Buenaventura Mining Co Inc 6-K, filed Apr 11, 2023
Buenaventura Mining Co Inc (BVN)
About this 6-K
Buenaventura Mining Co Inc filed this 6-K on April 11, 2023.
UNITED STATES
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 April, 2023
Commission File Number: 001-14370
COMPANIA DE MINAS BUENAVENTURA S.A.A.
(Exact name of registrant as specified in its charter)
BUENAVENTURA
MINING COMPANY INC.
(Translation of registrant’s name into English)
LAS BEGONIAS 415 FLOOR 19,
SAN ISIDRO, LIMA 27, PERU
(Address of principal executive office)
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
| Exhibit | Description | |
| 99.1 | Notice of Agreements adopted at Shareholders’ Meeting | |
| 99.2 | Notice of Changes in the Participation and Positions of Related Parties |
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.
| COMPAÑÍA DE MINAS BUENAVENTURA S.A.A. | ||
| Date: April 11, 2023 | By: |
/s/ DANIEL DOMÍNGUEZ VERA |
| Name: | Daniel Domínguez Vera | |
| Title: | Chief Financial Officer | |
Exhibit 99.1
COMPAÑIA DE MINAS BUENAVENTURA S.A.A.
Friday, March 31, 2023
Messrs.
Superintendence of Capital Markets
MATERIAL INFORMATION: Notice of Agreements adopted at Shareholders’ Meeting
As required by the Regulation on Material and Reserved Information, approved by Resolution SMV No. 005-2014-SMV/01, we inform you that:
Legal Entity: COMPAÑIA DE MINAS BUENAVENTURA S.A.A.
Type of Meeting: Mandatory Annual Shareholders’
Date: March 31, 2023
Time: 09:00 AM
Description of Material Information: THE 6 ITEMS PROPOSED AT THE MANDATORY ANNUAL MEETING WERE APPROVED BY THE ATTENDING SHAREHOLDERS.
Comments:
The following points were discussed:
| - | Election or Removal of Directors |
| - | Dividend Distribution or Application |
| - | Approval of the Management Reports (Financial Statements and Annual Report). |
| - | Compensation for the Board of Directors – Fiscal Year 2022: THE PROPOSED COMPENSATION FOR THE BOARD OF DIRECTORS FOR 2022 FISCAL YEAR WAS APPROVED. |
| - | Appointment of Independent Auditors for Fiscal Year 2023: THE APPOINTMENT OF TANAKA, VALDIVIA Y ASOCIADOS, PERUVIAN PARTNERS OF EY AS INDEPENDENT AUDITORS FOR THE FISCAL YEAR 2023 WAS APPROVED. |
| - | Report on ESG Criteria: ITEM OF AN INFORMATIONAL NATURE, NOT SUBJECT TO APPROVAL |
INFORMATION ON COMMUNICATION OF DIVIDEND DISTRIBUTION OR APPLICATION
Details on the Appropriation of Dividends:
THE PROPOSED DIVIDEND DISTRIBUTION WAS APPROVED.
Detail on the Distribution of Cash Dividends:
Concept: Accumulated Results
Fiscal year: 2014
Amount to be Distributed: $ 20,121,323
Detail on the Dividends per Share
Type of Stock: BUENAVC1 - COMMON SHARES
Number of Stocks: 274,889,924
Amount of the Dividend per Share: $0.0730
Comments:
Type of Stock: BUENAVI1 - INVESTMENT SHARES
Number of Shares: 744,640
Amount of the Dividend per Share: $0.0730
Comments:
INFORMATION ON COMMUNICATION OF RECORD DATE AND DELIVERY FOR DISTRIBUTION OR APPLICATION OF DIVIDENDS
Concept of the Dividend Distribution: 2014-Accumulated Results,
Type of Body: General Shareholders' Meeting
Date of the Resolution: 31/03/2023
Type of Security: BUENAVC1 COMMON SHARES
Date of Record: 04/24/2023
Type of Security: BUENAVC1 COMMON SHARES
Date of Delivery: 05/04/2023
Type of Security: BUENAVI1 INVESTMENT SHARES
Date of Record: 04/24/2023
Type of Security: BUENAVI1 INVESTMENT SHARES
Date of Delivery: 05/04/2023
Comments: Note 1: The Common Share Dividend also applies to holders of American Depositary Receipts (“ADR”), one (1) ADR being equivalent to one (1) common share.
Note 2: The record date for ADR holders is 04/24/2023.
Note 3: The payment date for ADR holders will be communicated when established by the Bank of New York-Mellon (depositary bank).
