The information relating to direct and jointly controlled subsidiaries is the same as in Note 12 - Investments, disclosed in the financial statements for the year ended December 31, 2023 except for the: (i) formation of the joint venture with Auren (Note 1.c.1) and; (ii) incorporation of Vivo Pay (Note 1.c.2).

Other significant information about the investees is presented in Note 12.

e) Segment reporting

Operating segments are defined as components of an enterprise for which separate financial information is available and evaluated on a regular basis by the chief operating decision maker in determining how to allocate resources to an individual segment and in evaluating the segment's performance. This is consistent with: (i) all decisions made by administrators and managers are made based on consolidated reports; (ii) the mission of the Company and its subsidiaries is to provide its customers with quality telecommunications services; and (iii) all decisions relating to strategic, financial planning, purchasing, investments and application of resources are made on a consolidated basis. Accordingly, Management's conclusion is that the Company and its subsidiaries operate in a single operational segment providing services telecommunications.

f) Significant accounting practices

The information in the explanatory notes that did not suffer significant changes compared to December 31, 2023 have not been repeated in these ITRs..

The accounting policies adopted in the preparation of the Company's ITRs for the quarter ended June 30, 2024 are consistent with those used in the preparation of the consolidated financial statements for the year ended December 31, 2023, and should be analyzed in conjunction with those financial statements.

The Company has not early adopted any statement or interpretation, when the application is not mandatory.

g) Significant accounting judgments estimates and assumptions

The preparation of individual and consolidated ITRs requires the use of certain critical accounting estimates and the exercise of judgment by the Company's Management in applying its accounting policies. These estimates are based on experience, best knowledge, information available at the year-end date and other factors, including expectations of future events that are believed to be reasonable in the circumstances. Final settlement of transactions involving these estimates may result in values ​​that differ from those recorded in the ITRs due to the inherent nature of the estimation process. The Company reviews its estimates at least annually.

The significant and relevant estimates and judgments applied by the Company in the preparation of these ITRs have not changed in relation to those presented in the following explanatory notes to the financial statements for the fiscal year ended December 31, 2023: accounts receivable; income tax and social contribution; property, plant and equipment; intangibles; provisions and contingencies; loans and financing, debentures, leases and other creditors; pension plans and other post-employment benefits; and financial instruments and capital and risk management.

| 12 |

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
3. CASH AND CASH EQUIVALENTS
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Short-term investments^(1)^ 6,775,448 3,965,584 7,236,387 4,289,932
Cash and banks^(2)^ 114,927 65,651 118,578 68,344
Total 6,890,375 4,031,235 7,354,965 4,358,276

.

(1) Highly liquid short-term investments<br>basically comprise Bank Deposit Certificates ("CDB") and Repurchase Agreements with first tier rated financial institutions,<br>indexed to the Interbank Deposit Certificate ("CDI") rate, with original maturities of up to three months, and with immaterial<br>risk of change in value. Income from these investments are recorded as financial income. On June 30, 2024, the average remuneration of<br>these short-term investments corresponded to 100,11% of the CDI (101.5% on December 31, 2023).
(2) On June 30, 2024 and December 31,<br>2023, the Consolidated balances included R$26,725 and R$19,474, respectively, related to the Financial Clearing House, with a Telefónica<br>Group company (Note 28)
--- ---
4. FINANCIAL INVESTMENTS
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Guarantee for legal proceedings^(1)^ 35,962 36,154 35,978 36,169
Investment fund – FIDC 1,148 1,148
Total 35,962 37,302 35,978 37,317
Current 1,148 1,148
Non-current 35,962 36,154 35,978 36,169
(1) Refer to financial investments in<br>guarantees for lawsuits (Notes 19 and 33.b).
--- ---
5. TRADE ACCOUNTS RECEIVABLE
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Services and goods^(1)^ 10,566,947 10,810,457 10,854,614 10,996,158
Interconnection amounts^(1 (2))^ 751,260 611,916 758,465 683,876
Vivo Money FIDCs 448,533 358,000
Related parties (Note 28)^(1)^ 96,524 118,751 53,602 68,924
Gross accounts receivable 11,414,731 11,541,124 12,115,214 12,106,958
Allowance for expected losses (2,314,578) (2,245,096) (2,575,623) (2,437,845)
Net accounts receivable 9,100,153 9,296,028 9,539,591 9,669,113
Current 8,768,443 8,944,992 9,207,881 9,318,077
Non-current 331,710 351,036 331,710 351,036

(1) The consolidated<br>balances include: (i) R$2,661,886 and R$2,551,270 yet to be billed to customers at June 30, 2024 and December 31, 2023, respectively
(2) Refer to<br>billed amounts from other telecommunications operators.
--- ---
| 13 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The consolidated balances of contractual assets with customers were R$108,883 and R$93,106 on June 30, 2024 and December 31, 2023, respectively.

Consolidated balances of non-current trade accounts receivable include:

Company / Consolidated
06.30.2024 12.31.2023
B2B merchandise resale portion – 24 months 212,762 207,405
Vivo TECH product^(1)^ 407,590 424,404
Nominal amount receivable 620,352 631,809
Deferred financial income (64,920) (73,696)
Present value of accounts receivable 555,432 558,113
Allowance for expected losses (223,722) (207,077)
Net accounts receivable 331,710 351,036

(1) The maturity date of the nominal<br>amounts and the present value of the Vivo TECH product does not exceed five years.

On June 30, 2024, and December 31, 2023, no customer represented more than 10% of trade accounts receivable, net.

Amounts receivable, net of the allowance for expected losses, classified by maturity, are as below:

Company Consolidated
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Not yet due 7,369,830 7,539,057 7,723,992 7,887,693
Overdue – 1 to 30 days 1,104,576 1,067,890 1,161,878 1,134,381
Overdue – 31 to 60 days 238,349 257,457 253,126 270,926
Overdue – 61 to 90 days 118,954 135,787 124,468 140,426
Overdue – 91 to 120 days 159,540 139,993 165,963 138,234
Overdue – over 120 days 108,904 155,844 110,164 97,453
Total 9,100,153 9,296,028 9,539,591 9,669,113

The changes in the allowance for expected losses were:

Company Consolidated
Balance on  December 31, 2022 (2,281,581) (2,396,382)
Provision, net of reversal (Note 25) (644,743) (733,017)
Write-off 591,876 604,854
Merger – Garliava (55,725)
Balance on  June 30, 2023 (2,390,173) (2,524,545)
Provision, net of reversal (569,258) (629,661)
Write-off 714,335 716,361
Balance on December 31, 2023 (2,245,096) (2,437,845)
Provision, net of reversal (Note 25) (701,102) (782,687)
Write-off 631,620 644,909
Balance on  June 30, 2024 (2,314,578) (2,575,623)
| 14 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
6. INVENTORIES
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Materials for resale^(1)^ 1,074,213 819,480 1,094,023 836,799
Materials for consumption 38,428 37,248 40,108 38,422
Other inventories 2,831 39,263 2,856 39,263
Gross inventories 1,115,472 895,991 1,136,987 914,484
Allowance for losses from impairment or obsolescence^(2)^ (104,745) (90,136) (106,232) (91,670)
Net inventories 1,010,727 805,855 1,030,755 822,814

(1) This includes, among others, mobile<br>phones, SIMcards (chips) and IT equipment in stock.
(2) Additions and reversals of the allowance<br>for inventory for losses from impairment and obsolescence are included in Cost of goods sold (Note 25).
--- ---
7. PREPAID EXPENSES
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Incremental costs (customers' contracts)^(1)^ 2,421,523 1,986,764 2,421,523 1,986,764
FISTEL Fee^(2)^ 686,486 686,487
Software and networks maintenance 542,649 206,649 872,314 397,931
Advertising and publicity 94,791 197,309 94,791 197,315
Personel 65,453 116,934 67,476 120,138
Financial charges 120,197 101,743 120,197 101,743
Rental, insurance and other prepaid expenses 108,153 57,400 114,863 102,766
Total 4,039,252 2,666,799 4,377,651 2,906,657
Current 2,260,311 1,194,735 2,596,756 1,434,042
Non-current 1,778,941 1,472,064 1,780,895 1,472,615

(1) Incremental costs for contracts<br>with customers comprise substantially sales commissions paid to partners to obtain customer contracts, which as per IFRS 15 are deferred<br>as income in accordance with the term of the contract and/or economic benefit to be generated, usually two to six years.
(2) Refers to the remaining portion<br>of the Inspection and Operation Fee amounts, which will be fully amortized by the end of 2024.
--- ---
8. INCOME AND SOCIAL CONTRIBUTION TAXES
--- ---
a) Income and Social Contribution taxes recoverable
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Income taxes 679,366 626,771 694,347 649,400
Social contribution taxes 100,349 96,456 105,700 103,193
Total 779,715 723,227 800,047 752,593
| 15 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
b) Income and Social Contribution taxes payable
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Income taxes 262,504 148,088 264,284 149,763
Social contribution taxes 81,612 50,117 82,266 50,907
Total 344,116 198,205 346,550 200,670
Current 117,005 1,050 119,439 3,515
Non-current 227,111 197,155 227,111 197,155

The June 30, 2024 and December 31, 2023 balances include R$228,208 and R$198,205, respectively, consistent with IFRIC 23 (Note 8.e).

c) Deferred taxes
Company
--- --- --- --- --- --- --- --- ---
Balance on 12.31.2022 Statement of income Comprehensive income Merger of Garliava and PPA allocation Balance on 06.30.2023 Statement of income Comprehensive income Balance on 12.31.2023
Deferred tax assets  (liabilities)
Income and social contribution taxes on tax losses^(1)^ 2,318,400 (179,577) 2,138,823 (142,655) 1,996,168
Income and social contribution taxes on temporary differences^(2)^ (6,150,121) 89,607 2,507 295,923 (5,762,084) 269,105 78,071 (5,414,908)
Provision<br> for legal, labor, tax civil and regulatory contingencies 2,225,302 106,285 155,944 2,487,531 (132,382) 2,355,149
Trade<br> accounts payable and other provisions 1,431,096 237,038 84,574 1,752,708 127,654 1,880,362
Customer<br> portfolio and trademarks (214,323) 12,695 4,745 (196,883) 12,696 (184,187)
Allowance<br> for expected losses from accounts receivable 635,525 9,071 18,946 663,542 (50,741) 612,801
Allowance<br> for losses from modems and other P&E items 113,312 488 (44,737) 69,063 40,922 109,985
Pension<br> plans and other post-employment benefits 257,624 9,477 267,101 12,959 80,234 360,294
Profit<br> sharing 187,074 (47,019) 140,055 78,708 218,763
Licenses (2,524,161) 78,880 86,660 (2,358,621) (7,779) (2,366,400)
Goodwill<br> (Spanish and Navytree, Vivo Part., GVT Part. and Garliava) (7,240,590) (76,947) (7,317,537) (115,423) (7,432,960)
Property,<br> plant and equipment - small value items (1,029,338) (66,966) (1,096,304) (94,373) (1,190,677)
Technological<br> Innovation Law (9,774) 1,534 (8,240) 1,082 (7,158)
Other<br> temporary differences(3) 18,132 (174,929) 2,507 (10,209) (164,499) 395,782 (2,163) 229,120
Total deferred tax liabilities, non-current (3,831,721) (89,970) 2,507 295,923 (3,623,261) 126,450 78,071 (3,418,740)
Deferred tax assets 8,238,121 8,580,903 8,985,768
Deferred tax liabilities (12,069,842) (12,204,164) (12,404,508)
Deferred tax liabilities, net (3,831,721) (3,623,261) (3,418,740)
Balance sheet:
Deferred tax liabilities (3,831,721) (3,623,261) (3,418,740)
| 16 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Company
--- --- --- --- ---
Balance on 12.31.2023 Comprehensive income Comprehensive income Balance on 06.30.2024
Deferred tax assets  (liabilities)
Income and social contribution taxes on tax losses^(1)^ 1,996,168 (217,075) 1,779,093
Income and social contribution taxes on temporary differences^(2)^ (5,414,908) (79,012) (303) (5,494,223)
Provision<br> for legal, labor, tax civil and regulatory contingencies 2,355,149 (144,005) 2,211,144
Trade<br> accounts payable and other provision 1,880,362 338,778 2,219,140
Customer<br> portfolio and trademarks (184,187) 7,950 (176,237)
Allowance<br> for expected losses from accounts receivable 612,801 21,185 633,986
Allowance<br> for losses from modems and other P&E items 109,985 395 110,380
Pension<br> plans and other post-employment benefits 360,294 13,727 374,021
Profit<br> sharing 218,763 (71,202) 147,561
Licenses (2,366,400) 78,880 (2,287,520)
Goodwill<br> (Spanish and Navytree, Vivo Part., GVT Part. and Garliava) (7,432,960) (115,420) (7,548,380)
Property,<br> plant and equipment - small value items (1,190,677) (61,991) (1,252,668)
Technological<br> Innovation Law (7,158) 695 (6,463)
Other<br> temporary differences 229,120 (148,004) (303) 80,813
Total deferred tax liabilities, non-current (3,418,740) (296,087) (303) (3,715,130)
Deferred tax assets 8,985,768 8,922,302
Deferred tax liabilities (12,404,508) (12,637,432)
Deferred tax liabilities, net (3,418,740) (3,715,130)
Balance sheet:
Deferred tax liabilities (3,418,740) (3,715,130)
Consolidated
--- --- --- --- --- --- --- ---
Balance on 12.31.2022 Statement of income Comprehensive income Balance on 06.30.2023 Statement of income Comprehensive income Balance on 12.31.2023
Deferred tax assets (liabilities)
Income and social contribution taxes on tax losses^(1)^ 2,366,710 (183,565) 2,183,145 (85,414) 2,097,731
Income and social contribution taxes on temporary differences^(2)^ (5,819,338) 104,703 2,507 (5,712,128) 295,836 77,066 (5,339,226)
Provision<br> for legal, labor, tax civil and regulatory contingencies 2,455,389 103,732 2,559,121 (168,853) 2,390,268
Trade<br> accounts payable and other provision 1,505,360 254,712 1,760,072 135,571 1,895,643
Customer<br> portfolio and trademarks (210,441) 8,741 (201,700) 23,542 (178,158)
Allowance<br> for expected losses from accounts receivable 666,399 2,307 668,706 (46,660) 622,046
Allowance<br> for losses from modems and other P&E items 181,821 488 182,309 (72,324) 109,985
Pension<br> plans and other post-employment benefits 258,308 9,506 267,814 17,292 79,229 364,335
Profit<br> sharing 189,748 (47,525) 142,223 81,197 223,420
Licenses (2,453,258) 7,976 (2,445,282) 78,880 (2,366,402)
Goodwill<br> (Spanish and Navytree, Vivo Part., GVT Part., Garliava and Vita IT) (7,240,590) (76,947) (7,317,537) (126,270) (7,443,807)
Property,<br> plant and equipment - small value items (1,029,338) (66,966) (1,096,304) (94,374) (1,190,678)
Technological<br> Innovation Law (9,774) 1,534 (8,240) 1,082 (7,158)
Other<br> temporary differences(3) (132,962) (92,855) 2,507 (223,310) 466,753 (2,163) 241,280
Total deferred tax (Liabilities), non-current (3,452,628) (78,862) 2,507 (3,528,983) 210,422 77,066 (3,241,495)
Deferred tax assets 8,674,222 8,675,181 9,177,084
Deferred tax liabilities (12,126,850) (12,204,164) (12,418,579)
Deferred tax liabilities, net (3,452,628) (3,528,983) (3,241,495)
Balance sheet:
Deferred tax assets of subsidiaries 379,093 94,278 177,245
Deferred tax liabilities (3,831,721) (3,623,261) (3,418,740)
| 17 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Consolidated
--- --- --- --- ---
Balance on 12.31.2023 Statement of income Comprehensive income Balance on 06.30.2024
Deferred tax assets  (liabilities)
Income and social contribution taxes on tax losses^(1)^ 2,097,731 (220,280) 1,877,451
Income and social contribution taxes on temporary differences^(2)^ (5,339,226) (85,201) (303) (5,424,730)
Provision<br> for legal, labor, tax civil and regulatory contingencies 2,390,268 (145,298) 2,244,970
Trade<br> accounts payable and other provision 1,895,643 341,075 2,236,718
Customer<br> portfolio and trademarks (178,158) 21,771 (156,387)
Allowance<br> for expected losses from accounts receivable 622,046 16,553 638,599
Allowance<br> for losses from modems and other P&E items 109,985 395 110,380
Pension<br> plans and other post-employment benefits 364,335 10,931 375,266
Profit<br> sharing 223,420 (72,432) 150,988
Licenses (2,366,402) 78,882 (2,287,520)
Goodwill<br> (Spanish and Navytree, Vivo Part., GVT Part., Garliava and Vita IT) (7,443,807) (116,903) (7,560,710)
Property,<br> plant and equipment - small value items (1,190,678) (61,990) (1,252,668)
Technological<br> Innovation Law (7,158) 695 (6,463)
Other<br> temporary differences 241,280 (158,880) (303) 82,097
Total deferred tax liabilities, non-current (3,241,495) (305,481) (303) (3,547,279)
Deferred tax assets 9,177,084 9,105,570
Deferred tax liabilities (12,418,579) (12,652,849)
Deferred tax liabilities, net (3,241,495) (3,547,279)
Balance sheet:
Deferred tax assets of subsidiaries 177,245 167,851
Deferred tax liabilities (3,418,740) (3,715,130)

(1) Under Brazilian tax legislation<br>offsets are limited annually to 30% of the taxable income for the year but otherwise have no expiry dates.
(2) Amounts that will be realized upon<br>payment of provision, losses from accounts receivable, or upon realization of inventories, as well as upon reversal of other provision.
--- ---
(3) Includes R$320,700 of deductible<br>temporary differences arising from the acquisition of Garliava for which no deferred income tax asset was recognized on acquisition or<br>realized in the statement of income in the last quarter of 2023.
--- ---

The Company had unrecognized deferred tax assets relating to IR on tax losses and CS on a negative basis in the accounting books of some of its subsidiaries (POP, Recicla V, TGLog, and CloudCo), being R$26,970 and R$24,199 on June 30, 2024 and December 31, 2023, respectively, as the generation of future taxable profits for the use of these credits was not likely.

d) Reconciliation of statutory to effective tax rates

The Company and its subsidiaries recognize income and social contribution taxes on an accrual basis, and pay taxes based on estimates which are recorded in a tax auxiliary ledger. Taxes calculated on adjusted accounting pretax income at the balance sheet date are recorded in liabilities or assets, as applicable.

| 18 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The reconciliation of the tax expense from the statutory tax rate of 34% (income tax of 25% and social contribution tax of 9%) for the three and six-month periods ended June 30, 2024 and 2023 is as follows:

Company Consolidated
Three-month period ended Six-month period ended Three-month period ended Six-month period ended
06.30.2024 06.30.2023 06.30.2024 06.30.2023 06.30.2024 06.30.2023 06.30.2024 06.30.2023
Income before taxes 1,667,492 1,375,251 2,874,902 2,394,895 1,689,678 1,386,631 2,913,409 2,405,124
Income and social contribution tax expenses, at statutory rate of 34% (566,947) (467,585) (977,466) (814,264) (574,491) (471,454) (990,560) (817,742)
Permanent differences
Tax benefit related to interest on equity 188,700 108,800 290,700 243,440 188,700 108,800 290,700 243,440
SELIC interest on overpaid taxes now exempt from tax 44,724 76,461 44,724 76,461
Non-deductible expenses, gifts, incentives (33,353) (20,942) (59,392) (45,963) (32,751) (20,991) (60,421) (46,444)
Tax incentive operating profit 20,234 27,654 35,809 37,255 20,234 27,654 35,809 37,255
Share of results in investees – equity method 8,507 4,094 11,804 (1,435) 101 (1,852) 61 (3,963)
Other non-deductibles, net (62,803) 50,535 (58,896) 66,811 (59,962) 47,473 (61,380) 61,442
Tax expense in statement of income (445,662) (252,720) (757,441) (437,695) (458,169) (265,646) (785,791) (449,551)
Effective rate 26.7 % 18.4 % 26.3 % 18.3 % 27.1 % 19.2 % 27.0 % 18.7 %
Current income and social contribution taxes (148,952) (219,454) (461,354) (347,725) (157,120) (225,313) (480,310) (370,689)
Deferred income and social contribution taxes (296,710) (33,266) (296,087) (89,970) (301,049) (40,333) (305,481) (78,862)
e) Uncertain Tax Treatments
--- ---

The Company and its subsidiaries are contesting several assessments filed by the Brazilian Federal Tax Authority (“RFB“) for allegedly incorrectly deducting expenses, mainly related to the amortization of goodwill, in various administrative and judicial courts, of R$35,985,932 and R$30,577,416 on June 30, 2024 and December 31, 2023, respectively. A new R$4,018,445 RFB infraction notice was issued against the Company on April 24, 2024. Management, supported by its legal advisors, believes that its position will likely prevail once submitted to the courts of last resort (acceptance probability greater than 50%).

When the Company and its subsidiaries believe that the probability of loss is greater than 50%, a non-current tax and social contribution liability is recognized. The amount recognized was R$228,208 and R$198,205 on June 30, 2024 and December 31, 2023, respectively. These claims involve compensation for overpayment of income tax and social contribution not approved by the RFB.

| 19 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
9. TAXES, CHARGES AND CONTRIBUTIONS RECOVERABLE
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
State VAT (ICMS)^(1)^ 2,089,422 2,060,631 2,091,284 2,062,276
PIS and COFINS 254,904 234,839 295,859 261,261
Withholding taxes and contributions^(2)^ 234,854 177,367 251,635 191,475
Other taxes 79,337 95,733 80,287 98,063
Total 2,658,517 2,568,570 2,719,065 2,613,075
Current 2,038,133 1,893,438 2,098,396 1,937,770
Non-current 620,384 675,132 620,669 675,305
(1) Includes ICMS credits from the acquisition<br>of property and equipment (available to be offset in 48 months); requests for refund of ICMS paid on invoices that were subsequently cancelled;<br>for the rendering of services; tax substitution; and tax rate difference; among others. Non-current consolidated amounts include credits<br>arising from the acquisition of property and equipment of R$580,025 and R$635,800 on June<br>30, 2024 and December 31, 2023, respectively.
--- ---
(2) Withholding<br>income tax ("IRRF") credits on short-term investments, interest on equity and others,<br>which are used as deduction in operations for the period and social contribution tax withheld at source on services provided to public<br>agencies.
--- ---
10. JUDICIAL DEPOSITS AND GARNISHMENTS
--- ---

Judicial deposits are made, and blocks made on bank balances to ensure the continuity of legal processes through the courts or to suspend the enforceability of the tax credit.

