(Commission File No. 1-14862 )
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___
Last update: 03/29/2018
DISTANCE VOTING BALLOT |
Annual General Meeting (AGM) - BRASKEM S.A. to be held on 04/30/2018 |
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Shareholder's Name |
Shareholder's CNPJ or CPF |
Instructions on how to cast your vote This remote voting form (“Voting Form”) must only be filled out if the shareholder of Braskem S.A.(“Company”) decides to vote by remote voting, pursuant to CVM Instruction No. 481, dated as ofDecember 17, 2009, as amended (“CVM Instruction 481/09”). In this case, it is necessary that thefields above are filled out with the complete name (or corporate name) of the Company´sshareholder (“Shareholder”) and its Federal Taxpayer’s Registry (CNPJ) or Individual Taxpayer’sRegistry (CPF), as well as an e-mail address for eventual contact.
In addition, in order for this form to be considered valid and the votes recorded herein counted inthe quorum for the Annual General Meeting (“AGM”), the following instructions must be observed:
• All fields must be duly filled out; • All pages must be initialized; and
• At the last page, the shareholder(s) or it(s) legal representative(s), as the case may be and in
accordance with the applicable law and regulation, must sign the Voting Form and signaturenotarization will be required. |
Instructions for sending your ballot, indicating the delivery process by sending it directly tothe Company or through a qualified service provider
The Shareholder may transmit the instructions for filling the Voting Form: (a) directly to theCompany (Rua Lemos Monteiro, No. 120, 22nd floor, Zip code 05501-050, São Paulo, SP, c/oRelations Investors Department and/or by the e-mail braskem-ri@braskem.com.br, requestingreceipt confirmation); or (b) to service providers who are able to provide services for collecting andtransmitting instructions for Voting Form purposes, such as: (i) the Shareholder custodian agents,if the shareholders’ shares are held in central depositary institution; or (ii) to Itaú Corretora deValores, the financial institution hired by the Company to provide bookkeeping services for thesecurities that are not in central depositary institution (Avenida Brigadeiro Faria Lima, No. 3.500,3rd floor, São Paulo, SP, Zip code 04538-132 and/or by the e-mail atendimentoescrituracao@itauunibanco.com.br, or by the website http://itau.com.br/securitiesservices/assembleiadigital / Phonenumber for the attendance of Shareholders: + 55 (11) 3003-9285 (capitals and metropolitanregions) or 0800 7209285 (other locations))
The shareholder who desires to exercise its voting right by sending the Voting Form directly to theCompany, pursuant to item (a) above, must send the following documents, requiring notarizationand consularization or application with certified translation (in case of foreign shareholders), as thecase may be, to the Company: (i) Voting Form duly filled out, with all pages initialized and signed (not being possible to be signed by digital certificate) with shareholder signature notarization; (ii)proof of the Company’s shares ownership issued by the custodian institution or by thebookkeeping agent of the Company, depending on whether its shares are deposited at the centraldepositary or not and, in case intends to exercise the right set forth in article 144, §§ 4 and 5 ofLaw No. 6.404, dated as of December 15, 1976, as amended (“Brazilian Corporate Law”), theshareholder shall attest the nonstop equity capital for a period of, at least, three (3) months prior tothe AGM; and (iii) copy of the following documents:
• Individuals: personal identity cards with photo and taxpayer registry document (CPF) of theshareholder (and, in the case of an attorney, a power of attorney with signature notarization, aswell as the documents above of the attorney);
• Legal entities: documents of constitution or articles of association or Bylaws, minutes of themeeting which elected the Board of Directors (if available) and minutes of the meeting whichelected the Executive Officers containing legal representation rights for representative(s) withrepresentation rights to attend the AGM, as well as personal identity cards with photo andtaxpayer registry document (CPF) of the legal representative(s) of such company, and, in the caseof an attorney, a power of attorney with signature notarization, as well as the documents above ofthe attorney; and
• Investment funds: fund regulation and Bylaws or articles of association of administrator of thefund, as well as the minutes of the meeting that elected the legal representative(s) withrepresentation rights to attend the AGM, as well as personal identity cards with photo andtaxpayer registry document (CPF) of the legal representative(s) of such fund and, in the case of anattorney, a power of attorney with signature notarization, as well as the documents above of theattorney.
The following identification documents will be accepted, so long as they have a photo ID: identitycard (RG and RNE), driver’s license (CNH), passports and professional class entity cards that are |
DISTANCE VOTING BALLOT |
Annual General Meeting (AGM) - BRASKEM S.A. to be held on 04/30/2018 |
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officially recognized as such. In accordance with CVM Instruction 481/09, the Shareholder must transmit the Voting Form fillinginstructions to the custody agents no later than seven (7) days prior to the AGM that is, until April30, 2018 (this day included). Any voting forms received by the Company after the date will bedisregarded.
