Companhia Paranaense de Energia - COPEL (ELP)
Filed: 4 May 17, 12:00am
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
For the month of May, 2017
Commission File Number 1-14668COMPANHIA PARANAENSE DE ENERGIA
(Exact name of registrant as specified in its charter)
Energy Company of Paraná
(Translation of Registrant's name into English)
Rua Coronel Dulcídio, 800
80420-170 Curitiba, Paraná
Federative Republic of Brazil
(5541) 3222-2027
80420-170 Curitiba, Paraná
Federative Republic of Brazil
(5541) 3222-2027
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. Form 20-F ___X___ Form 40-F _______
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 PARANAENSE DE ENERGIA - COPEL
Corporate Taxpayer’s ID (CNPJ) 76.483.817/0001-20
PUBLICLY-HELD COMPANY
CVM Registry No. 1431-1
SEC Registry (CUSIP) No. 20441B308 - Common
SEC Registry (CUSIP) No. 20441B407 - Preferred "B"
LATIBEX Registry No. 29922 - Preferred "B"
NOTICE TO THE SHAREHOLDERS
Companhia Paranaense de Energia - COPEL, announces that it has received from BNDES PARTICIPAÇÕES S.A., pursuant to the attached letter, a request to replace the members for the Board of Directors initially appointed by the shareholder. With these new appointments, the votes for the candidates Sandra Maria Guerra de Azevedo and Sergio Eduardo Weguelin Vieira, included in the Remote Voting Form of the 62nd Annual Shareholders' Meeting, to be held on April 28, 2017, become null and void.
The new candidates for the Board of Directors, appointed by BNDESPAR, are:
CANDIDATE | SHAREHOLDER RESPONSIBLE FOR THE APPOINTMENT | |||
NAME | TAXPAYER'S ID | NAME | TAXPAYER'S ID | HOLDER OF SHARES |
LEILA ABRAHAM LORIA | 375.862.707-91 | BNDES PARTICIPACOES S A | 00.383.281/0001-09 | COMMON AND |
OLGA STANKEVICIUS COLPO | 216.118.408-30 | |||
The information requested in items 12.5 to 12.10 of the Reference Form concerning the candidates appointed by BNDESPAR are included in Attachment II.
However, the Company makes clear that it is not responsible for the information provided by the shareholder.
Curitiba, April 26, 2017.
Luiz Eduardo da Veiga Sebastiani
Chief Financial and Investor Relations Officer
Translation of the scanned document:
BNDESPARClassification: Controlled Document - Business Confidentiality
Access Restriction: Companies of the BNDES System and the recipient of this message
Management Unit: DIR4
DIR4 Letter No. 024/2017 Rio de Janeiro, April 24, 2017
To
COPEL S.A.
Corporate Taxpayer’s ID (CNPJ) 76.483.817/0001-20
Rua Coronel Dulcídio, 800
CEP: 80420-170, Curitiba-PR
Attn: Mr. Chairman of the Board of Directors
Mr. CEO
Ref: Election of members to the Company's Boards of Directors
Dear Sirs,
We refer to the aforementioned matter in the subject line in order to, pursuant to Article 3 of the Shareholders' Agreement of Copel S.A. ("Copel" or "Company"), all necessary measures are taken, including the convening and holding of a shareholders' meeting, pursuant to the Company's Bylaws, for the election of Mrs. Leila Abraham Loria and Olga Stankevicius Colpo as members of the Board of Directors of the Company to replace the names informed in the DIR4 Letter 020/2017, of March 20, 2017
Without further ado, we are at your disposal for any clarifications that may be necessary.