Judicial deposits are recorded at historical plus accrued interest.

Company Consolidated
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Judicial deposits
Tax 1,472,178 1,448,043 1,658,025 1,628,645
Civil 869,135 858,877 870,612 860,248
Regulatory 316,826 312,520 316,826 312,520
Labor 68,947 82,777 75,223 88,986
Total 2,727,086 2,702,217 2,920,686 2,890,399
Garnishments 15,444 20,669 16,340 21,530
Total 2,742,530 2,722,886 2,937,026 2,911,929
Current 131,909 71,695 132,706 72,516
Non-current 2,610,621 2,651,191 2,804,320 2,839,413

The judicial deposits for tax proceedings as at June 30, 2024 and December 31, 2023 are summarized below. The information disclosed in Note 10) Deposits and Judicial Blocks to the financial statements for the year ended December 31, 2023 still applies currently.

| 20 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Consolidated
--- --- ---
Tax 06.30.2024 12.31.2023
Universal Telecommunication Services Fund (FUST) 609,690 596,356
State Value-Added Tax (ICMS) 417,664 406,397
Social Contribution Tax for Intervention in the Economic Order (CIDE) 332,110 325,423
Corporate Income Tax (IRPJ) and Social Contribution Tax (CSLL) 60,602 60,462
Telecommunications Inspection Fund (FISTEL) 54,590 53,360
Withholding Income Tax (IRRF) 44,385 43,396
Contribution tax on gross revenue for Social Integration Program (PIS) and for Social Security Financing (COFINS) 32,013 35,770
Social Security, work accident insurance (SAT) and funds to third parties (INSS) 26,710 25,905
Other taxes, charges and contributions 80,261 81,576
Total 1,658,025 1,628,645
11. OTHER ASSETS
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Related-party receivables (Note 28) 264,546 269,771 257,476 268,246
Sale of real estate and other receivables 152,002 157,352 152,002 157,352
Advances to employees and suppliers 195,572 131,026 204,896 133,615
Surplus from post-employment benefit plans (Note 30)^(1)^ 61,206 73,990 61,267 74,048
Sublease of assets and other amounts receivable 9,260 10,077 57,022 50,369
Total 682,586 642,216 732,663 683,630
Current 584,522 532,993 594,976 539,339
Non-current 98,064 109,223 137,687 144,291

(1) At June 30, 2024 and December 31,<br>2023, includes R$56,002 and R$69,015, respectively, referring to the distribution of the<br>PBS-A surplus.
12. INVESTMENTS
--- ---
a) Information on investees
--- ---

The information relating to direct and jointly controlled subsidiaries is the same as in Note 12 - Investments, disclosed in the financial statements for the year ended December 31, 2023, except for the: (i) creation of the joint venture with Auren ( GUD) (Note 1.c.1) and; (ii) incorporation of Vivo Pay (Note 1.c.2).

A summary of financial data of the direct and jointly controlled subsidiaries is presented below:

| 21 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
06.30.2024 Six-month period ended June 30, 2024
--- --- --- --- --- --- --- ---
Investees Participation Investment Assets Liabilities Equity Net operating revenue Net profit (loss)
Terra Networks^(1)^ 100.00% Subsidiary 823,267 648,305 174,962 332,502 35,171
TGLog 100.00% Subsidiary 40,372 41,482 (1,110) 26,218 (14,112)
POP^(2)^ 100.00% Subsidiary 161,187 73,746 87,441 17,142 8,984
Vivo Money 100.00% Subsidiary 243,708 67,692 176,016 75,837 (9,170)
Vivo Money II 100.00% Subsidiary 2,957 769 2,188 380 245
Vivo Money III 100.00% Subsidiary 9,638 150 9,488 18 (512)
Vivo Pay (Note 1.c.2) 100.00% Subsidiary 4,975 4,975 (25)
Vivo Ventures 98.00% Subsidiary 77,151 43 77,108 3,952
CloudCo Brasil 50.01% Subsidiary 712,803 678,519 34,284 575,518 11,539
IoTCo Brasil 50.01% Subsidiary 153,398 48,170 105,228 58,493 8,621
Aliança 50.00% Joint control 270,223 1,602 268,621 3,530
AIX 50.00% Joint control 52,464 31,925 20,539 33,827 1,162
ACT 50.00% Joint control 50 5 45 52 4
VIVAE 50.00% Joint control 16,719 3,359 13,360 3,173 (2,326)
GUD (Note 1.c.1) 50.00% Joint control 20,638 10 20,628 (10)
FiBrasil 25.01% Joint control 1,991,147 1,119,619 871,528 195,203 (4,001)
12.31.2023 Six-month period ended June 30, 2023
--- --- --- --- --- --- --- ---
Investees Participation Investment Assets Liabilities Equity Net operating revenue Net profit (loss)
Terra Networks^(1)^ 100.00% Subsidiary 781,201 472,277 308,924 269,239 44,822
TGLog 100.00% Subsidiary 68,453 55,451 13,002 60,521 183
POP^(2)^ 100.00% Subsidiary 171,863 93,407 78,456 4,343 832
Vivo Money 100.00% Subsidiary 215,700 30,514 185,186 48,523 (17,880)
Vivo Money II 100.00% Subsidiary 2,000 57 1,943
Garliava^(3)^ 100.00% Subsidiary 241,711 14,073
Vivo Ventures 98.00% Subsidiary 43,098 43 43,055 (739)
CloudCo Brasil 50.01% Subsidiary 487,311 464,565 22,746 444,127 (10,048)
IoTCo Brasil 50.01% Subsidiary 138,887 42,280 96,607 42,233 6,823
Aliança 50.00% Joint control 240,018 1,727 238,291 2,336
AIX 50.00% Joint control 50,097 30,720 19,377 33,940 (1,891)
ACT 50.00% Joint control 46 4 42 43 (2)
VIVAE 50.00% Joint control 18,096 2,410 15,686 2 (2,980)
FiBrasil 25.01% Joint control 2,019,278 1,143,749 875,529 117,145 (41,545)

(1) Terra Networks fully and directly<br>controls TIS and TLF01.
(2) POP fully and directly controls<br>Recicla V and Vale Saúde Sempre.
--- ---
(3) Garliava was acquired on April 20,<br>2022 and merged into the Company on February 28, 2023. Terra Networks is the full and direct controller of TIS and TLF01.
--- ---
| 22 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

b) Changes ininvestment balances

Controlled Joint Venture Business combination Other investments Company Total investments Total investments
Balance on  December 31, 2022 573,803 352,101 5,518,622 137 6,444,663 368,195
Share<br> of results in investees – equity method (statement of Income) 39,693 (11,655) (32,260) (4,222) (11,655)
Dividends<br> (Terra Networks) (47,124) (47,124)
Capital<br> contribution - cash and cash equivalents (Vivo Money,  Vivo Ventures and VivaE) 65,068 3,117 68,185 3,117
Merger<br> of Garliava (79,028) (5,486,362) (5,565,390)
Investments<br> of the subsidiary Vivo Ventures 24,756
Bonus<br> subscription exercised (FiBrasil) 57,001 57,001 57,001
Other<br> comprehensive results (Alliance and other investments) (7,420) (70) (7,490) (7,490)
Balance on  June 30, 2023 552,412 393,144 67 945,623 433,924
Share<br> of results in investees – equity method (statements of Income) 132,107 945 133,052 945
Dividends<br> (IoTCo, AIX and ACT) (2,885) (51) (2,936) (51)
Capital<br> contribution: with cash and cash equivalents (Vivo Money II) and with dividends (Terra Networks) and ;redemption of shares (Vivo<br> Money) 9,998 9,998
Capital<br> transactions 23 23 23
Investments<br> of the subsidiary Vivo Ventures 1,435
Other<br> comprehensive results (Alliance and other investments) (2,239) 2,614 (20) 355 2,594
Balance on December 31, 2023 689,393 396,675 47 1,086,115 438,870
Share<br> of results in investees – equity method (statements of Income) 34,537 179 34,716 179
Dividends<br> (Terra Networks, IoTCo, AIX and ACT) (169,132) (169,132)
Redemption<br> of investment shares (Vivo Money) 44,498 10,319 54,817 10,319
Investments<br> of the subsidiary Vivo Ventures 30,579
Other<br> comprehensive results (Alliance and other investments) 13,400 (7) 13,393 13,393
Balance on  June 30, 2024 599,296 420,573 40 1,019,909 493,340

Changes in the balances of investments above includes liabilities in excess of assets of R$1,110 of the subsidiary TGLog. The amount of the uncovered liability is allocated as “Other liabilities”.

| 23 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
13. PROPERTY, PLANT AND EQUIPMENT
--- ---
a) Changes in balances
--- ---
Company
--- --- --- --- --- --- --- --- ---
Switching and transmission equipment Infrastructure Lending equipment Terminal equipment Land Other P&E Assets and facilities under construction Total
Balance on  December 31, 2022 22,303,641 13,784,446 5,149,038 676,976 252,085 612,111 2,588,805 45,367,102
Additions 28,336 557,455 39,316 6,381 32,569 2,710,242 3,374,299
Write-offs,<br> net^(1)^ (7,634) (14,790) (128) (79) (592) (412) (12,372) (36,007)
Net<br> transfers^(2)^ 2,321,145 104,230 997,542 31,625 (38,422) (3,510,142) (94,022)
Subletting (18,788) (18,788)
Merger<br> - Garliava 149 494,491 494,640
Depreciation<br> (Note 25) (1,693,280) (1,860,157) (875,385) (178,527) (53,182) (4,660,531)
Balance on  June 30, 2023 22,952,357 13,046,887 5,310,383 536,376 251,493 552,664 1,776,533 44,426,693
Additions 130,397 3,966,616 62,946 44,169 2,900,234 7,104,362
Write-offs,<br> net^(1)^ 4,721 (331,488) (5) (1,957) (5,704) 677 (333,756)
Net<br> transfers^(2)^ 1,846,951 174,480 995,686 44,168 44,594 (3,144,462) (38,583)
Subletting (18,012) (18,012)
Depreciation (1,680,617) (1,913,366) (967,316) (159,328) (132,720) (4,853,347)
Balance on December 31, 2023 23,253,809 14,925,117 5,401,694 421,216 249,536 503,003 1,532,982 46,287,357
Additions 51,705 1,233,044 30,298 21,945 2,882,490 4,219,482
Write-offs,<br> net^(1)^ (7,275) (64,432) (2) (74) (124) (389) (12,891) (85,187)
Net<br> transfers^(2)^ 1,377,125 228,097 1,100,587 23,410 3,900 (2,750,439) (17,320)
Subletting (21,101) (21,101)
Depreciation<br> (Note 25) (1,736,102) (1,864,305) (1,058,819) (135,556) (90,062) (4,884,844)
Balance on  June 30, 2024 22,939,262 14,436,420 5,473,758 308,996 249,412 438,397 1,652,142 45,498,387
Balance on December 31, 2023
Cost 88,585,448 42,669,569 29,511,295 6,571,209 249,536 5,656,128 1,532,982 174,776,167
Accumulated<br> depreciation (65,331,639) (27,744,452) (24,109,601) (6,149,993) (5,153,125) (128,488,810)
Total 23,253,809 14,925,117 5,401,694 421,216 249,536 503,003 1,532,982 46,287,357
Balance on June 30, 2024
Cost 89,965,255 43,869,062 30,629,015 6,581,389 249,412 5,670,609 1,652,142 178,616,884
Accumulated<br> depreciation (67,025,993) (29,432,642) (25,155,257) (6,272,393) (5,232,212) (133,118,497)
Total 22,939,262 14,436,420 5,473,758 308,996 249,412 438,397 1,652,142 45,498,387
| 24 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Consolidated
--- --- --- --- --- --- --- --- ---
Switching and transmission equipment Infrastructure Lending equipment Terminal equipment Land Other P&E Assets and facilities under construction Total
Balance on  December 31, 2022 22,314,978 14,282,867 5,149,038 677,218 252,085 632,082 2,589,917 45,898,185
Additions 31,567 573,059 39,316 6,398 39,914 2,709,600 3,399,854
Write-offs,<br> net ^(1)^ (7,634) (14,589) (128) (81) (592) (428) (12,372) (35,824)
Net<br> transfers ^(2)^ 2,316,516 104,230 997,542 31,625 (39,066) (3,506,755) (95,908)
Subletting (18,788) (18,788)
Business<br> combination (Vale Saúde Sempre) 34 34
Depreciation<br> (Note 25) (1,693,867) (1,875,686) (875,385) (178,573) (57,043) (4,680,554)
Balance on  June 30, 2023 22,961,560 13,051,093 5,310,383 536,587 251,493 575,493 1,780,390 44,466,999
Additions 135,199 3,967,876 62,946 8 35,922 2,899,950 7,101,901
Write-offs,<br> net ^(1)^ 4,720 (331,731) (5) (1,957) (5,786) 678 (334,081)
Net<br> transfers ^(2)^ 1,846,951 174,480 995,686 44,168 44,596 (3,144,463) (38,582)
Subletting (18,012) (18,012)
Depreciation (1,681,562) (1,914,527) (967,316) (159,378) (137,295) (4,860,078)
Balance on December 31, 2023 23,266,868 14,929,179 5,401,694 421,385 249,536 512,930 1,536,555 46,318,147
Additions 56,953 1,227,541 30,298 20,796 2,881,442 4,217,030
Write-offs,<br> net ^(1)^ (7,304) (65,364) (2) (74) (124) (1,164) (12,891) (86,923)
Net<br> transfers ^(2)^ 1,373,282 228,097 1,100,587 23,410 3,900 (2,746,596) (17,320)
Subletting (21,101) (21,101)
Depreciation<br> (Note 25) (1,737,186) (1,864,324) (1,058,819) (135,585) (95,051) (4,890,965)
Balance on  June 30, 2024 22,952,613 14,434,028 5,473,758 309,136 249,412 441,411 1,658,510 45,518,868
Balance on December 31, 2023
Cost 88,601,631 42,700,577 29,511,295 6,571,924 249,536 5,836,449 1,536,555 175,007,967
Accumulated<br> depreciation (65,334,763) (27,771,398) (24,109,601) (6,150,539) (5,323,519) (128,689,820)
Total 23,266,868 14,929,179 5,401,694 421,385 249,536 512,930 1,536,555 46,318,147
Balance on June 30, 2024
Cost 89,982,843 43,892,771 30,629,015 6,582,105 249,412 5,848,976 1,658,510 178,843,632
Accumulated<br> depreciation (67,030,230) (29,458,743) (25,155,257) (6,272,969) (5,407,565) (133,324,764)
Total 22,952,613 14,434,028 5,473,758 309,136 249,412 441,411 1,658,510 45,518,868

(1) Infrastructure, includes R$55,588<br>and R$335,351 in 2024 and 2023, respectively, referring to the cancellation of lease agreements (Note 13.c)
(2) Total balances refer to transfers<br>between classes of fixed and intangible assets (:Note 14.a).
--- ---
b) Depreciation rates
--- ---

The annual depreciation rates (other than for leased assets (Note 13.c) are as below::

Company Consolidated
Description 06.30.2024 12.31.2023 06.30.2024 12.31.2023
Switching and transmission equipment and media 2.50% to 22.22% 2.50% to 19.67% 2.50% to 22.22% 2.50% to 19.67%
Infrastructure 2.50% to 20.00% 2.50% to 20.00% 2.50% to 50.00% 2.50% to 20.00%
Leased equipment (cell phones and modems) 20.00% to 50.00% 20.00% to 50.00% 20.00% to 50.00% 20.00% to 50.00%
Terminal equipment 10.00% to 25.00% 10.00% to 25.00% 10.00% to 50.00% 10.00% to 50.00%
Other P&E assets 10.00% to 25.00% 10.00% to 25.00% 10.00% to 25.00% 10.00% to 25.00%
c) Additional information on leases
--- ---

The balances from lease transactions and changes in of property, plant and equipment (Note 13.a), were:

| 25 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Consolidated
--- --- --- --- ---
Infrastructure Switching and transmission equipment Other Total
Balance on  December 31, 2022 11,082,417 245,216 81,008 11,408,641
Additions 544,948 7,416 (15,902) 536,462
Subletting (Note 13.a) (18,788) (18,788)
Depreciation (1,624,598) (40,134) (501) (1,665,233)
Cancellation of contracts (12,982) (12,982)
Balance on  June 30, 2023 9,970,997 212,498 64,605 10,248,100
Additions 3,897,979 12,718 (45,321) 3,865,376
Subletting (Note 13.a) (18,012) (18,012)
Depreciation (1,665,603) (21,697) (811) (1,688,111)
Cancellation of contracts (322,369) (4,867) (327,236)
Balance on December 31, 2023 11,862,992 203,519 13,606 12,080,117
Additions 1,209,521 48,054 1,257,575
Subletting (Note 13.a) (21,101) (21,101)
Depreciation (1,631,043) (41,221) (2,774) (1,675,038)
Cancellation of contracts (55,588) (1,189) (21) (56,798)
Balance on  June 30, 2024 11,364,781 209,163 10,811 11,584,755
Balance on December 31, 2023
Cost 25,166,150 395,901 133,432 25,695,483
Accumulated depreciation (13,303,158) (192,382) (119,826) (13,615,366)
Total 11,862,992 203,519 13,606 12,080,117
Balance on  June 30, 2024
Cost 26,133,719 440,771 133,381 26,707,871
Accumulated depreciation (14,768,938) (231,608) (122,570) (15,123,116)
Total 11,364,781 209,163 10,811 11,584,755

The following is a table of depreciation rates for leased assets.

Company Consolidated
Description 06.30.2024 12.31.2023 06.30.2024 12.31.2023
Infrastructure 2.36% to 92.31% 2.36% to 92.31% 2.36% to 92.31% 2.36% to 92.31%
Switching and transmission equipment and media 10.00% to 66.67% 10.00% to 66.67% 10.00% to 66.67% 10.00% to 66.67%
Other P&E assets 26.09% to 37.50% 26.09% to 37.50% 26.09% to 40.00% 26.09% to 40.00%
d) Property, plant and equipment items pledged in guarantee
--- ---

On June 30, 2024 and December 31, 2023, the consolidated fixed assets given as collateral in legal proceedings were R$105,963 and R$101,220, respectively.

| 26 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
e) Concession balance
--- ---

The Fixed Switched Telephone Service concession model, adopted in 1998 with the signing of contracts following the privatization of the telecommunications sector, served as the new basis for the provision of telecommunications services in Brazil. For over 20 years, concessionaires had grown the universalization of the fixed telephone services, which, before privatization, were expensive, out of reach of the populace, and lengthy installation. During this period, the concession contracts suffered numerous destabilizing events with repercussions affecting the originally contracted financial equilibrium reducing revenue and increasing in costs.

Faced with this scenario and with the end of the validity period of the concession contracts approaching, a mutual consensus is being sought with the regulatory body to compensate for losses.

However, management's efforts have largely been frustrated and discussions through administrative channels have been exhausted without a consensus having been reached. Hence, on July 1, 2021, the Company signed an arbitration agreement with ANATEL. The Company submitted to the International Chamber of Commerce, on July 10, 2021, a request to initiate an arbitration against ANATEL, as provided for in the concession agreement and pursuant to Law 9,307/1996, as well as the General Telecommunications Law.

On March 21, 2022, the Company presented its opening arguments in the arbitration proceeding requiring, among other issues, the acknowledgement of events during the concession agreement requiring rebalancing in the Company's favor to preserve the sustainability of the agreement, as well as compensation for the period in which the contract terms were untenable.

In June 2022, ANATEL presented its defense as a response to the Company's initial allegations. On August 19, 2022, the Company filed a reply to ANATEL's defense and on October 18, 2022, a response was filed by ANATEL. On November 17, 2022, the parties laid out the evidence and on December 8, 2022 a hearing was held with the arbitral tribunal for the presentation of the case.

At the aforementioned hearing, it was agreed that the Parties would present a statement on the bifurcation of the arbitration proceeding, so that part of the proceeding could be judged by means of a partial award. Both parties did so and, on March 23, 2023, the Arbitration Tribunal decided that it would issue a partial award on the issues related to (i) the objective arbitrability of the claimant's compensation claim for the period after 2020, regarding the alleged unsustainability of the concession; (ii) the objective arbitrability of the claim for compensation related to the material error in the granting of STFC tariff adjustments and (iii) the incidence of the phenomena of preclusion and prescription on the claims related to the allegedly unbalancing events. Based on the decision that there would be a partial award on the matter, the Company, on May 22, 2023, presented its partial final arguments and was awaiting the judgment that would be handed down by the Tribunal.

The parties have begun discussing possible a route to a consensual solution with the Federal Audit Court (“TCU”). Accordingly, the Company presented a request to suspend the arbitration procedure, which was corroborated by ANATEL and accepted by the TCU and which is expected to be renewed while discussions continue. On September 26, 2023, ANATEL approved and on October 4, 2023 forwarded to the TCU the request for a Consensual Solution to resolve existing disputes between ANATEL and the Company, registered under Process No. 036.366/2023 -4.

On October 5, 2023, ANATEL presented the TCU with the request to open a Consensual Solution procedure.

On January 23, 2024, the Consensual Solution was accepted by the TCU, which established a Negotiation Committee, granting a maximum period of 120 days to reach a consensus.