If the Shareholder choose to exercise its voting right by sending the Voting Form through theirrespective custody agents, the Shareholder must contact directly such institutions to verify theprocedures established by them for the issuance of the instructions on the Voting Form, as well asthe documents and information required to do so.
In accordance to article 21-U of CVM Instruction 481/09, the Company will inform the Shareholderthat send the Voting Form up to three (3) days of the delivery of the Voting Forms, if thedocuments received are satisfactory to the requirements for votes considered valid or, ifnecessary, the procedures and deadlines for eventual rectifications or resend of the Voting Form,noting that such rectifications should be done in up to seven (7) days prior to the AGM, that is, byApril 30, 2018 (this day included).
It should also be noted that the Company’s Management Proposal containing the documentsprovided as in articles 9, 10 and 12 of CVM Instruction 481/09, is available to Shareholders at theCompany’s headquarters (Rua Eteno, No. 1.561, Polo Petroquímico, Camaçari, Bahia), in itswebsite (http://www.braskem-ri.com.br), and at the website of Brazilian Securities and ExchangeCommission (Comissão de Valores Mobiliários) (“CVM”) (www.cvm.gov.br). |
Postal and e-mail address to send the distance voting ballot, if the shareholder chooses todeliver the document directly to the company As mentioned on item above (“Instructions for Delivery”), the Shareholder must send the VotingForm to the following address: Rua Lemos Monteiro, No. 120, 22nd floor, Zip code 05501-050,São Paulo, SP, c/o Relations Investors Department and/or by the e-mail braskemri@braskem.com.br, requesting confirmation of receipt. |
Indication of the institution hired by the company to provide the registrar service ofsecurities, with name, physical and electronic address, contact person and phone number As mentioned on item above (“Instructions for Delivery”), the Shareholder must send the VotingForm to the following address: Avenida Brigadeiro Faria Lima, No. 3.500, 3rd floor, São Paulo, SP,Zip code 04538-132 and/or by the e-mail atendimentoescrituracao@itau-unibanco.com.br, or bythe website http://itau.com.br/securitiesservices/assembleiadigital.
The phone number for the attendance of Shareholders is + 55 (11) 3003-9285 (capitals andmetropolitan regions) or 0800 7209285 (other locations), and Mr. Marcio Conde Souza is thecontact person. |
Resolutions concerning the Annual General Meeting (AGM) |
Simple Resolution 1. Examine, discuss and vote on the Management Report and respective Management Accountand Company’s Financial Statement, containing the Notes to financial statements, for the fiscalyear ended December 31, 2017, along with the Reports of the Independent Auditors and of theFiscal Council.
[ ] Approve [ ] Reject [ ] Abstain |
Simple Resolution 2. Resolve on the capital budget of the Company in the amount of R$2,872,000,000.00 (twobillion, eight hundred and seventy-two million reais) according to the Management Proposal.
[ ] Approve [ ] Reject [ ] Abstain |
Simple Resolution 3. Examine, discuss and vote the Management Proposal on the allocation of the results of thefiscal year ended December 31, 2017.
[ ] Approve [ ] Reject [ ] Abstain |
DISTANCE VOTING BALLOT |
Annual General Meeting (AGM) - BRASKEM S.A. to be held on 04/30/2018 |
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Simple Question 4. Do you want to request the adoption of the multiple vote process for the election of the Board ofDirectors, pursuant to article 141 of Brazilian Corporate Law?
[ ] Yes [ ] No [ ] Abstain |
Election of the board of directors by single group of candidates
Chapa Única RODRIGO JOSÉ DE PONTES SEABRA MONTEIRO SALLES (EFETIVO) / ANDRE AMARODA SILVEIRA (SUPLENTE) JOÃO COX NETO (EFETIVO) / MARCELO MANCINI STELLA (SUPLENTE) LUIZ DE MENDONÇA (EFETIVO) / MAURO MOTTA FIGUEIRA (SUPLENTE) GESNER JOSÉ DE OLIVEIRA FILHO (EFETIVO) / TICIANA VAZ SAMPAIO MARIANETTI(SUPLENTE) MARCELO MOSES DE OLIVEIRA LYRIO (EFETIVO) / JOSÉ DE FREITAS MASCARENHAS(SUPLENTE) PEDRO OLIVA MARCILIO DE SOUSA (EFETIVO) / SUSAN BARRIO DE SIQUEIRA CAMPOS(SUPLENTE) CARLA GOUVEIA BARRETTO(EFETIVO) / SERGIO FRANÇA LEÃO (SUPLENTE)
5. Indication of all candidates that compose the plaque. - Chapa Única
[ ] Approve [ ] Reject [ ] Abstain
6. In case one of the candidates that compose the chosen plaque no longer integrates it, can thevotes corresponding to your shares continue to be conferred on the chosen plaque?