Best regards,
________________________________
Eliane Aleixo Lustosa
Executive Officer of the Capital Markets Area of BNDES
12.6. Regarding each one of the persons who occupied the position of member of the board of directors or the fiscal council in the last year, report, the attendance percentage in the meetings held by the respective body in the same period, which occurred after taking office:
Has not worked as a member of the board of directors or of the fiscal council of Copel, affiliated, controlled or subsidiaries, in the last fiscal year
12.7. Provide the information mentioned in item 12.5 concerning the members of the statutory committees, as well as audit, risk, financial and compensation committees, even if such committees or structures are not statutory
Was not part of the committees of Copel, affiliates, controlled or subsidiaries, in the last fiscal year
12.8. Concerning each one of the persons who acted as a member of the statutory committees, as well as the audit, risk, financial and compensation committees, even if such committees or structures are not statutory, state, in a table, the attendance percentage in the meetings held by the respective body in the same period, which occurred after taking office
Not applicable
12.9. Inform the existence of marital relationship, stable union or kinship to the second degree between:
a. the issuer's managers
b. (i) the issuer's executive officers and (ii) the executive officers of companies directly or indirectly controlled by the issuer
c. (I) the managers of the issuer or its subsidiaries, direct or indirect, and (ii) direct or indirect controllers of the issuer
d. (i) the issuer's managers and (ii) the managers of controlling companies directly or indirectly controlled by the issuer
There is no marital relationship, stable union or kinship to the second degree between:
(i) the managers of the issuer or its subsidiaries, direct or indirect, and
(ii) direct or indirect controllers of the issuer
12.10. Inform the relationships of subordination, of service rendering or control maintained in the past 3 fiscal years between the issuer's managers and:
a. the company controlled, directly or indirectly, by the issuer, except those in which the issuer holds, directly or indirectly, all of the share capital
b. direct or indirect controlling shareholder of the issuer
The information sent by the candidates to the Boards of Directors and the Fiscal Council, pursuant to the provisions of Article 10, Item I, of the Brazilian Securities and Exchange Commission (CVM) Instruction No. 481 of December 17, 2009, as amended ("CVM-I 481") (presented as items 12.5 to 12.10 of the Reference Form)
c. if relevant, supplier, client, debtor or creditor of the issuer, its controlling or subsidiaries or subsidiaries of any of these people
Not applicable
12.6. Regarding each one of the persons who occupied the position of member of the board of directors or the fiscal council in the last year, report, the attendance percentage in the meetings held by the respective body in the same period, which occurred after taking office:
Has not worked as a member of the board of directors or of the fiscal council of Copel, affiliated, controlled or subsidiaries, in the last fiscal year
12.7. Provide the information mentioned in item 12.5 concerning the members of the statutory committees, as well as audit, risk, financial and compensation committees, even if such committees or structures are not statutory
Was not part of the committees of Copel, affiliates, controlled or subsidiaries, in the last fiscal year
12.8. Concerning each one of the persons who acted as a member of the statutory committees, as well as the audit, risk, financial and compensation committees, even if such committees or structures are not statutory, state, in a table, the attendance percentage in the meetings held by the respective body in the same period, which occurred after taking office
Not applicable
12.9. Inform the existence of marital relationship, stable union or kinship to the second degree between:
a. the issuer's managers
b. (i) the issuer's executive officers and (ii) the executive officers of companies directly or indirectly controlled by the issuer
c. (I) the managers of the issuer or its subsidiaries, direct or indirect, and (ii) direct or indirect controllers of the issuer
d. (i) the issuer's managers and (ii) the managers of controlling companies directly or indirectly controlled by the issuer
There is no marital relationship, stable union or kinship to the second degree between:
(i) the managers of the issuer or its subsidiaries, direct or indirect, and
(ii) direct or indirect controllers of the issuer
12.10. Inform the relationships of subordination, of service rendering or control maintained in the past 3 fiscal years between the issuer's managers and:
a. the company controlled, directly or indirectly, by the issuer, except those in which the issuer holds, directly or indirectly, all of the share capital
b. direct or indirect controlling shareholder of the issuer
The information sent by the candidates to the Boards of Directors and the Fiscal Council, pursuant to the provisions of Article 10, Item I, of the Brazilian Securities and Exchange Commission (CVM) Instruction No. 481 of December 17, 2009, as amended ("CVM-I 481") (presented as items 12.5 to 12.10 of the Reference Form)
c. if relevant, supplier, client, debtor or creditor of the issuer, its controlling or subsidiaries or subsidiaries of any of these people
Not applicable
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.
Date: May 3, 2017
| COMPANHIA PARANAENSE DE ENERGIA – COPEL | ||
| By: | /S/ Antonio Sergio de Souza Guetter | |
Antonio Sergio de Souza Guetter Chief Executive 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 of future 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.