On May 23, 2024, the Negotiation Committee reached an understanding on the proposed terms and conditions of the Self-Composition Agreement for Adaptation of STFC Concession Contracts (“Agreement”) for an authorization instrument, to adapt the STFC concession regime for authorization. This will be concluded in due course by the Company with ANATEL, TCU and the Ministry of Communications.

| 27 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The proposal comprises: (i) withdrawing administrative and judicial proceedings for the concession of the STFC in progress against ANATEL and/or respective courts; (ii) the withdrawal of the arbitration proceeding filed by the Company against ANATEL; (iii) agreement by the Company to commit to investment in public interest ventures to be carried out within a period of up to 10 years; and (iv) guarantee of maintenance of fixed telephone service in certain locations until 2028.

The proposal for the terms and conditions of the Agreement was approved by the Company's Board of Directors on June 26, 2024, and is subject to final approval by the TCU and the Federal Attorney General's Office (“AGU”). Once the terms and conditions of the proposal approved by the Board of Directors have been upheld by the TCU and AGU, the Company's Board of Directors is authorized to perform all acts and execute the Agreement, as well as the documents necessary to achieve the Agreement and its terms.

f) Amendments to the Model

On October 4, 2019, Law 13,879/2019 was published (arising from PLC 79/2016), which introduced changes to the telecommunications regulatory framework, by allowing fixed-line telephone concessionaires to migrate from a concession regime to a concession regime. Authorization is subject to lower regulatory charges, including those associated with the continuity and universalization of the STFC in the concession area, as well as possible restrictions on the assets associated with its provision.

In accordance with this Law, ANATEL presented on July 5, 2022 a methodology with an estimate of the economic value associated with the adaptation of the concession instrument for authorization, to be validated by the TCU.

In a session held on March 22, 2023, the methodology applied by ANATEL was approved by the TCU, but with the determination that ANATEL guarantees the adoption of values ​​close to market values ​​for the evaluation of the more significant reversible assets. The process was forwarded to ANATEL, which evaluated and approved on July 24, 2023 the balance of the service (from concession to authorization) based on the determinations presented by the TCU, presenting a new estimate of economic value.

The value will be assessed by the Company within 120 days within the consensual solution with the TCU, ANATEL. Should the value be accepted by the Company, it will be converted into commitments to execute investment projects which have yet to be defined by ANATEL

g) Reversible assets

The Company's STFC identifies the assets essential for the provision of its service in the concession area.

On April 12, 2021, Resolution 744 was published in the official gazette (“DOU“), approved by the Ministry of Telecommunications and by the Board of Directors of ANATEL on April 4, 2021, which addresses the Regulation of Continuity of Provision of Switched Fixed Telephone Service Intended for Use of the General Public under the Public Regime (“RCON“).

The Resolution, which became effective on May 3, 2021, addresses how future STFC services under the concession regime are treated once the Company's STs STFC concession contract terminates. The assets identified as being essential to the provision of multiple services, among which the STFC under the public system, will be included in a contract for the assignment of their rights of use, to be agreed under fair and reasonable terms and conditions, transferring them from the Company to the new Concessionaire or the Federal Government, should they wish to make use of such assets to maintain the continuity of STFC provision under the public regime.

| 28 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The assets, being deemed essential, are effectively and exclusively used to ensure the continuity and timely provision of STFC under the public regime, and will be revert to the Public Authority, according to the terms of the RCON, should such service continue to be provided, either by the Federal authority, or by a new Concessionaire, under a public agreement. Hence, the assets for the exclusive use of the STFC and, therefore, subject to the 'reversal regime' provided for in the regulation, represent a residual and decreasing asset of the Company.

In conclusion, the Concessionaire's assets, at the end of the concession contract on December 31, 2025, will not be returned to the Federal Government. The shared assets and those used exclusively for the STFC will fall within the scope of specific contracts already provided for in the operational manual of the Continuity Regulation, approved by Decision No. 269/2021/COUN/SCO, which complements provisions of the Continuity Regulation.

Although Resolution 744 requires a list of Reversible Assets (“RBR“) to be submitted to ANATEL, such obligation, upon approval under the contractual model described above, is merely informative by nature, in order to maintain transparency of the assets used by the Concessionaire in the provision of STFC under the public regime.

However, within the scope of the administrative proceeding TC no.003.342/2022-0, pending at the TCU, a technical report was issued addressing the new understanding that the RCON should be revised. This understanding has yet to be examined by the Court. The process is suspended due to a decision made by a TCU minister.

| 29 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
14. INTANGIBLE ASSETS
--- ---
a) Balances and changes
--- ---
Company
--- --- --- --- --- --- --- --- ---
Indefinite useful life Finite useful life
Goodwill^(1)^ Licenses Softwares Trademarks Customer portfolio Other intangible assets Software under development Total
Balance on  December 31, 2022 22,868,268 13,953,483 5,337,383 652,589 220,267 36,356 695,167 43,763,513
Additions (181,368) 63,880 1,110,164 992,676
Write-offs,<br> net (1,025) (1,025)
Net<br> transfers^(2)^ 13,069 1,365,783 (1,284,830) 94,022
Merger<br> - Garliava 3,394,710 2,278,857 82,239 5,755,806
Amortization<br> (Note 25) (597,495) (1,027,063) (42,102) (52,275) (1,528) (1,720,463)
Balance on  June 30, 2023 26,262,978 15,466,546 5,738,958 610,487 250,231 34,828 520,501 48,884,529
Additions 244,500 115,586 1,566,334 1,926,420
Write-offs,<br> net 59 59
Net<br> transfers^(2)^ (11,998) 1,337,504 (1,286,923) 38,583
Amortization (811,989) (1,147,821) (42,103) (54,813) (1,458) (2,058,184)
Balance on December 31, 2023 26,262,978 14,887,059 6,044,286 568,384 195,418 33,370 799,912 48,791,407
Additions 10,971 (60) 1,255,215 1,266,126
Net<br> transfers^(2)^ 1,403,481 (1,386,161) 17,320
Amortization<br> (Note 25) (657,097) (1,128,888) (42,103) (54,812) (1,332) (1,884,232)
Balance on  June 30, 2024 26,262,978 14,240,933 6,318,819 526,281 140,606 32,038 668,966 48,190,621
Balance on December 31, 2023
Cost 26,262,978 29,748,956 27,778,576 1,658,897 4,536,912 269,556 799,912 91,055,787
Accumulated<br> amortization (14,861,897) (21,734,290) (1,090,513) (4,341,494) (236,186) (42,264,380)
Total 26,262,978 14,887,059 6,044,286 568,384 195,418 33,370 799,912 48,791,407
Balance on June 30, 2024
Cost 26,262,978 29,759,927 29,181,743 1,658,896 4,536,912 269,557 668,966 92,338,979
Accumulated<br> amortization (15,518,994) (22,862,924) (1,132,615) (4,396,306) (237,519) (44,148,358)
Total 26,262,978 14,240,933 6,318,819 526,281 140,606 32,038 668,966 48,190,621
| 30 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Consolidated
--- --- --- --- --- --- --- --- ---
Indefinite useful life Finite useful life
Goodwill^(1)^ Licenses Softwares Trademarks Customer portfolio Other intangible assets Software under development Total
Balance on  December 31, 2022 26,361,829 16,291,751 5,348,538 656,551 333,790 36,430 696,361 49,725,250
Additions (181,368) 65,401 1,110,391 994,424
Write-offs,<br> net (1,026) (1,026)
Net<br> transfers^(2)^ 11,998 1,368,537 (25) (1,284,602) 95,908
Business<br> combination - Vita IT (22,770) (451) (18,122) 12,324 (29,019)
51,637 774 607 6,175 59,193
Amortization<br> (Note 25) (655,835) (1,029,041) (43,117) (54,984) (3,703) (1,786,680)
Balance on  June 30, 2023 26,390,696 15,466,546 5,752,409 613,757 261,291 51,201 522,150 49,058,050
Additions 244,500 116,760 1,567,287 1,928,547
Write-offs,<br> net 57 57
Net<br> transfers^(2)^ (11,998) 1,337,494 25 (1,286,939) 38,582
Amortization (811,989) (1,149,721) (41,855) (55,491) (3,205) (2,062,261)
Balance on December 31, 2023 26,390,696 14,887,059 6,056,999 571,902 205,800 48,021 802,498 48,962,975
Additions 10,971 553 1,255,155 1,266,679
Net<br> transfers^(2)^ 1,403,481 (1,386,161) 17,320
Amortization<br> (Note 25) (657,097) (1,130,968) (42,662) (55,493) (3,053) (1,889,273)
Balance on  June 30, 2024 26,390,696 14,240,933 6,330,065 529,240 150,307 44,968 671,492 48,357,701
Balance on December 31, 2023
Cost 26,390,696 29,748,956 27,908,360 1,663,747 4,548,942 288,112 802,498 91,351,311
Accumulated<br> amortization (14,861,897) (21,851,361) (1,091,845) (4,343,142) (240,091) (42,388,336)
Total 26,390,696 14,887,059 6,056,999 571,902 205,800 48,021 802,498 48,962,975
Balance on June 30, 2024
Cost 26,390,696 29,759,927 29,312,140 1,663,747 4,548,942 288,112 671,492 92,635,056
Accumulated<br> amortization (15,518,994) (22,982,075) (1,134,507) (4,398,635) (243,144) (44,277,355)
Total 26,390,696 14,240,933 6,330,065 529,240 150,307 44,968 671,492 48,357,701
(1) Refer to the operations of Santo<br>Genovese Participações (2004); Spanish and Figueira (2006); Telefônica Television Participações (2008);<br>Vivo Participações (2011); GVT Participações (2015); Garliava and Vita IT (2022) and Vale Saúde Sempre<br>(2023).
--- ---
(2) Total balances refer to transfers<br>between classes of fixed and intangible assets (Note 13.a).
--- ---
b) Licenses / Authorizations
--- ---

Extensions of authorizations for the use of radio frequency bands

Information on the authorizations of each sub-band held by the Company for use in the SMP, as well as the events that occurred in 2024 related to their respective extensions (when applicable), is as below.

| 31 |

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Subband-Radio Frequency Geographic coverage Comments Expiration of authorizations
--- --- --- ---
700 MHz National 2029
850 MHz (1) National (except AL, CE, PB, PE, PI e RN) GO (sector 24 of PGO); MS (sector 21 of the PGO); MG (PGO sector 2); RS (sector 29 of the PGO) and SP (except sector 33 of the PGO) 2024-2028
900 MHz ES, RJ, AM, AP, RR, PA, MA, SE, BA, AC, DF, MT, RO, MS, SC, TO, RS, GO and PR MS (sector 21 PGO); RS ( sector 29 do PGO); GO (setor 24 do PGO) and PR (sector 19  PGO) 2023 (expired) (2)
MG, AM, RR, AP, PA, MA, BA, SE e SP (except area 11) Authorizations from the acquisition of part of UPI Ativos Móveis from Oi in 2022 2031-2032
1.800 MHz National (except  MG) 2032
National (except area 43 - PR) Authorizations from the acquisition of part of UPI Ativos Móveis from Oi in 2022 2031-2032
900 MHz / 1.800 MHz MG (sector 3  PGO) 2035
MG (sector 2 PGO) 2032
2.100 MHz National 2038
ES, MG, AM, AP, PA, MA, RR, AL, CE, PB, PE, PI, RN, AC, RO, MT, MS, TO, GO, DF, SP (except sector 33 PGO), RS, PR and SC Authorizations from the acquisition of part of UPI Ativos Móveis from Oi in 2022 2038
2.300 MHz RJ, SP, ES, MG, AM, AC, AP, RR, RO, TO, PA, MT, MS, GO and DF SP (except sector 33 PGO); MG (sector 2  PGO); MS (sector 21 PGO) and GO (sector 24  PGO) 2041
2.500 MHz National 2027-2031
3.500 MHz National 2041
26 GHz National 2041

(1) Extension of authorizations in 850 MHz: In accordance with the provisions of Agreement No. 618, of November 26, 2020, ANATEL extended, until November 29, 2028, the terms of authorization for the use of the 850 MHz subbands held by the Company in the States of São Paulo and Mato Grosso, whose validity ended, respectively, in the months of January and March 2024. As with other authorizations in 850 MHz, ANATEL determined that the amount due for the extension must be calculated at net present value (“NPV”), to reflect, according to ANATEL, the real economic value (market value) of the sub-ranges.

(2) Non-extension of authorizations in 900 MHz (except MG): The Board of Directors of ANATEL, through Agreement No. 105, of April 28, 2023, determined that the terms of authorization associated with the sub-bands in 900 MHz would not be extended, except in the State of Minas Gerais (sectors 2 and 3 of the PGO), claiming that the efficient use of this spectrum has not been properly demonstrated, since the low capacity associated with this band (2.5 + 2.5 MHz) imposes limitations on its effective use. The non-renewal of these 900 MHz licenses, however, does not affect the services currently provided by the Company.

| 32 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
c) Amortization rates
--- ---

The table below presents the annual amortization rates.

Company Consolidated
Description 06.30.2024 12.31.2023 06.30.2024 12.31.2023
Licenses 3.60 % to 21.43 % 3.60 % to 20.34 % 3.60 % to 21.43 % 3.60 % to 20.34 %
Softwares 20.00% 20.00% 20.00% 20.00%
Trademarks 5.13% 5.13% 5.13 % to 23.50 % 5.13% to 23.50%
Customer portfolio 10.00 % to 12.50 % 9.52 % to 12.50 % 10.00% to 20.70% 9.52 % to 20.70 %
Other intangible assets 20.00% 20.00% 6.67% to 20.00% 6.67 % to 20.00 %
15. PERSONNEL, SOCIAL CHARGES AND BENEFITS
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Social charges and benefits 699,493 519,842 755,115 564,001
Profit sharing 304,529 490,778 319,301 513,862
Share-based payment plans (Note 29) 126,766 151,904 128,735 154,689
Salaries and wages 31,443 30,309 35,263 31,897
Others 20,338 20,885
Total 1,162,231 1,192,833 1,258,752 1,285,334
Current 1,116,981 1,133,158 1,192,593 1,204,183
Non-current 45,250 59,675 66,159 81,151
16. TRADE ACCOUNTS PAYABLE
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Sundry suppliers (Opex, Capex, Services e Material) 8,160,930 6,885,611 8,590,439 7,213,698
Related parties (Note 28) 773,387 603,047 681,644 509,836
Amounts payable (operators, cobilling) 218,793 221,777 218,793 221,777
Interconnection / interlink 380,772 224,634 380,772 224,634
Total 9,533,882 7,935,069 9,871,648 8,169,945
| 33 |

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
17. TAXES, CHARGES AND CONTRIBUTIONS PAYABLE
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
FISTEL^(1)^ 4,523,129 3,502,492 4,523,129 3,502,492
ICMS 1,304,636 1,299,825 1,368,606 1,360,800
PIS and COFINS 349,449 349,293 378,507 371,126
Fust and Funttel 102,065 99,710 102,065 99,710
Other taxes 166,994 145,730 182,872 167,109
Total 6,446,273 5,397,050 6,555,179 5,501,237
Current 1,582,735 1,561,819 1,628,996 1,605,505
Non-current 4,863,538 3,835,231 4,926,183 3,895,732
(1) Refers to the remaining balances<br>from 2020 to 2024 which, according to the decisions of the Federal Regional Court of the First Region, the liability is suspended. The<br>amount is classified as a non-current liability.
--- ---
18. DIVIDENDS AND INTEREST ON EQUITY (IOE)
--- ---
a) Interest on equity receivable
--- ---
Company
--- --- ---
2024 2023
Balance at the beginning of the year 2,503 15,422
Supplementary dividends for the 2023 financial year - Terra Networks 169,132 47,124
Receipt of interest on IoTCo's equity (2,452)
Balance on June, 30 169,183 62,546
2023 dividend receipt - Terra Networks (39,546)
Capital increase in subsidiary - Terra Networks (23,000)
Dividends and interest on equity receivable (IoTCo, AIX and ACT) 2,503
Balance at the end of the year 2,503

The consolidated information presents a R$51 receivable from AIX and ACT.

For the purposes of the statement of cash flow, interest on equity and dividends received from the subsidiary are classified as “Investing Activities“.

b) Dividends and interest on equity payable
b.1) Balances
--- ---
Consolidated
--- --- ---
06.30.2024 12.31.2023
Telefónica 279,247 713,232
Telefónica Latinoamérica Holding 268,026 684,570
Telefónica Chile 412 1,053
Telefónica IoT & Big Data Tech 2,453
Non-controlling shareholders 608,707 846,576
Total 1,156,392 2,247,884
| 34 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
b.2) Changes in balances
--- ---
Consolidated
--- --- ---
2024 2023
Balance at the beginning of the year 2,247,884 3,187,417
Supplementary dividends for 2023 826,731
Interim interest on equity (net of IRRF) and dividends 726,750 608,600
Payment of dividends and interest on equity (1,821,356) (1,723,668)
IRRF on shareholders exempt/immune from interest on equity 3,114 1,343
Balance on  June 30, 2024 1,156,392 2,900,423
Unclaimed dividends and interest on equity 1,591,953
Unclaimed dividends and interest on equity (139,766)
Payment of dividends and interest on equity (2,108,944)
IRRF on shareholders exempt/immune from interest on equity 4,218
Balance at the end of the year 2,247,884

For the purposes of the statement of cash flow, interest on equity and dividends paid to shareholders are classified as in “Financing Activities“.

19. PROVISION AND CONTINGENCIES

The Company and its subsidiaries are party to administrative and judicial proceedings and labor, tax, regulatory and civil claims filed at different court levels. Management of the Company and its subsidiaries, under the advice of its legal counsel, recognized provision for proceedings for which an unfavorable outcome is considered probable.

Provisions and changes in balances when loss is considered probable for contingent liabilities, provisions for decommissioning, refunds to customers and fines for cancellation of lease contracts are in the table below.

Provision for legal demands: The Company and its subsidiaries are parts to administrative; labor, tax, civil and regulatory claims, and accounting provision amounts have been recorded in respect of claims whose likelihood of loss was classified as probable. The assessment of the likelihood of loss includes an analysis of available evidence, the hierarchy of laws, available case law, the latest court decisions law and their relevance in the legal system, as well as the opinion of outside legal counsel. Provision is reviewed and adjusted considering changes in existing circumstances, such as the applicable statute of limitations, tax audit conclusions, or additional exposures identified based on new matters or court decisions.

Contingent considerations: Refers to the amounts of contingent liabilities arising from the business combinations on the acquisition of control of VivoPart. in 2011, GVTPart. in 2015, Garliava and Vita IT in 2022), and VSS (2023), related to civil, labor and tax lawsuits at fair values.

Provision for fines for canceling lease agreements: Refers to the provision for fines for canceling lease agreements arising from Garliava, resulting from the sale or shutdown of sites.

Provision for decommissioning of assets: Refers to costs to be incurred due to returning sites to owners (locations intended for tower and equipment installation on leased property) in the same condition as these were found at the time of execution of the initial lease agreement. These costs are provisioned as the present value of amounts expected to settle the obligation using estimated cash flows and they are recognized as part of the cost of the corresponding asset. The cash flows are discounted at a current pre-tax rate that reflects the risks specific to decommissioning of assets. The discount is recorded as incurred and recognized in the statement of income as a finance cost. The estimated future costs of decommissioning are reviewed annually and adjusted as appropriate. Changes in the estimated future costs or in the discount rate applied are added to, or deducted from, the cost of the asset.

| 35 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

Refunds to customers (Supplementary Law No. 194/2022): On July 23, 2022, Complementary Law No. 194, was enacted, which deals with the incidence of taxes on various sectors considered to be essential and indispensable for goods and services, leading to a reduction in the ICMS tax rate on communications services and determination of a respective refund of these amounts to customers. An estimate to be refunded to customers was made in the second half of 2022, in return for discounts granted and returns of gross operating revenue.