[ ] Yes [ ] No [ ] Abstain
7. In case of adoption of the election by multiple votes, shall the votes corresponding to yourshares be distributed to the chosen plaque in equal percentages?
[ ] Yes [ ] No [ ] Abstain
8. List of all the candidates to indicate the percentage (%) of the votes to be attributed.
RODRIGO JOSÉ DE PONTES SEABRA MONTEIRO SALLES (EFETIVO) / ANDRE AMARO DASILVEIRA (SUPLENTE) [ ] %
JOÃO COX NETO (EFETIVO) / MARCELO MANCINI STELLA (SUPLENTE) [ ] %
LUIZ DE MENDONÇA (EFETIVO) / MAURO MOTTA FIGUEIRA (SUPLENTE) [ ] %
GESNER JOSÉ DE OLIVEIRA FILHO (EFETIVO) / TICIANA VAZ SAMPAIO MARIANETTI(SUPLENTE) [ ] %
MARCELO MOSES DE OLIVEIRA LYRIO (EFETIVO) / JOSÉ DE FREITAS MASCARENHAS(SUPLENTE) [ ] %
PEDRO OLIVA MARCILIO DE SOUSA (EFETIVO) / SUSAN BARRIO DE SIQUEIRA CAMPOS(SUPLENTE) [ ] %
CARLA GOUVEIA BARRETTO(EFETIVO) / SERGIO FRANÇA LEÃO (SUPLENTE) [ ] %
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Simple Question |
DISTANCE VOTING BALLOT |
Annual General Meeting (AGM) - BRASKEM S.A. to be held on 04/30/2018 |
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9. Do you want to request the adoption of the separate election of a member to the Board ofDirectors, under the terms of the article 141, paragraph 4, item “I” of Brazilian Corporate Law?
[ ] Yes [ ] No [ ] Abstain |
Simple Question 10. Do you want to request the adoption of the separate election of a member to the Board ofDirectors, under the terms of the article 141, paragraph 4, item “II” of Brazilian Corporate Law?
[ ] Yes [ ] No [ ] Abstain |
Simple Question 11. If it is verified that neither the holders of common shares nor the holders of preferred shareshave reached the quorum required in items I and II of article 141, paragraph 4 of the BrazilianCorporate Law, do you want to aggregate your votes to the votes of the common shares orpreferred shares, as applicable, pursuant to article 141, paragraph 5 of the Brazilian CorporationLaw, in order to elect the candidate for the Board of Directors with the highest number of votesamong all those who are indicated on the Voting Form, run for the separate election?
[ ] Yes [ ] No [ ] Abstain |
Election of the fiscal board by single group of candidates
Chapa Única ISMAEL CAMPOS DE ABREU (EFETIVO) / IVAN SILVA DUARTE (SUPLENTE) GLBERTO BRAGA (EFETIVO) / CRISTIANE DA ROCHA RIBEIRO DE SOUZA (SUPLENTE)
12. Indication of all candidates that compose the plaque. - Chapa Única [ ] Approve [ ] Reject [ ] Abstain
13. In case one of the candidates that compose the chosen plaque no longer integrates it, can thevotes corresponding to your shares continue to be conferred on the chosen plaque? -
[ ] Yes [ ] No [ ] Abstain |
Simple Question 14. Do you want to request the adoption for minority shareholders of common shares of theseparate election of a member to the Fiscal Council, under the terms of the article 161, paragraph4, item “a” of Brazilian Corporate Law?
[ ] Yes [ ] No [ ] Abstain |
Simple Question 15. Do you want to request the adoption for shareholders of preferred shares of the separateelection of a member to the Fiscal Council, under the terms of the article 161, paragraph 4, item“a” of Brazilian Corporate Law?
[ ] Yes [ ] No [ ] Abstain |
Simple Resolution 16. Resolve the annual and global management and Fiscal Council compensation for the 2018fiscal year.
[ ] Approve [ ] Reject [ ] Abstain |
DISTANCE VOTING BALLOT |
Annual General Meeting (AGM) - BRASKEM S.A. to be held on 04/30/2018 |
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Simple Resolution 17. Resolve the amendment and ratification of management compensation remuneration of thefiscal year ended December 31, 2017.
[ ] Approve [ ] Reject [ ] Abstain |
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City :__________________________________________________________________________ |
Date :__________________________________________________________________________ |
Signature :_____________________________________________________________________ |
Shareholder's Name :____________________________________________________________ |
Phone Number :__________________________________________________________________ |
SIGNATURES
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: March 30, 2018| BRASKEM S.A. | |||
| By: | /s/ Pedro van Langendonck Teixeira de Freitas | ||
| Name: | Pedro van Langendonck Teixeira de Freitas | ||
| Title: | Chief Financial Officer | ||
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.
