Itau Unibanco Holding S.A 6-K, filed Mar 30, 2020
Itau Unibanco Holding S.A. (ITUB)
About this 6-K
Itau Unibanco Holding S.A filed this 6-K on March 30, 2020.
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 March 2020
Commission File Number: 001-15276
Itaú Unibanco Holding S.A.
(Exact name of registrant as specified in its charter)
Itaú Unibanco Holding S.A.
(Translation of Registrant’s Name into English)
Praça Alfredo Egydio de Souza Aranha, 100-Torre Conceicao
CEP 04344-902 São Paulo, SP, Brazil
(Address of principal executive office)
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 ☒ 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 ☒
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 ☒
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ☐ No ☒
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
82–
EXHIBIT INDEX
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99.1 |
CALL NOTICE |
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 27, 2020.
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Itaú Unibanco Holding S.A |
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By: |
/s/ Alexsandro Broedel |
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Name: |
Alexsandro Broedel |
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Title: |
Group Executive Finance Director and Head of Investor Relations |
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By: |
/s/ Milton Maluhy Filho |
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Name: |
Milton Maluhy Filho |
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Title: |
Chief Financial Officer |
1
Exhibit 99.1
ITAÚ UNIBANCO HOLDING S.A.
CNPJ 60.872.504/0001-23 A Publicly-Held Company NIRE 35300010230
CALL NOTICE
ANNUAL AND EXTRAORDINARY GENERAL STOCKHOLDERS’ MEETING
The Stockholders of ITAÚ UNIBANCO HOLDING S.A. (“Company”), as provided for in the Brazilian
Corporate Law, are hereby invited by the Board of Directors to the Company’s Annual and
Extraordinary Stockholders’ Meeting, which is expected to be held on April 28, 2020 at 11:00 a.m., in
the Auditorium of the Centro Empresarial Itaú Unibanco, at Praça Alfredo Egydio de Souza Aranha, 100,
Torre Walther Moreira Salles, Piso Guajuviras, in the City of São Paulo, State of São Paulo, with the
purpose to:
At the Annual General Stockholders’ Meeting
1. take cognizance of the Management Report and the Report of Independent Auditors, the Opinion of the
Fiscal Council, and the Summary of the Report of the Audit Committee and to examine, for resolution, the
Financial Statements for the fiscal year ended December 31, 2019;
2. resolve on the allocation of net income for the year;
3. define the number of members that will comprise the Board of Directors and elect the members of the
Board of Directors and the Fiscal Council for the next yearly term of office. Pursuant to the Brazilian
Securities and Exchange Commission (“CVM”) Instructions No. 165/91 and No. 282/98, it is stated that
in order to require the adoption of a multiple voting process for electing members of the Company’s Board
of Directors, applicant Stockholders must represent at least five percent (5%) of the voting capital; and
4. resolve on the amount to be allocated for the overall compensation of the members of the Board of
Directors and the Board of Executive Officers, as well as the compensation of the Fiscal Council members.
At the Extraordinary General Stockholders’ Meeting
1. amend the Bylaws in order to include items 5.3. and 5.3.1. to provide for the possibility of the Company
taking out civil liability insurance or entering into an indemnity contract in favor of its management
members; and
2. consolidate the Bylaws by including the amendments in aforementioned item “1.”
The full description of the matters proposed, as well as their justification, is found in the General
Stockholders Meetings’ Manual.
The documents to be reviewed are available to Stockholders on the Company’s Investor Relations website
(www.itau.com.br/relacoes-com-investidores), as well as on the websites of the CVM (www.cvm.gov.br)
and B3 – Brasil, Bolsa, Balcão (www.b3.com.br). Stockholders may also request a copy of the said
documents by e-mail relacoes.investidores@itau-unibanco.com.br.
In view of the extraordinary health crisis the world is facing, we strongly encourage Stockholders´ to
participate through the remote voting form, in conformity with CVM Instruction No. 481/09, to be sent (i)
directly to the Company, or (ii) to their respecti
ve custody agents, in the case shares are deposited at a
central depository, or (iii) to Itaú Corretora de Valores S.A., the financial institution hired by the Company
to provide bookkeeping services, in accordance with the procedures described in the General Stockholders’
Meeting Manual.
Although not recommended, any Stockholders willing to attend the General Stockholders’ Meeting in
person must bear their identity document.
Stockholders may also be represented in the General Meetings by a proxy pursuant to Article 126 of Law
No. 6,404/76, provided that this proxy bears an identity document and the following documents evidencing
the validity of their proxy (we require that any documents issued abroad to be consularized or apostilled
and be accompanied by the respective sworn translation). We clarify that it is not mandatory that the
representative of the Legal Entity Stockholder be a Stockholder, a Company’s management member or a
lawyer.
a) Legal Entities in Brazil: a notarized copy of the articles of association/bylaws of the represented legal
entity, proof of election of management members and the corresponding proxy with signature notarized by
a public notary’s office;
b) Individuals in Brazil: a proxy with signature notarized by a public notary’s office.
In order to facilitate the conduction of the Meeting, the Company recommends that Stockholders
represented by proxies send a copy of the documents listed above by mail or messenger up to 12 noon of
April 24, 2020 to:
Itaú Unibanco - Gerência Paralegal de Assuntos Corporativos
Praça Alfredo Egydio de Souza Aranha, 100, Torre Conceição, 3° andar
Parque Jabaquara, São Paulo (SP) - CEP 04344-902
or e-mail to drinvest@itau-unibanco.com.br.
In order to organize entry to the Meeting, admission of Stockholders to the Company’s head office will be
permitted from 10:00 a.m. onward.
Finally, we inform that, depending on the evolution of the pandemic and on the government guidelines,
we may decide to postpone the Annual and Extraordinary General Stockholders’ Meeting, in which case
it will be duly informed and disclosed.
São Paulo (SP), March 27, 2020.
ALEXSANDRO BROEDEL
Group Executive Finance Director and Head Investor Relations Officer