FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of March, 2021
Brazilian Distribution Company
(Translation of Registrant’s Name Into English)
Av. Brigadeiro Luiz Antonio,
3142 São Paulo, SP 01402-901
Brazil
(Address of Principal Executive Offices)
(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
(Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
Yes ___ No X
COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO
Publicly-Held Company
CNPJ/ME 47.508.411 / 0001-56
NIRE 35.300.089.901
CALL NOTICE ANNUAL AND EXTRAORDINARY GENERAL MEETING
The shareholders (“Shareholders”) of Companhia Brasileira de Distribuição (“Company”) are hereby called to the Annual and Extraordinary General Meeting (“General Meeting”) to be held, exclusively digital, on April, 28th, 2021, at 15:00 p.m., in order to resolve on the following Agenda:
At the Annual Shareholders’ Meeting:
I. | Review of the management’s accounts, as well as examination, discussion and voting of the Company’s management report and financial statements for the fiscal year ended December 31, 2020; |
II. | Resolve on the proposal for allocation of profit for the fiscal year ended December 31, 2020; and |
III. | Determination of the annual global remuneration of the Company's directors and fiscal council, if shareholders require its installation. |
At the Extraordinary General Meeting:
I. | Increase in the Company's Share Capital due to the excess of profit reserves in relation to the share capital, without the issuance of new shares; |
II. | Amendment of the Company's bylaws to provide for the granting of indemnity agreements; and |
III. | Approval of the consolidation of the Company's Bylaws in order to incorporate the above amendments. |
We hereby inform that all documents related to the resolutions that will be voted on at General Meeting called hereby available to the Shareholders at the Company’s headquarters, on the investor relation’s website of the Company (www.gpari.com.br), and on the website of the Brazilian Securities and Exchange Commission - CVM (www.cvm.gov.br) and of B3 (www.b3.com.br), all documentation pertinent to the matters that will be deliberated on the General Meeting, including the management proposal and manual to attend this General Meeting ("Management Proposal” and “Manual for Attendance").
Participation in the General Meeting via electronic system:
Shareholders who wish to participate in the General Meeting through the digital platform must access the electronic address https://www.tenmeetings.com.br/assembleia/portal/?id=187FD43D2E4, complete their registration and attach all documents necessary for your qualification to participate and / or vote in the General Meeting, as indicated below, with at least 2 (two) days in advance of the date designated for the General Meeting, that is, until April 26, 2021 After the approval of the registration by the Company, the Shareholder will receive his login and individual password to access the platform through the e-mail used for registration.
The following documents must be sent by the shareholders through the eletronic address indicated above:
(a) Updated extract containing the respective shareholding issued by the custodian body no later than three (3) days in advance of the General Meeting;
(b) For individuals: identity document with shareholder picture;
(c) For legal entities: (i) restated bylaws or articles of association, and corporate documents proving the shareholder's legal representation; and (ii) identity document with photograph of the legal representative;
(d) For investment funds: (i) restated governing document of the fund; (ii) bylaws or articles of association of its administrator or manager, as the case may be, in accordance with the voting policy and corporate documents proving the powers of representation; and (iii) identity document with photograph of the fund’s legal representative; and
(e) if any of the Shareholders indicated in items (b) a (d) above is represented by a proxy, in addition to the respective documents indicated above, shall forward (i) power of attorney with specific powers for its representation at the General Meeting; (ii) identity documents of the present attorney-in-fact, as well as, in the case of a legal entity or fund, copies of the identity document and minutes of election of the legal representative(s) who have signed the mandate proving the powers of representation. For this General Meeting, the Company will accept powers of attorney granted by Shareholders electronically, preferably signed using the ICP-Brazil certification.
Participation in the General Meeting by means of a distance voting ballot:
Pursuant to CVM Instruction 481, and as detailed in the Management Proposal and Manual for Attendance, Shareholders who have an interest in exercising their right to vote through the distance voting bulletin shall send the voting instructions: (a) directly to the Company by e-mail, accompanied by the documents indicated in the items (a) and (e) above or (b) through (i) their respective custodian agents (if they provide this type of service) or (ii) to the Share Registry Agent, through the channels it makes available.
In all cases, for the Distance Voting Ballotin to take effect, April 21, 2021 (i.e. 7 (seven) days before the date of the General Meeting) shall be the last day for receipt by one of the above forms, and not the last day for its submission. If the Distance Voting Bulletin is received after April 21, 2021, votes will not be counted.
The Company will not require the physical delivery of the document and any other formalities that are provided for in the Company's Reference Form, as set forth in the Management Proposal and Manual for Attendance. Therefore, in case of any discrepancies between the Management Proposal and Manual for Attendance and item 12.2 of the Company’s Reference Form with regards to the documentation and formalities required to attend the Company’s general meetings, the terms of the Management Proposal and Manual for Attendance shall prevail.
Detailed information on the participation of the shareholder directly, by its legal representative or duly appointed attorney-in-fact, as well as the rules and procedures for participation and/or remote voting at the General Meeting, including guidelines for sending the Bulletin and also, guidelines on access to the digital platform and rules of conduct to be adopted at the General Meeting are set out in the Management Proposal and Manual for Attendance.
São Paulo, March 26, 2021.
Jean-Charles Henri Naouri
Chairman of the Board of Directors
SIGNATURES
Pursuant to the requirement 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.
COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO | |||
Date: March 29, 2021 | By: /s/ Jorge Faiçal | ||
Name: | Jorge Faiçal | ||
Title: | Chief Executive Officer | ||
By: /s/ Isabela Cadenassi | |||
Name: | Isabela Cadenassi | ||
Title: | Investor Relations Officer |
FORWARD-LOOKING STATEMENTS
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.