a) Balances and changes
Company
--- --- --- --- --- --- --- --- --- ---
Provision for legal demands
Tax Regulatory Civil Labor Contingent considerations Provision for fines for canceling lease agreements Provision for decommissioning Amounts to be refunded to customers Total
Balance on  December 31, 2022 2,389,825 1,869,035 1,187,314 517,577 492,837 395,902 599,605 7,452,095
Merger<br> - Garliava 3 456,379 454,857 53,512 2,277 967,028
Additions<br> (reversal), net (Note 26) 49,633 17,138 164,055 170,022 (17,537) (16,310) 367,001
Other<br> additions (reversal) (188) (188)
Write-offs<br> due to payment (8,560) (77,725) (262,404) (148,129) (40,291) (504,156) (1,041,265)
Interest<br> accruals (Note 27) 74,261 76,924 168,700 74,319 40,240 9,168 443,612
Balance on  June 30, 2023 2,505,159 1,885,372 1,257,480 613,789 971,919 414,566 442,272 97,726 8,188,283
Additions<br> (reversal), net 31,831 (81,590) 137,830 198,144 (9,649) (260,198) (50,233) (33,865)
Other<br> additions (502) 8,971 8,469
Write-offs<br> due to payment (10,208) (88,504) (229,181) (221,479) (113,375) (1,125) (663,872)
Interest<br> accruals 124,327 45,588 57,308 89,014 28,764 6,236 351,237
Balance on December 31, 2023 2,651,109 1,760,866 1,222,935 679,468 991,034 40,993 407,246 96,601 7,850,252
Additions<br> (reversal), net (Note 26)^(1)^ (12,097) 15,688 140,959 193,361 (9,655) 9,342 (1,486) 336,112
Other<br> additions (reversal)^(1)^ (371,052) 14,929 5,286 (350,837)
Write-offs<br> due to payment (11,669) (10,772) (173,621) (196,620) (1,284) (3,108) (397,074)
Interest<br> accruals (Note 27)^(1)^ (238,030) 79,523 170,574 93,518 34,968 (1,283) 139,270
Balance on  June 30, 2024 2,018,261 1,845,305 1,360,847 769,727 1,016,347 63,980 409,763 93,493 7,577,723
Balance on December 31, 2023
Current 15,034 32,363 333,347 378,376 40,993 222 96,601 896,936
Non-current 2,636,075 1,728,503 889,588 301,092 991,034 407,024 6,953,316
Balance on June 30, 2024
Current 85,000 35,550 470,857 524,339 63,980 93,493 1,273,219
Non-current 1,933,261 1,809,755 889,990 245,388 1,016,347 409,763 6,304,504
| 36 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Consolidated
--- --- --- --- --- --- --- --- --- ---
Provision for legal demands
Tax Regulatory Civil Labor Contingent considerations Provision for fines for canceling lease agreements Provision for decommissioning Amounts to be refunded to customers Total
Balance on  December 31, 2022 2,483,427 1,869,035 1,192,900 540,190 978,072 482,620 462,705 601,882 8,610,831
Additions<br> (reversal), net (Note 26) 51,993 17,138 164,393 169,744 (17,537) (29,601) 356,130
Other<br> additions (188) (188)
Write-offs<br> due to payment (8,560) (77,725) (263,792) (152,874) (68,054) (504,156) (1,075,161)
Business<br> combination – Vita IT (18,227) (18,227)
Business<br> combination – Vale Saúde Sempre 2,357 2,357
Interest<br> accruals (Note 27) 76,891 76,924 168,617 74,121 40,438 9,168 446,159
Balance on  June 30, 2023 2,603,751 1,885,372 1,261,930 631,181 985,103 414,566 442,272 97,726 8,321,901
Additions<br> (reversal), net 31,832 (81,590) 138,307 197,112 (9,649) (260,198) (50,235) (34,421)
Other<br> additions (502) 8,971 8,469
Write-offs<br> due to payment (10,210) (88,504) (230,036) (224,265) (113,375) (1,125) (667,515)
Business<br> combination – Vale Saúde Sempre 1,063 936 (1,470) 529
Interest<br> accruals 126,887 45,588 57,296 88,748 28,917 6,238 353,674
Balance on December 31, 2023 2,753,323 1,760,866 1,226,995 693,712 1,002,901 40,993 407,246 96,601 7,982,637
Additions<br> (reversal), net (Note 26)(1) (9,745) 15,688 141,822 193,160 (10,065) 9,342 (1,486) 338,716
Other<br> additions (reversal)(1) (375,480) 3 14,929 5,286 (355,262)
Write-offs<br> due to payment (11,711) (10,772) (174,744) (198,310) (1,284) (3,108) (399,929)
Interest<br> accruals (Note 27)(1) (235,549) 79,523 171,222 93,551 35,655 (1,282) 143,120
Balance on  June 30, 2024 2,120,838 1,845,305 1,365,295 782,116 1,028,491 63,980 409,764 93,493 7,709,282
Balance on December 31, 2023
Current 15,034 32,363 334,152 381,606 40,993 222 96,601 900,971
Non-current 2,738,289 1,728,503 892,843 312,106 1,002,901 407,024 7,081,666
Balance on June 30, 2024
Current 85,000 35,550 471,983 527,728 63,980 93,493 1,277,734
Non-current 2,035,838 1,809,755 893,312 254,388 1,028,491 409,764 6,431,548

(1) Tax provisions includes the effects of joining the State of<br>São Paulo Amnesty program - Law 17,843/23, described in item b) of this note, being: (i) R$26,832 of reversal of operational provisions,<br>Note 26; (ii) R$329,937 reversal of interest accruals, Note 27; and (iii) R$371,052, referring to debt assumption (financing) of the residual<br>balance, Note 20..
b) Tax provision and contingencies
--- ---

State of São Paulo Refinancing and Amnesty Program – Law 17,843/2023

The Government of the State of São Paulo established, through Law 17,843/2023, a tax refinancing and amnesty and installment refinancing program offered to taxpayers to promote clear their tax obligations at a discount (“Refinancing and Amnesty Program”).

The State Attorney General's Office (“PGE”) published notice no. 01/2024 including ICMS obligations, accruing late penalty interest at rate above the SELIC rate when registered as Active State Debt.

The program forgives all late payment interest and 50% of the remaining balance, limited to the principal amount of the obligations. Fees are payable to the PGE on the total amount.

On April 22, 2024, Management, under the advice of its legal advisors, joined the Refinancing and Amnesty Program, for ICMS, for the provisioned amount of R$727,821, which was reduced to R$371,052.

| 37 |

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The Company recognized the Refinancing and Amnesty Program effects as follows: (i) write-off of the balance of provisions for contingencies by R$727,821 (Note 19); (ii) effects on results: reversal of financial expenses from interest accruals on contingencies of R$329,937 (Note 27) and reversal of contingencies in operating expenses of R$26,832 (Note 26) and; (iii) Recognition of obligations of R$371,052, which will be paid in up to 60 installments adjusted by the SELIC rate (Note 20).

Company Consolidated
Nature/Degree of Risk 06.30.2024 12.31.2023 06.30.2024 12.31.2023
Provision 2,018,261 2,651,109 2,120,838 2,753,323
Federal 671,054 694,782 772,179 796,996
State 706,816 1,329,319 706,816 1,329,319
Municipal 50,320 48,917 51,772 48,917
FUST 590,071 578,091 590,071 578,091
Possible contingencies 38,073,144 36,796,698 38,388,846 36,963,009
Federal 4,332,015 3,512,272 4,354,716 3,534,240
State 23,579,123 23,128,716 23,579,228 23,130,420
Municipal 526,201 513,084 795,708 633,097
FUST, FUNTTEL and FISTEL 9,635,805 9,642,626 9,659,194 9,665,252
b.1) Tax provision
--- ---

Management, under advice of legal counsel, believes that the following losses present a probable risk of loss for the federal, state, municipal and regulatory (FUST) tax proceedings:

Federal taxes

The Company and/or its subsidiaries are party to administrative and legal proceedings at the Federal level relating to: (i) claims for the non-ratification of compensation and refund requests formulated; (ii) IRRF and CIDE on remittances abroad related to technical and administrative assistance and similar services, as well as royalties; (iii) Social Investment Fund (Finsocial) offset amounts; (iv) additional charges to the PIS and COFINS tax base, as well as additional charges to COFINS required by Law No. 9,718/1998; and (v) ex-tariff, cancellation of the benefits under CAMEX Resolution No. 6, increase in the import duty from 4% to 28%.

State taxes

The Company and/or its subsidiaries are party to administrative and judicial proceedings at the State level for ICMS, regarding: (i) disallowed credits; (ii) non-taxation of alleged telecommunications services; (iii) tax credit for challenges/disputes over telecommunication services not provided or wrongly charged (Agreement 39/01); (iv) rate differential; (v) leasing of infrastructure for internet services (data); (vi) outflows of goods with prices lower than those of acquisition; (vii) non-taxation discounts to customers; (viii) unmeasured services; (ix) CIAP credit; (x) monthly subscription, not covered by the modulation of the effects resulting from the judgment of the STF; and (xi) fine for non-compliance with an accessory obligation.

Changes in the State tax proceedings for which loss is probable, include the reduction of the original R$727,821 balance upon joining the Refinancing and Amnesty Program (Note 19.b).

Municipaltaxes

The Company and/or its subsidiaries are party to Municipal tax proceedings, at the judicial level, relating to: (i) Property tax (“IPTU“); (ii) Services tax (“ISS“) on equipment leasing services, non-core activities and supplementary activities and withholding of ISS on contractors' services.

| 38 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
FUST
---

The Company and/or its subsidiaries have judicial proceedings related to the non-inclusion of interconnection expenses and industrial exploitation of a dedicated line in the calculation basis of FUST.

b.2) Possible risk of loss –tax contingencies

Management, under advice of legal counsel, believes that the risk of loss for the following federal, state, municipal and regulatory (FUST, FUNTTEL and FISTEL) is possible:

Federal taxes

The Company and/or its subsidiaries are party to administrative and judicial proceedings, at the Federal level, which are awaiting decision at different court levels.

The more significant of these proceedings are: (i) contested non approval of requests for compensation submitted by the Company; (ii) INSS (a) SAT, social security amounts owed to third parties (INCRA and SEBRAE); (b) meals for employees, withholding of 11% (assignment of workforce); and (c) Stock Options – requirement of social security contributions on amounts paid to employees under the stock option plan; (iii) deduction of COFINS on swap operation losses; (iv) PIS and COFINS: (a) accrual basis versus cash basis; (b) levies on value-added services; and (c) monthly subscription services; (v) IPI levied on shipment of fixed access units from the Company's establishment; (vi) Financial transaction tax (IOF) – on loan transactions, intercompany loans and credit transactions; (vii) IRRF on capital gain on the sale of the GVT Group to the Company; and (viii) exclusion of ICMS from the PIS and COFINS calculation base.

State taxes

The Company and/or its subsidiaries are party to administrative and judicial proceedings, at the State level, related to ICMS, which are awaiting decision at different court levels: (i) rental of movable property; (ii) reversal of previously unused credits; (iii) service provided outside the State of São Paulo paid to State of São Paulo; (iv) co-billing; (v) tax substitution with a fictitious tax base (tax guideline); (vi) use of credits on acquisition of electric power; (vii) secondary activities, value added and supplementary services; (viii) tax credits related to claims/challenges regarding telecommunications services not provided or mistakenly charged (Agreement 39/01); (ix) deferred collection of interconnection (“DETRAF“ – Traffic and Service Provision Document); (x) credits derived from tax benefits granted by other states; (xi) disallowance of tax incentives related to cultural projects; (xii) transfers of assets among business units owned by the Company; (xiii) communications service tax credits used in provision of services of the same nature; (xiv) card donation for prepaid service activation; (xv) reversal of credit from return and free lease in connection with assignment of networks (used by the Company itself and exemption of public bodies); (xvi) CDR/DETRAF fine; (xvii) own consumption; (xviii) exemption of public bodies; (xix) discounts granted; (xx) monthly subscription with discussion about minutes allowance; and (xxi) fine for non-compliance with an accessory obligation.

Changes in the State tax proceedings for which loss is probable, includes the partial reduction of R$643,933 due to joining the Refinancing and Amnesty Program (Note 19.b).

Municipaltaxes

The Company and/or its subsidiaries are party to administrative and judicial proceedings, at the Municipal level, which are awaiting decision at different court levels.

The more significant of these proceedings are: (i) ISS on: (a) non-core activity, value-added and supplementary services; (b) withholding at source; (c) call identification and mobile phone licensing services; (d) full-time services, provision, returns and cancelled tax receipts; (e) data processing and antivirus; (f) charge for use of mobile network and lease of infrastructure; (g) advertising services; and (h) services provided by third parties; (ii) IPTU; (iii) land use tax; and (iv) various municipal charges.

| 39 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

FUST, FUNTTELand FISTEL

UniversalTelecommunications Services Fund (“FUST“)

Writs of mandamus were filed seeking the right to exclude revenues from interconnection and Industrial Use of Dedicated Line (“EILD“) in the FUST tax base, according to Abridgment No. 7 of December 15, 2005, as it does not comply with the provisions contained in the sole paragraph of Article 6 of Law No. 9,998/2000, which are awaiting a decision from Higher Courts.

Various administrative and judicial charges by ANATEL in administrative scope for the constitution of the tax credit related to interconnection, EILD and other revenues that do not originate from the provision of telecommunication services.

On June 30, 2024 and December 31, 2023, the consolidated amount totaled R$5,721,251 and R$5,575,026, respectively.

Fund for Technological Development of Telecommunications (“FUNTTEL“)

Proceedings have been filed for the right not to include interconnection revenues and any others arising from the use of resources that are party of the networks in the FUNTTEL calculation basis, as determined by Law 10,052/2000 and Decree No. 3,737/2001, thus avoiding improper application of Article 4, paragraph 5, of Resolution 95/2013.

There are several notifications of charges from the Ministry of Communications in administrative actions for constitution of the tax credit related to the interconnection, network resources and other revenues that do not originate from the provision of telecommunication services.

On June 30, 2024 and December 31, 2023, the consolidated amount totaled R$1,892,793 and R$1,828,910, respectively.

Telecommunications Inspection Fund (“FISTEL“)

There are judicial actions for the collection of TFI on: (i) extensions of the term of validity of the licenses for use of telephone exchanges associated with the operation of the fixed switched telephone service; and (ii) extensions of the period of validity of the right to use radiofrequency associated with the operation of the telephone service personal mobile service.

On June 30, 2024 and December 31, 2023, the consolidated amount totaled R$2,045,150 and R$2,261,316, respectively.

c) Regulatory provision and contingencies
Company / Consolidated
--- --- ---
Nature/Degree of Risk 06.30.2024 12.31.2023
Provision 1,845,305 1,760,866
Possible contingencies 7,290,667 6,765,178
| 40 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
c.1) Regulatory provision
--- ---

Management, under advice of legal counsel, believes the likelihood of loss of the following regulatory proceedings is probable:

The Company is a party to administrative proceedings initiated mainly by ANATEL, which were initiated on the grounds of alleged non-compliance with obligations established in sectoral regulations, as well as in legal proceedings that discuss, in the vast majority, sanctions applied by ANATEL at the administrative level. The dispute includes the obligation to pay on mobile service (payment, every two years, referring to the right to use radio frequencies applicable to the SMP), the Company's obligations related to non-compliance with the rights of service consumers of telecommunications, compliance with quality indicators and compliance with coverage targets set out in the auction notice for acquiring the right to use spectrum.

A dispute arose as to which revenues should be considered for the payment of amounts due for the renewal of radio frequencies in relation to the payment of SMP charges. The Company, together with its legal advisors, concluded that a probable loss of R$771,987 estimated on the payment of the SMP burden in relation to data revenue, due to the existence of unfavorable decisions at ANATEL in 2021 and in the courts with an unlikely prognosis of review, as the Company decided to begin collecting such amounts in favor of ANATEL, as of the 2022 collection.

c.2) Possible risk of losses – regulatory contingencies

Management, under advice of legal counsel, believes the likelihood of loss of the following regulatory proceedings is possible:

The Company is a party to administrative proceedings filed by ANATEL (other agents, including other operators, also have claims against the Company) alleging non-compliance with the obligations set forth in industry regulations, as well as legal claims which discuss the mostly sanctions applied by ANATEL at the administrative level.

Significant cases with possible risks of loss in the regulatory contingency portfolio include:

Litigation regarding the revenues<br>to be included in the calculation of the amount of encumbrance due to the extension of radio frequencies associated with the SMP and the<br>STFC concession (except for SMP data revenues, as informed in item c.1, of this Note). In ANATEL's view, the calculation of the encumbrance<br>should be based on 2% on the entire economic benefit arising from the provision of STFC/SMP service. In the Company's view, however, revenues<br>that are not part of STFC/SMP service plans, such as interconnection, revenues earned in the 15th year of the licenses' validity, and<br>others, should not be considered in the calculation of the burden. As a result of this divergence of understanding, the Company filed<br>administrative and legal actions to challenge ANATEL's charges.
In May 2018, the Company filed<br>a lawsuit to annul the ANATEL final decision, of March of the same year, in the records of the Procedure for Determining Noncompliance<br>with Obligations (“PADO“) for alleged violations of the fixed telephony regulation. The principal amount of the fine imposed<br>by ANATEL, and object of the lawsuit, totals R$199,075. On June 30, 2024 and December<br>31, 2023, the amount including interest and interesy accruals totaled approximately R$605,482<br>and R$586,512, respectively. The Company believes that the fine imposed is not legal and not due based, fundamentally, on the following<br>defense arguments: (i) ANATEL's error in determining the universe of users considered in the fine (the number of users affected is less<br>than that considered by the ANATEL); and (ii) the calculation of the penalty is disproportionate and baseless. The process was sent for<br>analysis and decision by the CADE Court; the MPF has yet to issue its opinion.
--- ---
| 41 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
The Company's legal process to<br>annul CADE's decision, which understood that the operators (Claro, Oi Móvel and the Company) practiced anti-competitive conduct<br>when composing the Consórcio Rede Correios to compete in electronic auction nº 144/2015, carried out by Empresa Brasileira<br>de Correios and Telegraphs; as well as that there was alleged price discrimination, on the part of the Company, in relation to services<br>offered to the company BT Brasil Serviços de Telecomunicações Ltda (“BT”), imposing a fine of R$28,394.<br>Such action aims to seek annulment of the aforementioned sanction, based especially on (i) the absence of illegality in the formation<br>of a consortium to participate in public bidding; (ii) lack of typicality and impossibility of sanctioning by analogy and; (iii) lack<br>of clear criteria for calculating the sanction and lack of reasonableness. The case is in the first instance awaiting ruling.
--- ---
Process initiated by ANATEL to<br>determine possible measures regarding the possible transfer of gains resulting from the STF decision, which excluded ICMS from the PIS/COFINS<br>calculation basis between 2002 and 2017 in the concession plans. In this process, the Attorney General's Office and the technical area<br>of ​​ANATEL understand that such gains do not result from business efficiency, but rather from a change in the tax order.<br>The return proposal suggested by ANATEL would be through a tariff review for basic plans and the construction of high-capacity backhaul<br>infrastructure for alternative plans, totaling R$1,479,525 as of the judgment by ANATEL's Board of Directors in December 2023 , which<br>we assess as having a possible chance of loss. This amount is part of the balance of the concession negotiations, especially in Process<br>No. 036.366/2023-4 in progress at the TCU before the Secretariat for External Control of Consensual Resolution and Conflict Prevention<br>(SecexConsenso) and Process No. 53500.013207/2023-74 before ANATEL. In the event that negotiations do not prosper, the case may be challenged<br>through arbitration proceedings. The process had a suspensive effect pending judgment of the request for reconsideration by the ANATEL<br>Board of Directors.
--- ---
Procedure for the Determination<br>of Noncompliance with Obligations ("PADO"), which deals with coverage targets with an applied fine of R$127 million, could be<br>converted into an obligation to do, which consists of an alternative means of complying with the sanction of the fine, for investment<br>in installation of 4G radio base station in 188 locations without this technology. Installation should take place with in two and a half<br>years, with maintenance costs equivalent to the period of one year. Installation cannot result from ran sharing agreements, swaps, network<br>rentals, industrial exploitation contracts, or other contractual means. After adherence and confirmation of consent by ANATEL, compliance<br>within the specified period will be monitored.
--- ---
The Company is a party to lawsuits<br>that discuss annulling contractual clauses and obligations to do and not to do linked to the suspension of services, non-increase in tariffs,<br>repairs and maintenance of poles, which do not involve a determined financial value and, at the current stage in found are invaluable.<br>These processes are awaiting judgment in the courts.
--- ---
d) Civil provision civil contingencies
--- ---
Company Consolidated
--- --- --- --- ---
Nature/Degree of Risk 06.30.2024 12.31.2023 06.30.2024 12.31.2023
Provision 1,360,847 1,222,935 1,365,295 1,226,995
Possible contingencies 2,109,659 2,118,682 2,118,685 2,126,718
d.1) Civil provision
--- ---

Management, under advice of legal counsel, believes that the following civil proceedings will result in probable losses:

The Company is a party to proceedings<br>involving rights to the supplementary amounts from shares calculated on community telephony plants<br>and network expansion plans since 1996 (supplement of share proceedings). These proceedings are at different stages: lower courts, court<br>of justice and high court of justice. On June 30, 2024 and December 31, 2023, the provision<br>was R$165,221 and R$157,960, respectively.
| 42 |

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
The Company<br>and/or its subsidiaries are party to various civil proceedings related to individual consumerist nature level, relating to the non-provision<br>of services and/or products sold. On June 30, 2024 and December<br>31, 2023, the provision was R$323,554 and R$304,454, respectively.
--- ---
The Company<br>and/or its subsidiaries are party to various civil proceedings of a collective consumerist and non-consumer nature at administrative and<br>judicial levels, all arising in the ordinary course of business. On June 30, 2024 and December<br>31, 2023, the provision was R$876,520 and R$764,581, respectively.
--- ---
d.2) Possible losses – civil contingencies
--- ---

Management, under advice of legal counsel, believes that the risk of losses is possible for the following civil proceedings:

The Company and its subsidiaries<br>are party to other civil claims, at several levels, related to service rendering rights. Such claims have been filed by individual consumers,<br>civil associations representing consumer rights of consumers or by the Consumer Protection (“PROCON“), as well as by the Federal<br>and State Public Prosecutor's Office. The Company is also party to other claims of several types related to the ordinary course of business.
Intellectual Property: Lune Projetos<br>Especiais Telecomunicação Comércio e Ind. Ltda. (“Lune“), a Brazilian company, filed lawsuits on November<br>20, 2001, against 23 wireless carriers claiming to own the patent for “Bina“, a caller ID. The purpose of the lawsuit was<br>to interrupt provision of such service by carriers and to seek indemnification equivalent to the amount paid by consumers for using the<br>service.
--- ---

An unfavorable decision was handed down determining that the Company should refrain from selling mobile phones with the Bina ID service, subject to a daily fine of R$10,000.00 (Ten thousand reais) in the event of non-compliance. Furthermore, according to that decision, the Company must pay indemnification for royalties, to be calculated on settlement. Motions for Clarification were proposed by all parties and Lune's motions for clarification were accepted since an injunctive relief in this stage of the proceedings was deemed applicable. A bill of review appeal was filed in view of the current decision which granted a stay of execution suspending the unfavorable decision until final judgment. A bill of review was filed in view of the sentence handed down on June 30, 2016, by the 4th Chamber of the Court of Justice of the Federal District, in order to annul the lower court sentence and remit the proceedings back to the lower court for a new examination. The expertise was carried out and then the claims were dismissed. The parties filed an appeal. On February 1, 2023, the Court of Justice of the Federal District and Territories (“TJDFT”) judged the appeals filed and, unanimously, dismissed them, upholding the sentence of inadmissibility. Subsequently, a Special Appeal was filed by Lune, which was not heard by the Superior Court of Justice. Management is unable to reasonably estimate a liability with respect to this claim currently.

The Company, together with other<br>operators that provide telecommunications services, is a defendant in discussions that contest the practice that operators adopt of imposing<br>a limited period for the use of prepaid minutes. That is, the plaintiff alleges that the minutes of the prepaid package must not expire<br>after the end of a specific period, and that they can be used at any time by the consumer. The request of the Federal Public Ministry<br>was not accepted, and the processes are awaiting judgment of appeal by the Federal Regional Court (“TRF“) of the 1st Region.
e) Labor provision and contingencies
--- ---
Company Consolidated
--- --- --- --- ---
Nature/Degree of Risk 06.30.2024 12.31.2023 06.30.2024 12.31.2023
Provision 769,727 679,468 782,116 693,712
Possible contingencies 1,474,789 1,572,790 1,492,222 1,587,544
| 43 |

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The labor provision and contingencies involve several labor claims of former employees and former outsourced employees (those claiming subsidiary obligor or joint liability), which claim, among others: differences in overtime pay, variable remuneration, salary parity, additional unhealthy or dangerous practices.