INFORMATION ON COMMUNICATION OF FILING OF FINANCIAL INFORMATION
Type of Information: Annual Audited Stand-Alone information and Annual Report
Period: 2022
Comments:
INFORMATION ON COMMUNICATION OF CHANGES IN THE PARTICIPATION AND POSITIONS OF RELATED PARTIES
Comments: PERIOD MARCH 2023 - MARCH 2026
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: BENAVIDES GANOZA, RAUL EDUARDO PEDRO
Position: DIRECTOR
Initial Dates: 01/04/2021
Independent Director: NO
Ending Date: 03/31/2023
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: BENAVIDES GANOZA, ROQUE EDUARDO
Position: CHAIRMAN OF THE BOARD
Initial Dates: 07/30/2020
Independent Director: NO
Ending Date: 03/31/2023
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: BERNEX WEISS DE FALEN, NICOLE EDEL LAURE MARIE
Position: DIRECTOR
Initial Dates: 07/15/2020
Independent Director: YES
Ending Date: 03/31/2023
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: CHAMPION, WILLIAM HENRY
Position: DIRECTOR
Initial Dates: 07/15/2020
Independent Director: YES
Ending Date: 03/31/2023
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: DE LA TORRE DE LA PIEDRA, DIEGO EDUARDO M
Position: DIRECTOR
Initial Dates: 07/15/2020
Independent Director: YES
Ending Date: 03/31/2023
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: ORTIZ DE ZEVALLOS MADUEÑO, FELIPE ARTURO
Position: DIRECTOR
Initial Dates: 07/15/2020
Independent Director: NO
Ending Date: 03/31/2023
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: ZALDIVAR GARCIA, MARCO ANTONIO
Position: DIRECTOR
Initial Date: 07/15/2020
Independent Director: YES
Ending Date: 03/31/2023
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: BENAVIDES GANOZA, ROQUE EDUARDO
Position: DIRECTOR
Initial Date: 03/31/2023
Independent Director: NO
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: BENAVIDES GANOZA, RAUL EDUARDO PEDRO
Position: DIRECTOR
Initial Dates: 03/31/2023
Independent Director: NO
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: BERNEX WEISS DE FALEN, NICOLE EDEL LAURE MARIE
Position: DIRECTOR
Initial Dates: 03/31/2023
Independent Director: YES
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: CHAMPION, WILLIAM HENRY
Position: DIRECTOR
Initial Dates: 03/31/2023
Independent Director: YES
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: DE LA TORRE DE LA PIEDRA, DIEGO EDUARDO M
Position: DIRECTOR
Initial Dates: 03/31/2023
Independent Director: YES
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: ZALDIVAR GARCIA, MARCO ANTONIO
Position: DIRECTOR
Initial Dates: 03/31/2023
Independent Director: YES
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: BETZHOLD HENZI, JORGE F.
Position: DIRECTOR
Initial Dates: 03/31/2023
Independent Director: YES
| TYPE OF REALTIONSHIP | NAME | POSITION |
| BOARD OF DIRECTORS | BENAVIDES GANOZA, RAUL EDUARDO PEDRO | DIRECTOR |
| BOARD OF DIRECTORS | BENAVIDES GANOZA, ROQUE EDUARDO | DIRECTOR |
| BOARD OF DIRECTORS | BERNEX WEISS DE FALEN, NICOLE EDEL LAURE MARIE | DIRECTOR |
| BOARD OF DIRECTORS | BETZHOLD HENZI, JORGE F. | DIRECTOR |
| BOARD OF DIRECTORS | CHAMPION, WILLIAM HENRY | DIRECTOR |
| BOARD OF DIRECTORS | DE LA TORRE DE LA PIEDRA, DIEGO EDUARDO M | DIRECTOR |
| BOARD OF DIRECTORS | ZALDIVAR GARCIA, MARCO ANTONIO | DIRECTOR |
Best,
DANIEL DOMINGUEZ VERA
MARKET RELATIONS OFFICER
COMPAÑIA DE MINAS BUENAVENTURA S.A.A.
Exhibit 99.2
COMPAÑIA DE MINAS BUENAVENTURA S.A.A.
Monday, April 10, 2023
Messrs.
Superintendence of Capital Markets
MATERIAL INFORMATION: Notice of Changes in the Participation and Positions of Related Parties
As required by the Regulation on Material and Reserved Information, approved by Resolution SMV No. 005-2014-SMV/01, we inform you that:
Type of Body: Board of Directors Meeting
Date of Resolution: 04/10/2023
Description of the Material Information: Appointment of Mr. Roque Eduardo Benavides Ganoza as Chairman of the Board of Directors.
Observations: Today, April 10, 2023, the Board of Directors unanimously agreed to appoint Mr. Roque Eduardo Benavides Ganoza as Chairman of the Board of Directors.
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: BENAVIDES GANOZA, ROQUE EDUARDO
Position: DIRECTOR
Initial Dates: 03/31/2023
Independent Director: NO
Ending Date: 04/10/2023
Type of Relationship: BOARD OF DIRECTORS
Type of Movement: CHANGE
BOARD OF DIRECTORS: BENAVIDES GANOZA, ROQUE EDUARDO
Position: CHAIRMAN OF THE BOARD
Initial Dates: 04/10/2023
Independent Director: NO
| TYPE OF REALTIONSHIP | NAME | POSITION |
| BOARD OF DIRECTORS | BENAVIDES GANOZA, RAUL EDUARDO PEDRO | DIRECTOR |
| BOARD OF DIRECTORS | BENAVIDES GANOZA, ROQUE EDUARDO | CHAIRMAN OF THE BOARD |
| BOARD OF DIRECTORS | BERNEX WEISS DE FALEN, NICOLE EDEL LAURE MARIE | DIRECTOR |
| BOARD OF DIRECTORS | BETZHOLD HENZI, JORGE F. | DIRECTOR |
| BOARD OF DIRECTORS | CHAMPION, WILLIAM HENRY | DIRECTOR |
| BOARD OF DIRECTORS | DE LA TORRE DE LA PIEDRA, DIEGO EDUARDO M | DIRECTOR |
| BOARD OF DIRECTORS | ZALDIVAR GARCIA, MARCO ANTONIO | DIRECTOR |
Best,
DANIEL DOMINGUEZ VERA
MARKET RELATIONS OFFICER
COMPAÑIA DE MINAS BUENAVENTURA S.A.A.