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 April, 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 47.508.411/0001-56
NIRE 35.300.089.901
Synthetic map of the remote voting procedure for the Annual and Extraordinary General Shareholders’ Meeting to be held on April 28, 2021
COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO (“Companhia”), pursuant to Article 21-T of CVM instruction No. 481, of December 17, 2009, as amended, announces to its shareholders and the market that, on the date hereof, received from the bookkeeping agent, Itaú Corretora de Valores S.A. (“Itaú”), the synthetic map of the consolidated remote voting procedure with voting instructions sent by shareholders to the custody agent, central securities depository and Itaú for each item on the distance voting form, including the resolutions submitted to the Annual and Extraordinary General Shareholders’ Meeting to be held on April 28, 2021. The information contained in the synthetic map is attached hereto.
São Paulo, April 26, 2021.
Isabela Cadenassi
Investor Relations Officer
SCHEDULE
Summary of distance voting
Annual General Meeting (AGM) - 04/28/2021 at 3 pm
Resolution No. | Description of the Resolution | Resolution vote | No. of shares |
1 | 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. | Approve | 31,655,772 |
Reject | 187,154 | ||
Abstain | 4,588,529 | ||
2 | Proposal for allocation of the net profit for the fiscal year ended December 31, 2020, as detailed in the Management Proposal, in the following terms: (i) R$ 108,937,976,32 to the Legal Reserve; (ii) R$ 8,859,130.00 for the Tax Incentive Reserve (iii) 583,653,788.09 for the distribution of dividends and interest on equity (of which R$ 515,240,605.03 is the net amount of income tax to be withheld at source in relation to interest on equity); and (iii) 1,477,308,632.06 to the Expansion Reserve account. | Approve | 35,771,855 |
Reject | - | ||
Abstain | 659,600 | ||
3 | Determination of annual global compensation for the members of the Company’s management and Company’s fiscal council (if the Shareholders request their establishment) for the fiscal year 2021, in the terms of the Management Proposal, in the amount of up to R$67.497.788,83, up to R$25.031.584,53 to the Board of Officers, up to R$42.034.204,30 to the Board of Directors and up to R$432.000,00 to the Fiscal Council. | Approve | 7,440,563 |
Reject | 28,331,292 | ||
Abstain | 659,600 | ||
4 | Do you wish to request the operation of the Fiscal Council for the fiscal year of 2021? | Yes | 31,794,754 |
No | 1,339,129 | ||
Abstain | 3,297,572 | ||
5 | Should a second call for the General Shareholders´ Meeting be necessary, the voting instructions contained in this Form may also be considered in the event of a General Shareholders´ Meeting held upon second call? | Yes | 34,636,646 |
No | 1,794,809 | ||
Abstain | - |
Summary of distance voting
Extraordinary General Meeting (EGM) 04/28/2021 at 3 pm
Resolution No. | Description of the Resolution | Resolution vote | No. of shares |
1 | Proposal for the approval of a share capital increase in the amount of R$ 200.000.000,00 (two hundred million reais) through the capitalization of part of the Expansion Reserve account, without the issuance of new shares, passing the capital from R$ 5,649,866,585.69 (five billion, six hundred and forty-nine million, eight hundred and sixty-six thousand, five hundred and eighty-five reais and sixty-nine cents), to R$ R$ 5,849,866,585.69 (five billion, eight hundred and forty-nine million, eight hundred and sixty-six thousand, five hundred and eighty-five reais and sixty-nine cents), with no change in the number of shares, with the consequent amendment to the article 4th of the Bylaws. | Approve | 35,844,025 |
Reject | - | ||
Abstain | 659,600 | ||
2 | Proposal for amendment of the Company’s By-laws, pursuant to the Management Proposal, to reflect the granting of contracts of indemnity, which is an important instrument of attraction and retention of executives, upon prior approval of the Company's Board of Directors. | Approve | 4,676,198 |
Reject | 30,718,307 | ||
Abstain | 1,109,120 | ||
3 | Proposal for consolidation of the Company's Bylaws, subject to the approval of the resolutions of the previous items. | Approve | 35,844,025 |
Reject | - | ||
Abstain | 659,600 | ||
4 | Should a second call for the General Shareholders´ Meeting be necessary, the voting instructions contained in this Form may also be considered in the event of a General Shareholders´ Meeting held upon second call? | Yes | 34,708,816 |
No | 1,794,809 | ||
Abstain | - |
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: April 26, 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.