20. FINANCING, DEBENTURES AND LEASE

On June 30, 2024, the contractual conditions of loans, financing, debentures and leases are the same as in note 21) Loans, Financing, Debentures, Leases and Other Creditors, disclosed in the financial statements for the fiscal year ended December 31, 2023, except for the entry of the value of joining the Refinancing and Amnesty Program of the State of São Paulo - Law 17,843/2023, item a.4), of this note.

a) Balance
Consolidated
--- --- --- --- --- --- ---
06.30.2024 12.31.2023
Current Non-current Total Current Non-current Total
Leases (a.1) 4,199,539 9,440,125 13,639,664 3,877,090 9,718,949 13,596,039
Debentures (7th issue) (a.2) 190,787 3,500,000 3,690,787 221,589 3,500,000 3,721,589
Financing 188,753 1,360,774 1,549,527 376,981 1,042,618 1,419,599
5G Licences 62,435 998,964 1,061,399 351,291 949,395 1,300,686
Liabilities for the acquisition of a company (a.3) 21,550 43,831 65,381 25,690 63,198 88,888
SP – Refinancing and Amnesty Program (a.4) 104,032 250,690 354,722
Other creditors (a.5) 736 67,289 68,025 30,025 30,025
Total 4,579,079 14,300,899 18,879,978 4,475,660 14,261,567 18,737,227
a.1) Leases
--- ---

The Company and its subsidiaries have contracts classified as leases for: (i) rental of structures (towers and rooftops), resulting from sale and leaseback operations; (ii) rental of sites built in the Built to Suit (“BTS”) model for the installation of antennae and other equipment and transmission means; (iii) rental of computer equipment; and (iv) rental of infrastructure and transmission means; offices, shops and commercial properties.

The consolidated annual weighted average rates of the lease contracts were 12.06% and 12.79%, with average maturity terms of 5,13 years and 5.38 years on June 30, 2024 and December 31, 2023, respectively).

The balances of the lease payables are as follows:

Consolidated
06.30.2024 12.31.2023
Nominal value payable 18,191,810 18,075,084
Unrealized financial expenses (4,552,146) (4,479,045)
Present value payable 13,639,664 13,596,039
Current 4,199,539 3,877,090
Non-current 9,440,125 9,718,949
| 44 |

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
a.2) Debentures
--- ---

On July 14, 2022, the Company completed the payment of the 7th issue of simple debentures, not convertible into shares, of the unsecured type, in 2 series. 3,500,000 debentures were issued with a nominal unit value of R$1,000.00 (one thousand reais), with a total nominal value of R$3,500,000 and the settlement of the respective public offering was concluded with restricted efforts, being: (i) 1st series, with a nominal value of R$1,500,000, pays CDI + 1.12% p.a. Interest will be paid in semi-annual installments from January 12, 2023 and the principal will be paid upon maturity on July 12, 2025; and (ii) 2nd series, with a nominal value of R$2,000,000, pays CDI + 1.35% p.a. Interest will be paid in semi-annual installments from January 12, 2023 and the principal will be paid on July 12, 2027.

The debentures have a sustainability component (Debentures linked to Environmental, Social and Corporate Governance (“ASG”) performance), which allows them to be classified as “Sustainability-linked”, under the terms required by the International Capital Market Association in the Sustainability-Linked Bond Principles, June 2020 version.

The debentures are subject to early maturity events, standard for this type of offer, as set out in clause 6.30 of “Early Maturity” of the Deed of Issuance (“Deed”), automatically or not, such as: (i) non-compliance , by the Company, of any pecuniary or non-pecuniary obligation relating to the debentures and/or provided for in the Deed, not resolved within the deadlines provided for in the Deed; (ii) liquidation, dissolution or extinction of the Company in the manner provided for in the Deed; (iii) spin-off, merger, incorporation, incorporation of shares or any form of corporate reorganization involving the Company, as provided for in the Deed; (iv) early maturity of any debts and/or financial obligations of the Company within the scope of the financial market and capital market operations, local or international, under the terms set out in the Deed; (v) make the distribution and/or payment of dividends, interest on equity or make any other payments to its shareholders, if the Company is in default with any of its pecuniary obligations relating to the debentures; and (vi) transfer, by the Company, by any means, assignment or promise of assignment to third parties, of the rights and obligations acquired or assumed in the documents relating to the debentures.

Failure to comply with or fulfill any of these covenants could result in default under the debenture indenture, which would have a material adverse effect on the Company's financial condition. These clauses are strictly monitored by the Company, aiming to ensure compliance with contractual obligations and guarantee the continuity of the debenture and maintenance of the Company's financial situation.

On June 30, 2024 and December 31, 2023, all applicable covenants were complied with by the Company.

a.3) Liabilities for the acquisition of companies

a.3.1) Acquisition ofVita IT by TIS

The total consideration transferred for the acquisition in 2022 of Vita IT by TIS, an indirect subsidiary of the Company, was R$110,220, indexed to the IPCA from the transaction date until the actual payment. Of this amount, R$42,000 was paid in cash at the time of completion of the transaction, R$12,160 were paid by June 30, 2024 and the remainder will be paid according to contractual clauses. The balances on June 30, 2024 and December 31, 2023 were R$61,987 and R$63,605, respectively.

a.3.2) Acquisition ofVale Saúde Sempre by POP

The total consideration transferred for the acquisition of Vale Saúde Sempre by POP, including the price adjustments agreed between the parties, was R$62,033, bearing DI rate interest between the date of the transaction and the respective payment. Of this amount, R$37,029 was paid in cash at the time of completion of the Transaction, R$26,576 were paid by June 30, 2024 and the remainder will be paid, in accordance with contractual clauses. The balances on June 30, 2024 and December 31, 2023 were R$3,394 and R$25,283, respectively.

a.4)SP Refinancing and Amnesty Program

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

As described in Note 19.b), on April 22, 2024, the Company's Management, under the advice of its legal advisors, joined the Refinancing and Amnesty Program, for ICMS obligations, falling within the requirements of Law 17,843/2023. As a result of this process, the remaining portion of R$371,052 was classified as financing, which will be partially settled by offsetting a judicial deposit and the remainder will be paid in up to 60 installments adjusted by SELIC interest. The balance on June 30, 2024 was R$354,722.

a.5)Other creditors

In 2023 and 2024, Polígono made contributions to Vivo Money and Vivo Money II, through the subscription of senior shares, being: (i) in 2023: contributions of R$30,000 to Vivo Money; and R$25 on Vivo Money II; (ii) in 2024: contributions of R$37,289 to Vivo Money and R$711 to Vivo Money II.

These contributions mature on July 31, 2028, bearing CDI interest, year of 252 days, spread of 3.75% p.a. and amortization of the principal from August 31, 2025.

The balances on June 30, 2024 and December 31, 2023 were R$68,025 and R$30,025, respectively.

b) Repayment schedule (non-current)
Consolidated
--- --- --- --- --- --- --- ---
Year Leases Debentures 5G Licences Liabilities for the acquisition of companies SP – Refinancing and Amnesty Program Other creditors Total
13 to 24 months 3,004,450 1,500,000 62,435 23,638 65,374 20,565 4,676,462
25 to 36 months 2,166,483 62,435 16,799 65,374 22,429 2,333,520
37 to 48 months 1,599,381 2,000,000 62,435 65,374 22,425 3,749,615
49 to 60 months 1,199,220 62,435 1,358 54,568 1,870 1,319,451
From 61 months 1,470,591 749,224 2,036 2,221,851
Total 9,440,125 3,500,000 998,964 43,831 250,690 67,289 14,300,899
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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
c) Changes in balances
--- ---
Consolidated
--- --- --- --- --- --- --- --- ---
Leases Debentures 5G Licences Loans and financing Liabilities for the acquisition of companies SP – Refinancing and Amnesty Program Other creditors Total
Balance on  December 31, 2022 12,032,603 3,736,833 1,843,971 1,073,090 615,299 19,301,796
Additions^(1)^ 536,462 536,462
Exchange<br> variation (Note 27) (84,647) (84,647)
Financial<br> charges / Fair value (Note 27) 650,972 248,263 40,887 48,749 24,854 1,013,725
Business<br> combination – Vale Saúde Sempre 25,815 25,815
Write-offs<br> (cancellation of contracts) (15,759) (15,759)
Write-offs<br> (payments) – Principal (1,209,957) (285,250) (4) (24,038) (1,519,249)
Write-offs<br> (payments) – financial charges (696,077) (253,524) (17,883) (17,101) (4,972) (989,557)
Balance on  June 30, 2023 11,298,244 3,731,572 1,581,725 1,020,087 636,958 18,268,586
Additions(1) 4,202,532 30,025 4,232,557
Exchange<br> variation 32,393 32,393
Financial<br> charges / Fair value 741,598 238,258 64,676 19,768 13,216 943 1,078,459
Dispute<br> settlement agreement – ​​Oi mobile UPI Acquisition – Reversion to results for the period (277,507) (277,507)
Dispute<br> settlement agreement – ​​Oi mobile UPI acquisition – Compensation with judicial deposits (277,507) (277,507)
Write-offs<br> (cancellation of contracts) (316,068) (6,271) (322,339)
Write-offs<br> (payments) – Principal (1,544,952) (331,686) (1,056,056) (2,932,694)
Write-offs<br> (payments) – financial charges (785,315) (248,241) (14,029) (16,192) (1) (943) (1,064,721)
Balance on December 31, 2023 13,596,039 3,721,589 1,300,686 88,888 30,025 18,737,227
Additions^(1)^ 1,257,575 371,052 38,000 1,666,627
Financial<br> charges / Fair value (Note 27) 793,630 207,123 48,206 3,561 5,899 3,680 1,062,099
Write-offs<br> (cancellation of contracts) (46,832) (280) (47,112)
Write-offs<br> (payments) – Principal (1,240,500) (285,250) (22,927) (21,966) (1,570,643)
Write-offs<br> (payments) – financial charges (720,248) (237,925) (2,243) (3,861) (263) (3,680) (968,220)
Balance on  June 30, 2024 13,639,664 3,690,787 1,061,399 65,381 354,722 68,025 18,879,978

(1) Rental income and the SP Refinancing<br>and Amnesty Program do not affect cash.
21. DEFERRED REVENUE
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Contractual Liabilities (costumer contracts)^(1)^ 913,520 768,806 1,210,570 963,407
Disposal of PP&E^(2)^ 64,986 68,699 120,062 97,414
Government grants 11,871 17,123 11,871 17,124
Other 7,984 7,997 7,984 8,658
Total 998,361 862,625 1,350,487 1,086,603
Current 866,362 738,343 1,216,361 960,078
Non-current 131,999 124,282 134,126 126,525
(1) Refers to the balance of contractual<br>liabilities of customers, deferred when they relate to performance obligations satisfied over time.
--- ---
(2) Includes the net balances of the<br>residual values from sale of non-strategic towers and rooftops, transferred to income as the conditions for recognition are met.
--- ---
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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
22. OTHER LIABILITIES
--- ---
Company Consolidated
--- --- --- --- ---
06.30.2024 12.31.2023 06.30.2024 12.31.2023
Reduction of the Company's capital (Note 1.c.3),  net of IRRF 1,481,581 1,481,581
Surplus from post-employment benefit plans (Note 30) 1,107,086 1,066,574 1,118,489 1,077,083
Obligations payable to ANATEL^(1)^ 969,815 929,520 969,815 929,520
Third-party withholdings^(2)^ 185,144 195,701 193,124 205,315
Liabilities with related parties (Note 28) 127,623 9,115 125,442 5,671
Amounts to be refunded to customers 128,400 123,302 130,235 124,533
Other liabilities 50,488 44,939 50,103 43,558
Total 4,050,137 2,369,151 4,068,789 2,385,680
Current 2,116,388 501,711 2,126,304 509,495
Non-current 1,933,749 1,867,440 1,942,485 1,876,185
(1) Includes the cost of renewing STFC<br>and SMP licenses and SMP licenses and the extension of the authorization to use radio frequencies for the exploitation of SMP (Note 14.b).
--- ---
(2) This refers to payroll withholdings<br>and taxes withheld from pay-outs of interest on equity and on provision of services.
--- ---
23. EQUITY
--- ---
a) Capital
--- ---

Pursuant to its Articles of Incorporation, the Company is authorized to increase its share capital up to 1,850,000,000 common shares without prior revision of its bylaws. The Board of Directors is authorized to deliberate any increase and consequent issue of new shares within this limit.

Brazilian Corporation Law (Law no. 6404/1976, Article 166, item IV) – establishes that capital may be increased by an Extraordinary Shareholders' Meeting Resolution by modifying the Articles of Incorporation, if the authorized capital increase limit has been reached.

The shareholders will have preemptive rights to subscribe for a capital increase, in proportion to their number of shares. By resolution of the Board of Directors, the preemptive right in the issuance of shares, convertible debentures and subscription bonus, which may be placed through sale on the Stock Exchange or public subscription, exchange for shares in a public offer for acquisition can be excluded control, under the terms of articles 257 and 253 of the Corporation Law, as well as tax incentives, under the terms of special legislation, as provided for in article 172 of the Corporation Law.

As described in Note 1.c.3), the Company reduced its share capital by R$1,500,000, without canceling shares, keeping the number of shares and the percentage of shareholders' participation in the Company's share capital unchanged.

The subscribed and paid-in share capital was R$62,071,416 and R$63,571,416 on June 30, 2024 and December 31, 2023, respectively, represented by shares, all common, book-entry and with no par value, distributed as follows:

| 48 |

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
06.30.2024 12.31.2023
--- --- --- --- ---
Shareholders Number % Number %
Controlling Group 1,244,240,476 75.29 % 1,244,240,476 75.29 %
Telefónica 634,398,912 38.38 % 634,398,912 38.38 %
Telefónica Latinoamérica Holding 608,905,051 36.85 % 608,905,051 36.85 %
Telefónica Chile 936,513 0.06 % 936,513 0.06 %
Other shareholders 402,699,928 24.37 % 408,343,528 24.71 %
Treasury Shares 5,647,956 0.34 % 4,356 — %
Total shares 1,652,588,360 100.00 % 1,652,588,360 100.00 %
Treasury Shares (5,647,956) (4,356)
Total shares outstanding 1,646,940,404 1,652,584,004
Book value per outstanding share:
On 06/30/2024 R$ 41.95
On 12/31/2023 R$ 42.10
b) Company's share buyback program
--- ---

On March 4, 2024, the Company's Board of Directors, in accordance with article no. 15, item XV of the Company's Bylaws and CVM Resolution no. 77/2022, approved a new share buyback program to acquire common shares issued by the Company for maintenance in treasury, subsequent cancellation or sale, without reducing share capital, with the purpose of increasing value for shareholders through the efficient application of available cash resources, optimizing the allocation of the Company's capital.

The repurchase of shares will be carried out not to exceed 40,827,672 common shares, through the use of resources available in the statutory profit reserve, and the result calculated in the current fiscal year may also be used, in accordance with article 8, § 1 , items I and II of CVM Resolution No. 77/2022. The maximum amount to be used in the program is R$1 billion.

This program runs from March 5, 2024 and ends on February 4, 2025.

In the period ended June 30, 2024, the Company repurchased 5,643,600 common shares, in the total amount of R$257,033, using resources from the results already realized in the current year to date.

c) Capital reserves

The balance of R$63,095 on June 30, 2024 and December 31, 2023, is subdivided into:

Special goodwill reserve:<br>Refers to the tax benefit generated by the merger of Telefônica Data do Brasil Ltda. which will be capitalized in favor of the controlling<br>shareholder (Telefónica and TLH) after the realization of the tax credit, pursuant to CVM Instruction 319/1999. The balance of<br>this item on June 30, 2024 and December 31, 2023<br>was R$63,074.
Treasury<br>shares: The outstanding balance is R$194 on June 30, 2024 and December<br>31, 2023.
--- ---
Other capital<br>reserves: Refers to the effects of capital transactions upon acquisition, disposal and merger of companies by the Company and/or its<br>subsidiaries. The balance was R$215 on June 30, 2024 and December<br>31, 2023.
--- ---
d) Income reserves
--- ---

The balances were R$5,700,531 and R$5,885,575 on June 30, 2024 and December 31, 2023, respectively, subdivided into:

| 49 |

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

• Legal reserve: Mandatory appropriation of 5% of the net profit for the year, until the reserve reaches 20% of the paid-in share capital. The legal reserve may only be used to increase share capital and to offset any accumulated deficit. The balances on June 30, 2024 and December 31, 2023 were R$3,841,022.

•         Treasury shares: Refers to the repurchases of 5,643,600 common shares, from results realized in the current fiscal year, as provided for in the Company's share repurchase program. The balance of this item was R$257,033 on June 30, 2024.

• Tax incentives: The Company has tax benefits related to: (i) ICMS from the State of Minas Gerais and Espírito Santo, referring to credits, linked to investments in the installation of SMP support equipment, in full functioning and operational order, in accordance with current regulations, which ensure that the locations listed in the notice are included in the SMP coverage area; and (ii) 75% reduction in the IRPJ levied on profit earned in the States in the North and Northeast regions of the country (SUDAM and SUDENE areas). A portion of these tax benefits was excluded from the calculation of dividends and may only be used in cases of capital increase or loss absorption. The balances of this item were R$385,570 and R$313,581 on June 30, 2024 and December 31, 2023, respectively.

• Reserve for Remuneration to Shareholders and Investments: Statutory reserve created by the Company under the terms of article 194 of the Brazilian Corporation Law, to which, upon Management's proposal, up to 50% of the net profit for the year will be allocated, provided that the balance does not exceed, in total, 20% of the Company's share capital, in order to ensure resources for: (i) repurchase, redemption, reimbursement or amortization of shares issued by the Company itself; (ii) distribution of dividends to shareholders, including interim or interim dividends or in the form of interest on equity; and (iii) investments related to the Company's activities. On April 11, 2024, the Company's EGM approved the creation of this statutory reserve, and, at the Ordinary General Meeting (“AGM”) immediately following this EGM, an appropriation was made of R$1,730,972 of the net profit for the year ended December 31, 2023 to the reserve. The balance of this item was R$1,730,972 on June 30, 2024 and December 31, 2023. Repurchases of common shares will be deducted from this reserve, at the time of the effective cancellation of the shares.

e) Dividend and interest on equity

The amounts of interest on own capital per share are calculated and presented net of withholding income tax (IRRF). Tax immune shareholders received interest on full equity, without withholding income tax.

e.1) Interim interest on equity for 2024

At meetings of the Company's Board of Directors, interest on equity was declared, in accordance with article 26 of the Company's Bylaws, article 9 of Law No. 9,249/1995 and CVM Resolution No. 143/2022. As provided for in article 26 of the Company's Bylaws, such interest will be attributed to the mandatory dividend for the year ending on December 31, 2024, ad referendum of the Shareholders' AGM to be held in 2025, as follows:

Dates
Approval Credit Payment limit Gross Amount Net Value Amount per Share, Net
03/14/2024 03/28/2024 04/30/2025 300,000 255,000 0.15430380506
04/16/2024 04/29/2024 04/30/2025 380,000 323,000 0.19545148641
06/14/2024 06/26/2024 04/30/2025 175,000 148,750 0.09029252997
Total 855,000 726,750
e.2) Interest on Equity and Dividends for 2023
--- ---

At the AGM held on April 11, 2024, the accounts were approved, and the Management Report and Financial Statements were examined, discussed and voted on, accompanied by the Independent Auditors' Report, the Opinion of the Audit and Control Committee and the Opinion of the Fiscal Council, referring to the year ended on December 31, 2023, as well as the proposal for the allocation of 2023 results.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The details of the allocation of results are the same as those disclosed in Note 24) Shareholders' Equity, item d), disclosed in the financial statements for the year ended December 31, 2023.

Dates
Nature Approval Credit Payment limit Gross Amount Net Value Amount per Share, Net
IOE 02.15.2023 02.28.2023 10.18.2023 106,000 90,100 0.05420598981
IOE 03.15.2023 03.31.2023 10.18.2023 290,000 246,500 0.14834705593
IOE 05.15.2023 05.31.2023 04.23.2024 320,000 272,000 0.16386448053
IOE 07.17.2023 07.31.2023 04.23.2024 405,000 344,250 0.20761977781
IOE 08.15.2023 08.31.2023 04.23.2024 265,000 225,250 0.13597484254
IOE 09.11.2023 09.22.2023 04.23.2024 200,000 170,000 0.10262252267
IOE 10.10.2023 10.23.2023 04.23.2024 150,000 127,500 0.07698872139
IOE 12.14.2023 12.26.2023 04.23.2024 850,000 722,500 0.43719411434
Total 2,586,000 2,198,100
f) Equity valuation adjustment
--- ---

Cumulative translation adjustment from transactions of investees abroad: This refers to currency translation differences arising from the translation of financial statements of Aliança (joint venture).

Financial assets at fair value through other comprehensive income: These refer to changes in fair value of financial assets available for sale.

Derivative financial instruments: These refer to the effective part of cash flow hedges up to the balance sheet date.

