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 July, 2022
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 AND AUTHORIZED COMPANY
CNPJ/ME No. 47.508.411/0001-56
NIRE 35.300.089.901
EXTRACT OF THE MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS HELD ON JUNE 30th, 2022
1. DATE, TIME AND PLACE: on June 30th, 2022, at 05:00 p.m., at the head offices of Companhia Brasileira de Distribuição (“Company”), at Avenida Brigadeiro Luís Antônio, No. 3.142, City and State of São Paulo.
2. CONDUCTION OF THE MEETING: Chairman: Mr. Arnaud Daniel Charles Walter Joachim Strasser; Secretary: Mrs. Aline Pacheco Pelucio.
3. CALL TO ORDER AND ATTENDANCE: The call was waived pursuant to paragraphs first and second of article 14 of the Company’s Bylaws and articles 7 and 8 of the Internal Regulation of the Company’s Board of Directors. Were present all of the members of the Board of Directors, namely, Messrs. Arnaud Daniel Charles Walter Joachim Strasser, Jean-Charles Henri Naouri, Ronaldo Iabrudi dos Santos Pereira, Christophe Hidalgo, Eleazar de Carvalho Filho, Hervé Daudin, Luiz Augusto de Castro Neves, Rafael Russowsky and Renan Bergmann
4. AGENDA: (i) Analysis and decision of transactions with Related Parties; (ii) Analysis and deliberation on the sale of commercial establishments; (iii) Analysis and deliberation on the sale of the goodwill of Campo dos Goytacazes Gas Station; (iv) Analysis and deliberation on the sale of the Company's equity interest in FIC Promotora; and (v) Analysis and deliberation on the acquisition of the shareholding of Delivery Center in Cheftime.
5. RESOLUTIONS: Starting the work, Messrs. Counselors took the following resolutions, unanimously and without reservations:
5.1 Analysis and decision of transactions with Related Parties: based on the Company's Related Party Transactions Policy and on the Corporate Governance and Human Resources Committee reccomendation, the Members, unanimously and without reservations decided on the approval of the following transactions: (i) Amendment to the Separation Agreement between the Company and Sendas Distribuidora; and (ii) Amendment to the Agreement of Onerous Assignment of Commercial Establishments Among Others between the Company and Sendas Distribuidora;
5.2 Analysis and deliberation on the sale of commercial establishments: The Members of the Board of Directors unanimously and without reservations decided to sell the following commercial establishments: Extra de Volta Redonda, Extra de Guarulhos and Extra Gamelinha. Subsequently, they empower the Executive Board to take the necessary measures to formalize said transactions;
5.3 Analysis and deliberation on the sale of the goodwill of Campo dos Goytacazes Gas Station: The Members of the Board of Directors unanimously and without reservations decided to sell the goodwill of Campo dos Goytacazes Gas Station. Subsequently, they empower the Executive Board to take the necessary measures to formalize said transaction;
5.4 Analysis and deliberation on the sale of the Company's equity interest in FIC Promotora: The Members of the Board of Directors unanimously and without reservations resolved to sell the Company's equity interest in FIC Promotora. Subsequently, they empower the Executive Board to take the necessary measures to formalize said sale; and
5.5 Analysis and deliberation on the acquisition of the shareholding of Delivery Center in Cheftime: The Members of the Board of Directors decided, unanimously and without reservations, to acquire the shareholding of Delivery Center in Cheftime. Subsequently, they empower the Executive Board to take the necessary measures to formalize said acquisition.
6. APPROVAL AND SIGNATURE OF THESE MINUTES: As there were no further matters to be addressed, the meeting was adjourned so that these minutes were drawn up. Then the meeting was resumed and these minutes were read and agreed to, having been undersigned by all attending persons. São Paulo, June 30th, 2022. Chairman: Mr. Arnaud Daniel Charles Walter Joachim Strasser; Secretary: Mrs. Aline Pacheco Pelucio. Members of the Board of Directors who were present: Messrs. Arnaud Daniel Charles Walter Joachim Strasser, Jean-Charles Henri Naouri, Ronaldo Iabrudi dos Santos Pereira, Christophe Hidalgo, Eleazar de Carvalho Filho, Hervé Daudin, Luiz Augusto de Castro Neves Rafael Russowsky and Renan Bergmann.
I hereby certify, for due purposes, that this is an extract of the minutes registered in the relevant corporate book, in accordance with Article 130, paragraph 3, of Law No. 6.404/76 as amended.
__________________________________ Aline Pacheco Pelucio Secretary |
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: July 1, 2022 | By: /s/ Marcelo Pimentel | ||
Name: | Marcelo Pimentel | ||
Title: | Chief Executive Officer | ||
By: /s/ Guillaume Marie Didier Gras | |||
Name: | Guillaume Marie Didier Gras | ||
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.