SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF THE
SECURITIES EXCHANGE ACT OF 1934
For the month of December 2020
(Commission File No. 001-32221)
GOL LINHAS AÉREAS INTELIGENTES S.A.
(Exact name of registrant as specified in its charter)
GOL INTELLIGENT AIRLINES INC.
(Translation of registrant’s name into English)
Praça Comandante Linneu Gomes, Portaria 3, Prédio 24
Jd. Aeroporto
04630-000 São Paulo, São Paulo
Federative Republic of Brazil
(Address of registrant’s 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___
GOL LINHAS AÉREAS INTELIGENTES S.A.
CNPJ/ME No. 06.164.253/001-87
NIRE 35.300.314.441
MINUTES OF THE BOARD OF DIRECTORS’ MEETING
HELD ON DECEMBER 17, 2020
I. Date, Time and Place: December 17, 2020, at 08 a.m., on Praça Comte. Linneu Gomes, S/N, Portaria 3, Prédio 15, Board of Directors’ Meeting Room, Jardim Aeroporto, in the city of São Paulo, State of São Paulo, CEP 04626-020, at the head office of Gol Linhas Aéreas Inteligentes S.A. (“Company”). II. Attendance: All the members of the Board of Directors of the Company. III. Presiding Board: Mr. Constantino de Oliveira Junior was the chairman of the meeting, and invited me, Melissa Paula dos Santos Silva Sica, to act as secretary of the meeting; IV. Call Notice: Waived, due to the attendance of all the members of the Board of Directors, in compliance with article 124, section 4 of Law no. 6404, dated December 15, 1976, as amended (“Corporations Act”). V. Agenda: To pass resolutions on the following matters: (a) authorization for a paymentguarantee to be granted by the Company for the benefit of the holders of the Notes (as defined below) as guarantee of the obligations to be undertaken by Gol Finance (“Gol Finance”), a wholly-owned subsidiary of the Company, within the scope of the Offer (as defined below); (b) authorization for collateral to be granted by the Company, by means of a fiduciary sale of intellectual property rights over certain assets of the Company, for the benefit of the holders of the Notes (as defined below), to secure the obligations to be undertaken by Gol Finance within the scope of the Offer (as defined below); (c) authorization of granting powers to the Board of Executive Officers of the Company to perform any and all acts and sign any and all documents as may be necessary in order to grant the guarantees and collateral referred to in items “(a)” and “(b)” above and to carry out the Offer (as defined below); and (d) the confirmation of any and all acts performed by the Board of Executive Officers of the Company, as may be necessary in order to grant the guarantees and collateral referred to in items “(a)” and “(b)” above and to carry out the Offer (as defined below). VI. Resolutions: After the necessary explanations were provided, the members of the Board of Directors decided and, by unanimous vote, approved: (a) the granting of a payment l guarantee by the Company in order to irrevocably and irreversibly guarantee the obligations to be undertaken by Gol Finance, within the scope of the private placement of up to U.S.$ 200.0 million in U.S. dollar denominated senior secured notes to be issued by Gol Finance (“Notes”), with a maturity in 2026 (“Offer”); (b) the granting of collateral by the Company, by means of a fiduciary sale of intellectual property rights over certain assets of the Company, for the benefit of the holders of the Notes to secure the obligations to be undertaken by Gol Finance within the scope of the Offer; (c) the granting to the Board of Executive Officers of the Company all the powers necessary to perform any and all acts
and sign any and all documents necessary in order to grant the guarantee and collateral referred to in items “(a)” and “(b)” above and to carry out the Offer, being entitled to agree upon and execute any agreements, communications, notices, certificates or documents as deemed to be necessary or appropriate in order to grant the guarantees referred to in items “(a)” and “(b)” above and to carry out the Offer; and (d) confirmed all the acts performed up to now by the Board of Executive Officers of the Company in relation to the granting of the guarantees referred to in items “(a)” and “(b)” above and to the carrying out of the Offer. VII. Suspension of the Meeting and Drawing-up of these Minutes: The floor was offered to whoever might wish to use it, and, since nobody did so, the meeting was adjourned for the necessary time for the drawing-up of these minutes. After the meeting was reopened, these minutes were read, checked and signed by the attendees. Signatures: Chairmanship of the Meeting: Constantino de Oliveira Júnior – Chairman – Secretary. Members of the Board of Directors: Constantino de Oliveira Junior, Joaquim Constantino Neto, Ricardo Constantino, Antonio Kandir, Germán Pasquale Quiroga Vilardo, André Béla Jánsky, Anna Luiza Serwy Constantino, Francis James Leahy Meaney e Phillipp Schiemer. I hereby certify that this is a faithful copy of the minutes drawn-up in the proper book.
São Paulo, December 17, 2020
__________________________________ Constantino de Oliveira Júnior Chairman | __________________________________ Melissa Paula dos Santos Silva Sica Secretary |
SIGNATURE
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: December 21, 2020
GOL LINHAS AÉREAS INTELIGENTES S.A. |
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By: | /s/ Richard F. Lark, Jr. | |
| Name: Richard F. Lark, Jr. Title: Investor Relations Officer |