The changes in equity valuation adjustments, net of gains or losses and of taxes, when applicable, were as follows:

Company / Consolidated
Cumulative translation adjustment from investees abroad translation effects – foreign investments Financial assets at fair value Derivative transactions Total
Balance on  December 31, 2022 61,382 (9,214) 15 52,183
Translation losses (7,420) (7,420)
Losses from derivatives (4,821) (4,821)
Losses on financial assets at fair value (46) (46)
Balance on  June 30, 2023 53,962 (9,260) (4,806) 39,896
Translation gains 2,614 2,614
Gains from derivatives 4,213 4,213
Losses on financial assets at fair value (14) (14)
Balance on December 31, 2023 56,576 (9,274) (593) 46,709
Translation gains 13,400 13,400
Gains from derivatives 593 593
Losses on financial assets at fair value (5) (5)
Balance on  June 30, 2024 69,976 (8,681) (598) 60,697
| 51 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
g) Non-controlling shareholders
--- ---
IoTCo Brasil Vivo Ventures CloudCo Brasil Total
--- --- --- --- ---
Equity on December 31, 2023 96,607 43,055 22,746 162,408
Company 48,313 42,195 11,375 101,883
Non-controlling shareholders 48,294 860 11,371 60,525
Capital contributions in the period 30,100 30,100
Company 29,498 29,498
Non-controlling shareholders 602 602
Statements of income movements in the period 8,621 3,953 11,538 24,112
Company 4,311 3,874 5,770 13,955
Non-controlling shareholders 4,310 79 5,768 10,157
Equity on June 30, 2024 105,228 77,108 34,284 216,620
Company 52,624 75,567 17,145 145,336
Non-controlling shareholders 52,604 1,541 17,139 71,284
h) Reconciliation of parent company and consolidated net income
--- ---
Three-month period ended Six-month period ended
--- --- --- --- ---
06.30.2024 06.30.2023 06.30.2024 06.30.2023
Company's net income (Company) 1,221,830 1,122,531 2,117,461 1,957,200
Participation of non-controlling shareholders 9,679 (1,546) 10,157 (1,627)
IoTCo Brasil 2,319 1,313 4,310 3,411
Vivo Ventures 75 (8) 79 (15)
CloudCo Brasil 7,285 (2,851) 5,768 (5,023)
Company's net income (Consolidated) 1,231,509 1,120,985 2,127,618 1,955,573
i) Earnings per share
--- ---

Basic and diluted earnings per share were calculated by dividing net profit attributed to the Company's shareholders by the weighted average number of outstanding common shares. The Company has no instruments which might potentially affect the dilution of earnings per share.

Company
Three-month period ended Six-month period ended
06.30.2024 06.30.2023 06.30.2024 06.30.2023
Net income for the period 1,221,830 1,122,531 2,117,461 1,957,200
Weighted average number of outstanding common shares for the period (in thousands) 1,650,731 1,660,424 1,651,658 1,661,288
Basic and diluted earnings per common share (R$) 0.74 0.68 1.28 1.18
| 52 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
24. NET OPERATING REVENUE
--- ---
Company Consolidated
--- --- --- --- --- --- --- --- ---
Three-month period ended Six-month period ended Three-month period ended Six-month period ended
06.30.2024 06.30.2023 06.30.2024 06.30.2023 06.30.2024 06.30.2023 06.30.2024 06.30.2023
Gross operating revenue 18,416,898 16,975,572 36,460,289 33,602,628 18,954,811 17,407,649 37,550,652 34,671,812
Services^(1)^ 16,590,072 15,325,297 32,724,936 30,133,137 17,100,352 15,731,163 33,754,379 31,148,859
Sale of goods^(2)^ 1,826,826 1,650,275 3,735,353 3,469,491 1,854,459 1,676,486 3,796,273 3,522,953
Deductions from gross operating revenue (5,214,374) (4,620,932) (10,200,970) (9,071,198) (5,275,875) (4,674,940) (10,326,081) (9,218,193)
Tax (2,724,369) (2,625,303) (5,392,028) (4,998,467) (2,782,003) (2,676,268) (5,512,331) (5,127,572)
Services (2,342,192) (2,265,070) (4,614,359) (4,243,002) (2,392,019) (2,311,331) (4,714,583) (4,362,362)
Sale of goods (382,177) (360,233) (777,669) (755,465) (389,984) (364,937) (797,748) (765,210)
Discounts granted and return of goods (2,490,005) (1,995,629) (4,808,942) (4,072,731) (2,493,872) (1,998,672) (4,813,750) (4,090,621)
Services (1,926,550) (1,533,649) (3,663,900) (3,114,002) (1,926,552) (1,533,652) (3,663,902) (3,127,070)
Sale of goods (563,455) (461,980) (1,145,042) (958,729) (567,320) (465,020) (1,149,848) (963,551)
Net operating revenue 13,202,524 12,354,640 26,259,319 24,531,430 13,678,936 12,732,709 27,224,571 25,453,619
Services 12,321,330 11,526,578 24,446,677 22,776,133 12,781,781 11,886,180 25,375,894 23,659,427
Sale of goods 881,194 828,062 1,812,642 1,755,297 897,155 846,529 1,848,677 1,794,192
(1) Includes telephone services, use<br>of interconnection network, data and SVA services, cable TV and other services.
--- ---
(2) Includes sale of goods (handsets,<br>SIM cards and accessories) and equipment of "Vivo Tech".
--- ---

There was no customer that contributed more than 10% of operating revenue for the quarters ended June 30, 2024 and 2023.

25. OPERATING COSTS AND EXPENSES
Company
--- --- --- --- --- --- --- --- ---
Three-month period ended Three-month period ended
06.30.2024 06.30.2023
Cost of sales and services Selling expenses General and administrative expenses Total Cost of sales and services Selling expenses General and administrative expenses Total
Third-party services (2,285,235) (1,386,446) (284,476) (3,956,157) (2,131,553) (1,470,966) (244,618) (3,847,137)
Depreciation and amortization^(1)^ (2,812,107) (422,536) (174,231) (3,408,874) (2,609,255) (382,533) (211,900) (3,203,688)
Personnel (280,526) (857,961) (260,400) (1,398,887) (265,148) (838,931) (205,231) (1,309,310)
Cost of goods sold (997,045) (997,045) (951,613) (951,613)
Taxes, charges and contributions (494,610) (9,584) (7,678) (511,872) (473,462) (8,775) (11,053) (493,290)
Estimated impairment losses on accounts receivable (Note 5) (339,310) (339,310) (338,690) (338,690)
Rental, insurance, condominium and connection means (363,282) (19,295) (12,140) (394,717) (308,635) (19,350) (11,111) (339,096)
Materials and other operating costs and expenses (19,287) (31,883) (10,743) (61,913) (18,682) (31,739) (9,202) (59,623)
Total (7,252,092) (3,067,015) (749,668) (11,068,775) (6,758,348) (3,090,984) (693,115) (10,542,447)
| 53 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Company
--- --- --- --- --- --- --- --- ---
Six-month period ended Six-month period ended
06.30.2024 06.30.2023
Cost of sales and services Selling expenses General and administrative expenses Total Cost of sales and services Selling expenses General and administrative expenses Total
Third-party services (4,462,892) (2,920,971) (541,042) (7,924,905) (4,250,012) (2,915,946) (484,420) (7,650,378)
Depreciation and amortization^(1)^ (5,574,627) (807,204) (387,245) (6,769,076) (5,194,601) (764,031) (422,362) (6,380,994)
Personnel (552,341) (1,707,519) (483,064) (2,742,924) (514,688) (1,652,284) (416,593) (2,583,565)
Cost of goods sold (2,036,301) (2,036,301) (1,979,025) (1,979,025)
Taxes, charges and contributions (1,003,616) (19,726) (20,759) (1,044,101) (941,210) (18,473) (19,413) (979,096)
Estimated impairment losses on accounts receivable (Note 5) (701,102) (701,102) (644,743) (644,743)
Rental, insurance, condominium and connection means (720,028) (37,465) (25,005) (782,498) (594,202) (35,439) (23,694) (653,335)
Materials and other operating costs and expenses (36,093) (61,370) (21,019) (118,482) (37,317) (85,829) (19,078) (142,224)
Total (14,385,898) (6,255,357) (1,478,134) (22,119,389) (13,511,055) (6,116,745) (1,385,560) (21,013,360)
Consolidated
--- --- --- --- --- --- --- --- ---
Three-month period ended Three-month period ended
06.30.2024 06.30.2023
Cost of sales and services Selling expenses General and administrative expenses Total Cost of sales and services Selling expenses General and administrative expenses Total
Third-party services (2,550,583) (1,381,368) (294,955) (4,226,906) (2,325,484) (1,463,990) (250,677) (4,040,151)
Depreciation and amortization^(1)^ (2,814,564) (424,041) (175,306) (3,413,911) (2,609,682) (384,545) (212,661) (3,206,888)
Personnel (348,180) (879,437) (273,864) (1,501,481) (328,489) (849,741) (215,661) (1,393,891)
Cost of goods sold (1,011,394) (1,011,394) (968,117) (968,117)
Taxes, charges and contributions (499,830) (9,585) (8,844) (518,259) (485,157) (8,777) (11,165) (505,099)
Estimated impairment losses on accounts receivable (Note 5) (384,385) (384,385) (379,570) (379,570)
Rental, insurance, condominium and connection means (363,134) (18,588) (12,794) (394,516) (308,651) (19,432) (11,943) (340,026)
Materials and other operating costs and expenses (20,334) (26,800) (11,064) (58,198) (19,502) (30,443) (9,429) (59,374)
Total (7,608,019) (3,124,204) (776,827) (11,509,050) (7,045,082) (3,136,498) (711,536) (10,893,116)
| 54 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Consolidated
--- --- --- --- --- --- --- --- ---
Six-month period ended Six-month period ended
06.30.2024 06.30.2023
Cost of sales and services Selling expenses General and administrative expenses Total Cost of sales and services Selling expenses General and administrative expenses Total
Third-party services (5,012,393) (2,910,543) (558,795) (8,481,731) (4,691,471) (2,919,025) (495,498) (8,105,994)
Depreciation and amortization^(1)^ (5,580,656) (810,214) (389,368) (6,780,238) (5,273,355) (769,990) (423,889) (6,467,234)
Personnel (682,909) (1,749,427) (507,680) (2,940,016) (641,918) (1,672,591) (437,341) (2,751,850)
Cost of goods sold (2,069,933) (2,069,933) (2,009,953) (2,009,953)
Taxes, charges and contributions (1,016,155) (19,729) (22,868) (1,058,752) (998,172) (18,475) (19,851) (1,036,498)
Estimated impairment losses on accounts receivable (Note 5) (782,687) (782,687) (733,017) (733,017)
Rental, insurance, condominium and connection means (719,805) (36,242) (26,176) (782,223) (604,041) (35,256) (25,297) (664,594)
Materials and other operating costs and expenses (44,660) (52,231) (22,277) (119,168) (39,568) (83,423) (19,528) (142,519)
Total (15,126,511) (6,361,073) (1,527,164) (23,014,748) (14,258,478) (6,231,777) (1,421,404) (21,911,659)
(1) Includes consolidated lease depreciation<br>of R$1,675,038 and R$1,665,233 for the quarters ended June 30, 2024 and 2023, respectively (Note 13.c).
--- ---
26. OTHER INCOME (EXPENSES)
--- ---
Company
--- --- --- --- ---
Three-month period ended Six-month period ended
06.30.24 06.30.23 06.30.24 06.30.23
Recovered expenses and fines^(1)^ 108,321 247,015 219,154 382,663
Provision for legal claims (Note 19)(2) (159,305) (228,369) (328,256) (383,311)
Other operating income (expenses) (77,025) 28,018 (136,510) 40,346
Total (128,009) 46,664 (245,612) 39,698
Other operating income 108,321 275,033 219,154 423,009
Other operating expenses (236,330) (228,369) (464,766) (383,311)
Total (128,009) 46,664 (245,612) 39,698
Consolidated
--- --- --- --- ---
Three-month period ended Six-month period ended
06.30.24 06.30.23 06.30.24 06.30.23
Recovered expenses and fines^(1)^ 108,557 246,963 219,743 386,603
Provision for legal claims (Note 19)^(2)^ (160,964) (228,695) (330,860) (385,731)
Other operating income (expenses) (76,568) 20,039 (147,189) 17,162
Total (128,975) 38,307 (258,306) 18,034
Other operating income 108,557 267,002 219,743 403,765
Other operating expenses (237,532) (228,695) (478,049) (385,731)
Total (128,975) 38,307 (258,306) 18,034
| 55 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
(1) On June 30, 2023, includes tax credit<br>of R$206,528 arising from decisions on legal proceedings in favor of the Company that recognized<br>PIS and COFINS tax credits (Note 9). The remaining balance refers to contractual fines and other tax credits.
--- ---
(2) In 2024, it includes the amount<br>of R$26,832, reversal interest on legal claims uopn joing the SP Refinancing and Amnesty Program (Note 19.b).
--- ---
27. FINANCIAL INCOME (EXPENSES)
--- ---
Company
--- --- --- --- ---
Three-month period ended Six-month period ended
06.30.2024 06.30.2023 06.30.2024 06.30.2023
Financial Income
Gain on derivative transactions (Note 31) 72,050 250,868 100,747 290,947
Interest income 142,653 104,196 285,575 205,922
Other foreign exchange gains and indexation^(1)^ 37,449 201,444 79,010 365,178
Foreign exchange gains on loans and financing (Note 20) 55,483 84,647
Interest receivable (customers, taxes and other) 58,040 38,585 101,608 87,864
Other financial income 28,835 41,885 69,749 88,193
Total 339,027 692,461 636,689 1,122,751
Financial Expenses
Charges for financing, debentures and leases (Note 20)^(2)^ (523,858) (472,427) (1,055,426) (999,411)
Interest on provision for legal claims (Note 19)^(3)^ 125,565 (226,763) (140,553) (434,444)
Loss on derivative transactions (Note 31) (46,626) (285,152) (76,342) (410,404)
Interest payable (financial institutions, trade accounts payable, taxes and other) (149,201) (142,537) (252,453) (265,132)
Other foreign exchange losses and charges (suppliers, taxes and others) (70,305) (23,470) (91,954) (89,574)
Other financial expenses (37,870) (37,758) (74,093) (82,437)
Total (702,295) (1,188,107) (1,690,821) (2,281,402)
Financial income (expenses), net (363,268) (495,646) (1,054,132) (1,158,651)
| 56 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Consolidated
--- --- --- --- ---
Three-month period ended Six-month period ended
06.30.2024 06.30.2023 06.30.2024 06.30.2023
Financial Income
Gain on derivative transactions (Note 31) 73,032 250,868 102,353 290,947
Interest income 153,120 113,552 304,402 236,780
Other foreign exchange gains and indexation^(1)^ 40,297 207,423 85,831 373,838
Foreign exchange gains on loans and financing (Note 20) 55,483 84,647
Interest receivable (customers, taxes and other) 58,692 40,062 103,171 89,822
Other financial income 34,069 42,874 76,883 90,383
Total 359,210 710,262 672,640 1,166,417
Financial Expenses
Charges for financing, debentures and leases (Note 20)^(2)^ (526,254) (474,794) (1,062,099) (1,013,725)
Interest on provision for legal claims (Note 19)^(3)^ 124,115 (227,389) (144,402) (436,991)
Loss on derivative transactions (Note 31) (46,627) (285,152) (77,104) (410,404)
Interest payable (financial institutions, trade accounts payable, taxes and other) (149,779) (143,269) (253,537) (268,355)
Other foreign exchange losses and charges (suppliers, taxes and others) (72,858) (26,573) (96,388) (94,390)
Other financial expenses (39,337) (38,908) (77,397) (85,767)
Total (710,740) (1,196,085) (1,710,927) (2,309,632)
Financial income (expenses), net (351,530) (485,823) (1,038,287) (1,143,215)

(1) On June<br>30, 2023, includes tax credits of R$224,884 arising<br>from decisions on legal proceedings in favor of the Company, that recognized PIS and COFINS tax credits (Note 9).
(2) Includes<br>consolidated amounts of R$793,630 and<br>R$650,972 for the periods ended June 30, 2024 and 2023,<br>respectively, referring to lease charges (Note 20.c).
--- ---
(3) In 2024, includes R$329,937, reversal<br>of interest on legal claims upon joingin the SP Refinancing and Amnesty Program (Note 19.b).
--- ---
28. BALANCES AND TRANSACTIONS WITH RELATED PARTIES
--- ---
a) Balances and transactions with related parties
--- ---

The main related party transactions were with companies in the controlling group, which were carried out at prices and other commercial conditions as agreed in a contract between the parties and refer to:

a) Fixed and mobile telephone services, provided to Telefónica Group companies.

b) Fiber optic network construction consultancy service.

c) Values ​​referring to installments receivable as a result of the sale of equity interests and capital contributions, as well as the updating of these values.

d) Shared services, within cost incurred.

e) Right to use certain software licenses and contracted maintenance and support services.

f) International transmission infrastructure for various contracted data circuits and connection services.

g) Adquira Sourcing Platform, an online solution for negotiating the purchase and sale of various types of goods and services.

| 57 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

h) Cost Sharing Agreement, reimbursement of expenses related to the digital business.

i) Financial Clearing House Roaming, inflows of funds for payments and receipts arising from the roaming operation.

j) Data communication services and integrated solutions.

k) Long-distance calling and international roaming services

l) Disposal of assets

m) Brand fee, for the assignment of use of brand rights.

n) Rental of buildings, data circuit or infrastructure.

o) Factoring operations, financing line for services provided by Telefónica Group suppliers.

p) Contracts for the assignment of rights to use the pipeline network, duct rental services for fiber optics and right-of-way occupation contracts with various highway concessionaires.

As described in Note 30, the Company and its subsidiaries sponsor pension plans and other post-employment benefits for their employees with Visão Prev and Sistel.

Telefônica Corretora de Seguros (“TCS“) acts as an intermediary in transactions between insurance companies and the Company and its subsidiaries in the acquisition of insurance for cell phones, operational risks, general liability, guarantee insurance, among others. There are no balances arising from insurance intermediation between TCS and the Company and its subsidiaries.

| 58 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The following table summarizes the consolidated balances with related parties:

Balance Sheet – Assets
06.30.2024 12.31.2023
Companies Type of transaction Cash and cash equivalents Accounts receivable Other assets Cash and cash equivalents Accounts receivable Other assets
Parent Companies
Telefónica Latinoamerica Holding d) 1,235 26,959
Telefónica d) 61 252
Telefónica Moviles Chile k) 2,353 1,425
2,353 1,296 1,425 27,211
Other Group companies
Telefonica Global Solutions Participações a) / d) / f) / j) / n) 4,791 267 5,128 136
Telefónica Venezolana d) / k) 10,644 3,238 9,270 3,238
Telefônica Factoring do Brasil d) / o) 2,223 79 1,560 40
Telefónica Global Solutions e) / f) / k) 15,943 15,746
Telefónica Moviles Argentina j) / k) 6,868 5,886
Telfisa Global BV i) 26,725 19,474
Telxius Cable Brasil a) / d) / f) / l) 3,789 221 17,545 240
Telefonica Ciberseguranca e Tecnologia do Brasil a) / d) / e) / n) 59 15,910 496 10,164
Telefônica Infra c) 161,009 156,775
FiBrasil Infraestrutura e Fibra Ótica a) / b) / e) / n) 1,382 49,313 6,691 39,188
Telefónica IoT & Big Data Tech c) / d) 10,261 20,012
Other 5,550 15,882 5,177 11,242
26,725 51,249 256,180 19,474 67,499 241,035
Total 26,725 53,602 257,476 19,474 68,924 268,246
Current assets
Cash and cash equivalents (Note 3) 26,725 19,474
Trade accounts receivable (Note 5) 53,602 68,924
Other assets (Note 11) 237,022 259,426
Non-current assets
Other assets (Note 11) 20,454 8,820
| 59 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Balance Sheet – Liabilities
--- --- --- --- --- ---
06.30.2024 12.31.2023
Companies Type of transaction Trade accounts payable Other liabilities and  leases Trade accounts payable Other liabilities and  leases
Parent Companies
Telefónica Latinoamerica Holding d) 759 997
Telefónica d) / m) 40,449 120,777 100,886 110
Telefonica Moviles Chile k) 896 451
42,104 120,777 101,337 1,107
Other Group companies
Telefonica Global Solutions Participações d) / e) /  f)  / k) 35,243 318 31,475 318
Telefónica Compras Electrónica g) 32,877 25,924
Telefónica Innovación Digital, S.L. h) 152,524 76,682
Telefónica Global Technology e) 39,718 16,765
Telefónica Global Solutions e) / f) / j) / k) 35,446 45,468
Telxius Cable Brasil d) / f) 44,045 1,572 37,211 1,572
Companhia AIX Participações p) 5,382 15,485 2,779 31,134
Telefónica IoT & Big Data Tech h) 31,086 27,041
Telefonica Ciberseguranca e Tecnologia do Brasil d) / e) 96,963 66,478 164
FiBrasil Infraestrutura e Fibra Ótica b) / d) 116,204 487 38,922 487
Other 50,052 2,288 39,754 2,023
639,540 20,150 408,499 35,698
Total 681,644 140,927 509,836 36,805
Current liabilities
Trade accounts payable and other payables (Note 16) 681,644 509,836
Leases (Note 20) 15,485 31,134
Other liabilities (Note 22) 124,837 5,103
Non-current liabilities
Leases (Note 20)
Other liabilities (Note 22) 605 568
| 60 |

| --- |

| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
--- ---
Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Statement of income
--- --- --- --- --- --- --- ---
Six-month period ended
06.30.2024 06.30.2023
Companies Type of transaction Operating revenues Revenues (cost, expenses  and other expenses) operating Financial result Operating revenues Revenues (cost, expenses and other expenses) operating Financial result
Parent Companies
Telefónica<br> Latinoamerica Holding d) 476 2,754 (1,274)
Telefónica d)<br> / m) (260,115) (21,434) (212,218) 11,680
Telefonica<br> Moviles Chile k) 1,384 (739) 114 1,926 (773) (28)
1,384 (260,378) (21,320) 1,926 (210,237) 10,378
Other Group companies
Telefonica<br> Global Solutions Participações a)<br> / d) / e) / f) / k) / j) / n) 2,619 (42,554) 4 8,508 (57,159)
Telefónica<br> Digital España d)<br> / h) (116,854) (17,239) (104,719) 10,138
Telefónica<br> Del Perú k) 5,250 (1,634) 131 627 (237) (49)
Telefónica<br> Global Technology e) (35,336) (1,737) (30,082) 900
Telefónica<br> Global Solutions e)<br> / f) / j) / k) 19,889 (40,072) 1,145 20,693 (32,278) (1,800)
Telxius<br> Cable Brasil a)<br> / d) / f) 4,055 (117,575) (4,336) 4,063 (117,307) 4,743
Telefonica<br> Cibersegurança e Tecnologia do Brasil a)<br> / d) / e)  / n) 242 (128,021) 448 (96,357)
Telefónica<br> UK k) 1,268 (3,644) 71 2,592 (1,449) (3)
Telefónica<br> IoT & Big Data Tech c)<br> / d) / h) (59,928) (3,126) (55,603) 5,587
Telefônica<br> Infra c) 4,234 8,203
FiBrasil<br> Infraestrutura e Fibra Ótica a)<br> / b) / d) / e) / l) / n) / p) 4,441 (192,751) 6,268 4,969 (103,486) 1,397
Telefónica<br> Móveis Argentina j)<br> / k) 1,646 (2,420) (524) 2,881 (2,179) 63
Other 2,575 (50,116) (2,647) 3,151 (38,992) (3,620)
41,985 (790,905) (17,756) 47,932 (639,848) 25,559
Total 43,369 (1,051,283) (39,076) 49,858 (850,085) 35,937
b) Management compensation
--- ---

Consolidated key management compensation paid by the Company to its Board of Directors and Statutory Officers for the six periods ended June 30, 2024 and 2023 totaled R$34,742 and R$26,341, respectively. This includes R$18,773 (R$14,799 on June 30, 2023) for salaries, benefits and social charges and R$15,969 (R$11,542 on June 30, 2023) for variable compensation.

These amounts were recorded as personnel expenses in General and administrative expenses.

In the periods ended June 30, 2024 and 2023, the Directors and Officers did not receive any pension, retirement or similar benefits.

29. SHARE-BASED PAYMENT PLANS

The Company's parent company, Telefónica, maintains different compensation plans linked to the quoted value of its shares (Talent for the Future Share Plan (“TFSP“) and Performance Share Plan (“PSP“), which were also offered to directors and employees of its subsidiaries, including the Company and its subsidiaries.

The details of these plans are the same as in Note 30) Share-Based Payment Plans, as disclosed in the financial statements for the year ended December 31, 2023.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The main plans in effect on June 30, 2024, are detailed below:

Talent for the Future SharePlan (“TFSP“), for your Senior Managers, Managers and Specialists at a global level:

Cycle 2021-2023 (January 1, 2021 to December 31, 2023): with 162 active executives, with the potential right to receive 277,000 Telefónica shares. For this cycle, 89.45% of the indicators were achieved with delivery made on April 25, 2024 to 162 active executives and 247,800 Telefónica shares.

Cycle 2022-2024 (January 1, 2022 to December 31, 2024): with 115 active executives, with the potential right to receive 246,000 Telefónica shares.

Cycle 2023-2025 (January 1, 2023 to December 31, 2025): with 161 active executives, with the potential right to receive 322,500 Telefónica shares.

Cycle 2024-2026 (January 1, 2024 to December 31, 2025): with 143 active executives, with the potential right to receive 264,500 Telefónica shares.

Performance Share Plan (“PSP“),for its Vice Presidents and Directors globally:

Cycle 2021-2023 (January 1, 2021 to December 31, 2023): with 76 active executives (including 3 executives appointed under the Bylaws) of the Company, having the potential right to receive 1,530,808 Telefónica shares. For this cycle, 89.45% of the indicators were achieved with delivery made on April 25, 2024 for 76 active executives and 1,369,308 Telefónica shares.

Cycle 2022-2024 (January 1, 2022 to December 31, 2024): with 91 active executives (including 3 executives appointed under the Bylaws) of the Company, having the potential right to receive 788,352 Telefónica shares.

Cycle 2023-2025 (January 1, 2023 to December 31, 2025): with 109 active executives (including 5 executives appointed under the Bylaws) of the Company, having the potential right to receive 1,017,404 Telefónica shares.

Cycle 2024-2026 (January 1, 2024 to December 31, 2026): with 115 active executives (including 5 executives appointed under the Bylaws) of the Company, having the potential right to receive 1,072,485 Telefónica shares.

Performance Share Plan (“PSPVIVO“), for its Vice Presidents and Directors at the local level:

Cycle 2022-2024: (January 1, 2022 to December 31, 2024): with 89 active executives (including 3 executives appointed under the Bylaws) of the Company, having the potential right to receive the value corresponding to 392,054 shares of the Company.

Cycle 2023-2025: (January 1, 2023 to December 31, 2025): with 104 active executives (including 5 executives appointed under the Bylaws) of the Company, having the potential right to receive the amount corresponding to 461,310 shares of the Company.

Cycle 2024-2026: (January 1, 2024 to December 31, 2026): with 114 active executives (including 5 executives appointed under the Bylaws) of the Company, having the potential right to receive the amount corresponding to 422,564 shares of the Company.

Telefónica GlobalIncentive Share Purchase Plan: Plan 100

On March 31, 2024, the Telefónica Global Share Purchase Plan cycle - Plan 100 was completed, with the delivery of shares on April 19, 2024 to employees who met the conditions established by the plan.

On June 30, 2024 and December 31, 2023, the consolidated liability balances of the share compensation plans were R$128,735 e R$154,689 (Note 15), respectively, including taxes.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
30. PENSION PLANS AND OTHER POST-EMPLOYMENT BENEFITS
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The plans sponsored by the Company and its subsidiaries and the related benefits by type are as follows:

Plan Type Entity Sponsor
PBS-A Defined benefit (DB) Sistel Telefônica Brasil, jointly with other telecoms resulting from privatization of the Sistema Telebrás
PAMA / PCE Defined benefit (DB) Sistel Telefônica Brasil, jointly with other telecoms resulting from privatization of the Sistema Telebrás
Healthcare – Law No. 9656/98 Defined benefit (DB) Telefônica Brasil Telefônica Brasil, Terra Networks, TGLog, TIS, IoTCo Brazil and Cloud Co Brazil
CTB Defined benefit (DB) Telefônica Brasil Telefônica Brasil
Telefônica BD Defined benefit (DB) VisãoPrev Telefônica Brasil
VISÃO Defined contribution (DC) / Hybrid VisãoPrev Telefônica Brasil, Terra Networks, TGLog, TIS, IoTCo Brazil and Cloud Co Brazil

The details of these plans are the same as in Note 31) Pension Plans and Other Post-Employment Benefits, as disclosed in the financial statements for the year ended December 31, 2023.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The changes in consolidated balances of the surplus and deficit plans were as follows:

Consolidated
Plans with surplus Plans with deficit Total
Balance on  December 31, 2022 4,161 (769,816) (765,655)
Current service cost (557) (5,005) (5,562)
Net interest on net defined benefit liabilities/assets 228 (37,593) (37,365)
Contributions and benefits paid by the employers 510 14,098 14,608
Effects on comprehensive results 89,130 89,130
Distribution of reserves (7,470) (7,470)
Balance on  June 30, 2023 86,002 (798,316) (712,314)
Current service cost (308) (5,256) (5,564)
Net interest on net defined benefit liabilities/assets 228 (37,591) (37,363)
Contributions and benefits paid by the employers 267 4,245 4,512
Effects on comprehensive results 3,153 (240,165) (237,012)
Distribution of reserves (15,294) (15,294)
Balance on December 31, 2023 74,048 (1,077,083) (1,003,035)
Current service cost (577) (8,343) (8,920)
Net interest on net defined benefit liabilities/assets 3,362 (49,282) (45,920)
Contributions and benefits paid by the employers 560 16,219 16,779
Distribution of reserves (16,126) (16,126)
Balance on  June 30, 2024 61,267 (1,118,489) (1,057,222)
Balance on December 31, 2023
Current assets 30,673 30,673
Non-current assets 43,375 43,375
Current liabilities (31,588) (31,588)
Non-current liabilities (1,045,495) (1,045,495)
Balance on June 30, 2024
Current assets 32,928 32,928
Non-current assets 28,339 28,339
Current liabilities (31,588) (31,588)
Non-current liabilities (1,086,901) (1,086,901)
31. FINANCIAL INSTRUMENTS AND RISK AND CAPITAL MANAGEMENT
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a) Derivative transactions
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The Company contracts derivative financial instruments mainly to mitigate exchange rate risk arising from assets and liabilities in foreign currency and for changes in inflation indices of commercial leases (IPCA). Derivative financial instruments are not contracted for speculative purposes.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The Company maintains internal controls in relation to its derivative financial instruments which, in Management's opinion, are adequate to control the risks associated with each market operating strategy. The results obtained by the Company in relation to its derivative financial instruments demonstrate that risk management has been carried out appropriately.

As long as these derivative financial instrument contracts are qualified as acceptable for hedge accounting, the covered risk can also be adjusted to fair value, offsetting the result of the derivative financial instruments, in accordance with the hedge accounting rules. This hedge accounting applies to both financial liabilities and probable foreign currency cash flows.

Derivative financial instrument contracts contemplate penalties in case of breach of contract. The breach of contract provided for in agreements made with financial institutions is characterized by non-compliance with a contractual clause, resulting in early termination of the contract.

On June 30, 2024 and December 31, 2023, the Company held no embedded derivatives contracts.

a.1) Fair value of derivative financial instruments

The valuation method used to calculate the fair value of financial liabilities (if applicable) and derivative financial instruments was the discounted cash flow method, based on expected settlements or realization of liabilities and assets at market rates prevailing at the balance sheet date.

The fair values of the positions in Reais are calculated by projecting future inflows from transactions using B3 yield curves and discounting these flows to present value using market DI rates for swaps announced by B3.

The market values of foreign exchange derivatives were obtained using the market exchange rates in effect at the balance sheet date and projected market rates obtained from the currency's coupon-rate yield curves.

The linear convention of 360 calendar days was used to determine coupon rates of positions indexed in foreign currencies, while the exponential convention of 252 business days was used to determine coupon rates for positions indexed to CDI rates.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

Consolidated derivatives financial instruments shown below are registered with B3 and classified as swaps, usually, that do not require margin deposits.

Accumulated effects from fair value
Notional Value Amount receivable (payable)
Description 06.30.2024 12.31.2023 06.30.2024 12.31.2023
Swap contracts
Assets position 659,928 820,298 98,013 85,288
Foreign Currency 495,298 609,794 16,661 256
US$^(1)^ 330,462 369,544 11,905 27
EUR^(1)^ 164,836 125,848 4,756 229
NDF US$^(3)^ 114,402
Floating rate 122,758 172,471 1,952
CDI^(1)^ 122,758 172,471 1,952
Inflation rates 41,872 38,033 81,352 83,080
IPCA^(2)^ 41,872 38,033 81,352 83,080
Liabilities position (659,928) (820,298) (93,883) (94,703)
Floating rate (537,171) (533,425) (92,336) (93,805)
CDI^(1)(2)^ (537,171) (533,425) (92,336) (93,805)
Fixed rate (114,402) (898)
NDF US$^(3)^ (114,402) (898)
Foreign Currency (122,757) (172,471) (1,547)
US$^(1)^ (122,757) (169,247) (1,547)
EUR^(1)^ (3,224)
Long position 23,245 85,288
Current 23,245 8,336
Non-current 76,952
Short position (19,115) (94,703)
Current (1,546) (6,948)
Non-current (17,569) (87,755)
Amounts payable, net 4,130 (9,415)
(1) Foreign currency swap (euro and<br>CDI x euro) (R$164,836) and (US dollar and CDI x US dollar) (R$453,220)<br>– swap operations contracted with maturities until May 22, 2024, with the objective<br>of protecting against exchange variation risks of net amounts payable (book value of R$4756<br>payable and R$10358 payable, respectively).
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(2) Swap IPCA x CDI (R$41,872)<br>– swap operations contracted with maturities in 2033 with the objective of protecting against the risk of variation of the IPCA<br>(book value of R$10,984 payable).
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(3) Contracted forward operations (NDF<br>dollar x R$), ending on June 11, 2024, its objective was to protect against risks of exchange rate variation in service contracts.
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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

Swaps maturing after June 30, 2024, are as follows:

Maturing in
Swap contract 1 to 12 months 13 to 24 months 25 to 36 months 37 to 48 months 49 to 60 months From 61 months Amount receivable (payable) on 06.30.2024
IPCA x CDI 6,585 5,775 4,928 4,787 4,271 (37,330) (10,984)
NDF US$ x Fixed rate
Foreign currency x CDI 16,661 16,661
CDI x Foreign Currency (1,547) (1,547)
Total 21,699 5,775 4,928 4,787 4,271 (37,330) 4,130

For the purposes of preparing its financial statements, the Company adopted the fair value hedge accounting methodology for its foreign currency swaps x CDI and IPCA x CDI for hedging or financial debt. Under this arrangement, both derivatives and hedged risk are recognized at fair value.

In the quarters ended June 30, 2024 and 2023, derivative financial instruments generated positive and negative consolidated net results of R$25,249 and R$119,457, respectively (Note 27).

a.2) Sensitivity analysis of the Company'srisk variables

Publicly-held companies are required to disclose a sensitivity analysis table for each type of market risk considered significant by Management, arising from financial instruments, to which the entity is exposed at the closing date of each period, including all operations with derivative financial instruments.

Each financial instrument derivative transaction was assessed, and assumptions included a probable base scenario and a further two stressed scenarios that could adversely impact the Company.

For the probable base scenario, at the maturity dates for each of the transactions, the market rates sourced from B3 yield curves (currencies and interest rates) were used plus data from the IBGE, Central Bank, FGV, among others. In the probable scenario, there is no impact on the fair value of the above-mentioned derivatives. For scenarios II and III, as per the CVM rule, risk variables were stressed by 25% and 50% respectively.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

Since the Company only holds derivatives to hedge its foreign currency assets and liabilities, other scenarios are not applicable. For these transactions, the Company reported the consolidated net exposure in each of the above-mentioned three scenarios on June 30, 2024.

Company / Consolidated
Transaction Risk Probable 25% depreciation 50% depreciation
Hedge (assets position) Derivatives (depreciation risk EUR) 169,939 212,424 254,908
Payables in EUR Debt (appreciation risk EUR) (153,742) (192,178) (230,613)
Receivables in EUR Debt (depreciation risk EUR) 9,485 11,856 14,227
Net Exposure 25,682 32,102 38,522
Hedge (assets position) Derivatives (depreciation risk US$) 218,930 273,663 328,396
Payables in US$ Debt (appreciation risk US$) (381,898) (477,373) (572,848)
Receivables in US$ Debt (depreciation risk US$) 162,969 203,711 244,454
Net Exposure 1 1 2
Hedge (CDI position)
Hedge US$ and EUR (liabilities position) Derivatives (risk of decrease in CDI)
Hedge IPCA (liabilities position) Derivatives (risk of increase in CDI) (45,536) (56,920) (68,304)
Net Exposure (45,536) (56,920) (68,304)
Total net exposure in each scenario (19,853) (24,817) (29,780)
Net effect on changes in current fair value (4,964) (9,927)

The fair values shown in the table above are based on the portfolio position on June 30, 2024, but do not contemplate other changes to market variables which are constantly monitored by the Company. The use of different assumptions could significantly affect the estimates.

For calculation of the net exposure for the sensitivity analysis, all derivatives were considered at market value and hedged items designated for hedges for accounting purposes were also considered at fair value.

The assumptions used by the Company for the sensitivity analysis on June 30, 2024, were as follows:

Risk Variable Probable 25% depreciation 50% depreciation
US$ 5.5600 6.9500 8.3400
EUR 5.9500 7.4300 8.9200
IPCA 4.16 % 5.23 % 6.31 %
IGPM 2.45 % 3.07 % 3.70 %
CDI 10.40 % 13.16 % 16.00 %
b) Fair value
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The Company and its subsidiaries use suitable valuation techniques in the circumstances and for which there is sufficient data to measure the fair value, that maximizes the use of relevant observable inputs and minimizes the use of unobservable inputs.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The fair values of all assets and liabilities are classified within the fair value hierarchy described below, based on the lowest level of information that is significant to the fair value measurement as a whole: (i) Level 1: quoted market prices (unadjusted) in active markets for identical assets or liabilities; (ii) Level 2: valuation techniques for which there is a significantly lower level of information to measure the fair value directly or indirectly observable; and (iii) Level 3: valuation techniques for which the lowest and significant level of information to measure the fair value is not available.

During the periods shown in the tables below, there were no transfers of fair value assessments between the levels mentioned.

For fair value disclosure purposes, the Company and its subsidiaries determined classes of assets and liabilities based on the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The tables below present the composition and classification of financial assets and liabilities on June 30, 2024, and December 31, 2023.

Company
Book value Fair value
Classification by category Fair value hierarchy 06.30.2024 12.31.2023 06.30.2024 12.31.2023
Financial Assets
Current
Cash and cash equivalents  (Note 3) 1 6,890,375 4,031,235 6,890,375 4,031,235
Financial investments (note 4) 1 1,148 1,148
Trade accounts receivable (Note 5) 1 8,768,443 8,944,992 8,768,443 8,944,992
Derivative transactions (Note 31.a) 2 Level 2 22,265 8,107 22,265 8,107
Sale of real estate and other receivables (Note 11) 1 107,348 106,223 107,348 106,223
Related-party receivables (Note 11) 1 244,158 261,015 244,158 261,015
Non-current
Financial investments (note 4) 1 35,962 36,154 35,962 36,154
Trade accounts receivable (Note 5) 1 331,710 351,036 331,710 351,036
Derivative transactions (Note 31.a) 3 Level 2 76,952 76,952
Sale of real estate and other receivables (Note 11) 1 44,654 51,129 44,654 51,129
Related-party receivables (Note 11) 1 20,388 8,756 20,388 8,756
Total financial assets 16,465,303 13,876,747 16,465,303 13,876,747
Financial Liabilities
Current
Trade accounts payable, net (Note 16) 1 9,533,882 7,935,069 9,533,882 7,935,069
Leases (Note 20.a) 2 Level 2 4,199,666 3,873,697 4,199,666 3,873,697
Debentures (Note 20.a) 1 190,787 221,589 190,787 221,589
5G Licenses (Note 20.a) 1 62,435 351,291 62,435 351,291
Amnesty program - SP (note 20.a) 1 104,032 104,032
Derivative transactions (Note 31.a) 2 Level 2 1,546 6,050 1,546 6,050
Derivative transactions (Note 31.a) 3 Level 2 898 898
Obligations payable to ANATEL (Note 22) 1 115,302 99,884 115,302 99,884
Amounts to be refunded to customers (Note 22) 1 128,400 123,302 128,400 123,302
Liabilities with related parties (Note 22) 1 125,462 6,782 125,462 6,782
Non-current
Leases (Note 20.a) 2 Level 2 9,445,147 9,719,732 9,445,147 9,719,732
Debentures (Note 20.a) 1 3,500,000 3,500,000 3,500,000 3,500,000
5G Licenses (Note 20.a) 1 998,964 949,395 998,964 949,395
Amnesty program - SP (note 20.a) 1 250,690 250,690
Derivative transactions (Note 31.a) 2 Level 2 17,569 87,755 17,569 87,755
Obligations payable to ANATEL (Note 22) 1 854,513 829,636 854,513 829,636
Liabilities with related parties (Note 22) 1 2,161 2,333 2,161 2,333
Total financial liabilities 29,530,556 27,707,413 29,530,556 27,707,413
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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
Consolidated
--- --- --- --- --- --- ---
Book value Fair value
Classification by category Fair value hierarchy 06.30.2024 12.31.2023 06.30.2024 12.31.2023
Financial Assets
Current
Cash and cash equivalents  (Note 3) 1 7,354,965 4,358,276 7,354,965 4,358,276
Financial investments (note 4) 1 1,148 1,148
Trade accounts receivable (Note 5) 1 9,207,881 9,318,077 9,207,881 9,318,077
Derivative transactions (Note 31.a) 2 Level 2 23,245 8,336 23,245 8,336
Sale of real estate and other receivables (Note 11) 1 107,348 106,223 107,348 106,223
Related-party receivables (Note 11) 1 237,021 259,426 237,021 259,426
Non-current
Financial investments (note 4) 1 35,978 36,169 35,978 36,169
Trade accounts receivable (Note 5) 1 331,710 351,036 331,710 351,036
Derivative transactions (Note 31.a) 2 Level 2 76,952 76,952
Sale of real estate and other receivables (Note 11) 1 44,654 51,129 44,654 51,129
Related-party receivables (Note 11) 1 20,455 8,820 20,455 8,820
Total financial assets 17,363,257 14,575,592 17,363,257 14,575,592
Financial Liabilities
Current
Trade accounts payable, net (Note 16) 1 9,871,648 8,169,945 9,871,648 8,169,945
Leases (Note 20.a) 2 Level 2 4,199,539 3,877,090 4,199,539 3,877,090
Debentures (Note 20.a) 1 190,787 221,589 190,787 221,589
5G Licenses (Note 20.a) 1 62,435 351,291 62,435 351,291
Liabilities for the acquisition of a company (Note 20.a) 1 21,550 25,690 21,550 25,690
Amnesty program - SP (note 20.a) 1 104,032 104,032
Derivative transactions (Note 31.a) 2 Level 2 1,546 6,050 1,546 6,050
Derivative transactions (Note 31.a) 3 Level 2 898 898
Obligations payable to ANATEL (Note 22) 1 115,302 99,884 115,302 99,884
Amounts to be refunded to customers (Note 22) 1 130,235 124,533 130,235 124,533
Liabilities with related parties (Note 22) 1 124,837 5,103 124,837 5,103
Non-current
Leases (Note 20.a) 2 Level 2 9,440,125 9,718,949 9,440,125 9,718,949
Debentures (Note 20.a) 1 3,500,000 3,500,000 3,500,000 3,500,000
5G Licenses (Note 20.a) 1 998,964 949,395 998,964 949,395
Liabilities for the acquisition of a company (Note 20.a) 1 43,831 63,198 43,831 63,198
Amnesty program - SP (note 20.a) 1 250,690 250,690
Derivative transactions (Note 31.a) 2 Level 2 17,569 87,755 17,569 87,755
Other creditors (nota 20.a) 1 67,289 30,025 67,289 30,025
Obligations payable to ANATEL (Note 22) 1 854,513 829,636 854,513 829,636
Liabilities with related parties (Note 22) 1 605 568 605 568
Total financial liabilities 29,995,497 28,061,599 29,995,497 28,061,599

Classification by category

(1) Amortized cost
(2) Measured at fair value through profit<br>or loss
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(3) Measured at fair value through OCI
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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
c) Capital management
--- ---

The purpose of the Company's capital management is to ensure maintenance of a high credit rating and an optimal capital ratio to support the Company's business and maximize shareholder value.

The Company manages its capital structure by making adjustments and adapting to current economic conditions. In seeking such equilibrium, the Company may pay dividends, obtain new loans, issue debentures and contract derivatives. For the period ending in June 30, 2024, there were no changes in capital structure objectives, policies or processes.

The Company includes in the net debt structure the balances of loans, financing, debentures, leases, 5G licenses, contractual retention and contingent liabilities arising from the acquisition of Companies, other creditors and derivative financial instruments, less cash and equivalents cash and accounts receivable from credit rights (FIDC Vivo Money).

d) Risk management policy

The Company and its subsidiaries are exposed to several market risks as a result of its commercial operations, debts contracted to finance its activities and debt-related financial instruments.

d.1) Currency Risk

The Company is exposed to the foreign exchange risk for financial assets and liabilities denominated in foreign currencies, which may reduce receivables or increase payables depending on the exchange rate in the period.

Hedging transactions were executed to minimize the risks associated with exchange rate changes on financial assets and liabilities in foreign currencies. This balance is subject to daily changes due to the dynamics of the business. However, the Company intends to cover the net balance of these assets and obligations (US$32,956 thousand, €24,198 thousand and £66 thousand paid by June 30, 2024, and US$33,796 thousand, €18,409 thousand and £66 thousand paid by December 31, 2023) to mitigate its foreign exchange risks.

d.2) Interest and Inflation Risk

This risk may arise from an unfavorable change in the domestic interest rate, which may adversely affect financial expenses from the portion of debentures referenced to the CDI and liability positions in derivatives (currency hedge and IPCA) pegged to floating interest rates (CDI).

To reduce exposure to the floating interest rate (CDI), the Company and its subsidiaries invested cash equivalents of R$7,236,387 and R$4,289,932 on June 30, 2024, and December 31, 2023, respectively, mostly in short-term CDI-based financial investments (CDBs). The carrying amounts of these instruments approximate their fair values, as they may be redeemed in the short term.

d.3) Liquidity Risk

Liquidity risk consists of the possibility that the Company might not have sufficient funds to meet its commitments due to the different timing and settlement terms of its rights and obligations.

The Company structures the maturities of financial instruments so as not to affect their liquidity.

The Company's cash flow and liquidity are managed on a daily basis by the operating departments to ensure that cash flows and contracted funding, when necessary, are sufficient to meet scheduled commitments in to mitigate liquidity risk.

The maturity profile of consolidated financial liabilities includes future principal and interest amounts up to the maturity date. For fixed rate liabilities, interest was calculated based on the indices established in each contract. For floating rate liabilities, interest was calculated based on the market forecast for each period.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
d.4) Credit Risk
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The credit risk arises from the possibility that the Company may incur losses resulting from the difficulty in receiving billed amounts related to the provision of services and the sale of handsets and equipment to its B2C and B2B customers, in addition to the sale of handsets and pre-activated prepaid cards to the distributor network.

Credit risk with accounts receivable is diversified and minimized through strict control of the customer base and constant risk analysis. The Company constantly monitors the level of accounts receivable and limits the risk of overdue accounts by cutting off access to the telephone line if the invoice is past due. For the prepaid mobile customer base, which requires advance loading, there is no credit risk. Exceptions are made for emergency services that must be maintained for reasons of national security or defense.

Credit risk on sales of pre-activated prepaid handsets and cards is managed through a prudent policy for granting credit, using modern credit scoring methods, analyzing financial statements and consultations to commercial databases, in addition to requesting guarantees.

The Company and its subsidiaries are also subject to credit risk arising from their investments, letters of guarantee received as collateral for certain transactions and receivables from derivative transactions. The Company and its subsidiaries control the credit limits granted to each counterpart and diversify this exposure across first-tier financial institutions as per current credit ratings of financial counterparties.

d.5) Environmental Risks

The Company's operations and properties are subject to various environmental laws and regulations that govern environmental licenses and registrations, protection of fauna and flora, atmospheric emissions, waste management and remediation of contaminated areas, among others. If the Company or its business partners are unable to comply with current and future legal requirements, or identify and manage new or existing environmental liabilities, it will have to incur significant costs, which include investigation and remediation costs, indemnities, compensation, adjustment of conduct, fines, suspension of activities and other penalties, investments to improve facilities or change operations, in addition to damage to the Company's reputation in the market.

The identification of new environmental issues, changes in assessment criteria by regulatory agencies, entry into force of more restrictive laws and regulations or other unforeseen events may result in significant environmental liabilities and their respective costs. The occurrence of any of these factors could have a material adverse effect on the Company's business, results of operations and financial condition. According to article 75 of Law No. 9,605/1998, the maximum fine for non-compliance with the environmental law is R$50,000 plus losses related to embargoes or administrative sanctions, in addition to indemnities and repairs for damages caused to the environment.

Climate change represents a series of potential systemic (environmental, financial and socioeconomic) risks for telecommunications operators, such as the Company, both from a regulatory and physical point of view. The increase in the intensity and frequency of extreme events, such as precipitation, cyclones, floods and fires, may damage, suspend or interrupt the Company's transmission operations for an indefinite period. If a succession of serious natural disasters occurs, the Company may not have sufficient resources to repair its infrastructure in a timely and economical manner.

In a simulation, an increase in temperature directly affected the operational conditions of the Company's network equipment, causing failures, accelerated wear and loss of assets and, therefore, increases in the risks of service interruptions. Cooling equipment essential for the Company's operation. Therefore, global warming may also increase the need for cooling with higher energy use and operating costs.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

The telecommunications sector is not especially dependent on fossil fuels, but it is very dependent on electricity consumption for its networks, so that an increase in electricity prices due to the scarcity of natural resources could have a significant impact on the Company's related operating expenses. The estimated economic impact of this risk is classified as substantive in the 2030 horizon.

To manage climate risks, the Company encourages energy efficiency programs and plans for renewable energy and distributed energy generation. It also has a dedicated business continuity area, guided by the Global Business Continuity Regulation (“GBC“), which prescribes the preventive risk management, ensuring the resilience of its operations from possible interruption.

d.6) Risks Relating to the Brazilian Telecommunications Industryand the Company

The Company's business is subject to extensive regulation, including any regulatory changes that may occur during the terms of the concession agreements and the Company's authorizations to provide telecommunication services in Brazil. ANATEL, oversees, among other matters: industry policies and regulations; licensing (including licensing of spectrum and bidding processes); fees and tariffs; competition, incentives and competitive aspects (including the Company's ability to grow by acquiring other telecommunications businesses); service, technical and quality standards; consumer rights; penalties and other sanctions related to interconnection and agreements; in addition to related obligations to the universalization of services.

The Brazilian telecommunications regulatory framework is continuously evolving. The interpretation and enforcement of regulations, the assessment of compliance with regulations and the flexibility of regulatory authorities are all marked by uncertainty. The Company operates under authorizations and a concession from the Brazilian government, and the ability to maintain these authorizations and concession is a precondition to the Company's success. However, because of the changing nature of the Brazilian regulatory framework, the Company cannot guarantee that ANATEL will not adversely modify the terms of the Company's authorizations and/or licenses. Accordingly, the Company's operating authorizations and licenses, must meet specific requirements and maintain minimum quality, coverage and service standards. Any failure to comply with these requirements may result in the imposition of fines, penalties and/or other regulatory responses, including the termination of the Company's operating authorizations and concession. Any partial or total termination of any of the Company's operating authorizations and licenses or the Company's concession would have a material adverse effect on the Company's business, financial condition, revenues, results of operations and prospects.

In recent years, ANATEL has reviewed and introduced regulatory changes, especially regarding competition measures and interconnection fees charged among local providers of telecommunications services. Asymmetric competition measures may include regulations aimed at rebalancing markets where one participant has significantly different market share over other competitors. The adoption of disproportionately asymmetric measures could have a material adverse effect on the Company's business, financial condition, revenues, results of operations and prospects.

ANATEL's regulatory agenda for the 2023-2024 biennium, including the General Competition Targets Plan (“PGMC”), approved by the Resolution no. 600, of November 8, 2012 and updated by Resolution no. 694, of July 17, 2018, which concentrates, set specific measures for promoting competition and milestones for future reassessments of the performance of sectoral competition. This review, which takes place every four years and began with the publication of public consultation no. 64, of November 6, 2023, is dedicated to the reassessment of significant markets in the sector, asymmetric regulatory measures and power holders of Significant Market (“PMS”), previously established by the regulation itself. The expectation, indicated in the Regulatory Agenda for the 2023-2024 biennium, is that the new PGMC will be published in the fourth quarter of 2024. In November 2023, ANATEL submitted to public consultation the revision of the Spectrum Use Regulation (“RUE”), approved by Resolution No. 671, of November 3, 2016. The new wording proposed by ANATEL includes, among other changes, new rules for granting authorizations for the use of spectrum on a secondary basis, in addition to changes in the procedures for evaluating the efficient use of spectrum by ANATEL. The expectation, indicated in the regulatory agenda for the 2023-2024 biennium, is that the new RUE will be published in the fourth quarter of 2024.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

Complementing the PGMC review, UPI's recent acquisition of the mobile assets of OI Móvel S.A. by the three largest operators in the Brazilian SMP market (Vivo, Claro and TIM), raised competition concerns by ANATEL and CADE, which imposed regulatory remedies in order to promote competitive conditions in the markets, among which: (i) Reference Offer in the Relevant National Roaming Market; (ii) Reference Offer for developing Personal Mobile Service – SMP through Virtual Network MVNO – (“ORPA de MVNO”); (iii) Offer of Temporary and Onerous Assignment of Radio Frequency Use Rights; and (iv) Industrial Network Exploration Offer.

As to the Reference Offer, of Wholesale National Roaming Products (“National Roaming ORPA”), the regulatory remedy uses as a basis the reference values approved and calculated by ANATEL, based on a new methodology to study the roaming market cost model (LRIC + bottom-up model – Act No. 8822/2022). As a result of the change in the methodology, the new reference values show a significant reduction when compared to the those previously in force (FAC-HCA top down model – Act No. 9157/2018).

Additionally, the MVNO ORPA and the National Roaming ORPA (“ORPAs”) were being addressed by ANATEL to discuss the following concepts: (i) Requirement of Exclusivity of Contracting Companies: ANATEL decided, for MVNO LTRO, that the exclusivity requirement violates Res. 550/2010 and therefore cannot be maintained as a condition. For the Roaming LTRO, exclusivity may only be required in cases of contracting (a) National Roaming under an Industrial Exploration regime and (b) conventional National Roaming (transitional use) only on the 5GSA network; and (ii) Collection of Minimum Monthly Deductible: ANATEL decided that in both LTROs the minimum monthly deductible cannot be charged for a period of 05 (five) years.

The Company currently has contracts signed allowing for the charging of minimum monthly franchise both in the National Roaming market and in the MVNO market, so that current contracts, depending on the contracting companies, can be migrated to the new updated offers.

Generally, the adoption of disproportionately asymmetric measures and the prospect of adoption, by ANATEL, of concepts, prices and remuneration models may impact on remuneration and costs, causing considerable harm to the business, financial condition, revenues, results operations and prospects of the Company.

As to the interconnection fees, an important part of the Company's revenue and cost bases, these are charged among telecommunications service providers in order to allow and remunerate the interconnected use of their networks. To the extent that changes to the rules governing interconnection fees reduce the fees of the Company or its ability to collect such fees, the Company's businesses, financial condition, revenues, results of operations and prospects could be adversely affected.

In addition, the Company is also subject to changes in rules and regulations aimed at preserving the rights of consumers of telecommunications services. ANATEL published, in November 2023, the new General Regulation on Consumer Rights (“RGC”), through Resolution No. 765/2023, which will replace Resolution No. 632/2014. This new Regulation changes some provisions in a more relevant way, such as the way telecommunications service offers are made and the rules for blocking due to default, in addition to updating/modernizing some service rules.

Therefore, the Company's business, results of operations, revenues and financial conditions could be negatively affected by the actions of the Brazilian authorities, including, in particular, the following: the introduction of new or less flexible operational and/or service requirements; the granting of operating licenses in the Company's areas; limitations on interconnection fees the Company can charge to other telecommunications service providers; imposition of significant sanctions or penalties for failure to comply with regulatory obligations; delays in the granting of, or the failure to grant, approvals for rate increases; and antitrust limitations imposed by ANATEL and CADE.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

Finally, there is also the risk that the Company will not be successful in future tenders to be carried out by ANATEL regarding the acquisition of new authorizations for the use of radio frequencies. The Board of Directors of ANATEL, through Ruling No. 148/2024, determined that ANATEL's Superintendencies adopt the necessary measures for the publication, by December 31, 2025, of a new Notice for the bidding procedure for 700 MHz subband. A new tender is expected to be held for this subband between 2025 and 2026; ANATEL has indicated, through Resolution No. 757/2022, it will hold new auctions by 2028, for the 850 MHz sub-band, and until 2032, for the 900 MHz and 1800 MHz sub-bands.

d.7) Insurance Coverage

The policy of the Company and its subsidiaries, as well as the Telefónica Group, is to contract insurance coverage for all significant assets and liabilities of high-risk based on Management's judgment and following Telefónica corporate program guidelines.

On June 30, 2024, the maximum limits of claims (established pursuant to the agreements of each entity consolidated by the Company) for significant assets, liabilities or interests covered by insurance and their respective total R$900,000 for operational risks (including business interruption) and R$75,000 for general civil liability.

The independent auditors' scope of work does not cover reviewing the sufficiency of the insurance coverage, which was determined by the Company's Management and which it considers sufficient to cover potential claims.

d.8) Compliance

The Company is subject to compliance under Brazilian legislation to combat corruption, in particular Law No. 12,846/2013 and Decree No. 11,129/2022. Similarly, foreign legislation covers security issuers and securities, more specifically the US Foreign Corrupt Practice Act – FCPA of 1977.

Violations of legislation aimed at combating corruption may result in financial penalties, damage to reputation and other legal consequences that may negatively affect the Company's activities, the results of its operations or its financial condition.

The Company has internal policies and procedures designed to prevent, detect and remedy non-compliance with these laws by the Company's directors, officers, partners, executives, representatives and service providers and develops and implements initiatives to ensure continuous improvement of its Compliance Program, through a robust organizational and governance structure that guarantees operations based on ethics, transparency and respect for applicable laws and regulations.

As a result of the Company's commitment to maintaining a robust Compliance Program, the Company obtained the DSC 10,000 certificate - Guidelines for the Compliance System (valid until December 14, 2024) in the years 2020, 2021, 2022 and 2023. The certificate DSC 10.00 highlights the evolution of its Compliance Program over the last few years. Furthermore, in 2023, the Company also received Pro Ética recognition, an initiative by the Comptroller General of the Union (CGU) and the Ethos Institute to encourage the voluntary adoption of integrity measures by companies and, thus, reward those that are committed to implementing actions aimed at preventing, detecting and remediating acts of corruption and fraud.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)
32. SUPPLEMENTAL CASH FLOW INFORMATION
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The following is a reconciliation of the consolidated cash flow financing activities for the six months ended June 30, 2024, and 2023.

Consolidated
Cash flows from financing activities Cash flows from operating activities Financing activities not involving cash and cash equivalents
Balance on December 31, 2023 Entries Write-offs (payments) Write-offs (payments) Financial charges, foreign exchange variation Additions (cancellations) of leases contracts and supplier financing Interim and unclaimed dividends and interest on equity Balance on  June 30, 2024
Interim<br> dividends and interest on equity 2,247,884 (1,821,356) 729,864 1,156,392
Financing 30,025 38,000 (3,680) 3,680 68,025
Leases 13,596,039 (1,240,500) (720,248) 793,630 1,210,743 13,639,664
Debentures 3,721,589 (237,925) 207,123 3,690,787
Liabilities<br> for the acquisition of a company 88,888 (22,927) (3,861) 3,561 (280) 65,381
5G<br> Licences 1,300,686 (285,250) (2,243) 48,206 1,061,399
Refinancing<br> and Amnesty Program - SP (21,966) (263) 5,899 371,052 354,722
Derivative<br> financial instruments 9,415 12,537 3,462 (29,544) (4,130)
Total 20,994,526 38,000 (3,379,462) (964,758) 1,032,555 1,581,515 729,864 20,032,240
Consolidated
--- --- --- --- --- --- --- --- --- ---
Cash flows from financing activities Cash flows from operating activities Financing activities not involving cash and cash equivalents
Balance on  December 31, 2022 Write-offs (payments) Write-offs (payments) Financial charges, foreign exchange variation Additions (cancellations) of leases contracts and supplier financing Business combination Interim and unclaimed dividends and interest on equity Balance on  June 30, 2023
Interim<br> dividends and interest on equity 3,187,417 (1,723,668) 1,436,674 2,900,423
Financing 1,073,090 (4) (17,101) (35,898) 1,020,087
Leases 12,032,603 (1,209,957) (696,077) 650,972 520,703 11,298,244
Debentures 3,736,833 (253,524) 248,263 3,731,572
Liabilities<br> for the acquisition of a company 615,299 (24,038) (4,972) 24,854 25,815 636,958
5G<br> Licences 1,843,971 (285,250) (17,883) 40,887 1,581,725
Derivative<br> financial instruments 6,118 (101,244) (2,423) 129,184 31,635
Total 22,495,331 (3,344,161) (991,980) 1,058,262 520,703 25,815 1,436,674 21,200,644
33. CONTRACTUAL COMMITMENTS AND GUARANTEES
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a) Contractual commitments
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The Company has unrecognized contractual commitments arising from the purchase of goods and services, which mature on several dates, with monthly payments.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

On June 30, 2024, the total consolidated nominal values equivalent to the full contract period were:

Periods Consolidated
1 to 12 months 1,004,998
13 to 24 months 634,122
25 to 36 months 413,903
37 to 48 months 339,720
49 to 60 months 300,898
From 61 months 581,095
Total(1) 3,274,736
(1) Includes R$159,300, referring to<br>contracts for the provision of security services with Telefónica Cybersecurity Tech, S.L.U. (“CyberCo”) and its subsidiaries,<br>companies of the Telefónica Group.
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b) Guarantees
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On June 30, 2024, the Company had guarantees for several commitments with ANATEL, suppliers and legal proceedings:

Consolidated
Insurance of guarantee^(1)^ 26,943,225
Letters of guarantee (Note 31.d.4) 5,156,860
Judicial deposits and garnishments (Note 10) 2,937,026
Property and equipment (Note 13.d) 105,963
Blocked financial investments – Legal proceedings (Note 4) 35,978
Total 35,179,052
(1) Refer to amounts of insurance contracted<br>to ensure the continuity of the discussion of lawsuits (Note 19).
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34. SUBSEQUENT EVENTS
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a) Payment of the amounts of the Company’s capital reduction

On July 10, 2024, the Company made a disbursement for return of share capital (Note 23.a) in the amount of R$1,442,860 (net of IRRF of R$18,419), in Brazilian Reais, for R$0.90766944153 per common share of shareholders, held as of record, at the end of April 10, 2024.

When disbursements to shareholders were not possible these amounts (R$38,721 on July 10, 2024) will remain available to these shareholders over the statute of limitations.

b) Declaration of Interest on Equity

At a meeting held on July 15, 2024, the Company's Board of Directors approved the declaration of interest on equity (“IOE”), in accordance with article 26 of the Company's Bylaws, article 9 of Law no. 9,249/1995 and CVM Resolution No. 143/2022, in the gross amount of R$650,000, equivalent to 0.39467123305 per common share, net of income tax at source corresponding to R$552,500, equivalent to 0.33547054809 per common share, calculated based on the balance sheet as of June 30, 2024.

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| **Telefônica Brasil S.A.** | \(A free translation of the original in Portuguese\) |
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Six-month period ended June 30, 2024
(In thousands of Reais, unless otherwise stated)

As provided for in article 26 of the Company's Bylaws, such interest will be treated as an advance towards the mandatory dividend for the fiscal year on December 31, 2024, ad referendum of the Ordinary General Meeting of Shareholders to be held in 2025.

Payment of these proceeds will be made by April 30, 2025, on a date to be defined by the Company's Board of Directors, and will be credited individually to each shareholder, subject to the shareholding position recorded in the Company's records at the end of July 26, 2024.

The interest on equity ​​per share may be modified depending on the Company's shareholding base on July 26, 2024 due to possible acquisitions of shares within the Company's current Share Buyback Program.

c) Acquisition of a company by the subsidiary Cloud Co

On July 22, 2024, Cloud Co, a direct subsidiary of the Company, entered into a quota purchase and sale agreement and other agreements, with the purpose of acquiring all of the quotas issued by IPNET Serviços em Nuvem e Desenvolvimento de Sistemas Ltda. (“IPNET”) and IPNET USA, LLC (“IPNET USA”), for the amount of up to R$230 million, conditional on the achievement of operational and financial metrics (“Transaction”).

The IPNET Group explores, among other activities, the resale of software and systems, as well as the provision of professional and managed services for adaptation, migration and related support. Having been in the market for 20 years, the group has participated in the digital transformation of companies, currently having a diversified portfolio of more than 1,400 customers. Net revenue generated in 2023 was R$218 million, an annual growth of 35%.

The Transaction documents contain terms and provisions common to this type of transaction, and their consummation is subject to the fulfillment of certain precedent conditions, including obtaining the applicable antitrust authorization and the implementation of corporate reorganization involving the incorporation of the companies Metarj Soluções into Geotechnology and Systems Development Ltd. (“Metarj”) and XL Solutions Ltda. (“XL”) by IPNET.

The Transaction will expand Cloud Co's product portfolio and strengthen its professional and managed services, enabling its acceleration and growth. The investment also reinforces the Company's presence as a digital services hub, with advances in innovative solutions.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

TELEFÔNICA BRASIL S.A.
Date: July 30, 2024 By: /s/ João Pedro Carneiro
Name: João Pedro Carneiro
Title: Investor Relations Director